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Nordic Financials ASA Interim / Quarterly Report 2020

Feb 26, 2021

3521_rns_2021-02-26_0aead0e7-c9e3-43cb-94b6-5420d18f5ba9.pdf

Interim / Quarterly Report

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Aega ASA Q4 REPORT 2020

About Aega3
Quarterly report4
Highlights of the quarter 4
Subsequent events4
Letter from the CEO5
Operational development 6
Financial development6
Outlook 7
Forward-looking statement7
Financial statements 8
Profit and loss9
Balance sheet10
Cash flow11
Change in equity 12
Notes 13

About Aega

Aega ASA is an investment company listed on Euronext Expand in Oslo. Aega's main focus is investments in the solar power market in Italy and the Nordics. We acquire and operate smaller existing Italian solar power plants, following strict investment criteria. In addition to being an industrial player we also consider financial investments in the solar and renewable sector.

The company's head offices are in Oslo (NO) and Trento (IT).

Quarterly report

Highlights of the quarter

  • The company had two solar parks during the quarter, total production was 420 140 kwh. 11.7 percent below base case, mainly due to low irradiation in Q4.
  • During the quarter Aega's main focus has been to optimize Villapiana Fotovoltaico, run Cori and pursue M&A and investment activities. See subsequent events for further details.
  • Purchase of 6 percent of ownership share in Norsk Solar AS, a fast-growing international integrated solar energy producer.

Subsequent events

  • Acquired two Italian solar parks. Each with 1MW capacity.
  • Hired new CFO with effect from 1 April.

Figure 1: Power Generation (kWh)

* The 2020 production figures have been slightly revised during the annual O&M review of the production data.

Letter from the CEO

The fourth quarter of 2020 was an important period for Aega with regards to M&A and investment activity. The highlights were the continued work towards the signing of two new parks on Sardinia. This was a significant event as we double our production capacity, and I am pleased to say that these parks now formally are ours.

With the acquisition of these two parks we now have a 3 MW cluster on Sardinia as RIO Verde and S.T.A. are located close to our already operating park Villapiana. This makes maintenance and operations easier and we profit from economics of scale.

As reported last quarter, we are still in a ramp-up period and aim to carry out our solar investment strategy further in the quarters to come. Through Q4 we have taken another step towards the realization of Aega as a true platform for solar investments, and to secure a sound and healthy strategy that will be beneficial for Aega going forward.

With two operating parks at the end of the quarter, the revenues in Q4 came in at EUR 107,000. This is compared to a EUR 80,000 last year. Aega delivered a negative EBITDA of EUR 167,000 and a result for the period of minus EUR 463,000.

The level of activity remains strong and we expect to increase the Aega footprint further through

  1. In this respect I would like to mention the strengthening of our organization and look forward to welcoming our new CFO onboard from April.

Worth commenting is also the development among our shareholders. When we entered Q4 Aega had about 700 shareholders. Three months later we are more than 4.600 shareholders in Aega. In other words, the shareholder mix has diversified enormously during the quarter. In this respect and to keep in touch with all of you in an efficient way, I encourage you to go to our web page and sign up for the "Aega Newsletter".

Concluding remark is that we will develop and grow the Aega portfolio further. Near term goals are to keep the momentum on our M&A activity in Italy, optimize our existing portfolio and to contribute to the development of our financial investments.

Best regards, Nils Petter Skaset CEO

Operational development

The company had two solar parks during the quarter, total production was 420,140 kwh. This is 11.7 per cent below base case, due to low irradiation in Q4.

During the quarter Aega's main focus has been to

Financial development

In Q4 2019 Aega had one solar park. Until 1 July 2019 Aega had 8 solar parks. Aega had 2 solar parks in Q4 2020. When comparing the numbers this should be taken into consideration.

Total revenues in the fourth quarter were EUR 107,000 compared to a EUR 80,000 a year prior. Total power generation in this year's fourth quarter was 420,140 kWh compared to 187,086 kWh for the portfolio in Q4 2019.

Operating costs for the business was EUR 28,000 compared to EUR 77,000 in Q4 2019. The SG&A

optimize Villapiana Fotovoltaico, run Cori, develop further pipeline in Italy and to finish the negotiations regarding the investment in Norsk Solar. See subsequent events for further detail.

cost was EUR 134,000 in the fourth quarter of 2020 compared to EUR 121,000 a year previous. The company's non-recurring expenses came to EUR 112,000 in the fourth quarter of 2020, related to due diligence work for Villapiana and assistance related to the Norsk Solar AS purchase. In the same quarter in 2019, the non-recurring cost was EUR 29,000. The balance sheet as of 31.12.2020 mainly consists of two solar parks in Italy, cash, external debt linked to one solar park and the financial investment in Norsk Solar AS.

Risks and uncertainties

No significant change has occurred in risk exposures or risks and uncertainties as described in the third quarter report, compared with those described in the annual report. The previously mentioned currency risk is still in play, even though it is mitigated as Aega builds a portfolio of assets.

The availability of good solar parks and investment opportunities at attractive prices are still important to the company to be able to secure future returns on capital.

Outlook

The company is currently pursuing several investment opportunities in the Italian solar market. Aega has the team on the ground in Italy and organization in general to find and operate a solar portfolio up to approximately 15MWp. Aega remain optimistic with regards to its deal flow.

The outbreak of the coronavirus has not had any material effects on the current portfolio of solar parks. However, the restrictions (e.g. travel) following the outbreak have caused delays to due diligences processes and certain other business development activities in Italy.

Forward-looking statement

This report contains statements regarding the future in connection with the company's growth initiatives, profit figures, outlook, strategies and objectives. In particular, the section "Outlook" contains forward-looking statements regarding the company's expectations. All statements regarding the future are subject to inherent risks and

uncertainties, and many factors can lead to actual results and developments deviating substantially from what has been expressed or implied in such statements. These factors include the risk factors related to the company's activities as described in the above section "Risks and Uncertainties".

Financial statements

Aega ASA Q3 report 2020 8

Profit and loss

(EUR) Note Q4 2020 Q4 2019 FY 2020 FY 2019
Feed-In tariff revenue 1,4 90 781 62 647 576 697 62 647
Sales of electricity 1,4 19 001 9 479 77 024 9 479
Other revenue -2 953 8 057 37 770 0
Revenues 1,4 106 829 80 183 691 491 72 127
Operating costs -27 925 -77 418 -87 254 -77 418
Sales, general and administrative expenses -133 660 -121 333 -569 872 -701 747
Acquisition and transaction costs -112 441 -29 105 -138 719 -144 379
EBITDA -167 197 -147 673 -104 355 -851 417
Depreciation, amortisations and write downs -120 138 -84 739 -414 381 -90 668
Other operating profit before OGL (EBIT) -287 336 -232 411 -518 736 -942 085
Net finance 24 263 31 715 -26 749 6 604
Mark to market adjustment derivatives 0 -4 0 -16 339
Net foreign exchange gain/(losses) -196 378 7 370 420 863 -64 289
Profit before income tax -459 451 -193 330 -124 621 -1 016 109
Income tax gain/(expense) -3 269 0 -10 193 0
Profit from continuing operations -462 720 -193 330 -134 814 -1 016 109
Profit from discontinued operation (attributable to 0 0 3 818 462
equity holders of the company) 0
Profit for the period -462 720 -193 330 -134 814 2 802 353
Other comprehensive income
Currency translation differences 398 457 -424 019 -358 853 301 926
Other comprehensive income net of tax 398 457 -424 019 -358 853 301 926
Total comprehensive income -64 263 -617 349 -493 667 -714 183
Profit for the period attributable to:
Equity holders of the parent company -462 720 -193 330 -134 814 2 802 353
Total comprehensive income attributable to:
Equity holders of the parent company -64 263 -617 349 -493 667 -714 183
Earnings per share 0 -0,013 -0,010 -0,015
Avgerage no of shares 48 375 949 48 375 949 48 375 949 46 090 037

Balance sheet

(EUR) Note 31.12.2020 31.12.2019
ASSETS
Property, plant and equipment 4 831 062 3 436 051
Financial investments 1 910 154 0
Other long-term assets 422 668 364 245
Non-current assets 7 163 884 3 800 296
Receivables 634 910 515 402
Other current assets 624 151 54 918
Cash and short-term deposits 3 3 077 401 7 304 018
Current assets 4 336 462 7 874 338
TOTAL ASSETS 11 500 345 11 674 634

EQUITY AND LIABILITIES

Share capital 5 162 292 5 162 293
5
Share premium 5 7 056 247 7 237 469
Paid-in capital 12 218 539 12 399 762
Accumulated profit and loss -4 249 597 -4 114 783
Foreign currency translation reserve -370 046 -11 193
Other equity -4 619 643 -4 125 976
Total equity 7 598 896 8 273 785
Long-term loans 2 624 709 3 020 207
Leasing 785 919 46 838
Other long-term debt 0 0
Total non-current liabilities 3 410 628 3 067 045
Trade payables and other payables 131 484 44 449
Short-term financing - interest-bearing 275 291 275 291
Current tax 0 14 063
Derivative financial instruments 0 0
Other current liabilities 84 047 0
Total current liabilities 490 822 333 803
Total liabilities 3 901 450 3 400 848
TOTAL EQUITY AND LIABILITIES 11 500 346 11 674 633

Cash flow

(EUR) Note Q4 2020 Q4 2019 2019
Profit before tax -459 451 -193 330 2 802 353
Paid income taxes 0 0 0
Depreciation 120 138 84 739 90 668
Write down 0 0 0
Changes in trade receivables and payables -638 330 42 803 -422 670
Changes in other accruals -69 160 0 -268 122
Change in other accruals from discontinued business 0 -351 706 -3 580 894
Cash flow from operations -1 046 803 -417 494 -1 378 665
Sale of solar portfolio net cash 0 0 8 840 391
Purchase financial investments -1 910 154 0 0
Acquisition net of cash acquired 0 -340 829 -328 102
Cash flow from investments -1 910 154 -340 829 8 512 289
Proceeds from issue of share capital 0 0 41 048
Dividends or shareholder distributions 0 -133 784 -971 473
Repayment of loans 715 994 0 -68 823
Cash flow from financing 715 994 -133 784 -999 248
Cash at beginning of period 4 919 905 8 196 125 1 175 971
Net currency translation effect 398 457 0 0
Net increase/(decrease) in cash and cash equivalents -2 240 962 -892 107 6 128 047
Locked cash 0 0 0
Cash at end of period 3 077 400 7 304 018 7 304 018

Change in equity

Foreign currency
(EUR) Share capital Share premium fund Other equity translation reserve Total equity
Equity 2019 5 162 293 7 237 469 -4 114 783 -11 193 8 273 785
Profit (loss) after tax -134 814 -134 814
Capital repayment -181 222 -181 222
Other comprehensive income -358 853 -358 853
Equity 31.12.2020 5 162 293 7 056 247 -4 249 597 -370 046 7 598 896
Foreign currency
(EUR) Share capital Share premium fund Other equity translation reserve Total equity
Equity 2018 5 255 029 8 208 942 -6 917 136 554 355 7 101 189
Profit (loss) after tax 2 802 353 2 802 353
Other comprehensive income -565 548 -565 548
Capital increase 41 048 41 048
Capital repayment -971 473 -971 473
Own shares acquired -133 784 -133 784
Equity 31.12.2019 5 162 293 7 237 469 -4 114 783 -11 193 8 273 785

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 Thunes vei 2, NO-0274 Oslo, Norway. Aega Energy Prima AS was the first company in the group, founded on 28 April 2014.

Basis for preparing the interim financial statements

These condensed interim consolidated financial statements are prepared in accordance with recognition, measurement and presentation principles consistent with the International Financing Reporting Standards (IFRS) as adopted by the European Union for interim reporting under the 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 group companies with a functional currency other than the 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 has been prepared on the assumption that the company is a going concern.

See the 2019 annual report for a full overview of the accounting principles applied by Aega ASA.

Note 2: Group structure

As of 31.12

Note 3: Cash and cash equivalents

(EUR) 2020 2019
Cash Norway 2 544 765 7 017 874
Cash Italy 532 636 286 143
Total cash 3 077 401 7 304 018

Note 4: Power production

Power generation kWh Q4 2020 Q3 2020 Q2 2020 Q1 2020 YTD 2020 Q4 2019
Photo-Volt One S.r.l 0
DT S.r.l 0
Collesanto S.r.l 0
JER-12 S.r.l 0
Piano Mulino S.r.l 0
Casale S.r.l 0
Solar Park Luino S.r.l 0
Produzioni Energia Cori S.r.l 187 367 487 768 493 513 269 252 1 437 900 187 086
Villapiana Fotovoltaico 232 773 298 160 530 933 0
Total 420 140 785 928 493 513 269 252 1 968 833 187 086
Base Case* Power generation kWh Q4 2020 Q3 2020 Q2 2020 Q1 2020 YTD 2020 Q4 2019
Photo-Volt One S.r.l 0
DT S.r.l 0
Collesanto S.r.l 0
JER-12 S.r.l 0
Piano Mulino S.r.l 0
Casale S.r.l 0
Solar Park Luino S.r.l 0
Produzioni Energia Cori S.r.l 237 226 490 963 474 771 270 304 1 473 264 229 145
Villapiana Fotovoltaico 238 735 322 202 560 937 0
Total 475 961 813 165 474 771 270 304 2 034 201 229 145

* Base case production is based on the forecast Aega made for the solar plant before acquisition.

Note 5: Shares and shareholder information

Aega ASA Shares Aega ASA warrants 1 Own Shares

Warrants 1

The warrants are freely tradable non-listed warrants, each of which entitles the holder to subscribe for one share in Aega at an exercise price of NOK 3.10 per share. The exercise price for each warrant is adjusted downwards on a NOK-for-NOK basis by any dividend per share paid by Aega in excess of an annual dividend of seven per cent on NOK 3.10 in the period from 31 January 2017 until the exercise of the warrant.

The warrants are exercisable during exercise periods which last for four weeks from the date of publication of Aega's annual financial statements for the 2017, 2018, 2019 and 2020 fiscal years, provided, however, that the last exercise period ends no later than 30 June 2021. Any unexercised warrants will expire without compensation.

Largest 20 shareholders at 31 December 2020

Shareholders Shares Percentage
NORDNET LIVSFORSIKRING AS 1 819 190 3,8%
SINGH, BALDEV 1 501 524 3,1%
PENTHOUSE MIRADORES AS 1 420 237 2,9%
HARALDSEN, THORVALD MORRIS 1 300 000 2,7%
RYBO NOR AS 1 085 005 2,2%
MORO AS 933 667 1,9%
VESAAS,OLAV 877 141 1,8%
JAN P HARTO AS 810 566 1,7%
S FJORD INVEST AS 800 000 1,7%
Serck-Hanssen, Fin 767 605 1,6%
JOHANSEN, KÅRE REIDAR 644 722 1,3%
NEREM, JAN STEINAR 632 069 1,3%
C - BY - C AS 593 208 1,2%
NYGÅRD, ROALD ARNOLD 539 319 1,1%
BREZZA AS 532 793 1,1%
SANDBERG JH AS 500 994 1,0%
VESOLDO AS 490 880 1,0%
Låshuset Holding AS 488 595 1,0%
RACCOLTA AS 415 000 0,9%
SØLAND, JON 400 042 0,8%
Total 20 largest shareholders 16 552 557 34,2 %
Aega ASA outstanding shares 48 375 949 100,0 %

Note 7: Subsequent events

Purchase of two solar parks in Italy.

Aega has acquired all shares in S.T.A. S.r.l. and Rio Verde S.r.l., each of which owns a 1 MWp solar plant in Sardinia, Italy. Aega's funding of the purchases will be through existing cash. EUR 1,045,000 is paid for the share capital at cut-off date (January 1, 2020). The outstanding senior debt at the same date is equal to EUR 2,484,860.

Both of the 1 MWp solar parks in Sardinia are elevated ground mounted power plants, benefitting from Conto Energia 4. Feed-in tariff end is 14 years from cut-off date for Rio Verde S.r.l., and 13 years

from cut-off date for S.T.A. S.r.l., out of their respective 20-year concession period. Both plants are expected to deliver an internal rate of return (IRR) in line with Aega's current assets and the group's overall investment target.

The chairman of Aega, Mr. Halldor C. Tjoflaat, will be appointed CEO and constitute the board of directors in both S.T.A. S.r.l. and Rio Verde S.r.l..

There are no employees in the acquired companies.

Aega ASA

0274 Oslo, Norway E-mail: [email protected]