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Nordic Financials ASA — Interim / Quarterly Report 2017
Aug 15, 2017
3521_rns_2017-08-15_52c29c24-9589-498a-8e99-b0a706b0c60b.pdf
Interim / Quarterly Report
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Aega ASA Q2 REPORT – 2017
Contents
| About Aega | 3 | |
|---|---|---|
| Q2 in short | 3 | |
| Highlights from the reporting period | 3 | |
| Financial review | 4 | |
| Aega Portfolio as of Q2 2017 | 5 | |
| Financials | 7 | |
| Profit and loss | 7 | |
| Balance sheet | 8 | |
| Cash flow | 9 | |
| Change in equity | 10 | |
| Notes | 11 | |
| Note 1: | Summary of significant accounting policies | 11 |
| Note 2: | Operational cost breakdown | 11 |
| Note 3: | Property plant and equipment | 11 |
| Note 4: | Group structure | 12 |
| Note 5: | Cash and cash equivalents | 12 |
| Note 6: | Power production | 12 |
| Note 7: | Trade receivables and other current assets | 13 |
| Note 8: | Financing overview | 13 |
| Note 9: | Shares and shareholder information | 13 |
| Note 10: Tax issues | 14 | |
| Note 11: Purchase of Casale S.r.l | 14 | |
| Note 12: Subsequent events | 14 | |
| Investor contacts | 15 |
About Aega
Aega ASA is a solar utility company listed on Oslo Axess stock exchange. Aega ASA acquires and operates solar power plants, benefitting from government solar incentives – so called Feed-in-Tariffs. The company currently owns a portfolio of seven solar parks located in Italy, with a combined production capacity of 7MWp or around 9GWh/year. Aega ASA mainly invests in small operating solar parks (below 5MWp capacity), meeting the company's strict investment criteria. The company's next milestone is 20MWp, and to get to this milestone the Company estimates a capital requirement of about EUR 13m. The headquarters are in Oslo (NO) and Trento (IT).
Q2 IN SHORT
- Record production in Q2, 9.8 per cent over base case production. 10.3 per cent over Q2 production 2016 adjusted for installed capacity. Opex per MWp in line with previous quarters.
- The net profit is positive EUR 92k for the quarter compared to a loss of EUR 722k in Q2 2016.
- Aega ASA completed in April 2017 the acquisition of Casale S.r.l., a 1MWp solar PV park located in Emilia-Romagna, Italy
HIGHLIGHTS FROM THE REPORTING PERIOD Operations
Production was 9.8 per cent above the seasonally adjusted base case production for the quarter, due to high irradiation and high performance ratio of 81.5 per cent. In addition, Aega managed to have 99.4 per cent uptime as the newly installed monitoring systems and the increased focus on O&M have decreased response time. Revenues were 11.4 per cent higher than budget, due to both higher production than base case and an increase in the market price of electricity sold in the spot market.
Portfolio Cumulated Production vs. Base Case
Corporate events New plant acquired
21 April 2017 Aega ASA signed a contract to acquire all shares in Casale S.r.l, which owns a 1MWp solar plant in Mercato Saraceno, Emilia-Romagna, Italy, from a group of Italian investors. The acquisition is completed and settlement for the acquisition was made in cash. The accounted revenue will first be recognized from 1 May 2017.
The 1 MW solar PV plant in Mercato Saraceno is fixed ground mounted, has a second conto energia feed in tariff and is six years into its 20-year concession period, and delivers an internal rate of return (IRR) in line with Aega's current assets and the group's overall investment target. After the takeover, the solar park has delivered higher production than the base case for the plant.
Outcome tax dispute in Italy
In the second quarter Aega's subsidiaries have won the cases against the tax office related to the tax benefits used in 2012. The two group subsidiaries are now entitled to ask for repayment of about EUR 40k paid in to the tax office regarding the income year 2012.
The tax benefits from 2013 are still disputed with similar merits as the 2012 benefits, hence Aega management expects a ruling in the company's favor. A conclusion is expected within Q1 2018. The residual exposure is now at around EUR 250k down from around EUR 950k in previous quarters.
Contemplated private placement
On 6 June 2017, the extraordinary general meeting of Aega ASA (the "Company") inter alia resolved to increase the share capital of the Company about a contemplated private placement of new shares in the Company to raise gross proceeds of up to NOK 150 million and to grant an authorization to the Board of Directors of the Company to conduct a repair offering about said private placement. The 7 July 2017 the Board of Directors of the Company acknowledges that the Company will not, within the timeframe for such private placement as set out by the extraordinary general meeting, be able to conclude an equity raising within the available time frame, and has resolved to postpone the contemplated private placement (and hence also the potential repair offering).
Outlook
Aega ASA has of today 7MWp installed capacity divided in seven well performing solar PV plants. The next milestone is 20MWp and to get to this milestone the Company estimates a capital requirement of about EUR 13m. The board and management are working actively with different options for raising capital along with other strategic options.
The management team has worked extensively with screening and evaluation of new investment opportunities. Potential investments that meet the company's investment criteria are abundant, and the management team has now identified new short term investments with a total production capacity of 18.8MWp where attractive terms are agreed, and preliminary technical and legal screening have been performed. The equity requirement for acquiring these assets adds up to around EUR 16m. The company does not see investment opportunities as a limiting factor to the company's growth plans.
Aega's guiding for Q3 is a production of 3 168 MWh and a corresponding income of EUR 1 008k. This guiding is based on production and electricity spot price as of 15 August 2017, base case production for the remainder of the period and an electricity price of EUR 40/MWh. For the full year 2017, a production of 9402 MWh and a revenue of EUR 3.080k is expected based on the same forecasting principles.
Key figures
| (EUR 000') | Q2 2017 | Q2 2016 |
|---|---|---|
| Electricity production (MWh) | 3 094 | 2 161 |
| Total revenues | 1 037 | 662 |
| Cost operations | (89) | (54) |
| Operating profit | 948 | 608 |
| Other costs Italy | (31) | (27) |
| EBITDA Operations | 917 | 581 |
| HQ cost and adm. cost | (245) | (311) |
| Non recurring | (128) | (509) |
| EBITDA | 544 | (239) |
| Net profit | 92 | (722) |
| Quarterly yield solar parks 1 | 5.22% | 3.86% |
| Total Assets | 22 853 | 20 141 |
| Equity (%) | 36% | 34% |
| Net interest bearing debt | 11 621 | 10 576 |
| (0.0032) | (0.0279) |
|---|---|
| 2.00 | 3.25 |
| 0.000 | 0.08 |
| 0.00% | 2.31% |
1 = EBITDA Operations/Power plant and equipment
2 = Total comprehensive income/ Average number of shares
FINANCIAL REVIEW
In Q2 2017 Aega ASA had 7MWp installed capacity compared to 5MWp in Q2 2016. This should be taken into consideration when comparing the quarters.
Total revenues in Q2 2017 were EUR 1036k compared to EUR 662k in the same period last year. The total power production was 3 094MWh, which is 9.8 per cent higher than the seasonally adjusted base case production of 2 818MWh.
Cost of operations in Q2 2017 were EUR 89k compared to EUR 53k in the same period last year. Going forward the company aims to have a cost of operations of roughly EUR 88k per quarter assuming a portfolio of 7MWp or EUR 50k/MWp/year. The company's non-recurring costs/income where negative EUR 128k due to due diligence, tax consulting and work with private placement.
Net financial income was negative EUR 138k in Q2 2017, compared to negative EUR 245k in Q2 2016. Pre-tax profit was positive EUR 92k in Q2 2017 and the tax was EUR 0k, resulting in a net profit of EUR 92k in the quarter compared to a loss of EUR 722k in Q2 2016.
Earnings per share (EPS) was EUR 0.003 in Q2 2017, compared to a loss of EUR -0.0280 per share in the same period last year.
The assets on the balance sheet consist of the portfolio of seven individual solar parks in Italy, a goodwill post regarding the Solex transaction, receivables and cash bank deposits. The solar parks are financed with bank loans or leasing finance, where the assets of the parks are registered as security. The parks are held in separate single purpose companies (SPVs), and each company has separate loan financing (ring fenced).
The company had cash and short term deposits of EUR 682k at the end of Q2 2017 compared to EUR 688k at year end.
Comments on remaining financial investments
Aega ASA has sold its last shares in Wilson ASA and subsequently has no more financial investments. The cash effect of the sale were close to zero, due to legal fees as specified in earlier quarterly reports.
AEGA PORTFOLIO AS OF Q2 2017
Photo-Volt One Srl
| Plant Name: | Montalto |
|---|---|
| Company: | Photo-Volt One Srl |
| Municipality: | Montalto di Castro |
| Council: | Lazio |
| Power (kWp): | 997.5 |
| Connection date: | 12 August 2011 |
| Type | Ground mounted |
| Feed-in tariff (€/KWh): | 0.242 |
| Plant Name: | DT |
|---|---|
| Company: | DT Srl |
| Municipality: | Terni |
| Council: | Umbria |
| Power (kWp): | 995.22 |
| Connection date: | 8 April 2011 |
| Type | Ground mounted |
| Feed-in tariff (€/KWh): | 0.318 |
Collesanto Srl
| Plant Name: | Porchiano |
|---|---|
| Company: | Collesanto Srl |
| Municipality: | Amelia |
| Council: | Umbria |
| Power (kWp): | 997.6 |
| Connection date: | 29 April 2011 |
| Type | Ground mounted |
| Feed-in tariff (€/KWh): | 0.318 |
Collesanto Srl
| Plant Name: | Collesanto Narni |
|---|---|
| Company: | Collesanto Srl |
| Municipality: | Narni |
| Council: | Umbria |
| Power (kWp): | 990 |
| Connection date: | 11 January 2011 |
| Type | Ground mounted |
| Feed-in tariff (€/KWh): | 0.318 |
JER-12 Srl
Piano Mulino Srl
| Plant Name: | Magnacavallo |
|---|---|
| Company: | Jer-12 Srl |
| Municipality: | Magnacavallo |
| Council: | Lombardia |
| Power (kWp): | 992.64 |
| Connection date: | 28 June 2012 |
| Type | Ground mounted |
| Feed-in tariff (€/KWh): | 0.167 |
| Plant Name: | Piano Mulino |
|---|---|
| Company: | Piano Mulino Srl |
| Municipality: | Casoli |
| Council: | Abruzzo |
| Power (kWp): | 999.58 |
| Connection date: | 30 December 2009 |
| Type | Ground mounted |
| Feed-in tariff (€/KWh): | 0.292 |
Casale Srl
| Plant Name: | Casale |
|---|---|
| Company: | Casale Srl |
| Municipality: | Mercato Saraceno |
| Council: | Emilia-Romagna |
| Power (kWp): | 999.58 |
| Connection date: | 30 December 2009 |
| Type | Ground mounted |
| Feed-in tariff (€/KWh): | 0.295 |
Financials
Profit and loss
| (EUR) | Note | Q2 2017 | Q2 2016 | 1H 2017 | 1H 2016 | FY 2016 |
|---|---|---|---|---|---|---|
| Feed-In Tariff revenue | 1, 6 | 895 631 | 602 257 | 1 368 301 | 928 710 | 2 078 247 |
| Sales of electricity | 1, 6 | 139 116 | 59 456 | 233 351 | 122 573 | 314 270 |
| Other revenue | 2 051 | - | 2 051 | - | 93 863 | |
| Revenues | 1, 6 | 1 036 798 | 661 712 | 1 603 703 | 1 051 283 | 2 486 380 |
| Cost of operations | 2 | (88 784) | (53 852) | (161 127) | (113 012) | (358 516) |
| Sales, general and administration expenses | 2 | (275 962) | (338 196) | (633 858) | (629 848) | (1 176 135) |
| Acquisition and transaction costs | 2 | (128 403) | (508 519) | (252 187) | (1 145 894) | (1 141 020) |
| EBITDA | 543 649 | (238 855) | 556 532 | (837 471) | (189 293) | |
| Depreciation, amortizations and write downs | 3 | (314 020) | (202 682) | (617 019) | (405 315) | (975 720) |
| Other Operating profit before OGL (EBIT) | 229 630 | (441 537) | (60 487) | (1 242 786) | (1 165 013) | |
| Finance income | 5 288 | (253) | 7 034 | 109 | 2 246 | |
| Finance costs | 8 | (159 960) | (113 053) | (257 173) | (186 474) | (577 983) |
| Mark to market adjustment derivatives | 8 | 9 901 | (78 015) | 17 897 | (100 248) | 45 950 |
| Net foreign exchange gain/(losses) | 7 142 | (53 721) | 6 681 | (54 138) | (70 229) | |
| Profit before income tax | 92 000 | (686 579) | (286 048) | (1 583 536) | (1 765 029) | |
| Income tax gain/(expense) | (13) | (35 624) | 21 820 | (36 317) | (106 249) | |
| Profit/(loss) for the period | 91 988 | (722 204) | (264 228) | (1 619 853) | (1 871 278) | |
| Other comprehensive income | ||||||
| Currency translation differences | 48 983 | (120 424) | 97 987 | 1 663 | 93 738 | |
| Other comprehensive income net of tax | 48 983 | (120 424) | 97 987 | 1 663 | 93 738 | |
| Total comprehensive income | 140 970 | (842 628) | (166 242) | (1 618 190) | (1 777 541) | |
| Profit for the period attributable to: | ||||||
| Equity holders of the parent company | 91 988 | (722 204) | (264 228) | (1 619 853) | (1 871 278) | |
| Total comprehensive income attributable to: | ||||||
| Equity holders of the parent company | 140 970 | (842 628) | (166 242) | (1 618 190) | (1 777 541) | |
| Earnings per share | 0.00321 | (0.028) | 0.00 | (0.06) | (0.06) | |
| Avg. no of shares | 9 | 43 882 141 | 30 203 849 | 43 882 141 | 26 266 945 | 31 078 951 |
Balance sheet
| (EUR) | Note | 30 Jun 2017 | 30 Mar 2017 | 31 Dec 2016 |
|---|---|---|---|---|
| ASSETS | ||||
| Property, plant and equipment | 3 | 17 577 097 | 14 875 700 | 15 168 954 |
| Intangibles and DTA | 427 020 | 596 239 | 635 776 | |
| Goodwill | 2 121 206 | 1 883 684 | - | |
| Other long term assets | - | - | - | |
| Non-current assets | 20 125 323 | 17 355 623 | 15 804 730 | |
| Receivables | 7 | 1 523 768 | 1 111 085 | 1 104 031 |
| Other current assets | 7 | 522 269 | 796 872 | 1 039 077 |
| Cash and short term deposits | 5 | 681 556 | 1 462 192 | 688 066 |
| Current assets | 2 727 593 | 3 370 149 | 2 831 174 | |
| TOTAL ASSETS | 22 852 916 | 20 725 771 | 18 635 904 | |
| EQUITY AND LIABILITIES | ||||
| Share capital | 9 | 4 786 290 | 4 786 290 | 3 950 008 |
| Share premium | 9 | 8 015 782 | 8 329 427 | 6 524 409 |
| Paid in capital | 12 802 072 | 13 115 717 | 10 474 417 | |
| Accumulated profit & loss | (4 893 965) | (5 003 098) | (4 737 873) | |
| Other equity | - | - | - | |
| Foreign Currency translation reserve | 430 771 | 381 788 | 332 784 | |
| Other equity | (4 463 195) | (4 621 311) | (4 405 089) | |
| Total equity | 8 338 877 | 8 494 407 | 6 069 327 | |
| Long term loans | 8 | 2 960 733 | 2 978 993 | 3 019 563 |
| Leasing | 8 | 8 660 307 | 7 025 567 | 7 182 426 |
| Other long term debt | 8 | - | - | - |
| Total non-current liabilities | 11 621 040 | 10 004 561 | 10 201 990 | |
| Trade payables and other payables | 904 558 | 501 203 | 629 451 | |
| Short term financing - interest bearing | 1 122 393 | 964 895 | 963 660 | |
| Derivative financial instruments | 866 048 | 760 707 | 771 477 | |
| Other current liabilities | - | - | - | |
| Total current liabilities | 2 892 999 | 2 226 804 | 2 364 588 | |
| Total liabilities | 14 514 039 | 12 231 365 | 12 566 578 | |
| TOTAL EQUITY AND LIABILITIES | 22 852 916 | 20 725 771 | 18 635 905 |
Cash flow
| (EUR) | Note | Q2 2017 | Q2 2016 | FY 2016 |
|---|---|---|---|---|
| Ordinary profit before tax | 92 000 | (686 579) | (1 765 029) | |
| Paid income taxes | - | - | (138 341) | |
| Depreciation | 3 | 617 019 | 202 682 | 975 720 |
| Changes in trade receivables and trade payable | (87 550) | (319 642) | (536 670) | |
| Changes in other accruals | (492 864) | 628 596 | (8 995) | |
| Cash flow from operations | 128 605 | (174 943) | (1 473 315) | |
| Acquisition net of cash acquired | (854 640) | (1 200 458) | (1 106 449) | |
| Cash flow from investments | (854 640) | (1 200 458) | (1 106 449) | |
| Proceeds from issue of share capital | - | 2 530 961 | 3 148 217 | |
| Dividends or shareholder distributions Repayment of loans |
- (152 587) |
(220 629) (131 329) |
(732 091) (629 553) |
|
| Cash flow from financing | (152 587) | 2 179 004 | 1 786 574 | |
| Cash at beginning of period | 1 462 192 | 944 141 | 1 387 519 | |
| Net currency translation effect | 97 987 | (120 424) | 93 738 | |
| Net increase/(decrease) in cash and cash equivalents | (878 622) | 803 603 | (793 191) | |
| Cash at end of period | 681 556 | 1 627 320 | 688 066 |
Change in equity
| (EUR) | Share capital |
Share premium fund |
Other equity |
Foreign Currency translation reserve |
Total equity |
|---|---|---|---|---|---|
| Equity 2016 | 3 950 008 | 6 524 408 | (4 737 873) | 332 784 | 6 069 327 |
| Share issue 3 January 2017 | 498 749 | 1 129 951 | 1 628 700 | ||
| Share issue asset purchase | 337 534 | 675 068 | 90 990 | 1 103 591 | |
| Profit (loss) After tax | (264 228) | (264 228) | |||
| Other comprehensive income | (313 645) | 17 146 | 97 987 | (198 512) | |
| Equity 30 June 2017 | 4 786 290 | 8 015 782 | (4 893 965) | 430 770 | 8 338 877 |
| (EUR) | Share capital |
Share premium fund |
Other equity |
Foreign Currency translation reserve |
Total equity |
|---|---|---|---|---|---|
| Equity 2015 | 60 442 | 4 829 919 | (387 621) | 239 046 | 4 741 786 |
| Share issue Aega Yieldco 7 January 2016 | 4 710 | 562 342 | 567 052 | ||
| Acqusition NOFIN, inc. Increase denomination | 2 969 549 | 198 380 | (2 478 974) | 688 955 | |
| Dividends or distribution to shareholders | (732 091) | (732 091) | |||
| Capital increase 30 June 2016 | 915 307 | 1 665 859 | 2 581 166 | ||
| Profit (loss) After tax | (1 871 278) | (1 871 278) | |||
| Other comprehensive income | 93 738 | 93 738 | |||
| Other | - | ||||
| Equity 2016 | 3 950 008 | 6 524 408 | (4 737 873) | 332 784 | 6 069 327 |
Notes
Note 1: Summary of significant accounting policies
Aega ASA is a public limited company, incorporated and domiciled in Norway. The registered office of Aega ASA is Oscars gate 52, NO-0258 Oslo, Norway. Aega Energy Prima AS was the first company in the group, and was founded on 28 April 2014. Aega ASA owns and operates seven photovoltaic power plants in Italy, and has as its business to invest in photovoltaic power plants in Italy.
Basis for preparation of the interim financial statement
These condensed interim consolidated financial statements are prepared in accordance with recognition, measurement and presentation principles consistent with International Financing Reporting Standards as adopted by the European Union ("IFRS") for interim reporting under International Accounting Standard ("IAS") 34 Interim Financial Reporting. These condensed interim consolidated financial statements are unaudited.
The group's presentation currency is the Euro (EUR) and the parent company's functional currency is the Norwegian Krone (NOK). Balance sheet items in the group companies with a functional currency other than EUR are converted to EUR by applying the currency rate applicable on the balance sheet date. Currency translation differences are booked against other comprehensive income. Income statement items are converted by applying the average currency rate for the period. The interim financial report is prepared under the assumption of going concern.
We refer to the annual report of 2016 for a full overview of the accounting principles applied by Aega ASA.
Key risk factors
There has not been any significant change in the risk exposures or the risks and uncertainties described in the Q2 report.
Note 3: Property plant and equipment
Note 2: Operational cost breakdown
| (EUR) | 1H 2017 | 1H 2016 | FY 2016 |
|---|---|---|---|
| Revenues | 1 603 703 | 1 051 283 | 2 486 380 |
| Cost of operations | (161 127) | (113 012) | (358 516) |
| Land rent | - | (3 500) | (7 000) |
| Insurance | (31 737) | (20 263) | (53 934) |
| Operation & Maintenance | (53 389) | (67 500) | (195 262) |
| Other operations costs | (76 002) | (21 749) | (102 321) |
| Sales, General & Administration | (633 858) | (629 848) | (1 176 135) |
| Accounting, audit & legal fees | (103 725) | (76 447) | (99 761) |
| IMU tax | (5 868) | (12 321) | (16 847) |
| AEGA Solar management fee | (70 354) | (243 772) | (466 282) |
| Other administrative costs | (453 910) | (276 655) | (593 246) |
| Acquisition & financing cost | (252 187) | (1 145 894) | (1 141 020) |
| Acquisition transaction costs | (149 872) | (655 239) | (718 527) |
| Funding & IPO costs | (98 495) | (374 062) | (347 134) |
| Other non-recurring items | (3 820) | (116 593) | (75 359) |
| EBITDA | 556 532 | (837 471) | (189 293) |
| (EUR) | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2016 | Photo-Volt One S.r.l |
DT S.r.l | Collesanto S.r.l | JER-12 S.r.l | Piano Mulino S.r.l |
Casale S.r.l | Other | Total |
| Power plant 31 Dec 2015 | 1 976 663 | 2 612 498 | 6 636 500 | 1 719 366 | - | - | 272 297 | 13 217 323 |
| Additions | - | - | - | - | 2 951 146 | - | (23 795) | 2 927 351 |
| Depreciation | (130 738) | (174 720) | (438 447) | (128 198) | (103 617) | - | (975 720) | |
| Value at 31 December 2016 | 1 845 925 | 2 437 778 | 6 198 052 | 1 591 168 | 2 847 529 | - | 248 502 | 15 168 955 |
Power plants are depreciated over the feed-in tariff period of 20 years.
| 2017 One S.r.l DT S.r.l Collesanto S.r.l JER-12 S.r.l Mulino S.r.l Casale S.r.l Other Power plant 31 Dec 2016 1 845 925 2 437 778 6 198 052 1 591 168 2 847 529 248 502 Additions - - - - 2 998 384 26 778 Depreciation (65 281) (87 360) (223 242) (64 099) (150 112) (22 107) (4 818) |
3 025 162 (617 019) |
|---|---|
| 15 168 955 | |
| (EUR) Photo-Volt Piano |
Total |
Power plants are depreciated over the feed-in tariff period of 20 years.
Note 4: Group structure
SPV structure minimizes financial and operational risk
Note 5: Cash and cash equivalents
| (EUR) | Q2 2017 | 2016 |
|---|---|---|
| Cash Norway | 50 865 | 63 457 |
| Cash Italy | 430 691 | 424 609 |
| Restricted cash Italy | 200 000 | 200 000 |
| Total cash | 681 556 | 688 066 |
Note 6: Power production
| Power production kWh | Q2 2017 | Q1 2017 | YTD 2017 | Q4 2016 | Q3 2016 | Q2 2016 | Q1 2016 | FY 2016 |
|---|---|---|---|---|---|---|---|---|
| Photo-Volt One S.r.l | 465 450 | 284 699 | 750 149 | 225 487 | 439 642 | 451 772 | 253 638 | 1 370 539 |
| DT S.r.l | 451 307 | 289 792 | 741 099 | 225 839 | 449 667 | 408 051 | 245 328 | 1 328 885 |
| Collesanto S.r.l | 942 200 | 596 726 | 1 538 926 | 489 379 | 944 590 | 864 215 | 508 619 | 2 806 803 |
| JER-12 S.r.l | 464 401 | 268 165 | 732 566 | 165 305 | 464 002 | 437 307 | 243 325 | 1 309 938 |
| Piano Mulino S.r.l | 467 523 | 261 544 | 729 067 | 221 388 | 431 711 | - | - | 653 099 |
| Casale S.r.l | 303 579 | - | 303 579 | - | - | - | - | - |
| Total | 3 094 460 | 1 700 927 | 4 795 387 | 1 327 398 | 2 729 611 | 2 161 345 | 1 250 910 | 7 469 264 |
| Base Case 1 Power production kWh |
Q2 2017 | Q1 2017 | YTD 2017 | Q4 2016 | Q3 2016 | Q2 2016 | Q1 2016 | FY 2016 |
| Photo-Volt One S.r.l | 393 679 | 177 619 | 571 299 | 173 489 | 450 498 | 395 658 | 178 512 | 1 198 157 |
| DT S.r.l | 411 943 | 255 316 | 667 258 | 222 445 | 427 174 | 414 013 | 256 599 | 1 320 231 |
| Collesanto S.r.l | 854 631 | 558 619 | 1 413 251 | 466 080 | 902 111 | 858 926 | 561 427 | 2 788 543 |
| JER-12 S.r.l | 425 701 | 149 536 | 575 237 | 161 292 | 429 499 | 427 840 | 150 287 | 1 168 918 |
| Piano Mulino S.r.l | 438 125 | 243 687 | 681 813 | 220 738 | 438 458 | - | - | 659 196 |
| Casale S.r.l | 293 900 | - | 293 900 | - | - | - | - | - |
| Total | 2 817 980 | 1 384 777 | 4 202 757 | 1 244 045 | 2 647 739 | 2 096 437 | 1 146 824 | 7 135 045 |
1 Base case: Historic seasonally adjusted production when acquired. The company estimates that the production is reduced by 0.5 per cent yearly due to degradation of the solar PV modules.
Note 7: Trade receivables and other current assets
Trade receivables are mainly accrued feed-in-tariff. 90 per cent of the feed-intariff on historical production is normally paid within 60 days, whereas surplus actual production is paid in June/July in the following year.
| (EUR) | 30 Jun 2017 | 31 Dec 2016 |
|---|---|---|
| Trade receivables | 1 404 427 | 1 101 915 |
| Tax Outstanding and VAT | 485 748 | 1 002 556 |
| Receivables financial instruments | 1 890 175 | 2 104 471 |
| Prepayments | 119 340 | 2 116 |
| Receivables | 2 009 516 | 2 106 587 |
Note 8: Financing overview
| Financial liabilities: | 30 Jun 2017 | 2016 | |
|---|---|---|---|
| Secured long term loans | 2 960 733 | 3 019 563 | |
| Obligations under finance leases | 8 660 307 | 7 182 426 | |
| Trade and other payables | 904 558 | 629 451 | |
| Current leasing or loans | 1 122 393 | 963 660 | |
| Derivative financial instruments 1 | 866 048 | 771 477 | |
| Total | 14 514 039 | 12 566 577 | |
| Total current | 2 892 999 | 8 355 102 | |
| Total non-current | 11 621 040 | 10 201 990 | |
| Financal costs | 1H 2017 | 1H 2016 | 2016 |
| Interest paid on leasing | 171 213 | 108 617 | 387 764 |
| Interst paid on project finances | 85 960 | 76 045 | 187 582 |
| Other financial cost | - | 1 813 | 2 638 |
| Total finance costs | 257 173 | 186 475 | 577 983 |
1 The derivatives financial instruments are interest swap agreements entered to fix the interest rate. Aega ASA has a swap agreement attached to each of the solar power plants, except for one. The swap agreements are marked to market.
Note 9: Shares and shareholder information
| AEGA ASA Shares | 35 890 957 |
|---|---|
| 31 Dec 2016 | |
| Aega ASA warrants | 2 000 000 |
| AEGA ASA Shares | 43 882 141 |
| 30 Jun 2017 |
Warrants:
The warrants are freely tradable non-listed warrants, which each entitles the holder to subscribe for one share in Aega for an exercise price of NOK 3.10 per share. The exercise price for each warrant are adjusted downwards on a NOKfor-NOK basis by any dividend per share paid by Aega in excess of an annual dividend of 7 per cent of NOK 3.10 in the period from 31 January 2017 until the exercise of the warrant.
The Warrants are exercisable during exercise periods lasting for four weeks from the date of publication of Aega's annual financial statements for the financial years 2017, 2018, 2019 and 2020, provided, however, that the last exercise period shall end no later than 30 June 2021. Any unexercised Warrants will expire without any compensation to Solex on 30 June 2021.
Largest 20 shareholders as of 1 August 2017:
| Shareholders | Shares | Percentage |
|---|---|---|
| BEARHILL INC AS | 3 359 034 | 7.7% |
| SOLEX AS | 2 815 368 | 6.4% |
| HARALDSEN THORVALD MORRIS | 1 627 119 | 3.7% |
| SÆTREMYR TORE | 1 277 694 | 2.9% |
| LJM AS | 1 134 890 | 2.6% |
| MOGER INVEST AS | 1 134 890 | 2.6% |
| AFT DEVELOPMENT AS | 1 060 447 | 2.4% |
| SOLETERNUS AS | 1 000 447 | 2.3% |
| MORO AS | 933 667 | 2.1% |
| JAN STEINAR NEREM | 919 724 | 2.1% |
| OLAV VESAAS | 877 141 | 2.0% |
| PENTHOUSE MIRADORES AS | 761 884 | 1.7% |
| TORSTEIN SØRLAND | 668 890 | 1.5% |
| FIN STRØM-RASMUSSEN | 666 667 | 1.5% |
| RACCOLTA AS | 595 840 | 1.4% |
| CLEAR THOUGHT AS | 551 833 | 1.3% |
| BETONGCONSULT EIENDOM AS | 551 277 | 1.3% |
| JAN P HARTO AS | 549 524 | 1.3% |
| NYGÅRD ROALD ARNOLD | 539 319 | 1.2% |
| VIA GLORIA AS | 500 000 | 1.1% |
| Total 20 largest shareholders | 21 525 655 | 49.1% |
| Aega ASA outstanding shares | 43 882 141 | 100.0% |
Note 10: Tax issues
Tax dispute in Italy
In the second quarter Aega's subsidiaries have won the cases against the tax office related to the tax benefits used in 2012. The two group subsidiaries are now entitled to ask for repayment of about EUR 40k paid in to the tax office regarding the income year 2012.
The tax benefits from 2013 are still disputed with similar merits as the 2012 benefits so Aega management expects a ruling in the company's favor. Outcome is expected within Q1 2018. The residual exposure is now at around EUR 250k down from around EUR 950k in previous quarters.
Tax dispute Norway
Aega has responded to questions received from Norwegian tax authorities regarding the handling of running cost for portfolio management for the period 2012-2014. At the time, the company was a portfolio management company investing mainly in listed securities in the Nordic region. The tax authorities deem that portfolio management costs should be treated as acquisition costs (non-deductible) as opposed to deductible operational costs. The company disagrees with the tax authorities' assessment. Own process cost is booked as they accrue. The company has not made provisions for a potential penalty tax.
VAT registering Norway
Aega ASA has since Q4 been registered in the Norwegian VAT register, the registration application is currently being reviewed by the tax authorities.
Note 11: Purchase of Casale S.r.l
| Consideration not allocated | - |
|---|---|
| Paid into escrow | (138 920) |
| Paid for corporate capital at closing | (787 214) |
| Assets identified for acquisition | (926 134) |
| Long term financing | (1 922 440) |
| Derivative agreement | (118 119) |
| Powerplant, equipment and land | 2 998 384 |
| Deferred tax | (148 457) |
| Long term positions | 809 367 |
| Other current liabilities | - |
| Tax withholdings, public fees, payroll tax, etc. | 114 475 |
| Accounts Payable and Accrued Liabilities | (78 223) |
| Inventories, advances to suppliers etc. | - |
| Receivables | 9 021 |
| Cash, bank & securities | 71 494 |
| Current assets & liabilities | 116 767 |
| (unaudited figures) | Acquisition |
| EUR | recognised on |
| Fair value |
Acquisition of Casale S.r.l
Aega ASA acquired Casale S.r.l in its entirety on 21 April 2017. The acquisition amount was EUR 926k for the corporate capital. The payment for the corporate capital was divided in to payments EUR 787k at closing and EUR 139k was paid into escrow.
Note 12: Subsequent events
The 7 July 2017 the Board of Directors of the Company acknowledges that the Company will not, within the timeframe for such private placement as set out by the extraordinary general meeting, be able to conclude an equity raising within the available time frame, and has resolved to postpone the contemplated private placement (and hence also the potential repair offering).
Investor contacts
Rolf M Normann Chief Executive Officer
Mobile: +47 91344134 E-mail: [email protected]
Markus H Enge Chief Financial Officer
Mobile: +47 40064820 E-mail: [email protected]
Aega ASA Oscars gate 52 N-0258 Oslo Norway
Web: www.aega.no