Acciona Sa · BME:ANA
Acciona Sa — Merger or Acquisition (June 2014)
22 slides from Acciona Sa's merger presentation, Jun 24, 2014
Slide 1: ACCIONA Energía Internacional Partnership with KKR
ACCIONA Energía Internacional Partnership with KKR Juan Muro-Lara Chief Corporate Development Officer 24th June 20141
Slide 2: Disclaimer
Disclaimer This document has been prepared by ACCIONA, S.A. (“ACCIONA” or the “Company”) exclusively to accompany the Relevant Information on the sale of a minority stake in ACCIONA Energía Internacional. Therefore it cannot be disclosed or made public by any person or entity with an aim other than
Slide 3: 1. Transaction description
1. Transaction description 3
Slide 4: Transaction description
Transaction description ACCIONA Energía (“AE”) has entered into an agreement with KKR to sell a one-third stake in ACCIONA Energía International (“AEI”) CASH 2/3 1/3 ACCIONA Energía International 2.3GW net operating renewable capacity 55 assets in 14 international markets c.€120m cash distribu
Slide 5: Transaction description: the transaction
Transaction description The transaction Minority partnership KKR acquires a 1/3 stake in AEI for €417m (excluding earn-out consideration) AE retains the remaining controlling stake (2/3) The relationship of the partners will be governed by a Shareholders Agreement Management Services Right Of First
Slide 6: Transaction description
Transaction description ► KKR is one of the world leading investment firms with and impressive track Partner record and over US$102bn of assets under management ► 2.3GW of net operating renewable generation assets ► 55 assets in 14 countries outside of Spain Portfolio (AEI) ► Generates c. €120m of c
Slide 7: 2. Strategic rationale
2. Strategic rationale 7
Slide 8: Strategic rationale of the partnership with KKR
Strategic rationale of the partnership with KKR PERFECT FIT BASED ON COMPLEMENTARITY Technological track record Global access to competitive Unmatched LONG TERM capital development capabilities and PARTNERSHIP Value creation pipeline track record Pioneers Pioneers Partnership built with
Slide 9: Strategic rationale of the transaction
Strategic rationale of the transaction This transaction will support ACCIONA’s strategy to: ► Develop a sustainable long-term relationship with a leading investor such as KKR which shares our ambition to grow in the renewable energy sector ► Monetize part of our international energy portfolio throug
Slide 10: 3. AEI portfolio overview
3. AEI portfolio overview 10
Slide 11: AEI portfolio overview
AEI portfolio overview Diversified portfolio with a combination of developed markets and high-growth countries that provides secure and stable dividends Canada 103MW Poland 71MW Hungary 11MW Italy 156MW USA 631MW Wind 566 CSP 64 Portugal 142MW India 86MW Wind 112 PV 30 Mexico 541MW Croatia 30MW Gree
Slide 12: AEI portfolio overview
AEI portfolio overview Portfolio consisting of multiple technologies located in some of the most productive regions worldwide and with proven track record Country Net MW 2015E Load Factor Current Status COD1 United States 566 37% Operating 2009 Mexico 541 46% Operating 2010 Australia 272 38% Operati
Slide 13: 4. MSA & ROFO agreements
4. MSA & ROFO agreements 13
Slide 14: MSA agreement
MSA agreement Long-term fully-comprehensive management contract with a 20-year term ► AE and AEI have entered into a Master Services Agreement pursuant to which AE will provide AEI all services required for its proper administration and operation, including: Energy management Purpose of the Asse
Slide 15: ROFO agreement
ROFO agreement AE has granted AEI a Right of First Offer (“ROFO”) on future assets developed within AEI’s operational territory Canada Poland Hungary Croatia Portugal Greece USA Italy Mexico India Costa Rica Chile Australia South Africa ~3GW Development Pipeline ROFO will accelerate AEI’s organic gr
Slide 16: 5. The YieldCo opportunity
5. The YieldCo opportunity 16
Slide 17: The YieldCo opportunity
The YieldCo opportunity The partners have agreed to pursue the listing of a YieldCo vehicle containing a meaningful perimeter of AEI assets ► High investor appetite for infra assets with stable dividend, high visibility and growth – results in listing of yield-oriented renewables vehicles (YieldCos)
Slide 18: 6. Expected timing and conditions
6. Expected timing and conditions 18
Slide 19: Expected timing and conditions
Expected timing and conditions Expected Reorganization Signing Closing completion Transaction June 2014 Q4 2014 June 2015 Max. 1-year Conditions precedent satisfied Competition Approvals 3rd party consent Max. Minimum assets carved IN Rest of assets carved IN 1-year Assets carved OUT Organizational
Slide 20: 7. Conclusions
7. Conclusions 20
Slide 21: Conclusions
Conclusions Milestone transaction for ACCIONA Energía which monetizes part of its international portfolio while establishing a partnership with reputed partner KKR Strengthens and accelerates growth potential in the international renewables market Perfect fit between a value-driven financial investo
Slide 22: ACCIONA Energía Internacional Partnership with KKR
ACCIONA Energía Internacional Partnership with KKR Juan Muro-Lara Chief Corporate Development Officer 24th June 2014 22