Abengoa Sa · OTC:AGOAF
Abengoa Sa — Merger or Acquisition (November 2017)
16 slides from Abengoa Sa's merger presentation, Nov 2, 2017
Slide 1: A Three-Way Partnership for Growth: Abengoa – Algonquin – Atlantica Yield
A Three-Way Partnership for Growth: Abengoa – Algonquin – Atlantica Yield Gonzalo Urquijo, Executive Chairman 2nd November 2017
Slide 2: Forward Looking Statements
Forward Looking Statements This presentation contains forward-looking statements (within the meaning of the U.S. Private Securities Litigation Reform Act of 1995) and information relating to Abengoa that are based on the beliefs of its management as well as assumptions made and information current
Slide 3: Transaction Overview
Transaction Overview Abengoa completes another milestone towards its strategic objectives Sale of 25% stake in Atlantica Abengoa-Algonquin Global Yield to Algonquin Energy Solutions (”AAGES”) Price of $24.25 per share (1) Joint venture for the Upside of up to additional $0.60 international dev
Slide 4: Sale of 25% stake in Atlantica Yield
Sale of 25% stake in Sale of 25% stake at a premium to current Atlantica Yield trading levels Atlantica Yield Upfront cash payment of $24.25(1) per share, total proceeds of $607 million, plus earn-out structure – Purchase price represents a premium of 20.3% and 20.2% over Atlantica Yield’s 1-month
Slide 5: Use of Proceeds
Use of Proceeds Proceeds from the sale of stake in Atlantica Yield used to repay New Money Total consideration of approximately $607 million for the sale of a 25% stake: • ~25 million shares at $24.25(1) per share Part of sales proceeds will cover the satisfaction of certain conditions precedent as
Slide 6: Strategic Alliance with Algonquin
Win-win-win transaction for the partners as it complements and Strategic Alliance with strengthens their competitive position and facilitates achievement of Algonquin their strategic targets Reinforces strategic objective to become a pure EPC and O&M provider Algonquin to be the equity investor
Slide 7: Creation of Strategic Platform “AAGES”
Creation of Strategic Creation of Strategic Global Development Platform - “AAGES” Platform “AAGES” AAGES Joint Venture 50% 50% EPC + O&M Global clean energy and revenues water infrastructure development platform New ROFO Agreements(1) Atlantica Yield Investment 25% Strategic investment (1) Abengoa w
Slide 8: Algonquin is the right partner for Abengoa
Algonquin is the right Abengoa and Algonquin have complementary strengths and aligned partner for Abengoa objectives Global reach in project development Desire to expand its international and execution footprint Limited capital resources for project Significant financial firepower investment Project
Slide 9: AAGES Overview
AAGES Overview Joint platform for the global development of energy and water infrastructure AAGES will be an independent company, with its own employees, dedicated to the development of projects: • Existing Abengoa projects (A3T and San Antonio Water, among others) Business • New greenfield projec
Slide 10: Timing and Next Steps
Timing and Next Steps Completion of the transaction expected for January 2018 Required approvals US Department of Energy (effective consent) (subject to certain conditions) Federal Energy Regulatory Commission Pending Abengoa’s creditors Pending Next Steps: All parties coordinating efforts to im
Slide 11: Key Take Aways
Key Take Aways Transaction fully aligned with Abengoa’s financial and business strategy 1 Maximizes proceeds on the sale of 25% stake in Atlantica Yield • Captures a premium to the current share price, with total proceeds of $607 million • Possibility to sell the remaining 16.5% interest in Atlantic
Slide 12: Appendix
_ Appendix ABENGOA
Slide 13: Algonquin Overview
Algonquin Overview Long−term Equity Partner for Project Development Renewable Energy Portfolio • 1.5 GW high quality renewable power and clean energy portfolio of water, wind, solar, and natural gas Listed in Toronto and NYSE • 88% under long term PPAs • 16 years average PPA length Investment-gr
Slide 14: Atlantica Yield Overview
Atlantica Yield Overview Strong, Diversified International Operating Fleet Atlantica owns and manages a diversified portfolio of 21 contracted and regulated assets in the renewable energy and infrastructure sectors Overview Key Figures Objectives are Well Aligned with Algonquin Strategy 1,442 MW 300
Slide 15: ROFO Projects
Acceleration of project drop-down to Atlantica Yield will drive growth ROFO Projects in the medium term Asset Sector Geography Stake A3T Cogeneration Mexico 100% San Antonio Water Water Transportation US 20% Atacama Solar Chile Owned by EIG Xina Solar South Africa 40-51% Khi Solar South Africa 51% T
Slide 16: A Three-Way Partnership for Growth: Abengoa – Algonquin – Atlantica Yield
A Three-Way Partnership for Growth: Abengoa – Algonquin – Atlantica Yield 2nd November 2017 16