• Revenues of 31.7 million (Euro 31.4 million as at June 30 2012)
  • EBITDA of Euro 5.7 million, +97% (Euro 2.9 million as at June 30 2012)
  • Ebitda Margin 18% (9.4% as at June 30 2012)
  • EBIT of Euro 3 million, +48% (Euro 2.1 million as at June 30 2012)
  • Net Profit of Euro 5.4 million (Euro 1.7 million as at June 30 2012)
  • Fixed assets amounted to Euro 165 million (90.3 million as at 31/12/2012)
  • NFP of Euro 124.8 million, Euro 30.7 million of which in short time (Euro 62.3 million as at 31/12/2012 , Euro 34.2 million of which in short time)
  • Net Equity amounted to Euro 51.5 million (48.8 million as at 31/12/2012)

The Board of Directors of TerniEnergia, a company active in the renewable energy fields, energy efficiency listed on Star Segment of Borsa Italiana, approved today the interim financial report as at June, 30 2013

Stefano Neri, President and CEO of TerniEnergia, commented as follows:

The results of the first half of the year are positive and perfectly in line with what was expected, taking into account the transition phase and new business areas. The profit is considerably above expectations. What is more important is the clarity of ideas and tools to bring forward the internationalization process of the Group and the consolidation of the environmental and energy efficiency, alongside the already established leadership in the photovoltaic sector. The relationship with the Fund “Ra-Renewable Assets”, which will start within this year, will introducethe Company to the stage of maturity, with excellent visibility of growth in the medium term”.

Consolidated results as at June 30, 2013

The Net revenues amounted to Euro 31.7 million (Euro 31.4 million as at June 30, 2012). During the first six months of the year was carried out on behalf of third parties, in Italy, a photovoltaic plant of 21 MWp and the working sites had been opened in Romania for additional 3 plants and a total power of 3 MWp. Furthermore all PV plants in Greece had been completed. The subsidiary Lucos Alternative Energies opened the working site for an energy efficiency lighting intervention, which will be completed within the year, with supply of LED lamps (5,200 area lights).The contribution of the environmental and energy efficiency, characterized by high margins and long-term visibility , is equal to more than 10% of total revenues.

The EBITDA amounted to Euro 5.7 million (+97%) compared to Euro 2.9 Million recorded as at June 30, 2012. The EBITDA Margin was 18%, an increase of 92% compared to the same period of 2012 (9.4%)

Net operating income (EBIT) amounted to Euro 3 million (Euro 2.1 million as at June 30, 2012), an increase of 48,3%, after amortization, depreciation and provisions amounted to Euro 2.7 million (Euro 0.9 million as at 30 June 2012).

Net income amounted to Euro 5.4 million and includes the share of profit generated from the activity of JV which was of Euro 0.6 million (Euro 1.9 million as at June 30 2012) . Net income as at June 30 , 2012 was Euro 1.7 million.

Net Equity amounted to Euro 51.5 million (Euro 48.7 million as at 31/12/2012).The value of shareholders’ equity, excluding the effect of derivatives, would be of EUR 56.5 million.

Fixed assets amounted to Euro 165 million (Euro 144 million of which is related to tangible fixed assets (Euro 90.3 million as at 31/12/2012), an increase of 83% due to the completion of the consolidation process of photovoltaic plants previously held in joint venture with EDF EN Italia.

The Net financial position amounted to Euro 124.8 million (Euro 62.3 million as at 31/12/2012). In line with the strategic policy declared by the Group, the increase recorded from non-current net financial position is determined by the consolidation of assets, mentioned above. Non-current net financial position amounted to Euro 94.1 million, while the net financial position in the short amounted to € 30.7 million. The NFP / short equity, equal to 0.6x, improves appreciably remaining below the unit in a complete safety area.

The Company has submitted a draft medium-term syndicated loan to a pool of lenders in order to harmonize the credit lines with the evolution of the business model aimed at integrating the activities of EPC in the photovoltaic field and power generation together with investment activities in the environmental industry sector (waste management) and energy efficiency.

Industrial results as at June 30 2013

The total number of photovoltaic plants built by TerniEnergia from the beginning of its activity until June 30, 2013 increased to no. 270 with a total installed power of 272,8 MWp (33.3% of which 100% owned by the company and 11.1 MWp for joint venture for the Power Generation business, taking account of the JV Fotosolare Settima splitting operation). Biomass plants have been put into operation for a total power of 1.5 MW and 2 MWt. The total energy production from plants in Full Equity and in Joint Venture for the business of power generation, in the first half of the year was equal to approximately 40 million kWh. For the whole year 2013 it is estimated that a plant fully owned will ensure a production of over 70 million kWh. In the environmental sector are operational plants for recovery of secondary raw material from tires (ELTs), biodigestion and composting GreenAsm and finally remediation of groundwater in Nera Montoro.

PRO-FORMA RESULTS AS AT JUNE 30, 2013

As at June 30, 2013, the Group had joint control with partners of – primary level – on some of the companies whose object was the identification, development, financing, design, construction, commissioning, operation and management in Italy of industrial sized photovoltaic plants, and the sale of electricity produced by them.

Pursuant to the provisions of IAS 31 – Interests in Joint Ventures, the investment in question can be accounted for in the consolidated financial statements under the equity method, which consists in the recognition of a portion of the income accrued by the same as a specific item of the income statement, or by the proportional method , which consists in detecting the relevant portion of all assets and liabilities, income and expenses arising from the financial statements of the joint ventures. The Group has opted for the equity method in accounting for joint ventures showing , therefore, the results of the Group in the consolidated income statement separate line “Share of income from joint ventures”.

The following table shows the Group’s financial results as at June 30 2013 if the results of the joint ventures were accounted by using the proportionate method:

Six month ended as at June 30

2013

2012

Total

Total

Revenues

37.014.776

40.902.856

EBITDA

10.161.448

11.117.463

Operation profit

5.790.300

7.498.856

Net Profit

5.376.862

1.726.796

Ebitda Margin

27,45%

27,18%

This accounting method would not have resulted in any adjustment to the Group’s net profit in the period under review .

 

Significant facts occurred after the end of the quarter

July 1st, 2013 TerniEnergia signed two agreements with EDF EN Italy for the purchase and sale of companies owning solar power plants already put into operation, held in joint venture by the two companies. The first agreement provided for the acquisition by TerniEnergia of 50% of the share capital of the JV Terni SolarEnergy Srl, owned by EDF EN Italy. The company owned 7 industrial sized photovoltaic plants for a total capacity of 6 MWp. The value of assets was determined based on the algebric sum of the Enterprise Value related to 100% of the JV, amounting to Euro 22.6 million, and the value of the adjusted net financial position resulting from the interim financial statements of the company on the effective date the assignment. The second agreement provided for the transfer to EDF EN Italia by TerniEnergia of the 50% of the share capital of the JV Solaren Srl. The company owns five industrial sized photovoltaic plants for a total capacity of 4.5 MWp. The value of assets was determined based on the sum of the Enterprise Value on 100% of the JV, amounting to Euro 17.8 million, and the value of the adjusted net financial position resulting from the interim financial statements of the company on the effective date the assignment. The price of shares sold by TerniEnergia was, therefore, equal to 50% of that value.

July 17 th, 2013 – TerniEnergia and EDF EN Italy completed the distribution of PV plants assets already put into operation and held in joint ventures. The two companies have signed an agreement for the non-proportional demerger of the company FotosolareSettima Srl, which owns 10 photovoltaic plants already put into operation for a total capacity of 9.4 MWp, previously held in JV at 50%. The agreement provided for the establishment of a new company, called Solter Srl, whose registered capital will be entirely made out to TerniEnergia and to whom will be given the business that deals with the production of electricity by 4 industrial sized photovoltaic plants for a total capacity of 3.8 MWp. The demerged company with 6 PV plants for a total capacity of 5.6 MWp will remain fully available to EDF EN Italy. The enterprise value of the assets acquired by TerniEnergia was Euro 13,560.000. The effectiveness of the transaction is subject to the signing of the act of splitting from the members of Fotosolaresettima, planned for the month of September 2013.

 

Business outlook

TerniEnergia as at June 30 2013 has achieved better results compared to the same period of 2012 and the first quarter of 2013 and substantially in line with expectations expressed in previous management’ reports.

The initiatives already undertaken by the inner side have allowed the Group to speed up the processes of industrial efficiency resulting from the integration of photovoltaic EPC business, power generation, energy efficiency and waste-to energy. In particular, TerniEnergia can consider now completed the first stage of an evolutionary process that led the company to evolve from player focused on the activity of construction of plants for third parties and on the sale of the electricity produced from its own plants and in joint ventures, to be protagonist of a new industrial path characterized by the stability of the client related to the EPC business and the programmability of productive activity.

The entrance into the new phase of transformation will, now, be a result of the agreement signed with Prelios SGR and the advisor Capital Power, which will make operational in the coming weeks, the real estate mutual fund closed end, reserved for qualified investors “RA – Renewable Assets”. This integration tool of the financial structure of the Group, which will invest in operating assets to the production of energy from renewable sources and environmental management, will make possible a new era of growth and the final structure of the new strategic direction

Even for this purpose, TerniEnergia has completed in recent months a thorough review of the partnership activities in the field of Power Generation, with the allocation of industrial sized photovoltaic plants developed with EDF EN Italia, as part of a process of development of the property of solar power plants. The provision of some of these assets for the structuring of real estate portfolio of the Fund “RA – Renewable Assets”, will activate an initiative of remarkable quality, characterized by high, stable and predictable performance, in the long term with a low risk profile and with the guarantee of the transparency and reliability of a supervised manager.

The Group, near the completed and already achieved diversification in the energy efficiency fields and environmental industry, will thus put beside a new strategic direction represented by the evolution from “asset owner” to “industrial asset manager”, allowing to plan new investments in the markets of enormous potential, to manage the step of EPC of new plants for the production of energy from renewable sources and, finally, treating the processes of fine tuning as regards their technical management and operational characteristics and, subsequently, the optimization industry in order to maximize utilization capacity and the ordinary and extraordinary maintenance of buildings, fixtures and accessories of the same property.

Without a doubt, the consolidation of initiatives to improve efficiency of business operations and repositioning of development strategies implemented as at today will help this kind of process in a consistent manner, which will have its full effects by the start of the new “ structural “ initiatives that will be permitted by the resources provided by the investment Fund and which will be used with the dual objective of ensuring adequate returns to the subscribers of” RA – Renewable Assets “and operate a substantial improvement of structures and industrial prospects of TerniEnergia.

Parallel to this complex and articulate operation, the Group has continued to consolidate internationalization process already started in the previous year and aimed at the lasting achievement of shares on foreign markets. This activity, carried out in recent months primarily with the acquisition of EPC “turnkey” contracts on behalf of third parties of industrial sized photovoltaic plants can have an interesting evolution in the direction of the promotion of new direct or accompanied investment by the Fund “RA – Renewable Assets “in the markets with greater appeal and attraction factors. TerniEnergia will be able to activate this process of greater strategic scope, quite challenging in itself if approached without the necessary expertise and without a track record of success, relying on the know-how acquired in recent months, on the allocation of managerial and financial resources, on its distinctive , technological and market competences accumulated.

Finally TerniEnergia , will look at the domestic and European market in general by strengthening its capacity for action in the field of energy efficiency and environmental industry (waste management and recovery of materials and energy), also inserting in the line of concrete measures to environmental sustainability introduced by UER with the package Climate Energy. In addition to the Low Carbon Road Map Europe is setting more ambitious goals and challenging aiming to reduce European emissions of greenhouse gases by 2050 up to 83% compared to 1990.

In the coming months, the Group will continue in expanding the bouquet of environmental systems, by completing the investment to build a new facility for the treatment and recovery of “secondary raw material” of tires (End of Life Tires) in northern Italy, with the goal of getting to hold national leadership in the industry. A similar operation will be conducted in the segment of the treatment of the organic fraction of municipal selected solid waste, with the completion of a new plant in Southern Italy for energy recovery through anaerobic biodigestion and production of biogas and composting through the integration of a second aerobic biodigestion phase of material. To these very important investments shall be added the implementation of a new plant for the treatment of industrial waste fluids in Nera Montoro (TR), which will intercept a substantial market segment with a high technological component and high growth prospects Finally, through its subsidiary Lucos Alternative Energies, the Group intends to oversee the successful market of energy saving and of integrated interventions on industrial scale, also in relation of future scenarios that all indicators show targeted towards more energy efficiency measures that will only increase the interest in this market.

 

Other resolutions

The Board of Directors of TerniEnergia expressed a favourable opinion on the participation of a new Bid, organized by the Government of the Republic of South Africa, for the construction of industrial sized photovoltaic plants to be realized, in collaboration with a leading European utility.

 

Declaration of the Officer responsible for preparing the corporate accounting documents

The Officer appointed for the preparation of accounting and corporate documents , Dott. Paolo Allegretti, states, pursuant to paragraph 2 of art. 154-bis of the consolidated Financial Act, that the accounting information that is contained in this press release corresponds to the results contained in the documents, books, and accounting records.

Deposit of documents

Please note that the Interim Financial Report as at June 30 2013 the Group TerniEnergia approved by the Board of Directors of TerniEnergia today, will be available to the public, together with the report of the independent auditors, in the manner and within the time provided by law.