Item 2 | Management’s Discussion and Analysis of Financial Condition and Results of Operations |
The following discussion and analysis should be read together with, and is qualified in its entirety by reference to, our Consolidated Condensed Interim Financial Statements and our Annual Consolidated Financial Statements prepared in accordance with IFRS as issued by the IASB and other disclosures including the disclosures under “Part II, Item 1.A.—Risk Factors” of this quarterly report and “Part I, Item 3.D.—Risk Factors” in our Annual Report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs, which are based on assumptions we believe to be reasonable. Our actual results could differ materially from those discussed in such forward-looking statements. The results shown here are not necessarily indicative of the results expected in any future period. Please see our Annual Report for additional discussion of various factors affecting our results of operations.
Overview
We are a sustainable infrastructure company with a majority of our business in renewable energy assets. Our purpose is to support the transition towards a more sustainable world by investing in and managing sustainable infrastructure, while creating long-term value for our investors and the rest of our stakeholders. In 2022, our renewable sector represented 75% of our revenue, with solar energy representing 64%. We complement our renewable assets portfolio with storage, efficient natural gas and transmission infrastructure assets, as enablers of the transition towards a clean energy mix. We also hold water assets, a relevant sector for sustainable development.
As of the date of this quarterly report, we own or have an interest in a portfolio of assets and new projects under development, diversified both in terms of business sector and geographic footprint. Our portfolio consists of 44 assets with 2,161 MW of aggregate renewable energy installed generation capacity (of which approximately 73% is solar), 343 MW of efficient natural gas-fired power generation capacity, 55 MWt of district heating capacity, 1,229 miles of electric transmission lines and 17.5 M ft3 per day of water desalination.
We currently own and manage operating facilities and projects under development in North America (United States, Canada and Mexico), South America (Peru, Chile, Colombia and Uruguay) and EMEA (Spain, Italy, Algeria and South Africa). Our assets generally have contracted or regulated revenue. As of June 30, 2023, our assets had a weighted average remaining contract life of approximately 13 years1.
We intend to grow our business through the development and construction of our project pipeline including expansion and repowering opportunities, as well as greenfield developments, third-party acquisitions and the optimization of the existing portfolio. We currently have a pipeline of assets under development of approximately 2.0 GW of renewable energy and 5.9 GWh of storage. Approximately 42% of the projects are PV, 43% storage, 14% wind and 1% other projects, while 15% of the projects are expected to reach ready to build (“RTB”) in 2023 or 2024, 25% are in an advanced development stage and 60% are in early stage. Also, 24% correspond to expansion or repowering opportunities of existing assets and 76% to greenfield developments.
Our objective is to pay a consistent and growing cash dividend to shareholders that is sustainable on a long-term basis. We expect to distribute a significant percentage of our cash available for distribution as cash dividends and we will seek to increase such cash dividends over time through organic growth, investments in new assets and acquisitions.
Recent Investments
| • | In January 2022, we closed the acquisition of Chile TL 4, a 63-mile transmission line and two substations in Chile for a total equity investment of $38.4 million. We expect to expand the transmission line in 2024, which would represent an additional investment of approximately $8 million. The asset has fully contracted revenues in U.S. dollars, with annual inflation adjustments and a 50-year remaining contract life. The off-takers are several mini-hydro plants that receive contracted or regulated payments. |
1 Calculated as weighted average years remaining as of June 30, 2023 based on CAFD estimates for the 2023-2026 period.
| • | In April 2022, we closed the acquisition of Italy PV 4, a 3.6 MW solar portfolio in Italy for a total equity investment of $3.7 million. The asset has regulated revenues under a feed in tariff until 2031. |
| • | In September 2022, we closed the acquisition of Chile PV 3, a 73 MW solar PV plant through our renewable energy platform in Chile. The equity investment corresponding to our 35% equity interest was $7.7 million, and we expect to install batteries with a capacity of approximately 100 MWh in 2023-2024. Total investment including batteries is expected to be in the range of $15 million to $25 million depending on the capital structure. Part of the asset’s revenue is currently based on capacity payments. Adding storage would increase the portion of capacity payments. |
Assets Under Construction
We currently have the following assets under construction or ready to start construction in the short-term:
Asset | Type | Location | Capacity (gross)1 | Expected COD | Expected Investment3 ($ million) | Off-taker |
Coso Batteries 1 | Battery Storage | California, US | 100 MWh | 2024 | 40-50 | N.A. |
Chile PMGD2 | Solar PV | Chile | 80 MW | 2023 – 2024 | 30 | Regulated |
ATN Expansion 3 | Transmission Line | Peru | 2.4mi 220kV | 2024 | 12 | Conelsur5 |
ATS Expansion 1 | Transmission Line | Peru | n.a. (substation) | 2025 | 30 | Peru |
Honda 14 | Solar PV | Colombia | 10 MW | 2023 | 5.5
| Enel Colombia |
Honda 24 | Solar PV | Colombia | 10 MW | 2023 | 5.5 | Enel Colombia |
Solana C&I PV | Solar PV (behind the meter) | Arizona, US | 1.6 MW | 2023 | 3 | Solana |
Notes:
(1) | Includes nominal capacity on a 100% basis, not considering Atlantica’s ownership. |
(2) | Atlantica owns 49% of the shares, with joint control, in Chile PMGD. Atlantica’s economic rights are expected to be approximately 70%. |
(3) | Corresponds to the expected investment by Atlantica. |
(4) | Atlantica owns 50% of the shares in Honda 1 and Honda 2. |
(5) | The contract is in the process of being transferred to Conelsur. |
| • | In September 2022, we agreed our first investment in a standalone battery storage project of 100 MWh (4 hours) capacity located inside Coso, our geothermal asset in California. Our investment is expected to be in the range of $40 million to $50 million. This project is at an advanced stage and we are preparing to start construction and we are currently negotiating the procurement of the batteries. COD is expected in 2024. |
| • | In November 2022, we closed the acquisition of a 49% interest, with joint control, in an 80 MW portfolio of solar PV projects in Chile which is currently under construction (Chile PMGD). Our economic rights are expected to be approximately 70%. Total investment in equity and preferred equity is expected to be approximately $30 million and COD is expected to be progressive in 2023 and 2024. Revenue for these assets is regulated under the Small Distributed Generation Means Regulation Regime (“PMGD”) for projects with a capacity equal or lower than 9 MW which allows to sell electricity at a stabilized price. |
| • | In July 2022 we closed a 12-year transmission service agreement denominated in U.S. dollars that will allow us to build a substation and a 2.4-mile transmission line connected to our ATN transmission line serving a new mine in Peru (ATN Expansion 3). The substation is expected to enter in operation in 2024 and the investment is expected to be approximately $12 million. |
| • | In July 2023, as part of the New Transmission Plan Update in Peru, the Ministry of Energy and Mines published the Ministerial Resolution that enables to start construction of our ATS Expansion 1 project, consisting in the reinforcement of two existing substation with new equipment. The expansion will be part of our existing concession contract, a 30-year contract with a fixed-price tariff base denominated in U.S. dollars adjusted annually in accordance with the U.S. Finished Goods Less Foods and Energy Index as published by the U.S. Department of Labor. Given that the concession ends in 2044, we will be compensated with a one-time payment for the remaining nine years of concession. The expansion is expected to enter in operation in 2025 and the investment is expected to be approximately $30 million. |
| • | In May 2022, we agreed to develop and construct Honda 1 and 2, two PV assets in Colombia with a combined capacity of 20 MW. Each plant has a 6-year PPA with Enel Colombia commencing at COD, which is expected in the fourth quarter of 2023. Our investment is expected to be $5.5 million for each plant. |
In addition, the three assets that we had under construction during 2022 entered into operation in the first quarter of 2023:
| • | Albisu, the 10 MW PV asset wholly owned by us reached COD in January 2023. Albisu is located in Uruguay and has a 15-year PPA with Montevideo Refrescos, S.R.L., a subsidiary of Coca-Cola Femsa, S.A.B. de C.V. The PPA is denominated in local currency with a maximum and minimum price in U.S. dollars and is adjusted monthly based on a formula referring to the U.S. Producer Price Index (PPI), Uruguay’s Consumer Price Index (CPI) and the applicable UYU/U.S. dollar exchange rate. |
| • | La Tolua and Tierra Linda are two solar PV assets in Colombia with a combined capacity of 30 MW which reached COD in the first quarter of 2023. Each plant has a 10-year PPA (commencing on COD) in local currency with Coenersa, the largest independent electricity wholesaler in Colombia. |
Recent Developments
• | Operation and Maintenance. In March 2023, we completed the process of transitioning the O&M services for the assets in Spain through the acquisition of the business of an Abengoa subsidiary which was still providing those services to some of our assets. After this transfer, we perform the O&M services with our own personnel for assets representing approximately 72% of our consolidated revenue for the year ended December 31, 2022 and the number of our employees increased to approximately 1,350. Abengoa currently provides O&M services for assets representing less than 5% of our consolidated revenue for the year ended December 31, 2022. |
In addition, in July 2023 we internalized the O&M services for ATN, which were previously performed by Omega Peru Operacion y Mantenimiento S.A (“Omega Peru”). Additionally, the O&M contract for ATS with Omega Peru, which could be terminated every five years was modified and can now be terminated every three years (or every two years under certain circumstances) and the contract for ATN2, which was a long-term contract until 2027, was also modified and can now also be terminated every three years (or every two years under certain circumstances).
• | Strategic review. On February 21, 2023, Atlantica’s board of directors commenced a process to explore and evaluate potential strategic alternatives that may be available to Atlantica to maximize shareholder value. The Company believes it has attractive growth and other opportunities in front of it and is committed to ensuring it is best positioned to take advantage of those opportunities. The decision has the support of the Company’s largest shareholder, Algonquin. Atlantica expects to continue executing on its existing plans while the review of strategic alternatives is ongoing, including its current growth plan. There is no assurance that any specific transaction will be consummated or other strategic change will be implemented as a result of this strategic review. See “Cautionary Statements Regarding Forward-Looking Statements” and “Part I, Item 3.D.—Risk Factors” in our Annual Report. |
• | Regulation in Spain. On December 28, 2022 the proposed parameters for the year 2023 were published in draft form and on June 30, 2023, the final parameters were published, including a revised assumption for electricity prices for the years 2023, 2024 and 2025, resulting in a higher Remuneration on Investment than that included in the draft published in December 2022. The parameters are as follows: |
| Useful Life | | Remuneration on Investment 2023 (euros/MW) | | | Remuneration on Operation 2023 (euros/GWh) | | | Adjustment Rate | | | Maximum Hours | | | Minimum Hours | | | Operating Threshold | |
Solaben 2 | 25 years | | | 378,506 | | | | 0 | | | | 0.9854 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Solaben 3 | 25 years | | | 378,506 | | | | 0 | | | | 0.9854 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Solacor 1 | 25 years | | | 378,506 | | | | 0 | | | | 0.9854 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Solacor 2 | 25 years | | | 378,506 | | | | 0 | | | | 0.9854 | | | | 2,004 | | | | 1,202 | | | | 701 | |
PS 10 | 25 years | | | 533,115 | | | | 0 | | | | 0.9948 | | | | 1,837 | | | | 1,102 | | | | 643 | |
PS 20 | 25 years | | | 393,001 | | | | 0 | | | | 0.9942 | | | | 1,837 | | | | 1,102 | | | | 643 | |
Helioenergy 1 | 25 years | | | 372,549 | | | | 0 | | | | 0.9845 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Helioenergy 2 | 25 years | | | 372,549 | | | | 0 | | | | 0.9845 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Helios 1 | 25 years | | | 387,136 | | | | 0 | | | | 0.9857 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Helios 2 | 25 years | | | 387,136 | | | | 0 | | | | 0.9857 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Solnova 1 | 25 years | | | 392,031 | | | | 0 | | | | 0.9849 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Solnova 3 | 25 years | | | 392,031 | | | | 0 | | | | 0.9849 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Solnova 4 | 25 years | | | 392,031 | | | | 0 | | | | 0.9849 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Solaben 1 | 25 years | | | 384,318 | | | | 0 | | | | 0.9860 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Solaben 6 | 25 years | | | 384,318 | | | | 0 | | | | 0.9860 | | | | 2,004 | | | | 1,202 | | | | 701 | |
Seville PV | 30 years | | | 677,855 | | | | 0 | | | | 0.9809 | | | | 2,030 | | | | 1,218 | | | | 711 | |
• | In June 2023 we executed an EPC heat exchanger performance bond at Kaxu for approximately $11 million, as we believe that the conditions were met. The EPC supplier has informed us that they intend to start an arbitration process. The cash received in connection with such bond has been recorded as a deferred income and is expected to be used for improvements at the asset. |
• | Our partner in Monterrey has initiated a process to sell its 70% stake in the asset and we may sell our 30% interest as well. |
• | Dividend. On July 31, 2023, our board of directors approved a dividend of $0.445 per share. The dividend is expected to be paid on September 15, 2023, to shareholders of record as of August 31, 2023. |
Potential Implications of Abengoa Developments
Prior to the transfer of the O&M services from Abengoa to us previously mentioned, Abengoa. S.A. and its subsidiary in Spain performing the O&M services at some of our plants, filed for insolvency proceedings. There may be unanticipated consequences of such insolvency filings and potential liquidation process. See “Part I, Item 3.D.—Risk Factors—Risks Related to Our Relationship with Algonquin and Abengoa” in our Annual Report.
Factors Affecting the Comparability of Our Results of Operations
Investments
The results of operations of Italy PV 4 and Chile PV 3 have been fully consolidated since April 2022 and September 2022, respectively and the results of Albisu, Tierra Linda and La Tolua have been fully consolidated since these assets entered into operation in the first quarter of 2023. These investments represented additional revenue of $5.6 million and additional Adjusted EBITDA of $4.5 million for the six-month period ended June 30, 2023.
Impairment
IFRS 9 requires impairment provisions to be based on expected credit losses on financial assets rather than on actual credit losses. For the first half of 2023 and 2022 we recorded an increase in the expected credit loss impairment provision of $0.9 million and $12.9 million, respectively, each of which is reflected in the line item “Depreciation, amortization, and impairment charges” and was primarily related to ACT.
Electricity market prices
In addition to regulated revenue, our solar assets in Spain receive revenue from the sale of electricity at market prices. The average electricity market price captured by our assets was approximately €64 per MWh in the first half of 2023 compared to approximately €169 per MWh in the first half of 2022. Revenue from the sale of electricity at current market prices represented $36.4 million in the first half of 2023, compared to $84.7 million in the first half of 2022. Regulated revenues are revised periodically to reflect, among other things, the difference between expected and actual market prices if the difference is higher than a pre-defined threshold and as a result we record a provision. We decreased our provision by $5.6 million in the first half of 2023, with no cash impact on the current period, compared to an increase of $17.7 million in the first half of 2022.
On May 12, 2022, remuneration parameters in Spain for the year 2022 were published and became final on December 14, 2022, with a decrease in regulated revenue. In addition, on December 28, 2022 the proposed parameters for the year 2023 were published in draft form and on June 30, 2023, the final parameters were published, including a revised assumption for electricity prices for the years 2023, 2024 and 2025, resulting in a higher Remuneration on Investment with respect to that included in the draft published in December 2022. Revenue from the sale of electricity at market prices net of the incremental market price provision was $42.0 million for the six-month period ended June 30, 2023, compared to $67.0 million for the six-month period ended June 30, 2022.
In 2022 we collected revenue from our assets in line with the parameters corresponding to the regulation in place at the beginning of the year 2022, as the new parameters became final on December 14, 2022, while revenue for the year ended December 31, 2022, was recorded in accordance with the new parameters. Collections were regularized in the first quarter of 2023.
Exchange rates
We refer to “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Significant Trends Affecting Results of Operations—Exchange Rates” below.
Significant Trends Affecting Results of Operations
Investments
If the acquisitions recently closed and new assets recently built perform as expected, we expect these assets to positively impact our results of operations in 2023 and upcoming years.
Solar, wind and geothermal resources
The availability of solar, wind and geothermal resources affects the financial performance of our renewable assets, which may impact our overall financial performance. Due to the variable nature of solar, wind and geothermal resources, we cannot predict future availabilities or potential variances from expected performance levels from quarter to quarter. Based on the extent to which the solar, wind and geothermal resources are not available at expected levels, this could have a negative impact on our results of operations.
Capital markets conditions
The capital markets in general are subject to volatility that is unrelated to the operating performance of companies. Our growth strategy depends on our ability to close investments and acquisitions, which often requires access to debt and equity financing to complete these acquisitions. Volatility in capital markets may affect our ability to access this capital through debt or equity financings.
Exchange rates
Our presentation currency and the functional currency of most of our subsidiaries is the U.S. dollar, as most of their revenue and expenses are denominated or linked to U.S. dollars. All our companies located in North America, with the exception of Calgary, with revenue in Canadian dollars, and most of our companies in South America have their revenue and financing contracts signed in or indexed totally or partially to U.S. dollars. Our solar power plants in Europe have their revenue and expenses denominated in euros, Kaxu, our solar plant in South Africa, has its revenue and expenses denominated in South African rand, La Sierpe, La Tolua and Tierra Linda our solar plants in Colombia have their revenue and expenses denominated in Colombian pesos and Albisu, our solar plant in Uruguay, has its revenue denominated in Uruguayan pesos, with a maximum and a minimum price in U.S. dollars.
Project financing is typically denominated in the same currency as that of the contracted revenue agreement, which limits our exposure to foreign exchange risk. In addition, we maintain part of our corporate general and administrative expenses and part of our corporate debt in euros which creates a natural hedge for the distributions we receive from our assets in Europe. To further mitigate this exposure, our strategy is to hedge cash distributions from our assets in Europe. We hedge the exchange rate for the net distributions in euros (after deducting interest payments and general and administrative expenses in euros). Through currency options, we have hedged 100% of our euro-denominated net exposure for the next 12 months and 75% of our euro-denominated net exposure for the following 12 months. We expect to continue with this hedging strategy on a rolling basis.
Although we hedge cash-flows in euros, fluctuations in the value of the euro in relation to the U.S. dollar may affect our operating results. For example, revenue in euro-denominated companies could decrease when translated to U.S. dollars at the average foreign exchange rate solely due to a decrease in the average foreign exchange rate, in spite of revenue in the original currency being stable. Fluctuations in the value of South African rand and Colombian peso with respect to the U.S. dollar may also affect our operating results.
In our discussion of operating results, we have included foreign exchange impacts in our revenue by providing constant currency revenue growth. The constant currency presentation is not a measure recognized under IFRS and excludes the impact of fluctuations in foreign currency exchange rates. We believe providing constant currency information provides valuable supplemental information regarding our results of operations. We calculate constant currency amounts by converting our current period local currency revenue using the prior period foreign currency average exchange rates and comparing these adjusted amounts to our prior period reported results. This calculation may differ from similarly titled measures used by others and, accordingly, the constant currency presentation is not meant to substitute recorded amounts presented in conformity with IFRS as issued by the IASB, nor should such amounts be considered in isolation.
Impacts associated with fluctuations in foreign currency are discussed in more detail under “Item 3—Quantitative and Qualitative Disclosure about Market Risk—Foreign exchange risk”.
Interest rates
We incur significant indebtedness at the corporate and asset level. The interest rate risk arises mainly from indebtedness at variable interest rates. To mitigate interest rate risk, we primarily use long-term interest rate swaps and interest rate options which, in exchange for a fee, offer protection against a rise in interest rates. As of June 30, 2023, approximately 92% of our project debt and close to 96% of our corporate debt either has fixed interest rates or has been hedged with swaps or caps. Nevertheless, our results of operations can be affected by changes in interest rates with respect to the unhedged portion of our indebtedness that bears interest at floating rates, which typically bear a spread over EURIBOR, LIBOR, SOFR or over the alternative rates replacing these.
Electricity market prices
As previously discussed, our solar assets in Spain receive revenue from the sale of electricity at market prices in addition to regulated revenue. Regulated revenues are revised periodically to reflect the difference between expected and actual market prices if the difference is higher than a pre-defined threshold. Additionally, our assets in Italy have contracted revenues through a regulated feed-in premium in addition to merchant revenues for the energy sold to the wholesale market.
Furthermore, we currently have three assets with merchant revenues (Chile PV 1 and Chile PV 3, where we have a 35% ownership, and Lone Star II, where we have a 49% ownership) and one asset with partially contracted revenues (Chile PV 2, where we have a 35% ownership). Our exposure to merchant electricity prices represents less than 2% of our portfolio2 in terms of Adjusted EBITDA. In Lone Star II we are analyzing, together with our partner, the option to repower the asset in the context of the IRA, at a point in time to be determined.
2 Calculated as a percentage of our Adjusted EBITDA in 2022.
Key Financial Measures
We regularly review a number of financial measurements and operating metrics to evaluate our performance, measure our growth and make strategic decisions. In addition to traditional IFRS performance measures, such as total revenue, we also consider Adjusted EBITDA.
Adjusted EBITDA is calculated as profit/(loss) for the period attributable to the parent company, after adding back loss/(profit) attributable to non-controlling interest, income tax expense, financial expense (net), depreciation, amortization and impairment charges of entities included in the Consolidated Condensed Interim Financial Statements and depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates (pro-rata of our equity ownership).
Our management believes Adjusted EBITDA is useful to investors and other users of our financial statements in evaluating our operating performance because it provides them with an additional tool to compare business performance across companies and across periods. EBITDA is widely used by investors to measure a company’s operating performance without regard to items such as interest expense, taxes, depreciation and amortization, which can vary substantially from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired. Adjusted EBITDA is widely used by other companies in our industry.
The non-GAAP financial measures including Adjusted EBITDA may not be comparable to other similarly titled measures of other companies and has limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our operating results as reported under IFRS as issued by the IASB. Non-GAAP financial measures and ratios are not measurements of our performance or liquidity under IFRS as issued by the IASB and should not be considered as alternatives to operating profit or profit for the period or any other performance measures derived in accordance with IFRS as issued by the IASB or any other generally accepted accounting principles or as alternatives to cash flow from operating, investing or financing activities. Adjusted EBITDA excludes the impact of cash costs of financing activities and taxes, and the effects of changes in operating working capital balances, and therefore are not necessarily indicative of operating profit or cash flow from operations as determined under IFRS GAAP.
Our revenue and Adjusted EBITDA by geography and business sector for the six-month period ended June 30, 2023 and 2022 are set forth in the following tables:
Revenue by geography
| | Six-month period ended June 30, | |
Revenue by geography | | 2023 | | | 2022 | |
| | $ in millions | | | % of revenue | | | $ in millions | | | % of revenue | |
North America | | $ | 202.2 | | | | 36.5 | % | | $ | 199.3 | | | | 35.9 | % |
South America | | | 91.5 | | | | 16.5 | % | | | 78.3 | | | | 14.1 | % |
EMEA | | | 260.9 | | | | 47.0 | % | | | 277.7 | | | | 50.0 | % |
Total revenue | | $ | 554.6 | | | | 100.0 | % | | $ | 555.3 | | | | 100.0 | % |
Revenue by business sector
| | Six-month period ended June 30, | |
Revenue by business sector | | 2023 | | | 2022 | |
| | $ in millions | | | % of revenue | | | $ in millions | | | % of revenue | |
Renewable energy | | $ | 411.2 | | | | 74.1 | % | | $ | 420.3 | | | | 75.7 | % |
Efficient natural gas & heat | | | 54.8 | | | | 9.9 | % | | | 53.4 | | | | 9.6 | % |
Transmission lines | | | 61.0 | | | | 11.0 | % | | | 54.9 | | | | 9.9 | % |
Water | | | 27.6 | | | | 5.0 | % | | | 26.7 | | | | 4.8 | % |
Total revenue | | $ | 554.6 | | | | 100.0 | % | | $ | 555.3 | | | | 100.0 | % |
Adjusted EBITDA by geography
| | Six-month period ended June 30, | |
Adjusted EBITDA by geography | | 2023 | | | 2022 | |
| | $ in millions | | | % of Adjusted EBITDA | | | $ in millions | | | % of Adjusted EBITDA | |
North America | | $ | 154.0 | | | | 38.1 | % | | $ | 161.2 | | | | 40.1 | % |
South America | | | 74.4 | | | | 18.4 | % | | | 58.8 | | | | 14.6 | % |
EMEA | | | 175.4 | | | | 43.4 | % | | | 182.3 | | | | 45.3 | % |
Total Adjusted EBITDA(1) | | $ | 403.8 | | | | 100.0 | % | | $ | 402.3 | | | | 100.0 | % |
Adjusted EBITDA by business sector
| | Six-month period ended June 30, | |
Adjusted EBITDA by business sector | | 2023 | | | 2022 | |
| | $ in millions | | | % of Adjusted EBITDA | | | $ in millions | | | % of Adjusted EBITDA | |
Renewable energy | | $ | 292.6 | | | | 72.5 | % | | $ | 296.8 | | | | 73.8 | % |
Efficient natural gas & heat | | | 44.0 | | | | 10.9 | % | | | 44.0 | | | | 10.9 | % |
Transmission lines | | | 49.2 | | | | 12.2 | % | | | 43.2 | | | | 10.7 | % |
Water | | | 18.0 | | | | 4.4 | % | | | 18.3 | | | | 4.6 | % |
Total Adjusted EBITDA(1) | | $ | 403.8 | | | | 100.0 | % | | $ | 402.3 | | | | 100.0 | % |
Note:
(1) | Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial Measures”. |
Reconciliation of profit for the period to Adjusted EBITDA
The following table sets forth a reconciliation of Adjusted EBITDA to our loss for the period attributable to the Company:
| | Six-month period ended June 30, | |
| | 2023 | | | 2022 | |
| | ($ in millions) | |
Profit for the period attributable to the Company | | $ | 24.7 | | | | 4.1 | |
Profit attributable to non-controlling interests | | | 6.1 | | | | 6.7 | |
Income tax | | | (2.2 | ) | | | 6.1 | |
Financial expense, net | | | 159.4 | | | | 155.8 | |
Depreciation, amortization and impairment charges | | | 207.1 | | | | 217.8 | |
Depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates (pro rata of our equity ownership) | | | 8.7 | | | | 11.9 | |
Adjusted EBITDA | | $ | 403.8 | | | | 402.3 | |
Reconciliation of net cash provided by operating activities to Adjusted EBITDA
The following table sets forth a reconciliation of Adjusted EBITDA to our net cash flow provided by operating activities:
| | Six-month period ended June 30, | |
| | 2023 | | | 2022 | |
| | ($ in millions) | |
Net cash flow provided by operating activities | | $ | 138.7 | | | $ | 264.1 | |
Net interest /taxes paid | | | 138.8 | | | | 129.3 | |
Variations in working capital | | | 106.3 | | | | 2.3 | |
Non-monetary items and other | | | 0.4 | | | | (23.6 | ) |
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) | | | 19.6 | | | | 30.2 | |
Adjusted EBITDA | | $ | 403.8 | | | $ | 402.3 | |
Operational Metrics
In addition to the factors described above, we closely monitor the following key drivers of our business sectors’ performance to plan for our needs, and to adjust our expectations, financial budgets and forecasts appropriately.
• | 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. |
Key Performance Indicators
| | Volume sold and availability levels As of and for the six-month period ended June 30, | |
Key performance indicator | | 2023 | | | 2022 | |
Renewable energy | | | | | | |
MW in operation(1) | | | 2,161 | | | | 2,048 | |
GWh produced(2) | | | 2,803 | | | | 2,647 | |
Efficient natural gas & heat | | | | | | | | |
MW in operation(3) | | | 398 | | | | 398 | |
GWh produced(4) | | | 1,230 | | | | 1,251 | |
Availability (%) | | | 97.0 | % | | | 100.1 | % |
Transmission lines | | | | | | | | |
Miles in operation | | | 1,229 | | | | 1,229 | |
Availability (%) | | | 100.0 | % | | | 99.9 | % |
Water | | | | | | | | |
Mft3 in operation(1) | | | 17.5 | | | | 17.5 | |
Availability (%) | | | 100.5 | % | | | 102.2 | % |
Notes:
(1) | Represents total installed capacity in assets owned or consolidated for the six-month period ended June 30, 2023 and 2022, respectively, 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 thermal capacity from Calgary District Heating. |
(4) | GWh produced includes 30% of the production from Monterrey. |
Production in the renewable business sector increased by 5.9% in the six-month period ended June 30, 2023, compared to the same period of the previous year. The increase was largely due to the increase in production in our solar assets in Spain, where solar radiation was higher in the period, and to the contribution from the assets recently consolidated or which have entered into operation recently, including Chile PV 3, La Tolua, Tierra Linda, Albisu and Italy PV 4, bringing approximately 106 GWh of additional electricity generation in the six-month period ended June 30, 2023.
In our solar assets in the U.S. production increased by 2.3% in the six-month period ended June 30, 2023 compared to the same period of the previous year in spite of lower solar radiation in the six-month period ended June 30, 2023 compared to the same period of the previous year. The increase was mainly due to greater availability of the storage system in Solana in the first half of 2023 compared to the first half of 2022, as well as higher availability of the solar field. On the other hand, production decreased by 13.2% in our wind assets in the U.S., due to lower wind resource in the first half of 2023 compared to the same period of 2022. Production also decreased at Coso mostly due to scheduled maintenance stops.
In Chile, solar radiation was in line with the same period of the previous year and production at our PV assets increased mainly as a result of lower curtailments. In our wind assets in Uruguay, wind resource and production were also in line with the same period of the previous year.
In Spain, production at our solar assets increased by 24.8% in the six-month period ended June 30, 2023 as a result of better solar radiation compared to the same period of the previous year. In Kaxu, production also increased mainly due to better solar radiation compared to the same period of the previous year.
In our efficient natural gas and heat segment availability decreased in the six-month period ended June 30, 2023 mostly due to the scheduled major overhaul performed in the turbines at ACT. Since this major maintenance was scheduled, it did not impact revenue.
Our Water assets and Transmission lines, for which revenue is based on availability, continued to achieve very high levels of availability in the first half of 2023.
Results of Operations
The table below illustrates our results of operations for the six-month period ended June 30, 2023 and 2022.
| | Six-month period ended June 30 | |
| | 2023 | | | 2022 | | | % Changes | |
| | ($ in millions) | | | | |
Revenue | | $ | 554.6 | | | | 555.3 | | | | (0.1 | )% |
Other operating income | | | 40.5 | | | | 36.0 | | | | 12.5 | % |
Employee benefit expenses | | | (49.5 | ) | | | (40.1 | ) | | | 23.4 | % |
Depreciation, amortization, and impairment charges | | | (207.1 | ) | | | (217.8 | ) | | | (4.9 | )% |
Other operating expenses | | | (161.3 | ) | | | (179.1 | ) | | | (9.9 | )% |
Operating profit | | $ | 177.2 | | | | 154.3 | | | | 14.8 | % |
| | | | | | | | | | | | |
Financial income | | | 10.6 | | | | 3.2 | | | | 591.2 | % |
Financial expense | | | (163.0 | ) | | | (164.2 | ) | | | 7.0 | % |
Net exchange differences | | | (0.1 | ) | | | 7.3 | | | | (101.4 | )% |
Other financial expense, net | | | (6.9 | ) | | | (2.1 | ) | | | 228.6 | % |
Financial expense, net | | $ | (159.4 | ) | | | (155.8 | ) | | | 2.3 | % |
| | | | | | | | | | | | |
Share of profit of associates carried under the equity method | | | 10.8 | | | | 18.3 | | | | (41.0 | )% |
Profit before income tax | | $ | 28.6 | | | | 16.8 | | | | 70.2 | % |
| | | | | | | | | | | | |
Income tax | | | 2.2 | | | | (6.1 | ) | | | (136.1 | )% |
Profit for the period | | $ | 30.8 | | | | 10.8 | | | | 185.2 | % |
Profit attributable to non-controlling interests | | | (6.1 | ) | | | (6.7 | ) | | | (9.0 | )% |
Profit for the period attributable to the company | | $ | 24.7 | | | | 4.1 | | | | 502.4 | % |
Weighted average number of ordinary shares outstanding-basic | | | 116.1 | | | | 113.5 | | | | | |
Weighted average number of ordinary shares outstanding-diluted | | | 119.7 | | | | 117.7 | | | | | |
Basic earnings per share (U.S. dollar per share) | | | 0.21 | | | | 0.04 | | | | | |
Diluted earnings per share (U.S. dollar per share) | | | 0.21 | | | | 0.03 | | | | | |
Dividend paid per share(1) | | | 0.89 | | | | 0.88 | | | | | |
Note:
(1) | On February 28, 2023 and May 4, 2023, our board of directors approved a dividend of $0.445 per share for each of the fourth quarter of 2022 and the first quarter of 2023, which were paid on March 25, 2023 and June 15, 2023, respectively. On February 25, 2022 and May 5, 2022, our board of directors approved a dividend of $0.44 per share for each of the fourth quarter of 2021 and the first quarter of 2022 which were paid on March 25, 2022 and June 15, 2022, respectively. |
Comparison of the Six-Month Period Ended June 30, 2023 and 2022
The significant variances or variances of the significant components of the results of operations are discussed in the following section.
Revenue
Revenue decreased to $554.6 million for the six-month period ended June 30, 2023, which represents a decrease of 0.1% compared to $555.3 million for the six-month period ended June 30, 2022. On a constant currency basis, revenue for the six-month period ended June 30, 2023 was $563.1 million, which represents a 1.4% increase compared to the six-month period ended June 30, 2022.
This increase (on a constant currency basis) was mainly due to assets recently consolidated and assets that entered in operation recently, which together represented a total of $5.8 million of additional revenue in the six-month period ended June 30, 2023 compared to the same period of the previous year. Revenue also increased in our transmission lines in six-month period ended June 30, 2023 compared to the same period from previous year mostly as a result of inflation adjustments to the tariff, including a positive tariff adjustment in Chile TL 3 corresponding to previous years which was published in the second quarter of 2023. In addition, revenue was higher at our solar assets in the U.S. due to higher electricity production as previously explained and at Kaxu resulting from higher production and to the indexation of its revenue to inflation. These effects were partially offset by the decrease in revenue at our solar assets in Spain in spite of higher production during the period, primarily due to lower electricity prices net of its corresponding accounting provision (see “Factors Affecting the Comparability of Our Results of Operations—Electricity market prices”).
Other operating income
The following table sets forth our Other operating income for the six-month period ended June 30, 2023, and 2022:
| | Six-month period ended June 30, | |
Other operating income | | 2023 | | | 2022 | |
| | ($ in millions) | |
Grants | | $ | 29.4 | | | $ | 29.7 | |
Insurance proceeds and other | | | 11.1 | | | | 6.4 | |
Total | | $ | 40.5 | | | $ | 36.0 | |
“Grants” represent the financial support provided by the U.S. Department of the Treasury to Solana and Mojave and consist of an ITC Cash Grant and an implicit grant related to the below market interest rates of the project loans with the Federal Financing Bank. Grants were stable for the six-month period ended June 30, 2023, compared to same period of the previous year.
“Insurance proceeds and other” for the six-month period ended June 30, 2023 included $4.6 million resulting from the sale of part of our equity interest in our development company in Colombia to a partner who now holds a 50% equity interest, with joint control. This gain was the main reason for the increase compared to same period of the previous year.
Employee benefit expenses
Employee benefit expenses increased by 23.5% to $49.5 million for the six-month period ended June 30, 2023, compared to $40.1 million for the six-month period ended June 30, 2022 mainly due to the internalization of the operation and maintenance services in Kaxu and in our solar assets in Spain.
Depreciation, amortization and impairment charges
Depreciation, amortization and impairment charges decreased by 4.9% to $207.1 million for the six-month period ended June 30, 2023, compared to $217.8 million for the six-month period ended June 30, 2022. The decrease was mainly due to a decrease of the expected credit loss impairment provision at ACT. IFRS 9 requires impairment provisions to be based on the expected credit loss of the financial assets in addition to actual credit losses. ACT recorded an increase in the credit loss impairment provision of $3.1 million for the six-month period ended June 30, 2023, while for the six-month period ended June 30, 2022, it recorded an increase in the credit loss impairment provision of $10.5 million. On the other hand, these effects on depreciation, amortization and impairment were partially offset by increased charges due to the consolidation of assets recently acquired or which entered in operation recently.
Other operating expenses
The following table sets forth our Other operating expenses for the six-month periods ended June 30, 2023 and 2022:
| | Six-month period ended June 30, | |
Other operating expenses | | 2023 | | | 2022 | |
| | $ in millions | | | % of revenue | | | $ in millions | | | % of revenue | |
Raw materials and consumables used | | $ | 18.0 | | | | 3.2 | % | | $ | 9.3 | | | | 1.7 | % |
Leases and fees | | | 6.6 | | | | 1.2 | % | | | 5.6 | | | | 1.0 | % |
Operation and maintenance | | | 60.4 | | | | 10.9 | % | | | 76.9 | | | | 13.8 | % |
Independent professional services | | | 20.5 | | | | 3.7 | % | | | 19.7 | | | | 3.5 | % |
Supplies | | | 18.6 | | | | 3.4 | % | | | 27.6 | | | | 5.0 | % |
Insurance | | | 21.0 | | | | 3.8 | % | | | 23.7 | | | | 4.3 | % |
Levies and duties | | | 7.9 | | | | 1.4 | % | | | 8.7 | | | | 1.6 | % |
Other expenses | | | 8.3 | | | | 1.5 | % | | | 7.6 | | | | 1.4 | % |
Total | | $ | 161.3 | | | | 29.1 | % | | $ | 179.1 | | | | 32.3 | % |
Other operating expenses decreased by 9.9% to $161.3 million for the six-month period ended June 30, 2023, compared to $179.1 million for the six-month period ended June 30, 2022, mainly due to lower operation and maintenance costs and lower cost of supplies.
Our operation and maintenance costs decreased during the six-month period ended June 30, 2023, compared to the same period of the previous year mainly due to lower O&M costs in Spain, where these services have been internalized and are now provided by employees of Atlantica, with the cost classified in “Employee benefit” expenses. In addition, the cost of supplies decreased mostly due to lower price of electricity in our assets in Spain and insurance costs decreased due to lower fees particularly in our U.S. solar assets.
On the other hand, the cost of raw materials increased in the subsidiaries which are now performing the operation and maintenance which was previously subcontracted, as these costs are now assumed directly by subsidiaries of Atlantica.
Operating profit
As a result of the above-mentioned factors, operating profit increased by 14.8% to $177.2 million for the six-month period ended June 30, 2023, compared with $154.3 million for the six-month period ended June 30, 2022.
Financial income and financial expense
| | Six-month period ended June 30, | |
Financial income and financial expense1 | | 2023 | | | 2022 | |
| | ($ in millions) | |
Financial income | | $ | 10.6 | | | $ | 3.2 | |
Financial expense | | | (163.0 | ) | | | (164.2 | ) |
Net exchange differences | | | (0.1 | ) | | | 7.3 | |
Other financial income/(expense), net | | | (6.9 | ) | | | (2.1 | ) |
Financial expense, net | | $ | (159.4 | ) | | $ | (155.8 | ) |
Note-
1 Classification within Financial income and Financial expense has been revised to show a more meaningful classification of Financial income and Financial expense following the increase in interest rates. Prior period classification has been revised accordingly.
Financial income
The following table sets forth our Financial income for the six-month periods ended June 30, 2023, and 2022:
| | For the six-month period ended June 30, | |
| | 2023 | | | 2022 | |
Financial income | | ($ in thousands) | |
Interest income on deposits | | $ | 9.0 | | | $ | 1.7 | |
Interest income from loans and credits | | | 1.3 | | | | 0.7 | |
Interest rate gains on derivatives: cash flow hedges | | | 0.3 | | | | 0.8 | |
Total | | $ | 10.6 | | | $ | 3.2 | |
Financial income increased from $3.2 million for the six-month period ended June 30, 2022 to $10.6 million for the six-month period ended June 30, 2023 mostly due to higher remuneration of deposits resulting from higher interest rates.
Financial expense
The following table sets forth our Financial expense for the six-month period ended June 30, 2023, and 2022:
| | For the six-month period ended June 30, | |
Financial expense1 | | 2023 | | | 2022 | |
| | ($ in millions) | |
Interest on loans and notes | | $ | (172.9 | ) | | $ | (140.6 | ) |
Interest rates gains / (losses) derivatives: cash flow hedges | | | 9.9 | | | | (23.6 | ) |
Total | | $ | (163.0 | ) | | $ | (164.2 | ) |
1. Classification within Financial expense has been revised to show a more meaningful classification of Financial expense following the increase in interest rates. Prior period classification has been revised accordingly.
Financial expense decreased by 0.7% to $163.0 million for the six-month period ended June 30, 2023, compared to $164.2 million for the six-month period ended June 30, 2022.
“Interest on loans and notes” expense increased in the six-month period ended June 30, 2023 when compared to the six-month period ended June 30, 2022 mainly as a result of higher interest rates in our variable rate debt. This effect was offset by the increase of “Interest rate gains / (losses) on derivatives: cash flow hedges”, where we record transfers from equity to the income statement when the hedged item impacts profit and loss and which was a $9.9 million gain in the first half of 2023 while it was a $23.5 million loss in the first half of 2022, primarily due to the increase in the reference rates in the six-month period ended June 30, 2023, compared to the same period of the previous year.
Net exchange differences
Net exchange differences decreased to $0.1 million income in the six-month period ended June 30, 2023 compared to $7.3 million income in the same period of the previous year. The decrease was mainly due to the change in fair value of caps hedging our net cash flows in Euros, which was largely stable in the first half of 2023 while it increased in the first half of 2022.
Other financial income/(expense), net
The following table sets forth our Other financial income/(expense), net for the six-month periods ended June 30, 2023, and 2022:
| | Six-month period ended June 30, | |
Other financial income/(expense), net1 | | 2023 | | | 2022 | |
| | ($ in millions) | |
Other financial income | | $ | 6.3 | | | $ | 9.5 | |
Other financial expense | | | (13.2 | ) | | | (11.6 | ) |
Total | | $ | (6.9 | ) | | $ | (2.1 | ) |
1. Classification within Other financial income / (expense), net has been revised to show a more meaningful classification of Other financial income / (expense), net following the increase in interest rates. Prior period classification has been revised accordingly.
Other financial income/(expense), net increased to a net expense of $6.9 million for the six-month period ended June 30, 2023, compared to a net expense of $2.1 million for the six-month period ended June 30, 2022.
Other financial income in the six-month period ended June 30, 2023 primarily includes an income for non-monetary change to the fair value of derivatives of Kaxu for which hedge accounting is not applied for $1.0 million, and $2.4 million of income corresponding to the change in the fair value of the conversion option of the Green Exchangeable Notes in the period ($5.6 million and $3.4 million of income respectively in the six-month period ended June 30, 2022). It also includes a one-time income related to the extension in the maturity of the Green Project Finance, which qualifies as a refinancing from an accounting perspective.
Other financial expense increased in the six-month period ended June 30, 2023, mainly due to the financial impact related to the electricity market prices provision recorded at our solar assets in Spain. This is a long-term provision recorded at present value in accordance with the effective interest method, which progressively accrues a financial expense. Other financial expense also includes expenses for guarantees and letters of credit, wire transfers, other bank fees and other minor financial expenses.
Share of profit of associates carried under the equity method
Share of profit of associates carried under the equity method decreased to $10.8 million for the six-month period ended June 30, 2023, compared to $18.3 million for the six-month period ended June 30, 2022 primarily due to a lower profit at Vento II, resulting from lower production and a lower price at Lone Star II after its PPA expired in January 2023.
Profit before income tax
As a result of the previously mentioned factors, we reported a profit before income tax of $28.6 million for the six-month period ended June 30, 2023, compared to a profit before income tax of $16.8 million for the six-month period ended June 30, 2022.
Income tax
The effective tax rate for the periods presented has been established based on management’s best estimates. For the six-month period ended June 30, 2023, income tax amounted to an income of $2.2 million, with a profit before income tax of $28.6 million. For the six-month period ended June 30, 2022, income tax amounted to an expense of $6.1 million, with profit before income tax of $16.8 million. The effective tax rate differs from the nominal tax rate mainly due to unrecognized tax losses carryforwards and permanent tax differences in some jurisdictions.
Profit attributable to non-controlling interests
Profit attributable to non-controlling interests remained stable at $6.1 million for the six-month period ended June 30, 2023 compared to $6.7 million for the six-month period ended June 30, 2022. Profit attributable to non-controlling interests corresponds to the portion attributable to our partners in the assets that we consolidate (Kaxu, Skikda, Solaben 2 & 3, Solacor 1 & 2, Seville PV, Chile PV 1, Chile PV 2, Chile PV 3 and Tenes).
Profit attributable to the parent company
As a result of the previously mentioned factors, profit attributable to the parent company was $24.6 million for the six-month period ended June 30, 2023, compared to a profit of $4.1 million for the six-month period ended June 30, 2022.
Segment Reporting
We organize our business into the following three geographies where the contracted assets and concessions are located: North America, South America and EMEA. In addition, we have identified four business sectors based on the type of activity: Renewable energy, Efficient natural gas and heat, Transmission and Water. We report our results in accordance with both criteria.
Comparison of the Six-Month Periods Ended June 30, 2023 and 2022
Revenue and Adjusted EBITDA by geography
The following table sets forth our revenue, Adjusted EBITDA and volumes for the six-month periods ended June 30, 2023 and 2022, by geographic region:
Revenue by geography
| | Six-month period ended June 30, | |
Revenue by geography | | 2023 | | | 2022 | |
| | $ in millions | | | % of revenue | | | $ in millions | | | % of revenue | |
North America | | $ | 202.2 | | | | 36.5 | % | | $ | 199.3 | | | | 35.9 | % |
South America | | | 91.5 | | | | 16.5 | % | | | 78.3 | | | | 14.1 | % |
EMEA | | | 260.9 | | | | 47.0 | % | | | 277.7 | | | | 50.0 | % |
Total revenue | | $ | 554.6 | | | | 100.0 | % | | $ | 555.3 | | | | 100.0 | % |
| | Six-month period ended June 30, | |
Adjusted EBITDA by geography | | 2023 | | | 2022 | |
| | $ in millions | | | % of Adjusted EBITDA | | | $ in millions | | | % of Adjusted EBITDA | |
North America | | $ | 154.0 | | | | 38.1 | % | | $ | 161.2 | | | | 40.1 | % |
South America | | | 74.4 | | | | 18.4 | % | | | 58.8 | | | | 14.6 | % |
EMEA | | | 175.4 | | | | 43.4 | % | | | 182.3 | | | | 45.3 | % |
Total Adjusted EBITDA(1) | | $ | 403.8 | | | | 100.0 | % | | $ | 402.3 | | | | 100.0 | % |
Note:
| (1) | Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial Measures”. |
| | Volume produced/availability | |
| | Six-month period ended June 30, | |
Volume /availability by geography | | 2023 | | | 2022 | |
| | | |
North America (GWh) (1) | | | 2,867 | | | | 2,961 | |
North America availability(2) | | | 97.0 | % | | | 100.1 | % |
South America (GWh) (3) | | | 444 | | | | 333 | |
South America availability(2) | | | 100.0 | % | | | 99.9 | % |
EMEA (GWh) | | | 722 | | | | 604 | |
EMEA availability | | | 100.5 | % | | | 102.2 | % |
Note:
(1) | GWh produced includes 30% of the production from Monterrey and our 49% of Vento II wind portfolio production since its acquisition. |
(2) | Availability includes only those assets that have revenue based on availability. |
(3) | Includes curtailment production in wind assets for which we receive compensation. |
North America
Revenue increased by 1.5% to $202.2 million for the six-month period ended June 30, 2023, compared to $199.3 million for the six-month period ended June 30, 2022, while Adjusted EBITDA decreased by 4.5% to $154.0 million for the six-month period ended June 30, 2023, compared to $161.2 million for the six-month period ended June 30, 2022. The increase of Revenue was mainly due to higher electricity production in our solar assets in the U.S. as previously discussed, together with higher revenue at ACT (see “Efficient natural gas & heat” below), which was partially offset by lower revenue at Coso due to the scheduled maintenance stops performed during the second quarter of 2023. Adjusted EBITDA decreased by 4.5% to $154.0 million mainly due to lower EBITDA at Vento II, caused by lower production, as previously explained, and lower prices at Lone Star II after the end of its PPA.
South America
Revenue increased by 16.9% to $91.5 million for the six-month period ended June 30, 2023, compared to $78.3 million for the six-month period ended June 30, 2022. The increase was mainly due to assets recently consolidated and assets which entered in operation recently. Revenue also increased due to indexation to inflation in our revenue in transmission lines, including a positive tariff adjustment in Chile TL 3 corresponding to previous years which was published in the second quarter of 2023, and in wind assets. Revenue was also higher at our PV assets in Chile, where production increased. Adjusted EBITDA increased by 26.5% to $74.4 million for the six-month period ended June 30, 2023, compared to $58.8 million for the six-month period ended June 30, 2022, mostly due to the same reasons and to a $4.5 million gain from the sale of part of our equity interest in our development company in Colombia to a partner in the first quarter of 2023.
EMEA
Revenue decreased to $260.9 million for the six-month period ended June 30, 2023, which represents a decrease of 6.0% compared to $277.7 million for the six-month period ended June 30, 2022. On a constant currency basis, revenue for the six-month period ended June 30, 2023, was $269.0 million, which represents a decrease of 3.1% compared to the six-month period ended June 30, 2022. The decrease was mainly due to lower revenue at our solar assets in Spain in spite of higher production during the period, primarily due to lower electricity prices net of its corresponding accounting provision (see “Factors Affecting the Comparability of Our Results of Operations—Electricity market prices”). This decrease (on a constant currency basis) was partially offset by higher revenue at Kaxu resulting from higher production and to the indexation of its revenue to inflation.
Adjusted EBITDA decreased to $175.4 million for the six-month period ended June 30, 2023, which represents a decrease of 3.8% compared to $182.3 million for the six-month period ended June 30, 2022. On a constant currency basis, Adjusted EBITDA for the six-month period ended June 30, 2023, was $181.3 million which represents a decrease of 0.5% compared to the six-month period ended June 30, 2022. Adjusted EBITDA decreased less than revenue mainly due to lower costs of supplies in our assets in Spain, resulting from a decrease in the price of electricity and lower operation and maintenance costs in the assets where we have recently internalized the O&M.
Revenue and Adjusted EBITDA by business sector
The following table sets forth our revenue, Adjusted EBITDA and volumes for the six-month period ended June 30, 2023, and 2022, by business sector:
| | Six-month period ended June 30, | |
Revenue by business sector | | 2023 | | | 2022 | |
| | $ in millions | | | % of revenue | | | $ in millions | | | % of revenue | |
Renewable energy | | $ | 411.2 | | | | 74.1 | % | | $ | 420.3 | | | | 75.7 | % |
Efficient natural gas & heat | | | 54.8 | | | | 9.9 | % | | | 53.4 | | | | 9.6 | % |
Transmission lines | | | 61.0 | | | | 11.0 | % | | | 54.9 | | | | 9.9 | % |
Water | | | 27.6 | | | | 5.0 | % | | | 26.7 | | | | 4.8 | % |
Total revenue | | $ | 554.6 | | | | 100.0 | % | | $ | 555.3 | | | | 100 | % |
| | Six-month period ended June 30, | |
Adjusted EBITDA by business sector | | 2023 | | | 2022 | |
| | $ in millions | | | % of Adjusted EBITDA | | | $ in millions | | | % of Adjusted EBITDA | |
Renewable energy | | $ | 292.6 | | | | 72.5 | % | | $ | 296.8 | | | | 73.8 | % |
Efficient natural gas & heat | | | 44.0 | | | | 10.9 | % | | | 44.0 | | | | 10.9 | % |
Transmission lines | | | 49.2 | | | | 12.2 | % | | | 43.2 | | | | 10.7 | % |
Water | | | 18.0 | | | | 4.4 | % | | | 18.3 | | | | 4.6 | % |
Total Adjusted EBITDA(1) | | $ | 403.8 | | | | 100.0 | % | | $ | 402.3 | | | | 100.0 | % |
Note:
(1) | Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial Measures”. |
Volume by business sector
| | Volume produced/availability | |
| | six-month period ended June 30, | |
Volume /availability by business sector | | 2023 | | | 2022 | |
Renewable energy (GWh) (1) | | | 2,803 | | | | 2,648 | |
Efficient natural gas & heat (GWh) (2) | | | 1,230 | | | | 1,251 | |
Efficient natural gas & heat availability | | | 97.0 | % | | | 100.1 | % |
Transmission availability | | | 100.0 | % | | | 99.9 | % |
Water availability | | | 100.5 | % | | | 102.2 | % |
Note:
(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. |
Renewable energy
Revenue decreased to $411.2 million for the six-month period ended June 30, 2023, which represents a 2.2% decrease compared to $420.3 million for the six-month period ended June 30, 2022. On a constant currency basis, revenue for the six-month period ended June 30, 2023, was $419.8 million, which represents a 0.2% decrease compared to the six-month period ended June 30, 2022. The decrease in revenue was primarily due to lower revenue at our solar assets in Spain as previously discussed. On the other hand, revenue increased at our solar assets in the U.S. due to higher electricity production as previously explained, at Kaxu due to higher production and to the indexation of its revenue to inflation, and at our wind assets in Uruguay due to higher production, together with the contribution of assets recently consolidated.
Adjusted EBITDA decreased to $292.6 million for the six-month period ended June 30, 2023, which represents a decrease of 1.4% compared to $296.8 million for the six-month period ended June 30, 2022. On a constant currency basis, Adjusted EBITDA for the six-month period ended June 30, 2023, was $299.6 million which represents a 0.7% increase compared to the six-month period ended June 30, 2022. The increase in Adjusted EBITDA in spite of the stable revenue was mainly due to lower costs of supplies in our assets in Spain resulting from a decrease in the price of electricity and lower operation and maintenance costs in the assets where we have recently internalized the O&M.
Efficient natural gas & heat
Revenue increased by 2.6% to $54.8 million for the six-month period ended June 30, 2023, compared to $53.4 million for the six-month period ended June 30, 2022, while Adjusted EBITDA remained stable at $44.0 million for the six-month period ended June 30, 2023 and for the six-month period ended June 30, 2022. Revenue increased slightly at ACT mainly due to higher operation and maintenance costs, since there is a portion of revenue related to operation and maintenance services plus a margin.
Transmission lines
Revenue increased by 11.1% to $61.0 million for the six-month period ended June 30, 2023, compared to $54.9 million for the six-month period ended June 30, 2022, while Adjusted EBITDA increased by 13.9% to $49.2 million for the six-month period ended June 30, 2023 compared to $43.2 million for the six-month period ended June 30, 2022. The increase in revenue and Adjusted EBITDA was mainly due to tariff indexation to inflation including a positive tariff adjustment in Chile TL 3 corresponding to previous years.
Water
Revenue increased by 3.4% to $27.6 million for the six-month period ended June 30, 2023, compared to $26.7 million for the six-month period ended June 30, 2022. Adjusted EBITDA remained stable at $18.0 million for the six-month period ended June 30, 2023, compared to $18.3 million for the six-month period ended June 30, 2022.
Liquidity and Capital Resources
Our principal liquidity and capital requirements consist of the following:
| • | debt service requirements on our existing and future debt; |
| • | cash dividends to investors; and |
| • | investments in new assets and companies and operations (See “Recent Investments”). |
As a normal part of our business, depending on market conditions, we will from time to time consider opportunities to repay, redeem, repurchase or refinance our indebtedness. Changes in our operating plans, lower than anticipated sales, increased expenses, acquisitions or other events may cause us to seek additional debt or equity financing in future periods. There can be no guarantee that financing will be available on acceptable terms or at all. Debt financing, if available, could impose additional cash payment obligations and additional covenants and operating restrictions. In addition, any of the items discussed in detail under “Part I, Item 3.D.—Risk Factors” in our Annual Report and other factors may also significantly impact our liquidity.
Liquidity position
| | As of June 30, 2023 | | | As of December 31, 2022 | |
| | ($ in millions) | |
Corporate Liquidity | | | | | | |
Cash and cash equivalents at Atlantica Sustainable Infrastructure, plc, excluding subsidiaries | | $ | 72.8 | | | $ | 60.8 | |
Revolving Credit Facility availability | | | 393.1 | | | | 385.1 | |
Total Corporate Liquidity(1) | | $ | 465.9 | | | $ | 445.9 | |
Liquidity at project companies | | | | | | | | |
Restricted Cash | | | 196.9 | | | | 207.6 | |
Non-restricted cash | | | 217.1 | | | | 332.6 | |
Total cash at project companies | | $ | 414.0 | | | $ | 540.2 | |
Note:
(1) | Corporate Liquidity means cash and cash equivalents held at Atlantica Sustainable Infrastructure plc as of June 30, 2023, and available revolver capacity as of June 30, 2023. |
Cash at the project level includes $196.9 million and $207.6 million restricted cash balances as of June 30, 2023 and December 31, 2022, respectively. Restricted cash consists primarily of funds required to meet the requirements of certain project debt arrangements. In the case of Solana, part of the restricted cash is being used and is expected to be used for equipment replacement.
Non-restricted cash at project companies includes among others, the cash that is required for day-to-day management of the companies, as well as amounts that are earmarked to be used for debt service in the future.
As of June 30, 2023, $16.9 million of letters of credit were outstanding under the Revolving Credit Facility and we had $40 million of borrowings. As a result, as of June 30, 2023, $393.1 million was available under the Revolving Credit Facility. As of December 31, 2022, we had $30 million of borrowings and $34.9 million of letters of credit outstanding and $385.1 million was available under our Revolving Credit Facility.
Management believes that the Company’s liquidity position, cash flows from operations and availability under its Revolving Credit Facility will be adequate to meet the Company’s financial commitments and debt obligations; growth, operating and maintenance capital expenditures; and dividend distributions to shareholders. Management continues to regularly monitor the Company’s ability to finance the needs of its operating, financing and investing activities within the guidelines of prudent balance sheet management.
Credit ratings
Credit rating agencies rate us and part of our debt securities. These ratings are used by the debt markets to evaluate our credit risk. Ratings influence the price paid to issue new debt securities as they indicate to the market our ability to pay principal, interest and dividends.
The following table summarizes our credit ratings as of June 30, 2023. The ratings outlook is stable for S&P and Fitch.
| S&P | Fitch |
Atlantica Sustainable Infrastructure Corporate Rating | BB+ | BB+ |
Senior Secured Debt | BBB- | BBB- |
Senior Unsecured Debt | BB | BB+ |
Sources of liquidity
We expect our ongoing sources of liquidity to include cash on hand, cash generated from our operations, project debt arrangements, corporate debt and the issuance of additional equity securities, as appropriate, and given market conditions. Our financing agreements consist mainly of the project-level financing for our various assets and our corporate debt financings, including our Green Exchangeable Notes, the Note Issuance Facility 2020, the 2020 Green Private Placement, the Green Senior Notes, the Revolving Credit Facility, the “at-the-market program”, other credit lines and our commercial paper program.
| | | | | As of June 30, 2023 | | | As of December 31, 2022 | |
| | Maturity | | | ($ in millions) | |
Revolving Credit Facility | | 2025 | | | $ | 39.6 | | | | 29.4 | |
Other Facilities(1) | | | 2023-2028 | | | | 44.6 | | | | 30.1 | |
Green Exchangeable Notes | | | 2025 | | | | 108.5 | | | | 107.0 | |
2020 Green Private Placement | | | 2026 | | | | 313.3 | | | | 308.4 | |
Note Issuance Facility 2020 | | | 2027 | | | | 149.7 | | | | 147.2 | |
Green Senior Notes | | | 2028 | | | | 395.5 | | | | 395.1 | |
Total Corporate Debt(2) | | | | | | $ | 1,051.2 | | | | 1,017.2 | |
Total Project Debt | | | | | | $ | 4,438.3 | | | | 4,553.1 | |
Note:
(1) | Other facilities include the commercial paper program issued in October 2020, accrued interest payable and other debts. |
(2) | Accounting amounts may differ from notional amounts. |
In the six-month period ended June 30, 2023, project debt decreased by $114.8 million mainly due to scheduled repayments for $128.9 million, given that many of our assets have semi-annual debt service payments.
A) Corporate debt agreements
Green Senior Notes
On May 18, 2021, we issued the Green Senior Notes with an aggregate principal amount of $400 million due in 2028. The Green Senior Notes bear interest at a rate of 4.125% per year, payable on June 15 and December 15 of each year, commencing December 15, 2021, and will mature on June 15, 2028.
The Green Senior Notes were issued pursuant to an Indenture, dated May 18, 2021, by and among Atlantica 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.
Our obligations under the Green Senior Notes rank equal in right of payment with our outstanding obligations under the Revolving Credit Facility, the 2020 Green Private Placement, the Note Issuance Facility 2020, the Green Exchangeable Notes and the Credit Line with Export Development Canada.
Green Exchangeable Notes
On July 17, 2020, we issued 4.00% Green Exchangeable Notes amounting to an aggregate principal amount of $100 million due in 2025. On July 29, 2020, we issued an additional $15 million aggregate principal amount in Green Exchangeable Notes. The Green Exchangeable Notes are the senior unsecured obligations of Atlantica Jersey, a wholly owned subsidiary of Atlantica, and fully and unconditionally guaranteed by Atlantica on a senior, unsecured basis. The notes mature on July 15, 2025, unless they are repurchased or redeemed earlier by Atlantica or exchanged, and bear interest at a rate of 4.00% per annum.
Noteholders may exchange all or any portion of their notes at their option at any time prior to the close of business on the scheduled trading day immediately preceding April 15, 2025, only during certain periods and upon satisfaction of certain conditions. Noteholders may exchange all or any portion of their notes during any calendar quarter if the last reported sale price of Atlantica’s ordinary shares for at least 20 trading days during a period of 30 consecutive trading days, ending on the last trading day of the immediately preceding calendar quarter is greater than 120% of the exchange price on each applicable trading day. On or after April 15, 2025, until the close of business on the second scheduled trading day immediately preceding the maturity date thereof, noteholders may exchange any of their notes at any time, at the option of the noteholder. Upon exchange, the notes may be settled, at our election, into Atlantica ordinary shares, cash or a combination of both. The initial exchange rate of the notes is 29.1070 ordinary shares per $1,000 of the principal amount of notes (which is equivalent to an initial exchange price of $34.36 per ordinary share). The exchange rate is subject to adjustment upon the occurrence of certain events.
Our obligations under the Green Exchangeable Notes rank equal in right of payment with our outstanding obligations under the Revolving Credit Facility, the 2020 Green Private Placement, the Note Issuance Facility 2020, the Green Senior Notes, and the Credit Line with Export Development Canada.
Note Issuance Facility 2020
On July 8, 2020, we entered into the Note Issuance Facility 2020, a senior unsecured euro-denominated financing with a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder for a total amount of €140 million ($152 million). The notes under the Note Issuance Facility 2020 were issued on August 12, 2020 and are due on August 12, 2027. Interest accrues at a rate per annum equal to the sum of the three-month EURIBOR plus a margin of 5.25% with a floor of 0% for the EURIBOR. We have entered into a cap at 0% for the EURIBOR with 3.5 years maturity to hedge the variable interest rate risk.
Our obligations under the Note Issuance Facility 2020 rank equal in right of payment with our outstanding obligations under the Revolving Credit Facility, the 2020 Green Private Placement, the Green Exchangeable Notes, the Green Senior Notes, and the Credit Line with Export Development Canada. The notes issued under the Note Issuance Facility 2020 are guaranteed on a senior unsecured basis by our subsidiaries Atlantica Infraestructura Sostenible, S.L.U., Atlantica Peru, S.A., ACT Holding, S.A. de C.V., Atlantica Investments Limited, Atlantica Newco Limited and Atlantica North America LLC.
2020 Green Private Placement
On March 20, 2020, we entered into a senior secured note purchase agreement with a group of institutional investors as purchasers providing for the 2020 Green Private Placement. The transaction closed on April 1, 2020, and we issued notes for a total principal amount of €290 million ($315 million), maturing on June 20, 2026. Interest accrues at a rate per annum equal to 1.96%. If at any time the rating of these senior secured notes is below investment grade, the interest rate thereon would increase by 100 basis points until such notes are again rated investment grade.
Our obligations under the 2020 Green Private Placement rank equal in right of payment with our outstanding obligations under the Revolving Credit Facility, the Note Issuance Facility 2020, the Green Senior Notes and the Credit Line with Export Development Canada. Our payment obligations under the 2020 Green Private Placement are guaranteed on a senior secured basis by our subsidiaries Atlantica Infraestructura Sostenible, S.L.U., Atlantica Peru, S.A., ACT Holding, S.A. de C.V., Atlantica Investments Limited, Atlantica Newco Limited and Atlantica North America LLC. The 2020 Green Private Placement is also secured with a pledge over the shares of the subsidiary guarantors, the collateral of which is shared with the lenders under the Revolving Credit Facility.
Revolving Credit Facility
On May 10, 2018, we entered into a $215 million Revolving Credit Facility with a syndicate of banks. The Revolving Credit Facility was increased by $85 million to $300 million on January 25, 2019, and was further increased by $125 million (to a total limit of $425 million) on August 2, 2019. On March 1, 2021, this facility was further increased by $25 million (to a total limit of $450 million). On May 30, 2023, the maturity of the Revolving Credit Facility was extended to December 31, 2025. Under the Revolving Credit Facility, we are also able to request the issuance of letters of credit, which are subject to a sublimit of $100 million that are included in the aggregate commitments available under the Revolving Credit Facility.
Loans under the Revolving Credit Facility accrue interest at a rate per annum equal to: (A) for Eurodollar rate loans, Term SOFR, plus a Term SOFR Adjustment equal to 0.10% per annum, plus a percentage determined by reference to our leverage ratio, ranging between 1.60% and 2.25% and (B) for base rate loans, the highest of (i) the rate per annum equal to the weighted average of the rates on overnight U.S. Federal funds transactions with members of the U.S. Federal Reserve System arranged by U.S. federal funds brokers on such day plus ½ of 1.00%, (ii) the prime rate of the administrative agent under the Revolving Credit Facility and (iii) Term SOFR plus 1.00%, in any case, plus a percentage determined by reference to our leverage ratio, ranging between 0.60% and 1.00%.
Our obligations under the Revolving Credit Facility rank equal in right of payment with our outstanding obligations under the 2020 Green Private Placement, the Note Issuance Facility 2020, the Green Exchangeable Notes, the Green Senior Notes and the Credit Line with Export Development Canada. Our payment obligations under the Revolving Credit Facility are guaranteed on a senior secured basis by Atlantica Infraestructura Sostenible, S.L.U., Atlantica Peru, S.A., ACT Holding, S.A. de C.V., Atlantica Investments Limited, Atlantica Newco Limited and Atlantica North America LLC. The Revolving Credit Facility is also secured with a pledge over the shares of the subsidiary guarantors, the collateral of which is shared with the holders of the notes issued under the 2020 Green Private Placement.
Credit Line with Export Development Canada
In June 2023 we entered into a senior unsecured $50 million line of credit with Export Development Canada with a 3 year maturity. The purpose of the credit line is to finance the construction of sustainable projects. Loans under this credit line with Export Development Canada accrue interest at a rate per annum equal to Term SOFR plus a percentage determined by reference to our leverage ratio, ranging between 2.46% and 3.11%, with a floor of 0% for the Term SOFR. The facility matures on May 25, 2026 and was fully available as of June 30, 2023.
Our obligations under this credit line equal in right of payment with our outstanding obligations under the 2020 Green Private Placement, the Note Issuance Facility 2020, the Green Exchangeable Notes, the Green Senior Notes, the Revolving Credit Facility. Our payment obligations under this line are guaranteed on a senior secured basis by Atlantica Infraestructura Sostenible, S.L.U., Atlantica Peru, S.A., ACT Holding, S.A. de C.V., Atlantica Investments Limited, Atlantica Newco Limited and Atlantica North America LLC, and are also secured with a pledge over the shares of the subsidiary guarantors, the collateral of which is shared with the holders of the notes issued under the 2020 Green Private Placement.
Other Credit Lines
In July 2017, we signed a line of credit with a bank for up to €10.0 million ($10.9 million) which was available in euros or U.S. dollars. Amounts drawn accrue interest at a rate per annum equal to the sum of the three-month EURIBOR or LIBOR, plus a margin of 2%, with a floor of 0% for the EURIBOR or LIBOR. On July 1, 2022, the maturity was extended to July 1, 2024 and the limit was increased to €15.0 million ($16.3 million). As of June 30, 2023, no amount was drawn under this line of credit.
In December 2020 and January 2022, we also entered into two different loans with banks for €5 million ($5.4 million) each. The maturity dates are December 4, 2025 and January 31, 2026, respectively, and such loans accrue interest at a rate per annum equal to 2.50% and 1.90%, respectively. Furthermore, in February 2023, we entered into a loan with a bank for €7 million ($7.6 million) with maturity in February 2028 accrues interest rate at a rate per annual equal to 4.2%.
Commercial Paper Program
On October 8, 2019, we filed a euro commercial paper program with the Alternative Fixed Income Market (MARF) in Spain. The program had an original maturity of twelve months and has been extended twice, for annual periods. The program allows Atlantica to issue short term notes for up to €50 million, with such notes having a tenor of up to two years. As of June 30, 2023, we had €22.1 million ($24.0 million) issued and outstanding under the Commercial Paper Program at an average cost of 4.4% maturing on or before November 2023.
Covenants, restrictions and events of default
The Note Issuance Facility 2020, the 2020 Green Private Placement, the Green Senior Notes and the Revolving Credit Facility contain covenants that limit certain of our and the guarantors’ activities. The Note Issuance Facility 2020, the 2020 Green Private Placement and the Green Exchangeable Notes also contain customary events of default, including a cross-default with respect to our indebtedness, indebtedness of the guarantors thereunder and indebtedness of our material non-recourse subsidiaries (project-subsidiaries) representing more than 25% of our cash available for distribution distributed in the previous four fiscal quarters, which in excess of certain thresholds could trigger a default. Additionally, under the 2020 Green Private Placement, the Revolving Credit Facility and the Note Issuance Facility 2020 we are required to comply with a leverage ratio of our corporate indebtedness excluding non-recourse project debt to our cash available for distribution of 5.00:1.00 (which may be increased under certain conditions to 5.50:1.00 for a limited period in the event we consummate certain acquisitions).
Furthermore, our corporate debt agreements contain customary change of control provisions (as such term is defined in each of those agreements) or similar provisions. Under the Revolving Credit Facility, a change of control without required lenders’ consent would trigger an event of default. In the other corporate debt agreements or securities, a change of control or similar provision without the consent of the relevant required holders would trigger the obligation to make an offer to purchase the respective notes at (i) 100% of the principal amount in the case of the 2020 Green Private Placement and Green Exchangeable Notes and at (ii) 101% of the principal amount in the case of the Note Issuance Facility 2020 and the Green Senior Notes. In the case of the Green Senior Notes, such prepayment obligation would be triggered only if there is a credit rating downgrade by any of the agencies.
B) At-The-Market Program
On February 28, 2022, we established an “at-the-market program” and entered into the Distribution Agreement with BofA Securities, Inc., MUFG Securities Americas Inc. and RBC Capital Markets LLC, as our sales agents, under which we may offer and sell from time to time up to $150 million of our ordinary shares, including in “at-the-market” offerings under our shelf registration statement on Form F-3 filed with the SEC on August 3, 2021, and a prospectus supplement that we filed on February 28, 2022. During the six-month period ended June 30, 2023, we did not issue and sell any ordinary shares under the program.
C) Project debt refinancing
Green Project Finance
In June 2023 we extended the maturity of the debt of Logrosan Solar Inversiones, S.A.U., the sub-holding company of Solaben 1&6 and Solaben 2&3 Green Project Finance, which is the, from April 2025 to December 2028. The facility is a green project financing euro-denominated agreement that had an initial notional of €140 million of which approximately 37% is amortized between the signing date and maturity. As of June 30, 2023, the amount outstanding was €111 million, of which €23.2 million is progressively amortized with a two-year grace period and the remaining €87.8 million is expected to be refinanced at maturity. The Green Project Finance is guaranteed by the shares of Logrosan and its lenders have no recourse to Atlantica corporate level.
The interest rate for the loans accrues at a rate per annum equal to the sum of six-month EURIBOR plus a margin of 3.25%. The principal is 100% hedged for the life of the loan through a combination of the following instruments:
| - | a pre-existing cap with a 0% strike with notional of €115.9 million starting by June 2023 and decreasing over time until December 2025. |
| - | a cap with a 3.5% strike with initial notional of €2.5 million starting in June 2023. The notional increases progressively until June 2025 up to €110.9 million and decreases progressively thereafter until maturity to ensure that the principal hedged stays at 100% over the life of the loan. |
The Green Project Finance permits cash distribution to shareholders twice per year if the Logrosan sub-holding company debt service coverage ratio is at least 1.20x and the debt service coverage ratio of the sub-consolidated group of Logrosan and the Solaben 1 & 6 and Solaben 2 & 3 assets is at least 1.075x.
Like in previous refinancings, the financing agreement also includes a mechanism under which, in the case that electricity market prices are above certain levels defined in the contract, a reserve account should be established and funded on a six-month rolling basis for the additional revenue arising from the difference between actual prices and prices defined in the agreement. Under certain conditions, such amounts, if any, should be used for early prepayments upon regulatory parameters changes.
Solaben 2&3
In March 2023 we refinanced Solaben 2&3. We entered into two green senior euro-denominated loan agreements for the two assets with a syndicate of banks for a total amount of €198.0 million. The new project debt replaced the previous project loans and maturity was extended from December 2030 to June 2037.
The interest rate for the loans accrues at a rate per annum equal to the sum of six-month EURIBOR plus a margin of 1.50% between 2023 and June 2028, 1.60% between June 2028 and June 2033 and 1.70% from June 2033 onwards. The principal is 90% hedged for the life of the loan through a combination of the following instruments:
| • | a pre-existing cap with a 1.0% strike with notional of €115.1 million starting in March 2023 and decreasing over time until December 2025. |
| • | a swap with a 3.16% strike with initial notional of €64.9 million starting in March 2023. The notional increases progressively until June 2026 and decreases progressively thereafter until maturity to ensure that the principal hedged stays at 90% over the life of the loan. |
The financing agreement also includes a mechanism under which, in the case that electricity market prices are above certain levels defined in the contract, a reserve account should be established and funded on a six-month rolling basis for the additional revenue arising from the difference between actual prices and prices defined in the agreement. Under certain conditions, such amounts, if any, should be used for early prepayments upon regulatory parameters changes.
See “Item 5.B—Liquidity and Capital Resources—Financing Arrangements” in our Annual Report for further detail on the rest of our financing arrangements.
Uses of liquidity and capital requirements
Cash dividends to investors
We intend to distribute a significant portion of our cash available for distribution to shareholders on an annual basis less all cash expenses including corporate debt service and corporate general and administrative expenses and less reserves for the prudent conduct of our business (including, among other things, dividend shortfall as a result of fluctuations in our cash flows), on an annual basis. We intend to distribute a quarterly dividend to shareholders. Our board of directors may, by resolution, amend the cash dividend policy at any time. The determination of the amount of the cash dividends to be paid to shareholders will be made by our board of directors and will depend upon our financial condition, results of operations, cash flow, long-term prospects and any other matters that our board of directors deem relevant. Our board of directors may, by resolution, amend the cash dividend policy at any time.
Our cash available for distribution is likely to fluctuate from quarter to quarter and, in some cases, significantly as a result of the seasonality of our assets, the terms of our financing arrangements, maintenance and outage schedules, among other factors. Accordingly, during quarters in which our projects generate cash available for distribution in excess of the amount necessary for us to pay our stated quarterly dividend, we may reserve a portion of the excess to fund cash distributions in future quarters. During quarters in which we do not generate sufficient cash available for distribution to fund our stated quarterly cash dividend, if our board of directors so determines, we may use retained cash flow from other quarters, and other sources of cash to pay dividends to our shareholders.
The latest dividends paid and declared are presented below:
Declared | | Record Date | | Payment Date | | $ per share | |
February 25, 2022 | | March 14, 2022 | | March 25, 2022 | | | 0.44 | |
May 5, 2022 | | May 31, 2022 | | June 15, 2022 | | | 0.44 | |
August 2, 2022 | | August 31, 2022 | | September 15, 2022 | | | 0.445 | |
November 8, 2022 | | November 30, 2022 | | December 15, 2022 | | | 0.445 | |
February 28, 2023 | | March 14, 2023 | | March 25, 2023 | | | 0.445 | |
May 4, 2023 | | May 31, 2023 | | June 15, 2023 | | | 0.445 | |
July 31, 2023 | | August 31, 2023 | | September 15, 2023 | | 0.445 | |
Investments and Acquisitions
The acquisitions and investments detailed in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Recent Investments” have been part of the use of our liquidity in 2022 and 2023. In addition, we have made investments in assets which are currently under development or construction.
We currently have a pipeline of assets under development of approximately 2.0 GW of renewable energy and 5.9 GWh of storage. Approximately 42% of the projects are PV, 43% storage, 14% wind, and 1% other projects, while 15% of the projects are expected to reach RTB in 2023 or 2024, 25% are in an advanced development stage and 60% are in early stage. Also, 24% correspond to expansion or repowering opportunities of existing assets and 76% to greenfield developments. We expect to continue making investments in assets in operation or under construction or development to grow our portfolio.
Our uses of liquidity also include debt service and contractual obligations (refer to our Annual Report for further detail).
Cash flow
The following table sets forth cash flow data for the six-month periods ended June 30, 2023 and 2022:
| | Six-month period ended June 30, | |
| | 2023 | | | 2022 | |
| | ($ in millions) | |
Gross cash flows from operating activities | | | | | | |
Profit for the period | | $ | 30.8 | | | $ | 10.8 | |
Financial expense and non-monetary adjustments | | | 353.1 | | | | 384.9 | |
Profit for the period adjusted by non-monetary items | | $ | 383.9 | | | $ | 395.7 | |
| | | | | | | | |
Changes in working capital | | $ | (106.3 | ) | | $ | (2.3 | ) |
Net interest and income tax paid | | | (138.9 | ) | | | (129.3 | ) |
Net cash provided by operating activities | | $ | 138.7 | | | $ | 264.1 | |
| | | | | | | | |
Net cash provided by / (used in) investing activities | | $ | (16.3 | ) | | $ | (30.7 | ) |
| | | | | | | | |
Net cash provided by / (used in) financing activities | | $ | (235.5 | ) | | $ | (167.4 | ) |
| | | | | | | | |
Net increase / (decrease) in cash and cash equivalents | | | (113.1 | ) | | | 66.0 | |
Cash and cash equivalents at beginning of the period | | | 601.0 | | | | 622.7 | |
Translation differences in cash or cash equivalents | | | (1.0 | ) | | | (20.5 | ) |
Cash and cash equivalents at the end of the period | | $ | 486.9 | | | $ | 668.2 | |
Net cash provided by operating activities
For the six-month period ended June 30, 2023, net cash provided by operating activities was $138.9 million, a 47.5% decrease compared to $264.1 million in the six-month period ended June 30, 2022. The decrease was mainly due to the negative impact of changes in working capital in the period, mostly in Spain. During the year 2022, in our assets in Spain we collected cash in line with the old parameters corresponding to the regulation in place at the beginning of the year 2022 and we were booking revenue in accordance with the new parameters published in draft form, which were lower. Mostly due to this, we ended the year with a positive variation in working capital of $78.8 million. In the first quarter of 2023, collections at these assets in Spain were regularized, following the approval on December 14, 2022 of the new parameters for 2022, causing a negative change in working capital. Additionally, a small part of the negative working capital in the first half of 2023 is due to lower collections in ACT and to an increase in income tax payments due to timing differences in the tax refund of corporate income tax installments.
Net cash used in investing activities
For the six-month period ended June 30, 2023, net cash used in investing activities amounted to $16.3 million and corresponded mainly to $48.6 million investments in new assets as well as the development and construction and investments in existing assets, including investments and replacements in Solana. These cash outflows were partially offset by $15.5 million of dividends received from associates under the equity method, of which $6.1 million corresponded to Amherst by AYES Canada, most of which were paid to our partner in this project, and $9.4 million corresponded to Vento II.
For the six-month period ended June 30, 2022, net cash used in investing activities amounted to $30.7 million and corresponded mainly to $42.0 million paid for the acquisitions mainly of Chile TL 4 and Italy PV4, investments in assets under construction for $22.1 million and other investments in concessional assets for $10.3 million. These cash outflows were partially offset by $43.8 million of dividends received from associates under the equity method, of which $13.9 million corresponded to Amherst by AYES Canada, most of which were paid to our partner in this project.
Net cash (used in) financing activities
For the six-month period ended June 30, 2023, net cash used in financing activities amounted to $235.5 million and includes the scheduled repayment of principal of our project financing for $128.9 million and dividends paid to shareholders for $103.4 million and non-controlling interests for $17.2 million. These cash outflows were partially offset by the proceeds of corporate debt mainly related to the issuance of commercial paper for a net amount of $13.2 million and the Revolving Credit Facility, which was drawn for an additional $10 million in the first half of 2023.
For the six-month period ended June 30, 2022, net cash used in financing activities amounted to $167.4 million and includes the repayment of principal of our project financing for $156.3 million, dividends paid to shareholders for $99.9 million and non-controlling interests for $16.0 million. These cash outflows were partially offset by the proceeds from the equity raised under the at-the-market programs for a net amount of $86.2 million, net of transaction costs and the net increase in our corporate debt for $18.7 million, corresponding mainly to the net borrowings under our Revolving Credit Facility for $10 million.
Item 3. | Quantitative and Qualitative Disclosure about Market Risk |
Our activities are undertaken through our segments and are exposed to market risks that include foreign exchange risk, interest rate risk, credit risk, liquidity risk, electricity price risk and country risk. Our objective is to protect Atlantica against material economic exposures and variability of results from those risks. Risk is managed by our Risk Management and Finance Departments in accordance with mandatory internal management rules. The internal management rules provide written policies for the management of overall risk, as well as for specific areas, such as foreign exchange rate risk, interest rate risk, credit risk and liquidity risk, among others. Our internal management policies also define the use of hedging instruments and derivatives and the investment of excess cash. We use swaps and options on interest rates and foreign exchange rates to manage certain of our risks. None of the derivative contracts signed has an unlimited loss exposure.
The following table outlines Atlantica’s market risks and how they are managed:
Market Risk | Description of Risk | Management of Risk |
Foreign exchange risk | We are exposed to foreign currency risk – including Euro, Canadian dollar, South African rand, Colombian peso and Uruguayan peso – related to operations and certain foreign currency debt. Our presentation currency and the functional currency of most of our subsidiaries is the U.S. dollar, as most of our revenue and expenses are denominated or linked to U.S. dollars. All our companies located in North America, with the exception of Calgary, whose revenue is in Canadian dollars, and most of our companies in South America have their revenue and financing contracts signed in or indexed totally or partially to U.S. dollars. Our solar power plants in Europe have their revenue and expenses denominated in euros; Kaxu, our solar plant in South Africa, has its revenue and expenses denominated in South African rand, La Sierpe, La Tolua and Tierra Linda, our solar plants in Colombia, have their revenue and expenses denominated in Colombian pesos and Albisu, our solar plant in Uruguay, has its revenue denominated in Uruguayan pesos, with a maximum and a minimum price in US dollars. | The main cash flows in our subsidiaries are cash collections arising from long-term contracts with clients and debt payments arising from project finance repayment. Project financing is typically denominated in the same currency as that of the contracted revenue agreement, which limits our exposure to foreign exchange risk. In addition, we maintain part of our corporate general and administrative expenses and part of our corporate debt in euros which creates a natural hedge for the distributions we receive from our assets in Europe. To further mitigate this exposure, our strategy is to hedge cash distributions from our assets in Europe. We hedge the exchange rate for the net distributions in euros (after deducting interest payments and general and administrative expenses in euros). Through currency options, we have hedged 100% of our euro-denominated net exposure for the next 12 months and 75% of our euro-denominated net exposure for the following 12 months. We expect to continue with this hedging strategy on a rolling basis. The difference between the euro/U.S. dollar hedged rate for the year 2023 and the current rate reduced by 5% would create a negative impact on cash available for distribution of approximately $3 million. This amount has been calculated as the average net euro exposure expected for the years 2023 to 2026 multiplied by the difference between the average hedged euro /U.S. dollar rate for 2023 and the euro/U.S. dollar rate as of the date of this quarterly report reduced by 5%. Although we hedge cash-flows in euros, fluctuations in the value of the euro in relation to the U.S. dollar may affect our operating results. For example, revenue in euro-denominated companies could decrease when translated to U.S. dollars at the average foreign exchange rate solely due to a decrease in the average foreign exchange rate, in spite of revenue in the original currency being stable. Fluctuations in the value of the South African rand, the Colombian peso and the Uruguayan Peso with respect to the U.S. dollar may also affect our operating results. Apart from the impact of these translation differences, the exposure of our income statement to fluctuations of foreign currencies is limited, as the financing of projects is typically denominated in the same currency as that of the contracted revenue agreement. |
Interest rate risk | We are exposed to interest rate risk on our variable-rate debt. Interest rate risk arises mainly from our financial liabilities at variable interest rate (less than 10% of our consolidated debt). The most significant impact on our Consolidated Condensed Interim Financial Statements related to interest rates corresponds to the potential impact of changes in EURIBOR, SOFR or LIBOR on the debt with interest rates based on these reference rates and on derivative positions. In relation to our interest rate swaps positions, an increase in EURIBOR, SOFR or LIBOR above the contracted fixed interest rate would create an increase in our financial expense which would be positively mitigated by our hedges, reducing our financial expense to our contracted fixed interest rate. However, an increase in EURIBOR, SOFR or LIBOR that does not exceed the contracted fixed interest rate would not be offset by our derivative position and would result in a stable net expense recognized in our consolidated income statement. In relation to our interest rate options positions, an increase in EURIBOR, SOFR or LIBOR above the strike price would result in higher interest expenses, which would be positively mitigated by our hedges, reducing our financial expense to our capped interest rate. However, an increase in these rates of reference below the strike price would result in higher interest expenses. | Our assets largely consist of long duration physical assets, and financial liabilities consist primarily of long-term fixed-rate debt or floating-rate debt that has been swapped to fixed rates with interest rate financial instruments to minimize the exposure to interest rate fluctuations. We use interest rate swaps and interest rate options (caps) to mitigate interest rate risk. As of June 30, 2023, approximately 92% of our project debt and approximately 96% of our corporate debt either has fixed interest rates or has been hedged with swaps or caps. Our revolving credit facility has variable interest rates and is not hedged as further described in “Item 5.B— Operating and Financial Review and Prospects—Liquidity and Capital Resources— Corporate debt agreements—Revolving Credit Facility”; In the event that EURIBOR, SOFR and LIBOR had risen by 25 basis points as of June 30, 2023, with the rest of the variables remaining constant, the effect in the consolidated income statement would have been a loss of $0.7 million and an increase in hedging reserves of $18.6 million. The increase in hedging reserves would be mainly due to an increase in the fair value of interest rate swaps designated as hedges |
Credit risk | We are exposed to credit risk mainly from operating activities, the maximum exposure of which is represented by the carrying amounts reported in the statements of financial position. We are exposed to credit risk if counterparties to our contracts, trade receivables, interest rate swaps, foreign exchange hedge contracts are unable to meet their obligations. | The diversification by geography and business sector helps to diversify credit risk exposure by diluting our exposure to a single client. In the case of Kaxu, Eskom’s payment guarantees to our Kaxu solar plant are underwritten by the South African Department of Mineral Resources and Energy, under the terms of an implementation agreement. The credit ratings of the Republic of South Africa as of the date of this quarterly report are BB-/Ba2/BB- by S&P, Moody’s and Fitch, respectively. |
| The credit rating of Eskom is currently CCC+ from S&P , Caa1 from Moody’s and B from Fitch. Eskom is the off-taker of our Kaxu solar plant, a state-owned, limited liability company, wholly owned by the Republic of South Africa. In addition, Pemex’s credit rating is currently BBB from S&P, B1 from Moody’s and B+ from Fitch. We have experienced delays in collections in the past, especially since the second half of 2019, which have been significant in certain quarters. | In the case of Pemex, we continue to maintain a pro-active approach including fluent dialogue with our client. |
Liquidity risk | We are exposed to liquidity risk for financial liabilities. Our liquidity at the corporate level depends on distribution from the project level entities, most of which have project debt in place. Distributions are generally subject to the compliance with covenants and other conditions under our project finance agreements. | The objective of our financing and liquidity policy is to ensure that we maintain sufficient funds to meet our financial obligations as they fall due. Project finance borrowing permits us to finance projects through project debt and thereby insulate the rest of our assets from such credit exposure. We incur project finance debt on a project-by-project basis or by groups of projects. The repayment profile of each project is established based on the projected cash flow generation of the business. This ensures that sufficient financing is available to meet deadlines and maturities, which mitigates the liquidity risk. In addition, we maintain a periodic communication with our lenders and regular monitoring of debt covenants and minimum ratios. As of June 30, 2023, we had $465.9 million liquidity at the corporate level, comprised of $72.8 million of cash on hand at the corporate level and $393.1 million available under our Revolving Credit Facility. We believe that the Company’s liquidity position, cash flows from operations and availability under our revolving credit facility will be adequate to meet the Company’s financial commitments and debt obligations; growth, operating and maintenance capital expenditures; and dividend distributions to shareholders. Management continues to regularly monitor the Company’s ability to finance the needs of its operating, financing and investing activities within the guidelines of prudent balance sheet management. |
Electricity price risk | We currently have three assets with merchant revenues (Chile PV 1 and Chile PV 3, where we have a 35% ownership, and Lone Star II, where we have a 49% ownership) and one asset with partially contracted revenues (Chile PV 2, where we have a 35% ownership). In addition, in several of the jurisdictions in which we operate including Spain, Chile and Italy we are exposed to remuneration schemes which contain both regulated incentives and market price components. In such jurisdictions, the regulated incentive or the contracted component may not fully compensate for fluctuations in the market price component, and, consequently, total remuneration may be volatile. | We manage our exposure to electricity price risk by ensuring that most of our revenues are not exposed to fluctuations in electricity prices. As of June 30, 2023, assets with merchant exposure represent less than a 2%3 of our portfolio in terms of Adjusted EBITDA. Regarding regulated assets with exposure to electricity market prices, these assets have the right to receive a “reasonable rate of return” (see “Item 4—Information on the Company— Regulation”). As a result, fluctuations in market prices may cause volatility in results of operations and cash flows, but it should not affect the net value of these assets. |
3 Calculated as a percentage of our Adjusted EBITDA in 2022.
| In addition, operating costs in certain of our existing or future projects depend to some extent on market prices of electricity used for self-consumption and, to a lower extent, on market prices of natural gas. In Spain, for example, operating costs increased during 2021 and 2022 as a result of the increase in the price of electricity and natural gas. | |
Country risk | We consider that Algeria and South Africa, which represent a small portion of the portfolio in terms of cash available for distribution, are the geographies with a higher political risk profile. | Most of the countries in which we have operations are OECD countries. In 2019, we entered into a political risk insurance agreement with the Multinational Investment Guarantee Agency for Kaxu. The insurance provides protection for breach of contract up to $47.0 million in the event the South African Department of Mineral Resources and Energy does not comply with its obligations as guarantor. We also have a political risk insurance in place for two of our assets in Algeria for up to $37.2 million, including two years dividend coverage. These insurance policies do not cover credit risk. |
Item 4. | CONTROLS AND PROCEDURES |
Not Applicable
PART II. OTHER INFORMATION
In 2018, an insurance company covering certain Abengoa obligations in Mexico claimed certain amounts related to a potential loss. Atlantica reached an agreement under which Atlantica´s maximum theoretical exposure would in any case be limited to approximately $35 million, including $2.5 million to be held in an escrow account. In January 2019, the insurance company called on this $2.5 million from the escrow account and Abengoa reimbursed this amount. The insurance company could claim additional amounts if they faced new losses after following a process agreed between the parties and, in any case, Atlantica would only make payments if and when the actual loss has been confirmed and after arbitration if the Company initiates it. The Company used to have indemnities from Abengoa for certain potential losses, but such indemnities are no longer valid following the insolvency filing by Abengoa in February 2021.
In addition, during 2021 and 2022, several lawsuits were filed related to the February 2021 winter storm in Texas against among others Electric Reliability Council of Texas (ERCOT), two utilities in Texas and more than 230 individual power generators, including Post Oak Wind, LLC, the project company owner of Lone Star II, one of the wind assets in Vento II where the Company currently has a 49% equity interest. The basis for the lawsuit is that the defendants failed to properly prepare for cold weather, including failure to implement measures and equipment to protect against cold weather, and failed to properly conduct their operations before and during the storm.
Except as described above, Atlantica is not a party to any other significant legal proceedings other than legal proceedings (including administrative and regulatory proceedings) arising in the ordinary course of its business. Atlantica is party to various administrative and regulatory proceedings that have arisen in the ordinary course of business.
While Atlantica does not expect these proceedings, either individually or in combination, to have a material adverse effect on its financial position or results of operations, because of the nature of these proceedings Atlantica is not able to predict their ultimate outcomes, some of which may be unfavorable to Atlantica.
None.
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds |
Recent sales of unregistered securities
None.
Use of proceeds from the sale of registered securities
None.
Purchases of equity securities by the issuer and affiliated purchasers
None.
Item 3. | Defaults Upon Senior Securities |
None.
Item 4. | Mine Safety Disclosures |
Not applicable.
Not Applicable.
Not Applicable.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: August 1, 2023 | | |
| | |
| 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 |
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