AI assistant
GENNEIA S.A. — Interim / Quarterly Report 2021
Aug 12, 2021
68552_rns_2021-08-11_de83bee3-d595-4f58-a81c-119d20b619f2.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer
==> picture [171 x 21] intentionally omitted <==
==> picture [171 x 21] intentionally omitted <==
==> picture [171 x 20] intentionally omitted <==
==> picture [171 x 21] intentionally omitted <==
GENNEIA S.A.
Interim Condensed Consolidated Financial Statements as of and for the six-month period ended June 30, 2021 and Comparative Information together with the Report of Independent Public Accountants
Deloitte & Co. S.A. Florida 234, 5° piso C1005AAF Ciudad Autónoma de Buenos Aires Argentina Tel.: (+54-11) 4320-2700 Fax: (+54-11) 4325-8081/4326-7340 www.deloitte.com/ar
==> picture [148 x 28] intentionally omitted <==
REPORT ON REVIEW OF INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
To the President and Board of Directors of GENNEIA S.A.
1. Identification of the interim condensed consolidated financial statements subject to review
We have reviewed the accompanying interim condensed consolidated financial statements of GENNEIA S.A. (an Argentine corporation, hereinafter mentioned as “GENNEIA” or the “Company”) and its subsidiaries which comprise the interim condensed consolidated statement of financial position as of June 30, 2021, the interim condensed consolidated statements of profit or loss and other comprehensive income, changes in shareholders’ equity and cash flows for the six-month period then ended, and other explanatory information included in notes 1 to 11.
The amounts and other information corresponding to the fiscal year ended December 31, 2020 and to the six-month period ended June 30, 2020 are an integral part of the interim condensed consolidated financial statements referred to above and are intended to be read only in relation to the amounts and other information of the current period.
2. Responsibility of the Company’s Board of Directors for the interim condensed consolidated financial statements
The Company’s Board of Directors is responsible for the preparation and fair presentation of the accompanying interim condensed consolidated financial statements in accordance with International Financial Reporting Standards (IFRS) adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) as professional accounting standards, as issued by the International Accounting Standards Board (IASB), and consequently, is responsible for the preparation and fair presentation of these interim condensed consolidated financial statements in accordance with International Accounting Standard (IAS) 34, “Interim financial reporting”. Additionally, the Company’s Board of Directors is responsible for such internal control as the Board determines is necessary to enable the preparation of financial statements that are free from material misstatements.
3. Auditors’ responsibility
Our responsibility is to express a conclusion on the accompanying interim condensed consolidated financial statements based on our review. We conducted our review in accordance with the International Standards on Review Engagements adopted by the FACPCE through its Technical Resolution N° 33, as issued by the International Auditing and Assurance Standards Board (IAASB) of the International Federation of Accountants (IFAC). Those standards require that we comply with ethic requirements.
A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Deloitte & Co. S.A. - Registro de Asoc. Profesionales CPCE Prov. Bs. As. - T° 1 Folio 13
2
4. Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements of GENNEIA S.A. for the six-month period ended June 30, 2021 are not prepared, in all material respects, in accordance with IAS 34.
5. Emphasis of matter paragraph related to negative working capital
We draw attention to Note 8.1 of the interim condensed consolidated financial statements, which describes that “As of June 30, 2021, the Company has a negative working capital of 469,461. This situation is strictly temporary and is mainly due to the short-term financial obligations directly related to the progress of the different projects that have been completed recently, as described in the notes to the financial statements as of December 31, 2020. In this regard, it is worth mentioning that, in line with the financial projections, the Company's Board of Directors and Management consider that the aforementioned situation does not present problems and will be reversed, among others, with (i) the refinancing of the Class XX Negotiable Obligations and the Private Class Negotiable Obligations, whose maturities operate in January 2022 for an amount of US$ 500 and US$ 45 million, respectively (the amount corresponding to the Private Class Negotiable Obligation is net of the holding in a consolidated subsidiary portfolio); and (ii) the cash flow of the projects inaugurated during the current period and the fiscal years ended on December 31, 2020, 2019 and 2018, which add up to an installed capacity of 706 MW”.
In relation to the maturity of the financial debt for the Class XX Negotiable Obligations for US $ 500 million in January 2022, the Company's Board of Directors and Management have presented an Exchange Offer and Consent Request (Note 10 to the interim condensed consolidated financial statements) and considers that there is a reasonable probability of refinancing and/or canceling said debt at maturity and, therefore, there is no material uncertainty about the Company's ability to continue as a going concern.”
Our conclusion is not modified in respect of this matter.
6. Other matter
The accompanying interim condensed consolidated financial statements as of June 30, 2021 are not prepared, and do not include certain information, according to Argentine Securities Commission (CNV) regulations. The interim condensed consolidated and separate financial statements used by the Company for statutory, legal and regulatory purposes in Argentina are those prepared in Argentine pesos, issued and filed with the CNV and approved by the Board of Directors of GENNEIA and authorized for issue on August 11, 2021.
Province of Buenos Aires, August 11, 2021
Deloitte & Co. S.A.
Sergio E. Cortina Partner
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/about for a more detailed description of DTTL and its member firms.
Deloitte Touche Tomatsu Limited is a private Company limited by guarantee incorporated in England & Wales under Company number 07271800, and its registered office is Hill House, 1 Little new Street, London, EC4a, 3TR, United Kindom.
GENNEIA S.A.
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF AND FOR THE SIXMONTH PERIOD ENDED JUNE 30, 2021 (UNAUDITED)
Index
| | Interim condensed consolidated statement of financial position | 1 |
|---|---|---|
| | Interim condensed consolidated statement of profit or loss and other comprehensive income | 2 |
| | Interim condensed consolidated statement of changes in shareholders’ equity | 3 |
| | Interim condensed consolidated statement of cash flows | 4 |
| | Notes to the interim condensed consolidated financial statements: | |
| 1. Business of the Company |
5 | |
| 2. Basis of preparation of the interim condensed consolidated financial statements |
5 | |
| 3. Cash and cash equivalents |
10 | |
| 4. Critical judgments in applying accounting policies |
10 | |
| 5. Detail of the main accounts of the interim condensed consolidated financial statements |
11 | |
| 6. Balances and transactions with related parties |
27 | |
| 7. Financial instruments |
30 | |
| 8. Relevant events for the period and ongoing projects |
32 | |
| 9. Consolidated business segment information |
40 | |
| 10. Subsequent events | 42 | |
| 11. Approval of the interim condensed consolidated financial statements | 42 | |
| | Annex A - Other supplemental information | 43 |
| | Annex B - Operational data | 47 |
1
GENNEIA S.A.
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF JUNE 30, 2021 (UNAUDITED)
(Presented for comparative purposes with the corresponding amounts of the fiscal year ended December 31, 2020 - amounts expressed in thousands of United States dollars - Note 2.1)
| Current Assets Cash and banks (Note 5.a) Investments (Note 5.b) Trade receivables (Note 5.c) Other receivables (Note 5.d) Inventories (Note 5.e) Total current assets Non-current assets Other receivables (Note 5.d) Investments (Note 5.b) Inventories (Note 5.e) Fixed assets (Note 5.f) Intangible assets (Note 5.f) Total non-current assets Total assets Current liabilities Accounts payable (Note 5.g) Loans (Note 5.h) Salaries and social security payable (Note 5.i) Taxes payable (Note 5.j) Other liabilities (Note 5.k) Provisions (Note 5.l) Total current liabilities Non-current liabilities Other liabilities (Note 5.k) Loans (Note 5.h) Deferred income tax liability (Note 5.r) Total non-current liabilities Total liabilities Shareholders’ equity (per corresponding statements) Capital stock Share premium Capital contributions Legal reserve Accumulated other comprehensive loss Unappropriated retained losses Shareholders’ equity attributable to owners of the Company Total liabilities and shareholders’ equity |
June 30, 2021 |
December 31, 2020 |
|---|---|---|
39,814 93,630 77,469 24,811 1,281 |
55,638 66,582 72,991 23,377 1,305 |
|
| 237,005 | 219,893 | |
| 29,308 46,221 9,474 1,046,021 23,479 |
29,446 53,844 9,008 1,068,337 25,323 |
|
| 1,154,503 | 1,185,958 | |
| 1,391,508 | 1,405,851 | |
| 65,296 616,946 5,393 16,585 153 2,093 |
66,119 92,127 6,116 4,740 92 2,574 |
|
| 706,466 | 171,768 | |
| 8,632 258,318 204,288 |
8,867 819,268 142,410 |
|
| 471,238 | 970,545 | |
| 1,177,704 | 1,142,313 | |
| 19,491 276,029 5,323 1,221 (1,923) (86,337) |
19,491 276,029 5,323 1,221 (2,934) (35,592) |
|
| 213,804 1,391,508 |
263,538 1,405,851 |
Notes 1 to 11 are an integral part of and should be read in conjunction with these interim condensed consolidated financial statements.
Carlos de la Vega Authorized Director
2
GENNEIA S.A.
INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE SIX AND THREE-MONTH PERIOD ENDED JUNE 30, 2020 (UNAUDITED)
(Presented for comparative purposes with the corresponding amounts from the six and three-month period ended June 30, 2020 (unaudited) - amounts expressed in thousands of United States dollars, except for per share amounts in United States dollars - Note 2.1)
| Net sales (Note 5.m) Cost of sales (Note 5.n) Gross profit Selling expenses (Note 5.o) Administrative expenses (Note 5.o) Other expenses, net (Note 5.p) Loss on long term investment in joint ventures Financial expense, net (Note 5.q) Net profit before income tax Income tax (Note 5.r) Net (loss) profit for the period Other comprehensive income Translation differences from investments in companies(1) Total other comprehensive income (loss) Total comprehensive (loss) profit for the period (Loss) profit attributable to: Owners of the Company Net (loss) profit for the period Total comprehensive (loss) profit attributable to: Owners of the Company Total comprehensive (loss) profit for the period (Loss) profit per share (basic and diluted): |
For the six-month period ended June 30, 2021 June 30, 2020 133,170 149,337 (50,374) (48,295) 82,796 101,042 (1,091) (1,535) (6,845) (6,503) (1,954) (2,046) (3,612) (1,391) (42,760) (53,817) 26,534 35,750 (77,279) (11,027) (50,745) 24,723 1,011 (203) 1,011 (203) (49,734) 24,520 (50,745) 24,723 (50,745) 24,723 (49,734) 24,520 (49,734) 24,520 (0.49) 0.24 |
For the three-month period ended June 30, 2021 June 30, 2020 65,002 72,582 (25,027) (24,041) 39,975 48,541 (587) (999) (3,412) (3,131) (1,001) (1,183) (1,778) (82) (20,885) (28,553) 12,312 14,593 (73,347) 1,350 (61,035) 15,943 1,369 (142) 1,369 (142) (59,666) 15,801 (61,035) 15,943 (61,035) 15,943 (59,666) 15,801 (59,666) 15,801 (0.59) 0.15 |
For the three-month period ended June 30, 2021 June 30, 2020 65,002 72,582 (25,027) (24,041) 39,975 48,541 (587) (999) (3,412) (3,131) (1,001) (1,183) (1,778) (82) (20,885) (28,553) 12,312 14,593 (73,347) 1,350 (61,035) 15,943 1,369 (142) 1,369 (142) (59,666) 15,801 (61,035) 15,943 (61,035) 15,943 (59,666) 15,801 (59,666) 15,801 (0.59) 0.15 |
|---|---|---|---|
| 133,170 (50,374) |
72,582 (24,041) |
||
| 82,796 | 48,541 | ||
| (1,091) (6,845) (1,954) (3,612) (42,760) |
(999) (3,131) (1,183) (82) (28,553) |
||
| 26,534 (77,279) |
14,593 1,350 |
||
| (50,745) 1,011 |
15,943 (142) |
||
| 1,011 | (142) | ||
| (49,734) | 15,801 | ||
| (50,745) | 15,943 | ||
| (50,745) | 15,943 | ||
| (49,734) | 15,801 | ||
| (49,734) | 15,801 | ||
| (0.49) | 0.15 |
(1) May be reclassified subsequently to profit or loss at the moment of the sale of the investment or the full or partial reimbursement of the capital.
Notes 1 to 11 are an integral part of and should be read in conjunction with these interim condensed consolidated financial statements.
Carlos de la Vega Authorized Director
3
GENNEIA S.A.
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2021 (UNAUDITED)
(Presented for comparative purposes with the corresponding amounts from the six-month period ended June 30, 2020 - amounts expressed in thousands of United States dollars - Note 2.1)
==> picture [702 x 195] intentionally omitted <==
----- Start of picture text -----
Shareholders’ contributions Retained earnings Equity attributable to:
Accumulated other Unappropriated Owners of
Issuance Capital Legal Facultative comprehensive retained the
Capital stock premiums Subtotal contributions Total Reserve reserve loss [(1)] results Company Total
Balances at the beginning of the year,
2020 19,491 276,029 295,520 5,323 300,843 1,221 - (1,997) (60,870) 239,197 239,197
Net profit for the period - - - - - - - - 24,723 24,723 24,723
Other comprehensive loss for the period - - - - - - - (203) - (203) (203)
Balances as of the end of the period
ended June 30, 2020 19,491 276,029 295,520 5,323 300,843 1,221 - (2,200) (36,147) 263,717 263,717
Balances at the beginning of the year,
2021 19,491 276,029 295,520 5,323 300,843 1,221 - (2,934) (35,592) 263,538 263,538
Net loss for the period - - - - - - - - (50,745) (50,745) (50,745)
Other comprehensive income for the period - - - - - - - 1,011 - 1,011 1,011
Balances as of the end of the period
ended June 30, 2021 19,491 276,029 295,520 5,323 300,843 1,221 - (1,923) (86,337) 213,804 213,804
----- End of picture text -----
(1) Corresponds to the effect of the translation of the financial statements of investments in companies with functional currencies other than the U.S. dollar.
Notes 1 to 11 are an integral part of and should be read in conjunction with these interim condensed consolidated financial statements.
Carlos de la Vega Authorized Director
4
GENNEIA S.A.
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX-MONTH PERIOD
ENDED JUNE 30, 2021 (UNAUDITED)
(Presented for comparative purposes with the corresponding amounts from the six-month period ended June 30, 2020 - amounts expressed in thousands of United States dollars - Note 2.2)
| Cash flows provided by operating activities Net (loss) profit for the period Adjustments to reconcile net profit for the period to net cash flows provided by operating activities: Depreciation and amortization of non-current assets Income tax Loss from long term investment in joint ventures Allowances and provisions net decrease Interest expense recognized in profit or loss Issuance costs and withholdings Exchange differences and others Changes in assets and liabilities: Trade receivables Other receivables (3) Inventories Accounts payable Salaries and social security payable Taxes payable Other liabilities Interest payments Net cash flows provided by operating activities Cash flows used in investing activities (2) (4) Payments for fixed assets acquisitions Loans (granted) colected to/from related parties Aqcuisitions of investments not considered cash and equivalents Proceeds of investments not considered cash and equivalents Deposits in guarantee (Note 5.d) Investment in financial assets Net cash flows used in investing activities Cash flows (used in) provided by financing activities (5) Proceeds from issue of negotiable debt obligations, net of transaction costs Payment of negotiable debt obligations Proceeds from loans, net of commissions(6) Payment of loans Net cash flows (used in) provided by financing activities Exchange differences on cash and cash equivalents (Decrease) increase in cash and cash equivalents(1) Cash and cash equivalents at the beginning of the year(1) Cash and cash equivalents at the end of the period(1) |
June 30, 2021 |
June 30, 2020 |
|---|---|---|
| (50,745) 35,609 77,279 3,612 (481) 37,144 4.583 (6,140) (6,174) (1,456) (442) 4,868 (99) 396 (174) (34,310) |
24,723 34,505 11,027 1,391 (444) 43,312 4,977 8,476 (2,171) 10,035 (509) 4,247 (1,731) (4,394) (1,340) (32,913) |
|
| 63,470 | 99,191 | |
| (5,061) (539) (57,708) 18,592 3 - |
(78,980) 2,570 - - 840 (30,320) |
|
| (44,713) | (105,890) | |
| - (23,429) 3,864 (23,275) |
27,303 (15,419) 39,153 (38,288) |
|
| (42,840) | 12,749 | |
| (3,809) (27,892) 106,551 78,659 |
(2,512) 3,538 91,261 94,799 |
(1) Cash and short-term investments with maturity up to three months at the acquisition date (Note 3).
(2) As of June 30, 2021 cash used in investing activities includes payments of adquisitions of fixed assets made during the period and is net of financed acquisitions of fixed assets at the end of the period for a net amount of (64); aditionally includes advanced payments to fixed assets suppliers made during the period and is net of advanced payments to fixed assets suppliers made during preceding years for a net amount of (1,466). As of June 30, 2020 cash used in investing activities includes payments of adquisitions of fixed assets made during the period and is net of financed acquisitions of fixed assets at the end of the period for a net amount of 55,881; aditionally includes advanced payments to fixed assets suppliers made during the period and is net of advanced payments to fixed assets suppliers made during preceding years for a net amount of (4,329).
(3) Includes (7,670) related to the increase in the Account for future investments for the period ended June 30, 2020.
(4) Includes 4,664 of interest payments related to financial costs capitalized in fixed asset for the period ended June 30, 2020.
(5) See Note 5.h for a reconciliation between opening and closing balances of liabilities arising from financing activities.
(6) Proceeds from issue of negotiable debt obligations are net of transaction costs and commisions for 343 for the period ended June 30, 2020, and proceeds from loans are net of issuance expenses and commissions for 2,715 for the period ended June 30, 2020.
Notes 1 to 11 are an integral part of and should be read in conjunction with these interim condensed consolidated financial statements.
Carlos de la Vega Authorized Director
5
GENNEIA S.A.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF AND FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2021 (UNAUDITED)
(Presented for comparative purposes with the corresponding amounts and other information of the fiscal year ended December 31, 2020 and the six and three-month period ended June 30, 2020 - Amounts stated in thousands of United States dollars, except where otherwise indicated - Note 2.1)
NOTE 1 - BUSINESS OF THE COMPANY
GENNEIA S.A. (“GENNEIA” or the “Company”) is a “sociedad anónima” (stock corporation) incorporated under the laws in force in Argentina, with a registered office at Nicolas Repetto 3676, 3[rd] Floor, Olivos, Province of Buenos Aires, Argentina.
The main activities of GENNEIA, its subsidiaries and joint ventures comprise three business units: (i) the electric power generation from renewable sources; (ii) the electric power generation from conventional sources; and (iii) the trading on its own, on behalf of third parties or associated to third parties, of natural gas and/or its transportation capacity and of electric power.
We are an Argentine independent power generation company whose mission is to provide reliable and sustainable energy. We prospect, develop, build and operate a diverse portfolio of renewable (wind and solar power) and conventional (thermal power) power plants. As of June 30, 2021 Genneia its subsidiaries and joint ventures had an installed capacity of 1,279 MW (866 MW of renewable energy and 413 MW of conventional energy). We primarily derive our revenues from long-term U.S. dollar-denominated PPAs, which provide us with stable and predictable cash flows.
NOTE 2 - BASIS OF PREPARATION OF THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2.1. Basis of preparation
These condensed consolidated financial statements of GENNEIA and its controlled companies as of June 30, 2021 and for the six-month period then ended are prepared in accordance with International Accounting Standard (“IAS”) 34 “Interim Financial Reporting”. The adoption of such standard and of the International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”) was determined by the Technical Resolution No. 26 (ordered text) issued by the Argentine Federation of Professional Councils in Economic Sciences (“FACPCE”) and the regulations of the Argentine Securities Commission (“CNV”).
The condensed consolidated financial statements as of and for the period ended June 30, 2021 do not include all of the information required for a complete set of IFRS financial statements and, accordingly, should be read in conjunction with the consolidated financial statements as of December 31, 2020.
These condensed consolidated financial statements are not prepared, and do not include certain information, according to Argentine Securities Commission (“CNV”) regulations. The consolidated and separate financial statements used by the Company for statutory, legal and regulatory purposes in Argentina are those issued and filed with the CNV and approved by the Board of Directors of GENNEIA and authorized for issue on August 11, 2021.
Amounts and other information as of December 31, 2020 and for the six and three-month period ended June 30, 2020, are included as an integral part of the above mentioned interim condensed consolidated financial statements, and are intended to be read only in relation to that interim condensed consolidated financial statements.
The interim condensed consolidated financial statements as of and for the six-month period ended June 30, 2021 and 2020 are unaudited, but in the opinion of the Company's Management, include all necessary adjustments to be presented on a consistent basis with the audited consolidated financial statements. The results of operations for the six-month period ended June 30, 2021 are not necessarily indicative of the results for the full year.
These consolidated financial statements are presented in U.S. dollars (“US$”) which is the functional currency of the Company (Note 3.1 to the consolidated financial statements as of December 31, 2020), and are prepared mainly with the purpose of being used by the non-Argentine holders of the Company’s Negotiable Obligations and foreign financial institutions.
6
2.2. Applicable accounting policies
The interim condensed consolidated financial statements have been prepared under the historical cost basis, except for certain financial instruments that are measured at fair value at the end of each reporting period, as explained in the summary of significant accounting policies in Note 3 to the consolidated financial statements as of December 31, 2020. Historical cost is generally based on the fair value of the consideration given in exchange for assets.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique.
In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. In addition, for financial reporting purposes, fair value measurements are categorized into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:
-
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date;
-
Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
-
Level 3 inputs are unobservable inputs for the asset or liability.
The accounting policies adopted for the preparation of the condensed consolidated financial statements as of June 30, 2021, taking into consideration the matters mentioned in Note 2.3, are consistent with those used to prepare the consolidated financial statements as of December 31, 2020 and, consequently, these condensed consolidated financial statements must be read in conjunction with the consolidated financial statements as of December 31, 2020, which include the main accounting policies described in Note 3 of those financial statements.
These condensed consolidated financial statements are presented in U.S. dollars which is the functional currency of the Company as defined by its Board of Directors (Note 3.1 to the consolidated financial statements as of December 31, 2020). In accordance with the provisions of IAS 21, the Company's Management has defined for the companies Enersud Energy S.A.U., Ingentis II Esquel S.A., Patagonia Wind Energy S.A. Nor Aldyl Bragado S.A. Nor Aldyl San Lorenzo S.A., MyC Energía S.A. and Genneia Desarrollos S.A. the peso as the functional currency.
Under IAS 21, the financial statements of a subsidiary with the functional currency of a hyperinflationary economy have to be restated according to IAS 29 before they are included in the consolidated financial statements of its parent company with a functional currency of a non-hyperinflationary economy, except for their comparative figures. Following the aforementioned guidelines, the results and financial position of subsidiaries with the Peso as functional currency were translated into U.S. dollars by the following procedures: all amounts (i.e., assets, liabilities, stockholders’ equity items, expenditures and revenues) were translated at the exchange rate effective at the closing date of the financial statements, except for comparative amounts, which were presented as current amounts in the financial statements of the previous fiscal year (i.e., these amounts were not be adjusted to reflect subsequent variations in price levels or exchange rates). Thus, the effect of the restatement of comparative amounts was recognized in other comprehensive income. When an economy ceases to be hyperinflationary and an entity ceases to restate its financial statements in accordance with IAS 29, it will use the amounts restated according to the price level of the date on which the entity ceased to make such restatement as historical costs, in order to translate them into the presentation currency.
7
The Company has adopted all the new standards and interpretations, or amendments issued by the IASB that are relevant to its operations and that are applicable as of June 30, 2021, as described in note 2.3.2 to the Company's consolidated financial statements as of December 31, 2020. The new standards and their interpretations or modifications adopted have not had a significant impact on these interim condensed consolidated financial statements (Note 2.3.1).
The preparation of these consolidated financial statements is the responsibility of the Company's Management and requires accounting estimates and judgments of the management when applying financial standards. Areas of high complexity which require more judgments or those in which assumptions and estimations are more significant are detailed in Note 4.
2.3. Standards and Interpretations issued
2.3.1. New standards issued adopted by the Company and impact of adoption.
The standards and interpretations or amendments thereto, published by the IASB, which were adopted as of the year beginning January 1, 2021, are as follows:
- Rental concessions related to COVID-19 (Amendment to IFRS 16)
The IASB published on May 28, 2020, an amendment that gives to tenants an exemption from assessing whether a COVID19-related rental concession is a lease modification. This amendment is effective for annual financial statement reporting periods beginning on or after June 1, 2020, with early application permitted.
The impact of its adoption was not significant on the disclosures or amounts reported in these financial statements.
- IASB amendments related to benchmark interest rate reform (IBOR) - Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16)
On August 27, 2020, the IASB approved the amendments that introduce, in the case of financial assets, financial liabilities and leases, a practical expedient for the modifications necessary as a direct consequence of the IBOR reform and carried out on an economically viable basis. They clarify that hedge accounting is not being discontinued solely due to the IBOR reform and introduce disclosures that allow users to understand the nature and scope of risks arising from the IBOR reform to which the entity is exposed and how the entity manages those risks, as well as the entity's progress in transitioning from IBORs to alternative benchmarks and how the entity is managing this transition.
This amendment is effective for annual financial statement reporting periods beginning on or after January 1, 2021, with early application permitted.
The impact of its adoption was not significant on the disclosures or amounts reported in these financial statements.
There are no other IFRS or IFRIC interpretations that are effective for the first time for the financial year beginning on or after January 1, 2021 that have a significant effect on these financial statements, nor other IFRS or IFRIC interpretations that are not yet effective and expected to have a significant effect on the Company.
2.3.2. New standards, interpretations and amendments issued not yet adopted
In addition to the new and revised IFRS that have been issued but are not yet in mandatory force as described in Note 2.3.2 to the annual consolidated financial statements as of December 31, 2020, during the six-month period ended June 30, 2021, the standards and interpretations or modifications described below have also been issued. The Company did not adopt the standards and interpretations or amendments mentioned below, because its application is not required at the period ended June 30, 2021.
Amendments to IFRS 4 Extension of the temporary exemption from the application of IFRS 9[(1)] Amendments to IAS 1 and the IFRS Disclosure of accounting policies[(1)] 2 Practice Document Amendments to IAS 8 Definition of accounting estimates[(1)] Amendments to IAS 12 Deferred Tax Arising from Assets and Liabilities in a Single Transaction[(1)]
- (1) Effective for fiscal years beginning on or after January 1, 2023, with early application permitted.
8
- Extension of the temporary exemption from the application of IFRS 9 (Amendments to IFRS 4)
The amendment extends the temporary exemption from IFRS 4 Insurance Contracts with regard to the application of IFRS 9 Financial Instruments. The application of IFRS 9 is then required for annual periods beginning on or after January 1, 2023. Its early application is permitted.
- Disclosure of accounting policies (Amendments to IAS 1 and to the IFRS 2 Practical expedient)
The amendment requires an entity to disclose its material accounting policies, rather than its significant accounting policies. Adds information that explains how an entity can identify a material accounting policy, giving examples of when an accounting policy is likely to be material. The amendments clarify that the information on accounting policies may be material due to its nature, even if the related amounts are immaterial. To support the amendment, the IASB has also developed guidance and examples to explain and demonstrate the application of the 'four-step materiality process' described in the IFRS 2 Practical expedient. The amendments clarify that information on accounting policies may be material due to its nature, even if the related amounts are immaterial.
This amendment is effective for annual financial statement reporting periods beginning on or after January 1, 2023, with early application permitted.
- Definition of accounting estimates (Amendments to IAS 8)
The amendment replaces the definition of “change in accounting estimates” with a definition of “accounting estimates”. Under the new definition, accounting estimates are “monetary amounts in financial statements that are subject to measurement uncertainty. Accounting issuers do if accounting policies require elements of financial statements to be measured in a way that involves measurement uncertainty. The amendments clarify that a change in the accounting estimate resulting from new information or new estimates is not the correction of an error. In addition, the effects of a change in an entry or a measurement technique used to develop an accounting estimate are changes in accounting estimates if they are not the result of correcting errors from prior periods.
This amendment is effective for annual financial statement reporting periods beginning on or after January 1, 2023, with early application permitted.
- Deferred tax arising from assets and liabilities in a single transaction (Amendment to IAS 12)
The main change in deferred tax related to assets and liabilities arising from a single transaction is an exception to the initial recognition exception provided for in the standard. The amendment indicates that the initial recognition exception does not apply to transactions in which deductible or taxable temporary differences arise in the initial recognition for equal amounts.
This amendment is effective for annual financial statement reporting periods beginning on or after January 1, 2023. Its early application is permitted.
The Company's Board of Directors anticipates that the application of the aforementioned modifications will not have an impact on the Company's financial statements.
As of the date of issuance of these condensed interim consolidated financial statements, the Company's Management is evaluating the impact that the adoption of the standards and interpretations or modifications to them, which are effective as of January 1, 2022 or later, will have in the financial statements of the Company. A reasonable estimate of the potential effect cannot be provided until a detailed review has been completed. The Company will not adopt any of these standards and interpretations or modifications in advance from their effective date and the Company will use the transition provisions included in each standard or amendment.
2.4. Basis of consolidation
The consolidated financial statements of GENNEIA incorporate the separate financial statements of the Company and its controlled entities. They are considered controlled when the Company (i) has power over the investee, (ii) is exposed, or has rights, to variable returns from its involvement with the investee and, (iii) has the ability to use its power to affect its returns.
9
The main consolidation adjustments are the following:
-
elimination of assets and liabilities and income and expenses of the parent with its subsidiaries, in order to disclose the balances maintained effectively with third parties; and
-
elimination of interests in the equity and earnings of the controlled entities, for each period.
The latest financial statements available as of the statement of financial position date have been used in the consolidation process and considering significant subsequent events and transactions and/or available management information and the transactions between GENNEIA and the controlled entity.
If necessary, financial statements of controlled entities are adjusted to adapt their accounting policies with those used by the Company.
Detailed below are the controlled companies whose financial statements have been included in these consolidated financial statements:
| Subsidiaries: Enersud Energy S.A.U. Ingentis II Esquel S.A. Genneia Desarrollos S.A. Nor Aldyl San Lorenzo S.A. (1) Nor Aldyl Bragado S.A. (1) MyC Energía S.A. Genneia Vientos Argentinos S.A. Genneia Vientos Sudoeste S.A. Genneia Vientos del Sur S.A. Patagonia Wind Energy S.A. Parque Eólico Loma Blanca IV S.A. Genneia La Florida S.A. Ullum 1 Solar S.A.U. Ullum 2 Solar S.A.U. Ullum 3 Solar S.A.U. Sofeet International LLC |
Mainactivity Industrialization, separation and trading of propane and butane gas and/or liquefied gas and trading of natural gas and transportation for industrial or residential consumption. Power generation and trading. Production and development of renewable energies and its commercialization. Production and development of renewable energies and its commercialization, construction of gas pipelines and networks. Production and development of renewable energies and its commercialization, construction of gas pipelines and networks. Generation, production, development and trading of energies. Construction, financing, commissioning, operation and maintenance of a renewable sources power plant. Construction, financing, commissioning, operation and maintenance of a renewable sources power plant Construction, financing, commissioning, operation and maintenance of a renewable sources power plant Production and development of renewable energies and its commercialization. Production and development of renewable energies and its commercialization. Construction, financing, commissioning, operation and maintenance of a renewable sources power plant Production and development of renewable energies and its commercialization. Production and development of renewable energies and its commercialization. Production and development of renewable energies and its commercialization. Any business that is accepted by the laws of the State of Delaware, United States. |
Percentage of participation (direct and indirect) |
Percentage of participation (direct and indirect) |
|---|---|---|---|
| June 30, 2021 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% |
December 31, 2020 |
||
| 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% |
(1) Nor Aldyl San Lorenzo S.A. and Nor Aldyl Bragado S.A. began the liquidation and dissolution process.
Since the Company has a 100% interest in its controlled entities, there is no information to disclose in relation to noncontrolling interests.
10
2.5. Investments in joint ventures:
A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.
The results, assets, and liabilities of joint ventures are incorporated in these interim condensed consolidated financial statements using the equity method of accounting.
Under the equity method, an investment in a joint venture is initially recognized in the statement of financial position at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the joint ventures.
Joint ventures have been valued based upon the latest available financial statements of these companies as of the end of each period or year, taking into consideration, if applicable, significant subsequent events and transactions, available management information and transactions between the Company and the related company which have produced changes on the latter’s shareholders’ equity.
On each closing date or upon the existence of signs of impairment, it is determined whether there is any objective evidence of impairment in the value of the investment in joint ventures. If this is the case, Company calculates the amount of the impairment as the difference between the recoverable value of joint ventures and their book value, and recognizes the difference under “Loss on long term investments in joint ventures” in the statement of profit or loss and other comprehensive income. The recorded value of investments in joint ventures does not exceed their recoverable value.
2.6. Seasonality of operations
The operations of the Company do not have a significant seasonal nature.
NOTE 3 – CASH AND CASH EQUIVALENTS
Include cash, time deposits in financial entities and short-term investments with maturity up to three months at the acquisition date, with low risk of value variation and destined to cancel short-term liabilities.
| Cash Current investments Cash and cash equivalents |
June 30, 2021 |
December 31, 2020 55,638 50,913 106,551 |
June 30, 2020 |
|---|---|---|---|
| 39,814 38,845 78,659 |
58,474 36,325 94,799 |
NOTE 4 - CRITICAL JUDGEMENTS IN APPLYING ACCOUNTING POLICIES
In the application of the Company’s accounting policies, the Management and Board of Directors are required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future years.
The main accounting areas and items that require that management make significant judgment and estimates in preparing its financial statements are described in the consolidated financial statements as of December 31, 2020 and there have been no significant changes, except from the changes in the income tax described in note 5q.
11
NOTE 5 - DETAIL OF THE MAIN ACCOUNTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
The breakdown of the main accounts of the consolidated financial statements is as follows:
Interim condensed consolidated statement of financial position as of June 30, 2021
| Assets a) Cash and banks: Cash Banks Checks to be deposited b) Investments: Current Government bonds(1) Time deposits(2) Mutual funds(1) (3) |
June 30, 2021 16 39,793 5 39,814 14,480 752 78,398 93,630 |
December 31, 2020 |
|---|---|---|
| 18 55,615 5 |
||
| 55,638 | ||
| 16,162 12,854 37,566 |
||
| 66,582 |
(1) As of June 30, 2021 includes investments that have a maturity period of more than 90 days from the date of incorporation, for an amount of 8,117 in government bonds; and investments considered as not classified as cash and equivalents for an amount of 46,667 in mutual funds. As of december 31, 2020 includes investments that have a maturity period of more than 90 days from the date of incorporation, for an amount of 2,465 in government bonds and 13,204 in mutual funds.
(2) As of June 30, 2021 and December 31, 2020 corresponds to deposits that have a maturity period of less than 90 days from the date of incorporation.
(3) As of June 30, 2021 includes 465 as collateral for futures contracts maturing in July, 2021. As of December 31, 2020 includes 165 as collateral for futures contracts maturing in January, 2021.
Non-current
Investments in joint venture
| 46,221 46,221 |
53,844 53,844 |
|---|---|
Includes the interest in the following joint ventures:
| Joint venture: | Main activity | Percentage of participation |
|---|---|---|
| June 30, 2021 December 31, 2020 |
||
| Vientos de Necochea S.A. Vientos Sudamericanos Chubut Norte IV S.A. Vientos Patagónicos Chubut Norte III S.A. |
Production and development of renewable energies and its commercialization. Construction, financing, commissioning, operation and maintenance of a renewable sources power plant. Construction, financing, commissioning, operation and maintenance of a renewable sources power plant. |
50% 50% 51% 51% 51% 51% |
The interests in joint ventures mentioned above are accounted for using the equity method. The description of each of the companies and the evaluated assumptions are described in note 5.b to the consolidated financial statements of the company as of December 31, 2020.
Summarized financial information in respect of the joint ventures is set out below. The summarized financial information below represents amounts shown in the joint venture’s interim condensed financial statements.
12
| Statement of financial position Current assets(2) Non-current assets(2) Current liabilities(3) Non-current liabilities(3) Shareholders’ equity Statement of profit or loss and other comprehensive income Net sales(1) Cost of sales Administration expenses Other expenses, net Financial expenses, net Net loss before income tax Income tax Net (loss) profit for the period(4) |
Vientos Sudamericanos Chubut Norte IV S.A. Vientos Patagónicos Chubut Norte III S.A. Vientos de Necochea S.A. |
|---|---|
| June 30, 2021 | |
| 19,775 18,043 10,616 123,265 81,207 67,308 75,726 57,990 4,117 29,440 14,082 47,719 37,874 27,178 26,088 For the six-month period ended June 30, 2021 |
|
| 4,038 3,014 5,253 (2,037) (1,401) (2,110) (105) (31) (53) (305) (21) (120) (4,367) (2,746) (3,223) |
|
| (2,776) (1,185) (253) (2,493) (739) 366 |
|
| (5,269) (1,924) 113 |
Reconciliation of the above summarized financial information to the carrying amount of the interest in the joint venture recognized in the interim condensed consolidated financial information:
| Net assets of the joint venture Proportion of the Company’s ownership interest in the joint venture Carrying amount of the Company’s interest in the joint venture Evolution of non-current investments: Balance at the beginning of the year Other capital contributions decrease (5) Comprehensive (loss) profit for the period Balance at the end of the period |
Total June 30, 2021 |
|---|---|
| 37,874 27,178 26,088 - 51% 51% 50% - |
|
| 19,316 13,861 13,044 46,221 |
|
| 24,564 16,293 12,987 53,844 (2,501) (1,449) - (3,950) (2,747) (983) 57 (3,673) 19,316 13,861 13,044 46,221 |
(1) For the period June 30, 2021, 100% of sales have been made to CAMMESA.
(2) Includes cash and equivalents for an amount of 6,268, 7,564 and 8,186 corresponding to Vientos Sudamericanos Chubut Norte IV S.A., Vientos Patagónicos Chubut Norte III S.A. and Vientos de Necochea S.A., respectively.
(3) Includes financial debts with third parties in the amount of 64,415, 43,939 and 36,612 corresponding to Vientos Sudamericanos Chubut Norte IV S.A., Vientos Patagónicos Chubut Norte III S.A. and Vientos de Necochea S.A., respectively.
(4) Includes depreciation of fixed assets for an amount of 1,671, 1,135 and 1,183 corresponding to Vientos Sudamericanos Chubut Norte IV S.A., Vientos Patagónicos Chubut Norte III S.A. and Vientos de Necochea S.A., respectively.
(5) Corresponds to the effect of the change in tax rate (Note 5.q) on the deferred tax asset recognized in relation to the financing mentioned in Note 6.1.2, which was found with a counterpart in non-current investments, in relation to loan transactions to joint ventures that, according to IFRS, based on the underlying economic reality of the operation, have been assimilated to increases or decreases in other capital contributions to such companies.
13
| Statement of financial position Current assets (3) Non-current assets (3) Current liabilities (4) Non-current liabilities (4) Shareholders’ equity Statement of profit or loss and other comprehensive income Net sales(2) Cost of sales Administration expenses Other expenses. net Financial expenses. net Net (loss) profit before income tax Income tax Net loss for the period(5) |
Vientos Sudamericanos Chubut Norte IV S.A. Vientos Patagónicos Chubut Norte III S.A. Vientos de Necochea S.A. |
|---|---|
| December 31, 2020 | |
| 15,628 18,001 9,325 119,915 76,795 68,383 65,898 52,670 15,672 21,481 10,178 36,062 48,164 31,948 25,974 For the six-month period ended June 30, 2020 |
|
| - - 4,129 - - (1,537) (43) (35) (45) (88) (144) (44) (2,287) (1,051) (2,324) |
|
| (2,418) (1,230) 179 327 1,224 (823) |
|
| (2,091) (6) (644) |
Reconciliation of the above summarized financial information to the carrying amount of the interest in the joint venture recognized in the interim condensed consolidated financial information:
| Net assets of the joint venture Proportion of the Company’s ownership interest in the joint venture Carrying amount of the Company’s interest in the joint venture Evolution of non-current investments: Balance at the beginning of the year Other capital contributions(1) Comprehensive loss for the period Balance at the end of the period |
Total June 30, 2020 |
|---|---|
| 46,899 27,898 25,216 - 51% 51% 50% - |
|
| 23,916 14,228 12,608 50,752 |
|
| 24,865 14,227 12,930 52,022 118 4 - 122 (1,067) (3) (322) (1,392) 23,916 14,228 12,608 50,752 |
(1) Corresponds mainly to the effect related to those transactions of loans to joint ventures that, according to IFRS, according on the underlying economic substance of the operation, are assimilated to increases or decreases in other capital contributions to such companies (see Note 5.d of these consolidated financial statements and 3.4 to the financial statements as of December 31, 2020).
(2) For the period June 30, 2020, 100% of sales have been made to CAMMESA.
(3) Includes cash and equivalents for an amount of 3,245, 8,538 and 6,619 corresponding to Vientos Sudamericanos Chubut Norte IV S.A., Vientos Patagónicos Chubut Norte III S.A. and Vientos de Necochea S.A., respectively.
(4) Includes financial debts with third parties in the amount of 54,691, 37,357 and 22,960 corresponding to Vientos Sudamericanos Chubut Norte IV S.A., Vientos Patagónicos Chubut Norte III S.A. and Vientos de Necochea S.A., respectively.
(5) Includes depreciation of fixed assets for an amount of 985 corresponding to Vientos de Necochea S.A..
14
| c) | Trade receivables: Current Trade receivables - electric power generation Accruals for unbilled sales of electric power generation Related parties (Note 6) Trade receivables - sale of gas and gas transportation Accruals for unbilled sales of gas and gas transportation Aging of trade receivables Up to three months Three to six months Six to nine months Nine to twelve months More than one year Past due balance at end of the period or year(1) To be due Balance at end of period or year |
June 30, 2021 48,472 23,201 106 1,750 3,940 77,469 15,352 1,212 241 325 7,190 24,320 53,149 77,469 |
December 31, 2020 |
|---|---|---|---|
| 45,959 23,990 95 1,824 1,123 72,991 13,782 517 226 501 7,650 |
|||
| 22,676 | |||
| 50,315 | |||
| 72,991 |
(1) In relation to uncollected past due current trade receivables with IEASA (Ex ENARSA) of 11,514 and 10,506 as June 30, 2021 and December 31, 2020 respectively, see Note 11.3 to the financial statements as of Decembre 31, 2020 and 8.1.5 to these financial statements.
| **d) ** | Other receivables: Current Financial assets Related parties (Note 6)(1) Credit related to the sale of companies (2) Other receivables to collect Receivable for investment in Patagonian Pipeline Loma Blanca Trust credits Prepayments, tax receivables and others Prepaid insurance Value added tax Income tax and minimum presumed income tax advances and withholdings (net of minimum presumed income tax payable) Advanced payments to suppliers Turnover tax credit Recovery of expenses receivable Miscellaneous Non-current Financial assets Related parties (Note 6) (1) Construction costs to be recovered Receivable for investment in Patagonian Pipeline Loma Blanca Trust credits |
13,194 1,851 1,949 67 213 17,274 2,089 18 629 534 171 981 3,115 7,537 24,811 11,804 126 406 1,226 13,562 |
13,174 1,851 2,217 76 153 |
|---|---|---|---|
| 17,471 | |||
| 1,358 478 714 49 214 981 2,112 |
|||
| 5,906 | |||
| 23,377 | |||
| 10,718 189 463 1,361 |
|||
| 12,731 |
15
| Prepayments, tax receivables and others Minimum presumed income tax credit Turnover tax credit Advanced payments to suppliers of fixed assets(3) Credit from tax on bank debits and credits Expenses paid in advance Deposits in guarantee(4) Miscellaneous |
June 30, 2021 433 264 663 3,228 1,511 8,615 1,032 15,746 29,308 |
December 31, 2020 |
|---|---|---|
| 539 332 2,404 2,852 1,553 8,614 421 |
||
| 16,715 | ||
| 29,446 |
(1) As of June 30, 2021 and December 31, 2020 includes US$ 39 million of term loans granted to joint ventures, which have been recognized at the time of their initial recognition at fair value, having recognized the difference generated with respect to the nominal value of the transaction, net of its effect on deferred tax, as other capital contributions in joint ventures.
(2) Corresponds to the credit held with PAF associated with the sale of 49% of the shares of Vientos Sudamericanos Chubut Norte IV S.A. and Vientos Patagonicos Chubut Norte III S.A. (Note 5.b to the financial statements as of December 31, 2020).
(3) Corresponds to advanced payments to suppliers for fixed assets acquisitions in relation to the projects detailed in Note 12 to the financial statements as of Decembre 31, 2020.
- (4) As of June 30, 2021 and December 31, 2020 corresponds to a guarantee deposit of US$ 6.6 million, made as collateral for the Pomona II, Chubut Norte I and II, and Villalonga I projects; and US$ 2 million, made in compliance with the commitment to contribute to the projects of Chubut Norte III and IV. The projects are described in Note 12 to the consolidated financial statements as of December 31, 2020.
e) Inventories:
Current
| f) | Materials and spare parts Non-current Materials and spare parts Fixed assets, intangible assets and goodwill: f.1) Fixed assets Fixed assets value Allowance for fixed assets impairments (Note 5.l) Net book value |
June 30, 2021 1,067,515 (21,494) 1,046,021 |
1,281 1,281 9,474 9,474 December 31, 2020 1,089,180 (20,843) 1,068,337 |
1,305 | |
|---|---|---|---|---|---|
| 1,305 | |||||
| 9,008 9,008 June 30, 2020 |
|||||
| 1,120,327 (9,390) 1,110,937 |
16
| Main account | 2021 |
|---|---|
| Cost | |
| Accumulated at the beginning of theyear Increases Transfers Foreign currency exchange difference Accumulated at the end of theperiod |
|
| Land Furniture and fixture Machinery Computer equipment Communication equipment Vehicles Buildings and installations Tools Pipelines Power generation equipment(1) Wind Farm Solar Photovoltaic Plant Work in progress Right of use on land and buildings Total 2021 Total 2020 |
8,229 - - 171 8,400 543 - - 2 545 3,992 - - - 3,992 6,290 71 - 7 6,368 61 - - - 61 1,670 146 - - 1,816 15,458 9 - 84 15,551 1,786 21 - 2 1,809 10,900 - - 1,418 12,318 490,086 - - 6,324 496,410 889,421 423 35,751 1 925,596 83,744 23 - - 83,767 35,314 5,684 (35,751) (1) 5,246 5,797 585 - - 6,382 |
| 1,553,291 6,962 - 8,008 1,568,261 1,535,277 21,764 - (4,234) 1,552,807 |
| Main account | 2021 Accumulated Depreciation Accumulated at the beginning of theyear Annual depreciation rate Increases Foreign currency exchange difference Accumulated at the end of theperiod Net book value at June 30, 2021 - - - - - 8,400 465 10% 12 - 477 68 1,861 10% 237 - 2,098 1,894 5,482 33% 200 7 5,689 679 51 33% 1 (1) 51 10 1,352 20% 88 - 1,440 376 3,550 10% 312 24 3,886 11,665 1,105 10% 86 1 1,192 617 8,972 3%-7% 498 1,077 10,547 1,771 311,989 5%-10% 12,889 1,206 326,084 170,326 120,876 3%-5% 18,225 (1) 139,100 786,496 5,750 3% 1,387 - 7,137 76,630 - - - - - 5,246 2,658 4%-33% 387 - 3,045 3,337 464,111 34,322 2,313 500,746 1,067,515 400,958 33,109 (1,587) 432,480 |
2020 | 2020 |
|---|---|---|---|
| Net book value at June 30, 2020 8,266 90 2,368 943 11 422 12,238 708 2,243 190,921(4) 785,589 79,301 33,731 3,496 1,120,327 |
Net book value at December 31, 2020 |
||
| Accumulated at the beginning of theyear Annual depreciation rate |
|||
| Land Furniture and fixture Machinery Computer equipment Communication equipment Vehicles Buildings and installations Tools Pipelines Power generation equipment(1) Windfarm Solar Photovoltaic Plant Work in progress Right of use on land and buildings Total 2021 Total 2020 |
- - 465 10% 1,861 10% 5,482 33% 51 33% 1,352 20% 3,550 10% 1,105 10% 8,972 3%-7% 311,989 5%-10% 120,876 3%-5% 5,750 3% - - 2,658 4%-33% 464,111 400,958 |
8,229 78 2,131 808 10 318 11,908 681 1,928 178,097 768,545 77,994 35,314 3,139 |
|
| 1,089,180 |
(1) As of the date of issuance of these interim condensed consolidated financial statements, includes a residual value of 55,540 related to some thermal plants for which the management and the board of directors are evaluating different alternatives, including the sale of the equipment. The evaluation of the asset's recovery value is based on estimates of the use value and disposition value as appropriate. See Notes 1 and 14 to the Consolidated Financial Statements as of December 31, 2020.
17
f.2) Evolution of intangible assets:
June 30, 2021
| Cost value Accumulated amortization Allowance for impairment of intangible assets (Note 5.l) Book value at the beginning of the year Amortization of the period Impairment decrease Book value at the end of the period Cost value Accumulated amortization Allowance for impairment of intangible assets (Note 5.l) Book value at the end of the period Cost value Accumulated amortization Allowance for impairment of intangible assets Book value at the beginning of the year Amortization of the period Impairment decrease Book value at the end of the period Cost value Accumulated amortization Allowance for impairment of intangible assets (Note 5.l) Book value at the end of the period |
Intangible assets acquired separately (Puerto Madryn Project) Intangible assets acquired in a business combination (intangible asset related PELBIV acquisition) Intangible assets acquired in a business combination (intangible asset related ULLUMs acquisitions) Total |
|---|---|
| 4,260 31,904 5,792 41,956 (219) (10,622) (576) (11,417) - - (5,216) (5,216) |
|
| 4,041 21,282 - 25,323 |
|
| (71) (1,773) (144) (1,988) - - 144 144 |
|
| 3,970 19,509 - 23,479 |
|
| 4,260 31,904 5,792 41,956 (290) (12,395) (720) (13,405) - - (5,072) (5,072) |
|
| 3,970 19,509 - 23,479 |
|
| June 30, 2020 | |
| Intangible assets acquired separately (Puerto Madryn Project) Intangible assets acquired in a business combination (intangible asset related PELBIV acquisition) Intangible assets acquired in a business combination (intangible asset related ULLUMs acquisitions) Total |
|
| 4,260 31,904 5,792 41,956 (77) (7,076) (288) (7,441) - - (5,504) (5,504) |
|
| 4,183 24,828 - 29,011 |
|
| (71) (1,773) (144) (1,988) - - 144 144 |
|
| 4,112 23,055 - 27,167 |
|
| 4,260 31,904 5,792 41,956 (148) (8,849) (432) (9,429) - - (5,360) (5,360) |
|
| 4,112 23,055 - 27,167 |
18
Liabilities
| Liabilities | ||
|---|---|---|
| g) Accounts payable: Current Trade Accrual for invoices pending to receive Related parties (Note 6) |
June 30, 2021 44,714 20,501 81 65,296(1) |
December 31, 2020 |
| 47,803 18,235 81 |
||
| 66,119(2) |
(1) Includes 158 past due up to three months, 1 from three to six months, 316 from six to nine months, 224 from nine to twelve months, and 39,873 over a year and 24,724 to be due up to three months. In relation to past due accounts payable to IEASA (Ex ENARSA) for an amount of 38,442 as of December 31, 2020, see Note 11.3 to the financial statements as of December 31, 2020 and 8.1.5 to these financial statements.
(2) Includes 1,152 past due up to three months, 1 from three to six months, 307 from six to nine months, 498 from nine to twelve months, and 45,573 over a year and 18,588 to be due up to three months. In relation to past due accounts payable to IEASA (Ex ENARSA) for an amount of 38,442 as of December 31, 2020, see Note 11.3 to the consolidated financial statements as of December 31, 2020.
| h) Loans: Current Negotiable Debt Obligations Bank loans and others Related parties, net of commissions (Note 6) Leasings Non-current Negotiable Debt Obligations Bank loans and others Related parties, net of commissions (Note 6) Leasings |
520,119 51,362 44,827 638 616,946(1) 50,925 204,866 - 2,527 258,318(1) |
37,651 54,155 - 321 |
|---|---|---|
| 92,127(1) | ||
| 557,279 217,670 41,433 2,886 |
||
| 819,268(1) |
(1) Current loans are net of 2,950 and 3,848 as of June 30, 2021 and December 31, 2020, respectively, corresponding to fees and costs demanded in the structuring of loans and the issuance of negotiable obligations. Non-current loans are net of 37,650 and 41,676 as of June 30, 2021 and December 31, 2020, respectively, corresponding to fees and costs demanded in the structuring of loans and the issuance of negotiable obligations.
Detail of interest rates of loans:
| Detail of interest rates of loans: | ||||
|---|---|---|---|---|
| Outstanding | ||||
| principal as of | Interest | |||
| Loans | June 30, 2021 | Rate | Date | Maturity |
| Bank Loans in US$ fixed rate | 30,879 | 5.50%-10.75% | 2017-2019 | 2021-2026 |
| Bank Loans in US$ variable rate | 7,772 | Libor+5.5% (2) | 2020 | 2023 |
| Bank Loans in AR$ variable rate | 6,549 | Badlar+8.5% | 2020 | 2023 |
| Bank Loans in variable rate UVA (1) | 4,396 | 7.50% | 2020 | 2023 |
| Project finance variable rate | 219,868 | 2.2%-9.92% | 2018-2020 | 2023-2034 |
| KfW Corporate Loan variable rate | 21,521 | Libor+1.5% (2) | 2020 | 2023-2024 |
| Negotiable Debt Obligations in US$ | ||||
| fixed rate | 581,484 | 0%-14.5% | 2015-2020 | 2022-2023 |
(1) Corresponds to financing from Genneia Desarollos S.A. with BH and BACS denominated in Purchasing Value Units (UVA). See Note 9.2.7 to the consolidated financial statements as of December 31, 2020.
(2) Regarding the discontinuation of the LIBOR as a reference rate, see note 7.3 to these financial statements.
19
| June 30, 2021 Evolution of loans and reconciliation of liabilities arising from financing activities: Balances at the beginning of the year 911,395 Financing cash flows Proceeds from loans 3,864 Principal payments to third parties (46,703) (42,839) Non-cash changes Leasings 434 434 Other changes: Interest accrual 37,018 Accruedissuance costs 4,953 Interest payments to third parties (34,310) Effect of exchange difference and others (1,387) 6,274 Balance at the end of the period 875,264 Detail of loans: June 30, 2021 Series XX Bonds (Genn 2022 Bond) 520,231 Private Negotiable Debt Obligation 44,827 Series XXVII Negotiable Debt Obligations - Series XXVIII Negotiable Debt Obligations 7,313 Series XXIX Negotiable Debt Obligations 12,746 Series XXX Negotiable Debt Obligations 30,754 Syndicated Loan 5,641 KfW Corporate Loan Pomona II and Chubut Norte II - Genneia S.A. (1) 19,886 GDSA Credit Facility 18,652 Financial Trust Loma Blanca Serie I 24,682 Project Finance Pomona I - Genneia Vientos del Sudoeste S.A.(2) 89,504 Project Finance Chubut Norte I - Genneia Vientos del Sur S.A.(3) 38,457 Project Finance Villalonga I - Genneia Vientos Argentinos S.A.(4) 59,406 Leasings Genneia S.A. 300 Leasings Parque Eólico Loma Blanca IV S.A. 1,158 Leasings Genneia Vientos del Sudoeste S.A. 1,553 Leasings Genneia La Florida S.A. 154 875,264 (1) As of June 30, 2021 and December 31, 2020, the amount disbursed amounts to 29,148 and 26,674 respectively. (2) As of June 30, 2021 and December 31, 2020, the amount disbursed amounts to 117,965 and 116,575 respectively. (3) As of June 30, 2021 and December 31, 2020, the amount disbursed amounts to 47,849. (4) As of June 30, 2021 and December 31, 2020, the amount disbursed amounts to 74,351. Salaries and social security payable: Salaries, social security and withholdings payables 5,393 5,393 |
June 30, 2020 |
|---|---|
| 945,743 66,456 (53,707) |
|
| 12,749 | |
| - | |
| - | |
| 41,988 4,791 (37,577) (410) |
|
| 8,792 | |
| 967,284 | |
| December 31, 2020 |
|
| 520,933 41,433 20,308 10,388 12,719 30,582 11,280 20,480 21,084 29,997 89,731 38,959 60,294 - 1,486 1,572 149 |
|
| 911,395 | |
| 6,116 | |
| 6,116 |
i) Salaries and social security payable: Salaries, social security and withholdings payables
20
| j) Taxes payable: Current Income tax Value added tax Tax withholdings payable Taxes under regularization regime Miscellaneous k) Other liabilities: Current Miscellaneous Non-current Accrual for assets retirement obligation |
June 30, 2021 12,247 3,319 226 4 789 16,585 153 153 8,632 8,632 |
December 31, 2020 |
|---|---|---|
| - 3,524 235 3 978 4,740 92 |
||
| 92 | ||
| 8,867 8,867 |
l) Allowances and provisions:
| Items | June 30, 2021 June 30, 2020 |
|---|---|
| Value as of December 31, 2020 Decreases Additions Value as of June 30, 2021 Value as of December 31, 2019 Decreases Additions Value as of June 30, 2020 |
|
| Allowances deducted from assets: For fixed assets For intangible assets Total deducted from assets Provisions included in liabilities: For claims and pending labor lawsuits Total included in liabilities |
20,843 (536)(1) 1,187(4) 21,494 9,838 (448)(3) - 9,390 5,216 (144)(2) - 5,072 5,504 (144)(3) - 5,360 |
| 26,059 (680) 1,187 26,566 15,342 (592)(3) - 14,750 |
|
| 2,574 (481) - 2,093 3,479 (444) - 3,035 2,574 (481) - 2,093 3,479 (444) - 3,035 |
(1) Includes decreases of 536 related to the Amortization of fixed assets included on Operating cost of electric power generation from conventional sources Note 5.o.
(2) Included in Amortization of intangible assets on Operating cost of electric power generation from renewable sources Note 5.o.
(3) Includes decreases of 448 related to the Amortization of fixed assets included on Operating cost of electric power generation from conventional sources Note 5.o.and 144 related to Amortization of intangible assets, respectevely, included on Operating cost of electric power generation from renewable sources Note 5.o.
(4) Corresponds to additions due to the Result from exposure to changes in the purchasing power of the currency in fixed assets of Genneia Desarrollos S.A.
21
Interim condensed consolidated statements of profit or loss and other comprehensive income for the six and threemonth period ended June 30, 2021
| For the six-month period ended June 30, 2021 June 30, 2020 m) Net sales(1): Revenue from electric power generation from renewable sources 101,672 108,992 Revenue from electric power generation from conventional sources 25,874 35,578 Revenue from gas trading and transport 2,279 2,381 Other revenues 3,345 2,386 133,170 149,337 (1) For the six-month periods ended June 30, 2021 and 2020, 91% and 93%, respectively, of sales w ENARSA). n) Cost of sales: Purchases for electric power generation from conventional sources (599) (1,628) Purchases for gas trading and transport (457) (416) Operating costs of electric power generation from renewable sources (Note 5.o) (31,800) (28,561) Operating costs of electric power generation from conventional sources (Note 5.o) (17,118) (17,326) Operating cost of gas trading and transport (Note 5.o) (400) (364) (50,374) (48,295) |
For the three-month period ended June 30, 2021 June 30, 2020 49,133 53,302 13,295 16,952 1,241 1,286 1,333 1,042 65,002 72,582 ere made to CAMMESA and IEASA (Ex (313) (727) (239) (205) (16,321) (14,444) (7,941) (8,490) (213) (175) (25,027) (24,041) |
|---|---|
o) Operating costs and expenses:
| Salaries and benefits Social security charges and other contributions Professional fees and compensations for services Directors and statutory auditors’ fees Expenses for development of new businesses Other staff costs Travelling and lodging expenses Freight and insurance Rental and expenses of property, machinery and equipment Taxes, rates and contributions Maintenance and repairs Works contracts and other services Fixed assets depreciation Amortization of intangible assets Miscellaneous Total 2021 |
For the six-month period ended June 30, 2021 |
|
|---|---|---|
| Operating cost of electric power generation from renewable sources Operating cost of electric power generation from conventional sources Operating cost of gas trading and transport Administrative expenses Selling Expenses 1,090 1,252 31 3,506 283 371 178 6 470 45 5,657 56 - 578 1 - - - 496 - - - - 71 - 150 12 - 73 - 51 53 - 52 1 989 650 - 20 - 241 1,151 - 136 4 300 87 7 14 404 309 474 - 400 1 244 176 - - - 19,963 12,811 356 633 2 1,844 - - - - 591 218 - 396 350 31,800 17,118 400 6,845 1,091 |
Total | |
| 6,162 1,070 6,292 496 71 235 157 1,659 1,532 812 1,184 420 33,765 1,844 1,555 57,254 |
22
| Salaries and benefits Social security charges and other contributions Professional fees and compensations for services Directors and statutory auditors’ fees Expenses for development of new businesses Other staff costs Travelling and lodging expenses Freight and insurance Rental and expenses of property, machinery and equipment Taxes, rates and contributions Maintenance and repairs Works contracts and other services Fixed assets depreciation Amortization of intangible assets Miscellaneous Total 2020 |
For the six-month period ended June 30, 2020 |
|
|---|---|---|
| Operating cost of electric power generation from renewable sources Operating cost of electric power generation from conventional sources Operating cost of gas trading and transport Administrative expenses Selling expenses 912 1,104 29 2,797 184 381 323 5 461 45 4,916 84 - 428 1 - - - 725 - - - - 60 - - 11 - 272 - 19 63 - 145 1 875 939 - 43 - 253 2 - 142 4 217 136 5 5 950 431 401 - 413 1 84 128 - 207 - 17,924 13,876 325 533 3 1,844 - - - - 705 259 - 272 346 28,561 17,326 364 6,503 1,535 |
Total | |
| 5,026 1,215 5,429 725 60 283 228 1,857 401 1,313 1,246 419 32,661 1,844 1,582 54,289 |
| Salaries and benefits Social security charges and other contributions Professional fees and compensations for services Directors and statutory auditors’ fees Expenses for development of new businesses Other staff costs Travelling and lodging expenses Freight and insurance Rental and expenses of property, machinery and equipment Taxes, rates and contributions Maintenance and repairs Works contracts and other services Fixed assets depreciation Amortization of intangible assets Miscellaneous Total 2021 |
For the three-month period ended June 30, 2021 |
|
|---|---|---|
| Operating cost of electric power generation from renewable sources Operating cost of electric power generation from conventional sources Operating cost of gas trading and transport Administrative expenses Selling expenses 482 271 16 1,995 179 126 84 3 279 22 3,106 35 - 258 - - - - 248 - - - - 45 - 150 8 - -31 - 49 29 - -5 - 497 220 - 12 - 97 355 - 76 2 140 37 6 11 209 164 316 - 71 1 202 88 - -82 - 10,071 6,370 188 307 1 922 - - - - 315 128 - 228 173 16,321 7,941 213 3,412 587 |
Total | |
| 2,943 514 3,399 248 45 127 73 729 530 403 552 208 16,937 922 844 28,474 |
23
| For the three-month | For the three-month | For the three-month | For the three-month | period | ended | ended | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| **June 30, ** | 2020 | ||||||||||||
| Operating cost of | Operating cost of | ||||||||||||
| electric power | electric power | ||||||||||||
| generation from | generation from | Operating cost of | |||||||||||
| renewable | conventional | gas trading and | Administrative | Selling | |||||||||
| sources | sources | transport | expenses | expenses | Total | ||||||||
| Salaries and benefits | 512 | 573 | 14 | 1,303 | 111 | 2,513 | |||||||
| Social security charges and other | |||||||||||||
| contributions | 207 | 157 | 2 | 206 | 24 | 596 | |||||||
| Professional fees and compensations for | |||||||||||||
| services | 2,447 | 56 | - | 183 | - | 2,686 | |||||||
| Directors and statutory auditors’ fees | - | - | - | 558 | - | 558 | |||||||
| Expenses for development of new | |||||||||||||
| businesses | - | - | - | 24 | - | 24 | |||||||
| Other staff costs | - | 6 | - | 145 | - | 151 | |||||||
| Travelling and lodging expenses | 7 | 22 | - | 36 | - | 65 | |||||||
| Freight and insurance | 442 | 448 | - | 11 | - | 901 | |||||||
| Rental and expenses of property, | |||||||||||||
| machinery and equipment | 100 | 1 | - | 73 | 2 | 176 | |||||||
| Taxes, rates and contributions | 133 | 63 | 4 | 2 | 688 | 890 | |||||||
| Maintenance and repairs | 257 | 251 | - | 69 | - | 577 | |||||||
| Works contracts and other services | 40 | 64 | - | 112 | - | 216 | |||||||
| Fixed assets depreciation | 9,033 | 6,707 | 155 | 274 | 1 | 16,170 | |||||||
| Amortization of intangible assets | 921 | - | - | - | - | 921 | |||||||
| Miscellaneous | 345 | 142 | - | 135 | 173 | 795 | |||||||
| Total 2020 | 14,444 | 8,490 | 175 | 3,131 | 999 | 27,239 | |||||||
| For the six-month period | For the three-month period | ||||||||||||
| ended | ended | ||||||||||||
| June 30, | June | 30, | June 30, | June 30, | |||||||||
| 2021 | 2020 | 2021 | 2020 | ||||||||||
| p) Other expenses, net: | |||||||||||||
| Tax on bank debits and credits | (1,991) | (2,201) | (982) | (1,161) | |||||||||
| Others | 37 | 155 | (19) | (22) | |||||||||
| (1,954) | (2,046) | (1,001) | (1,183) |
24
| For the six-month period ended June 30, 2021 June 30, 2020 Financial expense, net: The breakdown of financial income and expenses is as follows: Financial income: Interest income 5,255 3,477 Fair value gains on financial assets at fair value through profit or loss 3,103 1,709 8,358 5,186 Financial expense Fair value losses on financial assets at fair value through profit or loss (592) (850) Interest expense (37,144) (43,312) Exchange differences, net (9,823) (12,394) Issuance costs and withholdings (4,583) (4,977) Miscellaneous (2,683) (2,309) (54,825) (63,842) Result from exposure to changes in the purchasing power of the currency 3,707 4,839 Total financial expense, net (42,760) (53,817) |
For the three-month period ended June 30, 2021 June 30, 2020 2,026 1,843 2,485 1,129 4,511 2,972 499 503 (18,615) (20,768) (4,486) (8,752) (2,329) (2,732) (1,852) (2,090) (26,783) (33,839) 1,387 2,314 (20,885) (28,553) |
For the three-month period ended June 30, 2021 June 30, 2020 2,026 1,843 2,485 1,129 4,511 2,972 499 503 (18,615) (20,768) (4,486) (8,752) (2,329) (2,732) (1,852) (2,090) (26,783) (33,839) 1,387 2,314 (20,885) (28,553) |
|---|---|---|
| 1,843 1,129 |
||
| 2,972 | ||
| 503 (20,768) (8,752) (2,732) (2,090) |
||
| (33,839) | ||
| 2,314 (28,553) |
q) Financial expense, net:
r) Income tax:
The consolidated income tax charge for the six and three-month period ended June 30, 2021 and 2020 is as follows:
| Current income tax Deferred income tax |
For the six-month period ended June 30, 2021 June 30, 2020 (12,296) - (64,983) (11,027) (77,279) (11,027) |
For the three-month period ended June 30, 2021 June 30, 2020 (7,080) - (66,267) 1,350 (73,347) 1,350 |
For the three-month period ended June 30, 2021 June 30, 2020 (7,080) - (66,267) 1,350 (73,347) 1,350 |
|---|---|---|---|
| - 1,350 1,350 |
Changes in tax Regime
On June 16, 2021, Law No. 27,630 was published in the Official Gazette, which introduces a variable tax rate depending on the Accumulated taxable net income of the company. By virtue of this modification, for the fiscal year beginning on January 1, 2021, the income tax rates for companies will be as follows:
==> picture [469 x 85] intentionally omitted <==
----- Start of picture text -----
Amounts in thousands
Accumulated taxable net income Income tax
Taxable income in
More than AR$ To AR$ A fixed amount of Plus a
excess of
AR$ 0 AR$ 5.000 AR$ 0 25% AR$ 0
AR$ 5.000 AR$ 50.000 AR$ 1.250 30% AR$ 5.000
AR$ 50.000 Onwards AR$ 14.750 35% AR$ 50.000
----- End of picture text -----
The aforementioned amounts will be updated annually starting on 2022, considering the annual variation of the consumer price index (CPI) provided by the National Institute of Statistics and Census (INDEC), a decentralized body within the scope of the Ministry of Economy, corresponding to the month of October of the year prior to the adjustment, compared to the same month of the previous year.
25
For the six-month period ended June 30, 2021, the company measured the income tax using a statutory tax rate of 25% according to the estimated amount of the accumulated tax income for the year 2021.
The net deferred tax liability as of June 30, 2021 was measured considering the rate expected for the year the temporary item will be reversed or used. The effect of the application of the new rates is disclosed separately, in the line item “Tax rate change effect” in the table below.
The reconciliation between the consolidated income tax charge for the six-month period ended June 30, 2021 and 2020 and the loss that would result from applying the prevailing tax rate on the net loss before income tax, included in the consolidated statement of profit or loss and other comprehensive income for each period, is as follows:
| Net profit before income tax Statutory tax rate Statutory tax rate applied to net profit before income tax Permanent differences and others at the prevailing tax rate: Loss on long term investment in joint ventures Tax rate change effect Tax effects due to tax restatement to current units of currency Effects of the functional currency and others(1) Income tax - (Charge) |
For the six-month period ended |
For the six-month period ended |
|---|---|---|
| June 30, 2021 26,534 25% (6,634) (903) (49,271) (40,633) 20,162 (77,279) |
June 30, 2020 |
|
| 35,750 30% |
||
| (10,725) | ||
| (3,083) - (44,422) 47,203 (11,027) |
(1) It mainly includes the effect of using a different currency for reporting and tax purposes.
Furthermore, the breakdown of the consolidated net deferred tax liabilities as of June 30, 2021 and December 31, 2020, is as follows:
| Deferred tax assets Tax loss carryforwards Non deductible liabilities Other receivables with related parties(1) Miscellaneous Total deferred tax assets Deferred tax liabilities Fixed assets Intangible assets Tax effect due to restatement to current units of currency Miscellaneous Total deferred tax liabilities Net deferred tax liabilities |
June 30, 2021 55,390 8,042 14,163 5,836 83,431 (190,521) (8,010) (85,841) (3,347) (287,719) (204,288) |
December 31, 2020 |
|---|---|---|
| 77,947 5,966 9,788 4,628 |
||
| 98,329 | ||
| (150,693) (6,101) (81,413) (2,532) |
||
| (240,739) | ||
| (142,410) |
(1) Corresponds to the deferred asset related to the financing mentioned in Note 6.1.2, which has been recognized as other capital contributions in non current investments at the time of initial recognition of the financing. During the six-month period ended June 30, 2021, there has been a increse for 4,192 related to the changes in the tax law which were recognized on non-current investments.
26
As of June 30, 2021 the Company and its subsidiaries maintain a deferred tax asset for accumulated tax loss carryforwards as of December 31, 2020, for accumulated tax loss carryforwards of 76,965, which may be offset against taxable income as follows:
| Year until it can be used | Tax loss carryforward Deferred asset |
|---|---|
| 2022 2023 2024 2025 2027 2028 2029 2030 |
956 239 8,923 2,403 8,362 2,421 5,930 1,979 2,144 536 46,238 11,560 124,440 32,582 73,497 25,245 270,490 76,965 |
The following table summarizes the deferred tax assets for tax loss carry forwards as of December 31, 2020 by the individual project and company, which generates it:
==> picture [313 x 199] intentionally omitted <==
----- Start of picture text -----
Project/Company Deferred asset
PEM I [(1) ] 11,574
PEM II [(1)] 12,706
PER III [(1)] 3,202
Subtotal Genneia 27,482
GEDESA 2,944
PELBIV 895
Vientos Argentinos [(1)] 10,763
Vientos del Sudoeste [(1)] 20,555
Vientos del Sur [(1)] 5,480
Ullum 1 Solar [(1)] 2,460
Ullum 2 Solar [(1)] 2,595
Ullum 3 Solar [(1)] 3,236
La Florida 554
Others Subsidiaries 1
Subtotal Subsidiaries 49,483
Total 76,965
----- End of picture text -----
(1) According to Law No. 26.190 (National Development Regime for the Use of Renewable Sources of Energy Destined for The Production of Electric Energy), the tax loss carryforwards for these project may be used for up to ten years from the year in which they are generated to compensate against taxable income generated from these projects.
27
For the period ended June 30, 2021 the Company has estimated a tax income in relation to the Madryn I, Madryn II, Rawson III, Villalonga, Chubut Norte I, Ullum 1 Solar, Ullum 2 Solar, Ullum 3 Solar, Florida and Pomona projects, mainly genearated by the Tax effect due to restatement to current units of currency offset by the effect of the benefit granted by Article 9 of Law No. 26.190 (National Development Regime for the Use of Renewable Sources of Energy Destined for The Production of Electric Energy), the accelerated tax amortization of wind and solar farms that which may be compensated with losses from previous years. In relation for tax results not generated by these businesses, for the six-month period ended June 30, 2021 the Company has estimated a tax income, in compliance with current tax regulations which may be partially compensated with losses from previous years, additionally, the company has recognized an income tax liability of 12,247.
For the period ended June 30, 2020 the Company has estimated a tax loss in relation to the Madryn I, Madryn II, Rawson III, Villalonga, Chubut Norte I, Ullum I Solar, Ullum II Solar, Ullum III Solar, Florida and Pomona projects, by virtue of the benefit granted by Article 9 of Law No. 26.190 (National Development Regime for the Use of Renewable Sources of Energy Destined for The Production of Electric Energy), whose tax loss carryforwards may be used for up to ten years from the year in which they are generated to compensate against taxable income generated from these projects. In addition, the Companies in charge of these projects chose to apply the benefit of the accelerated tax amortization of wind and solar parks, granted in the aforementioned Law. In relation for tax results not generated by these businesses, for the six-month period ended June 30, 2020 the Company has estimated a tax income, in compliance with current tax regulations, which may be compensated with losses from previous years.
The Company and its subsidiaries recognize tax loss carry-forwards and other tax credits as deferred tax assets when its deduction against future taxable income is probable. To that effect, based on paragraph 36 of IAS 12, the Company and its subsidiaries consider the projected tax results and reverse of temporary liability differences.
To assess the probability of recoverability and estimate the recoverable amount of deferred assets related to tax loss carryforwards, Management has projected the tax income based on various future variables including an estimate of the peso devaluation against the US$ for the next fiscal years. Such estimates are reviewed periodically, and the effects of such estimates are recognized in the period of the revision.
Unrecognised taxable temporary difference associated with subsidiaries and joint ventures
Taxable temporary differences in relation to investments in subsidiaries and joint ventures for which deferred tax liabilities have not been recognised are attributable to the following:
| Subsidiaries Joint ventures |
June 30, 2021 (27,220) (6,102) (33,322) |
December 31, 2020 |
|---|---|---|
| (27,730) (6,929) (34,659) |
NOTE 6 - BALANCES AND TRANSACTIONS WITH RELATED PARTIES
The principal outstanding consolidated balances as of June 30, 2021 and December 31, 2020 for transactions with related parties are as follows:
| Companies under joint control: Vientos de Necochea S.A Vientos Sudamericanos Chubut Norte IV S.A. Vientos Patagónicos Chubut Norte III S.A. Shareholders, directors and key management: Fintech Energy LLC Jorge Horacio Brito Delfín Jorge Ezequiel Carballo PointState Argentum LLC Other related companies: Banco Macro S.A.(1) |
June 30, 2021 |
|---|---|
| Trade receivables Other Receivables Accounts payable Loans |
|
| Current Current Non Current Current Current Non Current |
|
| - 694 3,302 - - - - 7,552 4,932 - - - - 4,948 3,570 - - - - - - 74 18,735 - - - - 7 - - - - - - 3,745 - - - - - 22,481 - 106 - - - - - 106 13,194 11,804 81 44,961 - |
28
| Companies under joint control: Vientos de Necochea S.A Vientos Sudamericanos Chubut Norte IV S.A. Vientos Patagónicos Chubut Norte III S.A. Shareholders, directors and key management: Fintech Energy LLC Jorge Horacio Brito Jorge Pablo Brito Delfín Jorge Ezequiel Carballo PointState Argentum LLC Other related companies: Banco Macro S.A.(1) |
December 31, 2020 |
|---|---|
| Trade receivables Other receivables Accounts payable Loans |
|
| Current Current Non Current Current Current Non Current |
|
| - 803 3,050 - - - - 7,062 4,674 - - - - 5,309 2,994 - - - - - - 74 - 17,369 - - - 7 - - - - - - - - - - - - - 3,472 - - - - - 20,841 95 - - - - - 95 13,174 10,718 81 - 41,682 |
(1) Company related to shareholders Delfín Jorge Ezequiel Carballo and Jorge Pablo Brito.
The main consolidated operations with related parties for the six-month period ended June 30, 2021 and 2020 are as follows:
| Companies under joint control: Vientos de Necochea S.A Vientos Sudamericanos Chubut Norte IV S.A. Vientos Patagónicos Chubut Norte III S.A. Shareholders, directors and key management: Fintech Energy LLC Delfín Jorge Ezequiel Carballo PointState Argentum LLC Other related companies: Banco Macro S.A.(1) |
June 30, 2021 |
|---|---|
| Sales of goods and services Recovery (reimbursement) of expenses, investments and other services, net Loans received (paid), net Loans granted (collected), net Interests and commissions earned, (lost) |
|
| 330 - - - 267 261 - - 490 297 181 - - 49 192 - - - - (1,349) - - - - (270) - - - - (1,619) 86 - - - - 858 - - 539 (2,482) |
| Companies under joint control: Vientos de Necochea S.A Vientos Sudamericanos Chubut Norte IV S.A. Vientos Patagónicos Chubut Norte III S.A. Shareholders, directors and key management: Fintech Energy LLC Delfín Jorge Ezequiel Carballo PointState Argentum LLC Other related companies: Banco Macro S.A.(1) |
June 30, 2020 |
|---|---|
| Sales of goods and services Recovery (reimbursement) of expenses, investments and other services, net Loans received (paid), net Loans granted (collected), net Interests and commissions **lost ** |
|
| 326 1 - (6,299) 1,175 283 - - 1,208 231 197 - - 2,521 132 - - - - (2,413) - - - - (482) - - - - (2,896) 69 - - - (228) 875 1 - (2,570) (4,481) |
(1) Company related to shareholders Delfín Jorge Ezequiel Carballo and Jorge Pablo Brito.
Additionally, the Company has hired insurance policies to grant an indemnity to its Directors in the exercise of their duties.
29
6.1. Financing agreements with companies under joint control
6.1.1. Financing agreements with Vientos de Necochea S.A.
In May 2019, the Company granted two loans for a total amount of US$ 10,150,000 due within 17 years to finance the execution of the project.
One of the loans was defined in pesos for an amount of AR$ 231,946,000 and accrues an interest rate on the balance of principal equivalent to the BADLAR rate on a quarterly basis. These interests will be capitalized quarterly until the date of the effective payment of the principal.
The other loan was defined in US dollars for an amount of US$ 4,950,000 and accrues an interest rate on the balance of principal equivalent to the annual LIBOR plus Country Risk Premium published by JPMorgan on a quarterly basis. These interests will be capitalized quarterly until the date of the effective payment of the principal.
During the year ended December 31, 2020, that loan defined in United States dollars was canceled in advance by Vientos de Necochea S.A. together with the part of the interest capitalized as of December 31, 2019 for a total amount of US$ 5,101,047. In addition, in the same period, Vientos de Necochea S.A. canceled in advance part of its debt for the loan determined in pesos for a total amount of US$ 2,842,996. Subsequently, in October 2020, the remaining balance of the debt at that time was converted to dollars by the terms and conditions agreed in the contract and began to accrue an interest rate on the principal balance equivalent to the ANNUAL LIBOR rate plus Premium for Country Risk published by JPMorgan on a quarterly basis. Said interests will be capitalized quarterly until the date of the effective payment of the principal.
The balance due as of June 30, 2021 is disclosed under “other non current receivables” and amounts to 3,302.
6.1.2. Loans and financing to Vientos Sudamericanos Chubut Norte IV S.A. and Vientos Patagónicos Chubut Norte III S.A.
In July 2019, the Company formalized with its related companies Vientos Sudamericanos Chubut Norte III SA and Vientos Patagonicos Chubut Norte IV S.A., a credit line agreement in pesos and without interest, by means of which it was determined that all the financing made used to pay the VAT payments up to the date became part of the credit line, the terms and conditions for future financial assistance were defined, and the possibility that an interest rate applicable to said credit line could be determined under common agreement of the parties from the date on which the parties agree.
The principal owed will be returned and paid in pesos exclusively with the amounts paid by the AFIP as credit for VAT refunds as such payments are received.
As of June 30, 2021, the balance related to said agreement is disclosed under “other current receivables” and amounts to 7,552 with Vientos Sudamericanos Chubut Norte IV S.A. and 4,948 with Vientos Patagónicos Chubut Norte III S.A.
In addition, in July 2019, the Companies signed a credit agreement in dollars and 0% interest rate, through which all the financing carried out to date, except those included in the agreement mentioned in the previous paragraph, went to being part of the credit line, the terms and conditions for future financial assistance were defined, and the possibility that the common agreement of the parties can determine an interest rate applicable to said credit line from the date on which the parties agree. The agreement has a term of 17 years from the signing date and early cancellations may be required by partial payments or in single payment before the due date. In accordance with the provisions of IFRS, this financial credit has been initially recognized at fair value at the time of the transaction in “other non-current receivables” of the Company's statement of financial position and the effect of the difference between said value and the nominal value of the financial assistance delivered has been recognized as other capital contributions within the long-term investment caption, net of the corresponding deferred tax effect.
As of June 30, 2021, the balance related to said agreement is disclosed under “other non current receivables” and amounts to 4,932 with Vientos Sudamericanos Chubut Norte IV S.A. and 3,570 with Vientos Patagónicos Chubut Norte III S.A.
30
NOTE 7 - FINANCIAL INSTRUMENTS
7.1. Capital management
GENNEIA manages its capital to ensure its ability to continue as a going concern, managing investment projects, while maximizing the return to its shareholders through the optimization of debt and equity balance.
The Company takes part in operations, which involves financial instruments, stated in statement of financial position, and intended to attend operative requirements and to reduce the exposure to risks of markets, currency and interest rate. The management of these risks, as well as their respective instruments, is performed through defined strategies, establishment of control systems and determination of exposure limits.
The Company is not subject to any externally imposed capital requirements.
The Company’s capital management overall strategy remains unchanged as from December 31, 2020.
7.2. Financial instruments by category and fair value measurements
Company’s Financial instruments were classified according to IFRS 7 in the following categories:
| Financial assets Amortized cost: Cash and cash equivalents Investments Loans and trade receivables Investments at fair value through profit or loss Financial liabilities Amortized cost: Loans Account payables and other liabilities |
June 30, 2021 December 31, 2020 |
|---|---|
| 39,814 55,638 4,534 29,016 108,305 103,193 89,096 37,566 875,264 911,395 74,081 75,078 |
7.2.1. Fair Value Measurements
This note provides information about how the Company determines fair values of various financial assets and financial liabilities.
7.2.1.1. Fair value of the financial assets and financial liabilities that are measured at fair value on a recurring basis
Some of the Company’s financial assets and financial liabilities are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial assets and financial liabilities are determined (in particular, the valuation technique(s) and inputs used).
| Financial assets Investments in financial assets: - Mutual funds - Government bonds |
Fair | value December 31, 2020 Fair value hierarchy Valuation technique(s) and key input(s) |
|---|---|---|
| June 30, 2021 |
||
| 78,398 10,698 |
37,566 Level 1 Quoted bid prices in the markets where these financial instruments trade - Level 1 Quoted bid prices in the markets where these financial instruments trade |
31
7.2.1.2. Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are required)
Except as detailed in the following table, Management considers that the carrying amounts of financial assets and financial liabilities recognized in the consolidated financial statements approximate their fair values.
| Financial Assets Held at amortized cost Loans and trade receivables Financial liabilities Held at amortized cost Loans Financial assets Held at amortized cost Loans and trade receivables Financial liabilities Held at amortized cost Loans |
June 30, 2021 December 31, 2020 |
June 30, 2021 December 31, 2020 |
June 30, 2021 December 31, 2020 |
|---|---|---|---|
| Carrying amount Fair value Carrying amount Fair value 473 223 539 254 875,264 790,212 911,395 762,497 Fair value June 30, 2021 December 31, 2020 Fair value hierarchy(1) 223 254 Level 3 790,212 762,497 Level 3 |
Fair value |
||
| June 30, 2021 223 790,212 |
|||
| 254 Level 3 762,497 Level 3 |
(1) The fair value of financial assets and liabilities included in the Level 3 category above have been determined in accordance with generally accepted pricing models based on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparties and prices derived from quoted bid prices in the markets where these financial instruments trade.
Between December 31, 2020 and June 30, 2021, there was a devaluation of the peso against the US dollar of around 14%. The devaluation of the currency has an impact on financial assets and liabilities denominated in Argentine pesos, the effect of which was recognized in these interim condensed consolidated financial statements.
7.3. Risk Management
The Company´s financial management coordinates access to domestic and international financial markets and monitors and manages associated financial risks. According to the nature, financial instruments may involve known or unknown risks, being important the better possible analysis of the potential of those risks. Among the major risks that could affect the business of the Company are: market risk (which includes foreign currency risk, interest rate risk and price risk), credit risk and liquidity risk.
Regarding the discontinuation of the LIBOR as a reference rate, it is worth clarifying that it will be available and used by the Company and its lenders, as a calculation basis, throughout the current fiscal year for those loans that establish it. However, the Financial Management is currently talking with the lenders to agree on the application of a new reference rate, which minimizes the uncertainties and the risk premium factor that represents the LIBOR rate today and motivates its discontinuation. Considering the total volume of the Company's financial debts that use the LIBOR rate and the potential alternatives under discussion, in the opinion of the Company's Management, the situation described will not have a material effect on the financial situation of the Company.
The interim condensed financial statements do not include all the information and disclosures of the financial risk management and should be read in connection with the annual consolidated financial statements as of December 31, 2020.
There have been no changes in the risk management or risk management policies applied by the Company since December 31, 2020.
32
NOTE 8 – RELEVANT EVENTS FOR THE PERIOD
8.1. Working Capital
As of June 30, 2021, the Company has a negative working capital of 469,461. This situation is strictly temporary and is mainly due to the short-term financial obligations directly related to the progress of the different projects that have been completed recently, as described in the notes to the financial statements as of December 31, 2020. In this regard, it is worth mentioning that, in line with the financial projections, the Company's Board of Directors and Management consider that the aforementioned situation does not present problems and will be reversed, among others, with (i) the refinancing of the Class XX Negotiable Obligations and the Private Class Negotiable Obligations, whose maturities operate in January 2022 for an amount of US$ 500 million and US$ 45 million, respectively (the amount corresponding to the Private Class Negotiable Obligation is net of the holding in a consolidated subsidiary portfolio); and (ii) the cash flow of the projects inaugurated during the current period and the fiscal years ended on December 31, 2020, 2019 and 2018, which add up to an installed capacity of 706 MW.
In relation to the maturity of the financial debt for the Class XX Negotiable Obligations for US$ 500 million in January 2022, the Company's Board of Directors and Management have presented an Exchange Offer and Consent Request (In this regard, see note 10) and considers that there is a reasonable probability of the refinancing and/or canceling said debt at maturity and, therefore, there is no material uncertainty about the Company's ability to continue as a going concern. In this sense, in the evaluation carried out by the Company's Board of Directors and Management, it has been considered as critical judgment factors i) that the Company is in a solid operating and financial position -which is reflected in the increase in the flow of available funds and a reduction in the net financial debt to EBITDA- ratio; ii) that the Company has successfully proved several times having access to the international and local capital markets; iii) that the Company has access to bank financing lines; and iv) that the Company maintains frequent contact with banks and investors, which is extremely useful to know the situation of the debt market and their opinion about the Company.
8.2. Recent evolution of the economic-financial context in with the company operates
During the years 2019 and 2020 and during the period ended June 30, 2021, there has been an increasing rise in the general level of prices, salary costs, interest rates and the exchange rate of foreign currency, as well as volatility in other variables of the economy, which has impacted on the figures in these financial statements.
On December 20, 2019, the National Congress passed Law No. 27,541 called the Law of Social Solidarity and Productive Reactivation in the framework of Public Emergency declaring the public emergency in economic, financial, fiscal, administrative, pension, tariff matters, energy, health and social, delegating to the National Executive Power broad powers to ensure the sustainability of public debt, regulate the rate restructuring of the energy system through a renegotiation of the current comprehensive tariff revision and reorder the regulatory entities of the energy system, among others . In addition, electricity and natural gas rates will be maintained for a maximum period of 180 days for residential and commercial users and industries.
Said law, promoted by the new National Government, modified the personal property tax, increasing its rate, and empowered the National Executive Power to set higher rates for financial assets located abroad. Also, a new 30% currency purchase tax was created. This tax covers the purchase of bills and foreign currency in foreign currency for treasury or without a specific destination. As part of the package of measures aimed at reducing the fiscal deficit, said law suspended the pension adjustment system for 180 days, among other issues.
On April 30, 2020, the Central Bank issued Communication “A” 7001 (modified by Communication “A” 7030, Communication “A” 7042 and Communication “A” 7052, and for their eventual supplements and amendments, in hereinafter, “Communication“ A ”7001”) that establishes certain limitations on the transfer of securities to and from Argentina.
According to Communication “A” 7001, access to the Argentine exchange market for the purchase or transfer of foreign currency abroad (for any purpose) will be subject to the prior agreement of the Central Bank, if the person or entity seeking access the Argentine exchange market has sold securities with settlement in foreign currency or has transferred said securities to foreign depository entities during the immediately preceding 90 calendar days.
Furthermore, Communication “A” 7001 established: (i) that the person or entity must undertake not to make any sale or transfer during the 90 calendar days following said access; (ii) temporary restrictions to access the MULC to make certain import payments and for the payment of principal of loans whose creditor is a related entity.
33
Subsequently, on September 16, 2020, Communication “A” 7106 issued by the Central Bank of the Argentine Republic came into force, later supplemented by Communication “A” 7133. As provided in point 7 of Communication “A ”7106, debtors that register scheduled principal maturities between October 15, 2020 and June 30, 2021 (the“ Relevant Period ”) for, among others, financial debt operations abroad and issuance of debt securities With public registration in the country denominated in foreign currency, they must submit to the BCRA a detail of a refinancing plan based on certain conditions in order for the BCRA to grant access to the exchange market for the payment of said amortizations. The Relevant Period was extended until December 31, 2021 by Communication “A” 7230, currently replaced by Communication “A” 7272”.
On the other hand, with respect to the relevant period extended by communication “A” 7230, neither the Company nor its subsidiaries have maturities.
The Board of Directors and the Management of the Company will analyze the evolution of the described issues, as well as the possible additional modifications that the National Government could implement and will evaluate the impacts that they could have on their financial and economic situation, results and future cash flows.
8.3. Effects of the spread of COVID-19 on our business, financial position and results of operations
On March 11, 2020, the World Health Organization declared the "public health emergency of international concern" and decreed a worldwide "pandemic" status due to the SARS-CoV-2 outbreak (COVID-19) in Wuhan, China and its subsequent spread all around the world.
The Major world stock markets and the local capital market have been materially affected by the spread of Coronavirus, which has affected the production and sales of a wide variety of industries, materially thus significantly interrupting or extending the terms of local and international supply chains. At the international level it has also caused a significant rise in the unemployment rate in several business that provide goods and services; The highest authority of The International Monetary Fund foresees that the situation will lead to the most serious recession worldwide after the crisis of 1929.
The extent of the impact of the Coronavirus on our operational and financial performance will depend on the development of events (duration and rate of spread, as well as national and international government measures adopted) and the impact of this situation on the payment chain of our main client CAMMESA, employees and suppliers; all of which is uncertain, and it is not possible to predict at this moment.
On March 19, 2020, through the Executive Order of Necessity and Urgency (DNU) No. 297/2020, the Argentine Government established the "preventive, mandatory social distancing” (ASPO in Spanish), which closes the country´s borders and imposes strong restrictions on people´s mobility nationwide. These measures included a series of exceptions involving activities considered “essential” and, therefore, excluded from said restrictions. The validity of the ASPO was successively extended through DNUs until November 7, 2020. As of that date, through Necessity and Urgency Decree 875/2020, the ASPO phase was ended to enter the DISPO stage, which began on November 9, 2020 and continues in force at the date of issuance of these financial statements. Said measure is applicable to all persons who reside or transit in the urban agglomerates, parties and departments of the Argentine provinces as long as they positively verify certain epidemiological and health parameters established by said Decree. Although the initial measures taken by Decree 297/2020 were made more flexible, in this new stage the limits to circulation continue, the prohibitions of certain recreational, public transport service of interurban, interjurisdictional, and international passengers, among other measures.
Although the activities carried out by Genneia S.A. and the companies of its economic group are listed under the exceptions established in the Executive Order as an “essential” activity, thus allowing the involvement of minimum guards to ensure the continuity of the operation and maintenance of the Company's generation center, we cannot predict the duration of such measures, nor any possible future additional restrictions that may be imposed by the Argentine government. At this point, the long-term effects for the Argentine and global economy, as well as for the Company, are difficult to foresees and may include risks to the health and safety of our suppliers' employees, shutdowns or interruption of facilities, issues with the supply of spare parts and the availability of technicians (including international technicians unable to travel to our country due to the closure of borders and / or the suspension of international flights; and / or local technicians for replacement of suppliers that are potentially infected by the Coronavirus), and that allow an efficient operation and maintenance of the wind farm. We may also be affected by the need to implement policies that reduce the efficiency and effectiveness of our operations.
34
In this respect, due to the health emergency, the Company has prioritized the health of its employees to the operations. That said, a Contingency Plan has been implemented to minimize the risk of infection of its employees and to secure business continuity. Due to the ASPO applied nationwide, the Company implemented mandatory remote work for its employees provided the nature of their tasks so permits and except for those employees who perform activities and services considered essential during the health emergency as per the applicable regulations. Those employees are required to comply with all safety and prevention measures imposed by authorities and any other measures specifically mandated by the Company, thus allowing for the continuity of the Company’s activities.
As of the date of issuance of these interim condensed consolidated financial statements, because of the aforementioned situation, there have been delays in payments days by CAMMESA, mainly with respect to thermal generation and renewable energy contracts without the FODER guarantee (Rawson I, II and Trelew wind farms). In addition, the Secretariat of Energy has ordered the suspension of the price indexation established by Resolution 31/2020, during the year 2021, the Ministry of Energy updated the rates through resolution 440/2021 (see note 8.7.1) There have also been certain delays in the provision of supplies and materials destined mainly for Chubut projects North II, III and IV, which were commercially enabled during the year 2021 (Note 8.4.3 and 8.5.2.3).
Taking into consideration the characteristics of the Company's business and operations, as of the date of issuance of these interim condensed consolidated financial statements, the issues set forth above, do not have a material adverse effect on the Company´s financial position, results of operations and cash flows. The Company´s Management cannot foresee as to whether the effects that the spread or the depth of the Coronavirus pandemic and the current or future measures potentially adopted by local and international governments may have on the world economy, Argentina's or its strategic partners, nor the Company; however, for the purposes of issuing these interim condensed consolidated financial statements, there is no evidence that the Company has significant difficulties to continue its activities normally in the next twelve months.
8.4. Other financing arrangements
The main financing are described in Note 9 to the annual consolidated financial statements. The main news for the six-month period ended June 30, 2021, are described below:
8.4.1. Financing of the Pomona I Wind Farm
On January 20, 2021, the company received a disbursement of US$ 1.4 million. As of June 30, 2021, the company totals disbursements for US$ 117.9 million. The capital owed by virtue of the disbursement started being paid semi-annually beginning on March 31, 2020.
35
8.4.2. Financing of Necochea Wind Farm Project
On March 12, 2021, the joint venture received a final disbursement of US$ 13.9 million, totaling as of June 30, 2021 disbursements for US$ 44 million, that is, for the entire amount committed by the Lenders. The capital owed by virtue of what has been disbursed started being paid semi-annually beginning on October 30, 2020.
8.4.3. Financing of Chubut Norte III y IV Wind Farm Project
On July 15, 2019, the Joint Ventures, Vientos Patagónicos Chubut Norte III S.A. and Vientos Sudamericanos Chubut Norte IV S.A, entered into financing agreements for the Chubut Norte III and Chubut Norte IV wind farms (with a combined capacity of 141 MW). Through these Project Finance, the Joint Ventures subsidiaries entered into financing agreements for up to US$ 131 million that will be used for the construction and start-up costs of the projects.
On April 16, 2021, the joint ventures Vientos Sudamericanos Chubut Norte IV S.A, Vientos Patagónicos Chubut Norte III S.A. and Nordex entered into a new addendum to the EPC Agreement for the purpose of settling the existing differences, the main terms of which are as follows: (i) the Final Take Over milestone under the EPC Agreement is deemed fulfilled and Nordex must operate all wind turbines under the terms of the O&M Agreement; (ii) the parties waive all their claims arising from the EPC Settlement; and (iii) the price balance of the EPC Contract is redefined. On April 30, 2021, the payment indicated in point (iii) was made with funds from the financing provided by KFW.
On April 29, 2021, a disbursement from KfW of US$ 9.1 million was received. On May 7, 2021, a disbursement of US$ 3.1 million was received.
As of June 30, 2021, the companies’ total disbursements for US$ 130 million.
8.5. Principal contingencies, claims and contingent assets
The main contingencies, claims and contingent assets are described in Note 11 to the annual consolidated financial statements. The main news for the six-month period ended June 30, 2021 are described below:
8.5.1. Situation with IEASA (EX ENARSA) - IEASA receivables and payables
Since 2011, the Company and the subsidiary Enersud Energy S.A.U. ("Enersud") started to accumulate debts vis-à-vis IEASA for purchases of natural gas, because of the extensive delay by the Argentine Government in implementing the process for replacing the power supply agreements with IEASA (EX ENARSA) under the Energía Distribuida Program with new agreements with CAMMESA under Resolution SE 220/07.
On the other hand, several balances receivable from IEASA (EX ENARSA) started to accrue for generation invoices and unrecorded accrued amounts for exchange rate differences between the invoicing date and the date of effective payment. In 2015, the Company notified IEASA of the legal compensation of its liabilities for an amount of US$ 38.2 million corresponding to invoices issued by IEASA pursuant to gas sales contracts (the “Gas Debt”) with the credits of the Partnership with IEASA corresponding to exchange differences and other items withheld from invoices paid by CAMMESA (on behalf of IEASA).
In October 2017 and June 2020, IEASA requested the Company to pay the Gas Debt, thereby implicitly ignoring said compensation alleged by the Company. In December 2017 and July 2020, the Company objected to IEASA's respective requests.
As part of the notification sent to IEASA in July 2020, the Company and its subsidiary Parque Eólico Loma Blanca IV S.A. They ordered the payment of amounts owed under the Rawson (I and II) wind farm PPAs and the Trelew wind farm PPA for the sum of US$ 9.4 million and US$ 5.8 million, respectively. These amounts contain the corresponding exchange differences. Additionally, in January 2021 the Company and the Loma Blanca IV Wind Farm filed before the Arbitration Tribunal of the Stock Exchange arbitration claims claiming sums owed as of that date under the PPAs indicated for US$ 9.4 million and US$ 10.5 million in concept of capital, plus applicable interest. Thereto, IEASA timely filed its response, denying its debt and claiming that the statute of limitation of two years should apply to certain invoices and debit notes claimed thereunder. On July 5, 2021 the court deferred its decision on the statute of limitation to its final decision on the subject matter.
36
Based on the opinion of its external advisors, the Company considers that the compensation made is legal in nature and has solid legal and factual bases to reject any claim of IEASA that tries to object to the compensation, including any possible claim for interests associated with the debt of gas. On the other hand, based on the opinion of its legal advisors, the Company considers that it has the pertinent information and documentation that supports the rights to collect the amounts claimed before the arbitration tribunal of the Stock Exchange.
8.5.2. Situation with CAMMESA
8.5.2.1. Ullum 1 y 2 Penalty
The Ullum 1 and 2 Photovoltaic Plants reached commercial authorization on December 19, 2018, 32 days after the date set in their respective PPAs. On repeated occasions, Ullum 1 and Ullum 2 made presentations to CAMMESA reporting various facts that in their opinion constituted force majeure events and that, if accepted as such, would exempt the aforementioned subsidiaries from the application of fines for delays in obtaining the commercial clearance. CAMMESA recognized only 2 days of force majeure, and on March 21, 2019, it notified Ullum 1 and Ullum 2 of the application of a fine of US$ 1,041,000 each, corresponding to a 30-day delay in reaching the date of commercial authorization agreed in the PPAs.
In March 2020, CAMMESA began to debit the current account of Ullum 1 and Ullum 2 on a monthly basis, for their respective PPAs, the total amount of the fine, in 48 installments in dollars, with an annual interest of 1.7% on the balance.
By virtue of the provisions of the contracts for the "turnkey" construction, supply, assembly and start-up of the works of the Ullum Photovoltaic Power Plants, signed with Energías Sustentables S.A. (“ESSA”) and other related agreements (the “EPC Agreement”), ESSA assumed the obligation to pay the total amount of the fines that may be applied by CAMMESA for delays in obtaining the commercial authorization of the Ullum Photovoltaic Power Plants 1 and 2, discounted at a nominal annual rate of 12%.
ESSA's payment obligation was guaranteed by (i) US$ 878,464 deposited in an escrow account opened in the U.S. Bank National Association, corresponding to the price balance of the EPC Agreement, which can be withdrawn by individual instruction of the companies, and (ii) promissory notes issued by ESSA and guaranteed by Fides Group S.A. and its shareholder for a total amount of US$ 878,464. As of the date of these Financial Statements, the companies Ullum 1 and Ullum 2 received from the U.S. Bank National Association the transfer of the US$ 878,464 previously mentioned.
On February 5, 2021, a unique arbitration process was initiated to question the origin of said penalties, both for reasons of force majeure and for the exorbitant fines. As of the date of these financial statements, the arbitration process is in the evidentiary stage.
In the event that, after payment of the fine by ESSA, by a final and final judgment, the amount of the fine is totally or partially reduced, the companies must reimburse ESSA for the amounts discounted in excess of the final amount of the fine.
37
8.5.2.2. Necochea Wind Farm Penalty
On February 8, 2020, CAMMESA granted the commercial authorization of the Vientos de Necochea wind farm with a commercially enabled power of 38 MW. This meant a delay in the deadlines committed under the PPA, since the Commercial Enablement Date agreed in said contract was December 11, 2019.
On March 4, 2021, the National Energy Secretariat, through Note NO-2021-19390103-APN-SE # MEC, ordered the granting of an extension for a period of up to 88 calendar days on the date agreed in the PPAs for the commercial authorization, of those projects that can prove delays as a consequence of the exchange restrictions resolved through DNU N ° 609/2019 and Communication “A” 6770 of the Central Bank of the Argentine Republic. The granting of the extension is conditioned to the owners of the projects renouncing to make claims related to the exchange restrictions. As of the date of these financial statements, Vientos de Necochea has not expressed its intention to avail itself of the aforementioned extension.
On June 9, 2021, through Note B-156007-1, CAMMESA informed Vientos de Necochea that the application of the fine provided for in Clause 13.3 (b) consisting of an amount of one thousand three hundred eighty-eight Dollars (US$ 1,388) for each megawatt of power contracted for each day of delay of the PPA corresponds to the sum of US$ 2,897,103; The collection of which will be made by including them in the corresponding Sales Settlements, in twelve monthly installments (unless VDN chooses to enter the payment plan of up to forty-eight monthly installments), from the Sales Settlements corresponding to the month of June 2021 (the “Imposed Fine”).
On June 18, 2021, Vientos de Necochea responded to Note B-156007-1 from CAMMESA with a new note in which (i) it required CAMMESA to refrain from applying the fines referred to there, as VDN was in the process of make the presentations corresponding to the March note; and (ii) subsidiarily, and without implying any consent or acknowledgment, exercised the option to enter the forty-eight installment payment plan.
On July 12, 2021, CAMMESA issued a debit note against Vientos de Necochea, whereby it deducted from the payments due to Vientos de Necochea under the PPA the first instalement of the Fine Imposed.
As of the date of these financial statements, the management of the company and its legal advisors consider that, in the event that Vientos de Necochea manifests its intention to avail itself of the extension indicated above in the March note, the Project's COD (commercial operation date) will be extended beyond the comercial operation date and will not result application of the Imposed Fine, and in the event that the extension was not obtained by Vientos de Necochea, the Company has sufficient arguments to ensure that it is dismissed or reversed. For this reason, the Joint Venture has not recorded any provision for contingency at the closing date of these financial statements.
8.5.2.3. “Chubut Norte III” y “Chubut Norte IV” Wind Farms Penalty
Through Note NO-2020-37458730-APN-SE # MDP dated June 10, 2020, the Ministry of Energy expressed that, in consideration of the exceptional and anomalous situations generated by the COVID-19 pandemic, it was necessary to review the conditions of enforceability of certain obligations arising from the contracts entered into and the current regulations. Consequently, the Ministry of Energy instructed the temporary suspension, until September 12, 2020 (inclusive), of the calculation of terms within the framework of the execution of the contracts of the RenovAr Programs (Rounds 1, 1.5, 2 and 3) (among others) of those projects that had not been commercially enabled as of March 12, 2020. As a corollary of the foregoing, it also instructed CAMMESA to suspend the injunctions for non-compliance with the scheduled dates of progress of works, both with respect to the increase in the guarantee of contract fulfillment and the imposition of fines.
Through Note NO-2020-60366379-APN-SSEE # MEC, dated September 10, 2020, the Undersecretariat of Electric Energy resolved to extend, until November 15, 2020, the suspension of terms provided by the aforementioned Note NO-202037458730-APN-SE # MDP, setting as a condition for accessing the extension of the aforementioned extension, the submission of a waiver to make claims to the National State, the Ministry of Energy and CAMMESA in relation to the delays caused between on March 12 and November 15, 2020 due to the health emergency generated by the COVID-19 pandemic. In this regard, on September 25, 2020, the subsidiaries that own the Chubut Norte III and IV Wind Farms submitted their resignation notes to CAMMESA.
Finally, through Note NO-2020-88681913-APN-SE # MEC of December 18, 2020, the Secretary of Energy of the Nation extended once again the suspension of terms granted by the previous notes, for a period of 45 calendar days, counted from November 16, 2020 (that is, until December 30, 2020, inclusive), with respect to those projects specifically listed in Annex I. The Vientos Patagónicos Chubut Norte III S.A. and Vientos Sudamericanos Chubut Norte IV S.A. projects are expressly included in that Annex and are therefore reached by the new extension. In this sense, by virtue of the extension of the aforementioned extension, the new Scheduled Date of Commercial Enablement of both projects would become January 21, 2021.
38
On February 4 and February 25, 2021, CAMMESA granted the commercial authorization of the Chubut Norte IV and Chubut Norte III wind farms, respectively. This meant a delay in the deadlines committed under the PPA, since the Commercial Enablement Date finally established from the extensions mentioned below is January 21, 2021. In this context, CAMMESA could claim the application, to the Company , of the fine contemplated in the PPA, consisting of an amount of one thousand three hundred and eighty-eight dollars (US$1,388) for each megawatt of power contracted (Chubut Norte III 57,6 MW and Chubut Norte IV 82,8 MW) for each day of delay in reaching the Commercial Qualification Date with respect to the Qualification Date Committed commercial.
Notwithstanding the foregoing, since 2019 Vientos Sudamericanos and Vientos Patagónicos have submitted to CAMMESA and the Secretariat of Energy multiple requests for review of contractual conditions in the terms of Article 16.1 of the referred PPAs, as well as notifications of Case Events Fortuitous or Force Majeure and Change of Law based on the macroeconomic situation and the aforementioned exchange restrictions imposed by the Argentine government as of September 2019, which, if recognized, would imply an additional running of the aforementioned Scheduled Trade Authorization Dates plus beyond January 21, 2021.
Subsequently, on March 4, 2021, the National Energy Secretariat, through Note NO-2021-19390103-APN-SE # MEC, ordered the granting of an extension for a period of up to 88 calendar days on the date agreed in the PPAs for the commercial authorization, of those projects that can prove delays because of the exchange restrictions resolved through DNU N ° 609/2019 and Communication “A” 6770 of the Central Bank of the Argentine Republic. The granting of the extension is conditioned to the owners of the projects renouncing to make claims related to the exchange restrictions.
As of the date of these financial statements, through notes B-156890-1 and B-156891-1, CAMMESA acknowledged the extension requested by Vientos Patagónicos and Vientos Sudamericanos, and informed that the COD of both projects has been extended beyond the actual comercial operation date and the application of the penalty contemplated in Article 13.2 of the PPA does not apply.
8.5.3. Puerto Madryn Municipality fees
On December 27, 2019, Provincial Law XVI No. 101 was enacted, which expanded the municipal boundaries of Puerto Madryn and, consequently, the Company and its subsidiaries that own wind farms located in this municipality were subject to the provisions of the tax code from Puerto Madryn. In April 2020, through Ordinance No. 11,349 (modified by Ordinance No. 11,546), the Municipality of Puerto Madryn established specific tax bases for the wind generation activity with respect to the authorization, inspection, safety and hygiene and control rate. environmental, and the construction rate.
Subsequently, and effective for fiscal period 2021, through Ordinance No. 11,546, the Municipality modified the calculation basis of the applicable Rate that it considers applicable to the aforementioned wind farms.
39
The Municipality initiated inspection processes in the Company and the other subsidiaries and joint ventures that own the wind farms currently located within the Puerto Madryn boundaries, namely: Genneia Vientos del Sur S.A., Vientos Patagónicos Chubut Norte III S.A., and Vientos Sudamericanos Chubut Norte IV S.A. The Municipality of Puerto Madryn determined ex officio the application of the rate for authorization, inspection, safety and hygiene and environmental control for several periods and amounts. On November 12, 2020, the Company and each of the subsidiaries filed their respective discharges with the Municipality.
Since the end of 2019, within the framework of the current PPAs for the Madryn I, Madryn II, Chubut Norte I, III and IV Wind Farms, the Company and its subsidiaries have made a series of presentations to CAMMESA, requesting a revision of the price of PPAs to compensate for the effect that the application of these rates could have. On August 14, 2020, CAMMESA issued a statement on the matter stating that it will submit the request to the Ministry of Energy. As of the date of these Financial Statements, the Ministry of Energy has not been issued.
In March 2021, the Company and its joint ventures subsidiaries (Genneia Vientos del Sur S.A., Vientos Patagónicos Chubut Norte III S.A. y Vientos Sudamericanos Chubut Norte IV S.A.), filed before the Federal Court of Rawson a lawsuit against the Municipality of Puerto Madryn, seeking to render null and void these rates and requesting precautionary measures.
In May 2021, the Federal Chamber of Comodoro Rivadavia issued a ruling, granting the requested precautionary measures, suspending all the effects derived from the authorization, inspection, safety and hygiene and environmental control fees and also the application of any preventive measure aimed at ensuring the collection of your alleged credit, until the substantive issue is resolved. Consequently, the Municipality annulled the provisions that gave rise to the ex officio determinations and prior injunctions.
The Management and legal advisors of the Company consider that, in the event that these rates are applied, the Company and its subsidiaries have sufficient arguments to achieve a favorable result in court.
8.6. Commercial operation Chubut Norte II Wind Farm
On March 27, 2021, the Chubut Norte II wind farm entered into commercial operation with an installed capacity of 26 MW. The generation of this park is commercialized in the MATER with industrial users or in the spot market.
On May 3, 2021, the Company and Nordex entered into a new addendum to the EPC Agreement in order to settle the existing differences, the main terms of which are as follows: (i) the milestone of Final Take Over under the Agreement is deemed to have been met EPC and Nordex shall operate all wind turbines under the terms of the O&M Agreement; (ii) the parties waive all their claims arising from the EPC Settlement; and (iii) the price balance of the EPC Contract is redefined. The agreement is subject to the prior consent of KFW, in its capacity as creditor under the loan granted to finance the construction of the Pomona II and Chubut Norte II Wind Farms. As of the date of these financial statements, the payment indicated in point (iii) above is pending.
8.7. Electrical power generation from conventional sources
8.7.1. Resolution 440/2021
On May 21, 2021 the secretariat of energy issued Resolution No. 440/2021 which amends Resolution 31/2021 (see note 1 to the consolidated financial statements as of December 31, 2020) increasing the prices set in Argentine pesos by a 29%. It established that in order for Resolution No. 440 to be applicable, each WEM generating agent must submit a note (“the waiver note”) to CAMMESA, within 30 calendar days from the publication of Resolution No. 440, expressing fully and unconditionally to the satisfaction of CAMMESA the waiver to any administrative claim or judicial process in progress against the Argentine government, the SE and/or CAMMESA, related to article 2 of Resolution No. 31, as well as the waiver to file any administrative and/or judicial claim against the Argentine government, the SE and / or CAMMESA in the future, in relation to it.
If the presentation is made within the 30 calendar days mentioned, the new remuneration values will be applied retroactively to February 2021, however if the presentation is made once the indicated term has expired, the new remuneration values will be applied from the transaction of the month that the waiver note is presented. In the event that the generating agent does not submit the waiver note, the sales settlement will be carried out with the remuneration values in force prior to the sanction of Resolution No. 440.
On June 17, 2021 the subsidiary Genneia Desarrollos, submitted the waiver note.
40
8.7.2. Thermal power plants under Resolution 220/2007
As described on Note 1 to the consolidated financial statements as of December 31, 2020, the PPA for the power plants Las Armas II (24 MW) expired on January 20, 2021 and the Bragado I (50 MW) expired on june 15, 2021. The Las Armas II power plant ceased operation as of May 5, 2021 as provided by Resolution RESOL-2021-376-APN-SE#MEC and the Bragado I power plant continued operating under the remunartion scheme set forth by resolution 440/2021.
As of the date of issuance of these interim condensed consolidated financial statements, management and the board of directors are evaluating different alternatives for the assets related to the thermal power plants disconnected from the NIS, including the sale of the equipment.
8.8. Changes in the Income Tax Law
On June 16, 2021, Law No. 27,630 was published in the Official Gazette, which introduces a variable tax rate depending on the Accumulated taxable net income of the company. This modification has produced an impact in the income tax charge for the six month period ended june 30, 2021, which is descripted on note 5.r to these intermediate condensed consolidated financial statements.
NOTE 9 - CONSOLIDATED BUSINESS SEGMENT INFORMATION
The different segments in which the Company is organized have been determined in considering the different activities from which the Company obtains income and incurs expenses. The mentioned organizational structure is based on the way in which the highest authority in the decision-making process analyzes the main financial and operating activities on the basis of internal reports regarding components of the Company while making decisions about resource allocation and performance assessment considering the Company’s business strategy.
The Company develops its activities in three business segments: (i) electrical power generation from conventional sources; (ii) electrical power generation from renewable sources; (iii) trading on its own, on behalf of third parties or associated with third parties of natural gas and/or its transportation capacity and of electric power, through the Company and its subsidiary Enersud Energy S.A.U. Aditionally, costs and assets not related to these business segments including, corporate administration and other income (expenses) are allocated into the segment “Corporate and others”.
All the sales and the non-current assets of the Company are generated and are located in Argentina.
41
Below is disclosed the information for each business segment as defined by the Company:
| Six-month period ended June 30, 2021 Net sales to third parties Net inter-segment sales Net sales Gross profit less administrative and selling expenses Net profit (loss) before financial expense, net and income tax(2) (3) (5) Fixed assets depreciation and intangible assets amortization Fixed assets investments(4) Assets(4) Six-month period ended June 30, 2020 Net sales to third parties Net inter-segment sales Net sales Gross profit net administration and selling expenses Net profit (loss) before financial expense, net and income tax(2) (3) (5) Fixed assets depreciation and intangible assets amortization Fixed assets investments(4) Year ended December 31, 2020 Assets(4) |
Electrical power generation from conventional sources Electrical Power generation from renewable sources Trading of natural gas and gas transportation Corporate and others Consolidation adjustments Total |
|---|---|
| 25,874 101,672 2,279 3,345 - 133,170 - |
|
| 25,874 101,672 2,279 3,345 - 133,170 |
|
| 8,157 69,872 1,422 (4,591) - 74,860 8,157 66,260 1,422 (6,545)(1) - 69,294 12,811 21,807 356 635 - 35,609 - 6,130 - 832 - 6,962 156,845 1,001,927 6,281 347,129 (120,674) 1,391,508 35,578 108,992 2,381 2,386 - 149,337 - - - - - - |
|
| 35,578 108,992 2,381 2,386 - 149,337 |
|
| 16,624 80,431 1,601 (5,652) - 93,004 16,624 79,040 1,601 (7,698)(1) - 89,567 13,876 19,768 325 536 - 34,505 - 21,754 - 10 - 21,764 266,018 1,010,081 15,225 183,519 (68,992) 1,405,851 |
(1) Includes (1,954) and (2,046) of other expenses, net for the six-month period ended June 30, 2021 and 2020, respectively.
(2) Financial expense, net and income tax are allocated to the corporate and others segment.
(3) Loss on long term investments in joint ventures has been allocated to Electrical Power generation from renewable sources.
(4) In addition, the company has made advanced payments to fixed assets suppliers for an amount of 663 and 2,404 as of June 30, 2021 and December 31, 2020, respectively, included in other non-current receivables.
(5) For the six month period ended June 30, 2021, the Electricity Generation segment from conventional sources includes: Gross profit for 8,157. The Electricity generation from renewable sources segment includes: Gross profit for 69,872, and Results for long-term investments for (3,612). The Trading of natural gas and gas transportation segment includes: Gross profit for 1,422. Corporate and others include: Gross profit for 3,345, Administrative expenses for (6,845), Selling expenses for (1,091) and Other net expenses for (1,954). For the six month period ended June 30, 2020, the Electricity Generation segment from conventional sources includes: Gross profit for 16,624. The Electricity generation from renewable sources segment includes: Gross profit for 80,431, and Results for long-term investments for (1,391). The Trading of natural gas and gas transportation segment includes: Gross profit for 1,601. Corporate and others include: Gross profit for 2,386, Administrative expenses for (6,503), Selling expenses for (1,535) and Other net expenses for (2,046).
42
NOTE 10 - SUBSEQUENTS EVENTS
Exchange Offer and Consent Request
The Company by means of the prospectus supplement dated August 2, 2021 issued under the Simplified Regime of Frequent Issuer of the CNV, established in Section VIII, Chapter V, Title II of the CNV Rules (the “Supplement to the Offer of Exchange and Request for Consent”), announced the exchange offer of (i) class XX negotiable obligations maturing in 2022, issued on January 20, 2017 for a nominal value of US$ 350,000,000 and on January 20, 2018 for a nominal value of US$ 150,000,000, and (ii) private negotiable obligations maturing in 2022 issued on December 21, 2018 for a nominal value of US$ 53,286,000; for class XXXI secured negotiable obligations denominated and payable in US dollars at a fixed interest rate of 8.75% maturing in 2027 (the “Exchange Offer”).
As part of the Exchange Offer, the Company also asked the holders of the securities to express their consent to make certain modifications to the terms and conditions of the class XX negotiable obligations and the private negotiable obligations (the “Consent Request "; And together with the Exchange Offer, the" Exchange Offer and Consent Request ").
The terms of the Exchange Offer are described in the Supplement to the Exchange Offer and Consent Request published in the CNV on August 2, 2021.
New issuance of negotiable obligations
On August 10, 2021, Class XXXII negotiable debt obligations were issued, denominated in dollars, but integrated and payable in Argentine pesos at the exchange rate applicable at each moment (“Dolar linkd instrument”), for US$ 49 million, with a term of 24 months, which accrue a fixed interest rate of 3.5%. The capital of the Class XXXII negotiable debt obligations will be payable in full on the expiration date. On August 10, 2021, Class XXXIV negotiable obligations were issued, denominated and payable in United States Dollars for US$ 15.6 million, for a term of 36 months, which accrue an interest rate of 6% per year. The capital corresponding to the Class XXXIV negotiable obligations will be payable in four equal installments, at the 18, 24, 30 and 36 months from the date of issuance.
At the date of issuance of these interim condensed consolidated financial statements there have been no significant subsequent events whose effect on the consolidated financial position and the results of the Company's operations as of and for the sixmonth period ended June 30, 2021 or its disclosure in a note to these financial statements, if applicable, they would not have been considered in them according to IFRS.
NOTE 11 - APPROVAL OF THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
These interim condensed consolidated financial statements were approved by the Board of Directors of GENNEIA and authorized for issue on August 11, 2021.
Carlos de la Vega Authorized Director
43
Annex A - OTHER SUPPLEMENTAL INFORMATION (Not covered by the Report of Independent Public Accountants)
As part of the terms of issuance of the International Notes (Series XX), the Company has to comply with certain financial ratios as a requirement to incur in new indebtedness.
The following tables present the financial position and results of operations of Genneia S.A. on a standalone basis and its subsidiaries, which are grouped by the Company’s Management as Subsidiaries A and Subsidiaries B (as defined below), and Consolidation Adjustments as of June 30, 2021 and for the period ended on such date, to arrive to Genneia´s figures on a consolidated basis. The unaudited information provided in this table has been derived from the Company records and its consolidation worksheet and provides supplementary information that is useful for the holders of the Negotiable Obligations in better evaluating the Company’s compliance with certain financial ratios under the covenants included in the indenture of the International Notes (Series XX).
Subsidiaries A comprise the following companies: Enersud Energy S.A.U., Ingentis II Esquel S.A., Parque Eólico Loma Blanca IV S.A., Patagonia Wind Energy S.A., MyC Energía S.A., Genneia La Florida S.A., Ullum 1 Solar S.A.U., Ullum 2 Solar S.A.U., Ullum 3 Solar S.A.U. and Sofeet Internacional LLC.
Subsidiaries B comprise the following companies: Genneia Vientos Argentinos S.A., Genneia Vientos del Sur S.A., Genneia Vientos Sudoeste S.A. and Genneia Desarrollos S.A..
44
SUPPLEMENTAL CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF JUNE 30, 2021 (Unaudited) (amounts expressed in thousands of United States dollars)
| Genneia S.A. | Subsidiaries | Subsidiaries | Consolidation | Genneia S.A. | ||
|---|---|---|---|---|---|---|
| (Standalone) | A | B | adjustments | (Consolidated) | ||
| Current Assets | ||||||
| Cash and banks | 7,497 | 1,720 | 30,597 | - | 39,814 | |
| Investments | 81,515 | 38,049 | 8,521 | (34,455) | 93,630 | |
| Trade receivables | 62,555 | 12,693 | 12,270 | (10,049) | 77,469 | |
| Other receivables | 24,517 | 6,971 | 13,276 | (19,953) | 24,811 | |
| Inventories | 1,242 | 39 | - | - | 1,281 | |
| Total current assets | 177,326 | 59,472 | 64,664 | (64,457) | 237,005 | |
| Non-current assets | ||||||
| Other receivables | 101,930 | 3,064 | 2,449 | (78,135) | 29,308 | |
| Investments | 180,618 | 322 | 7 | (134,726) | 46,221 | |
| Inventories | 8,911 | - | 563 | - | 9,474 | |
| Fixed assets | 607,764 | 143,568 | 299,142 | (4,453) | 1,046,021 | |
| Intangible assets | 3,970 | 19,509 | - | - | 23,479 | |
| Total non-currents assets | 903,193 | 166,463 | 302,161 | (217,314) | 1,154,503 | |
| Total assets | 1,080,519 | 225,935 | 366,825 | (281,771) | 1,391,508 | |
| Current liabilities | ||||||
| Accounts payable | 61,246 | 7,587 | 8,680 | (12,217) | 65,296 | |
| Loans | 623,324 | 16,558 | 22,575 | (45,511) | 616,946 | |
| Salaries and social security payable | 5,223 | 22 | 148 | - | 5,393 | |
| Taxes payable | 12,864 | 3,370 | 351 | - | 16,585 | |
| Other liabilities | 4,918 | 3,222 | 5,247 | (13,234) | 153 | |
| Provisions | 901 | 1,192 | - | - | 2,093 | |
| Total current liabilities | 708,476 | 31,951 | 37,001 | (70,962) | 706,466 | |
| Non-current liabilities | ||||||
| Other liabilities | 7,119 | - | 1,513 | - | 8,632 | |
| Loans | 63,885 | 65,848 | 202,407 | (73,822) | 258,318 | |
| Deferred income tax liability | 93,668 | 42,173 | 65,282 | 3,165 | 204,288 | |
| Total non-current liabilities | 164,672 | 108,021 | 269,202 | (70,657) | 471,238 | |
| Total liabilities | 873,148 | 139,972 | 306,203 | (141,619) | 1,177,704 | |
| Shareholders’ equity attributable to owners of | ||||||
| the Company | 207,371 | 85,963 | 60,622 | (140,152) | 213,804 | |
| Total liabilities and shareholders’ equity | 1,080,519 | 225,935 | 366,825 | (281,771) | 1,391,508 |
45
SUPPLEMENTAL CONSOLIDATING STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2021 (Unaudited)
(amounts expressed in thousands of United States dollars)
| Net sales Cost of sales(1) Gross profit Selling expenses(2) Administrative expenses(3) Other expenses, net Loss on long term investment in joint ventures Financial expense, net(4) Net (loss) profit before income tax Income tax Net (loss) profit for the period Other comprehensive income Translation differences from investments in companies Total other comprehensiveincome (loss) Total comprehensive (loss) profit for the period |
Genneia S.A. (Standalone) Subsidiaries A Subsidiaries B Consolidation adjustments GenneiaS.A. (Consolidated) |
|---|---|
| 93,376 15,494 27,797 (3,497) 133,170 (34,630) (7,917) (11,076) 3,249 (50,374) |
|
| 58,746 7,577 16,721 (248) 82,796 (678) (59) (354) - (1,091) (5,725) (641) (471) (8) (6,845) (1,343) (105) (506) - (1,954) (28,630) - - 25,018 (3,612) (28,402) (2,344) (12,459) 445 (42,760) |
|
| (6,032) 4,428 2,931 25,207 26,534 (44,714) (13,601) (19,028) 64 (77,279) |
|
| (50,746) (9,173) (16,097) 25,271 (50,745) 1,011 - (58) 58 1,011 |
|
| 1,011 - (58) 58 1,011 (49,735) (9,173) (16,155) 25,329 (49,734) |
46
SUPPLEMENTAL INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2021 (Unaudited)
(amounts expressed in thousands of United States dollars)
| (1)Cost of sales Includes fixed assets depreciation and amortization of intangible assets (2)Selling expenses Includes fixed assets depreciation (3)Administrative expenses Includes fixed assets depreciation (4)Financial expense, net Includes interest expense Includes issuance costs and withholdings Includes exchange difference |
Genneia S.A. (Standalone) Subsidiaries A Subsidiaries B Consolidation adjustments Genneia S.A. (Consolidated) |
|---|---|
| 22,670 5,524 6,524 256 34,974 2 - - - 2 633 - - - 633 28,910 4,489 10,509 (6,764) 37,144 1,951 - 3,077 (445) 4,583 7,374 490 1,959 - 9,823 |
The principal outstanding balances as of June 30, 2021 for transactions between Genneia (standalone) and its subsidiaries (which were eliminated in the consolidation process) are as follows:
| Trade receivables Other receivables(1) Accounts payable Loans Other liabilities |
Subsidiaries A Subsidiaries B |
|---|---|
| 4,482 5,010 59,554 22,567 1,966 1,020 495 10,983 3,403 - |
(1) Includes balances from loans granted to Subsidiaries A amounting to 56,411 and to Subsidiaries B amounting to 17,411.
The main operations for the period ended June 30, 2021 for transactions between Genneia (standalone) and its subsidiaries (which were eliminated in the consolidation process) are as follows:
| Subsidiaries | Subsidiaries | ||||
|---|---|---|---|---|---|
| A | B | ||||
| Gain | (loss) | ||||
| Sales | 1,883 | 1,391 | |||
| Purchases | 215 | - | |||
| Recovery investments |
(reimbursement) and other services, |
of net |
expenses, | 5 |
1 |
| Loans granted (collected), net | (5,620) | (8,479) | |||
| Interests gain | 749 | 970 |
Carlos de la Vega Authorized Director
47
Annex B - Operational data (Not covered by the Report of Independent Public Accountants)
| Unit | January to June 30, 2021 |
January to June 30, 2020 |
|
|---|---|---|---|
| THERMAL POWER PLANTS | |||
| Generation | MW/h | 147,617 | 269,120 |
| Las Armas | MW/h | 964 | 63,128 |
| Matheu | MW/h | - | 9,121 |
| Olavarría | MW/h | - | 23,539 |
| Paraná | MW/h | - | 1,254 |
| Concepción del Uruguay | MW/h | - | 820 |
| Bragado | MW/h | 140,849 | 166,447 |
| Cruz Alta | MW/h | 5,805 | 4,812 |
| Installed capacity | MW | 413 | 574 |
| Las Armas | MW | - | 35 |
| Olavarría | MW | - | 42 |
| Paraná | MW | - | 42 |
| Concepción del Uruguay | MW | - | 42 |
| Bragado | MW | 168 | 168 |
| Cruz Alta | MW | 245 | 245 |
| Volume of Energy Dispatched | MW | 147,617 | 269,120 |
| Gas Natural | MW | 121,550 | 265,682 |
| Gas Oil | MW | 26,066 | 3,438 |
| WIND FARMS | |||
| Generation | MW/h | 1,080,781 | 1,158,119 |
| Rawson | MW/h | 177,715 | 192,751 |
| Trelew | MW/h | 70,395 | 78,581 |
| Madryn | MW/h | 433,707 | 480,605 |
| Chubut Norte I | MW/h | 62,445 | 68,778 |
| Chubut Norte II | MW/h | 28,926 | - |
| Villalonga I | MW/h | 111,043 | 121,736 |
| Villalonga II | MW/h | 7,297 | 8,039 |
| Pomona I | MW/h | 167,713 | 185,693 |
| Pomona II | MW/h | 21,539 | 21,936 |
| Installed capacity | MW | 637 | 579 |
| Rawson | MW | 109 | 109 |
| Trelew | MW | 51 | 51 |
| Madryn | MW | 222 | 222 |
| Chubut Norte I | MW | 29 | 29 |
| Chubut Norte II | MW | 58 | - |
| Villalonga I | MW | 52 | 52 |
| Villalonga II | MW | 3 | 3 |
| Pomona I | MW | 101 | 101 |
| Pomona II | MW | 12 | 12 |
48
| Unit | January to June 30, 2021 |
January to June 30, 2021 |
January to June 30, 2020 |
|
|---|---|---|---|---|
| SOLAR FARMS | ||||
| Generation | MW/h | 91,440 | 99,681 | |
| Ullum Solar 1 | MW/h | 27,583 | 29,999 | |
| Ullum Solar 2 | MW/h | 28,299 | 30,651 | |
| Ullum Solar 3 | MW/h | 35,558 | 39,031 | |
| Installed capacity | MW | 82 | 82 | |
| Ullum Solar 1 | MW | 25 | 25 | |
| Ullum Solar 2 | MW | 25 | 25 | |
| Ullum Solar 3 | MW | 32 | 32 | |
| GAS COMMERCIALIZATION AND TRANSPORTATION | ||||
| Total natural gas sales | M3 | 61,017,384 | 35,795,070 | |
| Total transportation sales | M3 | 77,073,061 | 64,615,545 | |
| WIND FARMS | ||||
| Non-controlling companies | ||||
| Generation | MW/h | 265,192 | 64,482 | |
| Chubut Norte III | MW/h | 79,581 | 64,482 | |
| Chubut Norte IV | MW/h | 73,931 | - | |
| Necochea | MW/h | 111,680 | - | |
| Installed capacity | MW | 179 | 38 | |
| Chubut Norte III | MW | 38 | 38 | |
| Chubut Norte IV | MW | 58 | - | |
| Necochea | MW | 83 | - |
Carlos de la Vega Authorized Director