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Greenvolt Energias Renovaveis

Investor Presentation Mar 27, 2024

1907_iss_2024-03-27_3d91a54c-d6f3-4a71-b21e-72c3304fe197.pdf

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March 2024

IN REVIEWING THE INFORMATION CONTAINED IN THIS PRESENTATION, YOU ARE AGREEING TO ABIDE BY THE TERMS OF THIS DISCLAIMER. THIS INFORMATION IS BEING MADE AVAILABLE TO EACH RECIPIENT SOLELY FOR ITS INFORMATION AND IS SUBJECT TO AMENDMENT.

This document has been prepared by Greenvolt – Energias Renováveis, S.A. (the "Company") solely for informational purposes and use at the presentation to be made on this date and, together with any other materials, documents and information used or distributed to investors in the context of this presentation, does not constitute or form part of and should not be construed as, an offer (public or private) to sell or issue or the solicitation of an offer (public or private) to buy or acquire securities of the Company or any of its affiliates or subsidiaries in any jurisdiction or an inducement to enter into investment activity in any jurisdiction and you should not rely upon it or use it to form the basis for any decision, contract, commitment or action whatsoever, with respect to any proposed transaction or otherwise.

By attending the meeting where this presentation is made, or by reading the presentation slides, you acknowledge and agree to be bound by the limitations and restrictions herein set forth.

This presentation may not be distributed to the press or to any other person in any jurisdiction, and may not be reproduced in any form, in whole or in part for any other purpose without the express and prior consent in writing of the Company.

Any decision to invest in any securities of the Company or any of its affiliates or subsidiaries in any offering (public or private) should be made solely on the basis of the information to be contained in the relevant prospectus, key investor information or final offering memorandum provided to the investors and to be published in due course in relation to any such offering and/or public information on the Company or any of its affiliates or subsidiaries available in the market.

Matters discussed in this presentation may constitute forward-looking statements. Forward-looking statements are statements other than in respect of historical facts. The words "believe," "expect," "anticipate," "intends," "estimate," "will," "may", "continue," "should" and similar expressions usually identify forward-looking statements. Forward-looking statements include statements regarding: objectives, goals, strategies, outlook and growth prospects; future plans, events or performance and potential for future growth; liquidity, capital resources and capital expenditures; economic outlook and industry trends; energy demand and supply; developments of the Company's markets; the impact of legal and regulatory initiatives; and the strength of the Company's competitors. The forward-looking statements in this presentation are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in the Company's records and other data available from third parties. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Important factors that may lead to significant differences between the actual results and the statements of expectations about future events or results include the company's business strategy, financial strategy, national and international economic conditions, technology, legal and regulatory conditions, public service industry developments, cost of raw materials, financial market conditions, uncertainty of the results of future operations, plans, objectives, expectations and intentions, among others. Such risks, uncertainties, contingencies and other important factors could cause the actual results, performance or achievements of the Company or industry results to differ materially from those results expressed or implied in this presentation by such forward-looking statements. The information, opinions and forward-looking statements contained in this presentation speak only as at the date of this presentation and are subject to change without notice unless required by applicable law.

The Company and its respective directors, representatives, employees and/or advisors do not intend to, and expressly disclaim any duty, undertaking or obligation to, make or disseminate any supplement, amendment, update or revision to any of the information, opinions or forward-looking statements contained in this presentation to reflect any change in events, conditions or circumstances.

The financial information contained in this presentation is unaudited. The presentation may contain "rounding differences".

G R E E N V O L T

Fight against climate change

Guarantee energy independence

Cheapest source of energy

Safeguard a fair energetic transition through solar PV distributed generation sources

Renewables push
Permitting is the
bottleneck
Structural permitting barriers persist, which implies that
local expertise is key for development success
Price uncertainty Volatile short-
and long-term energy prices continue to
drive PPA prices to levels much higher than in the past
Softer supply
chain disruptions
Stabilization of the supply chain led to a sharp decrease in
solar capex
High interest
rates
Profitability of RTB projects maintained in most markets as
the increase in interest rates is offset by electricity prices
New Market
Design
Renewables support scheme
Fostering Distributed Generation and energy sharing
Growing Intraday
Unbalances
Urgent need for flexibility and Storage

Transition year, lower electricity prices in the UK, high CapEx levels that will bear fruit in the coming years, DG in ramp-up stage ✓ +200MW of assets sold ✓ 1.4GW of storage assets in Poland with guaranteed revenues for 17 years ✓ 8.4GW of pipeline in 17 countries; 2.9GW already sold or RtB in 2023 ✓ Focus on more promising markets and businesses ✓ Asset rotation of at least 500MW ✓ 4.5GW at least RtB at the end of the year ✓ EBITDA growth in Utility Scale and DG with material increase in profitability EBITDA - 103.1 €m Net Income - 1.2 €m Adj. Net Debt / Adj. EBITDA - 6.3x Liquidity 1 - €623.2 €m

✓ Faster and better growth enabled by the KKR offer

1Liquidity defined as Cash and Cash Equivalents of 463.5 million Euros, unused credit lines in the amount of 120.5 million Euros, and increased by cash-like items linked to the operation of 39.2 million Euros – namely recoverable VAT associated to the construction of the parks, grid deposits, amongst others

2023 was marked by strong investments, creating conditions for increased profitability in 2024 and beyond.

The Utility-Scale segment already represents around 50% of the Group's EBITDA, driven by the revenues from both asset rotation and operating assets, offsetting the decrease in the Biomass segment performance from lower prices in the UK.

In DG there was a continued focus on growth in new geographies and consolidation of the pan-European platform.

Unused guarantee-lines

+9%

Values excluding discontinued operations and comparing with the restated of 2022, i.e. also excluding the discontinued operations

1 Includes Sales, Services rendered and Other income; 2 Net Income attributable to Greenvolt; 3 From Biomass and Utility-Scale operating assets; 4 Probability-weighted pipeline capacity; 5 Includes cash and unused credit lines

Liquidity 5

FY22 and FY23 values exclude discontinued operations 1 Attributable to Greenvolt

Revenues increased by 143.2 €m versus 2022, driven by a 6.2x growth in the Utility-Scale segment supported by income from operating assets and the margins of asset rotation sales.

DG continued to contribute to revenues with a 136% increase when compared to 2022, driven by installations growth (+200% vs 2022) in Portugal, Spain, Poland, Italy and Ireland.

Biomass sales decreased mainly due to substantially lower UK electricity prices when compared with to 2022.

EBITDA increased 3%, mostly impacted by substantially lower prices in the UK affecting the Biomass segment, which was offset by the performance of the Utility-Scale segment.

The DG segment decreased slightly reflecting the growing number of new geographies, the ramp-up phase of the segment and the efforts in consolidating the pan-European platform, this was mitigated by profitable results in Italy, Ireland and some of the companies in Portugal, where the business is at a more developed stage.

  • The Biomass and Structure segment's total operating income for 2023 amounted to 168.4 million Euros, down 14% on the same period last year. EBITDA totalled 56.9 million Euros, a 40% year-on-year decrease.
  • The biomass power plants in Portugal maintained a strong operational performance despite the slight decrease, with a load factor of 81.1% and availability of 92.9% compared to 83.7% and 94.7% respectively in 2022. The activity in Portugal has proven to be resilient with a very stable performance, even with a longer-than-expected stoppage of the Mortágua power plant.
  • Portuguese biomass plants continued to show a strong performance with a load factor of 81.1% over the year and an availability of 92.9%.

The Biomass & Structure business unit is composed of 6 biomass plants in two geographies (Portugal and UK) and holding structure

The load factor decrease is mostly explained by the decline in availability, a consequence of the scheduled outage of TGP during 2Q23 and the longer-thanexpected outage of Mortágua

GWh

1 4

1 Capacity as per respective licenses; 2 Availability = Operational Hours / Total available hours in the period, weighted per license capacity of each plant; 3 Load factor = Energy Exported / Maximum production possible (as per license)

Total operating income amounted to 152.4 million Euros, 6.2x higher than that of the same period last year, with EBITDA totalling 52.4 million Euros, an increase of 5.2x compared to 2022. These results are mainly driven by sales of energy and green certificates from assets in operation, and by the contribution from the sale of assets developed and built during the year, totalling more than 200MW.

Greenvolt has 26 solar parks operating in Poland, Romania, and Portugal, with a total capacity of 246 MW, which injected an aggregated total of 172.3GWh of electricity into the grid and an installed capacity in operation of 246 MWp,+30% than at 9M23.

The total pipeline of projects amounts to 8.4GW in 17 geographies. Currently, Greenvolt has 2.9GW sold or at least RtB, an increase of 108% compared to the last earnings release, having 6 storage projects in Poland that reached RtB in the last months. This total also considers the 53 MW of assets developed, sold and already delivered to their respective buyers.

Oak Creek in the USA, and Greenvolt Next France are now discontinued activities. In the USA Greenvolt is focused on niche markets and in France the plan is to sell or partially sell the business.

Greenvolt, was awarded 1.2 GW of capacity at the Polish capacity auction held in December 2023 for its wholly owned 6 BESS projects. The contracts cover 17 years and are the largest BESS portfolio to ever clear an auction in Poland and probably the largest contracted portfolio in Europe.

  • 1,419 MW reached RTB since 9M23 results, mostly due to 900 MW related to storage projects in Poland.

+ 214% since 9M23

Under Construction In Operation 94 MW 144 MW 12% 88% 24 MW 58 MW 19 MW 26 MW 100% 100% 100% 100% 100% 62 MW 87 MW 100% Projects sold & delivered 53 MW 6% 94% 189 MW 2 100% Projects with signed SPA 59 MW 55% 45% 100% - 26% since 9M23 + 5.8% since 9M23 + 468% since 9M23

Ready to Build

1,539 MW 302 MW

51 MW

100%

76% 5% 19%

224 MW

89% 11%

6% 2% 92%

From 59 MW of projects with signed SPA, 20 MW of solar PV started injecting during 4Q23 while the remaining started in 1Q24. Pending usual conditions precedent to transfer the projects to the buyer. 1 Probability-weighted capacity; 2Sold as forward contract, subject to projects reaching Ready to Build. Not in Ready to Build stage as of 31 December 2023.

RTB 1,223 MW
17%
83%
105 MW
33%
67%
177 MW
100%
710 MW
90%
10%
Under
Construction
760 MW
43%
4%
53%
56 MW
100%
200 MW
100%
35 MW
100%
302 MW
66%
20%
14%
COD 156 MW
40%
60%
179 MW
100%
48 MW
50%
50%
58 MW
100%
70 MW
100%
97 MW
98%
2%
Projects sold
& delivered 1
112 MW
32%
68%
189 MW
100%

Capacity net of minorities is 4.2 GW 2.1 GW 0.5 GW 1.6 GW

Three sale processes already ongoing in three different geographies totalling more than 350 MW

Numbers are rounded and probability-weighted. 1Only considering projects with a signed SPA until 31 December 2023

RTB 1,406 MW
26%
2%
72%
64 MW
100%
35 MW
100%
1,090 MW
22%
61%
17%
Under
Construction
595 MW
26%
7%
67%
92 MW
100%
70 MW
100%
177 MW
100%
811 MW
42%
58%
COD 551 MW
76%
24%
235 MW
100%
369 MW
93%
7%
58 MW
100%
105 MW
97%
3%
1,061 MW
82%
8%
10%
Projects sold
& delivered 1
53 MW
6%
94%
189 MW
100%

Capacity net of minorities is 6.6 GW 3.3 GW 1.5 GW 1.8 GW

Numbers are rounded and probability-weighted 1Only considering projects with a signed SPA until 31 December 2023

EBITDA

Greenvolt entered five new DG markets during 2023: France, Greece, Ireland, Italy, and Romania and is now present in 10 geographies: 9 European and 1 Asian (Indonesia)

Greenvolt reorganized its presence in the Spanish market by shifting its focus to the B2B sector. Therefore, Perfecta Energía is now considered a discontinued activity, for which the divestment process is still ongoing

Self-consumption installations totaled 91.5 MWp in Portugal, Spain, Poland, Italy and Ireland +200% YoY, with installations through PPAs accounting for 10% of the total. At the end of 2023, Greenvolt had a total backlog of 216.3 MWp to install, +51% than in 2022, 66.7 MWp will be through PPAs

  • Total Operating Income for 2023 reached 70.8 million Euros, +136% YoY, driven by activities in Portugal, Italy and Ireland. The segment's total EBITDA was -6.0€m, reflecting the ramp-up phase of this business as well as the focus on consolidating the infrastructure
  • Considering the solid backlog of 216.3 MWp, the Group is confident the whole segment will be EBITDA positive in 2024

FY22 and FY23 values exclude discontinued operations

2 0

1 With an option to acquire a majority position in 2027; 2 With an option to acquire 100% of the capital in 2028; 3With an option to acquire 100% of the capital in 2027

Boost PPA Portfolio

Designed to capture the exponential growth opportunity, combining local expertise with the benefits of scaling operations

Maximize procurement synergies

installation capabilities

in existing locations

geographies

2 1

One stop shop to multinational clients

In February 2023, Greenvolt completed the Issuance of 200 €m in convertible bonds to KKR.

In December 2023, KKR launched a takeover bid for 100% of Greenvolt's share capital, having already reached an agreement with key shareholders representing 60.86% of the company.

Greenvolt's Board of Directors believes that the launch of the public tender offer:

  • Recognises the differentiating nature of Greenvolt's strategy, based on three strategic axes, notably Distributed Generation, aiming to maintain and strengthen Greenvolt's strategy
  • Will strengthen the relationship between Greenvolt and its stakeholders

With a successful public tender offer, Greenvolt will be executing and delivering on its communicated strategy with a leading financial sponsor, such as KKR, that believes in the company and its goals


21 December 2023:
KKR published the Preliminary Announcement of the offer

10 January 2024: The draft of the Prospectus became available to Greenvolt, the CMVM 1
, and Euronext Lisbon

18 January 2024: Greenvolt issued the Report of the Board regarding the opportunity and conditions of the offer. The opinion was also
disclosed to the public
Ongoing: Procedures relating to the fulfilment of the applicable precedent conditions 2
From 31 May 2024 onwards 3
: Closing of purchase and sale operations of the shares owned by the Selling Shareholders 4

1 Comissão do Mercado de Valores Mobiliários (Portuguese Securities Market Commission); 2 Approval of Competition Authorities, Foreign Direct Investment (FDI) clauses from Portugal, Romania, Ireland, United Kingdom, and Germany, and an independent expert; 3If all conditions have been met; 4 Representing 60.86% of total shares; 5The offer period may vary between 2 and 10 weeks

Solid liquidity position maintained, fuelling faster execution of projects already in the pipeline, from RtB to COD.

  • Cash and unused credit lines amounting to 584.0 €m
  • 408 €m raised during 2023, of which 311 €m are medium to long-term
  • In November 2023, Greenvolt contracted a 90 €m Revolving Credit Facility to finance the construction of Utility-Scale projects in Poland. Additionally, in December 2023, it contracted a 36 €m Construction Facility to finance a Utility-Scale project in Hungary. As of 31 December 2023, both lines are unused.
  • Greenvolt has a total of 513.9 €m approved guaranteed lines, of which 372.4 €m are available.
  • Already in 2024, issued 100 €m green bonds in the Portuguese retail market with a 4.65% coupon rate.

as of Dec23

Pro-forma Net Debt

Cost of Debt 3

Pro-forma Net Debt/LTM Adjusted

EBITDA 1

Average Life Cash, unused credit lines and cash-like items

2 5

1 Net financial debt of 730.6 million Euros, deducted from cash recoverable amounts linked to operations of 39.2 million Euros – namely recoverable VAT associated to the construction of the parks, grid deposits, amongst others. EBITDA excluding transaction costs of 106.2 million Euros and including the pro-forma impact of the last 12 months of the recent acquisitions in the DG segment, not considered in the Group consolidated accounts, with a positive impact of 4.0 million Euros – namely Enerpower, Solarelit and Ibérica Renovables; 2Cash and Cash Equivalents of 463.5 million Euros, unused credit lines of 120.5 million Euros, and cash recoverable amounts linked to the operation of 39.2 million Euros; 3 Weighted average cost of debt excluding fees

as of Dec23

as of Dec23

Renewables
have
been
temporarily
affected
by
the
rise
in
interest
rates,
but
in
some
countries
long-term
electricity
prices
are
much
higher
than
they
were
before
2022.
This
long-term
increase
in
electricity
prices
offsets,
or
in
some
cases
more
than
offsets,
the
negative
effect
of
interest
rates.
In
of
1.2
2023
Greenvolt
presented
an
EBITDA
of
103.1
€m
and
attributable
net
income,
excluding
discontinued
operations,
€m,
based
upon:
Positive
biomass
results,
however,
are
lower
than
in
2022
due
to
the
electricity
prices
in
the
UK
Utility-Scale
results
were
driven
by
operating
assets,
including
energy
sales,
and
assets
rotation
margins
following
the
successful
sales
DG
focus
on
B2B,
with
Installations
increasing
3x
and
Operating
income
135.8%
vs
2022.
Overall
EBITDA
was
(6.0)
€m.
Some
geographies
are
still
in
the
ramp-up
phase
with
Portugal,
Italy
and
Ireland
not
yet
compensating
for
it
Despite
strong
Capex,
Financial
liquidity
position
continues
to
be
strong
(623.2€m),
60%
of
the
debt
at
fixed
rates
and
372.4€m
in
available
guarantee
lines.
DG
KKR
Utility-Scale
-
500MW
of
sales,
4.5GW
at
least
RtB
and
strong
EBITDA
growth

consolidating
the
presence
across
the
different
geographies
and
achieving
positive
EBITDA

tender
offer
will
enable
Greenvolt
to
grow
better
and
faster

Shaped by Nature

www.greenvolt.com

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