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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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Trading Symbol
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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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AY
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Large accelerated filer ☒
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Accelerated filer ☐
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Non-accelerated filer ☐
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Emerging growth company ☐
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U.S. GAAP ☐
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International Financial Reporting Standards
as issued by the International Accounting
Standards Board ☒
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Other ☐
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Page
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7 |
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12 |
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13
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ITEM 1.
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14
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ITEM 2.
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14
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ITEM 3.
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14
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A
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RESERVED
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B.
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14
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C.
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14
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D.
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14
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ITEM 4.
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48 | |
A.
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48
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B.
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48
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C.
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87
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D.
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88
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ITEM 4A.
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88
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ITEM 5.
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88
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A.
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88
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B.
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105
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C.
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114
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D.
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114
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E.
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115
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G.
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120
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ITEM 6.
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121
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A.
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121
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B.
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126
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C.
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141
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D.
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143
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E.
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143
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ITEM 7.
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144
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A.
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144
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B.
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145
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C.
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148
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ITEM 8.
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148
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A.
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148
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B.
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151 | |
ITEM 9.
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151 | |
A.
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151 | |
B.
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151 | |
C.
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151 | |
D.
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151 | |
E.
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151 | |
F.
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151 | |
ITEM 10.
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151 | |
A.
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151 | |
B.
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151 | |
C.
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151 | |
D.
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151 | |
E.
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152
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F.
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G.
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157
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H.
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157
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I.
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158
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ITEM 11.
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158
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ITEM 12.
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160
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A.
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160
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B.
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160
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C.
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160
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D.
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160
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ITEM 13.
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161
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ITEM 14.
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161
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ITEM 15.
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161
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ITEM 16.
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162
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ITEM 16A.
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162
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ITEM 16B.
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162
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ITEM 16C.
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162
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ITEM 16D.
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164
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ITEM 16E.
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164
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ITEM 16F.
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164
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ITEM 16G.
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165
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ITEM 16H.
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165
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ITEM 16I.
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165 |
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ITEM 17.
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165
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ITEM 18.
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165
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ITEM 19.
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166
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• |
the condition of the debt and equity capital markets and our ability to borrow additional funds, refinance existing debt and access capital markets, as well as our substantial indebtedness and the possibility that we may incur
additional indebtedness going forward;
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the ability of our counterparties, including Pemex and Eskom, to satisfy their financial commitments or business obligations and our ability to seek new counterparties in a competitive market;
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government regulation, including compliance with regulatory and permit requirements and changes in tax laws, market rules, rates, tariffs, environmental laws and policies affecting renewable energy;
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changes in tax laws and regulations;
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risks relating to our activities in areas subject to economic, social and political uncertainties;
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our ability to finance and make new investments and acquisitions on favorable terms or to close outstanding acquisitions;
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risks relating to new assets and businesses which have a higher risk profile and our ability to transition these successfully;
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potential environmental liabilities and the cost and conditions of compliance with applicable environmental laws and regulations;
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risks related to our reliance on third-party contractors or suppliers;
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risks related to our ability to maintain appropriate insurance over our assets;
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risks related to our facilities not performing as expected, unplanned outages, higher than expected operating costs and/ or capital expenditures;
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risks related to our exposure in the labor market;
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potential issues arising with our employees and our O&M suppliers’ employees including disagreement with employees’ unions and subcontractors;
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risks related to extreme and chronic weather events related to climate change could damage our assets or result in significant liabilities and cause an increase in our operation and maintenance costs;
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the effects of litigation and other legal proceedings (including bankruptcy) against us our subsidiaries, our assets and our employees;
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price fluctuations, revocation and termination provisions in our off-take agreements and power purchase agreements;
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risks related to information technology systems and cyber-attacks could significantly impact our operations and business;
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our electricity generation, our projections thereof and factors affecting production;
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our guidance targets or expectations with respect to Adjusted EBITDA derived from low-carbon footprint assets;
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our ability to grow organically and investments in new assets;
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risks related to our ability to develop renewable projects is subject to construction risks and risks associated with the arrangements with our joint venture partners;
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risks related to our current or previous relationship with Abengoa, our former largest shareholder and currently one of our operation and maintenance suppliers, including bankruptcy, reputational risk and particularly the potential
impact of Abengoa S.A.’s insolvency filing and Abenewco1, S.A.’s potential insolvency filing, as well as litigation risk;
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risks related to our relationship with our shareholders, including Algonquin, our major shareholder;
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potential impact of the continuance of the COVID-19 pandemic on our business and our off-takers’, financial condition, results of operations and cash flows;
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reputational and financial damage caused by our off-takers PG&E, Pemex and Eskom;
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risks related to the proposed electricity constitutional reform in Mexico and the potential impact on us;
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our plans relating to our financings, including refinancing plans;
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our plans relating to our “at-the-market program” and the use of proceeds from the offering thereunder;
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risks related to recent Russian military actions across Ukraine and the potential actions and reactions of other parties that may be
involved in such conflict; and
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other factors discussed under “Risk Factors”.
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references to “2020 Green Private Placement” refer to the €290 million (approximately $330 million) senior secured notes maturing on June 20, 2026 which were issued under a senior secured note purchase agreement entered with a group of
institutional investors as purchasers of the notes issued thereunder as further described in “Item 5.B— Operating and Financial Review and Prospects— Liquidity and Capital Resources— Corporate debt agreements —2020 Green Private
Placement”;
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references to “Abengoa” refer to Abengoa, S.A., together with its subsidiaries, unless the context otherwise requires;
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references to “ACT” refer to the gas-fired cogeneration facility located inside the Nuevo Pemex Gas Processing Facility near the city of Villahermosa in the State of Tabasco, Mexico;
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references to “Adjusted EBITDA” have the meaning set forth in the Section entitled “Presentation of Financial Information—Non-GAAP Financial Measures” in the section below;
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references to “Algonquin” refer to, as the context requires, either Algonquin Power & Utilities Corp., a North American diversified generation, transmission and distribution utility, or Algonquin Power & Utilities Corp.
together with its subsidiaries;
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references to “Algonquin ROFO Agreement” refer to the agreement we entered into with Algonquin on March 5, 2018, 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—ROFO Agreements”;
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references to “Amherst Island Partnership” or “AIP” refer to the holding company of Windlectric Inc;
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references to “Annual Consolidated Financial Statements” refer to the audited annual consolidated financial statements as of December 31, 2021 and 2020 and for the years ended December 31, 2021, 2020 and 2019, 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;
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references to “ASI Operations” refer to ASI Operations LLC;
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references to “Atlantica” refer to Atlantica Sustainable Infrastructure plc and, where the context requires, Atlantica Sustainable Infrastructure plc together with its consolidated subsidiaries;
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references to “Atlantica Jersey” refer to Atlantica Sustainable Infrastructure Jersey Limited, a wholly-owned subsidiary of Atlantica;
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references to “ATM Plan Letter Agreement” refer to the agreement by and among the Company and Algonquin dated August 3, 2021, pursuant to which the Company offers Algonquin shall have the right but not the obligation, on a quarterly
basis, to purchase a number of ordinary shares to maintain its percentage interest in Atlantica at the average price of the shares sold under the Distribution Agreement in the previous quarter, as adjusted;
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references to “ATN” refer to ATN S.A., the operational electronic transmission asset in Peru, which is part of the Guaranteed Transmission System;
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references to “ATS” refer to ABY Transmision Sur S.A.;
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references to “AYES Canada” refer to Atlantica Sustainable Infrastructure Energy Solutions Canada Inc., a vehicle formed by Atlantica and Algonquin to channel co-investment opportunities;
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references to “Befesa Agua Tenes” refer to Befesa Agua Tenes, S.L.U;
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references to “cash available for distribution” or “CAFD” refer to the cash distributions received by the Company from its subsidiaries minus cash expenses of the Company, including third-party debt service and general and
administrative expenses;
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references to “CAISO” refer to the California Independent System Operator;
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references to “Calgary District Heating” or “Calgary” refer to the 55 MWt thermal capacity district heating asset in the city of Calgary which we acquired in May 2021;
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references to “CENACE” refer to Centro Nacional de Control de Energía, the Mexican decentralized public agency, and an Independent System Operator;
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references to “Chile PV 1” refer to the solar PV plant of 55 MW located in Chile;
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references to “Chile PV 2” refer to the solar PV plant of 40 MW located in Chile;
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references to “Chile TL3” refer to the 50-mile transmission line located in Chile;
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references to “Chile TL4” refer to the 63-mile transmission line located in Chile;
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references to “CNMC” refer to Comision Nacional de los Mercados y de la Competencia, the Spanish state-owned regulator;
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references to “COD” refer to the commercial operation date of the applicable facility;
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references to “Coso” refer to the 135 MW geothermal plant located in California;
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references to the “Distribution Agreement” refer to the agreement entered into with J.P. Morgan Securities LLC, as sales agent, dated August 3, 2021, under which the Company may offer and sell from time to time up to $150 million of
our ordinary shares and pursuant to which J.P. Morgan Securities LLC may sell our ordinary shares by any method permitted by law deemed to be an “at the market offering” as defined by Rule 415(a)(4) promulgated under the Securities Act of
1933, as amended;
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references to “DOE” refer to the U.S. Department of Energy;
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references to “DTC” refer to The Depository Trust Company;
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references to “EMEA” refer to Europe, Middle East and Africa;
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references to “EPACT” refer to the Energy Policy Act of 2005;
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references to “ESG” refer to environmental, social and corporate governance;
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references to “Eskom” refer to Eskom Holdings SOC Limited, together with its subsidiaries, unless the context otherwise requires;
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references to “EURIBOR” refer to Euro Interbank Offered Rate, a daily reference rate published by the European Money Markets Institute, based on the average interest rates at which Eurozone banks offer to lend unsecured funds to other
banks in the euro wholesale money market;
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references to “EU” refer to the European Union;
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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;
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references to “Federal Financing Bank” refer to a U.S. government corporation by that name;
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references to “FERC” refer to the U.S. Federal Energy Regulatory Commission;
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references to “Fitch” refer to Fitch Ratings Inc.;
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references to “FPA” refer to the U.S. Federal Power Act;
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references to “Green Exchangeable Notes” refer to the $115 million green exchangeable senior notes due in 2025 issued by Atlantica Jersey on July 17, 2020, and fully and unconditionally guaranteed on a senior, unsecured basis, by
Atlantica, as further described in “Item 5.B— Operating and Financial Review and Prospects—Liquidity and Capital Resources— Corporate debt agreements —Green Exchangeable Notes”;
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references to “Green Project Finance” refer to the green project financing agreement entered into between Logrosan, the sub-holding company of Solaben 1 & 6 and Solaben 2 & 3, as borrower, and ING Bank, B.V. and Banco Santander
S.A., as lenders, as further described in “Item 5.B— Operating and Financial Review and Prospects—Liquidity and Capital Resources— Corporate debt agreements —Green Project Finance”;
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references to “Green Senior Notes” refer to the $400 million green senior notes due in 2028, as further described in “Item 5.B—Liquidity and Capital Resources— Corporate debt agreements —Green Senior Notes”;
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references to “gross capacity” refer 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;
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references to “GWh” refer to gigawatt hour;
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references to “IAS” refer to International Accounting Standards issued by the IASB;
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references to “IASB” refer to the International Accounting Standards Board;
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references to “IFRIC 12” refer to International Financial Reporting Interpretations Committee’s Interpretation 12—Service Concessions Arrangements;
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references to “IFRS as issued by the IASB” refer to International Financial Reporting Standards as issued by the IASB;
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references to “IPO” refer to our initial public offering of ordinary shares in June 2014;
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references to “Italy PV” refer to the six solar PV plants located in Italy with combined capacity of 6.2 MW;
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references to “ITC” refer to investment tax credits;
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references to “Kaxu” refer to the 100 MW solar plant located in South Africa;
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references to “La Sierpe” refer to the 20 MW solar PV plant located in Colombia;
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references to “Liberty GES” refer to Liberty Global Energy Solutions B.V., a subsidiary of Algonquin (formerly known as Abengoa-Algonquin Global Energy Solutions B.V. (AAGES)) which invests in the development and construction of
contracted clean energy and water infrastructure assets;
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references to “Liberty Interactive” refer to Liberty Interactive Corporation;
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references to “Liberty Interactive Ownership Interest in Solana” refer to Class A membership interests of ASO Holdings Company LLC (the holding company of Arizona Solar One LLC, owner of the 250 MW net (280 MW gross) solar electric
generation facility located in Maricopa County, Arizona, known as the Solana plant), previously owned by Liberty Interactive and purchased by us on August 17, 2020;
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references to “LIBOR” refer to London Interbank Offered Rate;
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references to “Liberty GES ROFO Agreement” refer to the agreement we entered into with Liberty GES on March 5, 2018, that provides us a right of first offer to purchase any of the assets offered for sale thereunder, as amended and
restated from time to time;
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references to “Logrosan” refer to Logrosan Solar Inversiones, S.A.;
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references to “Lost time injury rate” refer to the total number of recordable accidents with leave (lost time injury) recorded in the last 12 months per two hundred thousand worked hours;
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references to “LTIP” refer to the long-term incentive plans approved by the Board of Directors;
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references to “MACRS” refer to the Modified Accelerated Cost Recovery System;
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references to “M ft3” refer to million standard cubic feet;
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references to “Monterrey” refer to the 142 MW gas-fired engine facility including 130 MW installed capacity and 12 MW battery capacity, located in Monterrey, Mexico;
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references to “Multinational Investment Guarantee Agency” refer to the Multinational Investment Guarantee Agency, a financial institution member of the World Bank Group which provides political insurance and credit enhancement
guarantees;
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references to “MW” refer to megawatts;
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references to “MWh” refer to megawatt hour;
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references to “MWt” refer to thermal megawatts;
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references to “Moody’s” refer to Moody’s Investor Service Inc.;
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references to “NEPA” refer to the National Environment Policy Act;
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references to “NOL” refer to net operating loss;
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references to “Note Issuance Facility 2017” refer to the senior secured note facility dated February 10, 2017, of €275 million (approximately $313 million), with Elavon Financial Services DAC, UK Branch, as facility agent and a group
of funds managed by Westbourne Capital, as purchasers of the notes issued thereunder, which was fully repaid in April 2020;
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references to “Note Issuance Facility 2019” refer to the senior unsecured note facility dated April 30, 2019, as amended on May 14, 2019, October 23, 2020 and March 30, 2021 for a total amount of €268 million, (approximately $305
million) , with Lucid Agency Services Limited, as facility agent and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder which was fully repaid on June 4, 2021;
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references to “Note Issuance Facility 2020” refer to the senior unsecured note facility dated July 8, 2020, as amended on March 30, 2021 of €140 million (approximately $159 million), with Lucid Agency Services Limited, as facility
agent and a group of funds managed by Westbourne Capital, as purchasers of the notes issued thereunder;
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references to “O&M” refer to operation and maintenance services provided at our various facilities;
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references to “operation” refer to the status of projects that have reached COD (as defined above);
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references to “Pemex” refer to Petróleos Mexicanos;
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references to “PFIC” refer to passive foreign investment company within the meaning of Section 1297 of the US Inland Revenue Code (the “IRC”);
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references to “PG&E” refer to PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, collectively;
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references to “PPA” refer to the power purchase agreements through which our power generating assets have contracted to sell energy to various off-takers;
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references to “PTC” refer to production tax credits;
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references to “PTS” refer to Pemex Transportation System;
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references to “PV” refer to photovoltaic power;
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references to “Revolving Credit Facility” refer to the credit and guaranty agreement with a syndicate of banks entered into on May 10, 2018 as amended on January 24, 2019, August 2, 2019, December 17, 2019 and August 28, 2020 and March
1, 2021 providing for a senior secured revolving credit facility in an aggregate principal amount of $450 million;
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references to “Rioglass” refer to Rioglass Solar Holding, S.A.;
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references to “ROFO” refer to a right of first offer;
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references to “ROFO Agreements” refer to the Liberty GES ROFO Agreement and Algonquin ROFO Agreement;
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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;
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references to “RRRE” refer to the Specific Remuneration System Register in Spain;
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references to the “Shareholders’ Agreement” refer to the agreement by and among Algonquin Power & Utilities Corp., Abengoa-Algonquin Global Energy Solutions and Atlantica, dated March 5, 2018, as amended;
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references to “Skikda” refer to the seawater desalination plant in Algeria, which is 34% owned by Atlantica;
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references to “Solaben Luxembourg” refer to Solaben Luxembourg S.A;
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references to “Solnova 1, 3 & 4” refer to a 150 MW concentrating solar power facility wholly owned by Atlantica, located in the municipality of Sanlucar la Mayor, Spain;
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references to “S&P” refer to S&P Global Rating;
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references to “Tenes” refer to Ténès Lilmiyah SpA, a water desalination plant in Algeria, which is 51% owned by Befesa Agua Tenes;
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references to “U.K.” refer to the United Kingdom;
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references to “U.S.” or “United States” refer to the United States of America;
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references to “Vento II” refer to the wind portfolio in the U.S. in which we acquired a 49% interest in June 2021; and
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references to “we,” “us,” “our,” “Atlantica” and the “Company” refer to Atlantica Sustainable Infrastructure plc and its consolidated subsidiaries, unless the context otherwise requires.
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they do not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;
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they do not reflect changes in, or cash requirements for, our working capital needs;
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they may not reflect the significant interest expense, or the cash requirements necessary, to service interest or principal payments, on our debts;
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although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often need to be replaced in the future and Adjusted EBITDA does not reflect any cash requirements that would be required for
such replacements; and
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the fact that other companies in our industry may calculate Adjusted EBITDA differently than we do, which limits their usefulness as comparative measures.
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ITEM 1. |
IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS
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ITEM 2. |
OFFER STATISTICS AND EXPECTED TIMETABLE
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ITEM 3. |
KEY INFORMATION
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• |
Our failure to maintain safe work environments may expose us to significant financial losses, as well as civil and criminal liabilities.
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• |
Counterparties to our off-take agreements may not fulfill their obligations and, as our agreements expire, we may not be able to replace them on similar terms or at all in light of increasing competition.
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Certain agreements under which we conduct some of our operations are subject to revocation, termination or tariff reduction.
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• |
The performance of our assets under our PPAs or concession contracts may be adversely affected by problems including those related to our reliance on third-party contractors and suppliers.
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• |
Supplier concentration may expose us to significant financial credit or performance risk.
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Certain of our facilities may not perform as expected.
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Maintenance, expansion and refurbishment of facilities involve significant risks that could result in unplanned power outages or reduced output or availability.
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• |
Our business may be adversely affected by an increased number of extreme and chronic weather events including related to climate change.
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• |
The generation of electric energy from renewable energy sources depends heavily on suitable meteorological conditions, and if solar or wind conditions are unfavorable, or if the geothermal resource is lower than expected, our
electricity generation, and therefore revenue from our renewable energy generation facilities using our systems, may be substantially below our expectations.
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• |
Our insurance may be insufficient to cover relevant risks or the cost of our insurance may increase
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• |
We may have joint venture partners or other co-investors with whom we have material disagreements
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• |
The operation and maintenance of most of our assets is labor intensive, and therefore work stoppages by employees could harm our business.
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• |
Revenue from some of our renewable energy facilities is or may be partially exposed to market electricity prices.
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• |
Our information technology and communications systems are subject to cybersecurity risk and other risks. The failure of these systems could significantly impact our operations and business.
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• |
Algonquin is our largest shareholder and exercises substantial influence over us.
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• |
Our ownership structure and certain agreements may create significant conflicts of interest that may be resolved in a manner that is not in our best interests.
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• |
If Abengoa defaults on certain of its debt obligations, including as a result of the insolvency filing by their holding company Abengoa S.A., we could potentially be in default of certain of our project financing agreements.
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• |
Abengoa’s financial condition including the recent insolvency filing by Abengoa S.A. could affect its ability to satisfy its obligations with us under different agreements, such as operation and maintenance agreements, and may affect
our reputation.
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• |
Legal proceedings involving Abengoa S.A. and its current and previous insolvency processes and events and circumstances that led to them could affect us.
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• |
Our indebtedness could limit our ability to react to changes in the economy or our industry, expose us to the risk of increased interest rates and limit our activities due to covenants in existing financing agreements. It could also
adversely affect the ability of our project subsidiaries to make distributions Atlantica Sustainable Infrastructure plc, our ability to fund our operations, pay dividends or raise additional capital.
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• |
We may not be able to arrange the required or desired financing for investments and acquisitions and for the successful refinancing of the Company’s project level and corporate level indebtedness.
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• |
Potential future defaults by our subsidiaries, off-takers, suppliers and Abengoa could adversely affect us.
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• |
We may not be able to identify or consummate future investments and acquisitions on favorable terms, or at all.
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• |
Our ability to develop renewable projects is subject to construction risks and risks associated with the arrangements with our joint venture partners.
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• |
In order to grow our business, we may invest in or acquire assets or businesses which have a higher risk profile or are less ESG-friendly than certain assets in our current portfolio.
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• |
We cannot guarantee the success of our recent and future investments.
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• |
Our cash dividend policy may limit our ability to grow and make investments through cash on hand.
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• |
We have international operations and investments, including in emerging markets that could be subject to economic, social and political uncertainties.
|
• |
We are subject to extensive governmental regulation in a number of different jurisdictions, including stringent environmental regulation.
|
• |
Government regulations could change at any time.
|
• |
Revenues in our solar assets in Spain are subject to review every six years.
|
• |
If approved, the proposed electricity constitutional reform in Mexico may have a negative impact on our current assets and might impact negatively on our ability to grow in that country.
|
• |
We may not be able to pay a specific or increasing level of cash dividends to holders of our shares in the future.
|
• |
Future sales of our shares by Algonquin or its lenders or by other substantial shareholders may cause the price of our shares to fall.
|
• |
Changes in our tax position can significantly affect our reported earnings and cash flows.
|
• |
Our future tax liability may be greater than expected if we do not use sufficient NOLs to offset our taxable income.
|
• |
Our ability to use U.S. NOLs to offset future income may be limited.
|
I.
|
Risks Related to Our Business and Our Assets
|
• |
Acute physical. Severe and extreme weather events include severe winds and rains, hail, hurricanes, cyclones, droughts, as well as the risk of fire and flooding, among others and are becoming
more frequent as a result of climate change. Any of these extreme weather events could cause damage to our assets and/or business interruption.
|
- |
Severe floods could damage our transmission lines, our solar generation assets or our water facilities.
|
- |
Severe winds could cause damage the solar fields at our solar assets.
|
- |
Storms with intense lightning activity could damage our plants, especially our wind farms.
|
- |
Severe droughts could result in water restrictions that may affect our operations and which may force us to stop generation at some of our facilities. For example, some regions in Spain are currently experiencing a severe drought,
which may affect our facilities. A deterioration of the quality of the water would also have an impact on chemical costs in our water treatment plants at our generating facilities.
|
- |
If our transmission assets caused a fire, we could be found liable if the fire damaged third parties.
|
- |
Severe winter weather, like the storm in February 2021 in Texas, could cause supply from wind farms to decline due to wind turbine equipment freezing. Also, natural gas assets could trip offline due to operational issues caused by
freezing conditions.
|
- |
Rising temperatures and droughts could cause wildfires like the ones that have affected California starting in 2017. In California wildfires have been especially catastrophic, causing human fatalities and significant material losses.
Although our assets in California are located in areas without trees and vegetation, wildfires affected one of our clients in the recent past. One of our off-takers is PG&E, a large utility in California which filed for bankruptcy
protection under Chapter 11 due to large liabilities caused by its potential involvement in wildfires in California in 2017 and 2018. On July 1, 2020, PG&E emerged from Chapter 11. (see “Downstream” described below).
|
• |
Chronic physical. An increase in temperatures can reduce efficiency and increase operating costs at our plants.
|
o |
The Emissions Gaps Report issued by the United Nations Environment Program (UNEP) in October 2021 states that even if all unconditional Nationally Determined Contributions combined with other mitigation measures put the world on track
for a global temperature rise of 2.7°C (rise of 4.9ºF) by the end of the century. That is well above the goals of the Paris climate agreement and would lead to catastrophic changes in the Earth’s climate).
|
- |
Lower turbine efficiency in our efficient natural gas asset.
|
- |
Reduced efficiency at our solar photovoltaic generation assets.
|
- |
Lower air density at our wind facilities.
|
- |
Higher consumption of chemicals used for operational purposes at our water treatment plants.
|
o |
A reduction of mean precipitations may result in a reduction of availability of water from aquifers and could also modify the main water properties at our generation facilities.
|
• |
Current Regulation. Atlantica is directly affected by environmental regulation at all our assets. This includes climate-related risks driven by laws, regulation, taxation, disclosure of
emissions and other practices. As an example, we are subject to the requirements of the U.K. Climate Change Act 2008 on greenhouse gas (“GHG”) emissions reporting, and the Commission Regulation (EU) No 601/2012. Two U.S. solar plants are
also subject to the permits under the Clean Air Act.
|
• |
Emerging Regulation. Changes in regulation could have a negative impact on Atlantica's growth or cause an increase in costs. Renewable energy projects currently benefit from various U.S.
federal, state and local governmental incentives. These policies have had a significant impact on the development of renewable energy and they could change. These incentives make the development of renewable energy projects more
competitive by providing tax credits, accelerated depreciation and expensing for a portion of the development costs. A reduction in such incentives could decrease the attractiveness of renewable energy to developers, utilities, retailers
and customers. In addition, an increase in regulation could cause an increase in our compliance costs. See “—VII Risks Related to Regulation — Government regulations could change at any time and such changes may negatively impact our
current business and growth strategy”.
|
• |
Reputation. Decreased access to capital.
|
• |
Downstream. Some of our clients are large utilities or industrial corporations. These are also exposed to significant climate change related risks, including current and emerging regulation,
acute and chronic physical risks. A negative climate-related risk impact on our clients, including their credit quality could lead to their inability to comply with their obligations under our existing contracts. For example, one of our
off-takers, PG&E, a large utility company in California, filed for bankruptcy protection under Chapter 11 due to liabilities related to its potential involvement in wildfires in California in 2017 and 2018. PG&E is the off-taker
for our Mojave asset and emerged from Chapter 11 on July 1, 2020. During this process, California Legislature approved Assembly Bill 1054 which among other reforms created a Wildfire Fund, which would be available for eligible electric
utility companies to pay eligible claims for liabilities arising from wildfires. If our clients are affected by climate related risks, this could impact their credit quality and affect their ability to comply with the existing contract.
|
II. |
Risks Related to the COVID-19 Pandemic
|
III. |
Risks Related to Our Relationship with Algonquin and Abengoa
|
IV. |
Risks Related to Our Indebtedness
|
• |
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 investments and 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 December 31, 2021 after giving effect to hedging agreements) are at variable interest rates;
|
• |
limiting our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, investments and acquisitions and general corporate or other purposes, and limiting our ability to post collateral
to obtain such financing; and
|
• |
limiting our ability to adjust to changing market conditions and placing us at a 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 financial performance, cash flow generation and the financial performance of our subsidiaries;
|
•
|
our level of indebtedness and compliance with covenants in debt agreements;
|
•
|
maintenance of acceptable project and corporate credit ratings or credit quality; and
|
•
|
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 until the event of default is cured
or waived;
|
• |
default under our other debt instruments;
|
• |
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.
|
V. |
Risks Related to Our Growth Strategy
|
VI. |
Risks Related to the Markets in Which We Operate
|
VII. |
Risks Related to Regulation
|
• |
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 require new investments and may have a material adverse effect on our business, financial condition, results of operations and
cash flows, including preventing us from operating an asset if we are not in compliance; or
|
• |
governmental authorities will approve our environmental impact studies where required to implement proposed changes to operational projects.
|
VIII. |
Risks Related to Ownership of Our Shares
|
• |
operational performance of our assets;
|
• |
potential capital expenditure requirements in our assets in the case there were technical problems or environmental or regulatory requirements or unanticipated increases in construction and design costs;
|
• |
adverse weather;
|
• |
our debt service requirements and other liabilities;
|
• |
fluctuations in our working capital needs;
|
• |
fluctuations in foreign exchange rates;
|
• |
the level of our operating and general and administrative expenses,
|
• |
seasonal variations in revenues generated by the business;
|
• |
losses experienced not covered by insurance;
|
• |
shortage of qualified labor;
|
• |
restrictions contained in our debt agreements (including our project-level financing);
|
• |
our ability to borrow funds, including intercompany loans;
|
• |
changes in our revenues and/or cash generation in our assets due to delays in collections from our off-takers, legal disputes regarding contact terms, adjustments contemplated in existing regulation or changes in regulation or taxes in
the countries in which we operate, or adverse weather conditions;
|
• |
potential restrictions on payment of dividends arising from cross-default provisions with Abengoa in our Kaxu project financing agreements;
|
• |
other business risks affecting our cash levels;
|
• |
unfavorable regional, national or global economic and market conditions; and
|
• |
changes in accounting and financial reporting standards.
|
IX. |
Risks Related to Taxation
|
X. |
Other Risks
|
ITEM 4. |
INFORMATION OF THE COMPANY
|
A. |
History and Development of the Company
|
B. |
Business Overview
|
Assets
|
Type
|
Ownership
|
Location
|
Currency(9)
|
Capacity
(Gross)
|
Counterparty
Credit Ratings(10)
|
COD*
|
Contract
Years
Remaining(16)
|
|
|
|
|
|
|
|
|
|
Solana
|
Renewable
(Solar)
|
100%
|
Arizona
(USA)
|
USD
|
280 MW
|
BBB+/A3/BBB+
|
2013
|
22
|
Mojave
|
Renewable
(Solar)
|
100%
|
California
(USA)
|
USD
|
280 MW
|
BB-/--/BB
|
2014
|
18
|
Coso
|
Renewable (Geothermal)
|
100%
|
California (USA)
|
USD
|
135 MW
|
Investment grade (14)
|
1987/
1989
|
17
|
Elkhorn Valley
|
Renewable
(Wind)
|
49%
|
Oregon (USA)
|
USD
|
101 MW
|
BBB/A3/--
|
2007
|
6
|
Prairie Star
|
Renewable (Wind)
|
49%
|
Minnesota (USA)
|
USD
|
101 MW
|
--/A3/A-
|
2007
|
6
|
Twin Groves II
|
Renewable
(Wind)
|
49%
|
Illinois (USA)
|
USD
|
198 MW
|
BBB-/Baa2/--
|
2008
|
4
|
Lone Star II
|
Renewable
(Wind)
|
49%
|
Texas (USA)
|
USD
|
196 MW
|
Not rated
|
2008
|
1
|
Chile PV 1
|
Renewable
(Solar)
|
35%(8)
|
Chile
|
USD
|
55 MW
|
N/A
|
2016
|
N/A
|
Chile PV 2
|
Renewable
(Solar)
|
35%(8)
|
Chile
|
USD
|
40 MW
|
Not rated
|
2017
|
9
|
La Sierpe
|
Renewable (Solar)
|
100%
|
Colombia
|
COP
|
20 MW
|
Not rated
|
2021
|
14
|
Palmatir
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2014
|
12
|
Cadonal
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2014
|
13
|
Melowind
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2015
|
14
|
Mini-Hydro
|
Renewable
(Hydraulic)
|
100%
|
Peru
|
USD
|
4 MW
|
BBB+/Baa1/BBB
|
2012
|
11
|
Solaben 2 & 3
|
Renewable
(Solar)
|
70%(1)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
16/16
|
Solacor 1 & 2
|
Renewable
(Solar)
|
87%(2)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
15/15
|
PS10 & PS20
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
31 MW
|
A/Baa1/A-
|
2007&
2009
|
10/12
|
Helioenergy 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2011
|
15/15
|
Helios 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
15/16
|
Solnova 1, 3 & 4
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
3x50 MW
|
A/Baa1/A-
|
2010
|
13/13/14
|
Solaben 1 & 6
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2013
|
17/17
|
Seville PV
|
Renewable
(Solar)
|
80%(6)
|
Spain
|
Euro
|
1 MW
|
A/Baa1/A-
|
2006
|
14
|
Italy PV 1
|
Renewable
(Solar)
|
100%
|
Italy
|
Euro
|
1.6 MW
|
BBB/Baa3/BBB
|
2010
|
9
|
Italy PV 2
|
Renewable
(Solar)
|
100%
|
Italy
|
Euro
|
2.1 MW
|
BBB/Baa3/BBB
|
2011
|
9
|
Italy PV3
|
Renewable (Solar)
|
100%
|
Italy
|
Euro
|
2.5 MW
|
BBB/Baa3/BBB
|
2012
|
10
|
Kaxu
|
Renewable
(Solar)
|
51%(3)
|
South
Africa
|
Rand
|
100 MW
|
BB-/Ba2/BB-(11)
|
2015
|
13
|
Calgary
|
Efficient
natural gas & Heat
|
100%
|
Canada
|
CAD
|
55 MWt
|
~41% A+ or higher(15)
|
2010
|
19
|
ACT
|
Efficient
natural gas & Heat
|
100%
|
Mexico
|
USD
|
300 MW
|
BBB/ Ba3/BB-
|
2013
|
11
|
Monterrey
|
Efficient
natural gas & Heat
|
30%
|
Mexico
|
USD
|
142 MW
|
Not rated
|
2018
|
17
|
ATN (13)
|
Transmission
line
|
100%
|
Peru
|
USD
|
379 miles
|
BBB+/Baa1/BBB
|
2011
|
19
|
ATS
|
Transmission
line
|
100%
|
Peru
|
USD
|
569 miles
|
BBB+/Baa1/BBB
|
2014
|
22
|
ATN 2
|
Transmission
line
|
100%
|
Peru
|
USD
|
81 miles
|
Not rated
|
2015
|
11
|
Quadra 1 & 2
|
Transmission
line
|
100%
|
Chile
|
USD
|
49 miles/
32 miles
|
Not rated
|
2014
|
13/13
|
Palmucho
|
Transmission
line
|
100%
|
Chile
|
USD
|
6 miles
|
BBB/-/A-
|
2007
|
16
|
Chile TL3
|
Transmission
line
|
100%
|
Chile
|
USD
|
50 miles
|
A/A1/A-
|
1993
|
Regulated
|
Chile TL4
|
Transmission line
|
100%
|
Chile
|
USD
|
63 miles
|
Not rated
|
2016
|
50
|
Skikda
|
Water
|
34.2%(4)
|
Algeria
|
USD
|
3.5 M ft3/day
|
Not rated
|
2009
|
12
|
Honaine
|
Water
|
25.5%(5)
|
Algeria
|
USD
|
7 M ft3/day
|
Not rated
|
2012
|
16
|
Tenes
|
Water
|
51%(7)
|
Algeria
|
USD
|
7 M ft3/day
|
Not rated
|
2015
|
18
|
(1) |
Itochu Corporation, holds 30% of the shares in both Solaben 2 and Solaben 3.
|
(2) |
JGC, holds 13% of the shares in each of Solacor 1 and Solacor 2.
|
(3) |
Kaxu is owned by the Company (51%), Industrial Development Corporation of South Africa (29%) and Kaxu Community Trust (20%).
|
(4) |
Algerian Energy Company, SPA owns 49% of Skikda and Sacyr Agua, S.L. .(“Sacyr”) owns the remaining 16.8%.
|
(5) |
Algerian Energy Company, SPA owns 49% of Honaine and Sacyr owns the remaining 25.5%.
|
(6) |
Instituto para la Diversificación y Ahorro de la Energía, holds 20% of the shares in Seville PV.
|
(7) |
Algerian Energy Company, SPA owns 49% of Tenes.
|
(8) |
65% of the shares in Chile PV 1 and Chile PV 2 are held by financial partners at our renewable energy platform in Chile.
|
(9) |
Certain contracts denominated in U.S. dollars are payable in local currency.
|
(10) |
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.
|
(11) |
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.
|
(12) |
Refers to the credit rating of Uruguay, as UTE (Administración Nacional de Usinas y Transmisoras Eléctricas) is unrated.
|
(13) |
Including the acquisition of ATN Expansion 1 & 2.
|
(14) |
Refers to the credit rating of two Community Choice Aggregators: Silicon Valley Clean Energy and Monterrey Bar Community Power, both with A Rating from S&P and Southern California Public Power Authority. The third off-taker is not
rated.
|
(15) |
Refers to the credit rating of a diversified mix of 22 high credit quality clients (~41%A+ rating or higher, the rest is unrated).
|
(16) |
As of December 31, 2021.
|
(*) |
Commercial Operation Date.
|
− |
Two PPAs representing approximately 85% of the revenues until 2026 and 60% from 2027 until 2036 with two Community Choice Aggregators (“CCAs”), Silicon Valley Clean Energy and Monterrey Bay Community Power, both with an “A” credit
rating from S&P Global Rating (“S&P”).
|
− |
A PPA for approximately 15% of the revenues until 2026, 40% from 2027 until 2036 and 50% from 2037 until 2041 with Southern California Public Power Authority (“SCPPA”), which is not rated.
|
• |
Elkhorn Valley
|
• |
Prairie Star
|
• |
Twin Groves II
|
• |
Lone Star II
|
− |
Tranche A is a $36.0 million loan with maturity in 2034 and a floating interest rate of six-month LIBOR plus 2.9%, 81% hedged with a swap set at approximately 3.29% strike.
|
− |
Tranche B is a $33.5 million loan with maturity in 2032 and a floating interest rate of six-month LIBOR plus 2.65%, 81% hedged with a swap set at approximately 3.16% strike.
|
− |
Subordinated tranche for $8.1 million with maturity in 2034 and a floating interest rate of six-month LIBOR plus 5.5%.
|
− |
40% through a swap set at approximately 3.7% for the duration of the loans.
|
− |
60% through a cap set at approximately 1% until 2025. From January 2026 40% through a cap with approximately 3.75% strike price for the duration of the loans.
|
− |
53% through a swap set at approximately 3.20% for the life of the financing.
|
− |
28% through a cap with a 3.25% strike for the life of the financing.
|
− |
In addition, we contracted caps with a 1% strike covering 19.3% of the principal of Solacor 1 and 18.2% of the principal of Solacor 2. Both caps hedge the interest rate through 2025.
|
− |
30% through a swap set at approximately 4.07%
|
− |
70% through a cap set at approximately 1% and 4,5% until 2025
|
− |
From January 2026 70% through a cap with a 4.5% strike
|
− |
a 15-year loan agreement of €218.5 million with a syndicate of banks. The interest rate for the loans is a floating rate based on six-month EURIBOR plus a margin of 2.25% until December 2025 and 2.50% until maturity. The banking
tranche is 95.5% hedged through a swap set at approximately 3.8% strike and 3% hedged through a cap with a 1% strike.
|
− |
a 17-year, fully amortizing loan agreement with an institutional investor for a €45 million with a fixed interest rate of 4.37%. In July 2020, we added a new $43 million notional amount long dated tranche of debt from the same
institutional investor with 15-year maturity and with a fixed interest rate of 3.00%.
|
− |
78% through a swap set at approximately 4.76% strike until 2027.
|
− |
22% through a cap with a 1% strike covering the principal through 2025.
|
− |
23% through a swap set at approximately 4.34% strike for the life of the debt.
|
− |
77% through a cap with a 1% strike covering the principal through 2025.
|
− |
83% through a swap set at approximately 4.87% strike for the life of the debt.
|
− |
17% through a cap with a 1% strike covering the principal through 2025.
|
- |
1st tranche had a principal amount of $50 million with a 15-year term with quarterly amortization and bears interest at a rate of 6.15% per year.
|
- |
2nd tranche had a principal amount of $45 million with a 26-year term and bears interest at a rate of 7.53% per year. The second tranche has a 15-year grace period for principal repayments.
|
- |
3rd tranche had a principal amount of $10 million with a 15-year term and bears interest at a rate of 6.88% per year.
|
- |
Our Total Recordable Incident Rate (TRIR) has been calculated following Sustainable Accounting Standards IF-EU-320a.1. It represents the total number of recordable accidents with and without leave (lost time injury) recorded in the
last 12 months on 200 thousand hours worked. We ended 2021 at 1.2, compared to 1.0 in 2020.
|
- |
Our Lost Time Injury Rate (LTIR) represents the total number of recordable accidents with leave (lost time injury) recorded in the last 12 months on 200 thousand of hours worked. We ended 2021 at 0.5, compared to 0.3 in 2020.
|
• |
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.
|
• |
Political Constitution of the United Mexican States (Constitución Política de los Estados Unidos Mexicanos).
|
• |
Electric Industry Law (Ley de la Industria Eléctrica).
|
• |
Regulation of the Electric Industry Law (Reglamento de la Ley de la Industria Eléctrica)
|
• |
Energy Regulatory Bodies Law (Ley de los Órganos Reguladores Coordinados en Materia Energética).
|
• |
Energy Transition Law (Ley de Transición Energética).
|
• |
Federal Electricity Commission Law (Ley de la Comisión Federal de Electricidad).
|
• |
Regulations of the Federal Electricity Commission Law (Reglamento de la Ley de la Comisión Federal de Electricidad).
|
• |
Terms for the strict legal segregation of the Federal Electricity Commission (Términos para la estricta separación legal de la Comisión Federal de Electricidad).
|
• |
Geothermal Energy Law (Ley de Energía Geotérmica).
|
• |
Guidelines that regulate the criteria for granting clean energy certificates (Lineamientos que establecen los criterios para el otorgamiento de certificados de energía limpia) which have been recently amended and which relevant
implications will be further mentioned below.
|
• |
Guidelines of the Market (Bases del Mercado Eléctrico).
|
• |
Grid Code 2.0 (Código de Red 2.0).
|
• |
General Administrative Provisions that establish the terms for the operation of the Register of Qualified Users (Disposiciones administrativas de carácter general que establecen los términos para la operación y funcionamiento del
registro de Usuarios Calificados).
|
• |
Resolution by means of which the Energy Regulatory Commission issues the general administrative provisions that establish the general conditions for the provision of the energy supply (Resolución
por la que la Comisión Reguladora de Energía expide las Disposiciones administrativas de carácter general que establecen las condiciones generales para la prestación del suministro eléctrico).
|
• |
Mechanism to request the modification of the permits granted under the Electricity Public Service Law for generation permits, as well as the criteria under which the permit holders of such regime may execute an interconnection
contract while the Wholesale Electricity Market becomes effective (Mecanismo para solicitar la modificación de los permisos otorgados bajo la Ley del Servicio Público de Energía Eléctrica por permisos
con carácter único de generación, así como los criterios bajo los cuales los permisionarios de dicho régimen podrán celebrar un contrato de interconexión en tanto entra en operación el mercado eléctrico mayorista).
|
• |
General administrative provisions for the operation of the certificate procurement system and the compliance with the clean energy obligations (Disposiciones administrativas de carácter general para
el funcionamiento del sistema de gestión de certificados y cumplimiento de obligaciones de energías limpias).
|
• |
General administrative provisions that establish the minimum requirement to be met by suppliers and qualified users participating in the Electricity Market to acquire energy demand in terms of article 12, section XXI, of the Electric
Industry Law (Disposiciones administrativas de carácter general que establecen el Requisito mínimo que deberán cumplir los suministradores y los usuarios calificados participantes del mercado para
adquirir potencia en términos del artículo 12, fracción XXI, de la Ley de la Industria Eléctrica).
|
• |
General administrative provisions regarding open access and provision of services in the National Transmission Network and the General Distribution Networks (Disposiciones administrativas de carácter
general en materia de acceso abierto y prestación de los servicios en la Red Nacional de Transmisión y las Redes Generales de Distribución de Energía Eléctrica).
|
• |
General administrative provisions that establish the requirements and minimum amounts of electricity coverage contracts that suppliers must hold regarding electric power, energy demand and clean energy certificates that they will
supply to the represented load centers and their verification (Disposiciones administrativas de carácter general que establecen los requisitos y montos mínimos de contratos de cobertura eléctrica que
los suministradores deberán celebrar relativos a la energía eléctrica, potencia y certificados de energía limpia que suministrarán a los centros de carga que representen y su verificación).
|
• |
Policy on Reliability, Safety, Continuity and Quality on the National Electric System (Política de Confiabilidad, Seguridad, Continuidad y Calidad en el Sistema Eléctrico Nacional).
|
• |
Decree to guarantee the Efficiency, Quality, Reliability, Continuity and Safety of the National Electric System, due to the recognition of the epidemic of the SARS-CoV2 virus disease (COVID-19) (Decreto
para garantizar la Eficiencia, Calidad, Confiabilidad, Continuidad ySeguridad del Sistema Eléctrico Nacional, con motivo del reconocimiento de la epidemia de la enfermedad por el virus SARS-CoV2 (COVID-19)).
|
• |
Resolution by means of which CFE announced the new wheeling tariffs to owners of Legacy Interconnection Agreements with renewable energy sources (Resolución por medio de la cual CFE dio a conocer las
nuevas tarifas de transmisión a los titulares de Contratos de Interconexión Legados con fuentes de energía renovable).
|
• |
Decree number A/037/2021 of the Energy Regulatory Commission by means of which decree number A/049/2017 is amended, regarding the interpretation criteria of the concept self-needs and the general aspects applicable to the isolated
supply activity.
|
• |
Resolution number RES/550/2021 of the Energy Regulatory Commission by means of which the General Administrative Provisions regarding the efficiency, quality, reliability, continuity, safety and sustainability standards of the
National Electric System are published: Grid Code.
|
• |
Priority off-take. Producers of electricity from renewable sources have priority over conventional generators in transmitting to off takers the energy they produce under equal market conditions, without prejudice to the requirements
relating to the maintenance of the reliability and safety of the national electricity system and based on transparent and non-discriminatory criteria, in terms to be determined by the Government in a regulatory manner.
|
• |
Priority of access and connection to transmission and distribution networks. Without prejudice to the security of supply and the efficient development of the system, producers of electricity from renewable energy sources 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: the sale of electricity at market price is complemented with a specific regulated remuneration that allows these technologies to compete on an equal basis with the rest of the technologies on
the market. This specific complementary remuneration will be sufficient to reach the minimum level necessary to cover the costs and 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. In case of new facilities, the Spanish government can establish a specific remuneration through an auction process.
|
• |
Offer to sell the energy they produce through the market operator even when they have not entered into a bilateral or forward contract and are consequently 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.
|
• |
Having, prior to the beginning of discharge into the grid, the equipment for measuring electrical energy.
|
• |
The facilities must be registered in the Administrative Register of Electrical Energy Production Facilities under the Ministry of Industry.
|
• |
Voltage dips: all facilities or groupings of photovoltaic facilities with an installed power greater than 2 MW, in accordance with the definition of grouping, shall be obliged to comply with the requirements for responding to voltage
dips established by means of the corresponding operating procedure.
|
• |
Control centers: all facilities with installed power greater than 5 MW, and those with installed power less than or equal to 5 MW but which form part of a grouping of the same subgroup of article 2 whose total sum of installed powers
is greater than 5 MW, must be attached to a generation control center.
|
• |
Telemetric measurements: all facilities producing from renewable energy sources, cogeneration and waste with installed capacity greater than 1 MW, or less than or equal to 1 MW but which form part of a grouping of the same subgroup
whose total installed capacity is greater than 1 MW, must send telemetric measurements to the system operator in real time.
|
• |
Prior Administrative authorization (Autorización Administrativa Previa), which refers to the preliminary project of the installation as a technical document that will be processed, where
appropriate, together with the environmental impact study.
|
• |
Approval of the execution project (Autorización Administrativa de Construcción), which refers to the specific project of the facility and allows its owner to construct or establish it.
|
• |
Operating permit (Autorización Administrativa de Explotación), which, once the project has been executed, allows the facilities to be energized and to proceed with their commercial
exploitation.
|
Useful Life
|
Return on Investment
2020-2022(euros/MW)
|
Operating Remuneration
2022 (euros/GWh)
|
Maximum
Hours
|
Minimum
Hours
|
Operating
Threshold
|
|||||||||||
Solaben 2
|
25 years
|
398,174
|
45,85
|
2,008
|
1,210
|
706
|
||||||||||
Solaben 3
|
25 years
|
398,174
|
45,85
|
2,008
|
1,210
|
706
|
||||||||||
Solacor 1
|
25 years
|
398,174
|
45,85
|
2,008
|
1,210
|
706
|
||||||||||
Solacor 2
|
25 years
|
398,174
|
45,85
|
2,008
|
1,210
|
706
|
||||||||||
PS 10
|
25 years
|
550,263
|
68,32
|
1,840
|
1,109
|
647
|
||||||||||
PS 20
|
25 years
|
407,269
|
62,46
|
1,840
|
1,109
|
647
|
||||||||||
Helioenergy 1
|
25 years
|
393,071
|
45,66
|
2,008
|
1,210
|
706
|
||||||||||
Helioenergy 2
|
25 years
|
393,071
|
45,66
|
2,008
|
1,210
|
706
|
||||||||||
Helios 1
|
25 years
|
407,037
|
46,19
|
2,008
|
1,210
|
706
|
||||||||||
Helios 2
|
25 years
|
407,037
|
46,19
|
2,008
|
1,210
|
706
|
||||||||||
Solnova 1
|
25 years
|
413,423
|
46,55
|
2,008
|
1,210
|
706
|
||||||||||
Solnova 3
|
25 years
|
413,423
|
46,55
|
2,008
|
1,210
|
706
|
||||||||||
Solnova 4
|
25 years
|
413,423
|
46,55
|
2,008
|
1,210
|
706
|
||||||||||
Solaben 1
|
25 years
|
403,599
|
46,06
|
2,008
|
1,210
|
706
|
||||||||||
Solaben 6
|
25 years
|
403,599
|
46,06
|
2,008
|
1,210
|
706
|
||||||||||
Seville PV
|
30 years
|
709,200
|
33,23
|
2,041
|
1,237
|
721
|
• |
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).
|
C. |
Organizational Structure
|
(1) |
Atlantica Sustainable Infrastructure plc directly holds one share in Palmucho and 10 shares in each of Quadra 1 and Quadra 2
|
(2) |
ATIS directly holds one share in each of Atlantica Peru S.A. (AP), ATN S.A. and ATS S.A.
|
(3) |
30% owned by Itochu, a Japanese company
|
(4) |
13% owned by JGC, a Japanese company
|
(5) |
AEC holds 49% of Honaine and Skikda. Sacyr. holds 25.5% of Honaine and 16.9% of Skikda
|
(6) |
20% of Seville PV owned by IDEA, a Spanish state-owned company
|
(7) |
ATN holds a 75% stake in ATS
|
(8) |
ATN holds a 25% stake in ATN2
|
(9) |
87.5% owned by Starwood
|
(10) |
49% owned by Industrial Development Corporation, a South African Government company
|
(11) |
70% owned by Arroyo Energy
|
(12) |
100% indirectly owned by Arroyo Energy Netherlands II
|
(13) |
70% held by Algonquin
|
(14) |
65% held by financial partners
|
(15) |
Solar projects 100% owned by Chile Platform
|
(16) |
51% held by EDP Renewables
|
(17) |
Simplified structure
|
D. |
Property, Plant and Equipment
|
ITEM 4A. |
UNRESOLVED STAFF COMMENTS
|
ITEM 5. |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS
|
A. |
Operating Results
|
• |
In April 2020, we made an investment in the creation of a renewable energy platform in Chile, together with financial partners, in which we now own approximately a 35% stake and have a strategic investor role. In January 2021, we
closed our second investment through this platform with the acquisition of Chile PV 2, a 40 MW PV plant. Total equity investment in this new asset was $5.0 million. The platform intends to make further investments in renewable energy in
Chile and sign PPAs with creditworthy off-takers.
|
• |
In January 2021, we closed the acquisition of a 42.5% equity interest in Rioglass, a supplier of spare parts and services in the solar industry, increasing our equity interest to 57.5%. In addition, on July 22, 2021, we exercised the
option to acquire the remaining 42.5% equity interest in Rioglass. The total investment made in 2021 to acquire the additional 85% equity interest, resulting in a 100% ownership, was $17.1 million.
|
• |
In April 2021, we closed the acquisition of Coso, a 135 MW renewable asset in California. Coso is the third largest geothermal plant in the United States and provides base load renewable energy to the California Independent System
Operator (California ISO). It has PPAs signed with an 18-year average contract life. The total equity investment was $130 million, which was paid in April 2021. In addition, on July 15, 2021, we repaid $40 million of project debt.
|
• |
In May 2021, we closed the acquisition of Calgary District Heating, a district heating asset in Canada, for a total equity investment of $22.7 million. The asset has availability-based revenue with inflation indexation and 20 years of
weighted average contract life at the time of the acquisition. Contracted capacity and volume payments represent approximately 80% of the total revenue.
|
• |
In June 2021, we closed the acquisition of a 49% interest in Vento II, a 596 MW wind portfolio in the U.S. for a total equity investment of $198.3 million. EDP Renewables owns the remaining 51%. The assets have PPAs with investment
grade off-takers with five-year average remaining contract life at the time of the investment.
|
• |
In August 2021, we closed the acquisition of Italy PV 1 and Italy PV 2, two solar PV plants in Italy with a combined capacity of 3.7 MW for a total equity investment of $9 million. These assets have regulated revenues under a feed in
tariff until 2030 and 2031, respectively.
|
• |
In November 2021, we closed the acquisition of La Sierpe, a 20 MW solar PV plant in Colombia for a total equity investment of $23.5 million. The asset was acquired under our Liberty GES ROFO Agreement. We also acquired two additional
solar projects in Colombia with a combined capacity of 30 MW which are currently in construction, la Tolua and Tierra Linda.
|
• |
In December 2021, we closed the acquisition of Italy PV 3, a 2.5 MW solar portfolio in Italy for a total equity investment of $4.0 million. The four assets in the portfolio have regulated revenues under a feed in tariff until 2032.
|
• |
In October 2018, we reached an agreement to acquire PTS, a natural gas transportation platform located in Mexico. We initially acquired a 5% stake in the project and reached an agreement to increase our equity interest. Given that the
project financing did not close, in June 2021, we reached an agreement with our partner to sell our 5% ownership in the project at cost. There are no other costs or liabilities related to this investment.
|
• |
In January 2022, we closed the acquisition of Chile TL4, a 63-mile transmission line and 2 substations in Chile for a total equity investment of $39 million. We expect to make an expansion of the line in 2022, which would represent an
additional investment of approximately $8 million. The asset has fully contracted revenues in US dollars, with inflation escalation and a 50-year contract life. The off-takers are several mini-hydro plants that receive contracted or
regulated payments.
|
Year ended December 31,
|
||||||||||||||||||||||||
2021
|
2020
|
2019
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
North America
|
$
|
395.8
|
32.7
|
%
|
$
|
330.9
|
32.6
|
%
|
$
|
333.0
|
32.9
|
%
|
||||||||||||
South America
|
155.0
|
12.8
|
%
|
151.5
|
15.0
|
%
|
142.2
|
14.1
|
%
|
|||||||||||||||
EMEA
|
660.9
|
54.5
|
%
|
530.9
|
52.4
|
%
|
536.3
|
53.0
|
%
|
|||||||||||||||
Total revenue
|
$
|
1,211.7
|
100.0
|
%
|
$
|
1,013.3
|
100.0
|
%
|
$
|
1,011.5
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2021
|
2020
|
2019
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
Renewable Energy
|
$
|
928.5
|
76.6
|
%
|
$
|
753.1
|
74.3
|
%
|
$
|
761.1
|
75.2
|
%
|
||||||||||||
Efficient natural gas & Heat
|
123.7
|
10.2
|
%
|
111.0
|
11.0
|
%
|
122.3
|
12.1
|
%
|
|||||||||||||||
Transmission Lines
|
105.6
|
8.7
|
%
|
106.1
|
10.5
|
%
|
103.5
|
10.2
|
%
|
|||||||||||||||
Water
|
53.9
|
4.5
|
%
|
43.1
|
4.2
|
%
|
24.6
|
2.4
|
%
|
|||||||||||||||
Total revenue
|
$
|
1,211.7
|
100.0
|
%
|
$
|
1,013.3
|
100.0
|
%
|
$
|
1,011.5
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2021
|
2020
|
2019
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
North America
|
$
|
311.8
|
78.8
|
%
|
$
|
279.4
|
84.4
|
%
|
$
|
307.2
|
92.3
|
%
|
||||||||||||
South America
|
119.6
|
77.2
|
%
|
120.0
|
79.2
|
%
|
115.4
|
81.2
|
%
|
|||||||||||||||
EMEA
|
393.0
|
59.5
|
%
|
396.7
|
74.7
|
%
|
399.0
|
74.4
|
%
|
|||||||||||||||
Adjusted EBITDA(1)
|
$
|
824.4
|
68.0
|
%
|
$
|
796.1
|
78.6
|
%
|
$
|
821.6
|
81.2
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2021
|
2020
|
2019
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
Renewable Energy
|
$
|
602.6
|
64.9
|
%
|
$
|
576.3
|
76.5
|
%
|
$
|
604.1
|
79.4
|
%
|
||||||||||||
Efficient natural gas & Heat
|
100.0
|
80.8
|
%
|
101.0
|
91.0
|
%
|
109.2
|
89.3
|
%
|
|||||||||||||||
Transmission Lines
|
83.6
|
79.2
|
%
|
87.3
|
82.3
|
%
|
85.7
|
82.8
|
%
|
|||||||||||||||
Water
|
38.2
|
70.9
|
%
|
31.5
|
73.1
|
%
|
22.6
|
91.9
|
%
|
|||||||||||||||
Adjusted EBITDA(1)
|
$
|
824.4
|
68.0
|
%
|
$
|
796.1
|
78.6
|
%
|
$
|
821.6
|
81.2
|
%
|
Year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
($ in millions)
|
||||||||||||
Profit/(loss) for the year attributable to the parent company
|
$
|
(30.1
|
)
|
$
|
11.9
|
$
|
62.1
|
|||||
Profit/(loss) attributable to non-controlling interest from continued operations
|
19.2
|
4.9
|
12.5
|
|||||||||
Income tax expense
|
36.2
|
24.9
|
30.9
|
|||||||||
Depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates (pro rata of our equity ownership)
|
18.7 |
|
13.9 |
|
3.0 |
|
||||||
Financial expense, net
|
340.9
|
331.8
|
402.3
|
|||||||||
Depreciation, amortization and impairment charges
|
439.4
|
408.6
|
310.8
|
|||||||||
Adjusted EBITDA
|
$
|
824.4
|
$
|
796.1
|
$
|
821.6
|
Year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
($ in millions)
|
||||||||||||
Net cash flow provided by operating activities
|
$
|
505.6
|
$
|
438.2
|
$
|
363.5
|
||||||
Net interest /taxes paid
|
342.3
|
287.2
|
299.5
|
|||||||||
Variations in working capital
|
3.1
|
10.9
|
125.0
|
|||||||||
Other non-monetary items
|
(55.8
|
)
|
43.9
|
25.8
|
||||||||
Share of profit/(loss) of associates carried under the equity method, depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates (pro-rata of our
equity ownership) and other
|
29.2
|
15.9
|
7.8
|
|||||||||
Adjusted EBITDA
|
$
|
824.4
|
$
|
796.1
|
$
|
821.6
|
• |
MW in operation in the case of Renewable energy and Efficient natural gas and heat assets, miles in operation in the case of Transmission lines and Mft3
per day in operation in the case of Water assets, are indicators which provide information about the installed capacity or size of our portfolio of assets.
|
• |
Production measured in GWh in our Renewable energy and Efficient natural gas and heat assets provides information about the performance of these assets.
|
• |
Availability in the case of our Efficient natural gas and heat assets, Transmission lines and Water assets also provides information on the performance of the assets. In these business segments revenues are based on availability, which
is the time during which the asset was available to our client totally or partially divided by contracted availability or budgeted availability, as applicable.
|
As of and for the year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
Renewable Energy
|
||||||||||||
MW in operation(1)
|
2,044
|
1,551
|
1,496
|
|||||||||
GWh produced(2)
|
4,655
|
3,244
|
3,236
|
|||||||||
Efficient natural gas & Heat
|
||||||||||||
MW in operation(3)
|
398
|
343
|
343
|
|||||||||
GWh produced(4)
|
2,292
|
2,574
|
2,090
|
|||||||||
Availability (%)(4)
|
100.6
|
%
|
102.1
|
%
|
95.0
|
%
|
||||||
Transmission lines
|
||||||||||||
Miles in operation
|
1,166
|
1,166
|
1,166
|
|||||||||
Availability (%)
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
||||||
Water
|
||||||||||||
Mft3 in operation(1)
|
17.5
|
17.5
|
10.5
|
|||||||||
Availability (%)
|
97.9
|
%
|
100.1
|
%
|
101.2
|
%
|
(1) |
Represents total installed capacity in assets owned or consolidated at the end of the year, regardless of our percentage of ownership in each of the assets except for Vento II for which we
have included our 49% interest.
|
(2) |
Includes 49% of Vento II wind portfolio production since its acquisition. Includes curtailment in wind assets for which we receive compensation
|
(3) |
Includes 43 MW corresponding to our 30% share in Monterrey and 55MWt corresponding to Calgary District Heating.
|
(4) |
GWh produced includes 30% of the production from Monterrey.
|
Year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
$ in millions
|
||||||||||||
Revenue
|
$
|
1,211.7
|
$
|
1,013.3
|
$
|
1,011.5
|
||||||
Other operating income
|
74.6
|
99.5
|
93.8
|
|||||||||
Employee benefit expenses
|
(78.7
|
)
|
(54.4
|
)
|
(32.2
|
)
|
||||||
Depreciation, amortization and impairment charges
|
(439.4
|
)
|
(408.6
|
)
|
(310.8
|
)
|
||||||
Other operating expenses
|
(414.3
|
)
|
(276.7
|
)
|
(261.8
|
)
|
||||||
Operating profit/(loss)
|
$
|
353.9
|
$
|
373.1
|
$
|
500.4
|
||||||
Financial income
|
2.7
|
7.1
|
4.1
|
|||||||||
Financial expense
|
(361.2
|
)
|
(378.4
|
)
|
(408.0
|
)
|
||||||
Net exchange differences
|
1.9
|
(1.4
|
)
|
2.7
|
||||||||
Other financial income/(expense), net
|
15.7
|
40.9
|
(1.1
|
)
|
||||||||
Financial expense, net
|
$
|
(340.9
|
)
|
$
|
(331.8
|
)
|
$
|
(402.3
|
)
|
|||
Share of profit/(loss) of associates carried under the equity method
|
12.3
|
0.5
|
7.4
|
|||||||||
Profit/(loss) before income tax
|
$
|
25.3
|
$
|
41.8
|
$
|
105.6
|
||||||
Income tax expense
|
(36.2
|
)
|
(24.9
|
)
|
(30.9
|
)
|
||||||
Profit/(loss) for the year
|
$
|
(10.9
|
)
|
$
|
16.9
|
$
|
74.6
|
|||||
Profit/(loss) attributable to non-controlling interests
|
(19.2
|
)
|
(4.9
|
)
|
(12.5
|
)
|
||||||
Profit / (loss) for the year attributable to the parent company
|
$
|
(30.1
|
)
|
$
|
12.0
|
$
|
62.1
|
|||||
Weighted average number of ordinary shares outstanding (thousands) - basic
|
111,008
|
101,879
|
101,063
|
|||||||||
Weighted average number of ordinary shares outstanding (thousands) - diluted
|
114,523
|
103,392
|
101,063
|
|||||||||
Basic earnings per share attributable to the parent company (U.S. dollar per share)
|
(0.27
|
)
|
0.12
|
0.61
|
||||||||
Diluted earnings per share attributable to the parent company (U.S. dollar per share)
|
(0.26
|
)
|
0.12
|
0.61
|
||||||||
Dividend paid per share(1)
|
1.72
|
1.66
|
1.57
|
(1) |
On February 26, 2021, May 4, 2021, July 30, 2021 and November 9, 2021 our board of directors approved a dividend of $0.42, $0.43, $0.43 and $0.435 per share, respectively, corresponding to the fourth quarter of 2020, the first quarter
of 2021, the second quarter of 2021, and the fourth quarter of 2021, which were paid on March 22, 2021, June 15, 2021, September 15, 2021, and December 15, 2021, respectively. On February 26, 2020, May 6, 2020, July 31, 2020 and November
4, 2020, our board of directors approved a dividend of $0.41, $0.41, $0.42 and $0.42 per share corresponding to the fourth quarter of 2019, the first quarter of 2020, the second quarter of 2020 and the third quarter of 2021, respectively,
which were paid on March 23, 2020, June 15, 2020, September 15, 2020 and December 15, 2020, respectively.
|
Year ended December 31,
|
||||||||
2021
|
2020
|
|||||||
Other operating income
|
$ in millions
|
|||||||
Grants
|
$
|
60.7
|
$
|
59.0
|
||||
Insurance proceeds and other
|
13.9
|
40.5
|
||||||
Total
|
$
|
74.6
|
$
|
99.5
|
Year ended December 31,
|
||||||||||||||||
2021
|
2020
|
|||||||||||||||
Other operating expenses
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Raw Materials
|
$
|
70.7
|
5.8
|
%
|
$
|
7.8
|
0.8
|
%
|
||||||||
Leases and fees
|
9.3
|
0.8
|
%
|
2.6
|
0.3
|
%
|
||||||||||
Operation and maintenance
|
154.0
|
12.7
|
%
|
110.9
|
10.9
|
%
|
||||||||||
Independent professional services
|
39.2
|
3.2
|
%
|
40.2
|
4.0
|
%
|
||||||||||
Supplies
|
40.8
|
3.4
|
%
|
27.9
|
2.8
|
%
|
||||||||||
Insurance
|
45.4
|
3.8
|
%
|
37.6
|
3.7
|
%
|
||||||||||
Levies and duties
|
29.9
|
2.5
|
%
|
39.8
|
3.9
|
%
|
||||||||||
Other expenses
|
25.0
|
2.1
|
%
|
9.9
|
1.0
|
%
|
||||||||||
Total
|
$
|
414.3
|
34.2
|
%
|
$
|
276.7
|
27.3
|
%
|
Year ended December 31,
|
||||||||
Financial income and financial expense
|
2021
|
2020
|
||||||
$ in millions
|
||||||||
Financial income
|
$
|
2.7
|
$
|
7.1
|
||||
Financial expense
|
(361.2
|
)
|
(378.4
|
)
|
||||
Net exchange differences
|
1.9
|
(1.4
|
)
|
|||||
Other financial income/(expense), net
|
15.7
|
40.9
|
||||||
Financial expense, net
|
$
|
(340.9
|
)
|
$
|
(331.8
|
)
|
Year ended December 31,
|
||||||||
Financial expense
|
2021
|
2020
|
||||||
$ in millions
|
||||||||
Interest on loans and notes
|
$
|
(302.5
|
)
|
$
|
(316.2
|
)
|
||
Interest rates losses derivatives: cash flow hedges
|
(58.7
|
)
|
(62.2
|
)
|
||||
Total
|
$
|
(361.3
|
)
|
$
|
(378.4
|
)
|
Year ended December 31,
|
||||||||
Other financial income/(expense), net
|
2021
|
2020
|
||||||
$ in millions
|
||||||||
Other financial income
|
$
|
32.3
|
$
|
162.3
|
||||
Other financial expense
|
(16.6
|
)
|
(121.4
|
)
|
||||
Total
|
$
|
15.7
|
$
|
40.9
|
For the year ended December 31,
|
||||||||
2021
|
2020
|
|||||||
$ in millions
|
||||||||
Consolidated income before taxes
|
25.3
|
41.8
|
||||||
Average statutory tax rate
|
25
|
%
|
25
|
%
|
||||
Corporate income tax at average statutory tax rate
|
(6.3
|
)
|
(10.4
|
)
|
||||
Income tax of associates, net
|
3.1
|
0.1
|
||||||
Differences in statutory tax rates
|
(3.4
|
)
|
(0.1
|
)
|
||||
Unrecognized NOLs and deferred tax assets
|
(11.2
|
)
|
(37.1
|
)
|
||||
Purchase of Liberty Interactive´s equity interest in Solana
|
-
|
36.4
|
||||||
Other Permanent Differences
|
(4.1
|
)
|
(8.9
|
)
|
||||
Other non-taxable income/(expense)
|
(14.3
|
)
|
(4.7
|
)
|
||||
Corporate income tax
|
(36.2
|
)
|
(24.9
|
)
|
Year ended December 31,
|
||||||||||||||||
2021
|
2020
|
|||||||||||||||
Revenue by geography
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
North America
|
$
|
395.8
|
32.7
|
%
|
$
|
330.9
|
32.6
|
%
|
||||||||
South America
|
155.0
|
12.8
|
%
|
151.5
|
15.0
|
%
|
||||||||||
EMEA
|
660.9
|
54.5
|
%
|
530.9
|
52.4
|
%
|
||||||||||
Total revenue
|
$
|
1,211.7
|
100.0
|
%
|
$
|
1,013.3
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2021
|
2020
|
|||||||||||||||
Adjusted EBITDA by geography
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
North America
|
$
|
311.8
|
78.8
|
%
|
$
|
279.4
|
84.4
|
%
|
||||||||
South America
|
119.6
|
77.2
|
%
|
120.0
|
79.2
|
%
|
||||||||||
EMEA
|
393.0
|
59.5
|
%
|
396.7
|
74.7
|
%
|
||||||||||
Adjusted EBITDA(1)
|
$
|
824.4
|
68.0
|
%
|
$
|
796.1
|
78.6
|
%
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by geography
|
2021
|
2020
|
||||||
North America (GWh) (1)
|
4,818
|
3,908
|
||||||
North America availability(1)
|
100.6
|
%
|
102.1
|
%
|
||||
South America (GWh) (2)
|
722
|
667
|
||||||
South America availability
|
100.0
|
%
|
100.0
|
%
|
||||
EMEA (GWh)
|
1,407
|
1,243
|
||||||
EMEA availability
|
97.9
|
%
|
100.1
|
%
|
(1) |
GWh produced includes 30% of the production from Monterrey and our 49% of Vento II wind portfolio production since its acquisition.
|
(2) |
Includes curtailment production in wind assets for which we receive compensation.
|
Year ended December 31,
|
||||||||||||||||
2021
|
2020
|
|||||||||||||||
Revenue by business sector
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Renewable energy
|
$
|
928.5
|
76.6
|
%
|
$
|
753.1
|
74.3
|
%
|
||||||||
Efficient natural gas & Heat
|
123.7
|
10.2
|
%
|
111.0
|
11.0
|
%
|
||||||||||
Transmission lines
|
105.6
|
8.7
|
%
|
106.1
|
10.5
|
%
|
||||||||||
Water
|
53.9
|
4.5
|
%
|
43.1
|
4.2
|
%
|
||||||||||
Total revenue
|
$
|
1,211.7
|
100.0
|
%
|
$
|
1,013.3
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2021
|
2020
|
|||||||||||||||
Adjusted EBITDA by business sector
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Renewable energy
|
$
|
602.6
|
64.9
|
%
|
$
|
576.3
|
76.5
|
%
|
||||||||
Efficient natural gas & Heat
|
100.0
|
80.8
|
%
|
101.0
|
91.0
|
%
|
||||||||||
Transmission lines
|
83.6
|
79.2
|
%
|
87.3
|
82.3
|
%
|
||||||||||
Water
|
38.2
|
70.9
|
%
|
31.5
|
73.1
|
%
|
||||||||||
Adjusted EBITDA(1)
|
$
|
824.4
|
68.0
|
%
|
$
|
796.1
|
78.6
|
%
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by business sector
|
2021
|
2020
|
||||||
Renewable energy (GWh) (1)
|
4,655
|
3,244
|
||||||
Efficient natural gas & Heat (GWh) (2)
|
2,292
|
2,574
|
||||||
Efficient natural gas & Heat availability
|
100.6
|
%
|
102.1
|
%
|
||||
Transmission availability
|
100.0
|
%
|
100.0
|
%
|
||||
Water availability
|
97.9
|
%
|
100.1
|
%
|
(1) |
Includes curtailment production in wind assets for which we receive compensation. Includes our 49% of Vento II wind portfolio production since its acquisition.
|
(2) |
GWh produced includes 30% of the production from Monterrey.
|
B. |
Liquidity and Capital Resources
|
• |
debt service requirements on our existing and future debt;
|
• |
cash dividends to investors; and
|
• |
investments in new assets and companies and operations (see “Item 4.B—Business Overview—Our Business Strategy”).
|
Year ended December 31,
|
||||||||
2021
|
2020
|
|||||||
$ in millions
|
||||||||
Corporate Liquidity
|
||||||||
Cash and cash equivalents at Atlantica Sustainable Infrastructure, plc, excluding subsidiaries
|
$
|
88.3
|
$
|
335.2
|
||||
Revolving Credit Facility availability
|
440.0
|
415.0
|
||||||
Total Corporate Liquidity
|
$
|
528.3
|
$
|
750.2
|
||||
Liquidity at project companies
|
||||||||
Restricted Cash
|
254.3
|
279.8
|
||||||
Non-restricted cash
|
280.1
|
253.5
|
||||||
Total cash at project companies
|
$
|
534.4
|
$
|
533.3
|
S&P
|
Fitch
|
|
Atlantica Sustainable Infrastructure Corporate Rating
|
BB+
|
BB+
|
Senior Secured Debt
|
BBB-
|
BBB-
|
Senior Unsecured Debt
|
BB
|
BB+
|
As of
December
31, 2021
|
As of
December
31, 2020
|
|||||||||||
Maturity
|
($ in millions)
|
|||||||||||
Revolving Credit Facility
|
|
2023
|
-
|
-
|
||||||||
Other Facilities(1)
|
2021-2025
|
41.7
|
29.7
|
|||||||||
Note Issuance Facility 2019(2)
|
-
|
-
|
344.0
|
|||||||||
Green Exchangeable Notes
|
2025
|
104.3
|
102.1
|
|||||||||
2020 Green Private Placement
|
2026
|
327.1
|
351.0
|
|||||||||
Note Issuance Facility 2020
|
2027
|
155.8
|
166.9
|
|||||||||
Green Senior Notes
|
2028
|
394.2
|
-
|
|||||||||
Total Corporate Debt
|
$
|
1,023.1
|
$
|
993.7
|
||||||||
Total Project Debt
|
$
|
5,036.2
|
$
|
5,237.6
|
(1) |
Other facilities include the commercial paper program issued in October 2020, accrued interest payable and other debts.
|
(2) |
The Note Issuance Facility 2019 was fully prepaid on June 4, 2021 with the proceeds of the Green Senior Notes.
|
A) |
Corporate debt agreements
|
A) |
Debt Service
|
Total
|
2022
|
2023
|
2024
|
2025
|
2026
|
Subsequent
years |
||||||||||||||||||||||
$ in millions
|
||||||||||||||||||||||||||||
Solana
|
585.0
|
20.7
|
21.8
|
24.2
|
26.8
|
29.5
|
461.8
|
|||||||||||||||||||||
Mojave
|
514.7
|
35.3
|
35.7
|
36.9
|
38.1
|
39.4
|
329.4
|
|||||||||||||||||||||
Coso
|
214.4
|
15.4
|
14.1
|
14.6
|
14.2
|
14.7
|
141.3
|
|||||||||||||||||||||
ACT
|
478.7
|
38.3
|
40.0
|
37.6
|
42.3
|
54.6
|
266.1
|
|||||||||||||||||||||
North America
|
1,792.7
|
109.7
|
111.6
|
113.3
|
121.4
|
138.2
|
1,198.6
|
|||||||||||||||||||||
Chile PV 1
|
51.0
|
1.6
|
0.9
|
1.1
|
1.1
|
1.2
|
45.1
|
|||||||||||||||||||||
Chile PV 2
|
25.6
|
0.8
|
0.9
|
1.0
|
1.7
|
2.9
|
18.5
|
|||||||||||||||||||||
Palmatir
|
77.3
|
6.5
|
6.1
|
6.2
|
6.6
|
7.0
|
44.9
|
|||||||||||||||||||||
Cadonal
|
60.4
|
3.8
|
3.5
|
3.7
|
3.9
|
4.3
|
41.2
|
|||||||||||||||||||||
Melowind
|
70.9
|
2.5
|
2.8
|
4.8
|
5.0
|
5.1
|
50.7
|
|||||||||||||||||||||
ATN
|
92.4
|
5.4
|
5.7
|
6.0
|
6.4
|
6.8
|
62.0
|
|||||||||||||||||||||
ATS
|
397.2
|
11.4
|
7.9
|
7.4
|
8.3
|
9.5
|
352.8
|
|||||||||||||||||||||
ATN 2
|
49.8
|
4.7
|
4.8
|
5.0
|
5.1
|
5.3
|
24.9
|
|||||||||||||||||||||
Quadra 1&2 and Palmucho
|
62.8
|
4.5
|
4.9
|
5.4
|
5.9
|
6.5
|
35.5
|
|||||||||||||||||||||
South America
|
887.5
|
41.3
|
37.4
|
40.6
|
44.0
|
48.6
|
675.6
|
|||||||||||||||||||||
Solaben 2&3(1)
|
382.8
|
33.5
|
32.8
|
34.4
|
146.1
|
30.4
|
105.5
|
|||||||||||||||||||||
Solacor 1&2
|
233.9
|
23.9
|
24.4
|
27.3
|
29.3
|
31.0
|
98.0
|
|||||||||||||||||||||
PS 20
|
56.1
|
5.8
|
6.0
|
6.3
|
6.7
|
7.1
|
24.2
|
|||||||||||||||||||||
Helios 1&2
|
327.3
|
19.7
|
21.7
|
22.6
|
23.0
|
22.5
|
217.9
|
|||||||||||||||||||||
Helioenergy 1&2
|
272.9
|
17.4
|
18.5
|
19.9
|
21.1
|
20.0
|
176.1
|
|||||||||||||||||||||
Solnova 1,3&4
|
435.2
|
45.6
|
45.1
|
48.0
|
50.7
|
53.6
|
192.2
|
|||||||||||||||||||||
Solaben 1&6
|
213.7
|
14.3
|
14.8
|
14.8
|
15.7
|
16.3
|
137.8
|
|||||||||||||||||||||
Rioglass
|
19.0
|
9.9
|
3.6
|
1.9
|
2.0
|
1.2
|
0.3
|
|||||||||||||||||||||
Italy PV 1&3
|
2.8
|
0.5
|
0.6
|
0.6
|
0.6
|
0.3
|
0.3
|
|||||||||||||||||||||
Kaxu
|
314.5
|
1.4
|
27.0
|
29.4
|
29.9
|
33.7
|
193.1
|
|||||||||||||||||||||
Skikda
|
12.0
|
4.7
|
4.8
|
2.5
|
0.0
|
0.0
|
0.0
|
|||||||||||||||||||||
Tenes
|
85.9
|
7.7
|
7.7
|
8.0
|
8.3
|
8.6
|
45.6
|
|||||||||||||||||||||
EMEA
|
2,356.0
|
184.4
|
207.0
|
215.6
|
333.3
|
224.8
|
1,190.9
|
|||||||||||||||||||||
Total project debt
|
$
|
5,036.2
|
335.4
|
356.0
|
369.5
|
498.7
|
411.5
|
3,065.1
|
||||||||||||||||||||
Corporate debt
|
$
|
1,023.1
|
27.9
|
10.1
|
1.9
|
106.2
|
327.1
|
550.0
|
||||||||||||||||||||
Total
|
$
|
6,059.3
|
363.3
|
366.1
|
371.4
|
604.9
|
738.6
|
3,615.1
|
(1) |
Includes the outstanding amount of the Green Project Finance from the sub-holding company of Solaben 1 & 6 and Solaben 2 & 3. This facility is 25% progressively amortized over its
5-year term and the remaining 75% is expected to be refinanced before maturity.
|
B) |
Contractual obligations
|
Total
|
Up to one
year
|
Between
one and
three years
|
Between
three and
five years
|
Subsequent
years
|
||||||||||||||||
$ in millions
|
||||||||||||||||||||
Purchase commitments
|
1,570.8
|
79.2
|
191.2
|
159.3
|
1,141.1
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
2,029.4
|
267.6
|
497.6
|
427.2
|
837.0
|
B) |
Cash dividends to investors
|
Declared
|
Record Date
|
Payment Date
|
$ per share
|
||||
February 26, 2021
|
March 12, 2021
|
March 22, 2021
|
0.42
|
||||
May 4, 2021
|
May 31, 2021
|
June 15, 2021
|
0.43
|
||||
July 30, 2021
|
August 31, 2021
|
September 15, 2021
|
0.43
|
||||
November 9, 2021
|
November 30, 2021
|
December 15, 2021
|
0.435
|
||||
February 25, 2022
|
March 14, 2022
|
March 25, 2022
|
0.44
|
D) |
Investments and Acquisitions
|
E)
|
Capital Expenditures
|
Year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
$ in millions
|
||||||||||||
Gross cash flows from operating activities
|
||||||||||||
Profit/(loss) for the year
|
$
|
(10.9
|
)
|
$
|
16.9
|
$
|
74.6
|
|||||
Adjustments to reconcile after-tax profit to net cash generated by operating activities
|
861.9
|
719.5
|
713.5
|
|||||||||
Profit for the year adjusted by non-monetary items
|
$
|
851.0
|
$
|
736.4
|
$
|
788.1
|
||||||
Net interest/taxes paid
|
(342.3
|
)
|
(287.3
|
)
|
(299.5
|
)
|
||||||
Variations in working capital
|
(3.1
|
)
|
(10.9
|
)
|
(125.0
|
)
|
||||||
Total net cash flow provided by/ (used in) operating activities
|
$
|
505.6
|
$
|
438.2
|
$
|
363.6
|
||||||
Net cash flows from investing activities
|
||||||||||||
Acquisitions of subsidiaries and entities under equity method
|
(362.4
|
)
|
2.5
|
(173.4
|
)
|
|||||||
Investments in contracted concessional assets(1)
|
(24.7
|
)
|
(1.4
|
)
|
22.0
|
|||||||
Distributions from entities under the equity method
|
34.8
|
22.2
|
30.5
|
|||||||||
Other non-current assets/liabilities
|
1.1
|
(29.2
|
)
|
2.7
|
||||||||
Total net cash flows (used in)/ provided by investing activities
|
$
|
(351.2
|
)
|
$
|
(5.9
|
)
|
$
|
(118.2
|
)
|
|||
Net cash flows used in financing activities
|
$
|
(380.1
|
)
|
$
|
(137.3
|
)
|
$
|
(310.2
|
)
|
|||
Net increase / (decrease) in cash and cash equivalents
|
(225.7
|
)
|
295.0
|
(64.8
|
)
|
|||||||
Cash, cash equivalents and bank overdraft at beginning of the year
|
868.5
|
562.8
|
631.5
|
|||||||||
Translation differences cash or cash equivalents
|
(20.1
|
)
|
10.7
|
(3.9
|
)
|
|||||||
Cash and cash equivalents at the end of the period
|
$
|
622.7
|
$
|
868.5
|
$
|
562.8
|
C. |
Research and Development
|
D. |
Trend Information
|
E. |
Critical Accounting Estimates
|
- |
Assessment of Contracted concessional agreements;
|
- |
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.
|
a) |
Intangible asset
|
b) |
Financial asset
|
- |
the Probability of Default (“PD”) is an estimate of the likelihood of default over a given time horizon. We calculate PD based on Credit Default Swaps spreads;
|
-
|
the Exposure at Default (“EAD”) is an estimate of the exposure at a future default date;
|
- |
the Loss Given Default is an estimate of the loss arising in the case where a default occurs at a given time. It is based on the difference between the contractual cash flows due and those that the
Company would expect to receive. It is expressed as a percentage of the EAD.
|
c) |
Property, plant and equipment
|
d) |
Right-of-use assets
|
e) |
Revenue Recognition
|
- |
there is an economic relationship between the hedged item and the hedging instrument;
|
- |
the effect of credit risk does not dominate the value changes that result from that economic relationship; and
|
- |
the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that we actually hedge and the quantity of the hedging instrument that we use to hedge that
quantity of hedged item.
|
- |
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.
|
F. |
Off-Balance Sheet Arrangements
|
G. |
Safe Harbor
|
ITEM 6. |
DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES
|
A. |
Directors and Senior Management
|
Name
|
Position
|
Year of birth
|
||
William Aziz
|
Director, Independent
|
1956
|
||
Arun Banskota
|
Director
|
1961
|
||
Brenda Eprile
|
Director, Independent
|
1954
|
||
Debora Del Favero
|
Director, Independent
|
1964
|
||
Michael Forsayeth
|
Director, Independent
|
1954
|
||
Santiago Seage
|
Chief Executive Officer and Director
|
1969
|
||
George Trisic
|
Director
|
1960
|
||
Michael Woollcombe
|
Director and Chair of the Board, Independent
|
1968
|
Board Diversity Matrix as of December 31, 2021
|
||||||||
Total Number of Directors
|
8
|
|||||||
Female
|
Male
|
Non-Binary
|
Did Not Disclose
Gender
|
|||||
Part I: Gender Identity
|
||||||||
Directors
|
2
|
6
|
-
|
-
|
||||
Part II: Demographic Background
|
||||||||
African American or Black
|
-
|
-
|
-
|
-
|
||||
Alaskan Native or Native American
|
-
|
-
|
-
|
-
|
||||
Asian1
|
-
|
1
|
-
|
-
|
||||
Hispanic or Latinx2
|
-
|
1
|
-
|
-
|
||||
Native Hawaiian or Pacific Islander
|
-
|
-
|
-
|
-
|
||||
White3
|
2
|
4
|
-
|
-
|
||||
Two or More Races or Ethnicities
|
-
|
-
|
-
|
-
|
||||
LGBTQ+
|
-
|
|||||||
Did Not Disclose Demographic Background
|
-
|
(1) |
Asian – A person having origins in any of the original peoples of the Far East, Southeast Asia, or the Indian subcontinent, including, for example, Cambodia, China, India, Japan, Korea, Malaysia, Pakistan, the Philippine Islands,
Thailand, and Vietnam.
|
(2) |
Hispanic or Latinx – A person of Cuban, Mexican, Puerto Rican, South or Central American, or other Spanish culture or origin, regardless of race. The term Latinx applies broadly to all gendered and gender-neutral forms that may be
used by individuals of Latin American heritage, including individuals who self-identify as Latino/a/e.
|
(3) |
White (not of Hispanic or Latinx origin) – A person having origins in any of the original peoples of Europe, the Middle East, or North Africa.
|
Name
|
Position
|
Year of birth
|
||
David Esteban
|
Vice President EMEA
|
1979
|
||
Emiliano Garcia
|
Vice President North America
|
1968
|
||
Irene M. Hernandez
|
General Counsel and Chief of Compliance
|
1980
|
||
Francisco Martinez-Davis
|
Chief Financial Officer
|
1963
|
||
Antonio Merino
|
Vice President South America
|
1967
|
||
Stevens C. Moore
|
Vice President Strategy and Corporate Development
|
1973
|
||
Santiago Seage
|
Chief Executive Officer and Director
|
1969
|
B. |
Compensation
|
In thousands of U.S. Dollars
|
2021
|
2020
|
||||||
Annual Director Retainer
|
||||||||
Non-Executive Director
|
150.0
|
150.0
|
||||||
Annual Committee Chair Retainer
|
||||||||
Chair of the Board
|
75.0
|
75.0
|
||||||
Chair of the Audit Committee
|
15.0
|
15.0
|
||||||
Chair of the Nominating and Corporate Governance Committee
|
10.0
|
10.0
|
||||||
Chair of the Compensation Committee
|
10.0
|
10.0
|
Salary and Fees
|
Annual
Bonuses
|
LTIP2
|
Total Fixed
Remuneration
|
Total
Variable
remuneration
|
Total
|
|||||||||||||||||||||||||||||||||||||||||||
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
|||||||||||||||||||||||||||||||||||||
Name1
|
(in thousands of U.S. dollars)
|
|||||||||||||||||||||||||||||||||||||||||||||||
William Aziz 3
|
160.0
|
106.7
|
-
|
-
|
-
|
-
|
160.0
|
106.7
|
-
|
-
|
160.0
|
106.7
|
||||||||||||||||||||||||||||||||||||
Debora Del Favero3
|
160.0
|
106.7
|
-
|
-
|
-
|
-
|
160.0
|
106.7
|
-
|
-
|
160.0
|
106.7
|
||||||||||||||||||||||||||||||||||||
Brenda Eprile3
|
165.0
|
110.0
|
-
|
-
|
-
|
-
|
165.0
|
110.0
|
-
|
-
|
165.0
|
110.0
|
||||||||||||||||||||||||||||||||||||
Michael Forsayeth3
|
150.0
|
100.0
|
-
|
-
|
-
|
-
|
150.0
|
100.0
|
-
|
-
|
150.0
|
100.0
|
||||||||||||||||||||||||||||||||||||
Santiago Seage 4
|
816.6
|
756.8
|
1,056.3
|
996.4
|
1,879.8
|
770.9
|
816.6
|
756.8
|
2,936.1
|
1,767.3
|
3,752.7
|
2,524.1
|
||||||||||||||||||||||||||||||||||||
Michael Woollcombe3
|
225.0
|
150.0
|
-
|
-
|
-
|
-
|
225.0
|
150.0
|
-
|
-
|
225.0
|
150.0
|
||||||||||||||||||||||||||||||||||||
Andrea Brentan5
|
-
|
56.3
|
-
|
-
|
-
|
-
|
-
|
56.3
|
-
|
-
|
-
|
56.3
|
||||||||||||||||||||||||||||||||||||
Robert Dove5
|
-
|
60.0
|
-
|
-
|
-
|
-
|
-
|
60.0
|
-
|
-
|
-
|
60.0
|
||||||||||||||||||||||||||||||||||||
Francisco J. Martinez5
|
-
|
61.9
|
-
|
-
|
61.9
|
61.9
|
||||||||||||||||||||||||||||||||||||||||||
Jackson Robinson5
|
-
|
60.0
|
-
|
-
|
60.0
|
60.0
|
||||||||||||||||||||||||||||||||||||||||||
Daniel Villalba5
|
-
|
84.4.
|
-
|
-
|
84.4
|
84.4
|
||||||||||||||||||||||||||||||||||||||||||
Total
|
1,676.6
|
1,652.8
|
1,056.3
|
996.4
|
1,879.8
|
770.9
|
1,676.6
|
1,652.8
|
2,936.1
|
1,767.3
|
4,612.7
|
3,420.1
|
(1) |
All directors served only part of 2020 (see Directors’ Report), except for Santiago Seage.
|
(2) |
Long-term Incentive Awards includes Long-term Incentive Plan (LTIP) and One-Off Plan vested in the year and calculating amounts with the share price at vesting date. In 2021, from the $1,879.8 thousand
vested, $1,549.1 corresponded to share appreciation. In 2020, from the $770.9 vested, $464.7 thousand corresponded to share appreciation.
|
(3) |
Mr. Aziz, Mrs. Del Favero, Mrs. Eprile, Mr. Forsayeth and Mr. Woollcombe joined the Board of Directors on May 5, 2020 as independent non-executive Directors and were appointed as Chair of the Compensation
Committee, Chair of the Nominating and Corporate Governance Committee, Chair of the Audit Committee, Chair of the Related Parties Transactions Committee and Interim Chair of the Board, respectively.
|
(4) |
The Chief Executive Officer’s compensation is approved in euros. It has been converted to U.S. dollars for reporting purposes, at the average exchange rate of each year, which is 1.18 $/€ in 2021 and 1.14
$/€ in 2020.
|
(5) |
Mr. Villalba, Mr. Dove, Mr. Martinez and Mr. Robinson were directors until May 5, 2020, and were Chair of the Board of Directors, Chair of the Nominating and Corporate Governance Committee, Chair of the
Audit Committee, and Chair of the Compensation Committee, respectively, until such date. Mr. Brentan was a director until May 5, 2020.
|
One-Off Plan
|
One-Off Plan
Vesting
|
One-Third of
Restricted Stock
Units (RSUs)
|
Price on Vesting
Date (US$)
|
Remuneration in
Cash ($
thousand)*
|
RSUs Value at
Vesting Date ($
thousand)*
|
||||||||||||
2019
|
June 2021
|
14,535
|
36.50
|
-
|
578.8
|
||||||||||||
June 2020
|
14,535
|
27.97
|
430.3
|
-
|
LTIP
|
LTIP Vesting
|
One-Third of
Share Options
|
Share Price on
Vesting Date
(US$)
|
LTIP Vesting
Price per
Option (US$)
|
Share Options
Value at Vesting
Date (thousand
US$)*
|
||||||||||||
2020
|
2021
|
34,494
|
44.17
|
26.39
|
613.3
|
||||||||||||
2019
|
2021
|
40,693
|
36.50
|
19.60
|
687.7
|
||||||||||||
2020
|
40,693
|
27.97
|
19.60
|
340.6
|
Percentage
weight
|
Achievement
|
|
CAFD (cash available for distribution) – Equal or higher than the CAFD budgeted in the 2021 budget
|
40%
|
99%
|
EBITDA– Equal or Higher than the EBITDA budgeted in the 2021 budget
|
15%
|
99%
|
Close accretive acquisitions for the Company
|
20%
|
120%
|
Achieve health and safety targets – (Frequency with Leave / Lost Time Index below 3.5 and General frequency index below 11.0) based on reliable targets and consistent measure metrics
|
10%
|
116%
|
Implement the succession plan
|
15%
|
100%
|
Total Remuneration in Cash and/or Deferred Restricted Stock Units
(DRSU)
|
||||||||||||||||
Name
|
Total
Remuneration
($ thousand)
|
Remuneration in
cash ($ thousand)
|
DRSUs ($ thousand)
|
Number of DRSUs
(#)2
|
||||||||||||
William Aziz
|
160.0
|
160.0
|
-
|
-
|
||||||||||||
Debora Del Favero1
|
160.0
|
128.5
|
31.5
|
878
|
||||||||||||
Brenda Eprile
|
165.0
|
165.0
|
-
|
-
|
||||||||||||
Michael Forsayeth1
|
150.0
|
100.8
|
49.2
|
1,372
|
||||||||||||
Michael Woollcombe1
|
225.0
|
77.5
|
147.5
|
4,117
|
||||||||||||
Total
|
860.0
|
631.9
|
228.1
|
6,367
|
(1) |
Following the Annual General Meeting held in May 2021, the Company determined, and Ms. Del Favero, Mr. Forsayeth, and Mr. Woollcombe agreed that, 30%, 50% and 100% respectively of their annual fee payable to
the director by the Company for the period starting on May 31, 2021 shall be irrevocably substituted for the grant of Restricted Stock Units.
|
(2) |
The number of DRSUs is determined by dividing the amount of the annual compensation to be received in DRSUs by the market value of an ordinary shares at the time of grant.
|
LTIP
|
Number of Restricted
Stock Units
|
Number of
Share Options
|
FaceValue
($
thousand)
|
Performance
Criteria
|
|||||||||
2021
|
25,716
|
74,843
|
$
|
1,302
|
RSU: 5% minimum Total Shareholder Return Performance Stock Unit Share Options: Time-Based Vesting
|
Year
|
Bonus
|
LTIP awards(3)
|
||||||||||||||||||
(In thousands of U.S. Dollars)
|
||||||||||||||||||||
Total Pay(1)
|
Percentage
of
target
|
Amount of
Bonus(2)
|
Percentage
of
maximum
|
Value
|
||||||||||||||||
2021
|
3,752.7
|
|
105.0
|
%
|
1,056.3
|
|
100
|
%
|
1,879.8
|
|||||||||||
2020
|
2,524.1
|
102.7
|
%
|
996.4
|
100
|
%
|
770.9
|
|||||||||||||
2019
|
1,685.4
|
100.7
|
%
|
957.7
|
-
|
-
|
||||||||||||||
2018
|
2,511.1
|
101.8
|
%
|
992.2
|
21.95
|
%
|
751.1
|
|||||||||||||
2017
|
1,602.0
|
96.25
|
%
|
924.2
|
-
|
-
|
||||||||||||||
2016
|
1,499.4
|
100
|
%
|
940.5
|
-
|
-
|
||||||||||||||
2015
|
1,597.6
|
(4)
|
-
|
-
|
-
|
-
|
||||||||||||||
2014
|
174.1
|
-
|
-
|
-
|
-
|
(1) |
The CEO’s compensation is approved in euros. It has been converted to U.S. dollars for reporting purposes at the average exchange rate of each year. The total pay received by the CEO in thousands of euros
was €3,147.6 in 2021, €2,222.2 in 2020, €1,505.5 in 2019, €2,170.3 in 2018, €1,418.1 in 2017, €1,329.1 in 2016, €1,440.9 in 2015, and €130.9 in 2014.
|
(2) |
Amount of bonus accrued by the Company at year-end and paid the next year. For example: In 2020, the Company accrued $996.4 thousand of the bonus paid to the CEO in 2021.
|
(3) |
Long-Term Incentive Awards includes LTIP and One-Off Plan vested in the year
|
(4) |
Includes a €1,189.5 thousand (approximately $1,319.6 thousand) termination payment received by Mr. Garoz after leaving the Company on November 25, 2015.
|
2021 (% Change from 2020 to 2021)
|
2020 (% Change from 2019 to 2020)
|
|||||||||||||||||||||||
Name
|
Salary
|
Bonus
|
Long-Term
Incentive Awards(1)
|
Salary
|
Bonus
|
Long-Term
Incentive Awards(1)
|
||||||||||||||||||
Independent, non-executive directors
|
||||||||||||||||||||||||
William Aziz(2)
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
||||||||||||||||||
Debora Del Favero(2)
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
||||||||||||||||||
Brenda Eprile(2)
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
||||||||||||||||||
Michael Forsayeth(2)
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
||||||||||||||||||
Michael Woollcombe(2)
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
n/a
|
||||||||||||||||||
Andrea Brentan(3)
|
n/a
|
n/a
|
n/a
|
3
|
%
|
n/a
|
n/a
|
|||||||||||||||||
Robert Dove(3)
|
n/a
|
n/a
|
n/a
|
3
|
%
|
n/a
|
n/a
|
|||||||||||||||||
Francisco J. Martinez(3)
|
n/a
|
n/a
|
n/a
|
3
|
%
|
n/a
|
n/a
|
|||||||||||||||||
Jackson Robinson(3)
|
n/a
|
n/a
|
n/a
|
3
|
%
|
n/a
|
n/a
|
|||||||||||||||||
Daniel Villalba(3)
|
n/a
|
n/a
|
n/a
|
3
|
%
|
n/a
|
n/a
|
|||||||||||||||||
Executive director
|
||||||||||||||||||||||||
Santiago Seage (CEO)
|
4
|
%5
|
2
|
%
|
144
|
%7
|
2
|
%(5)
|
2
|
%
|
n/a
|
(6)
|
||||||||||||
Employees (excluding CEO) (4)
|
4
|
%
|
8
|
%
|
163
|
%7
|
5
|
%
|
8
|
%
|
n/a
|
(6)
|
(1) |
Long-term Incentive Awards includes Long-term Incentive Plan (LTIP) and One-Off Plan.
|
(2) |
Mr. Aziz, Mrs. Del Favero, Mrs. Eprile, Mr. Forsayeth and Mr. Woollcombe joined the Board of Directors on May 5, 2020 as independent non-executive Directors.
|
(3) |
Mr. Villalba, Mr. Dove, Mr. Martinez and Mr. Robinson were directors until May 5, 2020, and were Chair of the Board of Directors, Chair of the Nominating and Corporate
Governance Committee, Chair of the Audit Committee, and Chair of the Compensation Committee, respectively, until such date. Their percentage of salary change was calculated on a full-time equivalent basis for 2020, hence based on
their total remuneration received in 2019 compared to their 2020 entitled compensation as shown in the Compensation of the Board of Directors and CEO section above. Mr. Andrea Brentan was a
director until May 5, 2020.
|
(4) |
The salary and bonus percentage change for employees (excluding the CEO) has been calculated considering the same average number of employees and the same average exchange rate in both
2021 and 2020. This is the most appropriate methodology to reflect how much the salary and potential bonus changed on a year-to-year basis as it excludes the effect of employee hires and turnover.
|
(5) |
The Compensation Committee approved a (i) fixed remuneration of €690 thousand ($817 thousand) for the CEO for 2021 compared to €663 thousand ($757 thousand) for 2020, representing a 4%
increase in euros on a year-to-year basis, and (ii) variable remuneration of €793 thousand ($1,056 thousand) for 2021 compared to €873 thousand ($996 thousand) for 2020, representing a 2% increase in euros on a year-to-year basis.
|
(6) |
The Compensation Committee approved a (i) fixed remuneration of €663 thousand ($757 thousand) for the CEO for 2020 compared to €650 thousand ($728 thousand) for
2019, representing a 2% increase in euros on a year-to-year basis, and (ii) variable remuneration of €873 thousand ($996 thousand) for 2020 compared to €856 thousand ($958 thousand) for 2019, representing a 2% increase in euros on a
year-to-year basis.
|
(7) |
In 2021, the long-term incentive awards increase for the CEO and the rest of the employees is driven by the (i) vesting of one-third of his share options awarded in 2020 under the LTIP, and (ii) increase of
Atlantica’s share price that resulted in higher LTIP and One-off plan amounts at vesting date.
|
$ in million
|
Amount in
2021
|
Amount in
2020
|
Difference
|
||||||
Spend on pay for all employees(*)
|
78.8
|
54.5
|
24.3
|
||||||
Total remuneration of directors
|
4.6
|
3.4
|
1.2
|
||||||
Total Remuneration of employees and directors
|
83.4
|
57.9
|
25.5
|
||||||
Dividends paid
|
190.4
|
168.8
|
21.6
|
Percentage
weight
|
|
CAFD (cash available for distribution) – Equal or higher than the CAFD budgeted in the 2022 budget
|
35%
|
EBITDA– Equal or Higher than the EBITDA budgeted in the 2022 budget
|
15%
|
Close sustainable value accretive investments
|
15%
|
Achieve health and safety targets – (Frequency with Leave / Lost Time Index below 3.9 and General frequency index below 10.1) based on reliable targets and consistent measure metrics
|
10%
|
Manage relationships with key shareholders and partners
|
10%
|
Continued executive talent development |
10% |
Disclosure best standards |
5% |
Name of
Component
|
Description of
Component
|
How Does This
Component Support the
Company’s (or Group’s)
Short and Long-Term
Objectives?
|
What is the Maximum
That May Be Paid in
Respect of The
Component?
|
Framework Used to Assess
Performance
|
Salary/fees
|
Fixed remuneration payable monthly.
|
Helps to recruit and retain executive directors and forms the basis of a competitive remuneration package.
|
Maximum amount €800 thousand (approximately $910 thousand), may be increased by 5% per year.
Salary levels for peers are considered.
|
Not applicable.
No retention or clawback.
|
Benefits
|
Opportunity to join existing plans for employees but without any increase in remuneration.
|
|||
Annual Bonus
|
Annual bonus is paid following the end of the financial year for performance over the year. There are no retention or forfeiture provisions.
|
Helps to offer a competitive remuneration package and align it with the company’s objectives.
|
200% of base salary.
|
40%-50% of CAFD.
10%-15% of EBITDA.
40%-50% of other operational or qualitative objectives.
No retention.
Clawback policy.
|
Long Term Incentive Awards
|
Restricted Stock Units subject to certain vesting periods and minimum TSR.
|
Align executive directors and shareholders interests.
|
70% of target annual salary + bonus.
|
Granted as Restricted Stock Units subject to 5% average annual TSR. If the TSR performance condition has not been met during the vesting period, the participant’s Restricted Stock Units will lapse
on the vesting date.
|
Special one-off plan in 2019 for 50% of 2019 salary + bonus.
|
Share units.
Clawback policy.
|
Restricted Stock Units |
|||||
Executives who are not Directors
|
Executives who are Directors
|
||||
Nature
|
Conditions shall be based on:
- Continuing employment (or other service
relationship) for 33% of the award and
- Continuing employment and achievement of a minimum 5% average annual TSR for 67% of the award.
|
Conditions shall be based on continuing employment (or other service relationship) and achievement of a minimum 5% average annual TSR.
|
|||
Exercisability
and Vesting
Period
|
33% of the shares will vest on the third anniversary of the grant date and 67% of the shares will vest on the third anniversary of the grant date
but only if the annual TSR has been at least a 5% yearly average over such 3-year period. If the TSR has not met such threshold during the period, the participant's relevant Restricted Stock Units for the 67% portion will lapse
on the vesting date.
The Company will decide at vesting if cash or shares are given as payment.
|
The shares will vest on the third anniversary of the grant date but only if the annual TSR has been at least a 5% yearly average over such 3-year
period. If the TSR has not met such threshold during the period, the participant's relevant Restricted Stock Units will lapse on the vesting date.
The Company will decide at vesting if cash or shares are given as payment.
|
|||
Ownership and
Dividends
|
The participant will be entitled to receive, for each Restricted Stock Unit held, a payment equivalent to the amount of any dividend or
distribution paid on one share between the grant date and the date on which the Restricted Stock Unit vests.
|
The participant will be entitled to receive, for each Restricted Stock Unit held, a payment equivalent to the amount of any dividend or
distribution paid on one share between the grant date and the date on which the Restricted Stock Unit vests.
|
Minimum:
|
Fixed remuneration only, assuming performance targets are not met for the annual bonus nor for the RSU and assuming no value for the options vesting in the year.
|
Target:
|
Fixed remuneration, plus half of target annual bonus and the LTIP and one-off plans vesting in 2022 at face value, using share price at grant date for units and option value at grant date for options,
not including dividends, and assuming that the minimum annual TSR of at least a 5% yearly average over the 3-year period is met for the units.
|
Maximum:
|
Fixed remuneration, plus maximum annual bonus and LTIP and one-off plans vesting in 2022 at face value, using share price at grant date for units and option value at grant date for options not
including dividends, and assuming that the minimum annual TSR of at least a 5% yearly average over the 3-year period is met for the units.
|
Name of
component
|
How does the Component
Support the Company’s
Objective?
|
Operation
|
Maximum
|
||||||||
Fees and/or Deferred Restricted Share Units (DRSU)
|
Attract and retain the high-performing independent non-executive directors.
Align interests of non-executive independent directors with interests of shareholders.
|
Reviewed annually by the Compensation Committee and Board.
The chair of the Board and the chair of each committee receive additional fees.
DRSUs: the Company and the Directors shall agree the percentage of their fees that shall be paid in DRSUs. The number of DRSUs credited is determined using the market value of an ordinary share at the
time of the grant. Upon a participant ceasing to be a member of the Board the DRSUs will vest. The Company shall transfer to the director a number of shares equal to the number of vested DRSUs and a number of shares equal in value
to any dividends which would have been paid or payable, or such number of ordinary shares equal to the vested DRSUs, from the grant date until the vesting date.
Minimum share ownership: within a period of five years, directors receiving remuneration from the Company should have a minimum share ownership in the Company of 3 times their annual compensation. In
the case of the CEO, this requirement is 6 times his fixed compensation.
|
Annual total compensation for -independent non-executive directors, in any case, the fees or DRSUs will not exceed two million dollars.
|
||||||||
Benefits
|
Reasonable travel expenses to the Company’s registered office or venues for meetings.
|
Customary control procedures.
|
Real costs of travel with a maximum of one million dollars for all directors.
|
$ thousand
|
2021
|
2020
|
||||||
Short-term employee benefits
|
5,098.4
|
4,792.5
|
||||||
LTIP Awards
|
2,140.2
|
496.5
|
||||||
One-off Awards
|
1,231.5
|
852.6
|
||||||
Post-employment benefits
|
-
|
-
|
||||||
Other long-term benefits
|
-
|
-
|
||||||
Termination benefits
|
-
|
-
|
||||||
Share-based payment
|
-
|
-
|
||||||
Total
|
8,470.1
|
6,141.6
|
Name(1) |
Shares
|
Deferred
Restricted
Share Units
|
Share
Units(2)
|
Investment
Value
$ in
thousands(3)
|
Minimum
Share Ownership
Requirements
|
Compliance
with Policy(4)
|
||||||||||||||
William Aziz
|
2,500
|
-
|
-
|
89
|
3 times annual compensation
|
On track
|
||||||||||||||
Debora Del Favero
|
-
|
878
|
-
|
31
|
3 times annual compensation
|
On track
|
||||||||||||||
Brenda Eprile
|
5,500
|
-
|
-
|
197
|
3 times annual compensation
|
On track
|
||||||||||||||
Michael Forsayeth
|
2,500
|
1,372
|
-
|
138
|
3 times annual compensation
|
On track
|
||||||||||||||
Santiago Seage
|
55,666
|
-
|
120,880
|
6,313
|
6 times fixed compensation
|
✓ |
|
|||||||||||||
George Trisic
|
1,000
|
-
|
-
|
-
|
Non-applicable
|
Non-applicable
|
||||||||||||||
Michael Woollcombe
|
5,000
|
4,117
|
-
|
326
|
3 times annual compensation
|
On track
|
(1) | Mr. Banskota, non-independent, non-executive director, has no shares and is not required to comply with minimum share ownership requirements. |
(2) |
Non-vested Share Units as of December 31, 2021. LTIP share units subject to 5% minimum Total Shareholder Return Performance Stock Unit. As of December 31, 2021, the CEO has no share
units vested and not exercised.
|
(3)
|
Assuming a share price of $35.76 as of December 31, 2021.
|
(4)
|
5-year window from May 2021 to comply with this policy.
|
C. |
Board Practices
|
Name
|
Position
|
|
Brenda Eprile
|
Chair
|
|
William Aziz
|
Member
|
|
Michael Forsayeth
|
Member
|
Name
|
Position
|
|
Debora Del Favero
|
Chair
|
|
Michael Forsayeth
|
Member
|
Name
|
Position
|
|
William Aziz
|
Chair
|
|
Debora Del Favero
|
Member
|
Name
|
Position
|
|
Michael Forsayeth
|
Chair
|
|
William Aziz
|
Member
|
|
Brenda Eprile
|
Member
|
D. |
Employees
|
Year ended December 31,
|
||||||||||||
Geography
|
2021
|
2020
|
2019
|
|||||||||
North America
|
308
|
243
|
229
|
|||||||||
South America
|
68
|
51
|
43
|
|||||||||
EMEA
|
166
|
55
|
50
|
|||||||||
Corporate
|
115
|
107
|
103
|
|||||||||
Total
|
658
|
456
|
425
|
E. |
Share Ownership
|
- |
Non-executive directors receiving remuneration from the Company: 3 times their annual compensation;
|
- |
1: 6 times his fixed compensation;
|
- |
CFO: 3 times his fixed compensation;
|
- |
Other executives: 2 times their fixed compensation.
|
ITEM 7. |
MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
|
A. |
Major shareholders
|
•
|
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.
|
Name
|
Ordinary Shares
Beneficially Owned
|
Deferred
Restricted
Share
Units
|
Shares
Units
|
Percentage
|
||||||||||||
Directors and Officers
|
||||||||||||||||
Santiago Seage
|
55,666
|
120,880
|
-
|
|||||||||||||
William Aziz
|
2,500
|
-
|
||||||||||||||
Brenda Eprile
|
5,500
|
-
|
||||||||||||||
Michael Forsayeth
|
2,500
|
1,372
|
-
|
|||||||||||||
Michael Woollcombe
|
5,000
|
4,117
|
-
|
|||||||||||||
Debora Del Favero
|
-
|
878
|
-
|
|||||||||||||
5% Beneficial Owners
|
||||||||||||||||
Algonquin (AY Holdco) B.V. (1)
|
48,962,925
|
43.5
|
%
|
|||||||||||||
Morgan Stanley (2)
|
5,677,200
|
5.1
|
%
|
(1)
|
This information is based solely on the Schedule 13D filed on August 4, 2021 by Algonquin Power & Utilities Corp., a corporation incorporated
under the laws of Canada, Algonquin (AY Holdco) B.V., a corporation incorporated under the laws of the Netherlands, and Liberty (AY Holdings) B.V., a corporation incorporated under the laws of the Netherlands.
|
(2) |
This information is based solely on the Schedule 13G filed on February 10, 2022 by Morgan Stanley, corporation incorporated under the laws of Delaware. The registered address of Morgan Stanley is 1585
Broadway New York, NY 10036
|
B. |
Related Party Transactions
|
C. |
Interests of Experts and Counsel
|
ITEM 8. |
FINANCIAL INFORMATION
|
A. |
Consolidated Statements and Other Financial Information.
|
Declared
|
Record
|
Payable
|
Amount ($) per share
|
-February 25, 2022
|
March 14, 2022
|
March 25, 2022
|
0.44 |
November 9, 2021
|
November 30, 2021
|
December 15, 2021
|
0.435
|
July 30, 2021
|
August 31, 2021
|
September 15, 2021
|
0.43
|
May 4, 2021
|
May 31, 2021
|
June 15, 2021
|
0.43
|
February 26, 2021
|
March 12, 2021
|
March 22, 2021
|
0.42
|
November 4, 2020
|
November 30, 2020
|
December 15, 2020
|
0.42
|
July 31, 2020
|
August 31, 2020
|
September 15, 2020
|
0.42
|
May 6, 2020
|
June 1, 2020
|
June 15, 2020
|
0.41
|
February 26, 2020
|
March 12, 2020
|
March 23, 2020
|
0.41
|
November 5, 2019
|
November 29, 2019
|
December 13, 2019
|
0.41
|
August 2, 2019
|
August 30, 2019
|
September 13, 2019
|
0.40
|
May 7, 2019
|
June 3, 2019
|
June 14, 2019
|
0.39
|
February 26, 2019
|
March 12, 2019
|
March 22, 2019
|
0.37
|
• |
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 “Item 4.B—Business Overview—Our Operations—Project Level Financing” under the individual project descriptions. When
forecasting cash available for distribution and dividend payments we have aimed to take these restrictions into consideration, but we cannot guarantee future dividends. In addition, restrictions or delays on cash distributions
could also happen if our project finance arrangements are under an event of default.
|
• |
Additionally, indebtedness we have incurred under the Green Senior Notes, Note Issuance Facility 2020, the 2020 Green Private Placement and the Revolving Credit Facility contain, among other covenants, certain financial
incurrence and maintenance covenants, as applicable. See “Item 5.B— Operating and Financial Review and Prospects—Liquidity and Capital Resources—Corporate debt agreements.”
|
• |
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 the operating performance of our assets, operational costs, capital expenditures required in the assets, collections from our off-takers, compliance with the terms of project debt including debt
repayment schedules and cash reserve accounts requirements, compliance with the terms of corporate debt, compliance with all the applicable laws and regulations and working capital requirements. 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.
|
• |
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, low production, unexpected operating
interruptions, legal liabilities, costs associated with governmental regulation, changes in governmental subsidies, delays in collections from our off-takers, changes in regulation, as well as increases in our operating and/or
general and administrative expenses, 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, 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.
|
B. |
Significant Changes
|
ITEM 9. |
THE OFFER AND LISTING
|
A. |
Offering and Listing Details
|
B. |
Plan of Distribution
|
C. |
Markets
|
D. |
Selling Shareholders
|
E. |
Dilution
|
F. |
Expenses of the Issue
|
ITEM 10. |
ADDITIONAL INFORMATION
|
A. |
Share Capital
|
B. |
Memorandum and Articles of Association
|
C. |
Material Contracts
|
D. |
Exchange Controls
|
E. |
Taxation
|
• |
you hold Atlantica Sustainable Infrastructure shares as an investment for tax purposes, as capital assets and you are the absolute beneficial owner thereof for UK tax purposes; and
|
• |
you are an individual, you are not resident in the United Kingdom for UK tax purposes and do not hold Atlantica Sustainable Infrastructure 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 United Kingdom 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.
|
• |
an individual who is a citizen or resident of the United States;
|
• |
a corporation (or other entity subject to tax as a corporation for U.S. federal income tax purposes) created in or organized under the laws of the United States or any political subdivision thereof;
|
• |
an estate the income of which is subject to U.S. federal income taxation regardless of its source; or
|
• |
a trust (i) 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 (ii) the trust has validly elected to be treated as a domestic trust for U.S. federal income tax purposes;
|
• |
the excess distribution or gain will be allocated ratably over the U.S. Holder’s holding period for the shares;
|
• |
amounts allocated to the current taxable year and any taxable years in the U.S. Holder’s holding period prior to the first taxable year in which we are classified as a PFIC (a “pre-PFIC year”) will be subject to tax as ordinary
income; and
|
• |
amounts allocated to each prior taxable year, other than the current taxable year or a pre-PFIC year, will be subject to tax at the highest tax rate in effect applicable to the U.S. Holder for that year, and such amounts will
be increased by an additional tax equal to interest on the resulting tax deemed deferred with respect to such years.
|
I. |
Subsidiaries Information
|
• |
Project debt in euro: between 75% and 100% of the notional amount, with hedged maturing until 2038 at an average guaranteed strike interest rates of between 0.00% and 4.87%.
|
• |
Project debt in U.S. dollars: between 75% and 100% of the notional amount, with hedges maturing until 2038 and average strike interest rates of between 0.86% and 5.89%.
|
ITEM 12. |
DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES
|
A. |
Debt Securities
|
ITEM 13. |
DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES
|
ITEM 14. |
MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS
|
(a) |
Evaluation of Disclosure Controls and Procedures
|
(b)
|
Management’s Report on Internal Control over Financial Reporting
|
(c)
|
Attestation Report of the Independent Registered Public Accounting Firm
|
(d)
|
Changes in Internal Controls over Financial Reporting
|
(e)
|
Inherent Limitations of Disclosure Controls and Procedures in Internal Control over Financial Reporting
|
ITEM 16. |
RESERVED
|
ITEM 16A. |
AUDIT COMMITTEE FINANCIAL EXPERT
|
ITEM 16B. |
CODE OF ETHICS
|
ITEM 16C. |
PRINCIPAL ACCOUNTANT FEES AND SERVICES
|
EY
|
Other
Auditors
|
Total
|
||||||||||
($ in thousands)
|
||||||||||||
Audit Fees
|
1,571
|
289
|
1,860
|
|||||||||
Audit-Related Fees
|
651
|
-
|
651
|
|||||||||
Tax Fees
|
633
|
-
|
633
|
|||||||||
All Other Fees
|
-
|
-
|
-
|
|||||||||
Total
|
2,855
|
289
|
3,144
|
EY
|
Other
Auditors
|
Total
|
||||||||||
($ in thousands)
|
||||||||||||
Audit Fees
|
1,391
|
54
|
1,445
|
|||||||||
Audit-Related Fees
|
516
|
-
|
516
|
|||||||||
Tax Fees
|
502
|
-
|
502
|
|||||||||
All Other Fees
|
15
|
-
|
15
|
|||||||||
Total
|
2,424
|
54
|
2,478
|
• |
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 policy categorizes the audit and permitted non-audit services that are pre-approved by the Audit Committee in the following way:
|
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;
|
o |
Tax services;
|
o |
Other specific services, such as evaluation of the design, implementation and operation of a financial information system or control over financial reporting;
|
• |
Courses or seminars.
|
• |
For non-audit services, the accumulated fees must remain below the threshold of 50% of the audit services fees, excluding fees reinvoiced to our major shareholder; and
|
• |
The policy also includes a list of those services that are expressly prohibited.
|
ITEM 16D. |
EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES
|
ITEM 16E. |
PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS
|
ITEM 16F. |
CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT
|
ITEM 16G. |
CORPORATE GOVERNANCE
|
ITEM 16H. |
MINE SAFETY DISCLOSURE
|
ITEM 16I. |
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
|
ITEM 17. |
FINANCIAL STATEMENTS
|
ITEM 18. |
FINANCIAL STATEMENTS
|
ITEM 19. |
EXHIBITS
|
Note Purchase Agreement, dated March 20, 2020, between Atlantica Yield plc and a group of institutional investors as purchasers of the notes issued thereunder (incorporated by
reference from Exhibit 4.20 from Atlantica Yield plc’s Form 6-K filed with the SEC on May 7, 2020 – SEC File No. 001-36487).
|
|
Memorandum and Articles of Association of Atlantica Sustainable Infrastructure Jersey Limited (incorporated by reference from Exhibit 4.21 from Atlantica Sustainable
Infrastructure plc’s Form 6-K filed with the SEC on August 3, 2020 – SEC File No. 001-36487).
|
|
Indenture (including Form of Global Note) relating to Atlantica Sustainable Infrastructure Jersey Limited’s 4.00% Green Exchangeable Senior Notes due 2025, dated July 17, 2020,
by and among Atlantica Sustainable Infrastructure Jersey Limited, as Issuer, Atlantica Sustainable Infrastructure plc, as Guarantor, BNY Mellon Corporate Trustee Services Limited, as Trustee, The Bank of New York Mellon, London
Branch, as Paying and Exchange Agent, and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Note Registrar and Transfer Agent (incorporated by reference from Exhibit 4.22 from Atlantica Sustainable Infrastructure plc’s Form
6-K filed with the SEC on August 3, 2020 – SEC File No. 001-36487).
|
|
Deed Poll granted by Atlantica Sustainable Infrastructure plc, as Guarantor, in favor of Atlantica Sustainable Infrastructure Jersey Limited, as Issuer, dated July 17, 2020, in
connection with the 4.00% Green Exchangeable Senior Notes due 2025 (incorporated by reference from Exhibit 4.23 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the SEC on August 3, 2020 – SEC File No.
001-36487).
|
|
The Note Issuance Facility for an amount of €140 million, dated July 8, 2020, among Atlantica Sustainable Infrastructure plc, the guarantors named therein, Lucid Agency Services
Limited, as facility agent, and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder (incorporated by reference from Exhibit 4.24 from Atlantica Sustainable Infrastructure plc’s Form 6-K
filed with the SEC on August 3, 2020 – SEC File No. 001-36487).
|
|
Fourth Amendment to Credit and Guaranty Agreement, dated August 28, 2020 (incorporated by reference from Exhibit 4.25 from Atlantica Sustainable Infrastructure plc’s Form 6-K
filed with the SEC on November 6, 2020 – SEC File No. 001-36487).
|
|
Fifth Amendment to Credit and Guaranty Agreement, dated December 3, 2020.
|
|
Sixth Amendment to Credit and Guaranty Agreement, dated March 1, 2021 (incorporated by reference from Exhibit 99.1 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed
with the SEC on March 30, 2021 – SEC File No. 001-36487)
|
|
Amendment No. 1 to Note Issuance Facility Agreement, dated March 30, 2021.
|
|
Indenture (including Form of Global Notes) relating to Atlantica Sustainable Infrastructure plc's 4.125% Green Senior Notes due 2028 dated May 18, 2021, by and among Atlantica
Sustainable Infrastructure plc, as Issuer, Atlantica Peru S.A., ACT Holding, S.A. de C.V., Atlantica Infraestructura Sostenible, S.L.U., Atlantica Investments Limited, Atlantica Newco Limited, Atlantica North America LLC, as
Guarantors, BNY Mellon Corporate Trustee Services Limited, as Trustee, The Bank of New York Mellon, London Branch, as paying agent, and The Bank of New York Mellon SA/NV, Dublin Branch, as registrar and transfer agent
(incorporated by reference from Exhibit 4.28 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the SEC on May 24, 2021 – SEC File No. 001-36487).
|
|
Distribution Agreement, dated August 3, 2021, between the Company and J.P. Morgan Securities LLC (incorporated by reference from Exhibit 1.1 from Atlantica Sustainable
Infrastructure plc’s Form 6-K filed with the SEC on August 3, 2021 – SEC File No. 001-36487).
|
|
ATM Plan Letter Agreement, dated August 3, 2021, between Atlantica Sustainable Infrastructure plc and Algonquin Power & Utilities Corp (incorporated by reference from
Exhibit 4.29 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the SEC on August 3, 2021 – SEC File No. 001-36487).
|
|
Subsidiaries of Atlantica Sustainable Infrastructure plc.
|
|
Certification of Santiago Seage, Chief Executive Officer of Atlantica Sustainable Infrastructure plc, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
Certification of Francisco Martinez-Davis, Chief Financial Officer of Atlantica Sustainable Infrastructure 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 EY
|
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
Date: February 28, 2022
|
|||
ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC
|
|||
By:
|
/s/ Santiago Seage
|
||
Name:
|
Santiago Seage
|
||
Title:
|
Chief Executive Officer
|
ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC
|
|||
By:
|
/s/ Francisco Martinez-Davis
|
||
Name:
|
Francisco Martinez-Davis
|
||
Title:
|
Chief Financial Officer
|
Report of Ernst and Young, S.L. (PCAOB ID )
|
F-1
|
Consolidated statements of financial position as of December 31, 2021 and 2020
|
F-3
|
Consolidated income statements for the years ended December 31, 2021, 2020 and 2019
|
F-5
|
Consolidated financial statements of comprehensive income for the years ended December 31, 2021, 2020
and 2019
|
F-6
|
Consolidated statements of changes in equity for the years ended December 31, 2021, 2020 and 2019
|
F-7
|
Consolidated cash flow statements for the years ended December 31, 2021, 2020 and 2019
|
F-10
|
Notes to the annual consolidated financial statements
|
F-11
|
Appendix I: Entities included in the Group as subsidiaries as of December 31, 2021 and 2020
|
F-62
|
Appendix II: Investments recorded under the equity method as of December 31, 2021 and 2020
|
F-66
|
Appendix III-1 and Appendix III-2: Assets subject to the application of IFRIC 12 interpretation based on
the concession of services as of December 31, 2021 and 2020
|
F-68
|
Appendix IV: Additional Information of Subsidiaries including material Non-controlling interest as of
December 31, 2021 and 2020
|
F-83
|
/s/ ERNST & YOUNG, S.L.
|
|
Madrid, Spain
|
|
February 27, 2022 |
As of December 31,
|
||||||||||||
Note (1)
|
2021
|
2020
|
||||||||||
Assets
|
||||||||||||
Non-current assets
|
||||||||||||
Contracted concessional assets
|
6
|
8,021,568
|
8,155,418
|
|||||||||
Investments carried under the equity method
|
7
|
294,581
|
116,614
|
|||||||||
Other accounts receivable
|
8
|
85,801
|
88,655
|
|||||||||
Derivative assets
|
9
|
10,807
|
1,099
|
|||||||||
Financial investments
|
8
|
96,608
|
89,754
|
|||||||||
Deferred tax assets
|
18
|
172,268
|
152,290
|
|||||||||
Total non-current assets
|
8,585,025
|
8,514,076
|
||||||||||
Current assets
|
||||||||||||
Inventories
|
29,694
|
23,958
|
||||||||||
Trade receivables
|
11
|
227,343
|
258,087
|
|||||||||
Credits and other receivables
|
11
|
79,800
|
73,648
|
|||||||||
Trade and other receivables
|
11
|
307,143
|
331,735
|
|||||||||
Financial investments
|
8
|
207,379
|
200,084
|
|||||||||
Cash and cash equivalents
|
12
|
622,689
|
868,501
|
|||||||||
Total current assets
|
1,166,905
|
1,424,278
|
||||||||||
Total assets
|
9,751,930
|
9,938,354
|
(1) |
Notes 1 to 23 are an integral part of the Consolidated Financial Statements
|
As of December 31,
|
||||||||||||
Note (1)
|
2021
|
2020
|
||||||||||
Equity and liabilities
|
||||||||||||
Equity attributable to the Company
|
||||||||||||
Share capital
|
13
|
11,240
|
10,667
|
|||||||||
Share premium
|
13
|
872,011
|
1,011,743
|
|||||||||
Capital reserves
|
13
|
1,020,027
|
881,745
|
|||||||||
Other reserves
|
9
|
171,272
|
96,641
|
|||||||||
Accumulated currency translation differences
|
13
|
(133,450
|
)
|
(99,925
|
)
|
|||||||
Accumulated deficit
|
13
|
(398,701
|
)
|
(373,489
|
)
|
|||||||
Non-controlling interest
|
13
|
206,206
|
213,499
|
|||||||||
Total equity
|
1,748,605
|
1,740,881
|
||||||||||
Non-current liabilities
|
||||||||||||
Long-term corporate debt
|
14
|
995,190
|
970,077
|
|||||||||
Borrowings
|
3,407,956
|
3,862,068
|
||||||||||
Notes and bonds
|
979,718
|
1,063,200
|
||||||||||
Long-term project debt
|
15
|
4,387,674
|
4,925,268
|
|||||||||
Grants and other liabilities
|
16
|
1,263,744
|
1,229,767
|
|||||||||
Derivative liabilities
|
9
|
223,453
|
328,184
|
|||||||||
Deferred tax liabilities
|
18
|
308,859
|
260,923
|
|||||||||
Total non-current liabilities
|
7,178,920
|
7,714,219
|
||||||||||
Current liabilities
|
||||||||||||
Short-term corporate debt
|
14
|
27,881
|
23,648
|
|||||||||
Borrowings
|
597,680
|
261,788
|
||||||||||
Notes and bonds
|
50,839
|
50,558
|
||||||||||
Short-term project debt
|
15
|
648,519
|
312,346
|
|||||||||
Trade payables and other current liabilities
|
17
|
113,907
|
92,557
|
|||||||||
Income and other tax payables
|
34,098
|
54,703
|
||||||||||
Total current liabilities
|
824,405
|
483,254
|
||||||||||
Total equity and liabilities
|
9,751,930
|
9,938,354
|
(1) |
Notes 1 to 23 are an integral part of the Consolidated Financial Statements
|
Note (1)
|
For the year ended December 31,
|
|||||||||||||||
2021
|
2020
|
2019
|
||||||||||||||
Revenue
|
4
|
1,211,749
|
1,013,260
|
1,011,452
|
||||||||||||
Other operating income
|
20
|
74,670
|
99,525
|
93,774
|
||||||||||||
Employee benefit expenses
|
20
|
(78,758
|
)
|
(54,464
|
)
|
(32,246
|
)
|
|||||||||
Depreciation, amortization, and impairment charges
|
6
|
(439,441
|
)
|
(408,604
|
)
|
(310,755
|
)
|
|||||||||
Other operating expenses
|
20
|
(414,330
|
)
|
(276,666
|
)
|
(261,776
|
)
|
|||||||||
Operating profit
|
353,890
|
373,051
|
500,449
|
|||||||||||||
Financial income
|
21
|
2,755
|
7,052
|
4,121
|
||||||||||||
Financial expense
|
21
|
(361,270
|
)
|
(378,386
|
)
|
(407,990
|
)
|
|||||||||
Net exchange differences
|
21
|
1,873
|
(1,351
|
)
|
2,674
|
|||||||||||
Other financial income/(expense), net
|
21
|
15,750
|
40,875
|
(1,153
|
)
|
|||||||||||
Financial expense, net
|
(340,892
|
)
|
(331,810
|
)
|
(402,348
|
)
|
||||||||||
Share of profit of associates carried under the equity method
|
7
|
12,304
|
510
|
7,457
|
||||||||||||
Profit before income tax
|
25,302
|
41,751
|
105,558
|
|||||||||||||
Income tax expense
|
18
|
(36,220
|
)
|
(24,877
|
)
|
(30,950
|
)
|
|||||||||
Profit/(loss) for the year
|
(10,918
|
)
|
16,874
|
74,608
|
||||||||||||
Profit attributable to non-controlling interests
|
(19,162
|
)
|
(4,906
|
)
|
(12,473
|
)
|
||||||||||
Profit/(loss) for the year attributable to the Company
|
(30,080
|
)
|
11,968
|
62,135
|
||||||||||||
Weighted average number of ordinary shares outstanding (thousands) - basic
|
22
|
111,008
|
101,879
|
101,063
|
||||||||||||
Weighted average number of ordinary shares outstanding (thousands) - diluted
|
22
|
114,523
|
103,392
|
101,063
|
||||||||||||
Basic earnings per share (U.S. dollar per share)
|
22
|
(0.27
|
)
|
0.12
|
0.61
|
|||||||||||
Diluted earnings per share (U.S. dollar per share)
|
22
|
(0.26
|
)
|
0.12
|
0.61
|
(1) |
Notes 1 to 23 are an integral part of the Consolidated Financial Statements
|
For the year ended December 31,
|
||||||||||||||||
Note (1)
|
2021
|
2020
|
2019
|
|||||||||||||
Profit/(loss) for the year
|
(10,918
|
)
|
16,874
|
74,608
|
||||||||||||
Items that may be subject to transfer to income statement
|
||||||||||||||||
Change in fair value of cash flow hedges
|
33,846
|
(26,272
|
)
|
(81,713
|
)
|
|||||||||||
Currency translation differences
|
(41,956
|
)
|
(9,947
|
)
|
(22,284
|
)
|
||||||||||
Tax effect
|
(9,139
|
)
|
5,897
|
20,088
|
||||||||||||
Net expenses recognized directly in equity
|
(17,249
|
)
|
(30,322
|
)
|
(83,909
|
)
|
||||||||||
Cash flow hedges
|
9
|
58,292
|
58,381
|
55,765
|
||||||||||||
Tax effect
|
(14,573
|
)
|
(14,595
|
)
|
(13,941
|
)
|
||||||||||
Transfers to income statement
|
43,719
|
43,786
|
41,824
|
|||||||||||||
Other comprehensive income/(loss)
|
26,470
|
13,464
|
(42,085
|
)
|
||||||||||||
Total comprehensive income for the year
|
15,552
|
30,338
|
32,523
|
|||||||||||||
Total comprehensive income attributable to non-controlling interest
|
(14,586
|
)
|
(4,627
|
)
|
(12,429
|
)
|
||||||||||
Total comprehensive income attributable to the Company
|
966
|
25,711
|
20,094
|
(1) |
Notes 1 to 23 are an integral part of the Consolidated Financial Statements
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
currency
translation
differences
|
Accumulated
deficit
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2019
|
10,022
|
1,981,881
|
48,059
|
95,011
|
(68,315
|
)
|
(449,274
|
)
|
1,617,384
|
138,728
|
1,756,112
|
|||||||||||||||||||||||||
Profit for the year after taxes
|
-
|
-
|
-
|
-
|
-
|
62,135
|
62,135
|
12,473
|
74,608
|
|||||||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
-
|
(27,947
|
)
|
-
|
1,682
|
(26,265
|
)
|
317
|
(25,948
|
)
|
||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(22,509
|
)
|
-
|
(22,509
|
)
|
225
|
(22,284
|
)
|
||||||||||||||||||||||||
Tax effect
|
-
|
-
|
-
|
6,733
|
-
|
-
|
6,733
|
(586
|
)
|
6,147
|
||||||||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
-
|
(21,214
|
)
|
(22,509
|
)
|
1,682
|
(42,041
|
)
|
(44
|
)
|
(42,085
|
)
|
||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
-
|
(21,214
|
)
|
(22,509
|
)
|
63,817
|
20,094
|
12,429
|
32,523
|
|||||||||||||||||||||||||
Capital increase (Note 13)
|
138 | 29,862 | - | - | - | - | 30,000 | - | 30,000 | |||||||||||||||||||||||||||
Amherst Island (Note 7)
|
- | - | - | - | - | - | - | 92,303 | 92,303 | |||||||||||||||||||||||||||
Reduction of Share Premium (Note 13)
|
- | (1,000,000 | ) | 1,000,000 | - | - | - | - | - | - | ||||||||||||||||||||||||||
Distributions (Note 13)
|
-
|
- |
(159,002
|
)
|
-
|
-
|
-
|
(159,002
|
)
|
(37,080
|
)
|
(196,082
|
)
|
|||||||||||||||||||||||
Balance as of December 31, 2019
|
10,160
|
1,011,743
|
889,057
|
73,797
|
(90,824
|
)
|
(385,457
|
)
|
1,508,476
|
206,380
|
1,714,856
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
currency
translation
differences
|
Accumulated
deficit
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2020
|
10,160
|
1,011,743
|
889,057
|
73,797
|
(90,824
|
)
|
(385,457
|
)
|
1,508,476
|
206,380
|
1,714,856
|
|||||||||||||||||||||||||
Profit for the year after taxes
|
-
|
-
|
-
|
-
|
-
|
11,968
|
11,968
|
4,906
|
16,874
|
|||||||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
-
|
31,353
|
-
|
-
|
31,353
|
756
|
32,109
|
|||||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(9,101
|
)
|
-
|
(9,101
|
)
|
(846
|
)
|
(9,947
|
)
|
|||||||||||||||||||||||
Tax effect
|
-
|
-
|
-
|
(8,509
|
)
|
-
|
-
|
(8,509
|
)
|
(189
|
)
|
(8,698
|
)
|
|||||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
-
|
22,844
|
(9,101
|
)
|
-
|
13,743
|
(279
|
)
|
13,464
|
|||||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
-
|
22,844
|
(9,101
|
)
|
11,968
|
25,711
|
4,627
|
30,338
|
||||||||||||||||||||||||||
Capital increase (Note 13)
|
507
|
-
|
161,347
|
-
|
-
|
-
|
161,854
|
-
|
161,854
|
|||||||||||||||||||||||||||
Business combinations (Note 5)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
25,308
|
25,308
|
|||||||||||||||||||||||||||
Distributions (Note 13)
|
-
|
-
|
(168,659
|
)
|
-
|
-
|
-
|
(168,659
|
)
|
(22,816
|
)
|
(191,475
|
)
|
|||||||||||||||||||||||
Balance as of December 31, 2020
|
10,667
|
1,011,743
|
881,745
|
96,641
|
(99,925
|
)
|
(373,489
|
)
|
1,527,382
|
213,499
|
1,740,881
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
currency
translation
differences
|
Accumulated
deficit
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2021
|
10,667
|
1,011,743
|
881,745
|
96,641
|
(99,925
|
)
|
(373,489
|
)
|
1,527,382
|
213,499
|
1,740,881
|
|||||||||||||||||||||||||
Profit/(Loss) for the year after taxes
|
-
|
-
|
-
|
-
|
-
|
(30,080
|
)
|
(30,080
|
)
|
19,162
|
(10,918
|
)
|
||||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
-
|
97,421
|
-
|
(10,060
|
)
|
87,361
|
4,777
|
92,138
|
||||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(33,525
|
)
|
-
|
(33,525
|
)
|
(8,431
|
)
|
(41,956
|
)
|
|||||||||||||||||||||||
Tax effect
|
-
|
-
|
-
|
(22,790
|
)
|
-
|
- |
(22,790
|
)
|
(922
|
)
|
(23,712
|
)
|
|||||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
-
|
74,631
|
(33,525
|
)
|
(10,060
|
)
|
31,046
|
(4,576
|
)
|
26,470
|
||||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
-
|
74,631
|
(33,525
|
)
|
(40,140
|
)
|
966
|
14,586
|
15,552
|
|||||||||||||||||||||||||
Capital increase (Note 13)
|
573
|
60,268
|
128,920
|
-
|
-
|
-
|
189,761
|
-
|
189,761
|
|||||||||||||||||||||||||||
Reduction of Share Premium (Note 13)
|
- | (200,000 | ) | 200,000 | - | - | - | - | - | - | ||||||||||||||||||||||||||
Business combinations (Note 5)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
8,287
|
8,287
|
|||||||||||||||||||||||||||
Share-based compensation (Note 13)
|
- | - | - | - | - | 14,928 | 14,928 | - | 14,928 | |||||||||||||||||||||||||||
Distributions (Note 13)
|
-
|
-
|
(190,638
|
)
|
-
|
-
|
-
|
(190,638
|
)
|
(30,166
|
)
|
(220,804
|
)
|
|||||||||||||||||||||||
Balance as of December 31, 2021
|
11,240
|
872,011
|
1,020,027
|
171,272
|
(133,450
|
)
|
(398,701
|
)
|
1,542,399
|
206,206
|
1,748,605
|
For the year ended
|
||||||||||||||||
Note (1)
|
2021
|
2020
|
2019
|
|||||||||||||
I. Profit/(loss) for the year
|
(10,918
|
)
|
16,874
|
74,608
|
||||||||||||
Non-monetary adjustments
|
||||||||||||||||
Depreciation, amortization and impairment charges
|
6
|
439,441
|
408,604
|
310,755
|
||||||||||||
Financial (income)/expenses
|
21
|
359,550
|
315,151
|
405,634
|
||||||||||||
Fair value (gains)/losses on derivative financial instruments
|
21
|
(16,785
|
)
|
15,308
|
(613
|
)
|
||||||||||
Shares of (profits)/losses from associates
|
7
|
(12,304
|
)
|
(510
|
)
|
(7,457
|
)
|
|||||||||
Income tax
|
18
|
36,220
|
24,877
|
30,950
|
||||||||||||
Other non-monetary items
|
55,809
|
(43,943
|
)
|
(25,800
|
)
|
|||||||||||
II. Profit/(loss) for the year adjusted by non-monetary items
|
851,013
|
736,361
|
788,077
|
|||||||||||||
Changes in working capital
|
||||||||||||||||
Inventories
|
5,215
|
(4,590
|
)
|
(1,343
|
)
|
|||||||||||
Trade and other receivables
|
11
|
48,521
|
(790
|
)
|
(71,505
|
)
|
||||||||||
Trade payables and other current liabilities
|
17
|
(25,782
|
)
|
(9,771
|
)
|
(36,533
|
)
|
|||||||||
Financial investments and other current assets/liabilities
|
(31,081
|
)
|
4,249
|
(15,602
|
)
|
|||||||||||
III. Changes in working capital
|
(3,127
|
)
|
(10,902
|
)
|
(124,983
|
)
|
||||||||||
Income tax received/(paid)
|
(51,684
|
)
|
(16,425
|
)
|
(23
|
)
|
||||||||||
Interest received
|
2,519
|
5,148
|
10,135
|
|||||||||||||
Interest paid
|
(293,098
|
)
|
(275,961
|
)
|
(309,625
|
)
|
||||||||||
A. Net cash provided by operating activities
|
505,623
|
438,221
|
363,581
|
|||||||||||||
Acquisitions of subsidiaries and entities under the equity method
|
5&7
|
(362,449
|
)
|
2,453
|
(173,366
|
)
|
||||||||||
Investments in contracted concessional assets*
|
6
|
(24,682
|
)
|
(1,361
|
)
|
22,009
|
||||||||||
Distributions from entities under the equity method
|
7
|
34,883
|
22,246
|
30,443
|
||||||||||||
Other non-current assets/liabilities
|
1,093
|
(29,198
|
)
|
2,703
|
||||||||||||
B. Net cash used in investing activities
|
(351,155
|
)
|
(5,860
|
)
|
(118,211
|
)
|
||||||||||
Proceeds from project debt
|
15
|
14,560
|
603,949
|
5,860
|
||||||||||||
Proceeds from corporate debt
|
14
|
429,014
|
678,651
|
352,966
|
||||||||||||
Repayment of project debt
|
15
|
(418,265
|
)
|
(621,691
|
)
|
(282,255
|
)
|
|||||||||
Repayment of corporate debt
|
14
|
(376,154
|
)
|
(502,042
|
)
|
(320,815
|
)
|
|||||||||
Dividends paid to Company´s shareholders
|
13
|
(190,638
|
)
|
(168,659
|
)
|
(159,002
|
)
|
|||||||||
Dividends paid to non-controlling interest
|
13
|
(28,134
|
)
|
(22,944
|
)
|
(29,239
|
)
|
|||||||||
Purchase of Liberty´s Interactive's equity interests in Solana
|
1
|
-
|
(266,850
|
)
|
- | |||||||||||
Non-controlling interest capital contribution
|
|
-
|
-
|
92,303
|
||||||||||||
Capital increase
|
13
|
189,454
|
162,246
|
30,000
|
||||||||||||
C. Net cash used in financing activities
|
(380,163
|
)
|
(137,340
|
)
|
(310,182
|
)
|
||||||||||
Net increase/(decrease) in cash and cash equivalents
|
(225,695
|
)
|
295,021
|
(64,812
|
)
|
|||||||||||
Cash and cash equivalents at beginning of the year
|
12
|
868,501
|
562,795
|
631,542
|
||||||||||||
Translation differences in cash and cash equivalents
|
(20,117
|
)
|
10,685
|
(3,935
|
)
|
|||||||||||
Cash and cash equivalents at the end of the year
|
12
|
622,689
|
868,501
|
562,795
|
*
|
Includes proceeds for $20.5 million, $7.4 million, and $22.2 million in 2021,
2020 and 2019 respectively (Note 6).
|
(1) |
Notes 1 to 23 are an integral part of the Consolidated Financial Statements
|
Note 1.- Nature of the business
|
F-12
|
Note 2.- Significant accounting policies
|
F-16 |
Note 3.- Financial risk management
|
F-28 |
Note 4.- Financial information by segment
|
F-29 |
Note 5.- Business combinations
|
F-34 |
Note 6.- Contracted concessional assets
|
F-36 |
Note 7.- Investments carried under the equity method
|
F-40 |
Note 8.- Financial instruments by category
|
F-42 |
Note 9.- Derivative financial instruments
|
F-43 |
Note 10.- Related parties
|
F-45 |
Note 11.- Trade and other receivables
|
F-46 |
Note 12.- Cash and cash equivalents
|
F-46 |
Note 13.- Equity
|
F-47 |
Note 14.- Corporate debt
|
F-48 |
Note 15.- Project debt
|
F-50 |
Note 16.- Grants and other liabilities
|
F-53 |
Note 17.-Trade payables and other current liabilities
|
F-54 |
Note 18.- Income tax
|
F-54 |
Note 19.- Commitments, third-party guarantees, contingent assets and liabilities
|
F-57 |
Note 20.- Employee benefit expenses and other operating income and expenses
|
F-58 |
Note 21.- Financial expense, net
|
F-59 |
Note 22.- Earnings per share
|
F-60 |
Note 23.- Other information
|
F-61 |
Appendices(1)
|
F-62 |
- |
On April
3, 2020, the Company made an initial investment in the creation of a renewable energy platform in Chile, together with financial partners, where it owns an approximately 35% stake and has a strategic investor role. The first investment was the acquisition of a 55 MW solar PV plant (“Chile PV 1”). The Company’s initial contribution was approximately $4 million. In addition, on January 6, 2021, the Company closed its second investment through the platform with the acquisition of a 40 MW solar PV plant (“Chile PV 2”). The total equity investment for this new asset was approximately $5.0 million. The platform intends to make further investments in renewable energy in Chile and sign Power Purchase Agreements (“PPAs” ) with credit worthy off-takers.
|
- |
In January 2019, the Company entered into an agreement with Abengoa (references to “Abengoa” refer to Abengoa, S.A., together with its subsidiaries, or Abenewco1, S.A. together with its subsidiaries,
unless the context otherwise requires) for the acquisition of a 51% stake in Tenes, a water desalination plant in Algeria.
Closing of the acquisition was subject to certain conditions precedent, which were not fulfilled. On May 31, 2020, the Company entered into a new agreement, which provided the Company with certain additional decision rights, including
the right to appoint the majority of directors of the board of Befesa Agua Tenes, and therefore controls the asset.
|
- |
On August 17, 2020, the Company closed the acquisition of Liberty Interactive’s equity interest in Solana. Liberty Interactive was the tax equity investor in the Solana project. The total equity investment is
expected to be up to $285 million of which $272 million has already been paid.
|
Assets
|
Type
|
Ownership
|
Location
|
Currency(9)
|
Capacity
(Gross)
|
Counterparty
Credit Ratings(10)
|
COD*
|
Contract
Years
Remaining(16)
|
Solana | Renewable (Solar) | 100% | Arizona (USA) | USD | 280 MW | BBB+/A3/BBB+ | 2013 | 22 |
Mojave
|
Renewable (Solar) |
100%
|
California (USA)
|
USD
|
280 MW
|
BB-/ -- /BB
|
2014
|
18
|
Coso | Renewable (Geothermal) | 100% | California (USA) | USD | 135 MW | Investment Grade(11) | 1987-1989 | 17 |
Elkhorn Valley | Renewable (Wind) | 49% | Oregon (USA) | USD | 101 MW | BBB/A3/-- | 2007 | 6 |
Prairie Star | Renewable (Wind) | 49% | Minnesota (USA) | USD | 101 MW | --/A3/A- | 2007 | 6 |
Twin Groves II | Renewable (Wind) | 49% | Illinois (USA) | USD | 198 MW | BBB-/Baa2/-- | 2008 | 4 |
Lone Star II | Renewable (Wind) | 49% | Texas (USA) | USD | 196 MW | Not rated | 2008 | 1 |
Chile PV 1
|
Renewable (Solar) |
35%(1)
|
Chile
|
USD
|
55 MW
|
N/A
|
2016
|
N/A
|
Chile PV 2 | Renewable (Solar) | 35%(1) | Chile | USD | 40 MW | Not rated | 2017 | 9 |
La Sierpe | Renewable (Solar) | 100% | Colombia | COP | 20 MW | Not rated | 2021 |
14 |
Palmatir | Renewable (Wind) | 100% | Uruguay | USD | 50 MW | BBB/Baa2/BBB-(12) | 2014 |
12 |
Cadonal | Renewable (Wind) |
100% |
Uruguay |
USD |
50 MW |
BBB/Baa2/BBB-(12) | 2014 | 13 |
Melowind | Renewable (Wind) | 100% | Uruguay | USD | 50 MW | BBB/Baa2/BBB- | 2015 | 14 |
Mini-Hydro | Renewable (Hydraulic) | 100% | Peru | USD | 4 MW | BBB+/Baa1/BBB | 2012 | 11 |
Solaben 2 & 3
|
Renewable (Solar) |
70%(2)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
16/16
|
Solacor 1 & 2
|
Renewable (Solar) |
87%(3)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
15/15
|
PS10 & PS20
|
Renewable (Solar) |
100%
|
Spain
|
Euro
|
31 MW
|
A/Baa1/A-
|
2007&2009 |
10/12
|
Helioenergy 1 & 2
|
Renewable (Solar) |
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2011
|
15/15
|
Helios 1 & 2
|
Renewable (Solar) |
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
15/16
|
Solnova 1, 3 & 4
|
Renewable (Solar)
|
100%
|
Spain
|
Euro
|
3x50 MW
|
A/Baa1/A-
|
2010
|
13/13/14
|
Solaben 1 & 6
|
Renewable (Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2013
|
17/17
|
Seville PV
|
Renewable (Solar)
|
80%(4)
|
Spain
|
Euro
|
1 MW
|
A/Baa1/A-
|
2006
|
14
|
Italy PV 1 | Renewable (Solar) | 100% | Italy | Euro | 1.6 MW | BBB/Baa3/BBB | 2010 | 9 |
Italy PV 2 | Renewable (Solar) | 100% | Italy | Euro | 2.1 MW | BBB/Baa3/BBB | 2011 | 9 |
Italy PV 3 | Renewable (Solar) | 100% | Italy | Euro | 2.5 MW | BBB/Baa3/BBB | 2012 | 10 |
Kaxu
|
Renewable (Solar)
|
51%(5)
|
South Africa
|
Rand
|
100 MW
|
BB-/Ba2/BB-(13)
|
2015
|
13
|
Calgary |
Efficient natural gas &heat | 100% | Canada | CAD | 55 MWt | ~41% A+ or higher(14) | 2010 | 19 |
ACT
|
Efficient natural gas & heat
|
100%
|
Mexico
|
USD
|
300 MW
|
BBB/ Ba3/BB-
|
2013
|
11
|
Monterrey
|
Efficient natural gas &heat
|
30%
|
Mexico
|
USD
|
142 MW
|
Not rated
|
2018
|
17
|
ATN (15)
|
Transmission line
|
100%
|
Peru
|
USD
|
379 miles
|
BBB+/Baa1/BBB
|
2011
|
19
|
ATS
|
Transmission line
|
100%
|
Peru
|
USD
|
569 miles
|
BBB+/Baa1/BBB
|
2014
|
22
|
ATN 2
|
Transmission line
|
100%
|
Peru
|
USD
|
81 miles
|
Not rated
|
2015
|
11
|
Quadra 1 & 2
|
Transmission line
|
100%
|
Chile
|
USD
|
49 miles/32 miles
|
Not rated
|
2014
|
13/13
|
Palmucho
|
Transmission line
|
100%
|
Chile
|
USD
|
6 miles
|
BBB/ -- /A-
|
2007
|
16
|
Chile TL3
|
Transmission line
|
100%
|
Chile
|
USD
|
50 miles
|
A/A1/A-
|
1993
|
Regulated
|
Skikda
|
Water
|
34.2%(6)
|
Algeria
|
USD
|
3.5 M ft3/day
|
Not rated
|
2009
|
12
|
Honaine
|
Water
|
25.5%(7)
|
Algeria
|
USD
|
7 M ft3/day
|
Not rated
|
2012
|
16
|
Tenes
|
Water
|
51%(8)
|
Algeria
|
USD
|
7 M ft3/day
|
Not rated
|
2015
|
18
|
(1)
|
65% of the shares in Chile PV 1 and Chile PV 2 are indirectly held by financial partners through the renewable energy platform of the Company in Chile.
|
(2)
|
Itochu
Corporation holds 30% of the shares in each of Solaben 2 and Solaben 3.
|
(3)
|
JGC holds 13%
of the shares in each of Solacor 1 and Solacor 2.
|
(4)
|
Instituto para la Diversificación y Ahorro de la Energía (“Idae”) holds 20% of the shares in Seville PV.
|
(5)
|
Kaxu is owned by the Company (51%), Industrial Development Corporation of South Africa (29%)
and Kaxu Community Trust (20%).
|
(6)
|
Algerian Energy Company, SPA
owns 49% of Skikda and Sacyr Agua, S.L. owns the remaining 16.8%.
|
(7)
|
Algerian
Energy Company, SPA owns 49% of Honaine and Sacyr Agua, S.L. owns the remaining 25.5%.
|
(8)
|
Algerian Energy Company, SPA owns 49% of Tenes.
|
(9)
|
Certain contracts denominated in U.S. dollars are
payable in local currency.
|
(10)
|
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.
|
(11)
|
Refers to the credit rating of two Community Choice Aggregators: Silicon Valley
Clean Energy and Monterrey Bar Community Power, both with A Rating from S&P and Southern California Public Power Authority. The third off-taker is not rated.
|
(12)
|
Refers to the credit rating of Uruguay, as UTE
(Administración Nacional de Usinas y Transmisoras Eléctricas) is unrated.
|
(13)
|
Refers to the credit rating of the Republic of South Africa. The off-taker is
Eskom, which is a state-owned utility company in South Africa.
|
(14)
|
Refers to the credit rating of a diversified mix of 22 high credit quality
clients (~41% A+ rating or higher, the rest is unrated).
|
(15)
|
Including ATN Expansion 1 & 2.
|
(16)
|
As of December 31, 2021.
|
(*)
|
Commercial Operation
Date.
|
- |
COVID-19 can affect the operation and maintenance activities of the Company. The Company may experience delays in certain operation and maintenance activities, or certain activities may take longer than usual.
|
- |
The rapid increase in demand in 2021 after the slowdown in 2020 caused tensions in the supply chains, including delays to obtain some components and increased prices. If the Company was to experience a
shortage of or inability to acquire critical spare parts, it could incur significant delays in returning facilities to full operation. Supply chain tensions may also affect its projects in development and construction where the
Company can experience delays or an increase in prices of equipment and materials required for the construction of new assets.
|
- |
The
Company could also experience commercial disputes with its clients, suppliers and partners related to implications of COVID-19 in contractual relations. All the risks referred to can cause delays in distributions from its assets
to the holding company.
|
- |
Many governments have implemented and may continue to implement stimulus measures to reduce the negative impact of COVID-19 in the economy. In many cases, these
measures may increase government spending which may translate into increased tax pressure on companies in the countries where the Company operates.
|
|
a)
|
Standards, interpretations and amendments effective from January 1, 2021 under IFRS-IASB, applied by the Company in the preparation of
these Consolidated Financial Statements:
|
- |
A practical expedient to require contractual changes, or changes to cash flows that are directly required by the reform, to be treated as changes to a floating interest rate, equivalent to a movement in a
market rate of interest.
|
- |
Permit changes required by IBOR reform to be made to hedge designations and hedge documentation without the hedging relationship being discontinued.
|
|
b)
|
Standards, interpretations and amendments published by the IASB that will be effective for periods beginning on or after January 1,
2022:
|
Carrying amount as of
December 31, 2021
|
||||||||
Assets |
Liabilities
|
|||||||
Non-derivative assets and liabilities referenced to LIBOR
|
||||||||
Measured at amortized cost
|
||||||||
Project debt
|
|
-
|
1,068,501
|
|||||
Total non-derivatives items
|
-
|
1,068,501
|
||||||
Derivatives
|
-
|
62,571
|
||||||
Total assets and liabilities referenced to LIBOR
|
|
-
|
1,131,072
|
Carrying amount as of December 31,
2021
|
|||||||||||||||||
Notional
|
Assets
|
Liabilities
|
Balance sheet line
item(s)
|
2021 changes in
fair value used for
calculating hedge
ineffectiveness
|
|||||||||||||
Cash flow hedge
|
|||||||||||||||||
Interest rate swaps
|
939,670
|
-
|
62,571
|
Derivative liabilities
|
30,013
|
||||||||||||
Total cash flow hedges
|
939,670
|
-
|
62,571
|
30,013
|
- |
The floating-rate debt will move to RFRs during 2022, and the spread will be similar to the spread included in the interest rate swap used as the hedging instrument;
|
- |
No other changes to the terms of the floating-rate debt are anticipated;
|
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 revenues from operations and maintenance services are recognized in each period according to IFRS 15 “Revenue from contracts
with Customers”.
|
- |
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.
|
b) |
Financial asset
|
- |
the Probability of Default (“PD”) is an estimate of the likelihood of default over a given time horizon. Atlantica calculates PD based on Credit Default Swaps spreads (“CDS”);
|
- |
the Exposure at Default (“EAD”) is an estimate of the exposure at a future default date;
|
- |
the Loss Given Default (“LGD”) is an estimate of the loss arising in the case where a default occurs at a given time. It is based on the difference between
the contractual cash flows due and those that the Company would expect to receive. It is expressed as a percentage of the EAD.
|
c) |
Property, plant and equipment
|
d) |
Right-of-use assets
|
e) |
Revenue Recognition
|
- |
there is an economic relationship between the hedged item and the hedging instrument;
|
- |
the effect of credit risk does not dominate the value changes that result from that economic relationship; and
|
- |
the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the Company actually hedges and the quantity of the hedging instrument that the Company uses to hedge that quantity
of hedged item.
|
- |
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.
|
- |
Assessment of contracted concessional agreements.
|
- |
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 75% and 100% of the notional amount with headges maturing up to 2038 and average guaranteed strike interest rates of between 0.00%
and 4.87%.
|
o |
Project debt in U.S. dollars: the Company hedges between 75% and 100% of the notional amount with headges maturing up to 2038 and average guaranteed strike interest rates of between 0.86%
and 5.89%.
|
- |
Currency risk
|
b) |
Credit risk
|
c) |
Liquidity risk
|
a) |
The following tables show Revenues and Adjusted EBITDA by operating segments and business sectors for the years 2021, 2020 and 2019:
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||||||||||
For the year ended December 31,
|
For the year ended December 31,
|
|||||||||||||||||||||||
Geography
|
2021
|
2020
|
2019
|
2021
|
2020
|
2019
|
||||||||||||||||||
North America
|
395,775
|
330,921
|
332,965
|
311,803
|
279,365
|
307,242
|
||||||||||||||||||
South America
|
154,985
|
151,460
|
142,207
|
119,547
|
120,023
|
115,346
|
||||||||||||||||||
EMEA
|
660,989
|
530,879
|
536,280
|
393,038
|
396,735
|
398,967
|
||||||||||||||||||
Total
|
1,211,749
|
1,013,260
|
1,011,452
|
824,388
|
796,123
|
821,555
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||||||||||
For the year ended December 31,
|
For the year ended December 31,
|
|||||||||||||||||||||||
Business sectors
|
2021
|
2020
|
2019
|
2021
|
2020
|
2019
|
||||||||||||||||||
Renewable energy
|
928,525
|
753,089
|
761,090
|
602,583
|
576,285
|
604,080
|
||||||||||||||||||
Efficient natural gas & Heat
|
123,692
|
111,030
|
122,281
|
99,935
|
101,006
|
109,200
|
||||||||||||||||||
Transmission lines
|
105,680
|
106,042
|
103,453
|
83,635
|
87,272
|
85,657
|
||||||||||||||||||
Water
|
53,852
|
43,099
|
24,629
|
38,235
|
31,560
|
22,618
|
||||||||||||||||||
Total
|
1,211,749
|
1,013,260
|
1,011,452
|
824,388
|
796,123
|
821,555
|
For the year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
Profit/(loss) attributable to the Company
|
(30,080
|
)
|
11,968
|
62,135
|
||||||||
Profit attributable to non-controlling interests
|
19,162
|
4,906
|
12,473
|
|||||||||
Income tax expense
|
36,220
|
24,877
|
30,950
|
|||||||||
Financial expense, net
|
340,892
|
331,810
|
402,348
|
|||||||||
Depreciation, amortization, and impairment charges
|
439,441
|
408,604
|
310,755
|
|||||||||
Depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates (pro rata of Atlantica's equity ownership)
|
18,753 |
13,958 |
2,894 |
|||||||||
Total segment Adjusted EBITDA
|
824,388
|
796,123
|
821,555
|
b) |
The assets and liabilities by geography and business sector at the end of 2021 and 2020 are as follows:
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2021
|
|||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,355,669
|
1,231,276
|
3,434,623
|
8,021,568
|
||||||||||||
Investments carried under the equity method
|
253,221
|
-
|
41,360
|
294,581
|
||||||||||||
Current financial investments
|
135,224
|
28,155
|
44,000
|
207,379
|
||||||||||||
Cash and cash equivalents (project companies)
|
171,744
|
74,149
|
287,655
|
533,548
|
||||||||||||
Subtotal allocated
|
3,915,858
|
1,333,580
|
3,807,638
|
9,057,076
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
268,876
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
425,978
|
|||||||||||||||
Subtotal unallocated
|
694,854
|
|||||||||||||||
Total assets
|
9,751,930
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2021
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,792,739
|
887,497
|
2,355,957
|
5,036,193
|
||||||||||||
Grants and other liabilities
|
1,051,679
|
14,445
|
197,620
|
1,263,744
|
||||||||||||
Subtotal allocated
|
2,844,418
|
901,942
|
2,553,577
|
6,299,937
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
1,023,071
|
|||||||||||||||
Other non-current liabilities
|
532,312
|
|||||||||||||||
Other current liabilities
|
148,005
|
|||||||||||||||
Subtotal unallocated
|
1,703,388
|
|||||||||||||||
Total liabilities
|
8,003,325
|
|||||||||||||||
Equity unallocated
|
1,748,605
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,451,993
|
|||||||||||||||
Total liabilities and equity
|
9,751,930
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2020
|
|||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,073,785
|
1,211,952
|
3,869,681
|
8,155,418
|
||||||||||||
Investments carried under the equity method
|
74,660
|
-
|
41,954
|
116,614
|
||||||||||||
Current financial investments
|
129,264
|
27,836
|
42,984
|
200,084
|
||||||||||||
Cash and cash equivalents (project companies)
|
206,344
|
70,861
|
255,530
|
532,735
|
||||||||||||
Subtotal allocated
|
3,484,053
|
1,310,649
|
4,210,149
|
9,004,851
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
242,044
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
691,459
|
|||||||||||||||
Subtotal unallocated
|
933,503
|
|||||||||||||||
Total assets
|
9,938,354
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2020
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,623,284
|
902,500
|
2,711,830
|
5,237,614
|
||||||||||||
Grants and other liabilities
|
1,078,974
|
11,355
|
139,438
|
1,229,767
|
||||||||||||
Subtotal allocated
|
2,702,258
|
913,855
|
2,851,268
|
6,467,381
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
993,725
|
|||||||||||||||
Other non-current liabilities
|
589,107
|
|||||||||||||||
Other current liabilities
|
147,260
|
|||||||||||||||
Subtotal unallocated
|
1,730,092
|
|||||||||||||||
Total liabilities
|
8,197,473
|
|||||||||||||||
Equity unallocated
|
1,740,881
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,470,973
|
|||||||||||||||
Total liabilities and equity
|
9,938,354
|
Renewable
energy
|
Efficient
natural gas
& Heat
|
Transmission
lines
|
Water
|
Balance as of
December 31,
2021
|
||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
6,533,408
|
517,247
|
805,987
|
164,926
|
8,021,568
|
|||||||||||||||
Investments carried under the equity method
|
240,302
|
15,358
|
-
|
38,921
|
294,581
|
|||||||||||||||
Current financial investments
|
10,761
|
128,461
|
27,813
|
40,344
|
207,379
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
442,213
|
25,392
|
44,574
|
21,369
|
533,548
|
|||||||||||||||
Subtotal allocated
|
7,226,684
|
686,458
|
878,374
|
265,560
|
9,057,076
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
268,876
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
425,978
|
|||||||||||||||||||
Subtotal unallocated
|
694,854
|
|||||||||||||||||||
Total assets
|
9,751,930
|
Renewable
energy
|
Efficient
natural gas
& Heat
|
Transmission
lines
|
Water
|
Balance as of
December 31,
2021
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
3,857,313
|
478,724
|
602,278
|
97,878
|
5,036,193
|
|||||||||||||||
Grants and other liabilities
|
1,244,346
|
11,212
|
5,795
|
2,391
|
1,263,744
|
|||||||||||||||
Subtotal allocated
|
5,101,659
|
489,936
|
608,073
|
100,269
|
6,299,937
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
1,023,071
|
|||||||||||||||||||
Other non-current liabilities
|
532,312
|
|||||||||||||||||||
Other current liabilities
|
148,005
|
|||||||||||||||||||
Subtotal unallocated
|
1,703,388
|
|||||||||||||||||||
Total liabilities
|
8,003,325
|
|||||||||||||||||||
Equity unallocated
|
1,748,605
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,451,993
|
|||||||||||||||||||
Total liabilities and equity
|
9,751,930
|
Renewable
energy
|
Efficient
natural gas
& Heat
|
Transmission
lines
|
Water
|
Balance as of
December 31,
2020
|
||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
6,632,611
|
502,285
|
842,595
|
177,927
|
8,155,418
|
|||||||||||||||
Investments carried under the equity method
|
61,866
|
15,514
|
30
|
39,204
|
116,614
|
|||||||||||||||
Current financial investments
|
6,530
|
124,872
|
27,796
|
40,886
|
200,084
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
397,465
|
67,955
|
46,045
|
21,270
|
532,735
|
|||||||||||||||
Subtotal allocated
|
7,098,472
|
710,626
|
916,466
|
279,287
|
9,004,851
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
242,044
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
691,459
|
|||||||||||||||||||
Subtotal unallocated
|
933,503
|
|||||||||||||||||||
Total assets
|
9,938,354
|
Renewable
energy
|
Efficient
natural gas
& Heat
|
Transmission
lines
|
Water
|
Balance as of
December 31,
2020
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
3,992,512
|
504,293
|
625,203
|
115,606
|
5,237,614
|
|||||||||||||||
Grants and other liabilities
|
1,221,176
|
108
|
6,040
|
2,443
|
1,229,767
|
|||||||||||||||
Subtotal allocated
|
5,213,688
|
504,401
|
631,243
|
118,049
|
6,467,381
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
993,725
|
|||||||||||||||||||
Other non-current liabilities
|
589,107
|
|||||||||||||||||||
Other current liabilities
|
147,260
|
|||||||||||||||||||
Subtotal unallocated
|
1,730,092
|
|||||||||||||||||||
Total liabilities
|
8,197,473
|
|||||||||||||||||||
Equity unallocated
|
1,740,881
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,470,973
|
|||||||||||||||||||
Total liabilities and equity
|
9,938,354
|
c) |
The amount of depreciation, amortization and impairment charges recognized for the years ended December 31, 2021, 2020 and 2019 are as follows:
|
For the year ended December 31,
|
||||||||||||
Depreciation, amortization and impairment by geography
|
2021
|
2020
|
2019
|
|||||||||
North America
|
(152,946
|
)
|
(197,643
|
)
|
(116,232
|
)
|
||||||
South America
|
(57,214
|
)
|
(39,191
|
)
|
(47,844
|
)
|
||||||
EMEA
|
(229,281
|
)
|
(171,770
|
)
|
(146,679
|
)
|
||||||
Total
|
(439,441
|
)
|
(408,604
|
)
|
(310,755
|
)
|
For the year ended December 31,
|
||||||||||||
Depreciation, amortization and impairment by business sectors
|
2021
|
2020
|
2019
|
|||||||||
Renewable energy
|
(432,138
|
)
|
(350,785
|
)
|
(286,907
|
)
|
||||||
Efficient natural gas & Heat
|
23,910
|
(26,563
|
)
|
3,102
|
||||||||
Transmission lines
|
(31,286
|
)
|
(30,889
|
)
|
(27,490
|
)
|
||||||
Water
|
73
|
(367
|
)
|
541
|
||||||||
Total
|
(439,441
|
)
|
(408,604
|
)
|
(310,755
|
)
|
|
Business combinations
for the year ended December 31, 2021
|
|||||||||||
|
Coso
|
Other
|
Total
|
|||||||||
Contracted concessional assets (Note 6)
|
383,153
|
158,927
|
542,080
|
|||||||||
Deferred tax asset (Note 18)
|
-
|
4,410
|
4,410
|
|||||||||
Other non-current assets
|
11,024
|
1,943
|
12,967
|
|||||||||
Cash & cash equivalents
|
6,363
|
14,649
|
21,012
|
|||||||||
Other current assets
|
14,378
|
46,679
|
61,057
|
|||||||||
Non-current Project debt (Note 15)
|
(248,544
|
)
|
(39,808
|
)
|
(288,352
|
)
|
||||||
Current Project debt (Note 15)
|
(13,415
|
)
|
(25,366
|
)
|
(38,781
|
)
|
||||||
Deferred tax liabilities (Note 18)
|
-
|
(4,910
|
)
|
(4,910
|
)
|
|||||||
Other current and non-current liabilities
|
(22,959
|
)
|
(64,825
|
)
|
(87,784
|
)
|
||||||
Non-controlling interests
|
-
|
(8,287
|
)
|
(8,287
|
)
|
|||||||
Total net assets acquired at fair value
|
130,000
|
83,412
|
213,412
|
|||||||||
Asset acquisition – purchase price paid
|
(130,000
|
)
|
(80,364
|
)
|
(210,364
|
)
|
||||||
Fair value of previously held 15% stake in Rioglass
|
-
|
(3,048
|
)
|
(3,048
|
)
|
|||||||
Net result of business combinations
|
-
|
-
|
-
|
a) |
The following table shows the movements of assets included in the heading “Contracted Concessional assets” for 2021:
|
Cost
|
Financial
assets
under
IFRIC 12
|
Financial
assets
under
IFRS 16
(Lessor)
|
Intangible
assets
under
IFRIC 12
|
Intangible
assets
under
IFRS 16
(Lessee)
|
Property,
plant and equipment
under IAS
16 and other intangible
assets under
IAS 38
|
Total
assets
|
||||||||||||||||||
Total as of January 1, 2021
|
936,837
|
2,941
|
9,467,309
|
66,230
|
350,720
|
10,824,037
|
||||||||||||||||||
Additions
|
922
|
442
|
40,383
|
2,459
|
14,204
|
58,410
|
||||||||||||||||||
Subtractions
|
-
|
-
|
(348
|
)
|
-
|
(21,282
|
)
|
(21,630
|
)
|
|||||||||||||||
Business combinations (Note 5)
|
-
|
-
|
-
|
19,148
|
522,932
|
542,080
|
||||||||||||||||||
Currency translation differences
|
(9,519
|
)
|
(540
|
)
|
(334,497
|
)
|
(5,019
|
)
|
(20,703
|
)
|
(370,278
|
)
|
||||||||||||
Reclassification and other movements
|
(53,715
|
)
|
-
|
29,692
|
-
|
10,539
|
(13,484
|
)
|
||||||||||||||||
Total cost
|
874,525
|
2,843
|
9,202,539
|
82,818
|
856,410
|
11,019,135
|
Depreciation, amortization and impairment
|
Financial
assets
under
IFRIC 12
|
Financial
assets
under
IFRS 16
(Lessor)
|
Intangible
assets
under
IFRIC 12
|
Intangible
assets
under
IFRS 16
(Lessee)
|
Property,
plant and equipment
under IAS
16 and other intangible
assets under
IAS 38
|
Total
assets
|
||||||||||||||||||
Total as of January 1, 2021
|
(87,689
|
)
|
-
|
(2,442,520
|
)
|
(10,060
|
)
|
(128,350
|
)
|
(2,668,619
|
)
|
|||||||||||||
Additions
|
(418
|
)
|
-
|
(424,181
|
)
|
(4,759
|
)
|
(31,003
|
)
|
(460,361
|
)
|
|||||||||||||
Reversal of impairment
|
24,929
|
-
|
-
|
-
|
-
|
24,929
|
||||||||||||||||||
Currency translation differences
|
289
|
-
|
97,356
|
714
|
8,125
|
106,484
|
||||||||||||||||||
Total depreciation, amortization and impairment
|
(62,889
|
)
|
-
|
(2,769,345
|
)
|
(14,105
|
)
|
(151,228
|
)
|
(2,997,567
|
)
|
b) |
The following table shows the movements of assets included in the heading “Contracted Concessional assets” for 2020:
|
Cost
|
Financial
assets
under
IFRIC 12
|
Financial
assets
under
IFRS 16
(Lessor)
|
Intangible
assets
under
IFRIC 12
|
Intangible
assets
under
IFRS 16
(Lessee)
|
Property,
plant and equipment
under IAS
16 and other intangible
assets under
IAS 38
|
Total
assets
|
||||||||||||||||||
Total as of January 1, 2020
|
872,945
|
3,459
|
9,183,011
|
60,618
|
264,564
|
10,384,597
|
||||||||||||||||||
Additions
|
-
|
-
|
29,213
|
1,832
|
4,310
|
35,355
|
||||||||||||||||||
Subtractions
|
-
|
-
|
(71,706
|
)
|
(954
|
)
|
(223
|
)
|
(72,883
|
)
|
||||||||||||||
Business combinations (Note 5)
|
102,560
|
-
|
-
|
385
|
63,916
|
166,861
|
||||||||||||||||||
Currency translation differences
|
(8,166
|
)
|
(163
|
)
|
326,791
|
4,349
|
18,153
|
340,964
|
||||||||||||||||
Reclassification and other movements
|
(30,502
|
)
|
(355
|
)
|
-
|
-
|
-
|
(30,857
|
)
|
|||||||||||||||
Total cost
|
936,837
|
2,941
|
9,467,309
|
66,230
|
350,720
|
10,824,037
|
Depreciation, amortization and impairment
|
Financial
assets
under
IFRIC 12
|
Financial
assets
under
IFRS 16
(Lessor)
|
Intangible
assets
under
IFRIC 12
|
Intangible
assets
under
IFRS 16
(Lessee)
|
Property,
plant and equipment
under IAS
16 and other intangible
assets under
IAS 38
|
Total
assets
|
||||||||||||||||||
Total as of January 1, 2020
|
(57,258
|
)
|
-
|
(2,055,946
|
)
|
(6,585
|
)
|
(103,679
|
)
|
(2,223,468
|
)
|
|||||||||||||
Additions
|
(27,111
|
)
|
-
|
(338,393
|
)
|
(3,527
|
)
|
(15,958
|
)
|
(384,989
|
)
|
|||||||||||||
Subtractions
|
-
|
-
|
17,571
|
634
|
49
|
18,253
|
||||||||||||||||||
Reversal of impairment |
- | - | 18,787 | - | - | 18,787 | ||||||||||||||||||
Business combinations (Note 5) |
(3,797 | ) | - | - | - | - | (3,797 | ) | ||||||||||||||||
Currency translation differences
|
476
|
-
|
(84,538
|
)
|
(581
|
)
|
(8,762
|
)
|
(93,405
|
)
|
||||||||||||||
Total depreciation, amortization and impairment
|
(87,689
|
)
|
-
|
(2,442,520
|
)
|
(10,060
|
)
|
(128,350
|
)
|
(2,668,619
|
)
|
- |
an increased amortization charge from September 1st, 2020, considering the reduction in the residual useful life of the
plants. The impact was approximately $23 million as of December 31, 2020, recorded within the line “Depreciation,
amortization and impairment charges” in the profit and loss statement.
|
- |
an increase in the discounted value of the dismantling provision, as the dismantling of the plants would occur earlier. The provision increased by approximately $13 million as of December 31, 2020 (Note 16).
|
Investments in associates
|
2021
|
2020
|
||||||
Initial balance
|
116,614
|
139,925
|
||||||
Share of profit
|
12,304
|
510
|
||||||
Distributions
|
(36,877
|
)
|
(23,703
|
)
|
||||
Acquisitions
|
202,345
|
-
|
||||||
Others (incl. currency translation differences)
|
195
|
(118
|
)
|
|||||
Final balance
|
294,581
|
116,614
|
Company
|
%
Shares
|
Non-
current
assets
|
Current
assets
|
Project debt |
Other
non-
current
liabilities
|
Other current
liabilities
|
Revenue
|
Operating
profit/
(loss)
|
Net
profit/
(loss)
|
Investment
under the
equity
method
|
||||||||||||||||||||||||||||||
2007 Vento II, LLC (*)
|
|
49.00
|
459,037
|
13,511
|
- |
62,387
|
10,259
|
104,461
|
34,216
|
32,806
|
195,952
|
|||||||||||||||||||||||||||||
Windlectric Inc (**)
|
30.00
|
310,751
|
11,036
|
- |
207,404
|
38,126
|
24,008
|
10,442
|
152
|
41,911
|
||||||||||||||||||||||||||||||
Myah Bahr Honaine, S.P.A.(***)
|
25.50
|
151,830
|
59,020
|
51,721 |
18,142
|
3,293
|
53,450
|
33,935
|
24,899
|
38,922
|
||||||||||||||||||||||||||||||
Pemcorp SAPI de CV (****)
|
30.00
|
127,892
|
117,083
|
146,931 |
101,439
|
2,925
|
40,166
|
6,561
|
(6,522
|
)
|
15,358
|
|||||||||||||||||||||||||||||
Pectonex, R.F. Proprietary Limited
|
50.00
|
2,356
|
-
|
- |
-
|
1
|
-
|
(186
|
)
|
(186
|
)
|
1,495
|
||||||||||||||||||||||||||||
Evacuación Valdecaballeros, S.L.
|
57.16
|
17,185
|
976
|
- |
15,022
|
156
|
938
|
(63
|
)
|
(93
|
)
|
923
|
||||||||||||||||||||||||||||
Evacuación Villanueva del Rey, S.L
|
40.02
|
2,637
|
63
|
- |
1,601
|
172
|
-
|
59
|
-
|
-
|
||||||||||||||||||||||||||||||
ABY Infraestructuras S.L.U.
|
20.00
|
238
|
46
|
- |
-
|
5
|
-
|
(54
|
)
|
(54
|
)
|
21
|
||||||||||||||||||||||||||||
As of December 31, 2021
|
294,581
|
Company
|
%
Shares
|
Non-
current
assets
|
Current
assets
|
Project
Debt
|
Other
non-
current
liabilities
|
Other current
liabilities
|
Revenue
|
Operating
profit/loss
|
Net
profit/
(loss)
|
Investment
under the
equity
method
|
||||||||||||||||||||||||||||||
Windlectric Inc (**)
|
|
30.00
|
316,251
|
7,299
|
- |
216,765
|
31,403
|
23,663
|
10,451
|
(493
|
)
|
59,116
|
||||||||||||||||||||||||||||
Myah Bahr Honaine, S.P.A.(***)
|
25.50
|
165,688
|
57,808
|
63,356 |
17,617
|
3,636
|
50,739
|
30,519
|
12,402
|
39,204
|
||||||||||||||||||||||||||||||
Pemcorp SAPI de CV (****)
|
30.00
|
127,429
|
121,468
|
154,937 |
104,893
|
3,190
|
28,832
|
3,068
|
(6,237
|
)
|
15,514
|
|||||||||||||||||||||||||||||
Pectonex, R.F. Proprietary Limited
|
50.00
|
2,743
|
-
|
- |
-
|
1
|
-
|
(168
|
)
|
(168
|
)
|
1,587
|
||||||||||||||||||||||||||||
Evacuación Valdecaballeros, S.L.
|
57.16
|
19,531
|
1,130
|
- |
16,721
|
646
|
853
|
(167
|
)
|
(194
|
)
|
976
|
||||||||||||||||||||||||||||
Evacuación Villanueva del Rey, S.L
|
40.02
|
3,201
|
134
|
- |
1,861
|
257
|
-
|
52
|
-
|
-
|
||||||||||||||||||||||||||||||
Ca Ku A1, S.A.P.I de CV (PTS)
|
5.00
|
468,131
|
156,528
|
- |
604,986
|
25,773
|
80,240
|
17,415
|
1,615
|
30
|
||||||||||||||||||||||||||||||
ABY Infraestructuras S.L.U.
|
20.00
|
135
|
84
|
- |
-
|
63
|
-
|
(53
|
)
|
(53
|
)
|
17
|
||||||||||||||||||||||||||||
Other renewable energy joint ventures (*****)
|
50.00
|
323
|
210
|
- |
-
|
19
|
(66
|
)
|
(66
|
)
|
169
|
|||||||||||||||||||||||||||||
As of December 31, 2020
|
116,614
|
Notes
|
Amortized cost
|
Fair value
through other
comprehensive
income
|
Fair value
through
profit or loss
|
Balance as of
December 31,
2021
|
||||||||||||||||
Derivative assets
|
9
|
-
|
-
|
12,960
|
12,960
|
|||||||||||||||
Investment in Ten West Link
|
-
|
14,459
|
-
|
14,459
|
||||||||||||||||
Financial assets under IFRIC 12 (short-term portion)
|
188,912
|
-
|
-
|
188,912
|
||||||||||||||||
Trade and other receivables
|
11
|
307,143
|
-
|
-
|
307,143
|
|||||||||||||||
Cash and cash equivalents
|
12
|
622,689
|
-
|
-
|
622,689
|
|||||||||||||||
Other financial investments
|
87,657
|
-
|
-
|
87,657
|
||||||||||||||||
Total financial assets
|
1,206,401
|
14,459
|
12,960
|
1,233,820
|
Corporate debt
|
14
|
1,023,071
|
-
|
-
|
1,023,071
|
|||||||||||||||
Project debt
|
15
|
5,036,193
|
-
|
-
|
5,036,193
|
|||||||||||||||
Trade and other current liabilities
|
17
|
113,907
|
-
|
-
|
113,907
|
|||||||||||||||
Derivative liabilities
|
9
|
-
|
-
|
223,453
|
223,453
|
|||||||||||||||
Total financial liabilities
|
6,173,171
|
-
|
223,453
|
6,396,624
|
Notes
|
Amortized cost
|
Fair value
through other
comprehensive
income
|
Fair value
through
profit or loss
|
Balance as of
December 31,
2020
|
||||||||||||||||
Derivative assets
|
9
|
-
|
-
|
1,559
|
1,559
|
|||||||||||||||
Investment in Ten West Link
|
-
|
12,896
|
-
|
12,896
|
||||||||||||||||
Investment in Rioglass
|
-
|
-
|
2,687
|
2,687
|
||||||||||||||||
Financial assets under IFRIC 12 (short-term portion)
|
178,198
|
-
|
-
|
178,198
|
||||||||||||||||
Trade and other receivables
|
11
|
331,735
|
-
|
-
|
331,735
|
|||||||||||||||
Cash and cash equivalents
|
12
|
868,501
|
-
|
-
|
868,501
|
|||||||||||||||
Other financial investments
|
94,497
|
-
|
-
|
94,497
|
||||||||||||||||
Total financial assets
|
1,472,931
|
12,896
|
4,246
|
1,490,073
|
Corporate debt
|
14
|
993,725
|
-
|
-
|
993,725
|
|||||||||||||||
Project debt
|
15
|
5,237,614
|
-
|
-
|
5,237,614
|
|||||||||||||||
Related parties – non-current
|
10
|
6,810
|
-
|
-
|
6,810
|
|||||||||||||||
Trade and other current liabilities
|
17
|
92,557
|
-
|
-
|
92,557
|
|||||||||||||||
Derivative liabilities
|
9
|
-
|
-
|
328,184
|
328,184
|
|||||||||||||||
Total financial liabilities
|
6,330,707
|
-
|
328,184
|
6,658,891
|
Balance as of December 31, 2021
|
Balance as of December 31, 2020
|
|||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Interest rate cash flow hedge
|
9,550
|
206,763
|
898
|
302,302
|
||||||||||||
Foreign exchange derivatives instruments
|
3,410
|
-
|
661
|
-
|
||||||||||||
Notes conversion option (Note 14)
|
-
|
16,690
|
-
|
25,882
|
||||||||||||
Total
|
12,960
|
223,453
|
1,559
|
328,184
|
- |
Interest rate swaps under which the Company receives the floating leg and pays the fixed leg; and
|
- |
Purchased call options (cap), in exchange of a premium to fix the maximum interest rate cost.
|
- |
Project debt in Euros: the Company hedges between 75% and 100% of the notional amount, with hedges maturing up to 2038 and average guaranteed interest rate of between 0.00% and 4.87%.
|
- |
Project debt in U.S. dollars: the Company hedges between 75% and 100% of the notional amount, with hedges maturing up to 2038 and average guaranteed interest rate of between 0.86% and 5.89%.
|
Notionals
|
Balance as of December 31, 2021
|
Balance as of December 31, 2020
|
||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Up to 1 year
|
71,386
|
106,191
|
61,364
|
120,874
|
||||||||||||
Between 1 and 2 years
|
304,930
|
240,197
|
296,828
|
249,785
|
||||||||||||
Between 2 and 3 years
|
262,973
|
271,350
|
257,548
|
276,111
|
||||||||||||
Subsequent years
|
217,989
|
860,777
|
292,011
|
852,696
|
||||||||||||
Total
|
|
857,278
|
|
1,478,515
|
|
907,752
|
1,499,466
|
Fair value
|
Balance as of December 31, 2021
|
Balance as of December 31, 2020
|
||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Up to 1 year
|
678
|
(15,039
|
)
|
59
|
(21,042
|
)
|
||||||||||
Between 1 and 2 years
|
1,810
|
(33,670
|
)
|
255
|
(48,276
|
)
|
||||||||||
Between 2 and 3 years
|
2,268
|
(39,834
|
)
|
305
|
(55,220
|
)
|
||||||||||
Subsequent years
|
4,794
|
(118,220
|
)
|
280
|
(177,764
|
)
|
||||||||||
Total
|
|
9,550
|
|
(206,763
|
)
|
898
|
|
(302,302
|
)
|
Balance as of December 31,
|
||||||||
2021
|
2020
|
|||||||
Credit receivables (current)
|
19,387
|
23,067
|
||||||
Credit receivables (non-current)
|
15,768
|
10,082
|
||||||
Total receivables from related parties
|
35,155
|
33,149
|
||||||
Credit payables (current)
|
9,494
|
18,477
|
||||||
Credit payables (non-current)
|
5
|
6,810
|
||||||
Total payables to related parties
|
9,499
|
25,287
|
For the year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
Financial income
|
2,069
|
2,017
|
978
|
|||||||||
Financial expense
|
(97
|
)
|
(155
|
)
|
(195
|
)
|
Balance as of December 31,
|
||||||||
2021
|
2020
|
|||||||
Trade receivables
|
227,343
|
258,087
|
||||||
Tax receivables
|
59,350
|
50,663
|
||||||
Prepayments
|
9,342
|
12,074
|
||||||
Other accounts receivable
|
11,108
|
10,911
|
||||||
Total
|
307,143
|
331,735
|
Balance as of December 31,
|
||||||||
2021
|
2020
|
|||||||
Euro
|
65,854
|
105,826
|
||||||
South African Rand
|
24,513
|
24,121
|
||||||
Other
|
13,330
|
6,929
|
||||||
Total
|
103,697
|
136,876
|
Balance as of December 31,
|
||||||||
2021
|
2020
|
|||||||
Cash at bank and on hand - non restricted
|
368,381
|
588,690
|
||||||
Cash at bank and on hand - restricted
|
254,308
|
279,811
|
||||||
Total
|
622,689
|
868,501
|
|
- |
On February 26, 2021, the Board of Directors declared a dividend of $0.42 per share corresponding to the fourth quarter of 2020. The dividend was paid on March 22, 2021 for a total amount of $46.5 million
|
|
- |
On May 4, 2021, the Board of Directors declared a dividend of $0.43 per share corresponding to the first quarter of 2021. The dividend was paid on June 15, 2021 for a total amount of $47.7 million.
|
|
- |
On July 30, 2021, the Board of Directors declared a dividend of $0.43 per share corresponding to the second quarter of 2021. The dividend was paid on September 15, 2021 for a total amount of $47.8
million.
|
|
- |
On November 9, 2021, the Board of Directors declared a dividend of $0.435 per share corresponding to the third quarter of 2021. The dividend was paid on December 15, 2021 for a total amount of $48.6
million.
|
Balance as of December 31,
|
||||||||
|
2021
|
2020
|
||||||
Non-current |
995,190
|
970,077
|
||||||
Current
|
27,881
|
23,648
|
||||||
Total Corporate debt
|
1,023,071
|
993,725
|
2022
|
2023
|
2024
|
2025
|
2026
|
Subsequent
years
|
Total
|
||||||||||||||||||||||
2017 Credit Facility
|
5
|
8,199
|
-
|
-
|
-
|
-
|
8,204
|
|||||||||||||||||||||
Commercial Paper
|
24,422
|
-
|
-
|
-
|
-
|
-
|
24,422
|
|||||||||||||||||||||
2020 Green Private Placement
|
359
|
-
|
-
|
-
|
327,081
|
-
|
327,440
|
|||||||||||||||||||||
Note Issuance Facility 2020
|
-
|
-
|
-
|
-
|
-
|
155,814
|
155,814
|
|||||||||||||||||||||
Green Exchangeable Notes
|
2,121
|
-
|
-
|
104,289
|
-
|
-
|
106,410
|
|||||||||||||||||||||
Bank Loan
|
11
|
1,895
|
1,895
|
1,862
|
-
|
-
|
5,663
|
|||||||||||||||||||||
Green Senior Note
|
963
|
-
|
-
|
-
|
-
|
394,155
|
395,118
|
|||||||||||||||||||||
Total
|
27,881
|
10,094
|
1,895
|
106,151
|
327,081
|
549,969
|
1,023,071
|
2021
|
2022
|
2023
|
2024
|
2025
|
Subsequent
years
|
Total
|
||||||||||||||||||||||
2017 Credit Facility
|
41
|
-
|
-
|
-
|
-
|
-
|
41
|
|||||||||||||||||||||
Notes Issuance Facility 2019
|
-
|
-
|
-
|
-
|
343,999
|
-
|
343,999
|
|||||||||||||||||||||
Commercial Paper
|
21,224
|
-
|
-
|
-
|
-
|
-
|
21,224
|
|||||||||||||||||||||
2020 Green Private Placement
|
289
|
-
|
-
|
-
|
-
|
351,026
|
351,315
|
|||||||||||||||||||||
Note Issuance Facility 2020
|
- | - | - | - | - | 166,846 | 166,846 | |||||||||||||||||||||
Green Exchangeable Notes
|
2,083 | - | - | - | 102,144 | - | 104,227 | |||||||||||||||||||||
Bank Loan |
11
|
-
|
2,036
|
2,036
|
1,990
|
-
|
6,073
|
|||||||||||||||||||||
Total
|
23,648
|
-
|
2,036
|
2,036
|
448,133
|
517,872
|
993,725
|
Corporate Debt
|
2021
|
2020
|
||||||
Initial balance
|
993,725
|
723,791
|
||||||
Cash changes
|
14,754
|
171,182
|
||||||
Non-cash changes
|
14,592
|
98,752
|
||||||
Final balance
|
1,023,071
|
993,725
|
Project debt -
long term
|
Project debt -
short term
|
Total
|
||||||||||
Balance as of December 31, 2020
|
4,925,268
|
312,346
|
5,237,614
|
|||||||||
Increases
|
54,908
|
256,581
|
311,489
|
|||||||||
Decreases
|
(85,259
|
)
|
(564,603
|
)
|
(649,862
|
)
|
||||||
Business combinations (Note 5)
|
288,352
|
38,781
|
327,133
|
|||||||||
Currency translation differences
|
(140,502
|
)
|
(49,679
|
)
|
(190,181
|
)
|
||||||
Reclassifications
|
(655,093
|
)
|
655,093
|
-
|
||||||||
Balance as of December 31, 2021
|
4,387,674
|
648,519
|
5,036,193
|
- |
the repayment of project debt for the period in accordance with the financing arrangements; and
|
- |
the lower value of debt denominated in Euros given the depreciation of the Euro against the U.S. dollar since December 31,
2020.
|
Project debt -
long term
|
Project debt -
short term
|
Total
|
||||||||||
Balance as of December 31, 2019
|
4,069,909
|
782,439
|
4,852,348
|
|||||||||
Increases
|
613,604
|
268,339
|
881,943
|
|||||||||
Decreases
|
(272,548
|
)
|
(552,770
|
)
|
(825,318
|
)
|
||||||
Business combinations (Note 5)
|
149,585 | 8,680 | 158,265 | |||||||||
Currency translation differences
|
150,506
|
19,869
|
170,375
|
|||||||||
Reclassifications
|
214,211
|
(214,211
|
)
|
-
|
||||||||
Balance as of December 31, 2020
|
4,925,268
|
312,346
|
5,237,614
|
- |
business combinations, being the acquisition of Chile PV 1 and Tenes for a total amount of $158
million (Note 5).
|
- |
a green project financing agreement entered into by Logrosán Solar Inversiones, S.A.U., the holding company of assets Solaben 1, 2, 3 and 6 in Spain, closed on April 8, 2020 for a €140 million nominal amount, (approximately $159
million).
|
- |
a non-recourse project debt refinancing of Helioenergy assets by adding a new long dated tranche of debt from an institutional investor closed on July 10, 2020, providing with a net refinancing proceeds (net
“recap”) of approximately $43 million.
|
- |
a non-recourse, project debt financing closed on July 14, 2020 for approximately €326 million
(approximately $371 million) in relation to Helios, with institutional investors, which refinanced the previous bank project
debt with approximately €250 million outstanding and canceled legacy interest rate swaps. After transaction costs and
cancelation of legacy swaps, net refinancing proceeds (net “recap”) were approximately $30 million. The accumulated impact of
the change in fair value of the interest rate swaps recorded in Other reserves and any difference between the nominal amount of the debt repaid and the amortized cost of the debt were transferred to the profit and loss in line “Other
financial income/(expense), net” on transaction date for a total amount of $73 million (Note 21).
|
- |
the higher value of debt denominated in Euro given the increase in the exchange rate of the Euro against the U.S. dollar since December 31, 2019.
|
2022
|
2023
|
2024
|
2025
|
2026
|
Subsequent years
|
Total
|
||||||||||||||||||||||||
Interest
payment
|
Nominal
repayment
|
|||||||||||||||||||||||||||||
18,017
|
317,388
|
355,956
|
369,528
|
498,712
|
411,514
|
3,065,078
|
5,036,193
|
2021
|
2022
|
2023
|
2024
|
2025
|
Subsequent years
|
Total
|
||||||||||||||||||||||||
Interest
payment
|
Nominal
repayment
|
|||||||||||||||||||||||||||||
19,287
|
293,059
|
328,364
|
355,806
|
371,548
|
508,843
|
3,360,707
|
5,237,614
|
Project Debt
|
2021
|
2020
|
||||||
Initial balance
|
5,237,614
|
4,852,348
|
||||||
Cash changes
|
(636,831
|
)
|
(254,495
|
)
|
||||
Non-cash changes
|
435,410
|
639,761
|
||||||
Final balance
|
5,036,193
|
5,237,614
|
Balance as of December 31,
|
||||||||
Currency
|
2021
|
2020
|
||||||
Euro
|
1,942,903
|
2,240,811
|
||||||
South African Rand
|
314,471
|
355,414
|
||||||
Algerian Dinar
|
97,877
|
115,606
|
||||||
Total
|
2,355,251
|
2,711,830
|
Balance as of December 31,
|
||||||||
2021
|
2020
|
|||||||
Grants
|
970,557
|
1,028,765
|
||||||
Other liabilities
|
293,187
|
201,002
|
||||||
Grant and other non-current liabilities
|
1,263,744
|
1,229,767
|
-
|
$59 million of lease liabilities ($52 million as of December 31, 2020);
|
-
|
$125 million of dismantling provision
as of December 31, 2021 ($88 million as of December 31, 2020); and
|
-
|
$75 million of provision related to the
current high market prices in Spain at which the solar assets in Spain invoiced electricity up to December 31, 2021 ($0.6
million as of December 31, 2020), as a result of a negative adjustment to the regulated revenues expected to be recorded progressively over the remaining regulatory life of the solar assets of the Company, as a compensation.
|
Balance as of December 31,
|
||||||||
Item
|
2021
|
2020
|
||||||
Trade accounts payables
|
79,052
|
51,421
|
||||||
Down payments from clients
|
542
|
416
|
||||||
Other accounts payables
|
34,313
|
40,720
|
||||||
Total
|
113,907
|
92,557
|
Deferred tax assets
|
Balance as of December 31,
|
|||||||
from
|
2021
|
2020
|
||||||
Net operating loss carryforwards (“NOL´s”)
|
323,115
|
497,184
|
||||||
Temporary tax non-deductible expenses
|
128,186
|
115,063
|
||||||
Derivatives financial instruments
|
55,217
|
83,847
|
||||||
Other
|
4,225
|
3,021
|
||||||
Total deferred tax assets
|
510,743
|
699,115
|
Deferred tax liabilities
|
Balance as of December 31,
|
|||||||
from
|
2021
|
2020
|
||||||
Accelerated tax amortization
|
465,219
|
652,600
|
||||||
Other difference between tax and book value of assets
|
180,218
|
154,969
|
||||||
Other
|
1,897
|
179
|
||||||
Total deferred tax liabilities
|
647,334
|
807,748
|
Consolidated balance sheets classifications
|
Balance as of December 31,
|
|||||||
2021
|
2020
|
|||||||
Deferred tax assets
|
172,268
|
152,290
|
||||||
Deferred tax liabilities
|
308,859
|
260,923
|
||||||
Net deferred tax liabilities
|
136,591
|
108,633
|
Deferred tax assets
|
Amount
|
|||
As of December 31, 2019
|
147,966
|
|||
Increase/(decrease) through the consolidated income statement
|
6,003
|
|||
Increase/(decrease) through other consolidated comprehensive income (equity)
|
(8,698)
|
|||
Currency translation differences and other
|
7,019
|
|||
As of December 31, 2020
|
152,290
|
|||
Increase/(decrease) through the consolidated income statement
|
46,855
|
|||
Increase/(decrease) through other consolidated comprehensive income (equity)
|
(23,712
|
)
|
||
Business combinations (Note 5) |
4,410 | |||
Currency translation differences and other
|
(7,575)
|
|||
As of December 31, 2021
|
172,268
|
Deferred tax liabilities
|
Amount
|
|||
As of December 31, 2019
|
248,996
|
|||
Increase/(decrease) through the consolidated income statement
|
9,675
|
|||
Currency translation differences and other
|
2,252
|
|||
As of December 31, 2020
|
260,923
|
|||
Increase/(decrease) through the consolidated income statement
|
32,059
|
|||
Business combinations (Note 5) | 4,910 | |||
Currency translation differences and other
|
10,967
|
|||
As of December 31, 2021
|
308,859
|
For the year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
Current tax
|
(51,016
|
)
|
(21,205
|
)
|
(5,081
|
)
|
||||||
Deferred tax
|
14,796
|
(3,672
|
)
|
(25,869
|
)
|
|||||||
- relating to the origination and reversal of temporary differences
|
14,796
|
(3,672
|
)
|
(25,869
|
)
|
|||||||
Total income tax expense
|
(36,220
|
)
|
(24,877
|
)
|
(30,950
|
)
|
For the year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
Consolidated income before taxes
|
25,302
|
41,751
|
105,558
|
|||||||||
Average statutory tax rate
|
25
|
%
|
25
|
%
|
25
|
%
|
||||||
Corporate income tax at average statutory tax rate
|
(6,326
|
)
|
(10,438
|
)
|
(26,390
|
)
|
||||||
Income tax of associates, net
|
3,076
|
128
|
1,808
|
|||||||||
Differences in statutory tax rates
|
(3,359
|
)
|
(94
|
)
|
(7,076
|
)
|
||||||
Unrecognized NOLs and deferred tax assets
|
(11,232
|
)
|
(37,183
|
)
|
(14,161
|
)
|
||||||
Purchase of Liberty Interactive’s equity interest in Solana
|
-
|
36,352
|
-
|
|||||||||
Other permanent differences
|
(4,052
|
)
|
(8,895
|
)
|
11,220
|
|||||||
Other non-taxable income/(expense)
|
(14,327
|
)
|
(4,747
|
)
|
3,649
|
|||||||
Corporate income tax
|
(36,220
|
)
|
(24,877
|
)
|
(30,950
|
)
|
2021
|
Total
|
2022
|
2023 and 2024
|
2025 and 2026
|
Subsequent
|
|||||||||||||||
Corporate debt (Note 14)
|
1,023,071
|
27,881
|
11,989
|
433,232
|
549,969
|
|||||||||||||||
Loans with credit institutions (project debt) (Note 15)
|
4,010,825
|
289,755
|
624,633
|
801,713
|
2,294,724
|
|||||||||||||||
Notes and bonds (project debt) (Note 15)
|
1,025,368
|
45,650
|
100,850
|
108,512
|
770,355
|
|||||||||||||||
Purchase commitments*
|
1,570,831
|
79,261
|
191,171
|
159,297
|
1,141,102
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
2,029,376
|
267,645
|
497,587
|
427,159
|
836,985
|
2020
|
Total
|
2021
|
2022 and 2023
|
2024 and 2025
|
Subsequent
|
|||||||||||||||
Corporate debt (Note 14)
|
993,725
|
23,648
|
2,036
|
450,169
|
517,872
|
|||||||||||||||
Loans with credit institutions (project debt) (Note 15)
|
4,123,856
|
261,800
|
583,259
|
770,507
|
2,508,290
|
|||||||||||||||
Notes and bonds (project debt) (Note 15)
|
1,113,758
|
50,558
|
100,911
|
109,884
|
852,405
|
|||||||||||||||
Purchase commitments*
|
1,709,660
|
93,791
|
160,211
|
172,776
|
1,282,881
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
2,309,597
|
286,724
|
541,652
|
468,060
|
1,013,161
|
For the year ended December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
Employee benefit expenses
|
78,758
|
54,464
|
32,246
|
|||||||||
Average monthly number of employees
|
655
|
441
|
306
|
For the year ended December 31,
|
||||||||||||
Other operating income
|
2021
|
2020
|
2019
|
|||||||||
Grants
|
60,746
|
59,010
|
59,142
|
|||||||||
Insurance proceeds and other
|
13,925
|
40,515
|
34,632
|
|||||||||
Total
|
74,670
|
99,525
|
93,774
|
For the year ended December 31,
|
||||||||||||
Other operating expenses
|
2021
|
2020
|
2019
|
|||||||||
Raw materials and consumables used
|
(70,690
|
)
|
(7,792
|
)
|
(9,719
|
)
|
||||||
Leases and fees
|
(9,332
|
)
|
(2,531
|
)
|
(1,850
|
)
|
||||||
Operation and maintenance
|
(154,007
|
)
|
(110,873
|
)
|
(116,018
|
)
|
||||||
Independent professional services
|
(39,177
|
)
|
(40,193
|
)
|
(41,579
|
)
|
||||||
Supplies
|
(40,790
|
)
|
(27,926
|
)
|
(25,823
|
)
|
||||||
Insurance
|
(45,429
|
)
|
(37,638
|
)
|
(23,971
|
)
|
||||||
Levies and duties
|
(29,949
|
)
|
(39,820
|
)
|
(34,844
|
)
|
||||||
Other expenses
|
(24,957
|
)
|
(9,891
|
)
|
(7,971
|
)
|
||||||
Total
|
(414,330
|
)
|
(276,666
|
)
|
(261,776
|
)
|
For the year ended December 31,
|
||||||||||||
Financial income
|
2021
|
2020
|
2019
|
|||||||||
Interest income from loans and credits
|
2,066
|
6,651
|
3,665
|
|||||||||
Interest rates benefits derivatives: cash flow hedges
|
689
|
401
|
456
|
|||||||||
Total
|
2,755
|
7,052
|
4,121
|
For the year ended December 31,
|
||||||||||||
Financial expenses
|
2021
|
2020
|
2019
|
|||||||||
Interest on loans and notes
|
(302,558
|
)
|
(316,237
|
)
|
(348,672
|
)
|
||||||
Interest rates losses derivatives: cash flow hedges
|
(58,712
|
)
|
(62,149
|
)
|
(59,318
|
)
|
||||||
Total
|
(361,270
|
)
|
(378,386
|
)
|
(407,990
|
)
|
For the year ended December 31,
|
||||||||||||
Other financial income/(expense), net
|
2021
|
2020
|
2019
|
|||||||||
Other financial income
|
32,321
|
162,290
|
14,152
|
|||||||||
Other financial losses
|
(16,571
|
)
|
(121,415
|
)
|
(15,305
|
)
|
||||||
Total
|
15,750
|
40,875
|
(1,153
|
)
|
For the year ended December 31,
|
||||||||||||
Item
|
2021
|
2020
|
2019
|
|||||||||
Profit/(loss) from continuing operations attributable to Atlantica
|
(30,080
|
)
|
11,968
|
62,135
|
||||||||
Average number of ordinary shares outstanding (thousands) - basic
|
111,008
|
101,879
|
101,063
|
|||||||||
Average number of ordinary shares outstanding (thousands) - diluted
|
114,523
|
103,392
|
101,063
|
|||||||||
Earnings per share for the year (US dollar per share) - basic |
(0.27 | ) | 0.12 | 0.61 | ||||||||
Earnings per share for the year (US dollar per share) - diluted
|
(0.26
|
)
|
0.12
|
0.61
|
Appendices
|
Appendix I
|
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)
|
AC Renovables Sol 1 S.A.S. E.S
|
Bogota D.C. (Colombia)
|
70.00
|
(3)
|
|||||
Agrisun, Srl.
|
Italy PV 1
|
Rome (Italy)
|
100.00
|
(3)
|
||||
Atlantica Corporate Resources, S.L
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Atlantica North America, LLC
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Atlantica Infraestructura Sostenible, S.L.U
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Atlantica Perú, S.A.
|
|
|
|
Lima (Peru)
|
|
100.00
|
|
(5)
|
Atlantica Sustainable Infrastructure Jersey, Ltd
|
|
|
|
Jersey (United Kingdom)
|
|
100.00
|
|
(5)
|
Atlantica Newco Limited
|
|
|
|
Brentford (United Kingdom)
|
|
100.00
|
|
(5)
|
Atlantica DCR, LLC
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
ASHUSA Inc.
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Atlantica South Africa (Pty) Ltd
|
|
|
|
Pretoria (South Africa)
|
|
100.00
|
|
(5)
|
ASUSHI, Inc.
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Atlantica Chile SpA
|
|
|
|
Santiago de Chile (Chile)
|
|
100.00
|
|
(5)
|
Atlantica Holdings USA LLC
|
Tempe (United States)
|
100.00
|
(5)
|
|||||
Atlantica Energia Sostenibile Italia, Srl.
|
Rome (Italy)
|
100.00
|
(5)
|
|||||
Atlantica Colombia S.A.S. E.S.P.
|
Bogota D.C. (Colombia)
|
100.00
|
(5)
|
|||||
ATN, S.A.
|
|
ATN
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
ATN 4, S.A
|
|
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
Atlantica Transmisión Sur, S.A.
|
|
ATS
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
ACT Holdings, S.A. de C.V.
|
|
|
|
Mexico D.F. (Mexico)
|
|
100.00
|
|
(5)
|
Aguas de Skikda S.P.A.
|
|
Skikda
|
|
Dely Ibrahim (Algeria)
|
|
51.00
|
|
(4)
|
Arizona Solar One, LLC.
|
|
Solana
|
|
Delaware (United States)
|
|
100.00
|
|
(3)
|
ASI Operations LLC
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(3)
|
ASO Holdings Company, LLC.
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Atlantica Investment Ltd.
|
|
|
|
Brentford (United Kingdom)
|
|
100.00
|
|
(5)
|
AYES International UK Ltd
|
|
|
|
Brentford (United Kingdom)
|
|
100.00
|
|
(5)
|
Atlantica España O&M, S.L.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
ATN 2, S.A.
|
|
ATN 2
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
AY Holding Uruguay, S.A.
|
|
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(5)
|
Atlantica Yield Energy Solutions Canada Inc.
|
|
|
|
Vancouver (Canada)
|
|
10.00*
|
|
(5)
|
Banitod, S.A.
|
|
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(5)
|
Befesa Agua Tenes
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
BPC US Wind Corporation, Inc.
|
Tempe (United States)
|
100.00
|
(5)
|
|||||
Cadonal, S.A.
|
|
Cadonal
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(3)
|
Calgary District Heating, Inc
|
|
Calgary
|
|
Vancouver (Canada)
|
|
100.00
|
|
(2)
|
Carpio Solar Inversiones, S.A.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Chile PV 1
|
|
Chile PV 1
|
|
Santiago de Chile (Chile)
|
|
35.00
|
|
(3)
|
CGP Holding Finance, LLC
|
Coso
|
Delaware (United States)
|
100.00
|
(3)
|
||||
Coropuna Transmisión, S.A
|
|
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
Ecija Solar Inversiones, S.A.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Estrellada, S.A.
|
|
Melowind
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(3)
|
Extremadura Equity Investments Sárl.
|
|
|
|
Luxembourg (Luxembourg)
|
|
100.00
|
|
(5)
|
Fotovoltaica Solar Sevilla, S.A.
|
|
Seville PV
|
|
Seville (Spain)
|
|
80.00
|
|
(3)
|
Geida Skikda, S.L.
|
|
|
|
Madrid (Spain)
|
|
67.00
|
|
(5)
|
Helioenergy Electricidad Uno, S.A.
|
|
Helioenergy 1
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Helioenergy Electricidad Dos, S.A.
|
|
Helioenergy 2
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Helios I Hyperion Energy Investments, S.A.
|
|
Helios 1
|
|
Seville (Spain)
|
|
100.00
|
(3)
|
|
Helios II Hyperion Energy Investments, S.A.
|
|
Helios 2
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Hidrocañete S.A.
|
|
Mini-Hydro
|
|
Lima (Peru)
|
|
100.00
|
|
(3)
|
Hypesol Energy Holding, S.L.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Hypesol Solar Inversiones, S.A
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Kaxu Solar One (Pty) Ltd.
|
|
Kaxu
|
|
Gauteng (South Africa)
|
|
51.00
|
|
(3)
|
Logrosán Equity Investments Sárl.
|
|
|
|
Luxembourg (Luxembourg)
|
|
100.00
|
|
(5)
|
Logrosán Solar Inversiones, S.A.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Logrosán Solar Inversiones Dos, S.L.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Mojave Solar Holdings, LLC.
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Mojave Solar LLC.
|
|
Mojave
|
|
Delaware (United States)
|
|
100.00
|
|
(3)
|
Montesejo Piano, Srl.
|
Italy PV 3
|
Rome (Italy)
|
100.00
|
|
(3)
|
|||
Nesyla, S.A
|
|
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(3)
|
Overnight Solar LLC
|
|
|
|
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)
|
PA Renovables Sol 1 S.A.S. E.S
|
Bogota D.C. (Colombia)
|
70.00
|
|
(3)
|
||||
Parque Fotovoltaico La Tolua S.A.S
|
Bogota D.C. (Colombia)
|
100.00
|
|
(3)
|
||||
Parque Solar Tierra Linda, S.A.S
|
Bogota D.C. (Colombia)
|
100.00
|
|
(3)
|
||||
Parque Fotovoltaico La Sierpe S.A.S
|
La Sierpe
|
Bogota D.C. (Colombia)
|
100.00
|
|
(3)
|
|||
Re Sole, Srl.
|
Italy PV 2
|
Rome (Italy)
|
100.00
|
|
(3)
|
|||
Rioglass Solar Holding, S.A.
|
Rioglass
|
Asturias (Spain)
|
100.00
|
|
(3)
|
|||
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
|
|
|
Santa Barbara. (Mexico)
|
|
100.00
|
|
(5)
|
Sanlucar Solar, S.A.
|
|
PS-10
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
SJ Renovables Sun 1 S.A.S. E.S
|
Bogota D.C. (Colombia)
|
70.00
|
|
(3)
|
||||
SJ Renovables Wind 1 S.A.S. E.
|
Bogota D.C. (Colombia)
|
70.00
|
|
(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.
|
|
|
|
Luxembourg (Luxembourg)
|
|
100.00
|
|
(5)
|
Solacor Electricidad Uno, S.A.
|
|
Solacor 1
|
|
Seville (Spain)
|
|
87.00
|
|
(3)
|
Solacor Electricidad Dos, S.A.
|
|
Solacor 2
|
|
Seville (Spain)
|
|
87.00
|
|
(3)
|
Solar Processes, S.A.
|
|
PS-20
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Solnova Solar Inversiones, S.A.
|
|
|
|
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)
|
Tenes Lilmiyah, S.P.A
|
|
Tenes
|
|
Dely Ibrahim (Algeria)
|
|
51.00
|
|
(4)
|
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)
|
VO Renovables SOL 1 S.A.S. E.S.P.
|
Bogota D.C. (Colombia)
|
70.00
|
|
(3)
|
||||
White Rock Insurance (Europe) PCC Limited
|
Birkirkara (Malta)
|
100.00
|
|
(3)
|
(1) |
Business sector: Transmission lines
|
(2) |
Business sector: Efficient natural gas and Heat
|
(3) |
Business sector: Renewable energy
|
(4) |
Business sector: Water
|
(5) |
Holding Company
|
* |
Atlantica has control over AYES Canada Inc. under IFRS 10, Consolidated Financial Statements.
|
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)
|
Atlantica Corporate Resources, S.L
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Atlantica North America, LLC
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Atlantica Infraestructura Sostenible, S.L.U
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Atlantica Perú, S.A.
|
|
|
|
Lima (Peru)
|
|
100.00
|
|
(5)
|
Atlantica Sustainable Infrastructure Jersey, Ltd
|
|
|
|
Jersey (United Kingdom)
|
|
100.00
|
|
(5)
|
Atlantica Newco Limited
|
|
|
|
Brentford (United Kingdom)
|
|
100.00
|
|
(5)
|
Atlantica DCR, LLC
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
ASHUSA Inc.
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Atlantica South Africa (Pty) Ltd
|
|
|
|
Pretoria (South Africa)
|
|
100.00
|
|
(5)
|
ASUSHI, Inc.
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Atlantica Chile SpA
|
|
|
|
Santiago de Chile (Chile)
|
|
100.00
|
|
(5)
|
ATN, S.A.
|
|
ATN
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
ATN 4, S.A
|
|
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
Atlantica Transmisión Sur, S.A.
|
|
ATS
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
ACT Holdings, S.A. de C.V.
|
|
|
|
Mexico D.F. (Mexico)
|
|
100.00
|
|
(5)
|
Aguas de Skikda S.P.A.
|
|
Skikda
|
|
Dely Ibrahim (Algeria)
|
|
51.00
|
|
(4)
|
Arizona Solar One, LLC.
|
|
Solana
|
|
Delaware (United States)
|
|
100.00
|
|
(3)
|
ASI Operations LLC
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(3)
|
ASO Holdings Company, LLC.
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Atlantica Investment Ltd.
|
|
|
|
Brentford (United Kingdom)
|
|
100.00
|
|
(5)
|
AYES International UK Ltd
|
|
|
|
Brentford (United Kingdom)
|
|
100.00
|
|
(5)
|
Atlantica España O&M, S.L.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
ATN 2, S.A.
|
|
ATN 2
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
AY Holding Uruguay, S.A.
|
|
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(5)
|
Atlantica Yield Energy Solutions Canada Inc.
|
|
|
|
Vancouver (Canada)
|
|
10.00*
|
|
(5)
|
Banitod, S.A.
|
|
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(5)
|
Befesa Agua Tenes
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Cadonal, S.A.
|
|
Cadonal
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(3)
|
Calgary District Heating, Inc
|
|
Calgary
|
|
Vancouver (Canada)
|
|
100.00
|
|
(2)
|
Carpio Solar Inversiones, S.A.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Chile PV 1
|
|
Chile PV 1
|
|
Santiago de Chile (Chile)
|
|
35.00
|
|
(3)
|
Coropuna Transmisión, S.A
|
|
|
|
Lima (Peru)
|
|
100.00
|
|
(1)
|
Ecija Solar Inversiones, S.A.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
CKA1 Holding S. de R.L. de C.V.
|
|
|
|
Mexico D.F. (Mexico)
|
|
100.00
|
|
(5)
|
Estrellada, S.A.
|
|
Melowind
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(3)
|
Extremadura Equity Investments Sárl.
|
|
|
|
Luxembourg (Luxembourg)
|
|
100.00
|
|
(5)
|
Fotovoltaica Solar Sevilla, S.A.
|
|
Seville PV
|
|
Seville (Spain)
|
|
80.00
|
|
(3)
|
Geida Skikda, S.L.
|
|
|
|
Madrid (Spain)
|
|
67.00
|
|
(5)
|
Helioenergy Electricidad Uno, S.A.
|
|
Helioenergy 1
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Helioenergy Electricidad Dos, S.A.
|
|
Helioenergy 2
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Helios I Hyperion Energy Investments, S.A.
|
|
Helios 1
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Helios II Hyperion Energy Investments, S.A.
|
|
Helios 2
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Hidrocañete S.A.
|
|
Mini-Hydro
|
|
Lima (Peru)
|
|
100.00
|
|
(3)
|
Hypesol Energy Holding, S.L.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Hypesol Solar Inversiones, S.A
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Kaxu Solar One (Pty) Ltd.
|
|
Kaxu
|
|
Gauteng (South Africa)
|
|
51.00
|
|
(3)
|
Logrosán Equity Investments Sárl.
|
|
|
|
Luxembourg (Luxembourg)
|
|
100.00
|
|
(5)
|
Logrosán Solar Inversiones, S.A.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Logrosán Solar Inversiones Dos, S.L.
|
|
|
|
Seville (Spain)
|
|
100.00
|
|
(5)
|
Mojave Solar Holdings, LLC.
|
|
|
|
Delaware (United States)
|
|
100.00
|
|
(5)
|
Mojave Solar LLC.
|
|
Mojave
|
|
Delaware (United States)
|
|
100.00
|
|
(3)
|
Nesyla, S.A
|
|
|
|
Montevideo (Uruguay)
|
|
100.00
|
|
(3)
|
Overnight Solar LLC
|
|
|
|
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.
|
|
|
|
Santa Barbara. (Mexico)
|
|
100.00
|
|
(5)
|
Sanlucar Solar, S.A.
|
|
PS-10
|
|
Seville (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.
|
|
|
|
Luxembourg (Luxembourg)
|
|
100.00
|
|
(5)
|
Solacor Electricidad Uno, S.A.
|
|
Solacor 1
|
|
Seville (Spain)
|
|
87.00
|
|
(3)
|
Solacor Electricidad Dos, S.A.
|
|
Solacor 2
|
|
Seville (Spain)
|
|
87.00
|
|
(3)
|
Solar Processes, S.A.
|
|
PS-20
|
|
Seville (Spain)
|
|
100.00
|
|
(3)
|
Solnova Solar Inversiones, S.A.
|
|
|
|
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)
|
Tenes Lilmiyah, S.P.A
|
|
Tenes
|
|
Dely Ibrahim (Algeria)
|
|
51.00
|
|
(4)
|
Sunshine Finance Jersey, Ltd
|
|
|
|
Jersey (United Kigdom)
|
|
100.00
|
|
(5)
|
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: Transmission lines
|
(2)
|
Business sector: Efficient natural gas and Heat
|
(3)
|
Business sector: Renewable energy
|
(4)
|
Business sector: Water
|
(5)
|
Holding Company
|
*
|
Atlantica has control over AYES Canada Inc. under IFRS 10, Consolidated Financial Statements.
|
Appendices
|
Appendix II
|
Company name
|
|
Project
name
|
|
Registered
address
|
|
|
% of
nominal
share
|
|
|
Business
|
|
||
ABY Infraestructuras, S.L.
|
|
|
|
Seville (Spain)
|
|
|
|
20.0
|
|
|
|
(3
|
)
|
Amherst Island Partnership
|
|
Windlectric
|
|
Ontario (Canada)
|
|
|
|
30.0
|
|
|
|
(3
|
)
|
Arroyo Energy Netherlands II B.V.
|
|
Monterrey
|
|
Amsterdam (Netherlands)
|
|
|
|
30.0
|
|
|
|
(2
|
)
|
Evacuacion Valdecaballeros, S.L.
|
|
|
|
Caceres (Spain)
|
|
|
|
57.2
|
|
|
|
(3
|
)
|
Evacuación Villanueva del Rey, S.L.
|
|
|
|
Seville (Spain)
|
|
|
|
40.0
|
|
|
|
(3
|
)
|
Geida Tlemcen S.L.
|
|
Honaine
|
|
Madrid (Spain)
|
|
|
|
50.0
|
|
|
|
(4
|
)
|
Pectonex R.F.
|
|
|
|
Pretoria (South Africa)
|
|
|
|
50.0
|
|
|
|
(3
|
)
|
2007 Vento II, LLC.
|
|
Vento II
|
|
Delaware (United States)
|
|
|
|
49.0
|
|
|
|
(3
|
)
|
(1)
|
Business sector: Transmission lines
|
(2)
|
Business sector: Efficient natural gas and Heat
|
(3)
|
Business sector: Renewable energy
|
(4)
|
Business sector: Water
|
(5)
|
Holding Company
|
Company name
|
|
Project
name
|
|
Registered
address
|
|
|
% of
nominal
share
|
|
|
Business
|
|
||
ABY Infraestructuras, S.L.
|
|
|
|
Seville (Spain)
|
|
|
|
20.0
|
|
|
|
(3
|
)
|
AC Renovables Sol 1 S.A.S. E.S.P.
|
|
|
|
Bogota D.C. (Colombia)
|
|
|
|
50.0
|
|
|
|
(3
|
)
|
Amherst Island Partnership
|
|
Windlectric
|
|
Ontario (Canada)
|
|
|
|
30.0
|
|
|
|
(3
|
)
|
Arroyo Energy Netherlands II B.V.
|
|
Monterrey
|
|
Amsterdam (Netherlands)
|
|
|
|
30.0
|
|
|
|
(2
|
)
|
Ca Ku A1, S.A.P.I de CV
|
|
|
|
Mexico D.F. (Mexico)
|
|
|
|
5.0
|
|
|
|
(2
|
)
|
Evacuacion Valdecaballeros, S.L.
|
|
|
|
Caceres (Spain)
|
|
|
|
57.2
|
|
|
|
(3
|
)
|
Evacuación Villanueva del Rey, S.L.
|
|
|
|
Seville (Spain)
|
|
|
|
40.0
|
|
|
|
(3
|
)
|
Geida Tlemcen S.L.
|
|
Honaine
|
|
Madrid (Spain)
|
|
|
|
50.0
|
|
|
|
(4
|
)
|
PA Renovables Sol 1 S.A.S. E.S.P.
|
|
|
|
Bogota D.C. (Colombia)
|
|
|
|
50.0
|
|
|
|
(3
|
)
|
Pectonex R.F.
|
|
|
|
Pretoria (South Africa)
|
|
|
|
50.0
|
|
|
|
(3
|
)
|
SJ Renovables Sun 1 S.A.S. E.S.P.
|
|
|
|
Bogota D.C. (Colombia)
|
|
|
|
50.0
|
|
|
|
(3
|
)
|
SJ Renovables Wind 1 S.A.S. E.S.P.
|
|
|
|
Bogota D.C. (Colombia)
|
|
|
|
50.0
|
|
|
|
(3
|
)
|
(1)
|
Business sector: Transmission lines
|
(2)
|
Business sector: Efficient natural gas and Heat
|
(3)
|
Business sector: Renewable energy
|
(4)
|
Business sector: Water
|
(5)
|
Holding Company
|
Appendices
|
Appendix III-1
|
Appendices
|
Appendix III-2
|
Project
name
|
|
Country
|
|
Status(1)
|
|
% of
Nominal
Share(2)
|
|
Period of
Concession
(4)(5)
|
off-taker(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)
|
|
|
1,865,770
|
|
|
|
(568,911
|
)
|
|
|
(11,377
|
)
|
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)
|
|
|
1,578,530
|
|
|
|
(435,937
|
)
|
|
|
49,086
|
|
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)
|
|
|
147,925
|
|
|
|
(56,267
|
)
|
|
|
4,278
|
|
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)
|
|
|
122,002
|
|
|
|
(43,465
|
)
|
|
|
1,220
|
|
Fixed price per MWh in USD with annual increases based on inflation
|
|
20-year PPA with UTE, Uruguay state-owned utility
|
Melowind
|
|
Uruguay
|
|
(O)
|
|
|
100.0
|
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
|
|
135,988
|
|
|
|
(36,794
|
)
|
|
|
3,476
|
|
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)
|
|
|
315,137
|
|
|
(89,176
|
)
|
|
|
7,111
|
|
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)
|
|
|
314,084
|
|
|
(90,477
|
)
|
|
|
6,704
|
|
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)
|
|
|
318,557
|
|
|
(96,911
|
)
|
|
|
5,593
|
|
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)
|
|
|
331,588
|
|
|
(99,801
|
)
|
|
|
4,689
|
|
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)
|
|
|
317,624
|
|
|
(116,464
|
)
|
|
|
7,112
|
|
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)
|
|
|
297,046
|
|
|
(105,517
|
)
|
|
|
8,749
|
|
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)
|
|
|
277,953
|
|
|
(97,828
|
)
|
|
|
8,720
|
|
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)
|
|
|
321,479
|
|
|
(92,943
|
)
|
|
5,917
|
|
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)
|
|
|
313,182
|
|
|
(89,008
|
)
|
|
5,930
|
|
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)
|
|
|
307,727
|
|
|
(94,563
|
)
|
|
8,510
|
|
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)
|
|
|
308,472
|
|
|
(91,879
|
)
|
|
8,472
|
|
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)
|
|
|
310,257
|
|
|
(79,468
|
)
|
|
7,342
|
|
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)
|
|
|
307,047
|
|
|
(78,529
|
)
|
|
6,884
|
|
Regulated revenue
base(6)
|
|
Regulated revenue established by different laws and rulings in Spain
|
Kaxu
|
South Africa
|
(O)
|
|
|
51.0
|
|
20 Years
|
Eskom
|
(I)
|
|
|
481,776
|
|
|
(167,171
|
)
|
|
45,779
|
|
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
|
Quadra II
|
Chile
|
(O)
|
|
|
100.0
|
|
21 Years
|
Sierra Gorda
|
(F)
|
|
|
55,561
|
|
|
-
|
|
|
4,711
|
|
Fixed price in USD with annual adjustments indexed mainly to US CPI
|
|
21-year Concession Contract with Sierra Gorda regulated by CDEC and the Superentendencia de Electricidad, among others
|
Water:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Skikda
|
Argelia
|
(O)
|
|
|
34.2
|
|
25 Years
|
Sonatrach & ADE
|
(F)
|
|
|
70,969
|
|
|
-
|
|
|
14,654
|
|
U.S. dollar indexed take-or-pay contract with Sonatrach / ADE
|
|
25 years purchase agreement
|
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
|
Tenes
|
Algeria
|
(O)
|
|
|
51.0
|
|
25 Years
|
Sonatrach & ADE
|
(F)
|
|
|
99,438
|
|
|
-
|
|
|
16,671
|
|
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, 2021.
|
(2) |
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 Sacyr Agua, S.L., a subsidiary of Sacyr, S.A., owns the remaining 25.5% of the Honaine project. AEC owns 49% and Sacyr 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. AEC owns 49% of the Tenes 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 off-taker is the grantor.
|
(8) |
Figures reflect the contribution to the Consolidated Financial Statements of Atlantica Sustainable Infrastructure plc. as of December 31, 2021.
|
(9) |
Recorded under the equity method.
|
Project
name
|
|
Country
|
|
Status(1)
|
|
% of
Nominal
Share(2)
|
|
Period of
Concession
(4)(5)
|
off-taker(7)
|
Financial/
Intangible(3)
|
|
Assets/
Investment
|
|
|
Accumulated
Amortization
|
|
|
Operating
Profit/
(Loss)(8)
|
|
Arrangem
ent Terms
(price)
|
|
Description
of
the
Arrangement
|
||||
Renewable energy:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Solana
|
|
USA
|
|
(O)
|
|
|
100.0
|
|
30 Years
|
APS
|
(I)
|
|
|
1,830,148
|
|
|
|
(468,323
|
)
|
|
|
(5,722
|
)
|
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)
|
|
|
1,557,559
|
|
|
|
(374,193
|
)
|
|
|
48,436
|
|
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)
|
|
|
147,911
|
|
|
|
(48,843
|
)
|
|
|
7,971
|
|
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)
|
|
|
121,986
|
|
|
|
(37,315
|
)
|
|
|
15,293
|
|
Fixed price per MWh in USD with annual increases based on inflation
|
|
20-year PPA with UTE, Uruguay state-owned utility
|
Melowind
|
|
Uruguay
|
|
(O)
|
|
|
100.0
|
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
|
|
135,977
|
|
|
|
(29,598
|
)
|
|
|
4,673
|
|
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)
|
|
|
337,506
|
|
|
|
(80,255
|
)
|
|
|
10,222
|
|
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)
|
|
|
336,556
|
|
|
|
(81,998
|
)
|
|
|
10,802
|
|
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)
|
|
|
341,674
|
|
|
|
(88,382
|
)
|
|
|
9,359
|
|
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)
|
|
|
355,614
|
|
|
|
(90,861
|
)
|
|
|
9,248
|
|
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)
|
|
|
340,713
|
|
|
|
(108,908
|
)
|
|
|
14,090
|
|
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)
|
|
|
318,415
|
|
|
|
(98,755
|
)
|
|
|
14,331
|
|
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)
|
|
|
297,118
|
|
|
|
(91,251
|
)
|
|
|
13,865
|
|
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)
|
|
|
344,533
|
|
|
|
(84,144
|
)
|
|
|
11,285
|
|
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)
|
|
|
335,550
|
|
|
|
(80,361
|
)
|
|
|
11,677
|
|
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)
|
|
|
330,497
|
|
|
|
(87,496
|
)
|
|
|
11,149
|
|
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)
|
|
|
331,206
|
|
|
|
(84,360
|
)
|
|
|
11,560
|
|
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)
|
|
|
332,537
|
|
|
|
(70,486
|
)
|
|
|
11,542
|
|
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)
|
|
|
329,203
|
|
|
|
(69,659
|
)
|
|
|
12,161
|
|
Regulated revenue
base(6)
|
|
Regulated revenue established by different laws and rulings in Spain
|
Kaxu
|
South Africa
|
(O)
|
|
|
51.0
|
|
20 Years
|
Eskom
|
(I)
|
|
|
521,523
|
|
|
|
(154,962
|
)
|
|
|
41,483
|
|
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
|
Quadra II
|
Chile
|
(O)
|
|
|
100.0
|
|
21 Years
|
Sierra Gorda
|
(F)
|
|
|
55,417
|
|
|
|
-
|
|
|
|
4,922
|
|
Fixed price in USD with annual adjustments indexed mainly to US CPI
|
|
21-year Concession Contract with Sierra Gorda regulated by CDEC and the Superentendencia de Electricidad, among others
|
Water:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Skikda
|
Argelia
|
(O)
|
|
|
34.2
|
|
25 Years
|
Sonatrach & ADE
|
(F)
|
|
|
77,702
|
|
|
|
-
|
|
|
|
13,909
|
|
U.S. dollar indexed take-or-pay contract with Sonatrach / ADE
|
|
25 years purchase agreement
|
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
|
Tenes
|
Algeria
|
(O)
|
|
|
51.0
|
|
25 Years
|
Sonatrach & ADE
|
(F)
|
|
|
106,071
|
|
|
|
-
|
|
|
|
10,610
|
|
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, 2020.
|
(2) |
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 Sacyr Agua, S.L., a subsidiary of Sacyr, S.A., owns the remaining 25.5% of the Honaine project. AEC owns 49% and Sacyr 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. AEC owns 49% of the Tenes 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 off-taker is the grantor.
|
(8) |
Figures reflect the contribution to the Consolidated Financial Statements of Atlantica Sustainable Infrastructure plc. as of December 31, 2020.
|
(9) |
Recorded under the equity method.
|
Appendices
|
Appendix IV
|
Subsidiary
name
|
Non-
controlling
interest
name
|
|
% of
non-
controlling
interest
held
|
|
|
Dividends
paid to
non-
controlling
interest
|
|
|
Profit/(Loss)
of non-
controlling
interest
in
Atlantica
consolidated
net result
2021
|
|
|
Non-
controlling
interest
in
Atlantica
consolidated
equity as
of
December 31,
2021
|
|
|
Non-
current
assets*
|
|
|
Current
Assets*
|
|
|
Non-
current
liabilities*
|
|
|
Current
liabilities*
|
|
|
Net
Profit
/(Loss)*
|
|
|
Total
Comprehensive
income*
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Aguas de Skikda S.P.A.
|
Algerian Energy Company S.P.A.
|
|
|
49%**
|
|
|
3,753
|
|
|
|
7,166
|
|
|
|
43,985
|
|
|
|
69,057
|
|
|
|
27,863
|
|
|
|
17,030
|
|
|
|
6,552
|
|
|
|
10,886
|
|
|
|
-
|
|
|
Atlantica Yield Energy Solutions Canada Inc.
|
Algonquin Power Co.
|
|
|
90%
|
|
|
17,282
|
|
|
|
(8
|
)
|
|
|
38,200
|
|
|
|
38,507
|
|
|
|
6,291
|
|
|
|
-
|
|
|
|
6,279
|
|
|
|
(8
|
)
|
|
|
-
|
|
Subsidiary
name
|
Non-
controlling
interest
name
|
|
% of
non-
controlling
interest
held
|
|
|
Dividends
paid to
non-
controlling
interest
|
|
|
Profit/(Loss)
of non-
controlling
interest
in
Atlantica
consolidated
net result
2020
|
|
|
Non-
controlling
interest
in
Atlantica
consolidated
equity as
of
December 31,
2020
|
|
|
Non-
current
assets*
|
|
|
Current
Assets*
|
|
|
Non-
current
liabilities*
|
|
|
Current
liabilities*
|
|
|
Net
Profit
/(Loss)*
|
|
|
Total
Comprehensive
income*
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Aguas de Skikda S.P.A.
|
Algerian Energy Company S.P.A.
|
|
|
49
|
%**
|
3,584
|
1,563
|
44,486
|
75,893
|
28,343
|
22,336
|
7,801
|
2,374
|
-
|
|
||||||||||||||||||||||||||
Atlantica Yield Energy Solutions Canada Inc.
|
Algonquin Power Co.
|
|
|
90
|
%
|
15,709
|
(6)
|
54,924
|
56,308
|
4,312
|
-
|
4,292
|
(6)
|
-
|
|
December 31,
|
||||||||||||
2021
|
2020
|
2019
|
||||||||||
Shares
|
112,402,973
|
106,670,862
|
101,601,662
|
• |
in which he or she has an interest of which he or she is not aware or which cannot reasonably be regarded as likely to give rise to a conflict of interest;
|
• |
in which he has an interest only by virtue of interests in the Company’s shares, debentures or other securities or otherwise in or through the Company;
|
• |
which involves the giving of any security, guarantee or indemnity to the director or any other person in respect of obligations incurred by him or her or any other person for the benefit of the Company or a
debt or other obligation of the Company for which the director has assumed responsibility under a guarantee or indemnity or by the giving of security;
|
• |
concerning an offer of securities by the Company or any of its subsidiary undertakings in which he or she is or may be entitled to participate as a holder of securities or as an underwriter or
sub-underwriter;
|
• |
concerning any other body corporate, provided that he or she and any connected persons do not own or have a beneficial interest in one percent or more of any class of share capital of such body corporate, or
of the voting rights available to the members of such body corporate;
|
• |
relating to an arrangement for the benefit of employees or former employees which does not award him or her any privilege or benefit not generally awarded to the employees or former employees to whom such
arrangement relates;
|
• |
concerning the purchase or maintenance of insurance for any liability for the benefit of directors;
|
(i) |
subject to the provisions of the Companies Act, the shareholder who appointed the relevant director of the Company elects to terminate the office of such director;
|
(ii) |
the director of the Company becomes prohibited by law or (if applicable) the NASDAQ Rules from acting as a director or ceases to be a director by virtue of any provision of the Companies Act;
|
(iii) |
the Company has received notice of the director’s resignation or retirement from office and such resignation or retirement from office has taken effect in accordance with its terms;
|
(iv) |
the director has retired at an annual general meeting in accordance with the Articles;
|
(v) |
the director has a bankruptcy order made against him/her, compounds with his/her creditors generally or applies to the court for an interim order under the UK Insolvency Act 1986 in connection with a
voluntary arrangement under that Act or any analogous event occurs in relation to the director in another country;
|
(vi) |
an order is made by any court claiming jurisdiction in that behalf on the ground (however formulated) of mental disorder for the director’s detention or for the appointment of another person (by whatever name
called) to exercise powers with respect to the director’s property or affairs;
|
(vii) |
the director is absent from meetings of the directors for three months without permission and the directors have resolved that the director’s office be vacated;
|
(viii) |
notice of termination is served or deemed served on the director and that notice is given by a majority of directors for the time being; or
|
(ix) |
in the case of a director other than the chairman and any director holding an executive office, if the directors resolve to require the director to resign and the director fails to do so within 30 days of
notification of such resolution being served or deemed served on the director.
|
• |
ensure that all members and proxies for members wishing to attend the meeting can do so;
|
• |
ensure that all persons attending the meeting are able to participate in the business of the meeting and to see and hear anyone else addressing the meeting;
|
• |
ensure the safety of persons attending the meeting and the orderly conduct of the meeting; and
|
• |
restrict the numbers of members and proxies at any one location to such number as can safely and conveniently be accommodated there.
|
Yours truly,
|
||
ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC (F/K/A ATLANTICA YIELD PLC),
|
||
as the Borrower
|
||
By:
|
/s/ Santiago Seage
|
|
Name: Santiago Seage
|
||
Title: CEO
|
||
By:
|
/s/ Francisco Martinez-Davis
|
|
Name: Francisco Martinez-Davis
|
||
Title: CFO
|
ATLANTICA INFRASTRUCTURES, S.L.U. (F/K/A ABY CONCESSIONS INFRASTRUCTURES S.L.U.),
|
||
as a Guarantor
|
||
By:
|
/s/ David Esteban | |
Name: David Esteban
|
||
Title: Authorised signatory
|
||
By:
|
/s/ Carlos Colon | |
Name: Carlos Colon
|
||
Title: Authorised signatory
|
ABY CONCESSIONS PERU S.A.,
|
||
as a Guarantor
|
||
By:
|
/s/ Antonio Montoya | |
Name: Antonio Montoya
|
||
Title: Authorised signatory
|
||
By:
|
/s/ Gracia Candau | |
Name: Gracia Candau
|
||
Title: Authorised signatory
|
ACT HOLDING SA. DE C.V.,
|
||
as a Guarantor
|
||
By:
|
/s/ Irene Hernandez | |
Name: Irene Hernandez
|
||
Title: Authorised signatory
|
||
By:
|
/s/ Carlos Colon | |
Name: Carlos Colon
|
||
Title: Authorised signatory
|
ASHUSA INC.,
|
||
as a Guarantor
|
||
By:
|
/s/ Emiliano Garcia | |
Name: Emiliano Garcia
|
||
Title: Authorised signatory
|
||
By:
|
/s/ Enrique Guillen | |
Name: Enrique Guillen
|
||
Title: Authorised signatory
|
ASUSHI INC.,
|
||
as a Guarantor
|
||
By:
|
/s/ Emiliano Garcia | |
Name: Emiliano Garcia | ||
Title: Authorised signatory
|
||
By:
|
/s/ Enrique Guillen | |
Name: Enrique Guillen | ||
Title: Authorised signatory
|
ATLANTICA INVESTMENTS LIMITED,
|
||
as a Guarantor
|
||
By:
|
/s/ David Esteban | |
Name: David Esteban | ||
Title: Authorised signatory
|
||
By:
|
/s/ Carlos Colon | |
Name: Carlos Colon | ||
Title: Authorised signatory
|
ROYAL BANK OF CANADA,
|
||
as Administrative Agent
|
||
By:
|
/s/ Rodica Dutka | |
Name: Rodica Dutka
|
||
Title: Manager, Agency
|
ROYAL BANK OF CANADA,
|
||
as Lender and L/C Issuer
|
||
By:
|
/s/ Frank Lambrinos | |
Name: Frank Lambrinos
|
||
Title: Authorized Signatory
|
CANADIAN IMPERIAL BANK OF COMMERCE, LONDON BRANCH,
|
||
as Lender and L/C Issuer
|
||
By:
|
/s/ Farhad Merali | |
Name: Farhad Merali
|
||
Title: Executive Director
|
||
By:
|
/s/ Lavinia Macovschi | |
Name: Lavinia Macovschi
|
||
Title: Executive Director |
BANCO SANTANDER, S.A, NEW YORK BRANCH |
||
as Lender
|
||
By:
|
/s/ Pablo Urgoiti | |
Name: Pablo Urgoiti
|
||
Title: Managing Director
|
||
By:
|
/s/ Rita Walz-Cuccioli | |
Name: Rita Walz-Cuccioli
|
||
Title: Executive Director |
NATIONAL BANK OF CANADA,
|
||
as Lender
|
||
By:
|
/s/ Manny Deol | |
Name: Manny Deol
|
||
Title: Managing Director
|
JPMORGAN CHASE BANK, N.A.,
|
||
as Lender
|
||
By:
|
/s/ Arina Mavilian | |
Name: Arina Mavilian
|
||
Title: Authorized Signatory
|
MUFG BANK, LTD.,
|
||
as Lender
|
||
By:
|
/s/ Nietzsche Rodricks | |
Name: Nietzsche Rodricks | ||
Title: Managing Director
|
BANK OF AMERICA, N.A.,
|
||
as Lender
|
||
By:
|
/s/ Jennifer Cochrane | |
Name: Jennifer Cochrane
|
||
Title: Vice Preisdent
|
BANK OF MONTREAL, LONDON BRANCH,
|
|||
as Lender
|
|||
By:
|
/s/ Tom Woolgar | /s/ Scott Matthew | |
Name: Tom Woolgar
|
Scott Matthew | ||
Title: Managing Director
|
Managing Director |
(i)
|
each of ASHUSA Inc. and ASUSHI Inc. shall automatically cease to be a Guarantor and shall be released of its obligations as "Guarantor" hereunder, without any further action by any party hereto; and
|
(ii) |
the definition assigned to the term "Guarantors" shall be automatically amended and replaced in its entirety with the following, without any further action by any party hereto:
|
Equity Interest in Subsidiaries
|
||||
Note Party
|
Subsidiary
|
Jurisdiction
|
Percentage
of Shares
|
Type of
company
|
Atlantica Sustainable Infrastructure plc
|
ACT Holding, S.A. de C.V.
|
Mexico
|
99.99
|
Guarantor
|
Atlantica Peru S.A.
|
Peru
|
99.991
|
Guarantor
|
|
ATN2, S.A.
|
Peru
|
752
|
Non-recourse subsidiary (“NRS”)
|
|
Atlantica Infraestructura Sostenible,S.L.U.
|
Spain
|
100
|
Guarantor
|
|
Atlantica Corporate Resources, S.L.
|
Spain
|
99.993
|
Immaterial
subsidiary
|
|
Atlantica Newco Limited
|
UK
|
100
|
Guarantor
|
|
Atlantica Sustainable Infrastructure Jersey Limited
|
Jersey Island
|
100
|
Immaterial subsidiary
|
|
Transmisora Mejillones S.A.
|
Chile
|
0.01
|
NRS
|
|
Transmisora Baquedano S.A.
|
Chile
|
0.01
|
NRS
|
|
Palmucho S.A.
|
Chile
|
0.01
|
NRS
|
|
Atlantica North America LLC
|
USA
|
100
|
Guarantor
|
|
AYES International UK Limited
|
UK
|
100
|
NRS
|
|
CKA1 Holding, S. de R.L. de C.V.
|
Mexico
|
99.99
|
NRS
|
|
Atlantica Investments Limited
|
UK
|
100
|
Guarantor
|
|
ASHUSA Inc.
|
USA
|
100
|
Guarantor
|
|
ASUSHI Inc.
|
USA
|
100
|
Guarantor
|
|
Atlantica DCR LLC
|
USA
|
100
|
NRS
|
|
Atlantica North America LLC
|
ASO Holdings Company LLC (class A)
|
USA
|
100
|
NRS
|
ASI Operations LLC
|
USA
|
100
|
Immaterial
|
Overnight Solar LLC
|
USA
|
100
|
Immaterial
|
|
ASHUSA Inc.
|
Mojave Solar Holdings LLC
|
USA
|
100
|
NRS
|
ASUSHI Inc.
|
ASO Holdings Company LLC (class B)
|
USA
|
100
|
NRS
|
Atlantica Investments Limited
|
Atlantica South Africa Pty Limited
|
South Africa
|
100
|
NRS
|
Arroyo Energy Netherlands II B.V.
|
The Netherlands
|
30
|
NRS
|
|
Fondo de Inversión Weg-4
|
Chile
|
35
|
NRS
|
|
Calgary District Heating Inc
|
Canada
|
100
|
NRS
|
|
Atlantica South Africa Pty Limited
|
Kaxu Solar One Pty Limited
|
South Africa
|
514
|
NRS
|
Kaxu Solar One Pty Limited
|
Pectonex, R.F. Pty Limited
|
South Africa
|
50
|
NRS
|
Fondo de Inversión Weg-4
|
Weg4 Energía SpA
|
Chile
|
100
|
NRS
|
Weg4 Energía SpA
|
San Pedro III SpA
|
Chile
|
100
|
NRS
|
AYES International UK Limited
|
AYES Canada Inc
|
Canada
|
100
|
NRS
|
ACT Holding, S.A. de C.V.
|
ACT Energy Mexico, S. de R.L. de C.V.
|
Mexico
|
99.99
|
NRS
|
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
Mexico
|
99.99
|
Immaterial subsidiary
|
|
CKA1 Holding, S. de R.L. de C.V.
|
Mexico
|
0.01
|
NRS
|
|
CKA1 Holding, S. de R.L. de C.V.
|
Ca Ku A1 Servicios Compresión de Gas S.A.P.I.
|
Mexico
|
5
|
NRS
|
Atlantica Peru S.A.
|
ATN S.A.
|
Peru
|
99.99
|
NRS
|
Atlantica Transmision Sur S.A.
|
Peru
|
255
|
NRS
|
|
Coropuna Transmisión S.A.
|
Peru
|
99.996
|
NRS
|
|
ATN 4 S.A.
|
Peru
|
99.997
|
NRS
|
|
ATN S.A.
|
Atlantica Transmision Sur S.A.
|
Peru
|
75
|
NRS
|
ATN 2, S.A.
|
Peru
|
25
|
NRS
|
|
Hidrocañete S.A.
|
Peru
|
99.998
|
NRS
|
|
Atlantica Infraestructura Sostenibles, S.L.U.
|
ACT Holding, S.A. de C.V.
|
Mexico
|
0.01
|
Guarantor
|
Transmisora Mejillones S.A.
|
Chile
|
99.99
|
NRS
|
|
Transmisora Baquedano S.A.
|
Chile
|
99.99
|
NRS
|
|
Palmucho S.A.
|
Chile
|
99.99
|
NRS
|
|
Palmatir S.A.
|
Uruguay
|
100
|
NRS
|
|
Banitod S.A.
|
Uruguay
|
100
|
NRS
|
|
Atlantica Uruguay S.A.
|
Uruguay
|
100
|
NRS
|
|
Nesyla S.A.
|
Uruguay
|
100
|
NRS
|
|
ABY Infraestructuras, S.L.
|
Spain
|
20
|
Immaterial subsidiary
|
|
Sanlúcar Solar, S.A.U.
|
Spain
|
100
|
NRS
|
|
Solar Processes, S.A.U.
|
Spain
|
100
|
NRS
|
|
Geida Skikda, S.L.
|
Spain
|
67
|
NRS
|
|
Geida Tlemcen, S.L.
|
Spain
|
50
|
NRS
|
|
Solnova Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
|
Carpio Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
|
Écija Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
|
Hypesol Energy Holding, S.A.U.
|
Spain
|
100
|
NRS
|
|
Logrosán Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
|
Fotovoltaica Solar Sevilla, S.A.
|
Spain
|
809
|
NRS
|
|
Atlantica España, S.L.U.
|
Spain
|
100
|
Immaterial subsidiary
|
|
Atlantica Chile spa
|
Chile
|
100
|
Immaterial subsidiary
|
|
SJ Renovables Wind 1 SAS ESP
|
Colombia
|
50
|
NRS
|
SJ Renovables Sun 1 SAS ESP
|
Colombia
|
50
|
NRS
|
|
PA Renovables Sol 1 SAS ESP
|
Colombia
|
50
|
NRS
|
|
AC Renovables Sol 1 SAS ESP
|
Colombia
|
50
|
NRS
|
|
Geida Skikda, S.L.
|
Aguas de Skikda, S.A.P.
|
Algeria
|
51
|
NRS
|
Geida Tlemcen, S.L.
|
Myah Bahr Honaine, S.A.P.
|
Algeria
|
51
|
NRS
|
Solnova Solar Inversiones, S.A.U.
|
Solnova Electricidad Uno, S.A.
|
Spain
|
100
|
NRS
|
Solnova Electricidad Tres, S.A.
|
Spain
|
100
|
NRS
|
|
Solnova Electricidad Cuatro, S.A.
|
Spain
|
100
|
NRS
|
|
Carpio Solar Inversiones, S.A.U.
|
Solacor Electricidad Uno, S.A.
|
Spain
|
87
|
NRS
|
Solacor Electricidad Dos, S.A.
|
Spain
|
87
|
NRS
|
|
Écija Solar Inversiones, S.A.U.
|
Helioenergy Electricidad Uno, S.A.
|
Spain
|
100
|
NRS
|
Helioenergy Electricidad Dos, S.A.
|
Spain
|
100
|
NRS
|
|
Helioenergy Electricidad Uno, S.A.
|
Evacuación Villanueva del Rey, S.L.
|
Spain
|
20.01
|
NRS
|
Helioenergy Electricidad Dos, S.A.
|
Evacuación Villanueva del Rey, S.L.
|
Spain
|
20.01
|
NRS
|
Hypesol Energy Holding, S.A.U.
|
Hypesol Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
Helios I Hyperion Energy Investments, S.A.
|
Spain
|
100
|
NRS
|
|
Helios II Hyperion Energy Investments, S.A.
|
Spain
|
100
|
NRS
|
|
Logrosán Solar Inversiones, S.A.U.
|
Solaben Electricidad Dos, S.A.
|
Spain
|
70
|
NRS
|
Solaben Electricidad Tres, S.A.
|
Spain
|
70
|
NRS
|
|
Logrosán Solar Inversiones Dos, S.L.
|
Spain
|
100
|
NRS
|
Logrosán Solar Inversiones Dos, S.L.
|
Solaben Luxembourg S.A.
|
Luxembourg
|
100
|
NRS
|
Logrosan Equity Investment S.a.r.l.
|
Luxembourg
|
100
|
NRS
|
|
Logrosan Equity Investment S.a.r.l.
|
Extremadura Equity Investment S.a.r.l.
|
Luxembourg
|
100
|
NRS
|
Extremadura Equity Investment S.a.r.l.
|
Solaben Electricidad Uno, S.A.
|
Spain
|
100
|
NRS
|
Solaben Electricidad Seis, S.A.
|
Spain
|
100
|
NRS
|
|
Solaben Electricidad Uno, S.A.
|
Evacuación Valdecaballeros, S.L.
|
Spain
|
14.29
|
NRS
|
Solaben Electricidad Dos, S.A.
|
Evacuación Valdecaballeros, S.L.
|
Spain
|
14.29
|
NRS
|
Solaben Electricidad Tres, S.A.
|
Evacuación Valdecaballeros, S.L.
|
Spain
|
14.29
|
NRS
|
Solaben Electricidad Seis, S.A.
|
Evacuación Valdecaballeros, S.L.
|
Spain
|
14.29
|
NRS
|
Banitod S.A.
|
Cadonal S.A.
|
Uruguay
|
100
|
NRS
|
Atlantica Uruguay S.A.
|
Estrellada S.A.
|
Uruguay
|
100
|
NRS
|
Equity Interest in Subsidiaries
|
||||
Note Party
|
Subsidiary
|
Jurisdiction
|
Percentage of Shares
|
Type of company
|
Atlantica Sustainable Infrastructure plc
|
ACT Holding, S.A. de C.V.
|
Mexico
|
99.99
|
Guarantor
|
Atlantica Peru S.A.
|
Peru
|
99.9910
|
Guarantor
|
|
ATN2, S.A.
|
Peru
|
7511
|
Non-recourse subsidiary (“NRS”)
|
|
Atlantica Infraestructura Sostenible,S.L.U.
|
Spain
|
100
|
Guarantor
|
|
Atlantica Corporate Resources, S.L.
|
Spain
|
99.9912
|
Immaterial
subsidiary
|
|
Atlantica Newco Limited
|
UK
|
100
|
Guarantor
|
|
Atlantica Sustainable Infrastructure Jersey Limited
|
Jersey Island
|
100
|
Immaterial subsidiary
|
|
Transmisora Mejillones S.A.
|
Chile
|
0.01
|
NRS
|
|
Transmisora Baquedano S.A.
|
Chile
|
0.01
|
NRS
|
|
Palmucho S.A.
|
Chile
|
0.01
|
NRS
|
|
Atlantica North America LLC
|
USA
|
100
|
Guarantor
|
|
AYES International UK Limited
|
UK
|
100
|
NRS
|
|
CKA1 Holding, S. de R.L. de C.V.
|
Mexico
|
99.99
|
NRS
|
|
Atlantica Investments Limited
|
UK
|
100
|
Guarantor
|
|
Atlantica North America LLC
|
ASHUSA Inc.
|
USA
|
100
|
NRS
|
ASUSHI Inc.
|
USA
|
100
|
NRS
|
|
Atlantica DCR LLC
|
USA
|
100
|
NRS
|
|
ASO Holdings Company LLC (class A)
|
USA
|
100
|
NRS
|
ASI Operations LLC
|
USA
|
100
|
Immaterial subsidiary
|
|
Overnight Solar LLC
|
USA
|
100
|
Immaterial subsidiary
|
|
ASHUSA Inc.
|
NewCo (class A)
|
USA
|
100
|
NRS
|
ASUSHI Inc.
|
NewCo (class A)
|
USA
|
100
|
NRS
|
NewCo
|
Mojave Solar Holdings LLC
|
USA
|
100
|
NRS
|
ASO Holdings Company LLC (class B)
|
USA
|
100
|
NRS
|
|
Atlantica Investments Limited
|
Atlantica South Africa Pty Limited
|
South Africa
|
100
|
NRS
|
Arroyo Energy Netherlands II B.V.
|
The Netherlands
|
30
|
NRS
|
|
Fondo de Inversión Weg-4
|
Chile
|
35
|
NRS
|
|
Calgary District Heating Inc
|
Canada
|
100
|
NRS
|
|
Atlantica South Africa Pty Limited
|
Kaxu Solar One Pty Limited
|
South Africa
|
5113
|
NRS
|
Kaxu Solar One Pty Limited
|
Pectonex, R.F. Pty Limited
|
South Africa
|
50
|
NRS
|
Fondo de Inversión Weg-4
|
Weg4 Energía SpA
|
Chile
|
100
|
NRS
|
Weg4 Energía SpA
|
San Pedro III SpA
|
Chile
|
100
|
NRS
|
AYES International UK Limited
|
AYES Canada Inc
|
Canada
|
100
|
NRS
|
Atlantica Newco Ltd
|
NewCo (class B)
|
USA
|
100
|
NRS
|
ACT Energy Mexico, S. de R.L. de C.V.
|
Mexico
|
99.99
|
NRS
|
ACT Holding, S.A. de C.V.
|
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
Mexico
|
99.99
|
Immaterial subsidiary
|
CKA1 Holding, S. de R.L. de C.V.
|
Mexico
|
0.01
|
NRS
|
|
CKA1 Holding, S. de R.L. de C.V.
|
Ca Ku A1 Servicios Compresión de Gas S.A.P.I.
|
Mexico
|
5
|
NRS
|
Atlantica Peru S.A.
|
ATN S.A.
|
Peru
|
99.99
|
NRS
|
Atlantica Transmision Sur S.A.
|
Peru
|
2514
|
NRS
|
|
Coropuna Transmisión S.A.
|
Peru
|
99.9915
|
NRS
|
|
ATN 4 S.A.
|
Peru
|
99.9916
|
NRS
|
|
ATN S.A.
|
Atlantica Transmision Sur S.A.
|
Peru
|
75
|
NRS
|
ATN 2, S.A.
|
Peru
|
25
|
NRS
|
|
Hidrocañete S.A.
|
Peru
|
99.9917
|
NRS
|
|
Atlantica Infraestructura Sostenibles, S.L.U.
|
ACT Holding, S.A. de C.V.
|
Mexico
|
0.01
|
Guarantor
|
Transmisora Mejillones S.A.
|
Chile
|
99.99
|
NRS
|
|
Transmisora Baquedano S.A.
|
Chile
|
99.99
|
NRS
|
|
Palmucho S.A.
|
Chile
|
99.99
|
NRS
|
|
Palmatir S.A.
|
Uruguay
|
100
|
NRS
|
|
Banitod S.A.
|
Uruguay
|
100
|
NRS
|
|
Atlantica Uruguay S.A.
|
Uruguay
|
100
|
NRS
|
|
Nesyla S.A.
|
Uruguay
|
100
|
NRS
|
|
ABY Infraestructuras, S.L.
|
Spain
|
20
|
Immaterial subsidiary
|
|
Sanlúcar Solar, S.A.U.
|
Spain
|
100
|
NRS
|
|
Solar Processes, S.A.U.
|
Spain
|
100
|
NRS
|
|
Geida Skikda, S.L.
|
Spain
|
67
|
NRS
|
|
Geida Tlemcen, S.L.
|
Spain
|
50
|
NRS
|
|
Solnova Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
|
Carpio Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
Écija Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
|
Hypesol Energy Holding, S.A.U.
|
Spain
|
100
|
NRS
|
|
Logrosán Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
|
Fotovoltaica Solar Sevilla, S.A.
|
Spain
|
8018
|
NRS
|
|
Atlantica España, S.L.U.
|
Spain
|
100
|
Immaterial subsidiary
|
|
Atlantica Chile spa
|
Chile
|
100
|
Immaterial subsidiary
|
|
SJ Renovables Wind 1 SAS ESP
|
Colombia
|
50
|
NRS
|
|
SJ Renovables Sun 1 SAS ESP
|
Colombia
|
50
|
NRS
|
|
PA Renovables Sol 1 SAS ESP
|
Colombia
|
50
|
NRS
|
|
AC Renovables Sol 1 SAS ESP
|
Colombia
|
50
|
NRS
|
|
Geida Skikda, S.L.
|
Aguas de Skikda, S.A.P.
|
Algeria
|
51
|
NRS
|
Geida Tlemcen, S.L.
|
Myah Bahr Honaine, S.A.P.
|
Algeria
|
51
|
NRS
|
Solnova Solar Inversiones, S.A.U.
|
Solnova Electricidad Uno, S.A.
|
Spain
|
100
|
NRS
|
Solnova Electricidad Tres, S.A.
|
Spain
|
100
|
NRS
|
|
Solnova Electricidad Cuatro, S.A.
|
Spain
|
100
|
NRS
|
|
Carpio Solar Inversiones, S.A.U.
|
Solacor Electricidad Uno, S.A.
|
Spain
|
87
|
NRS
|
Solacor Electricidad Dos, S.A.
|
Spain
|
87
|
NRS
|
|
Écija Solar Inversiones, S.A.U.
|
Helioenergy Electricidad Uno, S.A.
|
Spain
|
100
|
NRS
|
Helioenergy Electricidad Dos, S.A.
|
Spain
|
100
|
NRS
|
|
Helioenergy Electricidad Uno, S.A.
|
Evacuación Villanueva del Rey, S.L.
|
Spain
|
20.01
|
NRS
|
Helioenergy Electricidad Dos, S.A.
|
Evacuación Villanueva del Rey, S.L.
|
Spain
|
20.01
|
NRS
|
Hypesol Energy Holding, S.A.U.
|
Hypesol Solar Inversiones, S.A.U.
|
Spain
|
100
|
NRS
|
Helios I Hyperion Energy Investments, S.A.
|
Spain
|
100
|
NRS
|
|
Helios II Hyperion Energy Investments, S.A.
|
Spain
|
100
|
NRS
|
|
Logrosán Solar Inversiones, S.A.U.
|
Solaben Electricidad Dos, S.A.
|
Spain
|
70
|
NRS
|
Solaben Electricidad Tres, S.A.
|
Spain
|
70
|
NRS
|
|
Logrosán Solar Inversiones Dos, S.L.
|
Spain
|
100
|
NRS
|
|
Logrosán Solar Inversiones Dos, S.L.
|
Solaben Luxembourg S.A.
|
Luxembourg
|
100
|
NRS
|
Logrosan Equity Investment S.a.r.l.
|
Luxembourg
|
100
|
NRS
|
|
Logrosan Equity Investment S.a.r.l.
|
Extremadura Equity Investment S.a.r.l.
|
Luxembourg
|
100
|
NRS
|
Extremadura Equity Investment S.a.r.l.
|
Solaben Electricidad Uno, S.A.
|
Spain
|
100
|
NRS
|
Solaben Electricidad Seis, S.A.
|
Spain
|
100
|
NRS
|
|
Solaben Electricidad Uno, S.A.
|
Evacuación Valdecaballeros, S.L.
|
Spain
|
14.29
|
NRS
|
Solaben Electricidad Dos, S.A.
|
Evacuación Valdecaballeros, S.L.
|
Spain
|
14.29
|
NRS
|
Solaben Electricidad Tres, S.A.
|
Evacuación Valdecaballeros, S.L.
|
Spain
|
14.29
|
NRS
|
Solaben Electricidad Seis, S.A.
|
Evacuación Valdecaballeros, S.L.
|
Spain
|
14.29
|
NRS
|
Banitod S.A.
|
Cadonal S.A.
|
Uruguay
|
100
|
NRS
|
Atlantica Uruguay S.A.
|
Estrellada S.A.
|
Uruguay
|
100
|
NRS"
|
Very truly yours,
|
||
EXECUTED by ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC
|
||
by:
|
||
By:
|
/s/ Santiago Seage | |
Name: Santiago Seage
|
||
Title: Director and Chief Executive Officer
|
||
By:
|
/s/ Irene M. Hernandez | |
Name: Irene M. Hernandez
|
||
Title: Company Secretary
|
||
EXECUTED by ATLANTICA NORTH AMERICA LLC
|
||
by:
|
||
By:
|
/s/ Emiliano Garcia Sanz | |
Name: Emiliano Garcia Sanz
|
||
Title: President
|
||
EXECUTED by ATLANTICA NEWCO LIMITED
|
||
by:
|
||
By:
|
/s/ Francisco Martinez-Davis | |
Name: Francisco Martinez-Davis
|
||
Title: Director
|
By:
|
/s/ Kate Russell | |
Name:
|
Kate Russell | |
Title:
|
Authorised Signatory
|
Subsidiary
|
Jurisdiction of Incorporation or
Organization
|
|
ACT Energy México, S. de R.L. de C.V.
|
Mexico
|
|
ACT Holdings, S.A. de C.V.
|
Mexico
|
|
AC Renovables Sol 1 S.A.S. E.S
|
-
|
|
Agrisun, Srl.
|
Italy
|
|
Aguas de Skikda S.P.A.
|
Algeria
|
|
Arizona Solar One, LLC.
|
United States
|
|
ASHUSA Inc.
|
United States
|
|
ASI Operations LLC
|
United States
|
|
ASO Holdings Company, LLC.
|
United States
|
|
ASUSHI, Inc.
|
United States
|
|
Atlantica Chile SpA
|
Chile
|
|
Atlantica Colombia S.A.S. E.S.P.
|
Colombia
|
|
Atlantica DCR, LLC
|
United States
|
|
Atlantica Corporate Resources, S.L
|
Spain
|
|
Atlantica Energia Sostenibile Italia, Srl.
|
Italy
|
|
Atlantica Holdings USA LLC
|
United States
|
|
Atlantica Infraestructura Sostenible, S.L.U
|
Spain
|
|
Atlantica Investment Ltd.
|
United Kingdom
|
|
Atlantica Newco Limited
|
United Kingdom
|
|
Atlantica North America, LLC
|
United States
|
|
Atlantica Perú, S.A.
|
Peru
|
|
Atlantica Transmisión Sur, S.A.
|
Peru
|
|
Atlantica Sustainable Infrastructure Jersey, Ltd
|
United Kingdom
|
|
Atlantica South Africa (Pty) Ltd
|
South Africa
|
|
Atlantica España O&M S.L.
|
Spain
|
|
Atlantica Yield Energy Solutions Canada Inc.
|
Canada
|
|
ATN, S.A S.A.
|
Peru
|
|
ATN 4, S.A
|
Peru
|
|
ATN 2, S.A.
|
Peru
|
|
AYES International UK Ltd
|
United Kingdom
|
|
AY Holding Uruguay, S.A.
|
Uruguay
|
|
Banitod, S.A.
|
Uruguay
|
|
Befesa Agua Tenes
|
Spain
|
|
BPC US Wind Corporation, Inc.
|
United States
|
|
Cadonal, S.A.
|
Uruguay
|
|
Calgary District Heating, Inc
|
Canada
|
|
Carpio Solar Inversiones, S.A.
|
Spain
|
|
CGP Holding Finance, LLC
|
United States
|
|
Chile PV I
|
Chile
|
|
Coropuna Transmisión, S.A
|
Peru
|
|
CKA1 Holding S. de R.L. de C.V.
|
Mexico
|
|
Ecija Solar Inversiones, S.A.
|
Spain
|
|
Estrellada, S.A.
|
Uruguay
|
|
Extremadura Equity Investments Sárl.
|
Luxembourg
|
|
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.A.
|
Spain
|
|
Helios II Hyperion Energy Investments, S.A.
|
Spain
|
|
Hidrocañete S.A.
|
Peru
|
|
Hypesol Energy Holding, S.L.
|
Spain
|
|
Hypesol Solar Inversiones, S.A
|
Spain
|
|
Kaxu Solar One (Pty) Ltd.
|
South Africa
|
Logrosán Equity Investments Sárl.
|
Luxembourg
|
|
Logrosán Solar Inversiones, S.A.
|
Spain
|
|
Logrosán Solar Inversiones Dos, S.L.
|
Spain
|
|
Mojave Solar Holdings, LLC.
|
United States
|
|
Mojave Solar LLC.
|
United States
|
|
Montesejo Piano, Srl.
|
Italy
|
|
Nesyla, S.A
|
Uruguay
|
|
Overnight Solar LLC
|
United States
|
|
Palmatir S.A.
|
Uruguay
|
|
Palmucho, S.A.
|
Chile
|
|
PA Renovables Sol 1 S.A.S. E.S
|
-
|
|
Parque Fotovoltaico La Tolua S.A.S
|
Colombia
|
|
Parque Solar Tierra Linda, S.A.S
|
Colombia
|
|
Parque Fotovoltaico La Sierpe S.A.S
|
Colombia
|
|
Re Sole, Srl.
|
Italy
|
|
Rioglass Solar Holding, S.A.
|
Spain
|
|
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
Mexico
|
|
Sanlucar Solar, S.A.
|
Spain
|
|
Solaben Electricidad Uno S.A.
|
Spain
|
|
SJ Renovables Sun 1 S.A.S. E.S
|
-
|
|
SJ Renovables Wind 1 S.A.S. E.
|
-
|
|
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
|
|
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
|
|
Tenes Lilmiyah, S.P.A
|
Algeria
|
|
Transmisora Mejillones, S.A.
|
Chile
|
|
Transmisora Baquedano, S.A.
|
Chile
|
|
Transmisora Melipeu |
Chile |
|
VO Renovables SOL 1 S.A.S. E.S.P.
|
-
|
|
White Rock Insurance (Europe) PCC Limited
|
Malta
|
1.
|
I have reviewed this annual report on Form 20-F (the “Annual Report”) of the Company;
|
2.
|
Based on my knowledge, this Annual Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of
the circumstances under which such statements were made, not misleading with respect to the period covered by this Annual Report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this Annual Report, fairly present in all material respects the financial condition, results
of operations and cash flows of the Company as of, and for, the periods presented in this Annual Report;
|
4.
|
The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to
the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Annual Report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this Annual Report our conclusions about the effectiveness of the disclosure controls
and procedures, as of the end of the period covered by this Annual Report based on such evaluation; and
|
5.
|
The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit
committee of Company’s board of directors (or persons performing the equivalent function):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the
Company’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.
|
|
/s/ Santiago Seage
|
|
Santiago Seage
|
|
Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 20-F (the “Annual Report”) of the Company;
|
2.
|
Based on my knowledge, this Annual Report does not contain any untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Annual Report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this Annual Report, fairly present in all material
respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this Annual Report;
|
4.
|
The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Annual Report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this Annual Report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the period covered by this Annual Report based on such evaluation; and
|
(d)
|
Disclosed in this Annual Report any change in the Company’s internal control over financial reporting that occurred during the period covered
by this Annual Report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and
|
5.
|
The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting,
to the Company’s auditors and the audit committee of Company’s board of directors (or persons performing the equivalent function):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are
reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control
over financial reporting.
|
|
/s/ Francisco Martinez-Davis
|
|
Francisco Martinez-Davis
|
|
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 Sustainable Infrastructure plc.
|
By:
|
/s/ Santiago Seage
|
|
Santiago Seage
|
|
|
Chief Executive Officer
|
|
By:
|
/s/ Francisco Martinez-Davis
|
|
Francisco Martinez-Davis
|
|
|
Chief Financial Officer
|