Edp S.a. · EURONEXT:EDP
Edp — Energias de Portugal — Non-Deal Roadshow (July 2020)
26 slides from Edp's roadshow presentation, Jul 15, 2020
Slide 1: Acquisition of Viesgo & Rights Issue
edp Acquisition of Viesgo & Rights Issue Lisbon, 15th of July 2020
Slide 2: Important Notice
IMPORTANT: YOU MUST READ THE FOLLOWING BEFORE CONTINUING. The following applies to this document, the oral presentation of the information in this document by EDP– Energias de Portugal S.A. (the “Company”) or any member of its group (together, the “Group”) or any person on behalf of the Group, any q
Slide 3: Important Notice (continued)
There can be no assurance that the conditions precedent of (i) the "Viesgo Transaction" as defined in the Presentation, (ii) the sale of a portfolio of thermal generation assets and a client portfolio in Spain and (iii) the sale of a portfolio of six large hydro plants in Portugal will be satisfied.
Slide 4: EDP is announcing today
EDP is announcing today... The Acquisition of Viesgo another important step towards enhancing our risk profile and reshaping our Iberian portfolio through increased exposure to electricity distribution networks and renewables The launch of a €1.0 bn Rights Issue to partially fund the acquisition and
Slide 5: Key Topics
Key Topics 1 |4 Acquisition of Viesgo for an Enterprise Value of €2.7 Bn 2 Fad €1 Bn Rights Issue launch =A 3 SY Our journey so far and where we go from here
Slide 6: Transaction Rationale
TRANSACTION RATIONALE We are announcing a landmark acquisition that reinforces our positioning at the forefront of the energy transition... Acquisition focused on growth in electricity networks and +€238 Mn renewables, as critical enablers of the energy transition EBITDA 2019 High-quality business w
Slide 7: Viesgo asset overview and map
Luarca – Asturias Cantabria Mieres – Asturias Lugo Burgos Palencia Distribution line C H H Wind farm H Small hydro plant C C Coal plants to be decommissioned Note: 2019 figures 1. EBITDA and EBIT on an IFRS basis, excluding coal 2. 3. Gross CAPEX deducted from 3rd party contributions Average employe
Slide 8: Combined distribution networks in Spain
Luarca – Asturias Combined Cantabria Mieres – Asturias Lugo Burgos Palencia • • • • • Note: 2019 figures 3. Gross CAPEX, deducted from 3rd party contributions 1. Regulated Asset Base post Lesividad according to recent court decisions and assuming no recovery 4. average employees in the distribution
Slide 9: Viesgo renewables portfolio
Formal authorization requested in Puente Average load factor Nuevo and process initiated in Los Barrios MW Regulated3 with an average ~7 years Projects submitted/under assessment with of remaining regulated life and strong wind & solar resources remuneration rate of 7.4% (Rinv)4 with load factor abo
Slide 10: Energy transition trends in Europe
2010 2018 2020 Target 2030 Target (EU 28) (EU 28) (EU 27) (EU 27) 2018 To align with Paris Agreement 2015 2020 2030 Source: (1) Eurostat; (2) 2018 value from IEA World Energy Investment 2019 and the value to align with Paris agreement is the estimated average investment in 2019-2040 in the IEA WEO19
Slide 11: Spanish energy and climate plan and regulation
1. PNIEC: Plan Nacional Integrado de Energía y Clima 2. CAPEX regulatory threshold increased from 0.13% of Spanish national GDP to 0.14% CONFIDENTIAL 11
Slide 12: Enterprise value breakdown
Distribution Renewables Dismantling & EDP / Viesgo Total EV Interconnection Industrial Project Rights 1. Enterprise Value means the sum of the equity value of a company or asset (including minority interests) with its financial debt and debt-like liabilities net of cash and equivalents; 2. EBITDA 20
Slide 13: Net equity investment and shareholder agreement
Net equity investment of c. €0.9 plus consolidation of c. €1.1 Bn net debt through an investment of c. €0.7 Bn under the established shareholders agreement including appointment of Chairman, CEO and CFO Both shareholders commit to an at the Distribution business Note: Viesgo perimeter also includes
Slide 14: Valuation multiples
(0.9 GW) (€1.0 Bn) (1.7 GW) (0.5 GW) 1. CONFIDENTIAL Based on 2019 EBITDA except for Merchant Hydro which is base on 2018 figures. EV and EBITDA of Viesgo excluding coal 14
Slide 15: Key Topics
Key Topics 1/4 2 Acquisition of Viesgo for an Enterprise Value of €2.7 Bn €1 Bn Rights Issue launch Our journey so far and where we go from here 15
Slide 16: Rights issue and funding
1. Net Debt adjusted for regulatory receivables CONFIDENTIAL 16
Slide 17: Rights issue for eligible existing shareholders
for EDP’s eligible existing shareholders and investors acquiring such preferential subscription rights (discount to TERP1 of 23% vs. closing price on 15th July 2020) , representing 8.45% of EDP’s share capital before the Rights Issue (excluding treasury shares) 1. Theoretical ex-rights price CONFIDE
Slide 18: Roadshow and rights issue timetable
2020 16th July 21st July 23rd July 6th August 7th August 17th August Roadshow rd Rights Trading Period rd Rights Issue Subscription Period Announcement of the Offer results & settlement of the exercise of rights CONFIDENTIAL 18
Slide 19: Key Topics
Key Topics Acquisition of Viesgo for an Enterprise Value of €2.7 Bn 1/4 2 Fad €1 Bn Rights Issue launch 3 IW Our journey so far and where we go from here 19
Slide 20: Low risk profile contribution
LOW RISK PROFILE CONTRIBUTION EBITDA from regulated/LT contracted activities to be reinforced with higher edn weight of regulated networks further de-risking the Group’s earnings profile Regulated & Long term contracted activities... ..reinforced with increased weight of electricity networks % of EB
Slide 21: Wind and solar additions: 84% of target secured
Wind and solar additions for 2019-2022: 84% of target already secured EU Green recovery plan, US fiscal incentives: Potential new investment opportunities Iberian portfolio reshaping deals: value crystallization, improved low risk profile Renewables asset rotation strategy: positive market outlook (
Slide 22: 2020 outlook and guidance
(Viesgo acquisition and rights issue) (single digit growth YoY despite material challenging context) Energy management Renewables (asset rotation) Interest costs allowing for COVID – Brazilian economic context/FX and Iberian weaker supply demand 1. Recurring Net Profit excludes exceptional and non-r
Slide 23: CONFIDENTIAL
CONFIDENTIAL 23
Slide 24: Rights issue terms
Capital increase with preferential subscription rights for EDP - Energias de Portugal (“EDP” or the “Company”) eligible existing shareholders and investors acquiring such preferential subscription rights (the “Rights Issue”) Public offering in Portugal Private placement to international institutiona
Slide 25: Alternative performance measures definitions
“EBITDA” is an alternative metric of performance non-audited, meaning earnings before interest, tax, depreciations and amortizations, and calculated as revenues from energy sales and services and other minus cost of energy sales and other, deducted of supplies and services and personnel costs and em
Slide 26: Non-IFRS financial measures reconciliation
NON-IFRS FINANCIAL MEASURES PRESENTED AS APMS The corresponding reconciliation is mapped below Reconciliation of the Capex formula Reconciliation of the Net Debt adjusted for regulatory receivables Istqauiter 1s quater 1st quarter ow, Amounts receivable fm tariff acjustnents - Elecercity- Poetagl (c
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