Upload
others
View
0
Download
0
Embed Size (px)
Citation preview
Saeta YieldExecution & Growth
Spring 2016
Saeta is a total return investment opportunity, combining…
2
Attractive Dividend Yield based on stable CAFD
DPS Growthbased on having
a unique strategic platform
Robust portfolio of operating assets with stable cash
flows
Financial strength and liquidity to
tackle RoFO & third party opportunities
1st 2nd
&
A renewable energy utility with a robust portfolio of assets
(1) Capacity refers to Gross Capacity.
(2) Estimated cash available for distribution after investing and funding activities excluding net release of cash retained. Forecasts of financial information are based on current assumptions, are inherently uncertain and are subject to significant business and economic risks and uncertainties. The forecasts shown here are forward-looking statements and actual results may differ materially.
• Regulated revenues
• LT O&M contracts in place
• No CAPEX needs
• No corporate tax until 2023
68
208
69%
23%
90% pay-out ratio: €61.4m dividend in 2016 (2)
As % of revenue
789 MW in Spain(1)
539 MW
16 wind farms
250 MW
5 CSP plants
Long-life assets: c.19 years remaining life
Fully operational with good performance
Regulated remuneration
Euro denominated
Stable cash flows
€m
€m
Stable & predictable cash flows(2)
WindSolar
Thermal
EBITDA Recurrent CAFD
3
Saeta is a platform to benefit from accretive growth opportunities
(1) ACS currently owns a 51% stake in the two wind farms in Peru totalling 129MW, a 75% in the Portuguese wind farm totalling 124MW and a 100% stake in the solar thermal plant in Spain, in the wind farm in Mexico, in the wind farm in Uruguay and in the transmission lines asset in Peru
(2) Lestenergia is in the process of carrying out a repowering to increase its capacity by 20MW
Right of First Offer Agreement:
First drowpdownalready achieved
Current portfolio to be offered before Dec17
New assets developed by ACS or Bow Power
(DevCo) with no geographic limitation
Clear
Investment
Criteria
Accretive acquisitions: increasing DPS growth and attractive equity IRR
Assets providing safe and secure cash flows: in operation, long term revenue schemes, investment grade off-takers, safe jurisdictions and strong currencies
Saeta is benefiting from ACS/GIP
partnership and the RoFO
Agreement
Next RoFO Assets (454 MW)(1)
102MW
129MW
49MW
50MW
400km
124MW(2)
USD EUR
Call option
1.6x
Next RoFO
assets:
454 MW
789 MW
1,243 MW
CurrentPortfolio
If all Next RoFOassets are acquired(1)
3rd Party Acquisitions
4
Additional growth in Europe & LatAm, with high market potential
Saeta, ACS & GIP will form a value generating partnership
Virtuous circle …
Long Term Win-Win Relationship
… and ample room for value creation
Development Cost of capital
Yieldco Cost of capital
Asset transactions
Sponsor Value Creation
Saeta Yield Value Creation
Accretive growth visibility for Saeta Yield
ACS reinforces its strategy on the concessional business while focusing on its traditional EPC business
Global agreement: Bow Power to develop new projects
Quicker rotation of new Bow Power assets
Value creation thanks to proper risk allocation
… with benefits for all parties…
EXPLOITATION
O&
M
EP
C
DEVELOPMENT
5
Strong corporate governance
Saeta has achieved all of its strategic milestones in its first year
(1) 2015 recurrent expected CAFD according to IPO prospectus: € 62.0 m(2) In 2015 the dividend has been paid on a pro-rata basis, adjusted by the number of days Saeta traded in the market. 6
€ m Expected Real
EBITDA 154 156 Lower OPEX from efficiencies
Ordinary activities CAFD
72Recurrent 62(1)
74
Higher EBITDA and lower income tax despite lower CNMC
collections (WC variation)
Financing of Serrezuela 2H15 2H15 €185m financing @ 2.4%
RoFO Dropdown
Attractive cash yield
10.5% cash yield
Extresol 2 and Extresol 3 acquired
DividendsAt least
€57m for 2015 & 2016
2015: €57.0m(2)
2016: €61.4m +7.7% dividend increase
Saeta generated €74m CAFD from ordinary activities
7
2015 EBITDA to cash-flows bridge analysis (€m)
CAFD ahead of forecasts and €35m dividend distributed since the IPO
Debt
Service
Change
in WK(1)EBITDA Taxes
92
156
Ordinary
Activities
CAFD
CAPEX
(1)
(2)
Total CFCF from
the IPO
restructuring
process
74
54
YTD
Dividend
(35)17 (96)
(1) The working capital variation considers €10m coming from a change in the DSRA (accounted as disposals in the CFS)(2) 2015 recurrent expected CAFD according to IPO prospectus: € 62.0 m
IPORecurrent
62(2)
+€2m
vs. expected
First dropdown of RoFO assets executed
8
Acquisition of Extresol-2 and Extresol-3 CSP plants to Bow Power
Equity price of € 118.7 m
Funding coming from existing cash liquidity and Serrezuela financing
Recurrent CAFD contribution of € 12.5 m, equivalent to 10.5% cash yield
Capacity 99.8 MW
Production’15 272 GW/h
Revenues’15 € 78 m
EBITDA’15 € 53 m
E1
Assets very well known by Saeta
E2
E3
More robust revenue and CAFD
9
Revenuebreakdown
CAFD bytechnology
Original portfolio New portfolio
• Market exposure will be reduced
• Technology breakdown will remain in the same levels: CAFD from E2 & E3 comes in exchange of CAFD from Serrezuela(1)
CAFD byplant
• Plant dependency is reduced: two more SPVs and less dependency on Serrezuela
38%19%
10 SPVs 12 SPVs
(1) Estimate based on Serrezuela being fully financed
30%
7%63%
Market Revenues Ro Ri
27%
8%65%
Market Revenues Ro Ri
62%
38%
CSP Wind
64%
36%
CSP Wind
Recurrent CAFD growth and dividend increase
10(1) 2016 recurrent expected CAFD according to IPO prospectus
(2) Dividend increase is effective since the date of the acquisition of the assets, the 22nd of March, 2016. Therefore, the payment will be prorated in 2016.
€61.4m
€57m
DPS growth+7.7%
IPO announced
dividend
New dividendafter E2&E3 acquisition(2)
Recurrent CAFD post financing increases by €4.7m
€63.5m(1)
Recurrent CAFD
€68.2m
Acquisition increases dividend yield by 70 bps
571 525
533
197
382184
723
Gross Debt31 Dec 2014
Debt Repayment Gross Debt31 Dec 2015
Cash &Cash Equiv
(including DSRA)
Net Debt31 Dec 2015
Dec 2015 strong financial position to allow further growth
(1) No fund were disposed out of the Serrezuela financing by the end of 2015.(2) Cash in DSRA: €42m
11
(2)
Net Debt/EBITDA
Gross and Net Debt (€m)
4.6x
1,104
All debt is at the plant level
907
Comfortable leverage: 4.6x ND/EBITDA
Cost of debt has gone from 4.9% to 4.0%
(1)
Available liquidity to perform acquisitions
(1) Cash in DSRA: €42m(2) No fund were disposed out of the Serrezuela financing by the end of 2015. Net proceeds after fees and DSRA funding
Dec 2015 Liquidity (€m)
12
Significant liquidity to fund additional accretive acquisitions
Growth opportunities for years 2016 and 2017
No capital increases required in the mid term to grow
€ 106 mCash at SPVs(w/o DSRA)(1)
€ 36 mCash at HoldCo
€ 173 mSerrezuela financing(2)
€ 80 mRevolving
credit facility
€ 119 mE2 & E3 acquisition
€ 276 mAvailable liquidity
Pro-forma liquidity after acquisition (€m)
Saeta already delivering attractive DPS growth
Strong and flexible financial position to make accretive acquisitions of additional operating assets, that will crystalize in additional DPS growth
2015 1Q 2016 Rest of 2016 2017 2018
Initial Portfolio RoFO Dropdowns 3rd party acquisitions
€0.699 per share(1)
€ 57 m
Attractive DPS growth
13(1) Number of shares outstanding: 81,576,928. In 2015 the dividend has been paid on a pro-rata basis. In 2016, the increased dividend will be paid also on a pro-rata basis since the
acquisition of the assets, the 22nd of March, 2016.
€0.752 per share(1)
€ 61.4m
+7.7% Dividend policy
• Regular quarterly dividend
• Payout of 90% of recurrent CAFD
• Tax efficient dividend, share premium reserve (€696m)
7,5
8,5
9,5
10,5
11,5
Feb-15 Apr-15 Jun-15 Aug-15 Oct-15 Dec-15 Feb-16
SAY Closing Price Average Target Price
Saeta is trading with a significant discount to consensus
14
Focus on total return: significant upside, attractive dividend yield and future DPS growth
Significant upside according to analysts
Analysts: B. Santander, Bankinter, Fidentiis, Citi, BoAML, BPI, Soc. Générale, Kepler Cheuvreux and BBVA
Avge. AnalystConsensus: 11.4
Dropdown creating momentum
SAY stock price (€ per share) Share price return since Feb 24 (%)
13,8%
11,6%
8,0%
6,8%
3,0%
1,1%
-0,1%
Saeta
GASNAT
EDP
RedElectrica
EDPR
Endesa
Acciona
Iberdrola
13.5% 2.3% 15.8%
March 3 Dividend
c.32% upside
Closing remarks
Saeta Yield is successfully executing its business plan
2015 strategic milestones achieved
Strong financial position to keep growing
Attractive Dividend Yield based on stable CAFD
+7.7% DPS Growth
based on having a unique platform
15
First RoFO dropdown agreed, dividend growth delivered
16
Appendix
97101
2014 2015
80 81
2014 2015
Price achieved: €44.8 per MWh
6874
2014 2015
Plants operations and cost control are yielding results
116 119
2014 2015
Comparable Revenues(2) Comparable EBITDA(2)
+2%
Availability: 98.3%(vs. 97.9% in 2014)
Output: 946 GWh(vs. 1,099 GWh in 2014)
PRC(1): 113.3%
Output: 421 GWh(vs. 417 GWh in 2014) +1%
Revenues EBITDA
+4% +8%
Solar thermal
Wind
17(1) PRC: The performance ratio measures the real production of the plants vs. a theoretical production model based on existing weather conditions(2) Calculated excluding extraordinary impacts in both years
Price achieved: €51.9 per MWh
(vs. 45.2 €/MWh in 2014)
(vs. 33.2 €/MWh in 2014)
(vs. 114.2 in 2014)
Robust EBITDA derived from stable revenues and expenses
18(1) Includes €1 m of management fees and rebilling to related parties (Extresol 2,Extresol 3 and Manchasol 1)(2) HoldCo expenses net of the revenues received due to management fees charged to Saeta Yield’s plants (which are included in Other Plant Expenses)
(24)
(16)(24)
(1)
10174
119
81
Electricity
Production
Tax
Operation &
MaintenanceRevenue
Other Plant
ExpensesEBITDA
11% 7% 71%
Wind
CSP
As % of revenue
Stable and diversified revenue & EBITDA by technology
EBITDA slightly above forecast
2015 revenue to EBITDA bridge analysis (€m)
HoldCo Net
Expenses(2)
0%11%
221(1)
156(1)
+€2m vs. expected
2015 Consolidated Income Statement
Income statement (€m) 2014 2015 Var.%
Total Revenues 217.0 220.6 +1.7%
Staff costs -0.4 -2.4 n.s.
Other operating expenses -64.2 -62.6 -2.5%
EBITDA 152.4 155.7 +2.1%
Depreciation and amortization -75.8 -77.2 +1.9%
Provisions & Impairments 23.9 17.7 n.a.
EBIT 100.6 96.1 -4.4%
Financial income 1.9 0.5 -72.5%
Financial expense -58.1 -75.2 +29.4%
Profit before tax 44.3 21.5 -51.6%
Income tax -8.9 -5.4 n.s.
Profit attributable to the parent 35.4 16.1 -54.6%
Comparable net profit (1)
18.2 25.8 +41.9%
(1) Excluding provisions and impairments in 2014 and 2015 and the extraordinary financial expenses in 201519
2015 Consolidated Income Statement
Income statement (€m) 1Q15 2Q15 3Q15 4Q15 2015
Total Revenues 53.9 58.8 61.7 46.2 220.6
Staff costs -0.2 -0.5 -0.8 -0.9 -2.4
Other operating expenses -16.7 -16.2 -15.0 -14.7 -62.6
EBITDA 37.1 42.1 45.8 30.7 155.7
Depreciation and amortization -19.2 -19.8 -20.5 -17.7 -77.2
Provisions & Impairments 0.0 0.0 0.0 17.7 17.7
EBIT 17.8 22.4 25.3 30.6 96.1
Financial income 0.2 0.1 0.1 0.1 0.5
Financial expense -38.8 -12.4 -11.5 -12.5 -75.2
Profit before tax -20.8 10.1 13.9 18.3 21.5
Income tax 6.8 -3.0 1.0 -10.3 -5.4
Profit attributable to the parent -14.0 7.2 14.8 8.0 16.1
Comparable net profit (1)
4.7 9.4 15.6 -3.9 25.8
(1) Excluding provisions and impairments in 2014 and 2015 and the extraordinary financial expenses in 201520
2015 Consolidated Balance Sheet: Assets
Consolidated Balance Sheet (€m) 31/12/2014 31/12/2015 Var.%
Non-current assets 1,494.0 1,407.5 -5.8%
Intangible assets 0.2 0.2 +16.9%
Tangible assets 1,409.6 1,337.8 -5.1%
Non-current financial assets with Group companies 1.5 1.3 -15.0%
Non-current financial assets 7.1 7.1 -0.1%
Deferred tax assets 75.7 61.2 -19.2%
Current assets 244.7 244.3 -0.2%
Inventories 0.7 0.5 -32.5%
Trade and other receivables 60.1 58.0 -3.4%
Other current financial assets with Group companies 83.6 2.2 -97.4%
Other current financial assets 54.4 45.2 -16.9%
Cash and cash equivalents 45.9 138.4 +201.2%
TOTAL ASSETS 1,738.8 1,651.8 -5.0%
21
2015 Consolidated Balance Sheet: Equity and Liabilities
Consolidated Balance Sheet (€m) 31/12/2014 31/12/2015 Var.%
Non-current assets 1.494,0 1.407,5 -5,8%
Intangible assets 0,2 0,2 +16,9%
Tangible assets 1.409,6 1.337,8 -5,1%
Non-current financial assets with Group companies 1,5 1,3 -15,0%
Non-current financial assets 7,1 7,1 -0,1%
Deferred tax assets 75,7 61,2 -19,2%
Current assets 244,7 244,3 -0,2%
Inventories 0,7 0,5 -32,5%
Trade and other receivables 60,1 58,0 -3,4%
Other current financial assets with Group companies 83,6 2,2 -97,4%
Other current financial assets 54,4 45,2 -16,9%
Cash and cash equivalents 45,9 138,4 +201,2%
TOTAL ASSETS 1.738,8 1.651,8 -5,0%
Equity 355.6 570.5 +60.4%
Share capital 61.6 81.6 +32.5%
Share premium 551.5 696.4 +26.3%
Reserves -163.2 -127.9 -21.6%
Profit for the period of the Parent 35.4 16.1 -54.6%
Adjustments for changes in value – Hedging -129.5 -95.6 n.s.
Non-current liabilities 1,224.7 965.2 -21.2%
Non-current Project finance 1,038.9 848.2 -18.4%
Other financial liabilities in Group companies 0.5 0.0 -100.0%
Derivative financial instruments 144.5 80.6 -44.2%
Deferred tax liabilities 40.7 36.4 -10.6%
Current liabilities 158.4 116.0 -26.8%
Current Project finance 64.9 58.3 -10.1%
Derivative financial instruments 28.6 22.5 -21.3%
Other financial liabilities with Group companies 15.4 0.1 -99.3%
Trade and other payables 49.5 35.1 -29.1%
TOTAL EQUITY AND LIABILITIES 1,738.8 1,651.8 -5.0%
22
2015 Consolidated Cash Flow Statement
Consolidated Cash Flow Statement (€m) 2015
A) CASH FLOW FROM OPERATING ACTIVITIES 112.0
1. Profit/(Loss) before tax 21.5
2. Adjustments for 134.2
a) Depreciation, amortization and impairment charges 59.5
b) Finance income -0.5
c) Financial costs 75.2
3. Changes in operating working capital -6.8
a) Inventories 0.2
b) Trade and other receivables 14.8
c) Trade and other payables -19.1
d) Other current assets and current liabilities -2.7
4. Other cash flows from operating activities -36.8
a) Net Interest collected / (paid) -43.1
b) Income tax collected / (paid) 6.2
B) CASH FLOW FROM INVESTING ACTIVITIES 8.9
5. Acquisitions -0.7
6. Disposals 9.6
C) CASH FLOW FROM FINANCING ACTIVITIES -28.4
7. Equity instruments proceeds 200.1
8. Financial liabilities issuance proceeds 60.4
9. Financial liabilities amortization payments -253.8
10. Dividend payments -35.2
D) CASH INCREASE / (DECREASE) 92.5
Cash or cash equivalents at the beginning of the period 45.9
Cash or cash equivalents at the end of the period 138.4
23
Cash flow visibility underpinned by a new regulatory scheme
(1) Remuneration to operation is not applicable to wind assets; (2) Source: Fitch (“Electric Shock II: Iberian Tariff Deficit Analysis”, 25 September 2014). Imbalances of up to 2% of estimated revenue or imbalance of up to 5% of the accumulated debt due to adjustments in prior periods, will be temporarily financed by operators receiving their remuneration from the electricity system, pro rata to the returns to which they are entitled as a result of the activity that they carry out. These imbalances will be compensated in following 5 years
...clear rules from new regulatory framework
• Output sold to the market
• Bands of prices limit market risk exposure
• Periodic recalculation to avoid volatility
Market Component
Regulated Component
Electricity saleat market price
Remuneration to Investment
Remuneration to Operation (1)
• Capacity payment on top of other components to guaranty a return on initial investment
• Fixed amount per MWhproduced to recover high operating costs (above expected market price)
Reasonable Return for assets efficiently managed
(5,5)(3,8)
(5,6)
(3,2)
0,4 0,6 0,5 0,6
2010 2011 2012 2013 2014 2015 2016 2017
Tariff deficit uncertainty has been coped with...
Historical tariff deficits between €3-6bn
No tariff deficit going forward(2)
€bn
Tariff Surplus
Zero deficit forecasted in 2015
Above €10bn measures approved by the regulator all through the value chain including renewables
24
ACS & GIP provide visibility of future growth
Source: ACS & ENR Global Sourcebook 2014; 1) Projects developed since 2004 in which ACS has invested; (2) Portion of the total investment carried out attributed to ACS, calculated as total investment multiplied by ACS stake in the plant at the moment of the construction; (3) ACS has developed conventional energy projects for third parties in the EPC role
ACS: A world leading infrastructure developer
Environment IndustrialServices
Construction
12%
Rest of Europe
Americas
Spain
Oceania
AsiaAfrica
€8.1bn Mkt. Cap(7 Mar 2016)
€67.1bn Backlog(Dec 2015)
210,000+employees
Unique reputation: #1 Intl. constructor and #3 power developer
First class O&M operator for wind and solar thermal
Skill in structuring project financing: >€5bn raised since 2003
Demonstrated expertise in project development:
2015 EBITDA: €2.4bn2015 Sales: €34.9bn
500MW
10,200kmTransmission lines
Solar Thermal plants
>8,000MW(3)Conventional Energy
1,400MWWind farms
c. €3bn
c. €2.4bn
-
c. €1.5bn
Capacity (1) Investment (2)
€7.1bnTotal
Growth visibility: greater firepower
Full alignment: rotation to Saeta Yield
Long term partner for renewable assets
GIP: Alignment with our business model
Worldwide leading infrastructure fund
Core investor and partner with ACS throughout the whole value chain
Exhaustive due diligence
25
Shareholding structure
Bow Power
(including Initial
ROFO assets)
Exclusivity to develop future renewable assets
worldwide
Free Float
ROFO & Call Option Agreement
~24.6%
Up to24.4%
~51.0%~51% ~49%
ACS SI
100%
ROFO Agreement
26
Independent management team combined with a strong corporate governance
Independent and
experienced
management team
Majority of
independent Board
members
For related-parties
decisions, ACS and
GIP directors will
abstain from voting
Proper balance between an independent Saeta Yield and the sponsors maintaining a significant shareholding
Directly employed management team
Full incentive based on Saeta Yield performance
Extensive industry experience
Experienced and International Independent Board Members Honorato Lopez Isla (former CEO of U.Fenosa)
Jose Barreiro Hernandez (former Managing Director at BBVA)
Daniel B. More (former Managing Director at Morgan Stanley)
Paul Jeffery (former Head of European Power, Utilities and Infrastructure at Barclays Capital)
Transitional Services Agreement
Any other future related party decision
RoFO acquisition
O&M contract
Independent:
4
GIP
: 2
27
Disclaimer
This presentation has been prepared by Saeta Yield, S.A. (the “Company”) and comprises the slides for a presentation concerning equity story and the financial results of the
Company, which have not been audited and, consequently, the financials figures are subject to change.
This document does not constitute or form part of, and should not be construed as, an offer or invitation to acquire or subscribe, or a recommendation regarding, any securities of
the Company nor should it or any part of it form the basis of or be relied on in connection with any purchase of securities of the Company according to the Spanish Securities
Market Act (“Ley 24/1988, de 28 de julio, del Mercado de Valores”), the Royal Decree 5/2005 (“Real Decreto-Ley 5/2005, de 11 de marzo”) and/or the Royal Decree 1310/2005
(“Real Decreto 1310/2005, de 4 de noviembre”) and its implementing regulations.
In addition, this document does not constitute or form part of, and should not be construed as, an offer or invitation to acquire or subscribe, or a recommendation regarding, any
securities of the Company nor should it or any part of it form the basis of or be relied on in connection with any purchase of securities of the Company in any other jurisdiction.
Nothing in this document shall be deemed to be binding against, or to create any obligations or commitment on the Company.
The information contained in this presentation does not purport to be comprehensive. None the Company, or their respective directors, officers, employees, advisers or agents
accepts any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to the truth, fullness, accuracy or completeness of the
information in this presentation (or whether any information has been omitted from the presentation) or any other information relating to the Company, its subsidiaries or
associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this
presentation or its contents or otherwise arising in connection therewith.
The information in this presentation includes forward-looking statements, which are based on current expectations and projections about future events. These forward-looking
statements, as well as those included in any other information discussed at the presentation to which this document relates, are inherently uncertain and are subject to risks and
assumptions about the Company and its subsidiaries and investments, including, among other things, the development of its business, trends in its operating industry, and future
capital expenditures and acquisitions, that could cause actual results to differ materially from forecasted financial information. In light of these risks, uncertainties and
assumptions, the events in the forward-looking statements may not occur. No representation or warranty is made that any forward-looking statement will come to pass. No one
undertakes to publicly update or revise any such forward-looking statement. Accordingly, there can be no assurance that the forecasted financial information is indicative of the
future performance or that actual results will not differ materially from those presented in the forecasted financial information.
Certain financial and statistical information contained in this document is subject to rounding adjustments. Accordingly, any discrepancies between the totals and the sums of the
amounts listed are due to rounding.
The information and opinions contained in this presentation are provided as at the date of the presentation and are subject to change. In giving this presentation none the
Company or any of its respective directors, officers, employees, agents, affiliates or advisers, undertakes any obligation to amend, correct or update this presentation or to
provide the recipient with access to any additional information that may arise in connection with it.
By attending the presentation to which the information contained herein relates and/or by accepting this presentation you will be taken to have represented, warranted and
undertaken that you are you have read and agree to comply with the contents of this disclaimer.