Group Presentation March 2017 - Veronagest
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Group Presentation
March 2017Contents
1. Introduction
i. Business Overview
ii. Veronagest: a leading independent player
iii. Company’s history milestones
iv. Assets overview
v. Investment Highlights
2. Current Portfolio - Wind
i. Wind Farms Operating
ii. Wind Farms Operating – details
3. Pipeline
i. Wind Pipeline
4. Corporate Information
i. Group Structure
ii. 231 Model
iii. Group Organizational Structure
2Introduction
Business Overview
Veronagest operates in the renewable sources (wind and solar) energy production and has gained a leading position among
Italian independent players in terms of scale, quality of assets and skills / capabilities.
Veronagest is one of the most experienced Italian companies in the renewable energy business, with a proven ability to deliver
growth and a strong business model:
370 MW installed since 2006 and a pipeline of projects including some 100 MW;
highly efficient and fully integrated platform, with the expertise of executing internally all phases of the sector value chain
(origination, engineering, construction supervisory, financing and operation of plants);
experienced management team with both technical and financial skills.
As of June 30, 2015 the Company has 7 operating wind farms with an installed power of 282,4 gross MW. Veronagest has
been developing a pipeline of projects, including 58 net wind MW at a highly advanced development stage and 42 net wind MW
at advanced stage.
The Company is controlled, through Energreen S.A., by Compagnie Finance Ponte Carlo S.A. (hereinafter “C.F.P.C.”) (55%)
and Banco BPM, one of the major Italian banks.
The Group is made up of:
the holding company Veronagest S.p.A.
the SPVs owing the wind farms;
Wind Service S.r.l.;
VRG Energy S.r.l.
4Veronagest: a leading independent player
Italian wind players – ranking as of 31/12/2016
1.200
1.092
800 726
589
MW
506
400 371
335 328 320 294 282 277 272
237
195
162 156
0
Source: eLeMeNS LooKOut n.15
5Company’s history milestones
STRATEGY
2005 Private equity investor providing expertise in project finance for 2 wind farms (Parco Eolico Ennese and VRG Wind 129 – 92 MW)
2006 Switch to an industrial approach and focus on renewables through: hiring expertise in origination & construction and ensuring a solid pipeline
2007 Framework agreement with GAMESA for WTG supply
2008 Evolution of origination strategy: wind green field development
2009 Start-up of greenfield PV
2011 Disposal of Parco Eolico Ennese (70.5 MW) to Alpiq
2012 Disposal of Calabria Solar (40 MW of photovoltaic under development)
2017 Disposal of Sol.In.Build (16.8 MW of photovoltaic in operation)
FINANCING
2006 Parco Eolico Ennese and VRG Wind 129 (92 MW): € 130 mln
2007 VRG Wind 030 (60 MW), VRG Wind 040 (29.8 MW), VRG Wind 060 (48 MW): € 255 mln
2008 VRG Wind 819 (42.5 MW): € 64 mln
2009 VRG Wind 070 (60 MW) and S.I.B. (16.6 MW of PV): € 115 mln and € 73 mln
2011 VRG Wind 840 (20 MW): Vendor Loan (€ 42,5 mln) provided by Gamesa
2013 Autorizzazione Unica (AU) for 36 MW of wind in Basilicata
CONNECTION TO THE GRID
2007 Parco Eolico Ennese (70.5 MW), the biggest wind farm in Italy at the time
2008 VRG Wind 040 (29.8 MW) and VRG Wind 060 (48.0 MW)
2009 VRG Wind 030 (60 MW) and VRG Wind 129 (22.1MW)
2010 VRG Wind 819 (42.5 MW) and VRG Wind 070 (60 MW)
2011 S.I.B. (16.8 MW of photovoltaic)
2012 VRG Wind 840 (20.0 MW of wind)
6Assets Overview
Veronagest’s windfarms business is made up of the following SPVs owning windfarms in operation with a total gross power of
282,4 MW:
VRG Wind 129, which is the owner of a wind farm with a consolidated installed power of 22,1 MW. The wind farm is
located in Sicily and has been operating since October 2009. The O&M is carried out by Gamesa. Veronagest owns 100%
of the share capital of the SPV
VRG Wind 030, which is the owner of a wind farm with a consolidated installed power of 60,0 MW, located in Sicily. The
wind farm has been operating since December 2009. The O&M is carried out by Gamesa (wind turbines) and Siemens /
Wind Service (BOP). Veronagest owns 100% of the share capital of the SPV
VRG Wind 040, which is the owner of a wind farm with a consolidated installed power of 29,75 MW, located in Sicily. The
wind farm has been operating since December 2008. The O&M is carried out by Gamesa (wind turbines) and Terna /
Wind Service (BOP). Veronagest owns 56,2% of the share capital of the SPV
VRG Wind 060, which is the owner of a wind farm with a consolidated installed power of 48,0 MW, located in Sicily. The
wind farm has been operating since January 2009. The O&M is carried out by Senvion (wind turbines) and Terna / Wind
Service (BOP). Veronagest owns 100% of the share capital of the SPV
VRG Wind 819, which is the owner of a wind farm with a consolidated installed power of 42,5 MW, located in Sicily. The
wind farm has been operating since November 2010. The O&M is carried out by Gamesa (wind turbines) and Siemens /
Wind Service (BOP). Veronagest owns 100% of the share capital of the SPV
VRG Wind 070, which is the owner of a wind farm with a consolidated installed power of 60,0 MW, located in Calabria.
The wind farm has been operating since December 2010. The O&M is carried out by Gamesa. Veronagest owns 100% of
the share capital of the SPV
VRG Wind 840, which is the owner of a wind farm with a consolidated installed power of 20,0 MW, located in Calabria.
The wind farm has been connected to the grid in June 2012. The O&M is carried out by Gamesa. Veronagest owns 100%
of the share capital of the SPV
7Investment Highlights
Leading independent Italian renewables IPP
Substantial and attractive operating portfolio
– 282,4 MW gross wind operating, providing steady cash flow generation
– 2.200 average full-load hours (NEH – P50) for wind
– Generous tariffs maintained within the new incentive scheme
Deliverable near-term pipeline
– Highly advanced development phase pipeline to the end of 2015 includes 46 MW net wind
– Further projects totaling 54 MW net wind under development
Strong origination network
– Established relationships with local developers
– Consolidated experience in the green field development of the origination team
Attractive Italian market
– Demanding EU 2020 targets; no nuclear power option
– Italian electricity prices among the highest in Europe
– Excellent resources
– High entry barriers in the market with difficult entry also for big energy players
Full plant lifecycle expertise in-house
– Dedicated team with critical resources to manage origination, project finance, engineering & construction, operation &
maintenance
Independent entity with disciplined management, corporate governance systems, team operating to international
standards
– Ideal entry platform into Italian market and beyond
8Current Portfolio - Wind
Wind Farms Operating
g VRG Wind 030 (60.0 MW)
Location: Sicily
Ownership: 100% Veronagest
Status: Op. 12/2009
NEH: 1,983 (GH)
a VRG Wind 129 (22.1 MW)
Location: Sicily
Ownership: 100% Veronagest
Status: Op. 10/2009 f VRG Wind 040 (29.8 MW)
NEH: 1,796 (Garrad Hassan – GH) Location: Sicily
Ownership: 56.3% Veronagest
Status: Op. 12/2008
NEH: 1,926 (GH)
b VRG Wind 060 (48.0 MW)
Location: Sicily e
Ownership: 100% Veronagest d
e VRG WIND 840 (20.0 MW)
Status: Op. 01/2009 a Location: Calabria
NEH: 2,764 (GH) b f g
c Ownership: 100% Veronagest
Status: Op.06/2012
NEH: 2,782 (Fichtner)
c VRG Wind 819 (42.5 MW)
Location: Sicily
Ownership: 100% Veronagest d VRG Wind 070 (60.0 MW)
Status: Op. 11/2010 Location: Calabria
NEH: 1,760 (GH) Ownership: 100% Veronagest
Status: Op. 12/2010
NEH: 2,368 (GH)
10Pipeline
Wind Pipeline
The Company’s wind pipeline includes 36 net MW already authorized; 21,9 net MW at a highly advanced development phase
and 42 net MW at an advanced phase. Some relevant information on the projects included in the pipeline is provided below.
Wind 03 (36.0 MW)
Location: Basilicata
Wind 01 (42.0 MW) Ownership: 100% Veronagest
Location: Calabria NEH (P50): 2,600
Ownership: 100% Veronagest Status: AU in June 2014
NEH (P50): 2,500
Wind 02 (9.9 MW) Wind 04 (12.0 MW)
Location: Sicilia Location: Basilicata
Ownership: 100% Veronagest Ownership: 100% Veronagest
NEH (P50): 2,764 NEH (P50): 2,600
Status: AU in April 2016
Project Name Location MW NEH @ P50 VG Share (%)
1
Wind 01 Calabria 42 2.500 100%
Wind 02 Sicilia 9,9 2.764 (GH) 100%
Wind 03 Basilicata 36 2.600 (GH) 100%
1
Wind 04 Basilicata 12 2.600 100%
Total 99,9
1. NEH figures are based on Veronagest’s internal wind studies
12Corporate Information
Group Structure
C.F.P.C. Banco BPM
55% 45%
Energreen SA
100%
Wind
Construction & Engineering
100%
VRG Wind 129 Spa
100%
Wind Service Srl
100%
VRG Wind 030 Srl
Trading
VRG Wind 040 Srl 56,20%
100%
VRG Energy Srl
VRG Wind 060 Srl 100%
100%
VRG Wind 819 Spa
100%
VRG Wind 070 Spa
100%
VRG Wind 840 Spa
Development asset >51%
SPVs
14Group Structure (cont’d)
The Group consists of the holding company Veronagest S.p.A. and its subsidiaries described hereinafter
Veronagest SpA: with its headquarter in Rovereto (TN), is the holding company with the responsibility for the
coordination of the Group strategy, activities and operations of all subsidiaries. It operates through staff functions
(Finance, Regulatory Affairs, Legal, Administration, Procurement). The company is also responsible for the origination
and project financing activities related to its business operations
Wind Service Srl: operates in the engineering, construction supervisory (“Construction”) and management (“Operation”)
of the Group wind farms plants. It has also been the general contractor for the construction of VRG Wind 060, VRG Wind
040 and VRG Wind 030
VRG Energy Srl: operates in the trading of electricity and GCs related to the power produced within the Group
Wind Business Unit: includes SPVs owning the wind farms in operation (VRG Wind 030, VRG Wind 040, VRG Wind
060, VRG Wind 129, VRG Wind 070, VRG WIND 840 and VRG Wind 819) and 4 other companies with wind projects in
the development phase
15231 Model
The Legislative Decree No. 231 of June 2001 introduced in the Italian system the liability of companies for crimes committed by
directors and employees. Pursuant to the decree, any company is subject to a special liability in the event that any of its
directors, legal representatives, general managers or employees is sanctioned for a specific crime, listed in the decree, provided
that such person committed any crime for the benefit or in the interest of the company
In order to prevent the above sanctions, the company must prove that it adopted internal polices and organizational and
supervisory structures adequate to prevent the commission of the relevant crime (231 Model)
Pursuant to the decree, Veronagest and its subsidiaries
adopted an organizational and management model fully compliant with 231 Model that indicates
− any activity of the company which might cause or facilitate the commission of the relevant crimes;
− any procedure for the adoption and the application of the prevention measures as well as procedures aimed at
punishing any failure to comply with the provision of the model and procedures for ensuring any information of
crime to a supervisory board
established a supervisory board (Organismo di Vigilanza), which has autonomous powers to supervise compliance with the
above polices and the application of the relevant organizational and management model
16Group Organizational Structure - Overview
Board of Directors
Chairman General Assistants
CEO
Regulatory Affairs and Group Finance
Electric Market
Legal Affairs Administration and
Accounting
Portfolio Management Procurement
ENGINEERING & CONSTRUCTION
ORIGINATION PROJECT FINANCING TRADING EE & GC
+ OPERATION & MAINTENANCE
Plant Maintenance
Plant Operation
Development
Construction
Engineering
supervisory
Negotiation
Contract
Hedging
Scouting
M&A
Fixing
Veronagest SpA Wind Service Srl VRG Energy Srl
17Veronagest S.p.A.
Piazza Manifattura, 1
38068 Rovereto (TN)
Italia
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