☐ |
REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
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☒ |
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐ |
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Title of each class
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Name of each exchange on which registered
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Ordinary Shares, nominal value $0.10 per share
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NASDAQ Global Select Market
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Large accelerated filer
☒
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Accelerated filer
☐
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Non-accelerated filer
☐
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U.S. GAAP
☐
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International Financial Reporting Standards as issued by the International
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Other
☐
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Accounting Standards Board
☒
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Page
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7 | ||
11 | ||
13 | ||
ITEM 1.
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13 | |
ITEM 2.
|
13 | |
ITEM 3.
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13
|
|
A.
|
13 | |
B.
|
21 | |
C.
|
21 | |
D.
|
21 | |
ITEM 4.
|
54 | |
A.
|
54 | |
B.
|
57 | |
C.
|
126 | |
D.
|
126 | |
ITEM 4A.
|
126 | |
ITEM 5.
|
126 | |
A.
|
127 | |
B.
|
156 | |
C.
|
172 | |
D.
|
172 | |
E.
|
172 | |
F.
|
172 | |
G.
|
173 | |
ITEM 6.
|
173 | |
A.
|
173 | |
B.
|
177 | |
C.
|
178 | |
D.
|
180 | |
E.
|
181 | |
ITEM 7.
|
181 | |
A.
|
181 | |
B.
|
182 | |
C.
|
188 | |
ITEM 8.
|
188 | |
A.
|
188 | |
B.
|
192 | |
ITEM 9.
|
192 | |
A.
|
192 | |
B.
|
193 | |
C.
|
193 | |
D.
|
193 | |
E.
|
193 | |
F.
|
193 | |
ITEM 10.
|
193 | |
A.
|
193 | |
B.
|
193 | |
C.
|
193 | |
D.
|
193 |
E.
|
194
|
|
F.
|
199
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G.
|
199
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H.
|
199
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I.
|
199
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ITEM 11.
|
199
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ITEM 12.
|
201 | |
A.
|
201 | |
B.
|
201 | |
C.
|
201 | |
D.
|
202 |
ITEM 13.
|
202 | |
ITEM 14.
|
202 | |
ITEM 15.
|
202 | |
ITEM 16.
|
203 | |
ITEM 16A.
|
203 | |
ITEM 16B.
|
203 | |
ITEM 16C.
|
203 | |
ITEM 16D.
|
205 | |
ITEM 16E.
|
205 | |
ITEM 16F.
|
205 | |
ITEM 16G.
|
206 | |
ITEM 16H.
|
206 | |
ITEM 17.
|
206 | |
ITEM 18.
|
206 | |
ITEM 19.
|
206 |
· |
Difficult conditions in the global economy and in the global market and uncertainties in emerging markets where we have international operations;
|
· |
Changes in government regulations providing incentives and subsidies for renewable energy, including reduction of our revenues in Spain, which are mainly defined by regulation through parameters that could be reviewed at the end of each regulatory period;
|
· |
Our ability to acquire solar projects due to the potential increase of the cost of solar panels;
|
· |
Political, social and macroeconomic risks relating to the United Kingdom’s exit from the European Union;
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· |
Changes in general economic, political, governmental and business conditions globally and in the countries in which we do business;
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· |
Decreases in government expenditure budgets, reductions in government subsidies or adverse changes in laws and regulations affecting our businesses and growth plan;
|
· |
Challenges in achieving growth and making acquisitions due to our dividend policy;
|
· |
Inability to identify and/or consummate future acquisitions, under the AAGES ROFO Agreement, the Abengoa ROFO Agreement or otherwise, on favorable terms or at all;
|
· |
Our ability to identify and reach an agreement with new partners similar to the AAGES ROFO Agreement or Abengoa ROFO Agreement;
|
· |
Our ability to identify and/or consummate future acquisitions from third parties or from potential new partners, including as a result of not being able to find acquisition opportunities at attractive prices;
|
· |
Legal challenges to regulations, subsidies and incentives that support renewable energy sources; extensive governmental regulation in a number of different jurisdictions, including stringent environmental regulation;
|
· |
Increases in the cost of energy and gas, which could increase our operating costs;
|
· |
Counterparty credit risk and failure of counterparties to our offtake agreements to fulfill their obligations;
|
· |
Inability to replace expiring or terminated offtake agreements with similar agreements;
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· |
New technology or changes in industry standards;
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· |
Inability to manage exposure to credit, interest rates, foreign currency exchange rates, supply and commodity price risks;
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· |
Reliance on third-party contractors and suppliers;
|
· |
Risks associated with acquisitions and investments;
|
· |
Deviations from our investment criteria for future acquisitions and investments;
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· |
Failure to maintain safe work environments;
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· |
Effects of catastrophes, natural disasters, adverse weather conditions, climate change, unexpected geological or other physical conditions, criminal or terrorist acts or cyber-attacks at one or more of our plants;
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· |
Insufficient insurance coverage and increases in insurance cost;
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· |
Litigation and other legal proceedings including claims due to Abengoa’s restructuring process;
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· |
Reputational risk, including damage caused to us by Abengoa’s reputation;
|
· |
The loss of one or more of our executive officers;
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· |
Failure of information technology on which we rely to run our business;
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· |
Revocation or termination of our concession agreements or power purchase agreements;
|
· |
Lowering of revenues in Spain that are mainly defined by regulation;
|
· |
Risk that the Share Sale will not be completed and the AAGES ROFO Agreement and Algonquin ROFO Agreement will not become effective;
|
· |
Inability to adjust regulated tariffs or fixed-rate arrangements as a result of fluctuations in prices of raw materials, exchange rates, labor and subcontractor costs;
|
· |
Exposure to market electricity can impact revenue from our renewable energy and efficient natural gas (previously named “conventional”) power facilities;
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· |
Changes to national and international law and policies that support renewable energy resources;
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· |
Lack of electric transmission capacity and potential upgrade costs to the electric transmission grid;
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· |
Disruptions in our operations as a result of our not owning the land on which our assets are located;
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· |
Risks associated with maintenance, expansion and refurbishment of electric generation facilities;
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· |
Failure of our assets to perform as expected, including Solana and Kaxu;
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· |
Failure to receive dividends from all project and investments, including Solana and Kaxu;
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· |
Variations in meteorological conditions;
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· |
Disruption of the fuel supplies necessary to generate power at our efficient natural gas (previously named “conventional”) generation facilities;
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· |
Deterioration in Abengoa’s financial condition;
|
· |
Abengoa’s ability to meet its obligations under our agreements with Abengoa, including operation and maintenance agreements, to comply with past representations, commitments and potential liabilities linked to the time when Abengoa owned the assets, potential clawback of transactions with Abengoa, and other risks related to Abengoa;
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· |
Failure to meet certain covenants under our financing arrangements;
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· |
Failure to obtain pending waivers in relation to the minimum ownership by Abengoa and the cross-default provisions contained in some of our project financing agreements;
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· |
Failure of Abengoa to maintain existing guarantees and letters of credit under the Financial Support Agreement or failure by us to maintain guarantees;
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· |
Failure of Abengoa to maintain its obligations and production guarantees, pursuant to EPC contracts;
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· |
Our ability to consummate future acquisitions from AAGES, Algonquin, Abengoa or others;
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· |
Our ability to close acquisitions under our ROFO agreements with AAGES, Algonquin, Abengoa and others due to, among other things, not being offered with assets that fit in our portfolio or not reaching agreements on prices;
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· |
Our ability to use U.S. NOLs to offset future income may be limited, including as the result of experiencing an “ownership change” as defined under Section 382 of the Internal Revenue Code of 1986, as amended (“IRC”);
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· |
Conflicts of interest which may be resolved in a manner that is not in our best interests or the best interests of our minority shareholders, potentially caused by our ownership structure and certain service agreements in place with our current largest shareholder;
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· |
The divergence of interest between us and Abengoa, due to Abengoa’s sale of our shares;
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· |
Potential negative tax implications from an ownership change under section 382 of the Internal Revenue Code;
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· |
Negative implications from a potential change of control;
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· |
Negative implications of U.S. federal income tax reform;
|
· |
Impact on our stock price due to the sale by Abengoa of its stake in us and potential negative effects of a potential sale by Abengoa of its stake in us or of a potential change of control or of a potential delay or failure of a sale process;
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· |
Technical failure, design errors or faulty operation of our assets not covered by guarantees or insurance;
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· |
Failure to collect insurance proceeds in the expected amounts;
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· |
Failure to reach an agreement on the extension of the production guarantee period at Solana and Kaxu; and
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· |
Various other factors, including those factors discussed under “Item 3.D—Risk Factors” and “Item 5.A—Operating Results” herein.
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· |
references to “2019 Notes” refer to the 7.000% Senior Notes due 2019 in an aggregate principal amount of $255 million issued on November 17, 2014, as further described in “Item 5.B—Liquidity and Capital Resources—Financing Arrangements—2019 Notes;”
|
· |
references to “AAGES” refer to the joint venture between Algonquin and Abengoa to invest in the development and construction of clean energy and water infrastructure contracted assets;
|
· |
references to “AAGES ROFO Agreement” refer to the agreement we entered into with AAGES on March 5, 2018, which will become effective upon completion of the Share Sale, that provides us a right of first offer to purchase any of the AAGES ROFO Assets, as amended and restated from time to time;
|
· |
references to “AAGES ROFO Assets” refer to any of AAGES’ contracted assets or proposed contracted assets that we expect to evaluate for future acquisition, with certain exceptions, for which AAGES has provided us a right of first offer to purchase if offered for sale by AAGES;
|
· |
references to “ACBH” refer to Abengoa Concessões Brasil Holding, a subsidiary holding company of Abengoa that was engaged in the development, construction, investment and management of contracted concessions in Brazil, comprised mostly of transmission lines and which is currently undergoing a restructuring process in Brazil;
|
· |
references to “Abengoa” refer to Abengoa, S.A., together with its subsidiaries, unless the context otherwise requires;
|
· |
references to “Abengoa ROFO Agreement” refer to the agreement we entered into with Abengoa on June 13, 2014, as amended and restated on December 9, 2014, that provides us a right of first offer to purchase any of the present or future contracted assets in renewable energy, efficient natural gas power, electric transmission and water of Abengoa that are in operation, and any other renewable energy, efficient natural gas power, electric transmission and water asset that is expected to generate contracted revenue and that Abengoa has transferred to an investment vehicle that are located in the United States, Canada, Mexico, Chile, Peru, Uruguay, Brazil, Colombia and the European Union, and four additional assets in other selected regions, including a pipeline of specified assets that we expect to evaluate for future acquisition, for which Abengoa will provide us a right of first offer to purchase if offered for sale by Abengoa or an investment vehicle to which Abengoa has transferred them;
|
· |
references to “Algonquin” refer to, as the context requires, either Algonquin Power & Utilities Corp., a North American diversified generation, transmission and distribution utility, together with its subsidiaries;
|
· |
references to “Algonquin ROFO Agreement” refer to the agreement we entered into with Algonquin on March 5, 2018, which will become effective upon completion of the Share Sale,
under which Algonquin granted us a right of first offer to purchase any of the assets offered for sale located outside of the United States or Canada as amended from time to time. See “Item 7.B—Related Party Transactions—Algonquin drop down agreement and Right of First Offer on assets outside the United States or Canada;”
|
· |
references to “Annual Consolidated Financial Statements” refer to the audited annual consolidated financial statements as of December 31, 2017 and 2016 and for the years ended December 31, 2017, 2016 and 2015, including the related notes thereto, prepared in accordance with IFRS as issued by the IASB (as such terms are defined herein), included in this annual report;
|
· |
references to “Asset Transfer” refer to the transfer of assets contributed by Abengoa prior to the consummation of our initial public offering through a series of transactions;
|
· |
references to “Atlantica” refer to Atlantica Yield plc and, where the context requires, its consolidated subsidiaries;
|
· |
references to “COD” refer to the commercial operation date of the applicable facility;
|
· |
references to “cash available for distribution” refer to the cash distributions received by the Company from its subsidiaries minus cash expenses of the Company, including debt service and general and administrative expenses;
|
· |
references to “DOE” refer to the U.S. Department of Energy;
|
· |
references to “EMEA” refer to Europe, Middle East and Africa;
|
· |
references to “EPC” refer to engineering, procurement and construction;
|
· |
references to “Exchange Act” refer to the U.S. Securities Exchange Act of 1934, as amended, or any successor statute, and the rules and regulations promulgated by the SEC thereunder;
|
· |
references to “FPA” refer to the U.S. Federal Power Act;
|
· |
references to “Federal Financing Bank” refer to a U.S. government corporation by that name;
|
· |
references to “Financial Support Agreement” refer to the Financial Support Agreement we entered into with Abengoa on June 13, 2014, as amended and restated on September 28, 2017, pursuant to which Abengoa agreed to maintain certain guarantees or letters of credit for a period of five years following our IPO;
|
· |
references to the “First Dropdown Assets” refer to (i) a solar power complex in Spain, Solacor 1/2, with a capacity of 100 MW; (ii) a solar power complex in Spain, PS10/20, with a capacity of 31 MW; and (iii) one on-shore wind farm in Uruguay, Cadonal, with a capacity of 50 MW, each as further described in “Item 4.B—Business Overview—Our Operations—Renewable Energy;”
|
· |
references to the “Fourth Dropdown Asset” refer to (i) 74.99% of the shares and a 30-year usufruct of the economic and political rights of the remaining 25.01% of the shares of Solaben 1/6, a 100 MW solar power complex in Spain, (ii) ATN2, an 81-mile transmission line in Peru, and (iii) an additional 13% stake in Solacor 1/2, each as further described in “Item 4.B—Business Overview—Our Operations—Renewable Energy” and “—Our Operations—Electric Transmission;”
|
· |
references to “Further Adjusted EBITDA” have the meaning set forth in “Presentation of Financial Information—Non-GAAP Financial Measures;”
|
· |
references to “GW” refer to gigawatts;
|
· |
references to “gross capacity” or “gross MW” refers to the maximum, or rated, power generation capacity, in MW, of a facility or group of facilities, without adjusting for the facility’s power parasitics’ consumption, or by our percentage of ownership interest in such facility as of the date of this annual report;
|
· |
references to “IFRIC 12” refer to International Financial Reporting Interpretations Committee’s Interpretation 12—Service Concessions Arrangements;
|
· |
references to “IFRS as issued by the IASB” refer to International Financial Reporting Standards as issued by the International Accounting Standards Board;
|
· |
reference to “IPO” refer to our initial public offering of ordinary shares in June 2014;
|
· |
references to “ITC” refer to investment tax credits;
|
· |
references to “M ft3” refer to million cubic feet;
|
· |
references to “MW” refer to megawatts;
|
· |
references to “MWh” refer to megawatt hours;
|
· |
references to “New Money 1 Tradable Notes” refer to asset-backed notes issued by Abengoa as part of its restructuring plan. The New Money 1 Tradable Notes are senior in status and are secured by a ring-fenced structure that consists of a pledge over the shares Abengoa owns in us and A3T, a cogeneration plant in Mexico;
|
· |
references to “Note Issuance Facility” refer to the senior secured note facility dated February 10, 2017, of €275 million (approximately $330 million), with U.S. Bank as facility agent and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder;
|
· |
references to “O&M” refer to operations and maintenance services provided at our various facilities;
|
· |
references to “operation” refer to the status of projects that have reached COD (as defined above);
|
· |
references to “PPA” refer to the power purchase agreements through which our power generating assets have contracted to sell energy to various offtakers;
|
· |
references to “PTC” refer to production tax credits;
|
· |
references to “Revolving Credit Facility” refer to the amended and restated revolving credit and guaranty agreement, dated June 26, 2015 entered into by us, as the borrower, the guarantors from time to time party thereto, HSBC Bank plc, as administrative agent, HSBC Corporate Trust Company (UK) Limited, as collateral agent, Bank of America, N.A., as global coordinator and documentation agent for the Tranche B, Banco Santander, S.A., Bank of America, N.A., Citigroup Global Markets Limited, HSBC Bank plc and RBC Capital Markets, as joint lead arrangers and joint bookrunners for a Tranche A facility, and together with Barclays Bank plc as joint lead arranger and joint bookrunner and UBS AG, London Branch as joint bookrunner for the Tranche B. The Tranche B was prepaid and cancelled in March 2017. See “Item 5.B—Liquidity and Capital Resources—Financing Arrangements—Revolving Credit Facility;”
|
· |
references to “ROFO” refer to a right of first offer;
|
· |
references to “ROFO Agreements” refer to the AAGES ROFO Agreement, Algonquin ROFO Agreement and Abengoa ROFO Agreement;
|
· |
references to “RPS” refer to renewable portfolio standards adopted by 29 U.S. states and the District of Columbia that require a regulated retail electric utility to procure a specific percentage of its total electricity delivered to retail customers in the respective state from eligible renewable generation resources, such as solar or wind generation facilities, by a specific date;
|
· |
references to the “Second Dropdown Assets” refer to (i) a 25.5% and a 34.2% stake, respectively, in the legal entities holding two water desalination plants in Algeria, Honaine and Skikda, with an aggregate capacity of 10.5 M ft3 per day and (ii) a 29.6% stake in the legal entity holding solar power assets in Spain, Helioenergy 1/2, with a capacity of 100 MW, each as further described in “Item 4.B—Business Overview—Our Operations—Water” and “Item 4.B—Business Overview—Our Operations—Renewable Energy;”
|
· |
references to “Share Sale” refer to the sale by Abengoa to Algonquin of 25% of our ordinary shares pursuant to an agreement for the sale that was entered into in November 2017. All conditions precedent have been satisfied and the parties have commenced the process for the transfer of our shares, which we expect to close in the upcoming days;
|
· |
references to the “Shareholders’ Agreement” refer to the agreement by and among Algonquin Power & Utilities Corp., Abengoa-Algonquin Global Energy Solutions and Atlantica Yield plc, dated March 5, 2018 which will become effective upon completion of the Share Sale;
|
· |
references to “Third Dropdown Assets” refer to (i) Helios 1/2, a 100 MW solar power complex in Spain; (ii) Solnova 1/3/4, a 150 MW solar power complex in Spain; (iii) the remaining 70.4% stake in Helioenergy 1/2, a 100 MW solar power complex in Spain; and (iv) a 51.0% stake in Kaxu, a 100 MW solar power plant in South Africa, each as further described in “Item 4.B—Business Overview—Our Operations—Renewable Energy;”
|
· |
references to “U.K.” refer to the United Kingdom;
|
· |
reference to “U.S.” or “United States”
refer to the United States of America;
|
· |
references to “UTE” refer to Administracion Nacional de Usinas y Transmisiones Electricas, the Republic of Uruguay’s state-owned electricity company; and
|
· |
references to “we,” “us,” “our,” “Atlantica” and the “Company” refer to Atlantica Yield plc and its subsidiaries, unless the context otherwise requires.
|
· |
they do not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;
|
· |
they do not reflect changes in, or cash requirements for, our working capital needs;
|
· |
they may not reflect the significant interest expense, or the cash requirements necessary, to service interest or principal payments, on our debts;
|
· |
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often need to be replaced in the future and Further Adjusted EBITDA does not reflect any cash requirements that would be required for such replacements;
|
· |
some of the exceptional items that we eliminate in calculating Further Adjusted EBITDA reflect cash payments that were made, or will be made in the future; and
|
· |
the fact that other companies in our industry may calculate Further Adjusted EBITDA differently than we do, which limits their usefulness as comparative measures.
|
Year ended December 31,
|
||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Revenue
|
1,008.4
|
971.8
|
790.9
|
362.7
|
210.9
|
|||||||||||||||
Other operating income
|
80.8
|
65.5
|
68.8
|
79.9
|
379.6
|
|||||||||||||||
Raw materials and consumables used
|
(17.0
|
)
|
(26.9
|
)
|
(23.2
|
)
|
(9.4
|
)
|
(6.2
|
)
|
||||||||||
Employee benefit expense
|
(18.7
|
)
|
(14.8
|
)
|
(5.8
|
)
|
(1.7
|
)
|
(2.4
|
)
|
||||||||||
Depreciation, amortization and impairment charges
|
(311.0
|
)
|
(332.9
|
)
|
(261.3
|
)
|
(125.5
|
)
|
(46.9
|
)
|
||||||||||
Other operating expenses
|
(284.5
|
)
|
(260.3
|
)
|
(224.9
|
)
|
(132.7
|
)
|
(423.4
|
)
|
||||||||||
Operating profit/(loss)
|
458.0
|
402.4
|
344.5
|
173.3
|
111.6
|
|||||||||||||||
Financial income
|
1.0
|
3.3
|
3.5
|
4.9
|
1.2
|
|||||||||||||||
Financial expense
|
(463.7
|
)
|
(408.0
|
)
|
(333.9
|
)
|
(210.3
|
)
|
(123.8
|
)
|
||||||||||
Net exchange differences
|
(4.1
|
)
|
(9.6
|
)
|
3.9
|
2.1
|
(0.9
|
)
|
||||||||||||
Other financial income/(expense), net
|
18.4
|
8.5
|
(200.2
|
)
|
5.9
|
(1.7
|
)
|
|||||||||||||
Financial expense, net
|
(448.4
|
)
|
(405.8
|
)
|
(526.7
|
)
|
(197.4
|
)
|
(125.2
|
)
|
||||||||||
Share of profit/(loss) of associates carried under the equity method
|
5.3
|
6.7
|
7.8
|
(0.8
|
)
|
—
|
||||||||||||||
Profit/(loss) before income tax
|
14.9
|
3.3
|
(174.4
|
)
|
(24.9
|
)
|
(13.6
|
)
|
||||||||||||
Income tax benefit/(expense)
|
(119.8
|
)
|
(1.7
|
)
|
(23.8
|
)
|
(4.4
|
)
|
11.8
|
|||||||||||
Profit/(loss) for the year
|
(104.9
|
)
|
1.6
|
(198.2
|
)
|
(29.3
|
)
|
(1.8
|
)
|
|||||||||||
Profit/(loss) attributable to non-controlling interest
|
(6.9
|
)
|
(6.5
|
)
|
(10.8
|
)
|
(2.3
|
)
|
(1.6
|
)
|
||||||||||
Loss for the year attributable to the parent company
|
(111.8
|
)
|
(4.9
|
)
|
(209.0
|
)
|
(31.6
|
)
|
(3.4
|
)
|
||||||||||
Less Predecessor Loss prior to Initial Public Offering on June 12, 2014
|
—
|
—
|
—
|
(28.2
|
)
|
—
|
||||||||||||||
Net profit/(loss) attributable to the parent company subsequent to Initial Public Offering
|
—
|
—
|
—
|
(3.4
|
)
|
—
|
||||||||||||||
Weighted average number of ordinary shares outstanding (millions)
|
100.2
|
100.2
|
92.8
|
80.0
|
—
|
|||||||||||||||
Basic earnings per share attributable to the parent company (U.S. dollar per share)
(1)
|
(1.12
|
)
|
(0.05
|
)
|
(2.25
|
)
|
(0.04
|
)
|
—
|
|||||||||||
Dividend paid per share
(2)
|
1.05
|
0.4530
|
1.4292
|
0.2962
|
—
|
(1) |
Earnings per share has been calculated for the period subsequent to our IPO, considering net profit/(loss) attributable to equity holders of Atlantica Yield generated after our IPO divided by the number of shares outstanding. Basic earnings per share equals diluted earnings per share for the periods presented.
|
(2) |
2017:
On February 27, 2017, the board of directors declared a dividend of $0.25 per share corresponding to the fourth quarter of 2016, which was paid on March 15, 2017. From that amount, we retained $10.4 million of the dividend attributable to Abengoa. On May 12, 2017, the board of directors declared a dividend of $0.25 per share corresponding to the first quarter of 2017 which was paid on June 15, 2017. On July 28, 2017, the board of directors declared a dividend of $0.26 per share corresponding to the second quarter of 2017 which was paid on August 31, 2017. On November 10, 2017, the board of directors declared a dividend of $0.29 per share corresponding to the third quarter of 2017 which was paid on December 15, 2017.
|
As of December 31,
|
||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Non-Current assets:
|
||||||||||||||||||||
Contracted concessional assets
|
9,084.2
|
8,924.2
|
9,300.9
|
6,725.2
|
4,418.1
|
|||||||||||||||
Investments carried under the equity method
|
55.8
|
55.0
|
56.2
|
5.7
|
387.3
|
|||||||||||||||
Financial investments
|
45.3
|
69.8
|
93.8
|
373.6
|
28.9
|
|||||||||||||||
Deferred tax assets
|
165.1
|
202.9
|
191.3
|
124.2
|
52.8
|
|||||||||||||||
Total non-current assets
|
9,350.4
|
9,251.9
|
9,642.2
|
7,228.7
|
4,887.1
|
|||||||||||||||
Current assets:
|
||||||||||||||||||||
Inventories
|
17.9
|
15.5
|
14.9
|
22.0
|
5.2
|
|||||||||||||||
Clients and other receivables
|
244.4
|
207.6
|
197.3
|
129.7
|
97.6
|
|||||||||||||||
Financial investments
|
210.1
|
228.0
|
221.4
|
229.4
|
266.4
|
|||||||||||||||
Cash and cash equivalents
|
669.4
|
594.8
|
514.7
|
354.2
|
357.7
|
|||||||||||||||
Total current assets
|
1,141.9
|
1,045.9
|
948.3
|
735.3
|
726.9
|
|||||||||||||||
Total assets
|
10,492.3
|
10,297.8
|
10,590.5
|
7,964.0
|
5,614.0
|
|||||||||||||||
Total equity
|
1,895.4
|
1,959.1
|
2,023.5
|
1,839.6
|
1,287.2
|
|||||||||||||||
Non-current liabilities:
|
||||||||||||||||||||
Long-term corporate debt
|
574.2
|
376.3
|
661.3
|
376.2
|
—
|
|||||||||||||||
Long-term project debt
|
5,228.9
|
4,629.2
|
3,574.5
|
3,491.9
|
2,842.3
|
|||||||||||||||
Other liabilities
|
2,292.9
|
2,158.1
|
2,238.4
|
1,675.3
|
1,209.5
|
|||||||||||||||
Total non-current liabilities
|
8,096.5
|
7,163.6
|
6.474.2
|
5,543.4
|
4,051.8
|
|||||||||||||||
Current liabilities:
|
||||||||||||||||||||
Short-term corporate debt
|
68.9
|
291.9
|
3.2
|
2.3
|
—
|
|||||||||||||||
Short-term project debt
|
246.3
|
701.3
|
1,896.1
|
331.2
|
52.4
|
|||||||||||||||
Other liabilities
|
187.0
|
181.9
|
193.5
|
247.5
|
222.6
|
|||||||||||||||
Total current liabilities
|
500.4
|
1,175.1
|
2,092.8
|
581.0
|
275.0
|
|||||||||||||||
Equity and total liabilities
|
10,492.3
|
10,297.8
|
10,590.5
|
7,964.0
|
5,614.0
|
Year ended December 31,
|
||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Gross cash flows from operating activities
|
||||||||||||||||||||
Profit/(loss) for the year
|
(104.9
|
)
|
1.6
|
(198.2
|
)
|
(29.3
|
)
|
(1.8
|
)
|
|||||||||||
Adjustments to reconcile after-tax profit to net cash generated by operating activities
|
848.8
|
664.8
|
734.9
|
290.6
|
92.4
|
|||||||||||||||
Profit for the year adjusted by non-monetary items
|
743.9
|
666.4
|
536.7
|
261.3
|
90.6
|
|||||||||||||||
Net interest / taxes paid
|
(349.5
|
)
|
(334.0
|
)
|
(310.2
|
)
|
(149.7
|
)
|
(62.4
|
)
|
||||||||||
Variations in working capital
|
(8.8
|
)
|
2.0
|
73.1
|
(68.0
|
)
|
9.2
|
|||||||||||||
Total net cash flow provided by/(used in) operating activities
|
385.6
|
334.4
|
299.6
|
43.6
|
37.4
|
|||||||||||||||
Net cash flows from investing activities
|
||||||||||||||||||||
Investments in entities under the equity method
|
3.0
|
5.0
|
4.4
|
(44.5
|
)
|
(240.6
|
)
|
|||||||||||||
Investments in contracted concessional assets
(1)
|
30.1
|
(6.0
|
)
|
(106.0
|
)
|
(57.0
|
)
|
(401.7
|
)
|
|||||||||||
Other non-current assets/liabilities
|
8.2
|
(3.6
|
)
|
5.7
|
(21.3
|
)
|
(52.3
|
)
|
||||||||||||
Acquisitions / sales of subsidiaries and other financial instruments
|
30.1
|
(21.7
|
)
|
(834.0
|
)
|
(222.4
|
)
|
—
|
||||||||||||
Total net cash flows provided by/(used in) investing activities
|
71.4
|
(26.3
|
)
|
(929.9
|
)
|
(345.2
|
)
|
(694.6
|
)
|
|||||||||||
Net cash flows provided by/(used in) financing activities
|
(416.3
|
)
|
(226.1
|
)
|
810.9
|
304.4
|
914.9
|
|||||||||||||
Net increase/(decrease) in cash and cash equivalents
|
40.7
|
82.0
|
180.6
|
2.9
|
257.7
|
|||||||||||||||
Cash, cash equivalents and bank overdrafts at beginning of the year
|
594.8
|
514.7
|
354.2
|
357.7
|
97.5
|
|||||||||||||||
Translation differences cash or cash equivalents
|
33.9
|
(1.9
|
)
|
(20.1
|
)
|
(6.4
|
)
|
2.5
|
||||||||||||
Cash and cash equivalents at the end of the year
|
669.4
|
594.8
|
514.7
|
354.2
|
357.7
|
(1)
|
Includes proceeds for $42.5 million and investments for $12.4 million. See note 6 of the Annual Consolidated Financial Statements.
|
Year ended December 31,
|
||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
North America
|
332.7
|
337.0
|
328.1
|
195.5
|
114.0
|
|||||||||||||||
South America
|
120.8
|
118.8
|
112.5
|
83.6
|
25.4
|
|||||||||||||||
EMEA
|
554.9
|
516.0
|
350.3
|
83.6
|
71.5
|
|||||||||||||||
Total revenue
|
1,008.4
|
971.8
|
790.9
|
362.7
|
210.9
|
Year ended December 31,
|
||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Renewable energy
|
767.2
|
724.3
|
543.0
|
170.7
|
82.7
|
|||||||||||||||
Efficient natural gas power
|
119.8
|
128.1
|
138.7
|
118.8
|
102.8
|
|||||||||||||||
Electric transmission
|
95.1
|
95.1
|
86.4
|
73.2
|
25.4
|
|||||||||||||||
Water
|
26.3
|
24.3
|
22.8
|
—
|
—
|
|||||||||||||||
Total revenue
|
1,008.4
|
971.8
|
790.9
|
362.7
|
210.9
|
Year ended December 31,
|
||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
North America
|
282.3
|
284.7
|
279.6
|
175.4
|
96.7
|
|||||||||||||||
South America
|
108.8
|
124.6
|
110.9
|
77.2
|
19.0
|
|||||||||||||||
EMEA
|
388.2
|
354.0
|
233.7
|
55.4
|
42.8
|
|||||||||||||||
Further Adjusted EBITDA
(1)
|
779.3
|
763.3
|
624.2
|
308.0
|
158.5
|
Year ended December 31,
|
||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Renewable energy
|
569.2
|
538.4
|
414.0
|
137.8
|
55.8
|
|||||||||||||||
Efficient natural gas power
|
106.1
|
106.5
|
107.7
|
101.9
|
83.3
|
|||||||||||||||
Electric transmission
|
87.7
|
104.8
|
89.0
|
68.3
|
19.4
|
|||||||||||||||
Water
|
16.3
|
13.6
|
13.5
|
—
|
—
|
|||||||||||||||
Further Adjusted EBITDA
(1)
|
779.3
|
763.3
|
624.2
|
308.0
|
158.5
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for 2014, includes preferred dividends by ACBH for the first time during the third and fourth quarters of 2014. Further Adjusted EBITDA for 2016 and the first quarter of 2017 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
Year ended December 31,
|
||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Profit/(loss) for the year attributable to the parent company
|
(111.8
|
)
|
(4.9
|
)
|
(209.0
|
)
|
(31.6
|
)
|
(3.4
|
)
|
||||||||||
Profit/(loss) attributable to non-controlling interest from continued operations
|
6.9
|
6.5
|
10.8
|
2.3
|
1.6
|
|||||||||||||||
Income tax
|
119.8
|
1.7
|
23.8
|
4.4
|
(11.8
|
)
|
||||||||||||||
Share of loss/(profit) of associates carried under the equity method
|
(5.3
|
)
|
(6.7
|
)
|
(7.8
|
)
|
0.8
|
—
|
||||||||||||
Financial expenses, net
|
448.4
|
405.8
|
526.7
|
197.4
|
125.2
|
|||||||||||||||
Operating profit/(loss)
|
458.0
|
402.4
|
344.5
|
173.3
|
111.6
|
|||||||||||||||
Depreciation, amortization and impairment charges
|
311.0
|
332.9
|
261.3
|
125.5
|
46.9
|
|||||||||||||||
Dividend from preferred equity investment
|
10.3
|
28.0
|
18.4
|
9.2
|
—
|
|||||||||||||||
Further Adjusted EBITDA
|
779.3
|
763.3
|
624.2
|
308.0
|
158.5
|
Year ended December 31, | ||||||||||||||||||||
2017
|
2016
|
2015
|
2014
|
2013
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Net cash generated by operating activities
|
385.6
|
334.4
|
299.6
|
43.6
|
37.4
|
|||||||||||||||
Interests (paid)/received
|
344.7
|
332.1
|
310.2
|
149.3
|
62.3
|
|||||||||||||||
Income tax (paid)/received
|
4.8
|
2.0
|
(0.5
|
)
|
0.4
|
0.1
|
||||||||||||||
Variations in working capital
|
8.8
|
(2.0
|
)
|
(73.1
|
)
|
68.0
|
(9.2
|
)
|
||||||||||||
Non-monetary adjustments, other cash finance costs and other
|
35.4
|
96.8
|
88.0
|
46.7
|
67.9
|
|||||||||||||||
Further Adjusted EBITDA
|
779.3
|
763.3
|
624.2
|
308.0
|
158.5
|
· |
public opposition will not result in delays, modifications to or cancellation of any project or license;
|
· |
laws or regulations will not change or be interpreted in a manner that increases our costs of compliance or materially or adversely affects our operations or plants; or
|
· |
governmental authorities will approve our environmental impact studies where required to implement proposed changes to operational projects.
|
· |
Appropriate profit for this specific type of renewable electricity generation and electricity generation as a whole, considering the financial condition of the Spanish electricity system and Spanish prevailing economic conditions; and
|
· |
Borrowing costs for electricity generation companies using renewable energy sources with regulated payment systems, which are efficient and well run, within Europe.
|
· |
increasing our vulnerability to general economic and industry conditions;
|
· |
requiring a substantial portion of our cash flow from operations to be dedicated to the payment of principal and interest on our indebtedness, therefore reducing our ability to pay dividends to holders of our shares or to use our cash flow to fund our operations, capital expenditures and future business opportunities;
|
· |
limiting our ability to enter into long-term power sales, fuel purchases and swaps which require credit support;
|
· |
limiting our ability to fund operations or future acquisitions;
|
· |
restricting our ability to make certain distributions with respect to our shares and the ability of our subsidiaries to make certain distributions to us, in light of restricted payment and other financial covenants in our credit facilities and other financing agreements;
|
· |
exposing us to the risk of increased interest rates because a portion of some of our borrowings (below 10% as of the date hereof) are at variable rates of interest;
|
· |
limiting our ability to obtain additional financing for working capital, including collateral postings, capital expenditures, debt service requirements, acquisitions and general corporate or other purposes; and
|
· |
limiting our ability to adjust to changing market conditions and placing us at a competitive disadvantage compared to our competitors who have less debt.
|
· |
general economic and capital market conditions;
|
· |
credit availability from banks and other financial institutions;
|
· |
investor confidence in us, our partners: Algonquin, as our largest shareholder upon the completion of the Share Sale, for which all conditions precedent have been satisfied and for which the parties have commenced the process for the transfer of our shares, which we expect to close in the upcoming days, and Abengoa as a shareholder and a supplier;
|
· |
final outcome of Abengoa’s insolvency proceedings;
|
· |
our financial performance and the financial performance of our subsidiaries;
|
· |
our level of indebtedness and compliance with covenants in debt agreements;
|
· |
maintenance of acceptable project credit ratings or credit quality;
|
· |
cash flow; and
|
· |
provisions of tax and securities laws that may impact raising capital.
|
· |
reducing our receipt of dividends, fees, interest payments, loans and other sources of cash, since the project company will typically be prohibited from distributing cash to us and our subsidiaries during the pendency of any default;
|
· |
causing us to record a loss in the event the lender forecloses on the assets of the project company; and
|
· |
the loss or impairment of investors’ and project finance lenders’ confidence in us.
|
· |
the level and timing of capital expenditures we make;
|
· |
the level of our operating and general and administrative expenses;
|
· |
seasonal variations in revenues generated by the business;
|
· |
operational performance of our assets;
|
· |
potential capital expenditure requirements in our assets in the case there were technical problems not covered by the EPC contractor guarantee or by insurance;
|
· |
our debt service requirements and other liabilities;
|
· |
fluctuations in our working capital needs;
|
· |
our ability to borrow funds;
|
· |
restrictions contained in our debt agreements (including our project-level financing);
|
· |
changes in our revenues due to delays in collections from our offtakers, legal disputes regarding contact terms or adjustments contemplated in existing regulation or changes in regulation or taxes in the countries in which we operate;
|
· |
potential restrictions on payment of dividends arising from cross-default provisions with Abengoa or change of ownership provisions included in certain of our project financing agreements; and
|
· |
other business risks affecting our cash levels.
|
· |
Renewable energy assets in the initial public offering consisted of (i) two solar power plants in the United States, Solana and Mojave, each with a gross capacity of 280 MW; (ii) one on-shore wind farm in Uruguay, Palmatir, with a gross capacity of 50 MW and (iii) a solar power complex in Spain, Solaben 2/3, with a gross capacity of 100 MW.
|
· |
Efficient natural gas power assets consisting of ACT Energy Mexico, or ACT, a 300 MW cogeneration plant in Mexico.
|
· |
Electric transmission lines consisting of (i) two lines in Peru, ATN and ATS, spanning a total of 931 miles; and (ii) three lines in Chile, Quadra 1, Quadra 2, and Palmucho, spanning a total of 87 miles.
|
Assets
|
Type
|
Ownership
|
Location
|
Currency
(1)
|
Capacity
(Gross)
|
Offtaker
|
Counterparty
Credit
Rating
(2)
|
COD
|
Contract
Years Left
|
||||||||
Solana
|
Renewable (Solar)
|
100% Class B
(3)
|
Arizona (USA)
|
USD
|
280 MW
|
APS
|
A-/A3/A-
|
4Q 2013
|
26
|
||||||||
Mojave
|
Renewable (Solar)
|
100%
|
California (USA)
|
USD
|
280 MW
|
PG&E
|
A-/A3/A-
|
4Q 2014
|
22
|
||||||||
Solaben 2/3
(4)
|
Renewable (Solar)
|
70%
(5)
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
3Q 2012 & 2Q 2012
|
20 / 19
|
||||||||
Solacor 1/2
(6)
|
Renewable (Solar)
|
87%
(7)
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
1Q 2012 & 1Q 2012
|
19 / 19
|
||||||||
PS10/20
(8)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
31 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
1Q 2007 & 2Q 2009
|
14 / 16
|
||||||||
Helioenergy 1/2
(9)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
3Q 2011 & 4Q 2011
|
19 / 19
|
||||||||
Helios 1/2
(10)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
2Q 2012 & 3Q2012
|
20 / 20
|
||||||||
Solnova 1/3/4
(11)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
3x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
2Q 2010 & 2Q 2010 & 3Q 2010
|
17 / 17 / 18
|
||||||||
Solaben 1/6
(12)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
3Q 2013
|
21 / 21
|
||||||||
Seville PV
|
Renewable (Solar)
|
80%
(13)
|
Spain
|
EUR
|
1 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
3Q 2006
|
18
|
||||||||
Kaxu
|
Renewable (Solar)
|
51%
(14)
|
South Africa
|
ZAR
|
100 MW
|
Eskom
|
BB/Baa3/ BB+
(15)
|
1Q 2015
|
17
|
||||||||
Palmatir
|
Renewable (Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/ BBB-
(16)
|
2Q 2014
|
16
|
||||||||
Cadonal
|
Renewable (Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/ BBB-
(16)
|
4Q 2014
|
17
|
||||||||
Mini-hydro Peru
|
Renewable (Hydro)
|
100%
|
Peru
|
USD
|
4 MW
|
Peru
|
BBB+/A3/ BBB+
|
2Q 2012
|
15
|
||||||||
ACT
|
Efficient Natural Gas Power
(19)
|
100%
|
Mexico
|
USD
|
300 MW
|
Pemex
|
BBB+/A3/ BBB+
|
2Q 2013
|
15
|
||||||||
ATN
|
Transmission Line
|
100%
|
Peru
|
USD
|
362 miles
|
Peru
|
BBB+/A3/ BBB+
|
1Q 2011
|
23
|
||||||||
ATS
|
Transmission Line
|
100%
|
Peru
|
USD
|
569 miles
|
Peru
|
BBB+/A3/ BBB+
|
1Q 2014
|
26
|
||||||||
ATN2
|
Transmission Line
|
100%
|
Peru
|
USD
|
81 miles
|
Minera Las Bambas
|
Not rated
|
2Q 2015
|
15
|
||||||||
Quadra 1/2
|
Transmission Line
|
100%
|
Chile
|
USD
|
49 miles/32 miles
|
Sierra Gorda
|
Not rated
|
2Q 2014/ 1Q 2014
|
17/17
|
||||||||
Palmucho
|
Transmission Line
|
100%
|
Chile
|
USD
|
6 miles
|
Enel Generacion Chile
|
BBB+/Baa2/ BBB+
|
4Q 2007
|
20
|
||||||||
Honaine
|
Water
|
25.5%
(17)
|
Algeria
|
USD
|
7 M ft3/day
|
Sonatrach
|
Not rated
|
3Q 2012
|
20
|
||||||||
Skikda
|
Water
|
34.2%
(18)
|
Algeria
|
USD
|
3.5 M ft3/day
|
Sonatrach
|
Not rated
|
1Q 2009
|
16
|
(1) |
Certain contracts denominated in U.S. dollars are payable in local currency.
|
(2) |
Reflects the counterparty’s issuer credit ratings issued by Standard & Poor’s Ratings Services, or S&P, Moody’s Investors Service Inc., or Moody’s, and Fitch Ratings Ltd, or Fitch.
|
(3) |
On September 30, 2013, Liberty agreed to invest $300 million in Class A shares of Arizona Solar Holding, the holding company of Solana, in exchange for a share of the dividends and the taxable loss generated by Solana. See note 1 to our Annual Consolidated Financial Statements.
|
(4) |
Solaben 2 and Solaben 3 are separate special purpose vehicles with separate agreements, but they are treated as a single platform.
|
(5) |
Itochu Corporation, a Japanese trading company, holds 30.0% of the shares in each of Solaben 2 and Solaben 3.
|
(6) |
Solacor 1 and Solacor 2 are separate special purpose vehicles with separate agreements but they are treated as a single platform.
|
(7) |
JGC Corporation, a Japanese engineering company, holds 13.0% of the shares in each of Solacor 1 and Solacor 2.
|
(8) |
PS10 and PS20 are separate special purpose vehicles with separate agreements but they are treated as a single platform.
|
(9) |
Helioenergy 1 and Helioenergy 2 are separate special purpose vehicles with separate agreements but they are treated as a single platform.
|
(10) |
Helios 1 and Helios 2 are separate special purpose vehicles with separate agreements but they are treated as a single platform.
|
(11) |
Solnova 1, Solnova 3 and Solnova 4 are separate special purpose vehicles with separate agreements but they are treated as a single platform.
|
(12) |
Solaben 1 and Solaben 6 are separate special purpose vehicles with separate agreements, but they are treated as a single platform.
|
(13) |
Instituto para la Diversificacion y Ahorro de la Energia, or IDEA, a Spanish state-owned company, holds 20.0% of the shares in Seville PV.
|
(14) |
Industrial Development Corporation of South Africa owns 29.0% and Kaxu Community Trust owns 20.0% of Kaxu.
|
(15) |
Refers to the credit rating of the Republic of South Africa.
|
(16) |
Refers to the credit rating of Uruguay, as UTE is unrated.
|
(17) |
Algerian Energy Company, SPA owns 49.0% of Honaine and Valoriza Agua, S.L., subsidiary of Sacyr S.A., owns the remaining 25.5%.
|
(18) |
Algerian Energy Company, SPA owns 49.0% of Skikda and Valoriza Agua, S.L., subsidiary of Sacyr S.A., owns the remaining 16.8%.
|
(19) |
Previously named “Conventional Power.”
|
Assets
|
Type
|
Ownership
|
Location
|
Currency
|
Capacity
(Gross)
|
Offtaker
|
Counterparty
Credit
Rating
(1)
|
COD
|
Contract
Years Left
|
||||||||
Solana
|
Renewable (Solar)
|
100% Class B
|
Arizona (USA)
|
USD
|
280 MW
|
APS
|
A-/A3/A-
|
4Q 2013
|
26
|
||||||||
Mojave
|
Renewable (Solar)
|
100%
|
California (USA)
|
USD
|
280 MW
|
PG&E
|
A-/A3/A-
|
4Q 2014
|
22
|
||||||||
Solaben 2/3
|
Renewable (Solar)
|
70%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
3Q 2012 & 2Q 2012
|
20 / 19
|
||||||||
Solacor 1/2
|
Renewable (Solar)
|
87%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
1Q 2012 & 1Q 2012
|
19 / 19
|
||||||||
PS10/20
(8)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
31 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
1Q 2007 & 2Q 2009
|
14 / 16
|
||||||||
Helioenergy 1/2
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
3Q 2011 & 4Q 2011
|
19 / 19
|
||||||||
Helios ½
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
2Q 2012 & 3Q2012
|
20 / 20
|
||||||||
Solnova 1/3/4
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
3x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
2Q 2010 & 2Q 2010 & 3Q 2010
|
17 / 17 / 18
|
||||||||
Solaben 1/6
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
3Q 2013
|
21 / 21
|
||||||||
Seville PV
|
Renewable (Solar)
|
80%
|
Spain
|
EUR
|
1 MW
|
Wholesale market/Spanish Electric System
|
BBB+/Baa2/A-
|
3Q 2006
|
18
|
||||||||
Kaxu
|
Renewable (Solar)
|
51%
|
South Africa
|
ZAR
|
100 MW
|
Eskom
|
BB/Baa3/ BB+
(2)
|
1Q 2015
|
17
|
||||||||
Palmatir
|
Renewable (Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/ BBB-
(3)
|
2Q 2014
|
16
|
||||||||
Cadonal
|
Renewable (Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/ BBB-
(3)
|
4Q 2014
|
17
|
||||||||
Mini-hydro Peru
|
Renewable (Hydro)
|
100%
|
Peru
|
USD
|
4 MW
|
Peru
|
BBB+/A3/ BBB+
|
2Q 2012
|
15
|
(1) |
Reflects counterparty’s issuer credit ratings issued by S&P, Moody’s and Fitch.
|
(2) |
Refers to the credit rating of the Republic of South Africa.
|
(3) |
Refers to the credit rating of Uruguay, as UTE is unrated.
|
Asset
|
Location
|
Capacity
|
Currency
|
Offtaker
|
Counterparty
Credit Rating
(1)
|
COD
|
Contract
Years
Left
|
||||||||
ACT
|
Mexico
|
300 MW
|
U.S. dollars
(2)
|
Pemex
|
BBB+/A3/BBB+
|
2Q 2013
|
15
|
(1) |
Reflects the counterparty’s issuer credit ratings issued by S&P, Moody’s and Fitch.
|
(2) |
Payable in Mexican pesos.
|
Asset
|
Location
|
Length
|
Currency
(1)
|
Offtaker
|
Counterparty
Credit Rating
(2)
|
COD
|
Contract
Years
Left
|
||||||||
ATN
|
Peru
|
362 miles
|
U.S. dollars
|
Peru
|
BBB+/A3/BBB+
|
1Q 2011
|
23
|
||||||||
ATS
|
Peru
|
569 miles
|
U.S. dollars
|
Peru
|
BBB+/A3/BBB+
|
1Q 2014
|
26
|
||||||||
ATN2
|
Peru
|
81 miles
|
U.S. dollars
|
Minera Las Bambas
|
Not rated
|
2Q 2015
|
15
|
||||||||
Quadra 1
|
Chile
|
49 miles
|
U.S. dollars
|
Sierra Gorda
|
Not rated
|
2Q 2014
|
17
|
||||||||
Quadra 2
|
Chile
|
32 miles
|
U.S. dollars
|
Sierra Gorda
|
Not rated
|
1Q 2014
|
17
|
||||||||
Palmucho
|
Chile
|
6 miles
|
U.S. dollars
|
Enel Generacion Chile
|
BBB+/Baa2/BBB+
|
4Q 2007
|
20
|
(1) |
Certain contracts denominated in U.S. dollars are payable in local currency.
|
(2) |
Reflects counterparty’s issuer credit ratings issued by S&P, Moody’s and Fitch.
|
(i) |
the approximately 356-mile, 220kV line from Carhuamayo-Paragsha-Conococha-Kiman Ayllu-Cajamarca Norte;
|
(ii) |
the 4.3-mile, 138kV link between the existing Huallanca substation and Kiman Ayllu substations;
|
(iii) |
the 1.9-mile, 138kV link between the 138kV Carhuamayo substation and the 220kV Carhuamayo substation;
|
(iv) |
the new Conococha and Kiman Ayllu substations; and
|
(v) |
the expansion of the Cajamarca Norte, 220kV Carhuamayo, 138kV Carhuamayo and 220kV Paragsha substations.
|
Line
|
kV
|
Beginning
|
End
|
COD
|
|||||
1
|
220
|
Carhuamayo
|
Paragsha
|
January 11, 2011
|
|||||
2
|
220
|
Paragsha
|
Conococha
|
February 24, 2011
|
|||||
3
|
220
|
Conococha
|
Kiman Ayllu
|
December 28, 2011
|
|||||
4
|
220
|
Kiman Ayllu
|
Cajamarca Norte
|
June 26, 2011
|
i. |
one 500kV electric transmission line and two short 220kV electric transmission lines, which are linked to existing substations;
|
ii. |
three 500kV substations; and
|
iii. |
the expansion of three existing substations (two existing 220kV substations and one existing 550/220kV substation), through the development of new transformers, line reactors, series reactive compensation and shunt reactions in some substations.
|
Assets
|
Type
|
Location
|
Capacity
|
Offtaker
|
Currency
(1)
|
Counterparty
Credit
Rating
|
COD
|
Contract
Years
Left
|
|||||||||
Honaine
|
Water
|
Algeria
|
7 M ft
3
/day
|
Sonatrach
|
U.S. dollar
|
Not rated
|
3Q 2012
|
20
|
|||||||||
Skikda
|
Water
|
Algeria
|
3.5 M ft
3
/day
|
Sonatrach
|
U.S. dollar
|
Not rated
|
1Q 2009
|
16
|
(1) |
Payable in local currency.
|
· |
high quality offtakers, with long-term contracted revenue;
|
· |
project financing in place at each project;
|
· |
operations and maintenance contract in place at each project;
|
· |
management and operational systems and processes at an adequate level;
|
· |
focus on regions and countries that provide an optimal balance between growth opportunities and security and risk considerations, including the United States, Canada, Mexico, Chile, Peru, Uruguay, Colombia and the European Union; and
|
· |
preference for U.S. dollar-denominated revenues.
|
· |
Cogeneration
. The electricity produced is used to supply power to the establishments associated with the cogeneration process and/or the shareholders of the cogeneration company;
|
· |
Self-Supply Generation
. The electricity produced is used for the self-supply purposes of the holder of the relevant self-supply power generation permit and/or its shareholders;
|
· |
Independent Power Production
. All the electricity produced is delivered to CFE;
|
· |
Small-Scale Production
. The electricity produced does not exceed 30 MW and is used for export purposes or the supply of all power output is sold to CFE;
|
· |
Exports
. The electricity produced is exported in its entirety; and
|
· |
Imports for Independent Consumption
. The import of power is used for self-supply purposes.
|
· |
Oil and Gas Law, or
Ley de Hidrocarburos
;
|
· |
Electric Industry Law, or
Ley de la Industria Electrica
;
|
· |
Geothermal Energy Law, or
Ley de Energia Geotermica
;
|
· |
Petroleos Mexicanos Law, or
Ley de Petroleos Mexicanos
;
|
· |
Federal Electricity Commission Law, or
Ley de la Comision Federal de Electricidad
;
|
· |
Energy Regulatory Bodies Law, or
Ley de los Organos Reguladores Coordinados en Materia Energetica
;
|
· |
National Industrial Safety and Environmental Protection Law of the Oil and Gas Sector, or
Ley de la Agencia Nacional de Seguridad Industrial y de Proteccion al Medio Ambiente del Sector Hidrocarburos
;
|
· |
Mexican Petroleum Fund for Stabilization and Development, or
Ley del Fondo Mexicano del Petroleo para la Estabilizacion y el Desarrollo
; and
|
· |
Oil and Gas Revenue Law, or
Ley de Ingresos sobre Hidrocarburos
.
|
· |
Foreign Investment Law, or
Ley de Inversion Extranjera
;
|
· |
Mining Law, or
Ley Minera
;
|
· |
Private Public Partnerships Law, or
Ley de Asociaciones Publico Privadas
;
|
· |
National Water Law, or
Ley de Aguas Nacionales
;
|
· |
Federal Law of Government-Owned Entities, or
Ley Federal de las Entidades Paraestatales
;
|
· |
Public Sector Acquisitions, Leases and Services Law, or
Ley de Adquisiciones, Arrendamientos y Servicios del Sector Publico
;
|
· |
Public Works and Related Services Law, or
Ley de Obras Publicas y Servicios Relacionados con las mismas
;
|
· |
Organizational Law of the Federal Government, or
Ley Organica de la Administracion Publica Federal
;
|
· |
Federal Fees Law, or
Ley Federal de Derechos
;
|
· |
Fiscal Coordination Law, or
Ley de Coordinacion Fiscal
;
|
· |
Federal Budget and Treasury Accountability Law, or
Ley Federal de Presupuesto y Responsabilidad Hacendaria
; and
|
· |
General Public Debt Law, or
Ley General de Deuda Publica
.
|
· |
Regulations of the Oil and Gas Law, or
Reglamento de la Ley de Hidrocarburos
;
|
· |
Regulations of the activities referred to in Chapter Three of the Oil and Gas Law, or
Reglamento de las actividades a que se refiere el Titulo Tercero de la Ley de Hidrocarburos
;
|
· |
Oil and Gas Revenue Law Regulations, or
Reglamento de la Ley de Ingresos sobre Hidrocarburos
;
|
· |
Electric Industry Law, or
Reglamento de la Ley de la Industria Electrica
;
|
· |
Geothermal Energy Law Regulations, or
Reglamento de la Ley de Energia Geotermica
;
|
· |
Regulations of Petroleos Mexicanos Law, or
Reglamento de la Ley de Petroleos Mexicanos
;
|
· |
Regulations of the Federal Commission of Electricity Law, or
Reglamento de la Ley de la Comision Federal de Electricidad
;
|
· |
Internal Regulations of the Mexican Ministry of Energy, or
Reglamento Interior de la Secretaria de Energia
; and
|
· |
Internal Regulations of the National Agency of Industrial Safety and Environmental Protection, or
Reglamento Interior de la Agencia Nacional de Seguridad Industrial y de Proteccion al Medio Ambiente del Sector Hidrocarburos
.
|
· |
Decree amending and supplementing various provisions of the Public Partnerships Law Regulation, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley de Asociaciones Publico Privadas;
|
· |
Decree amending and supplementing various provisions of the Federal Budget and Treasury Accountability Law, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley Federal de Presupuesto y Responsabilidad Hacendaria
;
|
· |
Decree amending and supplementing various provisions of the Internal Regulation for the Ministry of Finance and Public Credit, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento Interior de la Secretaria de Hacienda y Credito Publico
;
|
· |
Decree amending and supplementing various provisions of the Regulations of the Mining Law, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley Minera
;
|
· |
Decree amending and supplementing various provisions of the Regulations of the Foreign Investment Law and of the National Registry of Foreign Investment, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley de Inversion Extranjera y del Registro Nacional de Inversiones Extranjeras
;
|
· |
Decree amending and supplementing various provisions of the Internal Regulations of the Ministry of Economics, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento Interior de la Secretaria de Economia
;
|
· |
Decree amending and supplementing various provisions of the Internal Regulations of the Ministry of Agrarian, Territory and Urban Development, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento Interior de la Secretaria de Desarrollo Agrario, Territorial y Urbano
;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law for Sustainable Forestry Development, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General de Desarrollo Forestal Sustentable
;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection on Environmental Impact Assessment, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del Equilibrio Ecologico y la Proteccion al Ambiente en Materia de Evaluacion del Impacto Ambiental
;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection regarding prevention and Control of Air Pollution, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del Equilibrio Ecologico y la Proteccion al Ambiente en Materia de Prevencion y Control de la Contaminacion de la Atmosfera
;
|
· |
Decree amending and supplementing various provisions for the Regulations of the General Law for Prevention and Integral Waste Management, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General para la Prevencion y Gestion Integral de Residuos
;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection on Environmental Zoning, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del Equilibrio Ecologico y la Proteccion al Ambiente en Materia de Ordenamiento Ecologico
;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection regarding Emissions to the Atmosphere and Transfer of Pollutants, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del Equilibrio Ecologico y la Proteccion al Ambiente en Materia de Registro de Emisiones y Transferencia de Contaminantes
;
|
· |
Decree amending and supplementing various provisions of the Internal Regulations of the Ministry of Environment and Natural Resources, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento Interior de la Secretaria de Medio Ambiente y Recursos Naturales
; and
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection on Self-Regulation and Environmental Audits, or
Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del Equilibrio Ecologico y la Proteccion al Ambiente en Materia de Autorregulacion y Auditorias Ambientales
.
|
· |
Participation open to the private sector in the generation of electricity through a permit granted by CRE. Private parties may also sell the energy generated and transmitted by CFE through commercial schemes.
|
· |
Participation of the private sector, together with CFE, in the activities of transmission and distribution through the execution of the corresponding contracts.
|
· |
Participation of the private sector in activities of financing, maintenance, management, operation and expansion of the power infrastructure through service contracts with CFE, with adequate compensation.
|
· |
Transformation of the CENACE into a decentralized public body responsible for the operational control of the national electric grid, so that it is an impartial third party (and not the CFE) that operates the wholesale electricity market, guaranteeing open access to the national electric grid, for both transmission and distribution of electric power.
|
· |
Creation of the MEM, operated by the CENACE, in which the participants carry out electric power purchase and sale transactions through contracts between the participants in the MEM. The CENACE is now responsible for managing the supply and demand of the MEM participants, carrying out transactions and generating prices continuously. The price that will be paid in the MEM transactions will be a competitive price, reflecting the costs of generation and other operating costs of electricity, as well as the volume of electric power demanded and supplied in the MEM.
|
· |
Creation of the trader, under the new Electric Industry Law, as the holder of a MEM participant agreement, which purpose is to carry out trading activities (execution of contracts for purchase and sale of electricity within the MEM, among others). The traders may sign contracts with qualified users (through the provider-trader) or execute such contracts with other traders (non-provider trader).
|
· |
The permits granted by the CRE under the currently repealed Electricity Law, will continue in force under its terms. The holders of those permits that choose to remain under the provisions of the Electricity Law may, at any time, transfer to the new rules.
|
· |
The Geothermal Energy Law, the purpose of which is to regulate the recognition, exploration and exploitation of geothermal resources for the use of underground thermal energy within the limits of Mexican territory, in order to generate electricity or use it otherwise.
|
· |
The activities regulated by the Geothermal Energy Law are considered to be in the public interest and their development will have preference over activities of other sectors when there is a conflict.
|
· |
The activities pursued under the Geothermal Energy Law will be carried out through different registries, permits, authorizations and concessions granted by the competent authorities applicable for each case. For exploration activities, a permit will be sufficient, while for exploitation activities, a concession will be required.
|
· |
Amendment of several articles of the National Water Law, for the purpose of (i) adapting certain definitions of that law to the new definitions introduced by the Geothermal Energy Law; (ii) including geothermal fields under regulated, prohibited or reserved zones; and (iii) establishing the obligation of requesting the relevant permits, authorizations and concessions from the National Water Commission in order to engage in the activities of geothermal fields exploration.
|
.
|
The Mexican Constitution
. Pursuant to articles 25, 27 and 28 of the Mexican Constitution, the supply of electricity, a public service in Mexico, including its generation, transmission, transformation, distribution and sale are activities expressly reserved to the Mexican federal government.
|
.
|
Electricity Law
. Along with its regulations, this law provides the main legal framework through which the Mexican federal government, acting through CFE, provides the public its electricity supply, as well as the regulations applicable to power generation, sale and purchase for the private sector.
|
.
|
Law of the Energy Regulatory Commission
,
Ley de la Comision Reguladora de Energia
. This regulates the manner in which the CRE operates.
|
.
|
Resolution number RES/146/2001, issued by the CRE: Fee Calculation Methodology for Electricity Transmission Services
,
Metodologia para la determinacion de los cargos por servicios de transmisionn de energia electrica
. This regulation provides the mechanism pursuant to which CFE will calculate the appropriate charges for the requests of transmission services.
|
.
|
Interconnection Agreement
,
Contrato de Interconexion
, issued by the CRE.
|
.
|
Transmission Agreement
,
Convenio de Transmision
, issued by the CRE.
|
.
|
Methodology and criteria for high-efficiency cogeneration
,
Metodologia y criterios de cogeneracion eficiente
.
|
.
|
Guidelines for the validation as high-efficiency cogeneration systems
(
Disposiciones para acreditar sistemas de cogeneracion eficiente
).
|
. |
Political Constitution of the Mexican United States
|
. |
Electric Industry Law
|
. |
Regulation of the Electric Industry Law
|
. |
Law of the Federal Commission of Energy
|
. |
Law of the Coordinated Regulatory Agencies in Energy Matters
|
. |
Energy Transmission Law, or
Ley de Transicion Energetica
|
. |
Guidelines of the Market
|
. |
Green certificates
. Producers of renewable energy receive a “green certificate” for each MWh they generate, and suppliers of energy have an obligation to purchase part of the energy that they supply from renewable sources.
|
. |
Investment grants and direct subsidies
. These help defray the costs of installing renewable energy generation plants.
|
. |
Tax exemptions or relief
. These include ITCs, cash grants in lieu of tax credits and accelerated depreciation, among others.
|
. |
System of direct support of prices
. These include regulated tariffs and premiums and involve a regulatory guarantee to purchase energy generated by a renewable energy plant for an allotted period of time at a fixed tariff per kWh, for a maximum annual number of hours, so that the producer is ensured of a reasonable return on its investment.
|
. |
Royal Decree-law 9/2013, of July 12, containing emergency measures to guarantee the financial stability of the electricity system, referred to as Royal Decree-law 9/2013;
|
. |
Law 24/2013, of December 26, the Electricity Sector Act, referred to as the Electricity Act;
|
. |
Royal Decree 413/2014, of June 6, regulating electricity production from renewable energy sources, combined heat and power and waste, referred to as Royal Decree 413/2014;
|
. |
Ministerial Order IET/1045/2014 of June 16, published on June 20, 2014, approving the remuneration parameters for standard facilities, applicable to certain electricity production facilities based on renewable energy, cogeneration and waste, referred to as Revenue Order;
|
. |
Ministerial Order IET/1882/2014 of October 14, published on October 16, 2014, establishing the methodology for the calculation of the electricity associated to the gas consumption in CSP plants; and
|
. |
Ministerial Order ETU/130/2017 of February 17, published on February 22, 2017, updating the remuneration parameters for the existing standard renewable energy installations applicable from 1 January 2017, referred to as Updated Parameters Order.
|
. |
Priority off-take
. Producers of electricity from renewable sources will have priority over conventional generators in transmitting to offtakers the energy they produce over conventional generators under equal market conditions, subject to the secure operation of the national electricity system and based on transparent and non-discriminatory criteria.
|
. |
Priority of access and connection to transmission and distribution networks
. Producers of electricity from renewable energy sources will have priority in obtaining access and connecting to the grid, subject to the terms set forth in the regulations, on the basis of objective, transparent and non-discriminatory criteria.
|
. |
Entitlement to a specific payment scheme
. Producers of electricity from renewable sources will receive specific reimbursement that shall not exceed the minimum amount necessary to cover their costs. This enables them to compete on a level playing field with the other, non-renewable technologies on the market while achieving a reasonable return on investment.
|
. |
Offer to sell the energy they produce through the market operator even when they have not entered into a contract and so are excluded from the bidding system managed by the market operator.
|
. |
Maintain the plant’s planned production capacity. Power lines, which include connections with the transmission or distribution network and transformers, are considered part of the production facility.
|
. |
Contract and pay the corresponding fees, whether directly or through their representatives, to the transmission or distribution companies to which the renewable energy facilities are connected in order for their power to be fed into the grid.
|
. |
The “standard per-MW investment value” is added to the “standard per-MW operating cost” (both updated from July 2013 with a 7.398% rate of return); i.e., what it would have cost a well-run and efficient enterprise to build, maintain and run the facility from its start-up until the time Royal Decree-law 9/2013 came into force.
|
. |
From the resulting total, the “standard per-MW total revenue valued at the electricity pool price,” earned by each type of plant from its start-up through entry into force of Royal Decree-law 9/2013 (also updated applying the 7.398% rate of return) is subtracted.
|
. |
The result (the standard per-MW investment value plus standard per-MW operating cost minus standard per-MW total revenue) is the “net investment value” i.e. the costs unrecovered by the plant owner as of July 14, 2013.
|
. |
Payments for investment to be made after Royal Decree-law 9/2013 came into force and during every year of a plant’s remaining statutory useful life are calculated by (a) adding the net investment value (calculated as explained above) to the “expected operating costs until the end of the asset’s statutory useful life;” and (b) deducting the “expected revenue on the market up to that same point in time” (in both cases, the amount would be discounted to July 2013 by applying the 7.398% rate of return). The annual amount to be received would be calculated so that it would be the same amount every year until the end of the statutory useful life.
|
. |
Net investment value
. This consists of a standard amount per MW for each type of plant, calculated by the method set out in Royal Decree 413/2014, which is the amount invested in the plant and not depreciated as of July 14, 2013.
|
. |
Useful life of the plant
. For solar thermal plants this is 25 years.
|
. |
Return on investment
. Considering the net asset value determined on the basis of a standard cost per MW built, an amount is set per unit of power, which enables investment costs that cannot be recovered through the pool price to be recouped over the useful life of the plant.
|
. |
Operating remuneration
. An amount is set per unit of power and hour that, added to the pool price, enables the producer to recoup all the plant’s operating and maintenance costs. Operating expenses include the cost of land, electricity, gas and water bills, management, security, corrective and preventive maintenance, representation costs, the Spanish tax on special immovable properties, insurance, applicable generation charges and a generation tax which is equal to 7% of total revenue.
|
. |
Maximum number of operating hours
. A maximum number of hours is set for which each plant type can receive the operating remuneration.
|
. |
Operating threshold
. Plants must operate for more than a set number of hours per year to receive the return on investment and operating remuneration.
|
. |
Minimum operating hours
. Plants that cross the operating threshold but operate for fewer hours than the annual minimum hours receive a lower remuneration.
|
Useful
Life
(1)
|
Return on
Investment
2017
(euros/MW)
|
Operating
Remuneration
2017
(euros/GWh)
|
Maximum
Hours
|
Minimum
Hours
|
Operating
Threshold
|
||||||||||||||||
Solaben 2
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
|||||||||||||||
Solaben 3
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
|||||||||||||||
Solacor 1
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
|||||||||||||||
Solacor 2
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
|||||||||||||||
PS 10
|
25 years
|
555,614
|
67,735
|
1,859
|
1,115
|
651
|
|||||||||||||||
PS 20
|
25 years
|
411,953
|
61,918
|
1,859
|
1,115
|
651
|
|||||||||||||||
Helioenergy 1
|
25 years
|
406,247
|
46,273
|
2,028
|
1,217
|
710
|
|||||||||||||||
Helioenergy 2
|
25 years
|
406,247
|
46,273
|
2,028
|
1,217
|
710
|
|||||||||||||||
Helios 1
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
|||||||||||||||
Helios 2
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
|||||||||||||||
Solnova 1
|
25 years
|
418,356
|
46,843
|
2,028
|
1,217
|
710
|
|||||||||||||||
Solnova 3
|
25 years
|
418,356
|
46,843
|
2,028
|
1,217
|
710
|
|||||||||||||||
Solnova 4
|
25 years
|
418,356
|
46,843
|
2,028
|
1,217
|
710
|
|||||||||||||||
Solaben 1
|
25 years
|
408,123
|
46,342
|
2,028
|
1,217
|
710
|
|||||||||||||||
Solaben 6
|
25 years
|
408,123
|
46,342
|
2,028
|
1,217
|
710
|
|||||||||||||||
Seville PV
|
30 years
|
714,115
|
33,257
|
2,092
|
1,255
|
732
|
(1) |
According to the Royal Decree 413/2014.
|
· |
Appropriate profit for this specific type of renewable electricity generation and electricity generation as a whole, considering the financial condition of the Spanish electricity system and Spanish prevailing economic conditions; and
|
· |
Borrowing costs for electricity generation companies using renewable energy sources with regulated payment systems, which are efficient and well run, within Europe.
|
· |
40% of the tax base before the amortization or depreciation and before the offset of tax loss carryforwards for taxpayers (subject to requirements to keep up employment levels); or
|
· |
20% of the tax base before the amortization or depreciation and before the offset of tax loss carryforwards for taxpayers (without employment requirements).
|
(1) |
ACIN directly holds one share in each of ABY Concessions Peru S.A., ATN S.A. and ATS S.A.
|
(2) |
Atlantica Yield plc directly holds one share in Palmucho and 10 shares in each of Quadra 1 and Quadra 2.
|
(3) |
30% is held by Itochu, a Japanese company.
|
(4) |
13% is held by JGC, a Japanese company.
|
(5) |
AEC holds 49% of Honaine and Skikda. Valoriza Agua, S.L. holds 25.5% of Honaine and 16.9% of Skikda.
|
(6) |
20% of Seville PV is held by Instituto de Diversificacion y Ahorro de la Energia, or IDEA, a Spanish state-owned company.
|
(7) |
ATN holds a 25% stake in ATN2.
|
ITEM 5. |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS
|
Year ended December 31,
|
||||||||||||||||||||||||
2017
|
2016 |
2015
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
North America
|
$
|
332.7
|
33.0
|
%
|
$
|
337.0
|
34.7
|
%
|
$
|
328.1
|
41.5
|
%
|
||||||||||||
South America
|
120.8
|
12.0
|
%
|
118.8
|
12.2
|
%
|
112.5
|
14.2
|
%
|
|||||||||||||||
EMEA
|
554.9
|
55.0
|
%
|
516.0
|
53.1
|
%
|
350.3
|
44.3
|
%
|
|||||||||||||||
Total revenue
|
$
|
1,008.4
|
100
|
%
|
$
|
971.8
|
100
|
%
|
$
|
790.9
|
100
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2017
|
2016 |
2015
|
||||||||||||||||||||||
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
||||||||||||||
Renewable Energy
|
$
|
767.2
|
76.1
|
%
|
$
|
724.3
|
74.5
|
%
|
$
|
543.0
|
68.7
|
%
|
||||||||||||
Efficient Natural Gas Power
|
119.8
|
11.9
|
%
|
128.1
|
13.2
|
%
|
138.7
|
17.5
|
%
|
|||||||||||||||
Electric Transmission
|
95.1
|
9.4
|
%
|
95.1
|
9.8
|
%
|
86.4
|
10.9
|
%
|
|||||||||||||||
Water
|
26.3
|
2.6
|
%
|
24.3
|
2.5
|
%
|
22.8
|
2.9
|
%
|
|||||||||||||||
Total revenue
|
$
|
1,008.4
|
100
|
%
|
$
|
971.8
|
100
|
%
|
$
|
790.9
|
100
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2017 |
2016
|
2015 | ||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
North America
|
$
|
282.3
|
84.9
|
%
|
$
|
284.7
|
84.5
|
%
|
$
|
279.6
|
85.2
|
%
|
||||||||||||
South America
|
108.8
|
90.0
|
%
|
124.6
|
104.9
|
%
|
110.9
|
98.6
|
%
|
|||||||||||||||
EMEA
|
388.2
|
70.0
|
%
|
354.0
|
68.6
|
%
|
233.7
|
66.7
|
%
|
|||||||||||||||
Further Adjusted EBITDA
(1)
|
$
|
779.3
|
77.3
|
%
|
$
|
763.3
|
78.5
|
%
|
$
|
624.2
|
78.9
|
%
|
Year ended December 31, | ||||||||||||||||||||||||
2017 | 2016 |
|
2015 | |||||||||||||||||||||
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
|||||||||||||
Renewable Energy
|
$
|
569.2
|
74.2
|
%
|
$
|
538.4
|
74.3
|
%
|
$
|
414.0
|
76.2
|
%
|
||||||||||||
Efficient Natural Gas Power
|
106.1
|
88.6
|
%
|
106.5
|
83.2
|
%
|
107.7
|
77.6
|
%
|
|||||||||||||||
Electric Transmission
|
87.7
|
92.2
|
%
|
104.8
|
110.2
|
%
|
89.0
|
103.1
|
%
|
|||||||||||||||
Water
|
16.3
|
62.0
|
%
|
13.6
|
56.0
|
%
|
13.5
|
59.6
|
%
|
|||||||||||||||
Further Adjusted EBITDA
(1)
|
$
|
779.3
|
77.3
|
%
|
$
|
763.3
|
78.5
|
%
|
$
|
624.2
|
78.9
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the year ended December 31, 2016 and for the first quarter of 2017 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
U.S. Dollar per €1.00
|
||||||||||||||||
High
|
Low
|
Average
|
Period End
|
|||||||||||||
Year
|
||||||||||||||||
2013
|
1.3816
|
1.2774
|
1.3303
|
1.3779
|
||||||||||||
2014
|
1.3927
|
1.2101
|
1.3296
|
1.2101
|
||||||||||||
2015
|
1.2015
|
1.0524
|
1.1096
|
1.0859
|
||||||||||||
2016
|
1.1516
|
1.0375
|
1.0552
|
1.0552
|
||||||||||||
2017
|
1.2488
|
1.0416
|
1.1359
|
1.2022
|
||||||||||||
Month
|
||||||||||||||||
July 2017
|
1.1826
|
1.1336
|
1.1530
|
1.1826
|
||||||||||||
August 2017
|
1.2025
|
1.1703
|
1.1813
|
1.1894
|
||||||||||||
September 2017
|
1.2041
|
1.1747
|
1.1913
|
1.1813
|
||||||||||||
October 2017
|
1.1847
|
1.1580
|
1.1755
|
1.1648
|
||||||||||||
November 2017
|
1.1936
|
1.1577
|
1.1743
|
1.1898
|
||||||||||||
December 2017
|
1.2022
|
1.1725
|
1.1836
|
1.2022
|
||||||||||||
January 2018
|
1.2488
|
1.1922
|
1.2197
|
1.2428
|
||||||||||||
February 2018
|
1.2482
|
1.2211
|
1.2340
|
1.2211
|
||||||||||||
March 2018 (through March 2, 2018) | 1.2314 | 1.2216 | 1.2265 | 1.2314 |
U.S. Dollar per R1.00
|
||||||||||||||||
High
|
Low
|
Average
|
Period End
|
|||||||||||||
Year
|
||||||||||||||||
2013
|
10.4925
|
8.4927
|
9.6436
|
10.4850
|
||||||||||||
2014
|
11.7455
|
10.2990
|
10.8420
|
11.5425
|
||||||||||||
2015
|
15.7510
|
11.2705
|
12.7645
|
15.4660
|
||||||||||||
2016
|
16.8845
|
13.2725
|
14.6821
|
13.7000
|
||||||||||||
2017
|
14.4925
|
12.3000
|
13.2957
|
12.3750
|
||||||||||||
Month
|
||||||||||||||||
July 2017
|
13.5950
|
12.9050
|
13.1504
|
13.2225
|
||||||||||||
August 2017
|
13.4700
|
12.9800
|
13.2272
|
12.9925
|
||||||||||||
September 2017
|
13.5375
|
12.7625
|
13.1698
|
13.5100
|
||||||||||||
October 2017
|
14.1725
|
13.2600
|
13.6975
|
14.1325
|
||||||||||||
November 2017
|
14.4925
|
13.5950
|
14.0428
|
13.6425
|
||||||||||||
December 2017
|
13.7225
|
12.3000
|
13.0918
|
12.3750
|
||||||||||||
January 2018
|
12.4950
|
11.8525
|
12.1951
|
11.8900
|
||||||||||||
February 2018
|
12.1325
|
11.5500
|
11.8216
|
11.7800
|
||||||||||||
March 2018 (through March 2, 2018) | 11.9575 | 11.8825 | 11.9200 | 11.9575 |
As of and for the year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
Renewable Energy
|
||||||||||||
MW in operation
1
|
1,442
|
1,442
|
1,441
|
|||||||||
GWh produced
|
3,167
|
3,087
|
2,536
|
|||||||||
Efficient Natural Gas Power
|
||||||||||||
MW in operation
1
|
300
|
300
|
300
|
|||||||||
GWh produced
2
|
2,372
|
2,416
|
2,465
|
|||||||||
Availability (%)
3
|
100.5
|
%
|
99.1
|
%
|
101.7
|
%
|
||||||
Electric Transmission
|
||||||||||||
Miles in operation
|
1,099
|
1,099
|
1,099
|
|||||||||
Availability (%)
3
|
97.9
|
%
|
100.0
|
%
|
99.9
|
%
|
||||||
Water
|
||||||||||||
Mft
3
in operation
|
10.5
|
10.5
|
10.5
|
|||||||||
Availability (%)
3
|
101.8
|
%
|
101.8
|
%
|
101.5
|
%
|
Year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
$ in millions
|
||||||||||||
Revenue
|
$
|
1,008.4
|
$
|
971.8
|
$
|
790.9
|
||||||
Other operating income
|
80.8
|
65.5
|
68.8
|
|||||||||
Raw materials and consumables used
|
(17.0
|
)
|
(26.9
|
)
|
(23.2
|
)
|
||||||
Employee benefit expenses
|
(18.7
|
)
|
(14.8
|
)
|
(5.8
|
)
|
||||||
Depreciation, amortization and impairment charges
|
(311.0
|
)
|
(332.9
|
)
|
(261.3
|
)
|
||||||
Other operating expenses
|
(284.5
|
)
|
(260.3
|
)
|
(224.9
|
)
|
||||||
Operating profit/(loss)
|
$
|
458.0
|
$
|
402.4
|
$
|
344.5
|
||||||
Financial income
|
1.0
|
3.3
|
3.5
|
|||||||||
Financial expense
|
(463.7
|
)
|
(408.0
|
)
|
(333.9
|
)
|
||||||
Net exchange differences
|
(4.1
|
)
|
(9.6
|
)
|
3.9
|
|||||||
Other financial income/(expense), net
|
18.4
|
8.5
|
(200.2
|
)
|
||||||||
Financial expense, net
|
$
|
(448.4
|
)
|
$
|
(405.8
|
)
|
$
|
(526.7
|
)
|
|||
Share of profit/(loss) of associates carried under the equity method
|
5.3
|
6.7
|
(7.8
|
)
|
||||||||
Profit/(loss) before income tax
|
$
|
14.9
|
$
|
3.4
|
$
|
(174.4
|
)
|
|||||
Income tax
|
(119.8
|
)
|
(1.7
|
)
|
(23.8
|
)
|
||||||
Profit/(loss) for the year
|
$
|
(104.9
|
)
|
$
|
1.6
|
$
|
(198.2
|
)
|
||||
Profit/(loss) attributable to non-controlling interests
|
(6.9
|
)
|
(6.5
|
)
|
(10.8
|
)
|
||||||
Loss for the year attributable to the parent company
|
$
|
(111.8
|
)
|
$
|
(4.9
|
)
|
$
|
(209.0
|
)
|
Year ended December 31,
|
||||||||
2017
|
2016
|
|||||||
Other operating income
|
$ in millions
|
|||||||
Grants
|
59.7
|
59.1
|
||||||
Income from various services
|
21.1
|
6.4
|
||||||
Total
|
80.8
|
65.5
|
Year ended December 31,
|
||||||||||||||||
2017
|
2016
|
|||||||||||||||
Other operating expenses
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Leases and fees
|
6.6
|
0.7
|
%
|
5.3
|
0.5
|
%
|
||||||||||
Operation and maintenance
|
129.9
|
12.9
|
%
|
133.3
|
13.7
|
%
|
||||||||||
Independent professional services
|
36.2
|
3.6
|
%
|
30.5
|
3.2
|
%
|
||||||||||
Supplies
|
20.4
|
2.0
|
%
|
17.2
|
1.8
|
%
|
||||||||||
Insurance
|
24.3
|
2.4
|
%
|
23.4
|
2.4
|
%
|
||||||||||
Levies and duties
|
52.4
|
5.2
|
%
|
44.5
|
4.6
|
%
|
||||||||||
Other expenses
|
14.7
|
1.5
|
%
|
6.2
|
0.6
|
%
|
||||||||||
Total
|
284.5
|
28.2
|
%
|
260.3
|
26.8
|
%
|
Year ended December 31, | ||||||||
Financial income and financial expense
|
2017 |
2016
|
||||||
$ in millions
|
||||||||
Financial income
|
1.0
|
3.3
|
||||||
Financial expense
|
(463.7
|
)
|
(408.0
|
)
|
||||
Net exchange differences
|
(4.1
|
)
|
(9.6
|
)
|
||||
Other financial income/(expense), net
|
18.4
|
8.5
|
||||||
Financial expense, net
|
(448.4
|
)
|
(405.8
|
)
|
Year ended December 31, | ||||||||
Financial expense
|
2017
|
2016
|
||||||
$ in millions
|
||||||||
Expenses due to interest:
|
||||||||
Loans with credit entities
|
(253.7
|
)
|
(242.9
|
)
|
||||
Other debts
|
(137.6
|
)
|
(91.0
|
)
|
||||
Interest rates losses derivatives: cash flow hedges
|
(72.4
|
)
|
(74.1
|
)
|
||||
Total
|
(463.7
|
)
|
(408.0
|
)
|
Year ended December 31,
|
||||||||
Other financial income/(expense), net
|
2017
|
2016
|
||||||
$ in millions
|
||||||||
Dividend from ACBH
|
10.4
|
28.0
|
||||||
Other financial income
|
28.8
|
13.0
|
||||||
Impairment preferred equity investment in ACBH
|
-
|
(22.1
|
)
|
|||||
Other financial losses
|
(20.8
|
)
|
(10.4
|
)
|
||||
Total
|
18.4
|
8.5
|
Year ended December 31,
|
||||||||
2016
|
2015
|
|||||||
Other operating income
|
$ in millions
|
|||||||
Grants
|
59.1
|
67.8
|
||||||
Income from various services
|
6.4
|
1.0
|
||||||
Total
|
65.5
|
68.8
|
Year ended December 31,
|
||||||||||||||||
2016
|
2015
|
|||||||||||||||
Other operating expenses
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Leases and fees
|
5.3
|
0.5
|
%
|
3.9
|
0.5
|
%
|
||||||||||
Operation and maintenance
|
133.3
|
13.7
|
%
|
116.5
|
14.7
|
%
|
||||||||||
Independent professional services
|
30.5
|
3.2
|
%
|
19.0
|
2.4
|
%
|
||||||||||
Supplies
|
17.2
|
1.8
|
%
|
18.0
|
2.3
|
%
|
||||||||||
Insurance
|
23.4
|
2.4
|
%
|
20.2
|
2.6
|
%
|
||||||||||
Levies and duties
|
44.5
|
4.6
|
%
|
32.4
|
4.1
|
%
|
||||||||||
Other expenses
|
6.2
|
0.6
|
%
|
14.9
|
1.9
|
%
|
||||||||||
Total
|
260.3
|
26.8
|
%
|
224.9
|
28.5
|
%
|
Year ended December 31,
|
||||||||
Financial income and financial expense |
2016
|
2015
|
||||||
$ in millions
|
||||||||
Financial income
|
3.3
|
3.5
|
||||||
Financial expense
|
(408.0
|
)
|
(333.9
|
)
|
||||
Net exchange differences
|
(9.6
|
)
|
3.9
|
|||||
Other financial income/(expense), net
|
8.5
|
(200.2
|
)
|
|||||
Financial expense, net
|
(405.8
|
)
|
(526.7
|
)
|
Year ended December 31,
|
||||||||
Financial expense
|
2016
|
2015
|
||||||
Expenses due to interest:
|
$ in millions
|
|||||||
Loans with credit entities
|
(242.9
|
)
|
(197.9
|
)
|
||||
Other debts
|
(91.0
|
)
|
(81.9
|
)
|
||||
Interest rates losses derivatives: cash flow hedges
|
(74.1
|
)
|
(54.1
|
)
|
||||
Total
|
(408.0
|
)
|
(333.9
|
)
|
Year ended December 31,
|
||||||||
Other financial income/(expenses)
|
2016
|
2015
|
||||||
$ in millions
|
||||||||
Dividend from ACBH
|
28.0
|
18.4
|
||||||
Other financial income
|
13.0
|
1.5
|
||||||
Impairment preferred equity investment in ACBH
|
(22.1
|
)
|
(210.4
|
)
|
||||
Other financial losses
|
(10.4
|
)
|
(9.7
|
)
|
||||
Total
|
8.5
|
(200.2
|
)
|
· |
North America;
|
· |
South America; and
|
· |
EMEA.
|
· |
Renewable Energy, which includes our activities related to the production electricity from solar power and wind plants;
|
· |
Efficient Natural Gas (previously named “conventional”) Power, which includes our activities related to the production of electricity and steam from natural gas;
|
· |
Electric Transmission, which includes our activities related to the operation of electric transmission lines; and
|
· |
Water, which includes our activities related to desalination plants.
|
Year ended December 31,
|
||||||||||||||||
2017
|
2016
|
|||||||||||||||
Revenue by geography
|
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
||||||||
North America
|
332.7
|
33.0
|
%
|
337.0
|
34.7
|
%
|
||||||||||
South America
|
120.8
|
12.0
|
%
|
118.8
|
12.2
|
%
|
||||||||||
EMEA
|
554.9
|
55.0
|
%
|
516.0
|
53.1
|
%
|
||||||||||
Total revenue
|
1,008.4
|
100.0
|
%
|
971.8
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2017
|
2016
|
|||||||||||||||
Further Adjusted EBITDA by geography
|
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
||||||||
North America
|
282.3
|
84.9
|
%
|
284.7
|
84.5
|
%
|
||||||||||
South America
|
108.8
|
90.0
|
%
|
124.6
|
104.9
|
%
|
||||||||||
EMEA
|
388.2
|
70.0
|
%
|
354.0
|
68.6
|
%
|
||||||||||
Further Adjusted EBITDA
(1)
|
779.3
|
77.3
|
%
|
763.3
|
78.5
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the year ended December 31, 2016 and for the first quarter of 2017 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB, and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
Volume produced/availability
|
|||||||||
Year ended December 31,
|
|||||||||
Volume by geography
|
2017
|
2016
|
|||||||
North America (GWh)
|
3,695
|
3,684
|
|||||||
South America (miles in operation)
|
1,099
|
1,099
|
|||||||
South America (GWh)
|
325
|
296
|
|||||||
EMEA (GWh)
|
1,519
|
1,523
|
|||||||
EMEA (capacity in M ft
3
per day)
|
10.5
|
10.5
|
Revenue by business sector
|
Year ended December 31,
|
|||||||||||||||
2017
|
2016
|
|||||||||||||||
Revenue by business sector
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
|||||||||
Renewable energy
|
767.2
|
76.1
|
%
|
724.3
|
74.5
|
%
|
||||||||||
Efficient natural gas power
|
119.8
|
12.0
|
%
|
128.1
|
13.2
|
%
|
||||||||||
Electric transmission lines
|
95.1
|
9.4
|
%
|
95.1
|
9.8
|
%
|
||||||||||
Water
|
26.3
|
2.6
|
%
|
24.3
|
2.5
|
%
|
||||||||||
Total revenue
|
1,008.4
|
100.0
|
%
|
971.8
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2017
|
2016
|
|||||||||||||||
Further Adjusted EBITDA by business sector
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
|||||||||
Renewable energy
|
569.2
|
74.2
|
%
|
538.4
|
74.3
|
%
|
||||||||||
Efficient natural gas power
|
106.1
|
88.6
|
%
|
106.5
|
83.2
|
%
|
||||||||||
Electric transmission lines
|
87.7
|
92.2
|
%
|
104.8
|
110.2
|
%
|
||||||||||
Water
|
16.3
|
62.0
|
%
|
13.6
|
56.0
|
%
|
||||||||||
Further Adjusted EBITDA
(1)
|
779.3
|
77.3
|
%
|
763.3
|
78.5
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the year ended December 31, 2016 and for the first quarter of 2017 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB, and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by business sector
|
2017
|
2016
|
||||||
Renewable energy (GWh)
|
3,167
|
3,087
|
||||||
Efficient natural gas power (GWh)
|
2,372
|
2,416
|
||||||
Electric transmission lines (miles in operation)
|
1,099
|
1,099
|
Year ended December 31,
|
||||||||||||||||
2016
|
2015
|
|||||||||||||||
Revenue by geography
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
|||||||||
North America
|
337.0
|
34.7
|
%
|
328.1
|
41.5
|
%
|
||||||||||
South America
|
118.8
|
12.2
|
%
|
112.5
|
14.2
|
%
|
||||||||||
EMEA
|
516.0
|
53.1
|
%
|
350.3
|
44.3
|
%
|
||||||||||
Total revenue
|
971.8
|
100.0
|
%
|
790.9
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2016
|
2015
|
|||||||||||||||
Further Adjusted EBITDA by geography
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
|||||||||
North America
|
284.7
|
84.5
|
%
|
279.6
|
85.2
|
%
|
||||||||||
South America
|
124.6
|
104.9
|
%
|
110.9
|
98.6
|
%
|
||||||||||
EMEA
|
354.0
|
68.6
|
%
|
233.7
|
66.7
|
%
|
||||||||||
Further Adjusted EBITDA
(1)
|
763.3
|
78.5
|
%
|
624.2
|
78.9
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for 2016 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB, and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by geography
|
2016
|
2015
|
||||||
North America (GWh)
|
3,684
|
3,687
|
||||||
South America (miles in operation)
|
1,099
|
1,099
|
||||||
South America (GWh)
|
296
|
313
|
||||||
EMEA (GWh)
|
1,523
|
1,001
|
||||||
EMEA (capacity in M ft
3
per day)
|
10.5
|
10.5
|
Year ended December 31,
|
||||||||||||||||
2016
|
2015
|
|||||||||||||||
Revenue by business sector
|
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
||||||||
Renewable energy
|
724.3
|
74.5
|
%
|
543.0
|
68.7
|
%
|
||||||||||
Efficient natural gas power
|
128.1
|
13.2
|
%
|
138.7
|
17.5
|
%
|
||||||||||
Electric transmission lines
|
95.1
|
9.8
|
%
|
86.4
|
10.9
|
%
|
||||||||||
Water
|
24.3
|
2.5
|
%
|
22.8
|
2.9
|
%
|
||||||||||
Total revenue
|
971.8
|
100.0
|
%
|
790.9
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2016
|
2015
|
|||||||||||||||
Further Adjusted EBITDA by business sector
|
|
$ in
millions
|
|
% of
revenue
|
|
$ in
millions
|
|
% of
revenue
|
||||||||
Renewable energy
|
538.4
|
74.3
|
%
|
414.0
|
76.2
|
%
|
||||||||||
Efficient natural gas power
|
106.5
|
83.2
|
%
|
107.7
|
77.6
|
%
|
||||||||||
Electric transmission lines
|
104.8
|
110.2
|
%
|
89.0
|
103.1
|
%
|
||||||||||
Water
|
13.6
|
56.0
|
%
|
13.5
|
59.6
|
%
|
||||||||||
Further Adjusted EBITDA
(1)
|
763.3
|
78.5
|
%
|
624.2
|
78.9
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the year ended December 31, 2016 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB, and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by business sector
|
2016
|
2015
|
||||||
Renewable energy (GWh)
|
3,087
|
2,536
|
||||||
Efficient natural gas power (GWh)
|
2,416
|
2,465
|
||||||
Electric transmission lines (miles in operation)
|
1,099
|
1,099
|
· |
debt service requirements on our existing and future debt;
|
· |
cash dividends to investors; and
|
· |
acquisitions of new companies and operations. See “Item 4.B—Business Overview—Our Growth Strategy.”
|
Repayment schedule by geography
|
Total
|
|
Up to one
year
|
|
Between
one and
three years
|
|
Between
three and
five years
|
|
Subsequent
years
|
|||||||||||
$ in millions
|
||||||||||||||||||||
North America
|
$
|
1,821.1
|
$
|
63.9
|
$
|
149.2
|
$
|
171.3
|
$
|
1,436.7
|
||||||||||
South America
|
876.0
|
32.8
|
54.4
|
64.7
|
724.1
|
|||||||||||||||
EMEA
|
2,778.1
|
149.6
|
307.8
|
357.9
|
1,962.8
|
|||||||||||||||
Total project debt
|
$
|
5,475.2
|
$
|
246.3
|
$
|
511.4
|
$
|
593.9
|
$
|
4,123.6
|
||||||||||
Corporate debt
|
$
|
643.1
|
$
|
68.9
|
$
|
253.4
|
$
|
107.3
|
$
|
213.5
|
||||||||||
Total
|
$
|
6,118.3
|
$
|
315.2
|
$
|
764.8
|
$
|
701.2
|
$
|
4,337.1
|
||||||||||
Repayment schedule by business sector
|
Total
|
|
Up to one
year
|
|
Between
one and
three years
|
|
Between
three and
five years
|
|
Subsequent
years
|
|||||||||||
$ in millions
|
||||||||||||||||||||
Renewable energy
|
$
|
4,162.6
|
$
|
199.4
|
$
|
408.2
|
$
|
467.3
|
$
|
3,087.6
|
||||||||||
Efficient natural gas power
|
579.2
|
18.4
|
53.4
|
68.3
|
439.1
|
|||||||||||||||
Electric transmission
|
698.3
|
23.5
|
39.6
|
47.2
|
588.0
|
|||||||||||||||
Water
|
35.1
|
5.0
|
10.2
|
11.1
|
8.9
|
|||||||||||||||
Total project debt
|
$
|
5,475.2
|
$
|
246.3
|
$
|
511.4
|
$
|
593.9
|
$
|
4,123.6
|
||||||||||
Corporate debt
|
$
|
643.1
|
$
|
68.9
|
$
|
253.4
|
$
|
107.3
|
$
|
213.5
|
||||||||||
Total
|
$
|
6,118.3
|
$
|
315.2
|
$
|
764.8
|
$
|
701.2
|
$
|
4,337.1
|
Year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
$ in millions
|
||||||||||||
Gross cash flows from operating activities
|
||||||||||||
Profit/(loss) for the year
|
$
|
(104.9
|
)
|
$
|
1.6
|
$
|
(198.2
|
)
|
||||
Adjustments to reconcile after-tax profit to net cash generated by operating activities
|
848.8
|
664.8
|
734.9
|
|||||||||
Profit for the year adjusted by non-monetary items
|
$
|
743.9
|
$
|
666.4
|
$
|
536.7
|
||||||
Net interest/taxes paid
|
(349.5
|
)
|
(334.0
|
)
|
(310.2
|
)
|
||||||
Variations in working capital
|
(8.8
|
)
|
2.0
|
73.1
|
||||||||
Total net cash flow provided by/(used in) operating activities
|
$
|
385.6
|
$
|
334.4
|
$
|
299.6
|
||||||
Net cash flows from investing activities
|
||||||||||||
Investments in entities under equity method
|
3.0
|
5.0
|
4.4
|
|||||||||
Investments in contracted concessional assets
(1)
|
30.1
|
(6.0
|
)
|
(106.0
|
)
|
|||||||
Other non-current assets/liabilities
|
8.2
|
(3.6
|
)
|
5.7
|
||||||||
Acquisitions / sales of subsidiaries and other financial instruments
|
30.1
|
(21.7
|
)
|
(834.0
|
)
|
|||||||
Total net cash flows provided by/(used in) investing activities
|
$
|
71.4
|
$
|
(26.3
|
)
|
$
|
(929.9
|
)
|
||||
Net cash flows provided by/(used in) financing activities
|
$
|
(416.3
|
)
|
$
|
(226.1
|
)
|
$
|
810.9
|
||||
Net increase in cash and cash equivalents
|
40.7
|
82.0
|
180.6
|
|||||||||
Cash, cash equivalents and bank overdraft at beginning of the year
|
594.8
|
514.7
|
354.2
|
|||||||||
Translation differences cash or cash equivalents
|
33.9
|
(1.9
|
)
|
(20.1
|
)
|
|||||||
Cash and cash equivalents at the end of the period
|
$
|
669.4
|
$
|
594.8
|
$
|
514.7
|
· |
Contracted concessional agreements and PPAs;
|
· |
Impairment of intangible assets and property, plants and equipment;
|
· |
Assessment of control;
|
· |
Derivative financial instruments and fair value estimates; and
|
· |
Income taxes and recoverable amount of deferred tax assets.
|
· |
Revenues from the updated annual revenue for the contracted concession, as well as operations and maintenance services are recognized in each period according to IAS 18 “Revenue.”
|
· |
Operating and maintenance costs and general overheads and administrative costs are recorded in accordance with the nature of the cost incurred (amount due) in each period.
|
· |
Financing costs are expensed as incurred.
|
· |
There are sufficient taxable temporary differences relating to the same tax authority, and the same taxable entity is expected to reverse either in the same period as the expected reversal of the deductible temporary difference or in periods into which a tax loss arising from the deferred tax asset can be carried back or forward.
|
· |
It is probable that the taxable entity will have sufficient taxable profit, relating to the same tax authority and the same taxable entity, in the same period as the reversal of the deductible temporary difference (or in the periods into which a tax loss arising from the deferred tax asset can be carried back or forward).
|
· |
Tax planning opportunities are available to the entity that will create taxable profit in appropriate periods.
|
Total
|
Up to one
year
|
Between
one and
three years
|
Between
three and
five years
|
Subsequent
years
|
||||||||||||||||
$ in millions
|
||||||||||||||||||||
Corporate debt
|
$
|
643.1
|
$
|
68.9
|
$
|
253.4
|
$
|
107.3
|
$
|
213.5
|
||||||||||
Loans with credit institutions (project debt)
|
4,628.3
|
215.1
|
457.9
|
539.4
|
3,415.9
|
|||||||||||||||
Notes and bonds (project debt)
|
846.9
|
31.2
|
53.6
|
54.4
|
707.7
|
|||||||||||||||
Purchase commitments
|
3,149.8
|
141.9
|
230.0
|
259.8
|
2,518.1
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
3,129.3
|
340.5
|
630.1
|
559.9
|
1,598.9
|
Name
|
Position
|
Year of birth
|
||
Daniel Villalba
|
Director and Chairman of the Board
|
1947
|
||
Santiago Seage
|
Chief Executive Officer and Director
|
1969
|
||
Joaquin Fernandez de Pierola
|
Director
|
1971
|
||
Gonzalo Urquijo
|
Director
|
1961
|
||
Jack Robinson
|
Director
|
1942
|
||
Robert Dove
|
Director
|
1954
|
||
Andrea Brentan
|
Director
|
1949
|
||
Francisco J. Martinez
|
Director
|
1958
|
Name
|
Position
|
Year of birth
|
||
Santiago Seage
|
Chief Executive Officer and Director
|
1969
|
||
Francisco Martinez-Davis
|
Chief Financial Officer
|
1963
|
||
Manuel Silvan
|
Vice President Taxes, Risk Management and Compliance
|
1973
|
||
Emiliano Garcia
|
Vice President North America
|
1968
|
||
Antonio Merino
|
Vice President South America
|
1967
|
||
David Esteban
|
Vice President EMEA
|
1979
|
||
Irene M. Hernandez
|
General Counsel
|
1980
|
||
Stevens C. Moore
|
Vice President Strategy and Corporate Development
|
1973
|
Directors, Remuneration for the year ended December 31, 2017
|
||||||||||||||||||||||||
Salary and
Fees
|
All
Taxable
Benefits
|
Annual
Bonuses
|
LTIP
|
Pension
|
Total
|
|||||||||||||||||||
(in thousands of U.S. dollars)
|
||||||||||||||||||||||||
Santiago Seage
|
677.8
|
-
|
924.2
|
-
|
-
|
1,602.0
|
||||||||||||||||||
Daniel Villalba
|
135.0
|
-
|
-
|
-
|
-
|
135.0
|
||||||||||||||||||
Jack Robinson
|
100.0
|
-
|
-
|
-
|
-
|
100.0
|
||||||||||||||||||
Enrique Alarcon
(1)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Eduardo Kausel
(2)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Juan del Hoyo
(3)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Robert Dove
(4)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Andrea Brentan
(5)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Francisco J. Martinez
(6)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Gonzalo Urquijo
(7)
|
-
|
-
|
-
|
-
|
-
|
-
|
||||||||||||||||||
Maria Jose Esteruelas
(8)
|
-
|
-
|
-
|
-
|
-
|
-
|
||||||||||||||||||
Joaquin Fernandez de Pierola
(9)
|
-
|
-
|
-
|
-
|
-
|
-
|
||||||||||||||||||
Total
|
1,212.8
|
-
|
924.2
|
-
|
-
|
2,137.0
|
(1) |
Resigned on June 23, 2017.
|
(2) |
Resigned on June 23, 2017.
|
(3) |
Resigned on June 23, 2017.
|
(4) |
Appointed on June 23, 2017.
|
(5) |
Appointed on June 23, 2017.
|
(6)
|
Appointed on June 23, 2017.
|
(7) |
Appointed on November 22, 2017.
|
(8) |
Replaced on November 22, 2017.
|
(9) |
Appointed on June 23, 2017.
|
Name
|
Position
|
|
Francisco J. Martinez
|
Chairman
|
|
Daniel Villalba
|
Member
|
|
Jack Robinson
|
Member
|
Name
|
Position
|
|
Robert Dove
|
Chairman
|
|
Daniel Villalba
|
Member
|
|
Gonzalo Urquijo
|
Member
|
Name
|
Position
|
|
Jack Robinson
|
Chairman
|
|
Andrea Brentan
|
Member
|
|
Robert Dove
|
Member
|
Name
|
Position
|
|
Daniel Villalba
|
Chairman
|
|
Jack Robinson
|
Member
|
|
Andrea Brentan
|
Member
|
|
Robert Dove
|
Member
|
|
Francisco Jose Martinez
|
Member
|
Geography
|
Year ended December 31,
|
|||||||||||
2017
|
2016
(1)
|
2015
(1)
|
||||||||||
EMEA
|
56
|
53
|
40
|
|||||||||
North America
|
28
|
28
|
8
|
|||||||||
South America
|
15
|
9
|
6
|
|||||||||
Corporate
|
86
|
85
|
41
|
|||||||||
Total
|
185
|
175
|
95
|
(1) |
Prior period numbers have been adjusted to conform current calculation method.
|
· |
each of our directors and executive officers;
|
· |
our directors and executive officers as a group; and
|
· |
each person known to us to beneficially own 5% and more of our ordinary shares.
|
(1) |
This information is based solely on the Schedule 13D filed on April 7, 2017 by Abengoa, S.A., a corporation incorporated under the laws of Spain. The direct beneficial owner of the shares is ACIL Luxco 2 S.A. The registered address of Abengoa, S.A. is Campus Palmas Altas, C/ Energia Solar, 41014, Seville, Spain. Once the Share Sale is complete, for which all conditions precedent have been satisfied and for which the parties have commenced the process for the transfer of our shares, which we expect to close in the upcoming days, Alqonquin will own 25,000,000 shares, or approximately 25.0% of our outstanding shares and ACIL Luxco 2 S.A. will own 6,844,547 shares, or approximately 16.47% of our outstanding shares.
|
· |
Term
. Contract terms range from 20 to 30 years, typically mirroring the duration of financing contracts. The only exceptions are ATN, ATS, ATN2, Solaben 2/3 and Solacor 1/2 which are subject to shorter terms, with renewal clauses.
|
· |
Services
. Contracts
typically
cover all day-to-day operation and maintenance services, including procurement of equipment, scheduling and performance of maintenance, operation of the facility, training and supervision of personnel, as well as compliance with laws and regulations, safety and security programs, environmental services and technical reporting.
|
· |
Termination
. Typically, either party may terminate the agreement upon default by the counterparty. The relevant project-level company that owns the asset can typically terminate due to payment default, winding-up of the operator, failure of the operator to perform material obligations, termination of the PPA and, in some cases, for failure to reach certain performance ratios, the imposition of fines or penalties in excess of certain threshold amounts or force majeure. The operator can typically terminate in the event of payment default, winding-up of the project-level company, failure of the project-level company to perform material obligations and, in some cases, force majeure. Some projects allow termination by us at certain points in time.
|
· |
Compensation
. Operation and maintenance contracts in Solana and Mojave provide for a fixed fee of approximately $500,000 per plant per year, which is indexed to U.S. CPI and a variable fee paid in periods in which net operating profit exceeds the target. In addition, the operator is entitled to reimbursement of certain costs. In other projects, including ATN, ATS and each of our solar power assets in Spain, the operation and maintenance contract provides for an all-in fee under which the operator must bear substantially all costs for the operation and maintenance of the plant.
|
· |
The amount of our quarterly cash available for distribution could be impacted by restrictions on cash distributions contained in our project-level financing arrangements, which require that our project-level subsidiaries comply with certain financial tests and covenants in order to make such cash distributions. Generally, these restrictions limit the frequency of permitted cash distributions to semi-annual or annual payments, and prohibit distributions unless specified debt service coverage ratios, historical and/or projected, are met. See the sub-sections entitled “—Project Level Financing” under the individual project descriptions in “Item 4.B—Business Overview—Our Operations.” When forecasting cash available for distribution and dividend payments we have aimed to take these restrictions into consideration, but we cannot guarantee future dividends.
|
· |
The financing arrangements of some of our project subsidiaries contained cross-default provisions related to Abengoa, such that debt defaults by Abengoa could trigger defaults under such project financing arrangements. In addition, some of our project financing arrangements contained a change of control provision that would be triggered if Abengoa ceases to own at least 35.0% of Atlantica Yield’s shares. During the years 2015, 2016 and 2017, waivers and forbearances were obtained for most of our project financing agreements from all the parties of these project financing arrangements containing such covenants. In March 2017, we obtained a waiver in our Kaxu project financing arrangement which waives any potential cross-defaults with Abengoa up to that date, but it does not cover potential future cross-default events. In the case of Solana and Mojave, a forbearance agreement signed with the DOE in 2016 with respect to these assets allows reductions of Abengoa’s ownership of our shares if it results from (i) a sale or other disposition at any time pursuant to and in connection with a subsequent insolvency proceeding by Abengoa, or (ii) capital increases by us. In other events of reduction of ownership by Abengoa below the minimum ownership threshold such as sales of shares by Abengoa, the available DOE remedies will not include debt acceleration, but DOE remedies available could include limitations on distributions to us from Solana and Mojave. In addition, the minimum ownership threshold for Abengoa’s ownership of our shares has been reduced from 35.0% to 30.0%. In November 2017, in the context of the agreement reached between Abengoa and Algonquin for the acquisition by Algonquin of 25.0% of our shares and based on the obligations of Abengoa under an EPC contract, we signed a consent in relation to the Solana and Mojave projects which reduces the minimum ownership required by Abengoa in us from 30.0% to 16.0%, subject to certain conditions precedent. In Solana, the EPC guarantee period expired without reaching the expected production. As the EPC supplier, Abengoa agreed to provide certain compensations. As a result, the main conditions precedent included several payments by Abengoa to Solana before December 2017 and February 2018 (subsequently postponed to May 2018), for a total amount of $120 million. Additionally, Abengoa has recognized other obligations to Solana for $6.5 million per half-year over 10 years starting in December 2018. In December 2017, Solana received $42.5 million which was used to repay project finance debt. Solana is expected to receive in March 2018 an additional $77.5 million. From this amount $52.5 million are expected to be used to repay project debt and $25 million are expected to cover other current and potential future Abengoa obligations.
|
· |
Additionally, indebtedness we have incurred under the 2019 Notes, the Revolving Credit Facility and the Note Issuance Facility contain, among other covenants, certain financial incurrence and maintenance covenants, as applicable. See “Item 5.B—Liquidity and Capital Resources—Financing Arrangements.” In addition, we may incur debt in the future to acquire new projects, the terms of which will likely require commencement of commercial operations prior to our ability to receive cash distributions from such acquired projects. These agreements likely will contain financial tests and covenants that our subsidiaries must satisfy prior to making distributions. Should we or any of our project-level subsidiaries be unable to satisfy these covenants or if any of us are otherwise in default under such facilities, we may be unable to receive sufficient cash distributions to pay our stated quarterly cash dividends notwithstanding our stated cash dividend policy. See the “Project Level Financing” descriptions contained in “Item 4.B—Business Overview—Our Operations” for a description of such restrictions.
|
· |
We and our board of directors have the authority to establish cash reserves for the prudent conduct of our business and for future cash dividends to our shareholders, and the establishment of or increase in those reserves could result in a reduction in cash dividends from levels we currently anticipate pursuant to our stated cash dividend policy. These reserves may account for the fact that our project-level cash flows may vary from year to year based on, among other things, changes in prices under offtake agreements, operational costs and other project contracts, compliance with the terms of project debt including debt repayment schedules, the transition to market or recontracted pricing following the expiration of offtake agreements, working capital requirements and the operating performance of the assets. Our board of directors may increase reserves to account for the seasonality that has historically existed in our assets’ cash flows and the variances in the pattern and frequency of distributions to us from our assets during the year. Furthermore, our board of directors may increase reserves in light of the uncertainty associated with Abengoa’s financial condition to account for potential costs that we may incur or limitations that may be imposed upon us as a result of cross-defaults under our project financing arrangements associated with Abengoa.
|
· |
We may lack sufficient cash to pay dividends to our shareholders due to cash flow shortfalls attributable to a number of operational, commercial or other factors, including low availability, unexpected operating interruptions, legal liabilities, costs associated with governmental regulation, changes in governmental subsidies, changes in regulation, as well as increases in our operating and/or general and administrative expenses, including existing contracts with Abengoa and its subsidiaries, principal and interest payments on our and our subsidiaries’ outstanding debt, income tax expenses, failure of Abengoa to comply with its obligations under the agreements in place including obligations of Abengoa as EPC contractor on assets that are still within their respective guarantee periods, working capital requirements or anticipated cash needs at our project-level subsidiaries. See “Item 3.D—Risk Factors” for more information on the risks to which our business is subject.
|
· |
We may pay cash to our shareholders via capital reduction in lieu of dividends in some years.
|
· |
Our project companies’ cash distributions to us (in the form of dividends or other forms of cash distributions such as shareholder loan repayments) and, as a result, our ability to pay or grow our dividends, are dependent upon the performance of our subsidiaries and their ability to distribute cash to us. The ability of our project-level subsidiaries to make cash distributions to us may be restricted by, among other things, the provisions of existing and future indebtedness, applicable corporation laws and other laws and regulations.
|
· |
Our board of directors may, by resolution, amend the cash dividend policy at any time. Our board of directors may elect to change the amount of dividends, suspend any dividend or decide to pay no dividends even if there is ample cash available for distribution.
|
Price per Share
|
||||||||
High
|
Low
|
|||||||
(Amounts in U.S. dollars)
|
||||||||
Most recent six months
|
||||||||
March 2018 (through March 6, 2018) | 20.43 | 19.99 | ||||||
February 2018
|
25.53
|
19.44
|
||||||
January 2018
|
21.79
|
20.73
|
||||||
December 2017
|
22.58
|
20.62
|
||||||
November 2017
|
25.99
|
22.31
|
||||||
October 2017
|
22.55
|
19.30
|
||||||
September 2017
|
21.09
|
19.44
|
||||||
Year ended December 31, 2017
|
||||||||
Fourth quarter
|
25.99
|
19.30
|
||||||
Third quarter
|
22.66
|
19.44
|
||||||
Second quarter
|
21.77
|
19.38
|
||||||
First quarter
|
22.87
|
19.24
|
||||||
Year ended December 31, 2016
|
||||||||
Fourth quarter
|
19.80
|
16.55
|
||||||
Third quarter
|
21.32
|
18.01
|
||||||
Second quarter
|
19.17
|
15.78
|
||||||
First quarter
|
19.19
|
13.11
|
||||||
Most Recent Full Financial Years
|
||||||||
2017
|
25.99
|
19.44
|
||||||
2016
|
21.32
|
13.11
|
||||||
2015
(1)
|
38.80
|
14.15
|
(1) |
Our ordinary shares were admitted to trading on the NASDAQ Global Select Market following the consummation of our IPO on June 12, 2014. There was no public market for our ordinary shares before our IPO.
|
· |
you hold Atlantica Yield shares as an investment for tax purposes, as capital assets and you are the absolute beneficial owner thereof for UK tax purposes;
|
· |
you are an individual, you are not resident in the United Kingdom for UK tax purposes and do not hold Atlantica Yield shares for the purposes of a trade, profession, or vocation that you carry on in the United Kingdom through a branch or agency, or if you are a corporation, you are not resident in the UK for UK tax purposes and do not hold the securities for the purpose of a trade carried on in the United Kingdom through a permanent establishment in the United Kingdom; and
|
· |
you are not domiciled in the United Kingdom for UK inheritance tax purposes.
|
(a) |
that is, for U.S. federal income tax purposes, (i) a citizen or resident of the United States, (ii) a corporation (or other entity taxable as a corporation) created or organized in or under the laws of the United States or any political subdivision thereof, (iii) an estate the income of which is subject to U.S. federal income taxation regardless of its source, or (iv) a trust if a court within the United States is able to exercise primary supervision over the administration of the trust and one or more U.S. persons have the authority to control all substantial decisions of the trust, or the trust has validly elected to be treated as a domestic trust for U.S. federal income tax purposes;
|
(b) |
that holds the shares as capital assets for U.S. federal income tax purposes; and
|
(c) |
that owns, directly, indirectly or by attribution, less than 5% both of the vote and value of the interest in Atlantica Yield.
|
· |
project debt in U.S. dollars: between 70% and 100% of the notional amount, maturities until 2032 and average guaranteed interest rates of between 2.32% and 5.27%
|
· |
project debt in euro: between 87% and 100% of the notional amount, maturities until 2030 and average guaranteed interest rates of between 3.20% and 4.87%
|
Balance as of December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
($ in millions)
|
||||||||||||
Maturity
|
||||||||||||
Up to 3 months
|
186.7
|
151.2
|
126.8
|
|||||||||
Between 3 and 6 months
|
—
|
—
|
—
|
|||||||||
Total
|
186.7
|
151.2
|
126.8
|
(a) |
Evaluation of Disclosure Controls and Procedures
|
Deloitte
|
Other
Auditors
|
Total
|
||||||||||
($ in thousands)
|
||||||||||||
Audit Fees
|
1,689
|
15
|
1,704
|
|||||||||
Audit-Related Fees
|
303
|
-
|
303
|
|||||||||
Tax Fees
|
-
|
-
|
-
|
|||||||||
All Other Fees
|
25
|
-
|
25
|
|||||||||
Total
|
2,017
|
15
|
2,032
|
Deloitte
(1)
|
Other
Auditors
(1)
|
Total
(1)
|
||||||||||
($ in thousands)
|
||||||||||||
Audit Fees
|
1,553
|
15
|
1,568
|
|||||||||
Audit-Related Fees
|
118
|
-
|
118
|
|||||||||
Tax Fees
|
-
|
-
|
-
|
|||||||||
All Other Fees
|
19
|
-
|
19
|
|||||||||
Total
|
1,690
|
15
|
1,705
|
(1)
|
Aggregate fees for the year ended December 31, 2016 have been adjusted to conform to the criteria used for the year ended December 31, 2017
|
- |
The Audit Committee shall review and approve in advance the annual plan and scope of work of the independent external auditor, including staffing of the audit, and shall (i) review with the independent external auditor any audit-related concerns and management’s response and (ii) confirm that any examination is performed in accordance with the relevant accounting standards;
|
- |
The Audit Committee shall pre-approve all audit services, and all permitted non-audit services (including the fees and terms thereof) to be performed for us by the independent auditors, to the extent required by law. The Audit Committee may delegate to one or more Committee members the authority to grant pre-approvals for audit and permitted non-audit services to be performed for us by the independent auditor, provided that decisions of such members to grant pre-approvals shall be presented to the full Audit Committee at its next regularly scheduled meeting;
|
- |
The list of audit services and all permitted non-audit services (including the fees and terms thereof) to be performed for us by the independent auditors pre-approved by the Audit Committee, considering that these services clearly allowed from the point of independence is the following:
|
o |
Audit services, including audit of financial statements, limited reviews, comfort letters, other verification works requested by regulator or supervisors;
|
o |
Audit-related services, including due diligence services, verification of corporate social responsibility report, accounting or internal control advisory and preparation courses on these topics;
|
- |
Tax services;
|
- |
Other specific services, such as evaluation of the design, implementation and operation of a financial information system or control over financial reporting; and
|
- |
Courses or seminars.
|
Exhibit No.
|
Description
|
|
1.1
|
Articles of Association of Atlantica Yield plc (incorporated by reference from Exhibit 3.1 to Atlantica Yield plc’s Form 6-K filed with the SEC on May 26, 2016 – SEC File No. 001-36487).
|
|
4.1
|
Amended and Restated Right of First Offer Agreement by and between Abengoa Yield plc (now Atlantica Yield plc) and Abengoa, S.A., dated December 9, 2014 (incorporated by reference from Exhibit 10.1 to Atlantica Yield plc’s Registration Statement on Form F-1 filed with the SEC on December 11, 2014 – SEC File No. 333-200848).
|
|
4.2
|
Amended and Restated Financial Support Agreement by and between Atlantica Yield plc and Abengoa, S.A. (incorporated by reference from Exhibit 4.2 to Atlantica Yield plc’s Form 6-K submitted to the SEC on November 13, 2017 – SEC File No. 001-36487).
|
|
4.5
|
Operation and Maintenance Agreement between Abengoa Solar Espana, S.A. and Solaben Electricidad Dos, S.A., dated December 10, 2012 (incorporated by reference from Exhibit 10.8 to Atlantica Yield plc’s draft registration statement on Form F-1 submitted to the SEC on February 28, 2014 – SEC File No. 377-00503).
|
4.6
|
Operation and Maintenance Agreement between Abengoa Solar Espana, S.A. and Solaben Electricidad Tres, S.A., dated December 10, 2012 (incorporated by reference from Exhibit 10.9 to Atlantica Yield plc’s draft registration statement on Form F-1 submitted to the SEC on February 28, 2014 – SEC File No. 377-00503).
|
4.7
|
Indenture dated November 17, 2014, by and among Abengoa Yield plc (now Atlantica Yield plc), as issuer, Abengoa Concessions Peru, S.A., Abengoa Solar US Holdings Inc. and Abengoa Solar Holdings USA Inc., as guarantors, The Bank of New York Mellon, as trustee, registrar, paying agent and transfer agent, and The Bank of New York Mellon (Luxembourg) S.A., as Luxembourg paying agent and Luxembourg transfer agent, relating to the issuance and sale by Abengoa Yield plc (now Atlantica Yield plc) of $255,000,000 aggregate principal amount of 7.000% Senior Notes due 2019 (incorporated by reference from Exhibit 10.10 to Atlantica Yield plc’s Registration Statement on Form F-1 filed with the SEC on December 11, 2014 – SEC File No. 333-200848).
|
|
4.8
|
Form of Global Notes relating to the issuance and sale by Abengoa Yield plc (now Atlantica Yield plc) of $255,000,000 aggregate principal amount of 7.000% Senior Notes due 2019 (incorporated by reference from Exhibit 10.10 to Atlantica Yield plc’s Registration Statement on Form F-1 filed with the SEC on December 11, 2014 – SEC File No. 333-200848).
|
|
4.9
|
The Amended and Restated Credit and Guaranty agreement, dated June 26, 2015, among Abengoa Yield plc (now Atlantica Yield plc), the guarantors from time to time party thereto, HSBC Bank plc, HSBC Corporate Trust Company (UK) Limited, Bank of America, N.A., Banco Santander, S.A., Citigroup Global Markets Limited, RBC Capital Markets, Barclays Bank plc and UBS AG, London Branch (incorporated by reference from Exhibit 4.13 to Atlantica Yield plc’s annual report on Form 20-F submitted to the SEC on March 1, 2015 – Sec File No. 001-36487).
|
|
4.10
|
The Note Issuance Facility, dated February 10, 2017, among Atlantica Yield plc, HSBC Corporate Trust Company (UK) Limited as collateral agent, Elavon Financial Services DAC, UK Branch as agent, and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder (incorporated by reference from Exhibit 4.10 to Atlantica Yield plc’s amendment to the annual report on Form 20-F/A submitted to the SEC on March 29, 2017 – SEC File No. 001-36487).
|
|
4.11
|
Amendment No. 1 to the Note Issuance Facility Agreement among Atlantica Yield plc, HSBC Corporate Trust Company (UK) Limited as collateral agent, Elavon Financial Services DAC, UK Branch as agent and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder, dated March 28, 2017 (incorporated by reference from Exhibit 4.11 to Atlantica Yield plc’s amendment to the annual report on Form 20-F/A submitted to the SEC on March 29, 2017 – SEC File No. 001-36487).
|
|
4.12
|
Registration Rights Agreement dated March 28, 2017 among Atlantica Yield plc, Abengoa S.A., ACIL Luxco1 S.A. and GLAS Trust Corporation Limited as security agent (incorporated by reference from Exhibit 4.12 from Atlantica Yield plc’s Form 6-K filed with the SEC on April 12, 2017 – SEC File No. 001-36487).
|
|
Subsidiaries of Atlantica Yield plc.
|
||
Certification of Santiago Seage, Chief Executive Officer of Atlantica Yield plc, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
||
Certification of Francisco Martinez-Davis, Chief Financial Officer of Atlantica Yield plc, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
||
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
||
Consent of Deloitte, S.L.
|
||
Consent of Deloitte Algerie S.á.r.l
|
||
Audited financial statements of Myah Bahr Honaine S.p.a as of December 31, 2017 and for the year ended December 31, 2017 and 2016
|
ATLANTICA YIELD PLC
|
||
By:
|
/s/ Santiago Seage | |
Name:
|
Santiago Seage
|
|
Title:
|
Chief Executive Officer
|
|
ATLANTICA YIELD PLC
|
||
By:
|
/s/ Francisco Martinez-Davis | |
Name:
|
Francisco Martinez-Davis
|
|
Title:
|
Chief Financial Officer
|
F-2
|
|
F-5
|
|
F-7
|
|
F-8
|
|
F-9
|
|
F-11
|
|
F-12
|
|
F-61
|
|
F-63
|
|
F-64
|
|
F-80
|
|
F-82
|
As of December 31,
|
||||||||||||
Note (1)
|
2017
|
2016
|
||||||||||
Assets
|
||||||||||||
Non-current assets
|
||||||||||||
Contracted concessional assets
|
6
|
9,084,270
|
8,924,272
|
|||||||||
Investments carried under the equity method
|
7
|
55,784
|
55,009
|
|||||||||
Other receivables accounts
|
8
|
37,012
|
65,951
|
|||||||||
Derivative assets
|
8&9
|
8,230
|
3,822
|
|||||||||
Financial investments
|
8
|
45,242
|
69,773
|
|||||||||
Deferred tax assets
|
18
|
165,136
|
202,891
|
|||||||||
Total non-current assets
|
9,350,432
|
9,251,945
|
||||||||||
Current assets
|
||||||||||||
Inventories
|
17,933
|
15,384
|
||||||||||
Trade receivables
|
11
|
186,728
|
151,199
|
|||||||||
Credits and other receivables
|
11
|
57,721
|
56,422
|
|||||||||
Clients and other receivables
|
8&11
|
244,449
|
207,621
|
|||||||||
Financial investments
|
8
|
210,138
|
228,038
|
|||||||||
Cash and cash equivalents
|
8&12
|
669,387
|
594,811
|
|||||||||
Total current assets
|
1,141,907
|
1,045,854
|
||||||||||
Total assets
|
10,492,339
|
10,297,799
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
As of December 31,
|
|||||||||||||
Note (1)
|
2017
|
|
2016
|
||||||||||
Equity and liabilities
|
|||||||||||||
Equity attributable to the Company
|
|||||||||||||
Share capital
|
13
|
10,022
|
10,022
|
||||||||||
Parent company reserves
|
13
|
2,163,229
|
2,268,457
|
||||||||||
Other reserves
|
80,968
|
52,797
|
|||||||||||
Accumulated currency translation differences
|
(18,147
|
)
|
(133,150
|
)
|
|||||||||
Retained earnings
|
13
|
(477,214
|
)
|
(365,410
|
)
|
||||||||
Non-controlling interest
|
13
|
136,595
|
126,395
|
||||||||||
Total equity
|
1,895,453
|
1,959,111
|
|||||||||||
Non-current liabilities
|
|||||||||||||
Long-term corporate debt
|
14
|
574,176
|
376,340
|
||||||||||
Borrowings
|
4,413,172
|
3,824,871
|
|||||||||||
Notes and bonds
|
815,745
|
804,313
|
|||||||||||
Long-term project debt
|
15
|
5,228,917
|
4,629,184
|
||||||||||
Grants and other liabilities
|
16
|
1,636,060
|
1,612,045
|
||||||||||
Related parties
|
10
|
141,031
|
101,750
|
||||||||||
Derivative liabilities
|
9
|
329,731
|
349,266
|
||||||||||
Deferred tax liabilities
|
18
|
186,583
|
95,037
|
||||||||||
Total non-current liabilities
|
8,096,498
|
7,163,622
|
|||||||||||
Current liabilities
|
|||||||||||||
Short-term corporate debt
|
14
|
68,907
|
291,861
|
||||||||||
Borrowings
|
215,117
|
674,058
|
|||||||||||
Notes and bonds
|
31,174
|
27,225
|
|||||||||||
Short-term project debt
|
15
|
246,291
|
701,283
|
||||||||||
Trade payables and other current liabilities
|
17
|
155,144
|
160,505
|
||||||||||
Income and other tax payables
|
30,046
|
21,417
|
|||||||||||
Total current liabilities
|
500,388
|
1,175,066
|
|||||||||||
Total equity and liabilities
|
10,492,339
|
10,297,799
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
Note (1) |
For the year ended December 31,
|
|||||||||||||||||||
2017
|
2016
|
2015
|
||||||||||||||||||
Revenue
|
4
|
1,008,381
|
971,797
|
790,881
|
||||||||||||||||
Other operating income
|
20
|
80,844
|
65,538
|
68,857
|
||||||||||||||||
Raw materials and consumables used
|
(16,983
|
)
|
(26,919
|
)
|
(23,243
|
)
|
||||||||||||||
Employee benefit expenses
|
(18,854
|
)
|
(14,736
|
)
|
(5,848
|
)
|
||||||||||||||
Depreciation, amortization, and impairment charges
|
6
|
(310,960
|
)
|
(332,925
|
)
|
(261,301
|
)
|
|||||||||||||
Other operating expenses
|
20
|
(284,461
|
)
|
(260,318
|
)
|
(224,828
|
)
|
|||||||||||||
Operating profit
|
457,967
|
402,437
|
344,518
|
|||||||||||||||||
Financial income
|
21
|
1,007
|
3,298
|
3,464
|
||||||||||||||||
Financial expense
|
21
|
(463,717
|
)
|
(408,007
|
)
|
(333,921
|
)
|
|||||||||||||
Net exchange differences
|
(4,092
|
)
|
(9,546
|
)
|
3,852
|
|||||||||||||||
Other financial income/(expense), net
|
21
|
18,434
|
8,505
|
(200,153
|
)
|
|||||||||||||||
Financial expense, net
|
(448,368
|
)
|
(405,750
|
)
|
(526,758
|
)
|
||||||||||||||
Share of profit/(loss) of associates carried under the equity method
|
7
|
5,351
|
6,646
|
7,844
|
||||||||||||||||
Profit/(loss) before income tax
|
14,950
|
3,333
|
(174,396
|
)
|
||||||||||||||||
Income tax
|
18
|
(119,837
|
)
|
(1,666
|
)
|
(23,790
|
)
|
|||||||||||||
Profit/(loss) for the year
|
(104,887
|
)
|
1,667
|
(198,186
|
)
|
|||||||||||||||
Loss/(profit) attributable to non-controlling interests
|
(6,917
|
)
|
(6,522
|
)
|
(10,819
|
)
|
||||||||||||||
Profit/(loss) for the year attributable to the Company
|
(111,804
|
)
|
(4,855
|
)
|
(209,005
|
)
|
||||||||||||||
Weighted average number of ordinary shares outstanding (thousands)
|
22
|
100,217
|
100,217
|
92,795
|
||||||||||||||||
Basic earnings per share (U.S. dollar per share)
|
22
|
(1.12
|
)
|
(0.05
|
)
|
(2.25
|
)
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
For the year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
Profit/(loss) for the year
|
(104,887
|
)
|
1,667
|
(198,186
|
)
|
|||||||
Items that may be subject to transfer to income statement
|
||||||||||||
Change in fair value of cash flow hedges
|
(28,535
|
)
|
(37,480
|
)
|
56
|
|||||||
Currency translation differences
|
121,924
|
(22,150
|
)
|
(91,405
|
)
|
|||||||
Tax effect
|
4,426
|
12,555
|
1,950
|
|||||||||
Net income/(expenses) recognized directly in equity
|
97,815
|
(47,075
|
)
|
(89,399
|
)
|
|||||||
Cash flow hedges
|
70,953
|
72,774
|
55,841
|
|||||||||
Tax effect
|
(17,738
|
)
|
(18,194
|
)
|
(13,960
|
)
|
||||||
Transfers to income statement
|
53,215
|
54,580
|
41,881
|
|||||||||
Other comprehensive income/(loss)
|
151,030
|
7,505
|
(47,518
|
)
|
||||||||
Total comprehensive income/(loss) for the year
|
46,143
|
9,172
|
(245,704
|
)
|
||||||||
Total comprehensive (income)/loss attributable to non-controlling interest
|
(14,773
|
)
|
(9,629
|
)
|
(3,550
|
)
|
||||||
Total comprehensive income/(loss) attributable to the Company
|
31,370
|
(457
|
)
|
(249,254
|
)
|
Share
Capital
|
Parent
company
reserves
|
Other
reserves
|
Retained
earnings
|
Accumulated
currency
translation
differences
|
Total equity
attributable to
the Company
|
Non-
controlling
interest
|
Total equity
|
|||||||||||||||||||||||||
Balance as of January 1, 2015
|
8,000
|
1,790,135
|
(15,539
|
)
|
(2,031
|
)
|
(28,963
|
)
|
1,751,602
|
88,029
|
1,839,631
|
|||||||||||||||||||||
Profit/(loss) for the year after taxes
|
-
|
-
|
-
|
(209,005
|
)
|
-
|
(209,005
|
)
|
10,819
|
(198,186
|
)
|
|||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
51,215
|
-
|
-
|
51,215
|
4,682
|
55,897
|
||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(80,619
|
)
|
(80,619
|
)
|
(10,786
|
)
|
(91,405
|
)
|
||||||||||||||||||||
Tax effect
|
-
|
-
|
(10,845
|
)
|
-
|
-
|
(10,845
|
)
|
(1,165
|
)
|
(12,010
|
)
|
||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
40,370
|
-
|
(80,619
|
)
|
(40,249
|
)
|
(7,269
|
)
|
(47,518
|
)
|
||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
40,370
|
(209,005
|
)
|
(80,619
|
)
|
(249,254
|
)
|
3,550
|
(245,704
|
)
|
||||||||||||||||||||
Asset acquisition under the Rofo
|
-
|
-
|
-
|
(145,488
|
)
|
-
|
(145,488
|
)
|
57,627
|
(87,861
|
)
|
|||||||||||||||||||||
Dividend distribution
|
-
|
(137,995
|
)
|
-
|
-
|
-
|
(137,995
|
)
|
(8,307
|
)
|
(146,302
|
)
|
||||||||||||||||||||
Capital Increase
|
2,022
|
661,715
|
-
|
-
|
-
|
663,737
|
-
|
663,737
|
||||||||||||||||||||||||
Balance as of December 31, 2015
|
10,022
|
2,313,855
|
24,831
|
(356,524
|
)
|
(109,582
|
)
|
1,882,602
|
140,899
|
2,023,501
|
Balance as of January 1, 2016
|
10,022
|
2,313,855
|
24,831
|
(356,524
|
)
|
(109,582
|
)
|
1,882,602
|
140,899
|
2,023,501
|
||||||||||||||||||||||
Profit/(loss) for the year after taxes
|
-
|
-
|
-
|
(4,855
|
)
|
-
|
(4,855
|
)
|
6,522
|
1,667
|
||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
32,944
|
-
|
-
|
32,944
|
2,350
|
35,294
|
||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(23,568
|
)
|
(23,568
|
)
|
1,418
|
(22,150
|
)
|
|||||||||||||||||||||
Tax effect
|
-
|
-
|
(4,978
|
)
|
-
|
-
|
(4,978
|
)
|
(661
|
)
|
(5,639
|
)
|
||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
27,966
|
-
|
(23,568
|
)
|
4,398
|
3,107
|
7,505
|
|||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
27,966
|
(4,855
|
)
|
(23,568
|
)
|
(457
|
)
|
9,629
|
9,172
|
|||||||||||||||||||||
Acquisition of non-controlling interest in Solacor 1&2 (a)
|
-
|
-
|
-
|
(4,031
|
)
|
-
|
(4,031
|
)
|
(15,894
|
)
|
(19,925
|
)
|
||||||||||||||||||||
Asset acquisition (Seville PV) (a)
|
-
|
-
|
-
|
-
|
713
|
713
|
||||||||||||||||||||||||||
Dividend Distribution
|
-
|
(45,398
|
)
|
-
|
-
|
-
|
(45,398
|
)
|
(8,952
|
)
|
(54,350
|
)
|
||||||||||||||||||||
Balance as of December 31, 2016
|
10,022
|
2,268,457
|
52,797
|
(365,410
|
)
|
(133,150
|
)
|
1,832,716
|
126,395
|
1,959,111
|
Share
Capital
|
Parent
company
reserves
|
Other
reserves
|
Retained
earnings
|
Accumulated
currency
translation
differences
|
Total equity
attributable to
the Company
|
Non-
controlling
interest
|
Total equity
|
|||||||||||||||||||||||||
Balance as of January 1, 2017
|
10,022
|
2,268,457
|
52,797
|
(365,410
|
)
|
(133,150
|
)
|
1,832,716
|
126,395
|
1,959,111
|
||||||||||||||||||||||
Profit/(loss) for the year after taxes
|
-
|
-
|
-
|
(111,804
|
)
|
-
|
(111,804
|
)
|
6,917
|
(104,887
|
)
|
|||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
41,242
|
-
|
-
|
41,242
|
1,176
|
42,418
|
||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
115,003
|
115,003
|
6,921
|
121,924
|
||||||||||||||||||||||||
Tax effect
|
-
|
-
|
(13,071
|
)
|
-
|
-
|
(13,071
|
)
|
(241
|
)
|
(13,312
|
)
|
||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
28,171
|
-
|
115,003
|
143,174
|
7,856
|
151,030
|
||||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
28,171
|
(111,804
|
)
|
115,003
|
31,370
|
14,773
|
46,143
|
|||||||||||||||||||||||
Dividend distribution
|
-
|
(105,228
|
)
|
-
|
-
|
-
|
(105,228
|
)
|
(4,573
|
)
|
(109,801
|
)
|
||||||||||||||||||||
Balance as of December 31, 2017
|
10,022
|
2,163,229
|
80,968
|
(477,214
|
)
|
(18,147
|
)
|
1,758,858
|
136,595
|
1,895,453
|
(a) |
See Note 5 for further details.
|
For the year ended
|
||||||||||||||||
Note
(1)
|
2017
|
2016
|
2015
|
|||||||||||||
I. Profit/(loss) for the year
|
$
|
(104,887
|
)
|
$
|
1,667
|
$
|
(198,186
|
)
|
||||||||
Non-monetary adjustments
|
||||||||||||||||
Depreciation, amortization and impairment charges
|
6
|
310,960
|
332,925
|
261,301
|
||||||||||||
Financial (income)/expenses
|
443,517
|
397,966
|
553,300
|
|||||||||||||
Fair value (gains)/losses on derivative financial instruments
|
759
|
(1,761
|
)
|
(4,292
|
)
|
|||||||||||
Shares of (profits)/losses from associates
|
(5,351
|
)
|
(6,646
|
)
|
(7,844
|
)
|
||||||||||
Income tax
|
18
|
119,837
|
1,666
|
23,790
|
||||||||||||
Changes in consolidation and other non-monetary items
|
(20,882
|
)
|
(59,375
|
)
|
(91,410
|
)
|
||||||||||
II. Profit for the year adjusted by non monetary items
|
$
|
743,953
|
$
|
666,442
|
$
|
536,659
|
||||||||||
Variations in working capital
|
||||||||||||||||
Inventories
|
(2,548
|
)
|
(729
|
)
|
(1,198
|
)
|
||||||||||
Clients and other receivables
|
(23,799
|
)
|
(15,001
|
)
|
14,845
|
|||||||||||
Trade payables and other current liabilities
|
22,474
|
11,422
|
9,994
|
|||||||||||||
Financial investments and other current assets/liabilities
|
(4,924
|
)
|
6,341
|
49,420
|
||||||||||||
III. Variations in working capital
|
$
|
(8,797
|
)
|
$
|
2,033
|
$
|
73,061
|
|||||||||
Income tax received/(paid)
|
(4,779
|
)
|
(1,953
|
)
|
522
|
|||||||||||
Interest received
|
4,139
|
3,342
|
1,600
|
|||||||||||||
Interest paid
|
(348,893
|
)
|
(335,446
|
)
|
(312,357
|
)
|
||||||||||
A. Net cash provided by/(used in) operating activities
|
$
|
385,623
|
$
|
334,418
|
$
|
299,485
|
||||||||||
Investments in entities under the equity method
|
3,003
|
4,984
|
4,417
|
|||||||||||||
Investments in contracted concessional assets*
|
30,058
|
(5,952
|
)
|
(106,007
|
)
|
|||||||||||
Other non-current assets/liabilities
|
8,183
|
(3,637
|
)
|
5,714
|
||||||||||||
(Acquisitions)/Sales of subsidiaries and other financial instruments
|
30,124
|
(21,754
|
)
|
(833,974
|
)
|
|||||||||||
B. Net cash used in investing activities
|
$
|
71,368
|
$
|
(26,359
|
)
|
$
|
(929,850
|
)
|
||||||||
Proceeds from Project & Corporate debt
|
14&15
|
296,398
|
11,113
|
459,366
|
||||||||||||
Repayment of Project & Corporate debt
|
14&15
|
(613,242
|
)
|
(182,636
|
)
|
(175,389
|
)
|
|||||||||
Dividends paid to Company´s shareholders
|
(99,483
|
)
|
(35,509
|
)
|
(137,166
|
)
|
||||||||||
Proceeds from capital increase
|
—
|
—
|
664,120
|
|||||||||||||
Purchase of shares to non-controlling interests
|
—
|
(19,071
|
)
|
—
|
||||||||||||
C. Net cash provided by/(used in) financing activities
|
$
|
(416,327
|
)
|
$
|
(226,103
|
)
|
$
|
810,931
|
||||||||
Net increase/(decrease) in cash and cash equivalents
|
$
|
40,664
|
$
|
81,956
|
$
|
180,566
|
||||||||||
Cash, cash equivalents and bank overdrafts at beginning of the year
|
12
|
594,811
|
514,712
|
354,154
|
||||||||||||
Translation differences cash or cash equivalent
|
33,912
|
(1,857
|
)
|
(20,008
|
)
|
|||||||||||
Cash and cash equivalents at the end of the year
|
12
|
$
|
669,387
|
$
|
594,811
|
$
|
514,712
|
* |
Includes proceeds for $42.5 million and investments for $12.4 million (see Note 6).
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
Note 1.- Nature of the business
|
F-13
|
Note 2.- Significant accounting policies
|
F-17
|
Note 3.- Financial risk management
|
F-30
|
Note 4.- Financial information by segment
|
F-31
|
Note 5.- Changes in the scope of the consolidated financial statements
|
F-37
|
Note 6.- Contracted concessional assets
|
F-38
|
Note 7.- Investments carried under the equity method
|
F-40
|
Note 8.- Financial instruments by category
|
F-41
|
Note 9.- Derivative financial instruments
|
F-43
|
Note 10.- Related parties
|
F-44
|
Note 11.- Clients and other receivables
|
F-46
|
Note 12.- Cash and cash equivalents
|
F-47
|
Note 13.- Equity
|
F-47
|
Note 14.- Corporate debt
|
F-48
|
Note 15.- Project debt
|
F-50
|
Note 16.- Grants and other liabilities
|
F-52
|
Note 17.-Trade payables and other current liabilities
|
F-53
|
Note 18.- Income tax
|
F-53
|
Note 19.- Third-party guarantees and commitments
|
F-57
|
Note 20.- Other operating income and expenses
|
F-58
|
Note 21.- Financial income and expenses
|
F-59
|
Note 22.- Earnings per share
|
F-60
|
Note 23.- Other information
|
F-60
|
Appendices
(1)
|
F-61
|
Assets
|
Type
|
Ownership
|
Location
|
Currency
(8)
|
Capacity
(Gross)
|
Counterparty
Credit Ratings
(9)
|
COD*
|
Contract
Years Left
(12)
|
Solana
|
Renewable
(Solar)
|
100%
Class B
(1)
|
Arizona (USA)
|
USD
|
280 MW
|
A-/A3/A-
|
4Q 2013
|
26
|
Mojave
|
Renewable
(Solar)
|
100%
|
California
(USA)
|
USD
|
280 MW
|
A-/A3/A-
|
4Q 2014
|
22
|
Solaben 2 & 3
|
Renewable
(Solar)
|
70%
(2)
|
Spain
|
Euro
|
2x50 MW
|
BBB+/Baa2/A-
|
3Q 2012 &
2Q 2012
|
20&19
|
Solacor 1 & 2
|
Renewable
(Solar)
|
87%
(3)
|
Spain
|
Euro
|
2x50 MW
|
BBB+/Baa2/A-
|
1Q 2012 &
1Q 2012
|
19
|
PS10/PS20
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
31 MW
|
BBB+/Baa2/A-
|
1Q 2007 &
2Q 2009
|
14&16
|
Helioenergy 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
BBB+/Baa2/A-
|
3Q 2011&
4Q 2011
|
19
|
Helios 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
BBB+/Baa2/A-
|
3Q 2012&
3Q 2012
|
20
|
Solnova 1, 3 & 4
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
3x50 MW
|
BBB+/Baa2/A-
|
2Q 2010 &
2Q 2010&
3Q 2010
|
17&17&18
|
Solaben 1 & 6
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
BBB+/Baa2/A-
|
3Q 2013
|
21
|
Kaxu
|
Renewable
(Solar)
|
51%
(4)
|
South Africa
|
Rand
|
100 MW
|
BB/Baa3/BB+
(10)
|
1Q 2015
|
17
|
Palmatir
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-
(11)
|
2Q 2014
|
16
|
Cadonal
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-
(11)
|
4Q 2014
|
17
|
ACT
|
Efficient natural gas
|
100%
|
Mexico
|
USD
|
300 MW
|
BBB+/A3/
BBB+
|
2Q 2013
|
15
|
ATN
|
Transmission
line
|
100%
|
Peru
|
USD
|
362 miles
|
BBB+/A3/BBB+
|
1Q 2011
|
23
|
ATS
|
Transmission
line
|
100%
|
Peru
|
USD
|
569 miles
|
BBB+/A3/BBB+
|
1Q 2014
|
26
|
ATN 2
|
Transmission
line
|
100%
|
Peru
|
USD
|
81 miles
|
Not rated
|
2Q 2015
|
15
|
Quadra 1
|
Transmission
line
|
100%
|
Chile
|
USD
|
49 miles
|
Not rated
|
2Q 2014
|
17
|
Quadra 2
|
Transmission
line
|
100%
|
Chile
|
USD
|
32 miles
|
Not rated
|
1Q 2014
|
17
|
Palmucho
|
Transmission
line
|
100%
|
Chile
|
USD
|
6 miles
|
BBB+/Baa2/BBB+
|
4Q 2007
|
20
|
Skikda
|
Water
|
34.2%
(5)
|
Algeria
|
USD
|
3.5 M
ft3/day
|
Not rated
|
1Q 2009
|
16
|
Honaine
|
Water
|
25.5%
(6)
|
Algeria
|
USD
|
7 M ft3/
day
|
Not rated
|
3Q 2012
|
20
|
Seville PV
|
Renewable
(Solar)
|
80%
(7)
|
Spain
|
Euro
|
1 MW
|
BBB+/Baa2/A-
|
3Q 2006
|
18
|
(1) |
On September 30, 2013, Liberty Interactive Corporation invested $300,000 thousand in Class A membership interests in exchange for a share of the dividends and taxable loss generated by Solana. As a result of the agreement, Liberty Interactive Corporation will receive between 54.06% and 61.20% of both dividends and taxable loss generated, additional amounts until the date Liberty reaches a certain rate of return or the “Flip Date”, and 22.60% of both dividends and taxable loss generated thereafter.
|
(2) |
Itochu Corporation, a Japanese trading company, holds 30% of the shares in each of Solaben 2 and Solaben 3.
|
(3) |
JGC, a Japanese engineering company, holds 13% of the shares in each of Solacor 1 and Solacor 2.
|
(4) |
Kaxu is owned by the Company (51%), Industrial Development Corporation of South Africa (29%) and Kaxu Community Trust (20%).
|
(5) |
Algerian Energy Company, SPA owns 49% of Skikda and Valoriza Agua, S.L. owns the remaining 16.83%.
|
(6) |
Algerian Energy Company, SPA owns 49% of Honaine and Valoriza Agua, S.L. owns the remaining 25.5%.
|
(7) |
Instituto para la Diversificación y Ahorro de la Energía (“Idae”), a Spanish state owned company, holds 20% of the shares in Seville PV.
|
(8) |
Certain contracts denominated in U.S. dollars are payable in local currency.
|
(9) |
Reflects the counterparty’s credit ratings issued by Standard & Poor’s Ratings Services, or S&P, Moody’s Investors Service Inc., or Moody’s, and Fitch Ratings Ltd, or Fitch.
|
(10) |
Refers to the credit rating of the Republic of South Africa. The offtaker is Eskom, which is a state-owned utility company in South Africa.
|
(11) |
Refers to the credit rating of Uruguay, as UTE (Administración Nacional de Usinas y Transmisoras Eléctricas) is unrated.
|
(12) |
As of December 31, 2017.
|
a)
|
Standards, interpretations and amendments effective from January 1, 2017 under IFRS-IASB, applied by the Company in the preparation of these consolidated financial statements:
|
• |
IAS
7 (Amendment) ‘Disclosure Initiative’. Requirements for additional disclosures in order to provide users with improved financial information.
|
• |
IAS 12 (Amendment) ‘Recognition for Deferred Tax for Unrealized Losses’. Clarification of recognition of deferred tax assets for unrealized losses.
|
• |
Annual Improvements to IFRSs 2014-2016 cycles. Amendments to IFRS 12.
|
b)
|
Standards, interpretations and amendments published by the IASB that will be effective for periods beginning on or after January 1, 2018:
|
• |
IFRS 9 ‘Financial Instruments’. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 9 (Amendments to IFRS 9): Prepayment Features with Negative Compensation. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 15 ‘Revenues from Contracts with Customers’. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 15 (Clarifications) ‘Revenues from Contracts with Customers’. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 16 ‘Leases’. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 17 ‘Insurance Contracts’. This Standard is applicable for annual periods beginning on or after January 1, 2021 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 2 (Amendment) ‘Classification and Measurement of Share-based Payment Transactions’. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 4 (Amendment). Applying IFRS 9 ‘Financial Instruments’ with IFRS 4 ‘Insurance Contracts’. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IAS 40 (Amendment). Transfers of Investment Property. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IAS 19 (Amendment). Amendments to IAS 19: Plan Amendment, Curtailment or Settlement. This amendment is mandatory for annual periods beginning on or after January 1, 2019 under IFRS-IASB, earlier application is permitted.
|
• |
IAS 28 (Amendment). Long-term Interests in Associates and Joint Ventures. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
Annual Improvements to IFRSs 2014-2016 cycles. Other minor amendments and modifications different from the aforementioned on IFRS 12. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB.
|
• |
Annual Improvements to IFRSs 2015-2017 cycles. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB.
|
• |
IFRIC 22 Foreign Currency Transactions and Advance Consideration. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB.
|
• |
IFRIC 23 Uncertainty over Income Tax Treatments. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB.
|
• |
IFRS 10 and IAS 28. Parent disposes of (or contributes) its controlling interest in a subsidiary to an existing associate or joint venture. Effective date beginning on or after a date to be determined by the IASB.
|
· |
Step 1: Identifying the contract with the customer.
|
· |
Step 2: Identifying the performance obligations.
|
· |
Step 3: Determining the transaction price.
|
· |
Step 4: Assigning the transaction price in the performance obligations identified in the contract.
|
· |
Step 5: Recognition of revenue when (or as) the Company performs the performance obligations.
|
· |
Classification and measurement of financial instruments:
|
a) |
Financial assets IFRS 9 classifies all financial assets that are currently in the scope of IAS 39 into two categories: amortized cost and fair value. Where assets are measured at fair value, gains and losses are either recognized entirely in profit or loss (fair value through profit or loss, “FVTPL”), or recognized in other comprehensive income (fair value through other comprehensive income, “FVTOCI”). The new guidance has no significant impact on the classification and measurement of the financial assets of the Company as the vast majority of financial assets (except for derivatives) are currently measured at amortized cost, and meet the conditions for classification at amortized cost under IFRS9. The Company has the intention of maintaining this classification.
|
b) |
Financial liabilities: IFRS 9 does not change the basic accounting model for financial liabilities under IAS 39. Two measurement categories continue to exist: FVTPL and amortized cost. Financial liabilities held for trading are measured at FVTPL, and all other financial liabilities are measured at amortized cost unless the fair value option is applied. As a result, the Company concluded that there will be no significant impact on the consolidated financial statements.
|
· |
The new impairment model requires the recognition of impairment provisions based on expected credit losses (“ECL”) rather than only incurred credit losses as is the case under IAS 39. The Company reviewed its portfolio of financial assets subject to the new model of impairment under the new methodology (using credit default swaps, rating from credit agencies and other external inputs in order to estimate the probability of default), and concluded that initial impact on the consolidated financial statements is not significant.
|
· |
The accounting for certain modifications and exchanges of financial liabilities measured at amortized cost (e.g. bank loans and issued bonds) will change on the transition from IAS 39 to IFRS 9. This change arises from a clarification by the IASB in the Basis for Conclusions of IFRS 9. Under IFRS 9 it is now clear that there can be an effect in the income statement for modification and exchanges of financial liabilities that are considered “non-substantial” (when the net present value of the cash flows, including any fees paid net of any fees received, is lower than 10% different from the net present value of the remaining cash flows of the liability prior to the modification, both discounted at the original effective interest rate). The Company reviewed retrospectively these transactions and concluded that the impact is not significant.
|
· |
IFRS 9 also introduces changes in hedge accounting. The hedge accounting requirements in IFRS 9 are optional and tend to facilitate the use of hedge accounting by preparers of financial statements. As a result, the Company reviewed its portfolio of derivatives and concluded that there will not be significant impact on its consolidated financial statements as a result of applying IFRS 9.
|
· |
The new standard will require some new disclosures, in particular regarding hedge accounting, credit risk and ECLs that will be presented in future periods.
|
a) |
Controlled entities
|
· |
Has power over the investee;
|
· |
Is exposed, or has rights, to variable returns from its involvement with the investee; and
|
· |
Has the ability to use its power to affect its returns.
|
b) |
Investments accounted for under the equity method
|
a) |
Intangible asset
|
· |
Revenues from the updated annual revenue for the contracted concession, as well as operations and maintenance services are recognized in each period according to IAS 18 “Revenue”.
|
· |
Operating and maintenance costs and general overheads and administrative costs are recorded in accordance with the nature of the cost incurred (amount due) in each period.
|
· |
Financing costs are expensed as incurred.
|
b) |
Financial asset
|
c) |
Property, plant and equipment
|
Operating segment
|
Discount rate
|
Growth rate
|
||||||
EMEA
|
4% - 6
|
%
|
0
|
%
|
||||
North America
|
4% - 6
|
%
|
0
|
%
|
||||
South America
|
5% - 7
|
%
|
0
|
%
|
· |
Level 1: Inputs are quoted prices in active markets for identical assets or liabilities.
|
· |
Level 2: Fair value is measured based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
|
· |
Level 3: Fair value is measured based on unobservable inputs for the asset or liability.
|
· |
there is a present obligation, either legal or constructive, as a result of past events;
|
· |
it is more likely than not that there will be a future outflow of resources to settle the obligation; and
|
· |
the amount has been reliably estimated.
|
· |
Contracted concessional agreements and PPAs.
|
· |
Impairment of intangible assets and property, plant and equipment.
|
· |
Assessment of control.
|
· |
Derivative financial instruments and fair value estimates.
|
· |
Income taxes and recoverable amount of deferred tax assets.
|
a) |
Market risk
|
- |
Interest rate risk
|
o |
Project debt in Euros: the Company hedges between 87% and 100% of the notional amount, maturities until 2030 and average guaranteed interest rates of between 3.20% and 4.87%.
|
o |
Project debt in U.S. dollars: the Company hedges between 70% and 100% of the notional amount, including maturities until 2032 and average guaranteed interest rates of between 2.32% and 5.27%.
|
- |
Currency risk
|
b) |
Credit risk
|
c) |
Liquidity risk
|
· |
North America
|
· |
South America
|
· |
EMEA
|
a) |
The following tables show Revenues and Further Adjusted EBITDA by operating segments and business sectors for the years 2017, 2016 and 2015:
|
Revenue
|
Further Adjusted EBITDA
|
|||||||||||||||||||||||
For the year ended December 31,
|
For the year ended December 31,
|
|||||||||||||||||||||||
Geography
|
2017
|
2016
|
2015
|
|
2017
|
|
2016
|
2015
|
||||||||||||||||
North America
|
$
|
332,705
|
$
|
337,061
|
$
|
328,139
|
$
|
282,328
|
$
|
284,691
|
$
|
279,559
|
||||||||||||
South America
|
120,797
|
118,764
|
112,480
|
108,766
|
124,599
|
110,905
|
||||||||||||||||||
EMEA
|
554,879
|
515,972
|
350,262
|
388,216
|
354,020
|
233,754
|
||||||||||||||||||
Total
|
$
|
1,008,381
|
$
|
971,797
|
$
|
790,881
|
$
|
779,310
|
$
|
763,310
|
$
|
624,218
|
Revenue
|
Further Adjusted EBITDA
|
|||||||||||||||||||||||
For the year ended December 31,
|
For the year ended December 31,
|
|||||||||||||||||||||||
Business sectors
|
2017
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||||
Renewable energy
|
$
|
767,226
|
$
|
724,325
|
$
|
543,012
|
$
|
569,193
|
$
|
538,427
|
$
|
413,933
|
||||||||||||
Efficient natural gas
|
119,784
|
128,046
|
138,717
|
106,140
|
106,492
|
107,671
|
||||||||||||||||||
Electric transmission lines
|
95,096
|
95,137
|
86,393
|
87,695
|
104,795
|
89,047
|
||||||||||||||||||
Water
|
26,275
|
24,288
|
22,759
|
16,282
|
13,596
|
13,567
|
||||||||||||||||||
Total
|
$
|
1,008,381
|
$
|
971,797
|
$
|
790,881
|
$
|
779,310
|
$
|
763,310
|
$
|
624,218
|
For the year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
Loss attributable to the Company
|
$
|
(111,804
|
)
|
$
|
(4,855
|
)
|
$
|
(209,005
|
)
|
|||
Profit attributable to non-controlling interests
|
6,917
|
6,522
|
10,819
|
|||||||||
Income tax
|
119,837
|
1,666
|
23,790
|
|||||||||
Share of profits/(losses) of associates
|
(5,351
|
)
|
(6,646
|
)
|
(7,844
|
)
|
||||||
Dividend from exchangeable preferred equity investment in ACBH (Note 21)
|
10,383
|
27,948
|
18,400
|
|||||||||
Financial expense, net
|
448,368
|
405,750
|
526,758
|
|||||||||
Depreciation, amortization, and impairment charges
|
310,960
|
332,925
|
261,301
|
|||||||||
Total segment Further Adjusted EBITDA
|
$
|
779,310
|
$
|
763,310
|
$
|
624,219
|
b) |
The assets and liabilities by operating segments (and business sector) at the end of 2017 and 2016 are as follows:
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2017
|
|||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,770,169
|
1,100,778
|
4,213,323
|
9,084,270
|
||||||||||||
Investments carried under the equity method
|
-
|
-
|
55,784
|
55,784
|
||||||||||||
Current financial investments
|
116,451
|
59,831
|
31,263
|
207,545
|
||||||||||||
Cash and cash equivalents (project companies)
|
149,236
|
42,548
|
329,078
|
520,862
|
||||||||||||
Subtotal allocated
|
4,035,856
|
1,203,157
|
4,629,448
|
9,868,461
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
210,378
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
413,500
|
|||||||||||||||
Subtotal unallocated
|
623,878
|
|||||||||||||||
Total assets
|
10,492,339
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2017
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,821,102
|
876,063
|
2,778,043
|
5,475,208
|
||||||||||||
Grants and other liabilities
|
1,593,048
|
810
|
42,202
|
1,636,060
|
||||||||||||
Subtotal allocated
|
3,414,150
|
876,873
|
2,820,245
|
7,111,268
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
643,083
|
|||||||||||||||
Other non-current liabilities
|
657,345
|
|||||||||||||||
Other current liabilities
|
185,190
|
|||||||||||||||
Subtotal unallocated
|
1,485,618
|
|||||||||||||||
Total liabilities
|
8,596,886
|
|||||||||||||||
Equity unallocated
|
1,895,453
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,381,071
|
|||||||||||||||
Total liabilities and equity
|
10,492,339
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2016
|
|||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,920,106
|
1,144,712
|
3,859,454
|
8,924,272
|
||||||||||||
Investments carried under the equity method
|
-
|
-
|
55,009
|
55,009
|
||||||||||||
Current financial investments
|
136,665
|
62,215
|
29,158
|
228,038
|
||||||||||||
Cash and cash equivalents (project companies)
|
185,970
|
40,015
|
246,671
|
472,656
|
||||||||||||
Subtotal allocated
|
4,242,741
|
1,246,942
|
4,190,291
|
9,679,975
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
272,664
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
345,160
|
|||||||||||||||
Subtotal unallocated
|
617,824
|
|||||||||||||||
Total assets
|
10,297,799
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2016
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,870,861
|
895,316
|
2,564,290
|
5,330,467
|
||||||||||||
Grants and other liabilities
|
1,575,303
|
1,512
|
35,230
|
1,612,045
|
||||||||||||
Subtotal allocated
|
3,446,164
|
896,828
|
2,599,520
|
6,942,512
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
668,201
|
|||||||||||||||
Other non-current liabilities
|
546,053
|
|||||||||||||||
Other current liabilities
|
181,922
|
|||||||||||||||
Subtotal unallocated
|
1,396,176
|
|||||||||||||||
Total liabilities
|
8,338,688
|
|||||||||||||||
Equity unallocated
|
1,959,111
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,355,287
|
|||||||||||||||
Total liabilities and equity
|
10,297,799
|
Renewable
energy
|
Efficient
natural
gas
|
Electric
transmission
lines
|
Water
|
Balance as
of
December
31,
2017
|
||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
7,436,362
|
660,387
|
897,269
|
90,252
|
9,084,270
|
|||||||||||||||
Investments carried under the equity method
|
12,419
|
-
|
-
|
43,365
|
55,784
|
|||||||||||||||
Current financial investments
|
17,249
|
116,430
|
59,289
|
14,577
|
207,545
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
452,792
|
39,064
|
15,325
|
13,681
|
520,862
|
|||||||||||||||
Subtotal allocated
|
7,918,822
|
815,881
|
971,883
|
161,875
|
9,868,461
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
210,378
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
413,500
|
|||||||||||||||||||
Subtotal unallocated
|
623,878
|
|||||||||||||||||||
Total assets
|
10,492,339
|
Renewable
energy
|
Efficient
natural gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2017
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
4,162,596
|
579,173
|
698,346
|
35,093
|
5,475,208
|
|||||||||||||||
Grants and other liabilities
|
1,635,508
|
552
|
-
|
-
|
1,636,060
|
|||||||||||||||
Subtotal allocated
|
5,798,104
|
579,725
|
698,346
|
35,093
|
7,111,268
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
643,083
|
|||||||||||||||||||
Other non-current liabilities
|
657,345
|
|||||||||||||||||||
Other current liabilities
|
185,190
|
|||||||||||||||||||
Subtotal unallocated
|
1,485,618
|
|||||||||||||||||||
Total liabilities
|
8,596,886
|
|||||||||||||||||||
Equity unallocated
|
1,895,453
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,381,071
|
|||||||||||||||||||
Total liabilities and equity
|
10,492,339
|
Renewable
energy
|
Efficient
natural gas
|
Electric
transmission
lines
|
Water
|
Balance as
of
December
31,
2016
|
||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
7,255,308
|
646,927
|
929,005
|
93,032
|
8,924,272
|
|||||||||||||||
Investments carried under the equity method
|
12,953
|
-
|
-
|
42,056
|
55,009
|
|||||||||||||||
Current financial investments
|
13,661
|
136,644
|
62,215
|
15,518
|
228,038
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
420,215
|
30,295
|
11,357
|
10,789
|
472,656
|
|||||||||||||||
Subtotal allocated
|
7,702,137
|
813,866
|
1,002,577
|
161,395
|
9,679,975
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
272,664
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
345,160
|
|||||||||||||||||||
Subtotal unallocated
|
617,824
|
|||||||||||||||||||
Total assets
|
10,297,799
|
Renewable
energy
|
Efficient
natural gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2016
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
3,979,096
|
598,256
|
711,517
|
41,598
|
5,330,467
|
|||||||||||||||
Grants and other liabilities
|
1,611,067
|
239
|
739
|
-
|
1,612,045
|
|||||||||||||||
Subtotal allocated
|
5,590,163
|
598,495
|
712,256
|
41,598
|
6,942,512
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
668,201
|
|||||||||||||||||||
Other non-current liabilities
|
546,053
|
|||||||||||||||||||
Other current liabilities
|
181,922
|
|||||||||||||||||||
Subtotal unallocated
|
1,396,176
|
|||||||||||||||||||
Total liabilities
|
8,338,688
|
|||||||||||||||||||
Equity unallocated
|
1,959,111
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,355,287
|
|||||||||||||||||||
Total liabilities and equity
|
10,297,799
|
c) |
The amount of depreciation, amortization and impairment charges recognized for the years ended December 31, 2017, 2016 and 2015 are as follows:
|
For the year ended December 31,
|
||||||||||||
Depreciation, amortization and impairment by geography
|
2017
|
2016
|
2015
|
|||||||||
North America
|
(123,726
|
)
|
(129,478
|
)
|
(129,091
|
)
|
||||||
South America
|
(40,880
|
)
|
(62,387
|
)
|
(41,274
|
)
|
||||||
EMEA
|
(146,354
|
)
|
(141,060
|
)
|
(90,936
|
)
|
||||||
Total
|
(310,960
|
)
|
(332,925
|
)
|
(261,301
|
)
|
For the year ended December 31,
|
||||||||||||
Depreciation, amortization and impairment by business sectors
|
2017
|
2016
|
2015
|
|||||||||
Renewable energy
|
(282,376
|
)
|
(304,235
|
)
|
(232,699
|
)
|
||||||
Electric transmission lines
|
(28,584
|
)
|
(28,690
|
)
|
(28,602
|
)
|
||||||
Total
|
(310,960
|
)
|
(332,925
|
)
|
(261,301
|
)
|
a) |
The following table shows the movements of contracted concessional assets included in the heading “Contracted Concessional assets” for 2017:
|
Cost
|
||||
Total as of January 1, 2017
|
10,067,596
|
|||
Additions
|
15,426
|
|||
Subtractions
|
(42,500
|
)
|
||
Translation differences
|
593,247
|
|||
Total as of December 31, 2017
|
10,633,769
|
Accumulated amortization
|
||||
Total as of January 1, 2017
|
(1,143,324
|
)
|
||
Additions
|
(309,846
|
)
|
||
Translation differences
|
(96,329
|
)
|
||
Total accum. amort. as of December 31, 2017
|
(1,549,499
|
)
|
||
Net balance at December 31, 2017
|
9,084,270
|
b) |
The following table shows the movements of contracted concessional assets included in the heading “Contracted Concessional assets” for 2016:
|
Cost
|
||||
Total as of January 1, 2016
|
10,126,023
|
|||
Additions
|
6,346
|
|||
Translation differences
|
(68,199
|
)
|
||
Change in the scope of the consolidated financial statements
|
5,876
|
|||
Reclassification and other movements
|
(2,450
|
)
|
||
Total as of December 31, 2016
|
10,067,596
|
Accumulated amortization
|
||||
Total as of January 1, 2016
|
(825,126
|
)
|
||
Additions
|
(332,925
|
)
|
||
Change in the scope of the consolidated financial statements
|
(2,381
|
)
|
||
Translation differences
|
17,108
|
|||
Total accum. amort. as of December 31, 2016
|
(1,143,324
|
)
|
||
Net balance at December 31, 2016
|
8,924,272
|
Investments in associates
|
2017
|
2016
|
||||||
Initial balance
|
55,009
|
56,181
|
||||||
Share of (loss)/profit
|
5,351
|
6,646
|
||||||
Dividend distribution
|
(2,454
|
)
|
(3,954
|
)
|
||||
Equity distribution
|
(549
|
)
|
(3,099
|
)
|
||||
Currency translation differences
|
(1,573
|
)
|
(765
|
)
|
||||
Final balance
|
55,784
|
55,009
|
Company
|
%
Shares
|
Non-
current
assets
|
Current
assets
|
Non-
current
liabilities
|
Current
liabilities
|
Revenue
|
Operating
profit/
(loss)
|
Net
profit/
(loss)
|
Investment
under the
equity
method
|
|||||||||||||||||||||||||||
Evacuación Valdecaballeros, S.L.
|
57.16
|
21,306
|
841
|
373
|
451
|
298
|
(708
|
)
|
(730
|
)
|
9,175
|
|||||||||||||||||||||||||
Myah Bahr Honaine, S.P.A.(*)
|
25.50
|
195,275
|
64,114
|
91,205
|
12,649
|
46,767
|
28,468
|
24,464
|
43,365
|
|||||||||||||||||||||||||||
Pectonex, R.F. Proprietary Limited
|
50.00
|
3,904
|
-
|
-
|
2
|
-
|
(206
|
)
|
(206
|
)
|
3,244
|
|||||||||||||||||||||||||
Evacuación Villanueva del Rey, S.L
|
40.02
|
3,526
|
53
|
2,265
|
190
|
-
|
37
|
-
|
-
|
|||||||||||||||||||||||||||
As of December 31, 2017
|
240,011
|
65,008
|
93,843
|
13,292
|
47,065
|
27,591
|
23,528
|
55,784
|
Company
|
%
Shares
|
Non-
current
assets
|
Current
assets
|
Non-
current
liabilities
|
Current
liabilities
|
Revenue
|
Operating
profit/
(loss)
|
Net
profit/
(loss)
|
Investment
under the
equity
method
|
|||||||||||||||||||||||||||
Evacuación Valdecaballeros, S.L.
|
57.16
|
19,283
|
931
|
306
|
532
|
537
|
(545
|
)
|
(565
|
)
|
9,528
|
|||||||||||||||||||||||||
Myah Bahr Honaine, S.P.A.(*)
|
25.50
|
202,150
|
67,120
|
104,704
|
14,158
|
52,770
|
34,247
|
29,990
|
42,056
|
|||||||||||||||||||||||||||
Pectonex, R.F. Proprietary Limited
|
50.00
|
3,730
|
-
|
-
|
1
|
-
|
(187
|
)
|
(187
|
)
|
3,425
|
|||||||||||||||||||||||||
Evacuación Villanueva del Rey, S.L
|
40.02
|
3,251
|
17
|
2,118
|
142
|
-
|
31
|
-
|
-
|
|||||||||||||||||||||||||||
As of December 31, 2016
|
228,684
|
68,068
|
107,128
|
14,833
|
53,307
|
33,546
|
29,238
|
55,009
|
Notes
|
Loans and
receivables /
payables
|
Available for
sale financial
assets
|
Hedging
derivatives
|
Balance as of
December 31,
2017
|
||||||||||||||||
Derivative assets
|
9
|
-
|
-
|
8,230
|
8,230
|
|||||||||||||||
Investment in Ten West Link
|
2,088
|
-
|
-
|
2,088
|
||||||||||||||||
Abengoa debt and Equity instruments
|
-
|
1,715
|
- |
1,715
|
||||||||||||||||
Other financial investments
|
243,347
|
-
|
-
|
243,347
|
||||||||||||||||
Clients and other receivables
|
11
|
244,449
|
-
|
-
|
244,449
|
|||||||||||||||
Cash and cash equivalents
|
12
|
669,387
|
-
|
-
|
669,387
|
|||||||||||||||
Total financial assets
|
1,159,271
|
1,715
|
8,230
|
1,169,216
|
||||||||||||||||
Corporate debt
|
14
|
643,083
|
-
|
-
|
643,083
|
|||||||||||||||
Project debt
|
15
|
5,475,208
|
-
|
-
|
5,475,208
|
|||||||||||||||
Related parties – non-current
|
10
|
141,031
|
-
|
-
|
141,031
|
|||||||||||||||
Trade and other current liabilities
|
17
|
155,144
|
-
|
-
|
155,144
|
|||||||||||||||
Derivative liabilities
|
9
|
-
|
-
|
329,731
|
329,731
|
|||||||||||||||
Total financial liabilities
|
6,414,466
|
-
|
329,731
|
6,744,197
|
Notes
|
Loans and
receivables /
payables
|
Available for
sale financial
assets
|
Hedging
derivatives
|
Balance as of
December 31,
2016
|
||||||||||||||||
Derivative assets
|
9
|
-
|
-
|
3,822
|
3,822
|
|||||||||||||||
Preferred equity in ACBH
|
-
|
30,488
|
-
|
30,488
|
||||||||||||||||
Other financial investments
|
263,501
|
-
|
-
|
263,501
|
||||||||||||||||
Clients and other receivables
|
11
|
207,621
|
-
|
-
|
207,621
|
|||||||||||||||
Cash and cash equivalents
|
12
|
594,811
|
-
|
-
|
594,811
|
|||||||||||||||
Total financial assets
|
1,065,933
|
30,488
|
3,822
|
1,100,243
|
||||||||||||||||
Corporate debt
|
14
|
668,201
|
-
|
-
|
668,201
|
|||||||||||||||
Project debt
|
15
|
5,330,467
|
-
|
-
|
5,330,467
|
|||||||||||||||
Related parties – non-current
|
10
|
101,750
|
-
|
-
|
101,750
|
|||||||||||||||
Trade and other current liabilities
|
17
|
160,505
|
-
|
-
|
160,505
|
|||||||||||||||
Derivative liabilities
|
9
|
-
|
-
|
349,266
|
349,266
|
|||||||||||||||
Total financial liabilities
|
6,260,923
|
-
|
349,266
|
6,610,189
|
Balance as of December 31, 2017
|
Balance as of December 31, 2016
|
|||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Derivatives - cash flow hedge
|
8,230
|
329,731
|
3,822
|
349,266
|
· |
Project debt in Euros: the Company hedges between 87% and 100% of the notional amount, maturities until 2030 and average guaranteed interest rates of between 3.20% and 4.87%.
|
· |
Project debt in U.S. dollars: the Company hedges between 70% and 100% of the notional amount, including maturities until 2032 and average guaranteed interest rates of between 2.32% and 5.27%.
|
Notionals
|
Balance as of December 31, 2017
|
Balance as of December 31, 2016
|
||||||||||||||
Cap
|
Swap
|
Cap
|
Swap
|
|||||||||||||
Up to 1 year
|
42,324
|
139,939
|
24,261
|
75,837
|
||||||||||||
Between 1 and 2 years
|
45,422
|
94,285
|
25,934
|
199,832
|
||||||||||||
Between 2 and 3 years
|
48,215
|
103,536
|
27,880
|
83,897
|
||||||||||||
Subsequent years
|
620,378
|
1,893,850
|
400,239
|
1,500,789
|
||||||||||||
Total
|
$
|
756,339
|
$
|
2,231,611
|
$
|
478,314
|
$
|
1,860,355
|
Fair value
|
Balance as of December 31, 2017
|
Balance as of December 31, 2016
|
||||||||||||||
Cap
|
Swap
|
Cap
|
Swap
|
|||||||||||||
Up to 1 year
|
347
|
(13,224
|
)
|
250
|
(12,383
|
)
|
||||||||||
Between 1 and 2 years
|
978
|
(14,378
|
)
|
262
|
(14,927
|
)
|
||||||||||
Between 2 and 3 years
|
396
|
(15,923
|
)
|
275
|
(13,957
|
)
|
||||||||||
Subsequent years
|
6,509
|
(286,206
|
)
|
3,035
|
(307,999
|
)
|
||||||||||
Total
|
$
|
8,230
|
(329,731
|
)
|
$
|
3,822
|
(349,266
|
)
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Credit receivables (current)
|
11,567
|
12,031
|
||||||
Total current receivables with related parties
|
11,567
|
12,031
|
||||||
Credit receivables (non-current)
|
2,108
|
30,505
|
||||||
Total non-current receivables with related parties
|
2,108
|
30,505
|
||||||
Trade payables (current)
|
63,409
|
61,338
|
||||||
Total current payables with related parties
|
63,409
|
61,338
|
||||||
Credit payables (non-current)
|
141,031
|
101,750
|
||||||
Total non-current payables with related parties
|
141,031
|
101,750
|
For the year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
Sales
|
-
|
-
|
44,260
|
|||||||||
Services rendered
|
3,495
|
1,220
|
523
|
|||||||||
Services received
|
(114,416
|
)
|
(115,779
|
)
|
(106,737
|
)
|
||||||
Financial income
|
74
|
60
|
1,466
|
|||||||||
Financial expenses
|
(1,154
|
)
|
(2,460
|
)
|
(1,968
|
)
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Trade receivables
|
186,728
|
151,199
|
||||||
Tax receivables
|
39,607
|
29,705
|
||||||
Prepayments
|
6,375
|
10,261
|
||||||
Other accounts receivable
|
11,739
|
16,456
|
||||||
Total
|
244,449
|
207,621
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Euro
|
109,165
|
98,798
|
||||||
Rand
|
23,792
|
12,807
|
||||||
Other
|
7,363
|
7,151
|
||||||
Total
|
140,320
|
118,756
|
Balance as of December 31, | |||||||||
2017
|
2016
|
||||||||
Up to 3 months
|
186,728
|
151,199
|
|||||||
Total
|
186,728
|
151,199
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Cash at bank and on hand
|
669,387
|
594,811
|
||||||
Total
|
669,387
|
594,811
|
Balance as of December 31,
|
||||||||
Currency
|
2017
|
2016
|
||||||
U.S. dollar
|
319,400
|
343,954
|
||||||
Euro
|
288,625
|
196,382
|
||||||
Algerian Dinar
|
13,628
|
10,736
|
||||||
South African Rand
|
40,999
|
39,689
|
||||||
Others
|
6,735
|
4,050
|
||||||
Total
|
669,387
|
594,811
|
- |
On February 27, 2017, the Board of Directors declared a dividend of $0.25 per share corresponding to the four quarter of 2016. The dividend was paid on March 15, 2017. From that amount, the Company retained $10.4 million of the dividend attributable to Abengoa;
|
- |
On May 15, 2017, the Board of Directors declared a dividend of $0.25 per share corresponding to the first quarter of 2017. The dividend was paid on June 15, 2017;
|
- |
On August 3, 2017, the Board of Directors declared a dividend of $0.26 per share corresponding to the second quarter of 2017. The dividend was paid on September 15, 2017;
|
- |
On November 13, 2017, the Board of Directors declared a dividend of $0.29 per share corresponding to the third quarter of 2017. The dividend was paid on December 15, 2017.
|
Balance as of December 31,
|
||||||||
Non-current
|
2017
|
2016
|
||||||
Credit Facilities with financial entities
|
320,783
|
123,804
|
||||||
Notes and Bonds
|
253,393
|
252,536
|
||||||
Total Non-Current
|
574,176
|
376,340
|
Balance as of December 31,
|
||||||||
Current
|
2017
|
2016
|
||||||
Credit Facilities with financial entities
|
65,833
|
289,035
|
||||||
Notes and Bonds
|
3,074
|
2,826
|
||||||
Total Current
|
68,907
|
291,861
|
2018
|
2019
|
2020
|
2021
|
2022
|
Subsequent
years
|
Total
|
||||||||||||||||||||||
Credit Facility Tranche A
|
53,778
|
-
|
-
|
-
|
-
|
-
|
53,778
|
|||||||||||||||||||||
Note Issuance Facility
|
107
|
-
|
-
|
-
|
107,316
|
213,467
|
320,890
|
|||||||||||||||||||||
Credit Facility 2017
|
11,948
|
-
|
-
|
-
|
-
|
-
|
11,948
|
|||||||||||||||||||||
2019 Notes
|
3,074
|
253,393
|
-
|
-
|
-
|
-
|
256,467
|
|||||||||||||||||||||
Total
|
68,907
|
253,393
|
-
|
-
|
107,316
|
213,467
|
643,083
|
January 1, 2017
|
Cash Flow
|
Non-cash changes
|
December 31, 2017
|
|||||||||||||
Corporate debt
|
668,201
|
(68,372
|
)
|
43,254
|
643,083
|
Project debt -
long term
|
Project debt -
short term
|
Total
|
||||||||||
Balance as of December 31, 2016
|
4,629,184
|
701,283
|
5,330,467
|
|||||||||
Increases
|
52,027
|
304,707
|
356,734
|
|||||||||
Decreases
|
(42,560
|
)
|
(509,131
|
)
|
(551,691
|
)
|
||||||
Currency translation differences
|
316,646
|
23,052
|
339,698
|
|||||||||
Reclassifications
|
273,620
|
(273,620
|
)
|
-
|
||||||||
Balance as of December 31, 2017
|
5,228,917
|
246,291
|
5,475,208
|
- |
Net decrease primarily due to repayment of debt, considering that interests accrued are offset by a similar amount of interests paid during the year. Decrease in long-term debt primarily relates to the partial repayment of Solana debt using the indemnity received from Abengoa in December 2017 for $42.5 million (see Note 10);
|
- |
A reclassification of the entire debt of Kaxu and Cadonal projects from short term to long term during the year 2017 as a result of the waiver obtained for Kaxu in March 2017 and the completion of certain pending conditions for Cadonal in October 2017. In addition, in 2017, Kaxu’s debt coverage ratio did not reach the minimum threshold due to the technical problems that the plant experienced since the end of 2016. However, the lenders of the project finance agreement granted a waiver to the asset and therefore reclassification of the debt to short-term does not apply in this case.
|
Project debt -
long term
|
Project debt -
short term
|
Total
|
||||||||||
Balance as of December 31, 2015
|
3,574,464
|
1,896,205
|
5,470,669
|
|||||||||
Increases
|
36,842
|
329,434
|
366,276
|
|||||||||
Decreases
|
-
|
(480,969
|
)
|
(480,969
|
)
|
|||||||
Currency translation differences
|
(64,426
|
)
|
38,917
|
(25,509
|
)
|
|||||||
Reclassifications
|
1,082,304
|
(1,082,304
|
)
|
-
|
||||||||
Balance as of December 31, 2016
|
4,629,184
|
701,283
|
5,330,467
|
- |
Net decrease primarily due to repayment of debt; considering that interests accrued were offset by a similar amount of interests paid during the year;
|
- |
A reclassification of the entire debt of Solana and Mojave projects from short term to long term as of December 31, 2016 considering that as a result of the forbearance signed in December 2016, Abengoa cross-defaults will no longer trigger acceleration remedies in the Solana or Mojave financing agreements.
|
2018
|
2019
|
2020
|
2021
|
2022
|
Subsequent years
|
Total
|
|||||||||||||||||||||||
Interest
Repayment
|
Nominal
repayment
|
||||||||||||||||||||||||||||
21,612
|
224,679
|
246,471
|
265,002
|
280,303
|
313,559
|
4,123,582
|
5,475,208
|
January 1, 2017
|
Cash Flow
|
Non-cash changes
|
December 31, 2017
|
|||||||||||||
Project debt
|
5,330,467
|
(248,472
|
)
|
393,212
|
5,475,208
|
Balance as of December 31,
|
||||||||
Currency
|
2017
|
2016
|
||||||
Euro
|
2,286,771
|
2,102,985
|
||||||
Algerian Dinar
|
35,093
|
41,598
|
||||||
Rand
|
456,179
|
419,708
|
||||||
Total
|
2,778,043
|
2,564,291
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Grants
|
1,225,877
|
1,297,755
|
||||||
Other liabilities
|
410,183
|
314,290
|
||||||
Grant and other non-current liabilities
|
1,636,060
|
1,612,045
|
Balance as of December 31,
|
||||||||
Item
|
2017
|
2016
|
||||||
Trade accounts payables
|
107,662
|
121,527
|
||||||
Down payments from clients
|
6,466
|
6,153
|
||||||
Suppliers of concessional assets current
|
236
|
380
|
||||||
Liberty (see Note 16)
|
-
|
21,461
|
||||||
Other accounts payable
|
40,780
|
10,984
|
||||||
Total
|
155,144
|
160,505
|
Deferred tax assets
|
Balance as of December 31,
|
|||||||
Concept
|
2017
|
2016
|
||||||
Net tax credits for operating losses carryforwards
|
71,219
|
102,804
|
||||||
Temporary differences derivatives financial instruments
|
93,719
|
99,930
|
||||||
Other temporary differences
|
198
|
157
|
||||||
Total deferred tax assets
|
165,136
|
202,891
|
- |
In December 2017 a tax reform, the Tax Cuts and Jobs Act, was enacted in the U.S., consisting mainly in a decrease in the corporate tax rate from 35% to 21% effective 1st of January 2018. The Company therefore adjusted the deferred tax assets and liabilities of its U.S. entities using the new enacted corporate tax rate as of December 31, 2017, resulting in a loss of $19 million recorded in the consolidated income statement for the year ended December 31, 2017;
|
- |
In addition, the U.S. Internal Revenue Code (“IRC”) Section 382 establishes an annual limitation on the use of U.S. Net Operating Losses (“NOLs”) as a result of an ownership change. An “ownership change” would occur if the direct and indirect “5-percent shareholders”, as defined under Section 382 of the IRC, collectively increased their ownership in the Company by more than 50 percentage points over a rolling three-year period. The Company experienced during 2017 an ownership change due to Abengoa´s restructuring and changes in its shareholders´s base. As a result, the U.S. NOLs carryforwards generated through the date of change are subject to an annual limitation under Section 382, which resulted in a derecognition of deferred tax assets previously recognized amounting to $96 million corresponding to an amount of $387 million of NOLs and also taking into consideration the newly enacted corporate tax rate of 21%. This loss has been recorded in the consolidated income statement for the year ended December 31, 2017.
|
Deferred tax liabilities
|
Balance as of December 31,
|
|||||||
Concept
|
2017
|
2016
|
||||||
Temporary differences tax/book amortization
|
113,432
|
28,810
|
||||||
Other temporary differences tax/book value of contracted concessional assets
|
66,247
|
61,818
|
||||||
Other temporary differences
|
6,904
|
4,409
|
||||||
Total deferred tax liabilities
|
186,583
|
95,037
|
Deferred tax assets
|
Amount
|
|||
As of January 1, 2016
|
191,314
|
|||
Increase/decrease through the consolidated income statement
|
16,033
|
|||
Increase/decrease through other consolidated comprehensive income (equity)
|
(5,701
|
)
|
||
Other movements
|
1,245
|
|||
As of December 31, 2016
|
202,891
|
|||
Increase/decrease through the consolidated income statement
|
(31,421
|
)
|
||
Increase/decrease through other consolidated comprehensive income (equity)
|
(13,312
|
)
|
||
Other movements
|
6,978
|
|||
As of December 31, 2017
|
165,136
|
Deferred tax liabilities
|
Amount
|
|||
As of January 1, 2016
|
79,654
|
|||
Increase/decrease through the consolidated income statement
|
16,681
|
|||
Increase/decrease through other consolidated comprehensive income (equity)
|
(62
|
)
|
||
Other movements
|
(1,236
|
)
|
||
As of December 31, 2016
|
95,037
|
|||
Increase/decrease through the consolidated income statement
|
86,418
|
|||
Increase/decrease through other consolidated comprehensive income (equity)
|
-
|
|||
Other movements
|
5,128
|
|||
As of December 31, 2017
|
186,583
|
For the twelve-month period ended December 31,
|
||||||||||||
Item
|
2017
|
2016
|
2015
|
|||||||||
Current tax
|
(1,998
|
)
|
(1,018
|
)
|
(2,182
|
)
|
||||||
Deferred tax
|
(117,839
|
)
|
(648
|
)
|
(21,608
|
)
|
||||||
-
relating to the origination and reversal of temporary differences
|
(98,508
|
)
|
(648
|
)
|
(22,492
|
)
|
||||||
-
relating to changes in tax rates
|
(19,331
|
)
|
-
|
884
|
||||||||
Total income tax benefit/(expense)
|
(119,837
|
)
|
(1,666
|
)
|
(23,790
|
)
|
For the year ended December 31,
|
||||||||||||
Concept
|
2017
|
2016
|
2015
|
|||||||||
Consolidated income / (loss) before taxes
|
14,950
|
3,333
|
(174,396
|
)
|
||||||||
Average statutory tax rate
|
30
|
%
|
30
|
%
|
30
|
%
|
||||||
Corporate income tax at average statutory tax rate
|
(4,485
|
)
|
(1,000
|
)
|
52,319
|
|||||||
Income tax of associates, net
|
1,765
|
2,110
|
2,341
|
|||||||||
Differences in foreign tax rates
|
3,304
|
(4,930
|
)
|
(2,389
|
)
|
|||||||
Permanent differences
|
19,324
|
11,121
|
(19,456
|
)
|
||||||||
Incentives, deductions, and unrecognized tax losses carryforwards
|
(20,994
|
)
|
(11,110
|
)
|
(58,039
|
)
|
||||||
Change in corporate income tax
|
(19,331
|
)
|
-
|
884
|
||||||||
U.S. Internal Revenue Code Section 382
|
(96,328
|
)
|
-
|
-
|
||||||||
Other non-taxable income/(expense)
|
(3,092
|
)
|
2,143
|
550
|
||||||||
Corporate income tax
|
(119,837
|
)
|
(1,666
|
)
|
(23,790
|
)
|
- |
A reduction of the Federal income tax rate from 35% to 21%, effective since January 1, 2018. This measure will imply a reduction of the tax burden of the Company. The effect on the deferred tax assets and liabilities has resulted in a $19 million loss;
|
- |
A limitation of the deduction for net interest expense of all businesses in the U.S. The new limitation is imposed on net interest expense that exceeds 30% of EBITDA from 2018 to 2021, and 30% of EBIT from 2022 onwards. Interests disallowed would be deducted in the future in the event that those limits are not exceeded. After having considered the impacts of Section 382 commented above, the Company does not expect significant negative effects from this net interest expense limitation;
|
- |
NOLs arising in tax years beginning after 2017 would be limited to 80% of taxable income. For new NOLs recognized after 2017, an indefinite carryforward would be allowed. The limitation of 80% is not applicable for NOLs generated before 2018. For existing NOLs before 2018, a carryforward of 20 years is still applicable. The new limitation does not trigger adverse tax effects to the U.S. subsidiaries of the Company considering the amount of NOLs to be generated in upcoming years and the projected amount of taxable income of these entities after having considered the impacts of Section 382;
|
- |
Base erosion anti-abuse tax (BEAT): The BEAT applies to certain U.S. corporations that make relevant deductible payments to foreign affiliates. The excess of 10% of a corporation’s taxable income increased by those payments to foreign related parties over its regular tax liability, will be the base erosion tax due. BEAT provisions do not trigger adverse tax consequences for the U.S. subsidiaries of the Company considering the amount of payments made to foreign affiliates for management and support services;
|
- |
Potential tax erosion in the U.S.: The Company does not expect to have material adverse tax consequences in the U.S. subsidiaries as a result of the measures previously described.
|
2017
|
Total
|
2018
|
2019 and 2020
|
2021 and 2022
|
Subsequent
|
|||||||||||||||
Corporate debt
|
643,083
|
68,907
|
253,393
|
107,316
|
213,467
|
|||||||||||||||
Loans with credit institutions (project debt)
|
4,628,289
|
215,117
|
457,853
|
539,466
|
3,415,853
|
|||||||||||||||
Notes and bonds (project debt)
|
846,919
|
31,174
|
53,620
|
54,395
|
707,730
|
|||||||||||||||
Purchase commitments
|
3,149,813
|
141,867
|
230,014
|
259,845
|
2,518,087
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
3,129,321
|
340,481
|
630,108
|
559,856
|
1,598,876
|
2016
|
Total
|
2017
|
2018 and 2019
|
2020 and 2021
|
Subsequent
|
|||||||||||||||
Corporate debt
|
668,201
|
291,861
|
376,340
|
-
|
-
|
|||||||||||||||
Loans with credit institutions (project debt)*
|
4,498,930
|
183,929
|
388,679
|
459,361
|
3,466,961
|
|||||||||||||||
Notes and bonds (project debt)
|
831,538
|
27,225
|
49,422
|
48,740
|
706,151
|
|||||||||||||||
Purchase commitments
|
2,894,146
|
136,032
|
263,398
|
246,904
|
2,247,812
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
3,356,750
|
332,408
|
617,852
|
543,927
|
1,862,563
|
* |
According to contracted maturities.
|
For the twelve-month year ended December 31,
|
|||||||||||||
Other operating income
|
|
2017
|
2016
|
2015
|
|||||||||
Grants
|
59,707
|
59,085
|
67,859
|
||||||||||
Income from various services and insurance proceeds
|
21,137
|
6,453
|
998
|
||||||||||
Total
|
80,844
|
65,538
|
68,857
|
For the twelve-month year ended December 31,
|
||||||||||||
Other operating expenses
|
2017
|
2016
|
2015
|
|||||||||
Leases and fees
|
(6,641
|
)
|
(5,309
|
)
|
(3,865
|
)
|
||||||
Operation and maintenance
|
(129,873
|
)
|
(133,292
|
)
|
(116,405
|
)
|
||||||
Independent professional services
|
(36,178
|
)
|
(30,515
|
)
|
(19,046
|
)
|
||||||
Supplies
|
(20,350
|
)
|
(17,177
|
)
|
(18,001
|
)
|
||||||
Insurance
|
(24,289
|
)
|
(23,390
|
)
|
(20,277
|
)
|
||||||
Levies and duties
|
(52,409
|
)
|
(44,440
|
)
|
(32,352
|
)
|
||||||
Other expenses
|
(14,721
|
)
|
(6,195
|
)
|
(14,882
|
)
|
||||||
Total
|
(284,461
|
)
|
(260,318
|
)
|
(224,828
|
)
|
For the year ended December 31,
|
||||||||||||
Financial income
|
2017
|
2016
|
2015
|
|||||||||
Interest income from loans and credits
|
325
|
286
|
933
|
|||||||||
Interest rates benefits derivatives: cash flow hedges
|
682
|
3,012
|
2,531
|
|||||||||
Total
|
1,007
|
3,298
|
3,464
|
For the year ended December 31,
|
||||||||||||
Financial expenses
|
2017
|
2016
|
2015
|
|||||||||
Expenses due to interest:
|
||||||||||||
- Loans from credit entities
|
(253,660
|
)
|
(242,919
|
)
|
(197,929
|
)
|
||||||
- Other debts
|
(137,562
|
)
|
(90,995
|
)
|
(81,853
|
)
|
||||||
Interest rates losses derivatives: cash flow hedges
|
(72,495
|
)
|
(74,093
|
)
|
(54,139
|
)
|
||||||
Total
|
(463,717
|
)
|
(408,007
|
)
|
(333,921
|
)
|
For the year ended December 31,
|
||||||||||||
Other financial income / (expenses)
|
2017
|
2016
|
2015
|
|||||||||
Dividend from ACBH (Brazil)
|
10,383
|
27,948
|
18,400
|
|||||||||
Impairment preferred equity investment in ACBH (see Note 8)
|
-
|
(22,076
|
)
|
(210,435
|
)
|
|||||||
Other financial income
|
28,809
|
13,027
|
1,520
|
|||||||||
Other financial losses
|
(20,758
|
)
|
(10,394
|
)
|
(9,638
|
)
|
||||||
Total
|
18,434
|
8,505
|
(200,153
|
)
|
For the year ended December 31,
|
||||||||||||
Item
|
2017
|
2016
|
2015
|
|||||||||
Profit/(loss) from continuing operations attributable to Atlantica Yield Plc.
|
(111,804
|
)
|
(4,855
|
)
|
(209,005
|
)
|
||||||
Profit/(loss) from discontinuing operations attributable to Atlantica Yield Plc.
|
-
|
-
|
-
|
|||||||||
Average number of ordinary shares outstanding (thousands) - basic and diluted
|
100,217
|
100,217
|
92,795
|
|||||||||
Earnings per share from continuing operations (US dollar per share) - basic and diluted
|
(1.12
|
)
|
(0.05
|
)
|
(2.25
|
)
|
||||||
Earnings per share from discontinuing operations (US dollar per share) - basic and diluted
|
-
|
-
|
-
|
|||||||||
Earnings per share from profit/ (loss) for the period (US dollar per share) - basic and diluted
|
(1.12
|
)
|
(0.05
|
)
|
(2.25
|
)
|
Company name
|
Project name
|
Registered address
|
% of
nominal
share
|
Business
|
||||
ACT Energy México, S. de R.L. de C.V.
|
ACT
|
Santa Barbara (Mexico)
|
100.00
|
(2)
|
||||
ABY infraestructuras, S.L.
|
ABY Infraestructuras
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
ABY infrastructures USA LLC.
|
ABY Infrastructures
|
Arizona (United States)
|
100.00
|
(5)
|
||||
ABY Concessions Infrastructures, S.LU.
|
ACIN
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
ABY Concessions Perú, S.A.
|
ACP
|
Lima (Peru)
|
100.00
|
(5)
|
||||
ABY Holdings USA LLC
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
ASHUSA Inc.
|
ABSA
|
Arizona (United States)
|
100.00
|
(5)
|
||||
ABY South Africa (Pty) Ltd
|
ASA
|
Pretoria (South Africa)
|
100.00
|
(5)
|
||||
ASUSHI, Inc.
|
ABSU
|
Arizona (United States)
|
100.00
|
(5)
|
||||
Atlantica Yield Chile SpA
|
Santiago de Chile (Chile)
|
100.00
|
(5)
|
|||||
ATN, S.A.
|
ATN
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ABY Transmisión Sur, S.A.
|
ATS
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ACT Holdings, S.A. de C.V.
|
ACT Holding
|
México D.F. (Mexico)
|
100.00
|
(5)
|
||||
Aguas de Skikda S.P.A.
|
Skikda
|
Dely Ibrahim (Argelia)
|
51.00
|
(4)
|
||||
Arizona Solar One, LLC.
|
ASO
|
Colorado (United States)
|
100,00
|
(3)
|
||||
ASO Holdings Company, LLC.
|
ASOH
|
Colorado (United States)
|
100.00*
|
(5)
|
||||
ATN 2, S.A.
|
ATN 2
|
Lima (Peru)
|
100.00
|
(1)
|
||||
Banitod, S.A..
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
|||||
Cadonal, S.A.
|
Cadonal
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Carpio Solar Inversiones, S.A.
|
Carpio
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Ecija Solar Inversiones, S.A.
|
ESI
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Extremadura Equity Investments Sárl.
|
EEI
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
||||
Fotovoltaica Solar Sevilla, S.A.
|
Seville PV
|
Sevilla (Spain)
|
80.00
|
(3)
|
||||
Geida Skikda, S.L.
|
Geida Skikda
|
Madrid (Spain)
|
67.00
|
(5)
|
||||
Helioenergy Electricidad Uno, S.A.
|
Helioenergy 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helioenergy Electricidad Dos, S.A.
|
Helioenergy 2
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helios I Hyperion Energy Investments, S.L.
|
Helios 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helios II Hyperion Energy Investments, S.L.
|
Helios 2
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Hypesol Energy Holding, S.L.
|
Hypesol
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Kaxu Solar One (Pty) Ltd.
|
KSO
|
Gauteng (South Africa)
|
51.00
|
(3)
|
||||
Logrosán Equity Investments Sárl.
|
LEI
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
||||
Logrosán Solar Inversiones, S.A.
|
Logrosan
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Logrosán Solar Inversiones Dos, S.L.
|
Logrosan 2
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Mojave Solar Holdings, LLC.
|
MSH
|
Colorado (United States)
|
100.00
|
(5)
|
||||
Mojave Solar LLC.
|
Mojave
|
Arizona (United States)
|
100.00
|
(3)
|
||||
Palmatir S.A.
|
Palmatir
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Palmucho, S.A.
|
Palmucho
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
Servicios Corporativos
|
Santa Barbara. (Mexico)
|
100.00
|
(5)
|
||||
Sanlucar Solar, S.A.
|
PS-10
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solaben Electricidad Uno S.A.
|
Solaben 1
|
Caceres (Spain)
|
100.00
|
(3)
|
||||
Solaben Electricidad Dos S.A.
|
Solaben 2
|
Caceres (Spain)
|
70.00
|
(3)
|
Solaben Electricidad Tres S.A.
|
Solaben 3
|
Caceres (Spain)
|
70.00
|
(3)
|
||||
Solaben Electricidad Seis S.A.
|
Solaben 6
|
Caceres (Spain)
|
100.00
|
(3)
|
||||
Solaben Luxembourg S.A.
|
SL
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
||||
Solacor Electricidad Uno, S.A.
|
Solacor 1
|
Sevilla (Spain)
|
87.00
|
(3)
|
||||
Solacor Electricidad Dos, S.A.
|
Solacor 2
|
Sevilla (Spain)
|
87.00
|
(3)
|
||||
ABY Servicios Corporativos S.A.
|
ABYSC
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Solar Processes, S.A.
|
PS-20
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solnova Solar Inversiones, S.A.
|
SSI
|
Seville (Spain)
|
100.00
|
(5)
|
||||
Solnova Electricidad, S.A.
|
Solnova 1
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Solnova Electricidad Tres, S.A.
|
Solnova 3
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Solnova Electricidad Cuatro, S.A.
|
Solnova 4
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Transmisora Mejillones, S.A.
|
Quadra 1
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
Transmisora Baquedano, S.A.
|
Quadra 2
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
(1) |
Business sector: Electric transmission lines
|
(2) |
Business sector: Efficient natural gas
|
(3) |
Business sector: Renewable energy
|
(4) |
Business sector: Water
|
(5) |
Holding Company
|
* |
100% of Class A shares held by Liberty (US tax equity investor, non-related party).
|
Company name
|
Project name
|
Registered address
|
% of
nominal
share
|
Business
|
||||
ACT Energy México, S. de R.L. de C.V.
|
ACT
|
Santa Barbara (Mexico)
|
100.00
|
(2)
|
||||
ABY infraestructuras, S.L.
|
ABY Infraestructuras
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
ABY infrastructures USA LLC.
|
ABY Infrastructures
|
Arizona (United States)
|
100.00
|
(5)
|
||||
ABY Concessions Infrastructures, S.LU.
|
ACIN
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
ABY Concessions Perú, S.A.
|
ACP
|
Lima (Peru)
|
100.00
|
(5)
|
||||
ASHUSA Inc.
|
ABSA
|
Arizona (United States)
|
100.00
|
(5)
|
||||
ABY South Africa (Pty) Ltd
|
ASA
|
Pretoria (South Africa)
|
100.00
|
(5)
|
||||
ASUSHI, Inc.
|
ABSU
|
Arizona (United States)
|
100.00
|
(5)
|
||||
ATN, S.A.
|
ATN
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ABY Transmisión Sur, S.A.
|
ATS
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ACT Holdings, S.A. de C.V.
|
ACT Holding
|
México D.F. (Mexico)
|
100.00
|
(5)
|
||||
Aguas de Skikda S.P.A.
|
Skikda
|
Dely Ibrahim (Argelia)
|
51.00
|
(4)
|
||||
Arizona Solar One, LLC.
|
ASO
|
Colorado (United States)
|
100,00
|
(3)
|
||||
ASO Holdings Company, LLC.
|
ASOH
|
Colorado (United States)
|
100.00*
|
(5)
|
||||
ATN 2, S.A.
|
ATN 2
|
Lima (Peru)
|
100.00
|
(1)
|
||||
Cadonal, S.A.
|
Cadonal
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Carpio Solar Inversiones, S.A.
|
Carpio
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Ecija Solar Inversiones, S.A.
|
ESI
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Extremadura Equity Investments Sárl.
|
EEI
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
||||
Fotovoltaica Solar Sevilla, S.A.
|
Seville PV
|
Sevilla (Spain)
|
80.00
|
(3)
|
||||
Geida Skikda, S.L.
|
Geida Skikda
|
Madrid (Spain)
|
67.00
|
(5)
|
||||
Helioenergy Electricidad Uno, S.A.
|
Helioenergy 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helioenergy Electricidad Dos, S.A.
|
Helioenergy 2
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helios I Hyperion Energy Investments, S.L.
|
Helios 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helios II Hyperion Energy Investments, S.L.
|
Helios 2
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Holding de Energía Eólica S.A.
|
HE
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
||||
Hypesol Energy Holding, S.L.
|
Hypesol
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Kaxu Solar One (Pty) Ltd.
|
KSO
|
Gauteng (South Africa)
|
51.00
|
(3)
|
||||
Logrosán Equity Investments Sárl.
|
LEI
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
||||
Logrosán Solar Inversiones, S.A.
|
Logrosan
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Logrosán Solar Inversiones Dos, S.L.
|
Logrosan 2
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Mojave Solar Holdings, LLC.
|
MSH
|
Colorado (United States)
|
100.00
|
(5)
|
||||
Mojave Solar LLC.
|
Mojave
|
Arizona (United States)
|
100.00
|
(3)
|
||||
Palmatir S.A.
|
Palmatir
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Palmucho, S.A.
|
Palmucho
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
Servicios Corporativos
|
Santa Barbara. (Mexico)
|
100.00
|
(5)
|
||||
Sanlucar Solar, S.A.
|
PS-10
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solaben Electricidad Uno S.A.
|
Solaben 1
|
Caceres (Spain)
|
100.00
|
(3)
|
||||
Solaben Electricidad Dos S.A.
|
Solaben 2
|
Caceres (Spain)
|
70.00
|
(3)
|
Solaben Electricidad Tres S.A.
|
Solaben 3
|
Caceres (Spain)
|
70.00
|
(3)
|
||||
Solaben Electricidad Seis S.A.
|
Solaben 6
|
Caceres (Spain)
|
100.00
|
(3)
|
||||
Solaben Luxembourg S.A.
|
SL
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
||||
Solacor Electricidad Uno, S.A.
|
Solacor 1
|
Sevilla (Spain)
|
87.00
|
(3)
|
||||
Solacor Electricidad Dos, S.A.
|
Solacor 2
|
Sevilla (Spain)
|
87.00
|
(3)
|
||||
ABY Servicios Corporativos S.A.
|
ABYSC
|
Sevilla (Spain)
|
100.00
|
(5)
|
||||
Solar Processes, S.A.
|
PS-20
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solnova Solar Inversiones, S.A.
|
SSI
|
Seville (Spain)
|
100.00
|
(5)
|
||||
Solnova Electricidad, S.A.
|
Solnova 1
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Solnova Electricidad Tres, S.A.
|
Solnova 3
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Solnova Electricidad Cuatro, S.A.
|
Solnova 4
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Transmisora Mejillones, S.A.
|
Quadra 1
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
Transmisora Baquedano, S.A.
|
Quadra 2
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
(1) |
Business sector: Electric transmission lines
|
(2) |
Business sector: Efficient natural gas
|
(3) |
Business sector: Renewable energy
|
(4) |
Business sector: Water
|
(5) |
Holding Company
|
* |
100% of Class A shares held by Liberty (US tax equity investor, non-related party).
|
Company name
|
Project name
|
Registered
address
|
% of
nominal
share
|
Business
|
||||
Evacuacion Valdecaballeros, S.L.
|
Valdecaballeros
|
Caceres (Spain)
|
57.2
|
(3)
|
||||
Geida Tlemcen S.L.
|
Geida Tlemcen
|
Madrid (Spain)
|
50.0
|
(4)
|
||||
Pectonex R.F.
|
Pectonex
|
Pretoria (South Africa)
|
50.0
|
(3)
|
||||
Evacuación Villanueva del Rey, S.L.
|
Villanueva del Rey
|
Sevilla (Spain)
|
40.0
|
(3)
|
Company name
|
Project name
|
Registered
address
|
% of
nominal
share
|
Business
|
||||
Evacuacion Valdecaballeros, S.L.
|
Valdecaballeros
|
Caceres (Spain)
|
57.2
|
(3)
|
||||
Geida Tlemcen S.L.
|
Geida Tlemcen
|
Madrid (Spain)
|
50.0
|
(4)
|
||||
Pectonex R.F.
|
Pectonex
|
Pretoria (South Africa)
|
50.0
|
(3)
|
||||
Evacuación Villanueva del Rey, S.L.
|
Villanueva del Rey
|
Sevilla (Spain)
|
40.0
|
(3)
|
(1) |
Business sector: Electric transmission lines
|
(2) |
Business sector: Efficient natural gas
|
(3) |
Business sector: Renewable energy
|
(4) |
Business sector: Water
|
(5) |
Holding Company
|
Appendices
|
(i) |
the approximately 356 mile, 220kV line from Carhuamayo-Paragsha-Conococha-Kiman-Ayllu-Cajamarca Norte;
|
(ii) |
the 4.3 mile, 138kV link between the existing Huallanca substation and Kiman Ayllu substations;
|
(iii) |
the 1.9 mile, 138kV link between the 138kV Carhuamayo substation and the 220kV Carhuamayo substation;
|
(iv) |
the new Conococha and Kiman Ayllu substations; and
|
(v) |
the expansion of the Cajamarca Norte, 220kV Carhuamayo, 138kV Carhuamayo and 220kV Paragsha substations.
|
(i) |
one 500kV electric transmission line and two short 220kV electric transmission lines, which are linked to existing substations;
|
(ii) |
three new 500kV substations; and
|
(iii) |
three existing substations (two existing 220kV substations and one existing 550/220kV substation), through the development of new transformers, line reactors, series reactive compensation and shunt reactions in some substations.
|
Project
name
|
Country
|
Status
(1)
|
% of
Nominal
Share
(
2)
|
Period of
Concession
(4)(5)
|
Offtaker
(7)
|
Financial/
Intangible
(3)
|
Assets/
Investment
|
Accumulated
Amortization
|
Operating
Profit/
(Loss)
(8)
|
Arrangement
Terms
(price)
|
Description of
the
Arrangement
|
|||||||||||
Renewable energy:
|
||||||||||||||||||||||
Solana
|
USA
|
(O)
|
100.0
|
30 Years
|
APS
|
(I)
|
1,993,171
|
(275,591)
|
11,795
|
Fixed price per MWh with annual increases of 1.84% per year
|
30-year PPA with APS regulated by ACC
|
|||||||||||
Mojave
|
USA
|
(O)
|
100.0
|
25 Years
|
PG&E
|
(I)
|
1,585,219
|
(193,029)
|
50,160
|
Fixed price per MWh without any indexation mechanism
|
25-year PPA with PG&E regulated by CPUC and CAEC
|
|||||||||||
Palmatir
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
146,274
|
(29,495)
|
5,767
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
|||||||||||
Cadonal
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
120,411
|
(33,682)
|
3,711
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
|||||||||||
Solaben 2
|
Spain
|
(O)
|
70.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
326,074
|
(48,837)
|
14,274
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 3
|
Spain
|
(O)
|
70.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
326,203
|
(51,242)
|
14,725
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solacor 1
|
Spain
|
(O)
|
87.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
324,854
|
(56,034)
|
13,686
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solacor 2
|
Spain
|
(O)
|
87.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
336,510
|
(57,130)
|
13,324
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
333,779
|
(76,622)
|
18,325
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Solnova 3
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
313,593
|
(69,392)
|
19,054
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 4
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
291,151
|
(63,617)
|
18,227
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Helios 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
329,823
|
(52,625)
|
11,127
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helios 2
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
321,018
|
(49,606)
|
12,038
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helioenergy 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
324,738
|
(56,101)
|
17,601
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helioenergy 2
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
325,472
|
(53,243)
|
17,972
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
316,797
|
(39,172)
|
14,672
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 6
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
313,677
|
(38,720)
|
14,112
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Kaxu
|
South Africa
|
(O)
|
51.0
|
20 Years
|
Eskom
|
(I)
|
604,898
|
(87,482)
|
29,991
|
Take or pay contract for the purchase of electricity up to the contracted capacity from the facility.
|
20-year PPA with Eskom SOC Ltd. With a fixed price formula in local currency subject to indexation to local inflation
|
|||||||||||
Efficient natural gas
:
|
||||||||||||||||||||||
ACT
|
Mexico
|
(O)
|
100.0
|
20 Years
|
Pemex
|
(F)
|
660,432
|
-
|
110,208
|
Fixed price to compensate both investment and O&M costs, established in USD and adjusted annually partially according to inflation and partially according to a mechanism agreed in contract
|
20-year Services Agreement with Pemex, Mexican oil & gas state-owned company
|
Honaine
|
Argelia
|
(O)
|
25.5
|
25 Years
|
Sonatrach & ADE
|
(F)
|
N/A
(9)
|
N/A
(9)
|
N/A
(9)
|
U.S. dollar
indexed take-
or-pay
contract with
Sonatrach /
ADE
|
25 years purchase
agreement
|
(1) |
In operation (O), Construction (C) as of December 31, 2017.
|
(2) |
Liberty Interactive Corporation agreed to invest $300 million in Class A membership interests in exchange for a share of the dividends and the taxable loss generated by Solana on October 2, 2013. Itochu Corporation holds 30% of the economic rights to each of Solaben 2 and Solaben 3. JGC Corporation holds 13% of the economic rights to each Solacor 1 and Solacor 2. Algerian Energy Company, SPA, or AEC, owns 49% and Valoriza Agua, S.L., a subsidiary of Sacyr, S.A., owns the remaining 25.5% of the Honaine project. AEC owns 49% and Valoriza Agua S.L. owns the remaining 16.83% of the Skikda project. Industrial Development Corporation of South Africa (29%) & Kaxu Community Trust (20%) for the Kaxu Project
|
(3) |
Classified as concessional financial asset (F) or as intangible assets (I).
|
(4) |
The infrastructure is used for its entire useful life. There are no obligations to deliver assets at the end of the concession periods, except for ATN and ATS.
|
(5) |
Generally, there are no termination provisions other than customary clauses for situations such as bankruptcy or fraud from the operator, for example.
|
(6) |
Sales to wholesale markets and additional fixed payments established by the Spanish government.
|
(7) |
In each case the offtaker is the grantor.
|
(8) |
Figures reflect the contribution to the consolidated financial statements of Atlantica Yield Plc. as of December 31, 2017.
|
(9) |
Recorded under the equity method.
|
Project
name
|
Country
|
Status
(1)
|
% of
Nominal
Share
(
2)
|
Period of
Concession
(4)(5)
|
Offtaker
(7)
|
Financial/
Intangible
(3)
|
Assets/
Investment
|
Accumulated
Amortization
|
Operating
Profit/
(Loss)
(8)
|
Arrangement
Terms
(price)
|
Description of
the
Arrangement
|
|||||||||||
Renewable energy:
|
||||||||||||||||||||||
Solana
|
USA
|
(O)
|
100.0
|
30 Years
|
APS
|
(I)
|
2,034,335
|
(215,987)
|
7,324
|
Fixed price per MWh with annual increases of 1.84% per year
|
30-year PPA with APS regulated by ACC
|
|||||||||||
Mojave
|
USA
|
(O)
|
100.0
|
25 Years
|
PG&E
|
(I)
|
1,585,159
|
(130,348)
|
50,460
|
Fixed price per MWh without any indexation mechanism
|
25-year PPA with PG&E regulated by CPUC and CAEC
|
|||||||||||
Palmatir
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
146,274
|
(22,362)
|
1,238
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
|||||||||||
Cadonal
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
120,411
|
(28,616)
|
(14,443)
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
|||||||||||
Solaben 2
|
Spain
|
(O)
|
70.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
286,577
|
(34,792)
|
11,128
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 3
|
Spain
|
(O)
|
70.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
286,824
|
(37,014)
|
12,536
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Solacor 1
|
Spain
|
(O)
|
87.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
284,835
|
(41,011)
|
12,327
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solacor 2
|
Spain
|
(O)
|
87.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
295,146
|
(41,688)
|
12,008
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
292,417
|
(58,869)
|
16,975
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 3
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
274,736
|
(53,280)
|
15,168
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 4
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
255,078
|
(48,649)
|
16,333
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Helios 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
289,739
|
(38,111)
|
12,935
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helios 2
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
282,015
|
(35,631)
|
12,755
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helioenergy 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
284,492
|
(41,603)
|
14,087
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helioenergy 2
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
285,288
|
(39,025)
|
14,354
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
277,563
|
(26,392)
|
11,952
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 6
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
274,643
|
(26,090)
|
12,358
|
Regulated revenue
base
(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Kaxu
|
South Africa
|
(O)
|
51.0
|
20 Years
|
Eskom
|
(I)
|
546,861
|
(52,126)
|
36,708
|
Take or pay contract for the purchase of electricity up to the contracted capacity from the facility.
|
20-year PPA with Eskom SOC Ltd. With a fixed price formula in local currency subject to indexation to local inflation
|
|||||||||||
Efficient natural gas:
|
||||||||||||||||||||||
ACT
|
Mexico
|
(O)
|
100.0
|
20 Years
|
Pemex
|
(F)
|
646,962
|
-
|
110,792
|
Fixed price to compensate both investment and O&M costs, established in USD and adjusted annually partially according to inflation and partially according to a mechanism agreed in contract
|
20-year Services Agreement with Pemex, Mexican oil & gas state-owned company
|
Honaine
|
Argelia
|
(O)
|
25.5
|
25 Years
|
Sonatrach & ADE
|
(F)
|
N/A
(9)
|
N/A
(9)
|
N/A
(9)
|
U.S. dollar
indexed take-
or-pay
contract with
Sonatrach /
ADE
|
25 years purchase
agreement
|
(1) |
In operation (O), Construction (C) as of December 31, 2016.
|
(2) |
Liberty Interactive Corporation agreed to invest $300 million in Class A membership interests in exchange for a share of the dividends and the taxable loss generated by Solana on October 2, 2013. Itochu Corporation holds 30% of the economic rights to each of Solaben 2 and Solaben 3. JGC Corporation holds 13% of the economic rights to each Solacor 1 and Solacor 2. Algerian Energy Company, SPA, or AEC, owns 49% and Valoriza Agua, S.L., a subsidiary of Sacyr, S.A., owns the remaining 25.5% of the Honaine project. AEC owns 49% and Valoriza Agua, S.L. owns the remaining 16.83% of the Skikda project. Industrial Development Corporation of South Africa (29%) & Kaxu Community Trust (20%) for the Kaxu Project
|
(3) |
Classified as concessional financial asset (F) or as intangible assets (I).
|
(4) |
The infrastructure is used for its entire useful life. There are no obligations to deliver assets at the end of the concession periods, except for ATN and ATS.
|
(5) |
Generally, there are no termination provisions other than customary clauses for situations such as bankruptcy or fraud from the operator, for example.
|
(6) |
Sales to wholesale markets and additional fixed payments established by the Spanish government.
|
(7) |
In each case the offtaker is the grantor.
|
(8) |
Figures reflect the contribution to the consolidated financial statements of Atlantica Yield Plc. as of December 31, 2016.
|
(9) |
Recorded under the equity method.
|
Subsidiary
name
|
Non-
controlling
interests
name
|
% of
non-
controlling
interests
held
|
Dividends
paid to
non-
controlling
interests
|
Profit/(Loss)
of non-
controlling
interests
in
AY
consolidated
net result
2017
|
Non-
controlling
interests
in
AY
consolidated
equity as
of
December 31,
2017
|
Non-current
assets*
|
Current
Assets*
|
Non-
current
liabilities*
|
Current
liabilities*
|
Net
Profit
/(Loss)*
|
Total
Comprehensive
income*
|
|||||||||||||||||||||||||||||||
Kaxu Solar One (Pty) Ltd.
|
Industrial Development Corporation of South Africa (IDC)
|
29
|
%
|
-
|
(5,678
|
)
|
1,885
|
526,518
|
67,294
|
569,634
|
20,241
|
(11,496
|
)
|
(7,178
|
)
|
|||||||||||||||||||||||||||
Kaxu Community Trust
|
20
|
%
|
||||||||||||||||||||||||||||||||||||||||
Aguas de Skikda S.P.A.
|
Algerian Energy Company S.P.A.
|
49
|
%**
|
1,834
|
8,358
|
51,232
|
90,524
|
31,247
|
30,145
|
7,216
|
9,961
|
-
|
Subsidiary
name
|
Non-
controlling
interests
name
|
% of
non-
controlling
interests
held
|
Dividends
paid to
non-
controlling
interests
|
Profit/(Loss)
of non-
controlling
interests
in
AY
consolidated
net result
2016
|
Non-
controlling
interests
in
AY
consolidated
equity as
of
December 31,
2016
|
Non-
current
assets*
|
Current
Assets*
|
Non-
current
liabilities*
|
Current
liabilities*
|
Net
Profit
/(Loss)*
|
Total
Comprehensive
income*
|
|||||||||||||||||||||||||||||||
Kaxu Solar One (Pty) Ltd.
|
Industrial Development Corporation of South Africa (IDC)
|
29
|
%
|
-
|
(3,244
|
)
|
8,529
|
495,946
|
54,717
|
111,264
|
421,993
|
(7,513
|
)
|
(4,744
|
)
|
|||||||||||||||||||||||||||
Kaxu Community Trust
|
20
|
%
|
||||||||||||||||||||||||||||||||||||||||
Aguas de Skikda S.P.A.
|
Algerian Energy Company S.P.A.
|
49
|
%**
|
4,141
|
7,284
|
47,796
|
96,052
|
29,769
|
36,591
|
7,304
|
13,800
|
-
|
As of December 31, | ||||||||
2017
|
2016
|
|||||||
Assets
|
||||||||
Investment in affiliates
|
2,044,967
|
2,035,598
|
||||||
Loans to affiliates
|
647,911
|
704,916
|
||||||
Cash and cash equivalents
|
148,525
|
122,154
|
||||||
Other assets
|
3,704
|
23,936
|
||||||
Total assets
|
2,845,107
|
2,886,604
|
||||||
Liabilities and Equity
|
||||||||
Borrowings
|
386,616
|
412,839
|
||||||
Notes and bonds
|
256,468
|
255,362
|
||||||
Intercompany liabilities
|
103,796
|
54,687
|
||||||
Other Liabilities
|
11,168
|
10,296
|
||||||
Total Liabilities
|
758,048
|
733,184
|
||||||
Common Stock
|
10,022
|
10,022
|
||||||
Additional paid-in capital
|
1,981,881
|
1,981,881
|
||||||
Distributable reserves
|
42,410
|
116,375
|
||||||
Other reserves
|
181
|
13,879
|
||||||
Accumulated gains (losses)-net
|
52,565
|
31,263
|
||||||
Total shareholders’s equity
|
2,087,059
|
2,153,420
|
||||||
Total liabilities and equities
|
2,845,107
|
2,886,604
|
For the year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
Income from
|
||||||||||||
Services
|
123,944
|
114,653
|
65,170
|
|||||||||
Other financial income
|
17,419
|
8
|
194
|
|||||||||
Total income
|
141,363
|
114,661
|
65,364
|
|||||||||
Expenses
|
||||||||||||
Other operating expenses
|
(21,173
|
)
|
(26,132
|
)
|
(10,005
|
)
|
||||||
Interest
|
(46,292
|
)
|
(35,615
|
)
|
(27,783
|
)
|
||||||
Other financial expenses
|
(21,333
|
)
|
(21,651
|
)
|
(246,982
|
)
|
||||||
Total expenses
|
(88,798
|
)
|
(83,398
|
)
|
(284,770
|
)
|
||||||
Income/(Loss) before income taxes
|
52,565
|
31,263
|
(219,406
|
)
|
||||||||
Income tax benefits/(expense)
|
-
|
-
|
(209
|
)
|
||||||||
Profit/(Loss) for the year
|
52,565
|
31,263
|
(219,615
|
)
|
For the year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
|
||||||||||
Profit/(loss) for the year
|
52,565
|
31,263
|
(219,615
|
)
|
||||||||
Items that may be subject to transfer to income statement
|
||||||||||||
Change in fair value of cash flow hedges
|
(13,666
|
)
|
7,213
|
3,683
|
||||||||
Net income/(expenses) recognized directly in equity
|
(13,666
|
)
|
7,213
|
3,683
|
||||||||
Cash flow hedges
|
(32
|
)
|
2,321
|
662
|
||||||||
Transfer to income statement
|
(32
|
)
|
2,321
|
662
|
||||||||
Other comprehensive income/(loss) for the year
|
(13,698
|
)
|
9,534
|
4,345
|
||||||||
Total comprehensive income/(loss) for the year
|
38,867
|
40,797
|
(215,270
|
)
|
For the year ended December 31, | ||||||||||||
2017
|
2016
|
2015
|
||||||||||
Cash Flow from operating activities
|
34,937
|
5,911
|
(15,943
|
)
|
||||||||
Cash Flow—investing activities
|
||||||||||||
Decrease (increase) in investment and advance to affiliates
|
151,033
|
97,341
|
(939,503
|
)
|
||||||||
Net decrease (increase) in other assets
|
-
|
-
|
(157
|
)
|
||||||||
Cash (used for)/provided by investing activities
|
151,033
|
97,341
|
(939,660
|
)
|
||||||||
Cash Flow—financing activities
|
||||||||||||
Net increase/(decrease) in borrowings and other liabilities
|
(64,754
|
)
|
-
|
310,462
|
||||||||
Dividend paid to shareowner
|
(94,845
|
)
|
(26,585
|
)
|
(128,859
|
)
|
||||||
Capital increase and other
|
-
|
-
|
664,120
|
|||||||||
Cash from financing activities
|
(159,599
|
)
|
(26,585
|
)
|
845,723
|
|||||||
Increase (decrease) in cash and cash equivalents during the year
|
26,371
|
76,667
|
(109,880
|
)
|
||||||||
Cash and cash equivalent at the beginning of the year
|
122,154
|
45,487
|
155,367
|
|||||||||
Cash and cash equivalent at the end of the year
|
148,525
|
122,154
|
45,487
|
a) |
The presentation of Atlantica Yield plc stands alone condensed financial statement has been prepared using the same accounting policies as set out in the accompanying consolidated financial statements except that, the Company records its investment in subsidiaries under the cost method of accounting and that financial income from credits to companies in the group are recorded under Income from services, given that the company is a holding and this type of service is part of its primary activity. Such investments are presented on the statements of financial position as “Investment in and loans to affiliates” at cost less any identified impairment loss.
|
b) |
As of December 31, 2017, 2016 and 2015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the Consolidated Financial Statements, if any.
|
c) |
For the year ended December 31, 2017, 2016 and 2015, cash dividend of $10,383 thousand, $29,737 thousand and $18,400 thousand were declared to the Company by its consolidated subsidiaries or associates, respectively.
|
Profit/(Loss) Reconciliation
|
For the year ended December 31,
|
|||||||||||
2017 | 2016 | 2015 | ||||||||||
Stand-alone—IFRS profit/(loss) for the period
|
52,565
|
31,263
|
(219,615
|
)
|
||||||||
Additional profit/(loss) if subsidiaries had been accounted for using the equity method of accounting as opposed to cost method
|
(164,369
|
)
|
(36,118
|
)
|
10,610
|
|||||||
Consolidated IFRS profit/(loss) for the period attributable to Atlantica Yield plc
|
(111,804
|
)
|
(4,855
|
)
|
(209,005
|
)
|
Equity Reconciliation
|
As of December 31,
|
|||||||||||
2017 | 2016 | 2015 | ||||||||||
Stand-alone—IFRS shareholders equity
|
2,087,059
|
2,153,420
|
2,158,021
|
|||||||||
Additional shareholders equity if subsidiaries had been accounted for using the equity method of accounting as opposed to cost method
|
(191,606
|
)
|
(194,309
|
)
|
(134,520
|
)
|
||||||
Consolidated IFRS shareholders equity
|
1,895,453
|
1,959,111
|
2,023,501
|
Subsidiary
|
Jurisdiction of Incorporation or Organization
|
||
ACT Energy Mexico, S. de R.L. de C.V.
|
Mexico
|
||
ABY Infraestructuras, S.L.
|
Spain
|
||
ABY Infrastructures USA LLC
|
Arizona
|
||
ABY Concessions Infrastructures, S.L.U
|
Spain
|
||
ABY Concessions Peru, S.A.
|
Peru
|
||
ASHUSA Inc.
|
Delaware
|
||
ABY South Africa (Pty) Ltd
|
South Africa
|
||
ASUSHI Inc.
|
Delaware
|
||
ATN, S.A.
|
Peru
|
||
ABY Transmision Sur, S.A.
|
Peru
|
||
ACT Holding S.A. de C.V.
|
Mexico
|
||
Aguas de Skikda S.A.P.
|
Algeria
|
||
Arizona Solar One LLC
|
Delaware
|
||
ASO Holdings Company LLC
|
Delaware
|
||
ATN2, S.A.
|
Peru
|
||
Cadonal, S.A.
|
Uruguay
|
||
Carpio Solar Inversiones, S.A.
|
Spain
|
||
Ecija Solar Inversiones, S.A
|
Spain
|
||
Extremadura Equity Investments Sárl.
|
Luxembourg
|
||
Evacuacion Valdecaballeros, S.L.
|
Spain
|
||
Evacuacion Villanueva del Rey, S.L
|
Spain
|
||
Fotovoltaica Solar Sevilla, S.A.
|
Spain
|
||
Geida Skikda, S.L.
|
Spain
|
||
Helioenergy Electricidad Uno, S.A.
|
Spain
|
||
Helioenergy Electricidad Dos, S.A.
|
Spain
|
||
Helios I Hyperion Energy Investments, S.L.
|
Spain
|
||
Helios II Hyperion Energy Investments, S.L.
|
Spain
|
||
Holding de Energia Eolica S.A.
|
Uruguay
|
||
Hypesol Energy Holding, S.L.
|
Spain
|
||
Kaxu Solar One (Pty) Ltd.
|
South Africa
|
||
Logrosan Equity Investments Sárl.
|
Luxembourg
|
||
Logrosan Solar Inversiones, S.A
|
Spain
|
||
Logrosan Solar Inversiones Dos, S.L
|
Spain
|
||
Miyah Bahr Honaine S.A.P.
|
Algeria
|
||
Mojave Solar Holdings LLC
|
Delaware
|
||
Mojave Solar LLC
|
Delaware
|
||
Palmatir, S.A.
|
Uruguay
|
||
Palmucho, S.A.
|
Chile
|
||
Pectonex, R.F. Proprietary Limited
|
South Africa
|
||
RRHH Servicios Corporativos
|
Mexico
|
||
Sanlucar Solar, S.A.
|
Spain
|
||
Solaben Electricidad Uno S.A.
|
Spain
|
||
Solaben Electricidad Dos, S.A.
|
Spain
|
||
Solaben Electricidad Tres, S.A.
|
Spain
|
||
Solaben Electricidad Seis, S.A.
|
Spain
|
||
Solaben Luxembourg S.A.
|
Luxembourg
|
||
Solacor Electricidad Uno, S.A.
|
Spain
|
||
Solacor Electricidad Dos, S.A.
|
Spain
|
||
ABY Servicios Corporativos S.A.
|
Spain
|
||
Solar Processes, S.A.
|
Spain
|
||
Solnova Solar Inversiones, S.A.
|
Spain
|
||
Solnova Electricidad, S.A
|
Spain
|
||
Solnova Electricidad Tres, S.A.
|
Spain
|
||
Solnova Electricidad Cuatro, S.A.
|
Spain
|
||
Transmisora Mejillones, S.A
|
Chile
|
||
Transmisora Baquedano, S.A.
|
Chile
|
/s/ Santiago Seage
|
|||
Name:
|
Santiago Seage
|
||
Title:
|
Chief Executive Officer
|
/s/ Francisco Martinez-Davis
|
|||
Name:
|
Francisco Martinez-Davis
|
||
Title:
|
Chief Financial Officer
|
1. |
The Annual Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2. |
The information contained in the Annual Report fairly presents, in all material respects, the financial condition and results of operations of the Atlantica Yield plc.
|
By:
|
||
/s/ Santiago Seage | ||
Name:
|
Santiago Seage
|
|
Title:
|
Chief Executive Officer
|
By:
|
||
/s/ Francisco Martinez-Davis | ||
Name:
|
Francisco Martinez-Davis
|
|
Title:
|
Chief Financial Officer
|
/s/ Deloitte Algérie Sarl
|
Algiers, Algeria
|
March 7, 2018
|
/s/ Deloitte Algérie Sarl
|
Algiers, Algeria
|
February 27, 2018
|
As of December 31,
|
||||||||||||
Notes (1)
|
2017
|
2016
|
||||||||||
Non-current assets
|
||||||||||||
Contracted concessional assets
|
5
|
185,273
|
196,161
|
|||||||||
Financial investments
|
6
|
361
|
382
|
|||||||||
Total non-current assets
|
185,634
|
196,543
|
||||||||||
Current assets
|
||||||||||||
Trade and other receivables
|
6&7
|
8,936
|
9,369
|
|||||||||
Prepayments
|
6
|
27
|
308
|
|||||||||
Financial investments
|
5&6
|
32,531
|
25,359
|
|||||||||
Cash and cash equivalents
|
6&8
|
28,785
|
29,214
|
|||||||||
Total current assets
|
70,279
|
64,250
|
||||||||||
Total assets
|
255,913
|
260,793
|
||||||||||
Equity and liabilities
|
||||||||||||
Share capital
|
9
|
45,989
|
45,989
|
|||||||||
Legal reserve
|
9
|
4,457
|
4,457
|
|||||||||
Retained earnings
|
112,562
|
99,853
|
||||||||||
Profit/(loss) for the year
|
29,158
|
24,967
|
||||||||||
Currency translation differences
|
(40,739
|
)
|
(33,933
|
)
|
||||||||
Total equity
|
151,427
|
141,333
|
||||||||||
Non-current liabilities
|
||||||||||||
Long-term project debt
|
89,387
|
102,861
|
||||||||||
Provisions
|
936
|
979
|
||||||||||
Total non-current liabilities
|
6&10
|
90,323
|
103,840
|
|||||||||
Current liabilities
|
||||||||||||
Related parties
|
6&13
|
2,300
|
4,302
|
|||||||||
Short-term project debt
|
6&10
|
11,047
|
11,207
|
|||||||||
Trade and other payables
|
6&10
|
816
|
110
|
|||||||||
Total current liabilities
|
14,163
|
15,620
|
||||||||||
Total equity and liabilities
|
255.913
|
260,793
|
(1) |
Notes 1 to 14 are an integral part of the financial statements
|
For the year ended December 31,
|
||||||||||||||||
Notes
(1)
|
2017
|
2016
|
2015
(unaudited)
|
|||||||||||||
Revenue
|
12
|
51,459
|
47,828
|
54,409
|
||||||||||||
Other operating income
|
7
|
12
|
2,462
|
|||||||||||||
Employee benefit expenses
|
(356
|
)
|
(453
|
)
|
(430
|
)
|
||||||||||
Depreciation, amortization and impairment charges
|
(22
|
)
|
(21
|
)
|
(16
|
)
|
||||||||||
Other operating expenses
|
12
|
(17,926
|
)
|
(17,898
|
)
|
(17,601
|
)
|
|||||||||
Operating profit
|
33,162
|
29,468
|
38,823
|
|||||||||||||
Financial income
|
12
|
133
|
37
|
251
|
||||||||||||
Financial expenses
|
12
|
(4,137
|
)
|
(4,538
|
)
|
(5,545
|
)
|
|||||||||
Financial expenses, net
|
(4,004
|
)
|
(4,501
|
)
|
(5,294
|
)
|
||||||||||
Profit before income tax
|
29,158
|
24,967
|
33,530
|
|||||||||||||
Income tax
|
-
|
-
|
-
|
|||||||||||||
Profit for the year
|
29,158
|
24,967
|
33,530
|
(1) |
Notes 1 to 14 are an integral part of the financial statements
|
For the year ended December 31,
|
||||||||||||
2017
|
2016
|
2015
(unaudited)
|
||||||||||
Profit for the year
|
29,158
|
24,967
|
33,530
|
|||||||||
Items that may be subject to transfer to income statement
|
||||||||||||
Currency translation differences
|
(6,806
|
)
|
(3,587
|
)
|
(30,346
|
)
|
||||||
Total comprehensive income for the year
|
22,352
|
21,380
|
3,184
|
Notes
(1)
|
Share
capital
|
Retained
earnings
|
Legal
reserve
|
Profit for the
year
|
Currency
translation
differences
|
Total Equity
|
|||||||||||||||||||
Balance at January 1, 2015
|
45,989
|
111,801
|
2,165
|
-
|
-
|
159,955
|
|||||||||||||||||||
Dividend distribution
|
-
|
(21,864
|
)
|
-
|
-
|
-
|
(21,864
|
)
|
|||||||||||||||||
Allocation to legal reserves
|
(1,319
|
)
|
1,319
|
-
|
-
|
-
|
|||||||||||||||||||
Profit for the year
|
-
|
-
|
-
|
33,530
|
-
|
33,530
|
|||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
(30,346
|
)
|
(30,346
|
)
|
||||||||||||||||||
Balance at December 31, 2015
|
45,989
|
88,618
|
3,484
|
33,530
|
(30,346
|
)
|
141,275
|
||||||||||||||||||
Distribution of prior year results
|
-
|
32,557
|
973
|
(33,530
|
)
|
-
|
-
|
||||||||||||||||||
Dividend distribution
|
(21,322
|
)
|
-
|
-
|
-
|
(21,322
|
)
|
||||||||||||||||||
Profit for the year
|
-
|
-
|
-
|
24,967
|
-
|
24,967
|
|||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(3,587
|
)
|
(3,587
|
)
|
|||||||||||||||||
Balance at December 31, 2016
|
45,989
|
99,853
|
4,457
|
24,967
|
(33,933
|
)
|
141,333
|
||||||||||||||||||
Distribution of prior year result
|
-
|
24,967
|
-
|
(24,967
|
)
|
-
|
-
|
||||||||||||||||||
Dividend distribution
|
-
|
(12,258
|
)
|
-
|
-
|
-
|
(12,258
|
)
|
|||||||||||||||||
Profit for the year
|
-
|
-
|
-
|
29,158
|
29,158
|
||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(6,806
|
)
|
(6,806
|
)
|
|||||||||||||||||
Balance at December 31, 2017
|
45,989
|
112,562
|
4,457
|
29,158
|
(40,739
|
)
|
151,427
|
(1)
|
Notes 1 to 14 are an integral part of the financial statements
|
For the year ended December 31,
|
|||||||||||||
Notes
(1)
|
2017
|
2016
|
2015
(unaudited)
|
||||||||||
I. Profit for the year
|
29,158
|
24,967
|
33,530
|
||||||||||
Non-monetary adjustments
|
|||||||||||||
Depreciation, amortization and impairment charges
|
22
|
21
|
16
|
||||||||||
Finance (income)/expenses
|
4,004
|
4,501
|
5,294
|
||||||||||
Other non-monetary items
|
(6,238
|
)
|
3,336
|
(1,677
|
)
|
||||||||
II. Profit for the year adjusted by non-monetary items
|
26,946
|
32,825
|
37,163
|
||||||||||
III. Variations in working capital
|
(2,114
|
)
|
(3,391
|
)
|
1,334
|
||||||||
Net interest paid
|
(4,014
|
)
|
(4,535
|
)
|
(5,313
|
)
|
|||||||
A. Net cash provided by operating activities
|
20,818
|
24,899
|
33,184
|
||||||||||
Investment in contracted concessional assets
|
(21
|
)
|
(67
|
)
|
(35
|
)
|
|||||||
B. Net cash used in investing activities
|
(21
|
)
|
(67
|
)
|
(35
|
)
|
|||||||
Repayment of Project debt
|
(8,878
|
)
|
(8,659
|
)
|
(9,120
|
)
|
|||||||
Dividends paid to company´s shareholders
|
(12,258
|
)
|
(21,322
|
)
|
(21,864
|
)
|
|||||||
C. Net cash used in financing activities
|
(21,136
|
)
|
(29,982
|
)
|
(30,985
|
)
|
|||||||
Net increase/(decrease) in cash and cash equivalents
|
(339
|
)
|
(5,150
|
)
|
2,165
|
||||||||
Cash and cash equivalents at beginning of the year
|
29,214
|
34,367
|
32,431
|
||||||||||
Translation differences on cash and cash equivalents
|
(90
|
)
|
(4
|
)
|
(228
|
)
|
|||||||
Cash and cash equivalents at end of the year
|
28,785
|
29,214
|
34,367
|
(1)
|
Notes 1 to 14 are an integral part of the financial statements
|
Asset
|
Type
|
Location
|
Capacity
(Gross)
|
Counterparty
Credit Ratings
|
COD
(1)
|
Contract Years
Left
(2)
|
||||||
Honaine
|
Water
|
Algeria
|
7 M ft3/
day
|
Not rated
|
3Q 2012
|
20
|
2.1. |
Statement of compliance
|
2.2. |
Application of new accounting standards
|
a)
|
Standards, interpretations and amendments effective from January 1, 2017 under IFRS-IASB, applied by the Company in the preparation of these consolidated financial statements:
|
• |
IAS 7 (Amendment) ‘Disclosure Initiative’. Requirements for additional disclosures in order to provide users with improved financial information.
|
• |
IAS 12 (Amendment) ‘Recognition for Deferred Tax for Unrealized Losses’. Clarification of recognition of deferred tax assets for unrealized losses.
|
• |
Annual Improvements to IFRSs 2014-2016 cycles. Amendments to IFRS 12.
|
b)
|
Standards, interpretations and amendments published by the IASB that will be effective for periods beginning on or after January 1, 2018:
|
• |
IFRS 9 ‘Financial Instruments’. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 9 (Amendments to IFRS 9): Prepayment Features with Negative Compensation. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 15 ‘Revenues from Contracts with Customers’. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 15 (Clarifications) ‘Revenues from Contracts with Customers’. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 16 ‘Leases’. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 17 ‘Insurance Contracts’. This Standard is applicable for annual periods beginning on or after January 1, 2021 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 2 (Amendment) ‘Classification and Measurement of Share-based Payment Transactions’. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IFRS 4 (Amendment). Applying IFRS 9 ‘Financial Instruments’ with IFRS 4 ‘Insurance Contracts’. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IAS 40 (Amendment). Transfers of Investment Property. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
IAS 19 (Amendment). Amendments to IAS 19: Plan Amendment, Curtailment or Settlement. This amendment is mandatory for annual periods beginning on or after January 1, 2019 under IFRS-IASB, earlier application is permitted.
|
• |
IAS 28 (Amendment). Long-term Interests in Associates and Joint Ventures. This amendment is mandatory for annual periods beginning on or after January 1, 2018 under IFRS-IASB, earlier application is permitted.
|
• |
Annual Improvements to IFRSs 2014-2016 cycles. Other minor amendments and modifications different from the aforementioned on IFRS 12. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB.
|
• |
Annual Improvements to IFRSs 2015-2017 cycles. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB.
|
• |
IFRIC 22 Foreign Currency Transactions and Advance Consideration. This Standard is applicable for annual periods beginning on or after January 1, 2018 under IFRS-IASB.
|
• |
IFRIC 23 Uncertainty over Income Tax Treatments. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB.
|
• |
IFRS 10 and IAS 28. Parent disposes of (or contributes) its controlling interest in a subsidiary to an existing associate or joint venture. Effective date beginning on or after a date to be determined by the IASB.
|
2.3. |
Critical accounting policies and estimates
|
2.4.1. |
Useful lives of contracted concessional assets items
|
2.4.2. |
Revenue recognition
|
Project
name
|
Country
|
Period of
Concession
|
Offtaker
|
Arrangement
Terms (price)
|
Description of the
Arrangement
|
|||||
Honaine
|
Algeria
|
25 Years
|
Sonatrach & ADE
|
U.S. dollar indexed take-or-pay contract with Sonatrach / ADE
|
25 years purchase agreement
|
2.4. |
Functional currency and presentation currency
|
- |
Assets and liabilities for each statement of financial position presented were translated at the closing rate;
|
- |
For each period presented, income and expenses in the period were translated at the average exchange rate of the period;
|
- |
All resulting exchange differences were recognized in the other comprehensive income.
|
3.1. |
Contracted Concessional Assets
|
3.2. |
Financial investments
|
3.3. |
Financial liabilities
|
3.4. |
Related party transactions
|
3.5. |
Cash and cash equivalents
|
3.6. |
Classification of assets and liabilities as current or non-current.
|
- |
Assets are classified as current if it is expected that they will be realized, sold or consumed within twelve months from the date of close;
|
- |
Liabilities are classified as current if it is expected that they will be settled within twelve months from the date of close, or the Company does not have the unconditional right to defer the cancellation of the liabilities during the twelve months following the date of close.
|
Balance as of
December 2016
|
Additions
|
Disposals/Other
movement
|
Currency
translation
differences
|
Balance as of
December 2017
|
||||||||||||||||
Property plant and equipment - gross
|
197
|
23
|
(52
|
)
|
(9
|
)
|
159
|
|||||||||||||
Accumulated depreciation
|
(127
|
)
|
(22
|
)
|
52
|
5
|
(92
|
)
|
||||||||||||
Property plan equipment, net
|
70
|
1
|
-
|
(4
|
)
|
67
|
||||||||||||||
Financial assets
|
196,091
|
-
|
(2,349
|
)
|
(8,536
|
)
|
184,206
|
|||||||||||||
Total contracted concessional assets
|
196,161
|
1
|
(2,349
|
)
|
(8,540
|
)
|
185,273
|
Balance as of
December 2015
(unaudited)
|
Additions
|
Disposals/Other
movement
|
Currency
translation
differences
|
Balance as of
December 2016
|
||||||||||||||||
Property plant and equipment - gross
|
205
|
7
|
(9
|
)
|
(5
|
)
|
197
|
|||||||||||||
Accumulated depreciation
|
(136
|
)
|
(4
|
)
|
9
|
3
|
(127
|
)
|
||||||||||||
Property plan equipment, net
|
69
|
3
|
-
|
(2
|
)
|
70
|
||||||||||||||
Financial assets
|
196,097
|
4,973
|
-
|
(4,979
|
)
|
196,091
|
||||||||||||||
Total contracted concessional assets
|
196,166
|
4,975
|
-
|
(4,980
|
)
|
196,161
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Clients (Note 7)
|
8,739
|
9,271
|
||||||
Prepayments
|
27
|
308
|
||||||
VAT receivable (Note 11)
|
197
|
99
|
||||||
Financial investments
|
32,892
|
25,741
|
||||||
Of which, non-current portion
|
361
|
382
|
||||||
Of which, current portion
|
32,531
|
25,359
|
||||||
Cash and cash equivalents (Note 8)
|
28,785
|
29,214
|
||||||
Total
|
70,640
|
64,633
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Long-term project debt (Note 10)
|
89,387
|
102,861
|
||||||
Provisions (Note 10)
|
936
|
979
|
||||||
Total
|
90,323
|
103,840
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Related parties (Note 13)
|
2,300
|
4,302
|
||||||
Short-term project debt (Note 10)
|
11,047
|
11,207
|
||||||
Trade accounts payable and other (Note 10)
|
816
|
110
|
||||||
Total
|
14,163
|
15,620
|
Financial assets
|
2018
|
Subsequent
years
|
Total
|
|||||||||
Clients
|
8,739
|
-
|
8,739
|
|||||||||
Prepayments
|
27
|
-
|
27
|
|||||||||
VAT receivable
|
197
|
-
|
197
|
|||||||||
Financial investments
|
32,531
|
361
|
32,892
|
|||||||||
Total
|
41,494
|
361
|
41,855
|
Financial liabilities
|
2018
|
2019
|
Subsequent
years
|
Total
|
||||||||||||
Debt with related parties
|
2,300
|
-
|
-
|
2,300
|
||||||||||||
Project debt
|
11,047
|
9,240
|
80,147
|
100,434
|
||||||||||||
Trade accounts payable and other
|
816
|
-
|
-
|
816
|
||||||||||||
Provisions
|
-
|
-
|
936
|
936
|
||||||||||||
Total
|
14,163
|
9,240
|
81,083
|
104,486
|
Financial assets
|
2017
|
Subsequent
years
|
Total
|
|||||||||
Clients
|
9,271
|
-
|
9,271
|
|||||||||
Prepayments
|
308
|
-
|
308
|
|||||||||
VAT receivable
|
99
|
-
|
99
|
|||||||||
Financial investments
|
25,359
|
382
|
25,741
|
|||||||||
Total
|
35,037
|
382
|
35,419
|
Financial liabilities
|
2017
|
2018
|
Subsequent
years
|
Total
|
||||||||||||
Debt with related parties
|
4,302
|
-
|
-
|
4,302
|
||||||||||||
Project debt
|
11,207
|
9,305
|
93,556
|
114,068
|
||||||||||||
Trade accounts payable and other
|
110
|
-
|
-
|
110
|
||||||||||||
Provisi
ons
|
-
|
-
|
979
|
979
|
||||||||||||
Total
|
15,620
|
9,305
|
94,535
|
119,460
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Clients
|
8,739
|
9,271
|
||||||
VAT receivable
|
197
|
99
|
||||||
Total
|
8,936
|
9,369
|
% of shares
|
||||
Algerian Energy Company, SPA
|
49%
|
|
||
Geida Tlemcen, S.L.
|
51%
|
|
||
Total
|
100%
|
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
Long-term debt and payable
|
||||||||
Provisions
|
936
|
979
|
||||||
Project debt
|
89,387
|
102,861
|
||||||
Total long-term debt and payable
|
90,323
|
103,840
|
||||||
Short-term debt and Other payables
|
||||||||
Project debt
|
11,047
|
11,207
|
||||||
Payables to related parties
|
2,300
|
4,302
|
||||||
Trade accounts payable and other
|
816
|
110
|
||||||
Total short-term debt and payable
|
14,163
|
15,620
|
||||||
Total debt and other payables
|
104,486
|
119,460
|
- |
Exemptions from the income tax (“IBS”);
|
- |
Exemption from tax on professional activity (“TAP”).
|
Balance as of December 31,
|
||||||||
2017
|
2016
|
|||||||
VAT refundable
|
197
|
99
|
||||||
Total
|
197
|
99
|
For the year ended December 31,
|
||||||||||||
Other operating expenses
|
2017
|
2016
|
2015
(unaudited)
|
|||||||||
Operation and maintenance
|
(10,652
|
)
|
(10,862
|
)
|
(11,125
|
)
|
||||||
Leases
|
(183
|
)
|
(194
|
)
|
(199
|
)
|
||||||
External technical services
|
(253
|
)
|
(102
|
)
|
(198
|
)
|
||||||
Insurance premiums
|
(613
|
)
|
(638
|
)
|
(665
|
)
|
||||||
Customs duties
|
(245
|
)
|
(101
|
)
|
(136
|
)
|
||||||
Supplies
|
(5,677
|
)
|
(5,632
|
)
|
(4,915
|
)
|
||||||
Other expenses
|
(303
|
)
|
(369
|
)
|
(364
|
)
|
||||||
Total other operating expenses
|
(17,926
|
)
|
(17,898
|
)
|
(17,601
|
)
|
||||||
Related parties (Note 13)
|
(10,652
|
)
|
(10,862
|
)
|
(11,125
|
)
|
||||||
Other than related parties
|
(7,274
|
)
|
(7,037
|
)
|
(6,477
|
)
|
For the year ended December 31,
|
||||||||||||
Financial result
|
2017
|
2016
|
2015
(unaudited)
|
|||||||||
Financial income
|
133
|
37
|
251
|
|||||||||
Interest related to project debt
|
(4,137
|
)
|
(4,538
|
)
|
(5,545
|
)
|
||||||
Total financial result
|
(4,004
|
)
|
(4,501
|
)
|
(5,294
|
)
|
||||||
Other than related parties
|
(4,004
|
)
|
(4,501
|
)
|
(5,294
|
)
|
Company
|
Short term payables
|
|||||||
Geida Tlemcen, S.L.
|
Shareholder
|
1
|
||||||
Valoriza Aguas, S.L.
|
O&M
|
1,436
|
||||||
Abengoa Water, S.L.
|
O&M
|
|
425
|
|||||
Algerian Energy Company SPA
|
Shareholder
|
-
|
||||||
Sonelgaz SPA
|
Affiliate
|
438
|
||||||
Total
|
2,300
|
Company
|
Operating expenses
|
|||||||
Valoriza Aguas, S.L.
|
O&M
|
(4,847
|
)
|
|||||
Abengoa Water, S.L.
|
O&M
|
(5,805
|
) | |||||
Total
|
(10,652
|
)
|
Company
|
Short term payables
|
|||||||
Geida Tlemcen, S.L.
|
Shareholder
|
1
|
||||||
Valoriza Aguas, S.L.
|
O&M
|
2,827
|
||||||
Abengoa Water, S.L.
|
O&M
|
864
|
||||||
Algerian Energy Company SPA
|
Shareholder
|
152
|
||||||
Sonelgaz SPA
|
Affiliate
|
459
|
||||||
Total
|
4,302
|
Company
|
Operating expenses
|
|||||||
Valoriza Aguas, S.L.
|
O&M
|
(6,447
|
)
|
|||||
Abengoa Water, S.L.
|
O&M
|
|
(4,414
|
)
|
||||
Total
|
(10,862
|
)
|