MAIN TARGET OF THE RECOVERY AND RELAUNCH PLAN

 

Asset divestment programme

relating to the photovoltaic and environmental sectors, owned by the Company (or by other companies directly or indirectly controlled by it), updated in terms of timing with respect to the previous version of the proposed Plan, which also takes into account the offers received by the Company for the sale of the above assets, as well as the Company’s industrial prospects in accordance with the Plan;

Merger by incorporation of Softeco into TerniEnergia

to be completed by the end of 2019, to boost entry into the hi-tech and digital sector;

Continuity and development of business lines in the field of “digital energy”

advanced consultancy and application of new technologies to energy saving activities and digitalised REN plant maintenance (Digital O&M)

Financial manoeuvre

which, in addition to providing for debt rescheduling and rescheduling, is founded:

  • on a principle of “pari passu” distribution, between financial institutions and bondholders, of the proceeds deriving from the disposal of the above assets during the two-year period 2019-2020;
  • application of a “balance and withdrawal” manoeuvre to 2020 for those institutions that have shown interest in this solution thanks to the use of the last proceeds deriving from the disposals hypothesised in that year;
  • starting in 2020, full repayment of the residual debt for bondholders and banks not participating in the “balance and write-off”, through flows deriving from business continuity with the objective of completing the repayment path by 2026.

TARGETS

Through the planned operational turnaround, which will be completed with the merger between TerniEnergia and Softeco by 2019, the company aims to implement the complete redefinition of its strategic activities, completing the process of transformation into algoWatt, a “Smart Company”.

This process will produce:

Exit from the Renewable Utilities sector, characterised by capital-intensive activities and a high level of indebtedness

Entering the high-performance digital sector, across the sectors of IT Services and Software Development

Consequent increase in multiples used for the analysis of the strategic value of companies

Use of digital transformation as a lever for growth, a driving force behind the new business strategy

Construction of medium-term strategic plans with the search for new low-cost synergies together with other competitors, synergistic mergers

Increasing the interest of specialised investors in the digital sector

INDUSTRIAL AND OPERATIONAL TURNAROUND

PROPOSED DIVESTITURE MEASURES

The photovoltaic assets and those of the CleanTech Business Unit are expected to be disposed and, in particular, by 2019:

  • the sale of photovoltaic energy production plants, held directly or indirectly;
  • the sale of end-of-life tyre treatment and recovery plants;
  • the sale of the Nera Montoro biodigester;

by 2020:

  • the sale of a liquid waste treatment plant and 3 remaining photovoltaic plants.

As a result of these disposals, the Plan provides for a total financial benefit of approximately Euro 115.8 million (of which approximately Euro 39.8 million Equity Value and approximately Euro 76.0 million reduction in the Group’s financial exposure due to the taking over of part of the debt by the purchasers of the assets).

MERGER BY INCORPORATION OF SOFTECO INTO TERNIENERGIA

The corporate rationalisation process of the TerniEnergia Group is expected to be completed through the merger by incorporation of Softeco Sismat Srl into TerniEnergia by the end of 2019. This transaction will allow TerniEnergia to complete the industrial turnaround process of the Group through:

  • the strategic control of the new “Digital Energy” market, thanks to the development and growth of the Smart Solutions and Services divisions, based on Softeco’s expertise;
  • the application of the Digital Transformation paradigm as well as the adoption of new digital technologies for the energy efficiency sectors, according to a new business model, and for the maintenance of energy plants (proactive and prescriptive O&M), through an increased capacity for data analysis and the integration between the plant engineering skills of TerniEnergia and those for the development of innovative advanced analytics solutions by Softeco.

Finally, it is believed that the merger will simplify the corporate architecture, confirming the industrial vocation of TerniEnergia, optimize decision-making processes and management efficiency (corporate, accounting and administrative), with a consequent greater rationalisation of costs.

RELEVANT OPPORTUNITIES EXPECTED FROM THE EFFECTS OF INNOVATIVE ACTIVITIES

algoWatt carries out numerous research projects in the digital energy, cybersecurity, smart mobility, clean environment and Industry 4.0 sectors
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projects since 1993
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active ptojects
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financing between 2017 and 2019
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resources invested in research
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projects since 1993
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international partners
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SBU SMART SOLUTIONS AND SERVICES

SBU ASSETS

The Plan was prepared with the assistance of KPMG as an industrial and financial advisor.