Financial News

Financial News

10Nov 2017

 

The Board of Directors approved the results as at 30 September 2017. NAV equal to Euro 30.5 million. Ebitda equal to Euro 0.6 million. Net Result amounted to Euro -0.27 million

  • Revenues amounted to € 2.7 million (€ 51.3 million for the Italeaf Group consolidated)
  • EBITDA equal to € 0.6 million (€ 7.3 million for the Italeaf Group consolidated)
  • EBIT amounted to € 0.13 million (€ -7.8 million for the Italeaf Group consolidated)
  • EBT equal to € -0.36 million (€ -12.2 million for the Italeaf Group consolidated)
  • Net Result amounted to € -0.27 million (€ -8.2 million for the Italeaf Group consolidated)
  • Shareholders’ Equity amounted to € 5 million (€ 58.2 million for the Italeaf Group consolidated)
  • NFP of € 16 million (€ 103.8 million for the Italeaf Group consolidated)
  • NAV equal approximately to € 30.5 million

 

The board of directors of Italeaf, holding company and first Italian company builder active in cleantech and smart innovation sectors, listed on on NASDAQ OMX First North, has approved today the interim report as at 30 September 2017.

 

Financial highlights*

As at June 30, 2017 As at June 30, 2016 Change %
 in Euro
 Revenues from sales and services 2,654,574 3,153,387 -15.8%
 EBITDA 592,481 809,754 -26.8%
 EBIT 133,441 358,325 -62.8%
 EBT (355,666) (3,121,561) -88.6%
 Net profit/(loss) (265,918) (2,627,066) -89.9%
    As at December 31, 2016
 Shareholders’ equity 28,474,172 27,040,087 +5.3%
 Total net financial debt 16,041,048 17,007,361 -5.7%

*Separated Interim Report prepared in accordance with accounting principles ITALIAN GAAP

 

The NAV of Italeaf amounted to Euro 30,5 million as at September 30, (-7%; Euro 32.8 million at 30 June 2017); Nav per share Euro 1.78 million.

 

The Interim Report as at September 30, 2017 in full version and in English will be published on the Company’s website and on Nasdaq Inpublic, attached to this press release.

 press-release_intrep3h_2017-11-10report3q

 

30Oct 2017
  • Revenues of Euro 50.5 million, (Euro 61.4 million as at 09/30/2016)
  • EBITDA of Euro 7.3 million, (Euro 11 million as at 30/09/2016) with EBITDA margin to 14.51%
  • EBIT of Euro -7.3 million, (Euro 6.2 million as at 09/30/2016)
  • Net Result amounted to -8.1 million, (Euro 0.4 million as at 30/09/2016)
  • Net Financial Position of Euro 87 million, Euro 11 million of which in short term (Euro 93.9 million as at 31/12/2016, of Euro 14.8 million which in short term)
  • Net equity amount to Euro 52.1 million (Euro 57.5 million as at 31/12/2016)

 

The Board of Directors of TerniEnergia, a company listed on the Star segment of the Italian Stock Exchange and part of Italeaf Group, met today with the chairmanship of Stefano Neri, approved the interim financial report as at September 30, 2017.

The Chairman and CEO, Mr. Stefano Neri, stated:

We consider these results unacceptable for the shareholders of TerniEnergia. The management has a solid intention to accelerate the implementation of very strong measures in the transition phase towards strategic repositioning and after this quarter of substantial blockage of activities, in order to recover competitiveness and change the Group’s performance“.

 

CONSOLIDATED RESULTS AS AT SEPTEMBER 30, 2017

Revenues amounted to Euro 50.5 million. The decrease compared to the first nine months of 2016 (Euro 61.4 million; -17.7%) is attributable to the substantial blockage of the core business of photovoltaic EPC.

EBITDA amounted to 7.3 million euros, down 33.3% compared to September 30,2016 (11 million euros).  The Ebitda Margin is equal to 14.51%.

Net operating income (EBIT) amounts to Euro -7.3 million (Euro 6.2 million as at September 30th, 2016), after amortisation, depreciation, provisions and write-downs of Euro 14.6 million (Euro 4.8 million in the same period of 2016). Write-downs are attributable partly to the suspension of EPC’s activities as a result of the decisions taken by the previous management and partly to the alignment of an asset to its impairment value.

Net Result amounts to Euro -8.1 million, compared to Euro 0.4 million as of 30 September 2016.

The Net Financial Position is equal to Euro 87 million (substantial improvement compared to Euro 93.9 million at 31/12/2016). The Non-current Net Financial Position amounts to Euro 75.2 million, while the short-term Net Financial Position amounts to Euro 11.7 million. The NFP/net equity ratio is 1.66x.

The Net Equity is Euro 52.1 million (Euro 57.5 million at 31/12/2016) and takes into account the treasury shares held in portfolio, which amount to 1,012,998 (2.15% of the share capital).

 

INDUSTRIAL RESULTS AS AT SEPTEMBER 30, 2017

In the photovoltaic sector, the revenues were mainly generated by power generation activities, operation and maintenance and the start of worksites in Tunisia and Zambia. In the environmental sector, are active the treatment and recovery plants for end-of-life tyres (ELT) at Nera Montoro and Borgo Val di Taro, the GreenAsm biodigestion and composting plant and, finally, the Purify groundwater purification plant at Nera Montoro. In the field of energy efficiency, the Copernico and Huntsman projects are being implemented, in addition to numerous projects in relation to which there are currently advanced negotiations with end customers and which will reasonably have an impact on the income statement in the coming quarters.

The Energy Management sector reported a significant increase in activities compared with September 30,2016 due to the effect of the increase in volumes of gas traded during the period. Finally, the industrial contribution guaranteed by Softeco Sismat and Selesoft Consulting, which contributed approximately 30% of the total in terms of revenues, should also be noted.

 

SIGNIFICANT EVENTS OCCURRED AFTER THE END OF PERIOD

Start of the IMOVE project for intelligent mobility coordinated by Softeco Sismat

On October 5,2017 TerniEnergia announced that Softeco Sismat, the Group’s digital company, will be at the head of the IMOVE research project, co-financed under the EU Horizon 2020 programme and aimed at experimenting and validating the Mobility-as-a-Service (Maas) model, through pilot projects in various European cities and regions. The project has a total cost of about 3.7 million Euros, fully financed by the European Union. The EU funding to Softeco is Euro 0.9 million.

Softeco Sismat underwrites contract for remote control services for Smart grids of primary Italian utility

On 9 October 2017, TerniEnergia announced that the Group’s digital company Softeco Sismat, in a temporary business partnership with leading companies in the sector, signed a corrective maintenance contract on behalf of leading Italian utility active in the network and Smart Grid management sector. The contract provides for the provision of remote control services for e-distribution networks for the 2017-2018 period for a total amount of Euro 0.84 million.

Launched transition plan for the strategic repositioning of the Group

On October 24,2017, the Board of Directors of TerniEnergia approved the measures to accompany the transition towards the strategic repositioning of the company. These measures provide for savings in company fixed costs of more than 2 million Euros on an annual basis and the disposal of some non-strategic assets. The BoD examined the probable effect of the above mentioned transitional measures, noting the provision for compliance with the financial covenants of the “TerniEnergia 2019” bond.

Co-optation of the Independent Director Stefania Bertolini

On 24 October 2017, the Board of Directors of TerniEnergia resolved to appoint Prof. Stefania Bertolini as independent director by co-optation, pursuant to article 2386 of the Italian Civil Code.

 

BUSINESS OUTLOOK

TerniEnergia has started actions aimed at strengthening the company’s economic and financial situation by 31 December 2017 and ensuring the optimization of the resources available in the delicate phase of the strategic repositioning. In addition to personnel management measures, with a consequent reduction in fixed costs, the actions aimed at the sale of non-strategic assets, identifiable in:

– non-controlling equity investments relating to photovoltaic plants with a total power of approximately 30 MWp; – Newcoenergy S. r. l., which owns the biodigestion plant under construction in Calimera (LE), for the treatment of organic waste for the production of biomethane;

– Greeled Industry SpA, active in LED lamps production.

In addition, the Company is working to identify existing industrial companies operating in the sector to spin-off and the EPC and O&M branch or branches of business (technical office, operating teams and equipment), so as to give continuity to the LOB “On Site Engineering and Services”, transforming fixed costs into variable costs and safeguarding employment levels.

TerniEnergia will complete the transformation process and will launch a phase of relaunching and reorganizing added-value businesses in the sector of smart services and solutions that allow the efficient use of natural resources. The repositioning of activities will also enable the development and production of smart technologies for the transmission and distribution of energy (smart grid), the flexible and timely management of production and energy consumption, energy efficiency, management of renewable energy and clean tech (energy islands). So, it will be possible to integrate the activities in renewables, energy efficiency, asset and energy management with systems and innovative solutions with high added value, that allow to introduce new technologies in the industry capable of act as a bridge between the industrial and “physical” business and the digital and “virtual” too.

In the environmental sector, the group aims to complete the new liquid industrial waste treatment plant in Nera Montoro (TR), which will allow to intercept a substantial demand (58,000 cubic meters per year) in a high technological market segment, with high growth prospects.

TerniEnergia has begun a deleveraging process in order to strengthen its balance sheet, with the objective of guaranteeing the financial resources necessary to support development over the next years.

 

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.

 

OTHER RESOLUTIONS OF THE BOARD

In today’s meeting, the Board of Directors reinstated the Control and Risks, Remuneration and Related Parties Committees, appointing Director Bertolini as a member of the above-mentioned committees, which are therefore composed of the Directors Mario Marco Molteni, Paolo Ottone Migliavacca and Stefania Bertolini.

 

 

TERNIENERGIA (TER.MI), established in September 2005, and part of Italeaf Group, is the first Italian smart energy company, committed to bring worldwide integrated and sustainable energy solutions. Organized into two straegic business units (Assets and Smart solutions and services), with about 400 employees and a geographic presence in almost the continents, with operational and sales offices,

TerniEnergia develops solutions, innovative products and services based on digital and industrial technologies for the energy sector. TerniEnergia, also through its subsidiaries (Softeco Sismat, Selesoft Consulting, Greenled Industry,GreenAsm, Purify, Wisave, Ant Energy), shall pursue the objectives of increasing energy production from renewable sources, energy efficiency and emissions reduction, as laid down by European environmental policy, and participates actively in the distributed power generation revolution and energy smart grids. TerniEnergia is the ideal partner for large utilities, distributors and grid operators, power producers, public authorities, industrial customers and investors who intends to carry out large projects for the production of renewable energy plants and modern systems with high energy efficiency, solutions for the management and maintenance of the infrastructure and the electrical systems. TerniEnergia, through a complete technological and commercial offer, develops and provides technologies, turn-key services and solutions for energy consumers in the public and private sectors. The company is listed on the STAR segment of the Italian Stock Exchange.

press-release_te-3q17-2017-10-30

24Oct 2017
  • Expected savings in company fixed costs of more than 2 million Euros on an annual basis and the sale of some non-strategic assets
  • Forecast of compliance with the covenants of the “TerniEnergia 2019” bond
  • Cooptation of the Independent Director Stefania Bertolini

 

The Board of Directors of TerniEnergia, a company listed at STAR segment of Borsa Italiana and part of Italeaf Group, which met today under the chairmanship of Stefano Neri, examined the measures to ensure the transition towards the strategic repositioning of the company, in accorsance with the new strategic guidelines 2018-2020 announced to the market on 28 September 2017.

The Board of Directors has evaluated a transition plan, to be implemented immediately, aimed at stabilizing the company’s economic and financial situation by December 31,2017 and ensuring the optimization of the resources available in the challenging phase of the change.

These actions, which confirm the strategic guidelines 2018-2020 and provide for savings in company fixed costs of over € 2 million on an annual basis, include:

  • personnel management through the use of social safety nets for one year and 45 employees, in order to optimise the transition towards strategic repositioning, with a reduction in costs compared to the collective redundancy plan;
  • potential sale of non-strategic assets, mainly related to the core business of the recent past, in order to obtain liquidity. These are, in particular, non-controlling investments in photovoltaic plants with a total power of approximately 30 MWp. The timeframe for defining this type of transaction on the secondary market varies between 3 and 8 months;
  • full or partial sale of Newcoenergy S.r.l., which owns the biodigestion plant under construction in Calimera (Lecce), for the treatment of organic waste for the production of biomethane. The possible sale of the construction site avoid the need for capital intensive investments which are not part of the new strategic course programmes;;
  • opportunities for the sale of Greeled Industry S.p.A.;
  • contribution in kind of the EPC and O&M branch or business units (engineering and technical office, operating teams and equipment) to existing industrial companies operating in the sector to give continuity to the LOB “On Site Engineering and Services”, transforming fixed costs into variable costs and safeguarding employment levels;
  • revision of the cost of service contracts, adapting to the new, smaller requirements.

The Board of Directors of TerniEnergia subsequently examined the probable effect of the above mentioned transitional measures, taking note of the provision for compliance with the financial covenants of the “TerniEnergia 2019” bond.

The Board resolved to appoint Prof. Stefania Bertolini as independent director by co-optation, in accordance with article 2386 of the Italian Civil Code. Stefania Bertolini, who will remain in office until the next Shareholders’ Meeting, declared that she possesses the requisites of independence and respectability provided for by the applicable legislation and by the Code of Conduct for listed companies. On the basis of these statements and the information available to the Company, the Board of Directors has assessed the abovementioned independence requirements for Director Bertolini, whose curriculum vitae can be found on the Company’s website (www.ternienergia.com).

 

TERNIENERGIA (TER.MI), established in September 2005, and part of Italeaf Group, is the first Italian smart energy company, committed to bring worldwide integrated and sustainable energy solutions. Organized into two straegic business units (Assets and Smart solutions and services), with about 400 employees and a geographic presence in almost the continents, with operational and sales offices,

TerniEnergia develops solutions, innovative products and services based on digital and industrial technologies for the energy sector. TerniEnergia, also through its subsidiaries (Softeco Sismat, Selesoft Consulting, Greenled Industry,GreenAsm, Wisave, Ant Energy), shall pursue the objectives of increasing energy production from renewable sources, energy efficiency and emissions reduction, as laid down by European environmental policy, and participates actively in the distributed power generation revolution and energy smart grids. TerniEnergia is the ideal partner for large utilities, distributors and grid operators, power producers, public authorities, industrial customers and investors who intends to carry out large projects for the production of renewable energy plants and modern systems with high energy efficiency, solutions for the management and maintenance of the infrastructure and the electrical systems. TerniEnergia, through a complete technological and commercial offer, develops and provides technologies, turn-key services and solutions for energy consumers in the public and private sectors. The company is listed on the STAR segment of the Italian Stock Exchange.

press-release_te-cda-2017-10-24

 

29Sep 2017

 

The Board of Directors approved the results as at 30 June 2017. NAV equal to Euro 33.5 million. Ebitda increased of 28.8%. Net Result amounted to Euro -0.2 million

  • Revenues amounted to € 1.9 million (€ 40.8 million for the Italeaf Group consolidated)
  • EBITDA equal to € 0.5 million (€ 6.9 million for the Italeaf Group consolidated)
  • EBIT amounted to € 0.2 million (€ -6.5 million for the Italeaf Group consolidated)
  • EBT equal to € -0.3 million (€ -9.9 million for the Italeaf Group consolidated)
  • Net Result amounted to € -0.2 million (€ -6.6 million for the Italeaf Group consolidated)
  • Shareholders’ Equity amounted to € 6 million (€ 60.4 million for the Italeaf Group consolidated)
  • NFP of € 8 million (€ 104 million for the Italeaf Group consolidated)
  • NAV equal to € 33.5 million

 

The board of directors of Italeaf, holding company and first Italian company builder active in cleantech and smart innovation sectors, listed on on NASDAQ OMX First North, has approved today the interim report as at 30 June, 2017.

 

Financial highlights*

As at June 30, 2017 As at June 30, 2016 Change %
 in Euro
 Revenues from sales and services 1,870,789 1,928,473 -3%
 EBITDA 471,846 366,354 28,8%
 EBIT 165,820 65,245 n.a.
 EBT (274,377) (3,262,516) -91.6%
 Net profit/(loss) (177,433) (3,314,038) n.a.
 Net working capital (1,178,419) (1,050,052) +10,9%
 Shareholders’ equity 28,562,656 27,040,087 +5,6%
 Total net financial debt 15,768,878 17,007,361 +7,8%

*Separated Interim Report prepared in accordance with accounting principles ITALIAN GAAP

 

The NAV of Italeaf amounted to Euro 33,5 million as at June 30, 2017, with an increase of 13.7% compared to December 31, 2016.

 

The Interim Report as at June 30, 2017 in full version and in English will be published on the Company’s website and on Nasdaq Inpublic.

 

Italeaf SpA is obliged to make public this information pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out below, at 22.00 CET on 29 September 2017.

press-release_intrep1h_2017-09-29

 

24Jul 2017

Italeaf, financial holding Company and first Italian Company Builder, active in cleantech and smart innovation, listed on Nasdaq First North, announce that the Company has received from Nasdaq an exemption from the rules to publish its half-yearly report within two months. As a consequence of this authorization, the Board Meeting for the approval of the half-year financial report, previously scheduled between July 31 and August 4, will be held on September 29, 2017. In the same date the half-yearly report will be published.

The Company notes that the delay is determined by the decision taken by TerniEnergia, the main company of the Italeaf Group, to use the faculty under Italian law to approve its half-yearly financial report on 28 September 2017, within three months of the end of the period. Italeaf notes that this decision was taken by TerniEnergiain consequence that on June 1, 2017, the Board of TerniEnergia S.p.A. has conferred wide management powers to eng. Piero Manzoni. The newly elected CEO has the target to develop a new Industrial Plan aimed at enhancing the Group’s technological strengths. On May 2, 2017, the Shareholders’ Meeting also assigned the mandate for the statutory audit of the consolidated and separate financial statements and for the consolidated half-yearly report of TerniEnergia SpA to the company EY SpA, for the years 2017 to 2025. Finally, on July 7, 2017, the Board of TerniEnergia conferred a mandate to a Financial Primary Advisor to assist the Company in preparing the new Industrial Plan and to verify the possible ways for a financial consolidation.

Taking note of these circumstances, Italeaf considered appropriate to postpone the approval of the half-yearly financial report as outlined above, in order to be able to estimate the half-year results and the prospective elements of TerniEnergia’s new Industrial Plan.

press-release_evsoc_24-07-2017

30Jun 2017

Italeaf announces that, with reference to the transcation of capital increase to be offered to the shareholders according  to the articles 2438, 2439 e 2441 of the Civil Code, resolved by the General Shareholders’ Meeting of Numanova SpA 23 June 2017, the first tranche of n. 250,000 ordinary shares was issued at a price of 1 Euro, and was fully subscribed by Italeaf.

The new share capital of Numanova, following the subscription, amounts to Euro 3,250,000.

Numanova is a company active in the production of high quality metal powders from ferrous and not ferrous metal alloys for the additive manufacturing industry and the more advanced applications in areas such as aerospace, energy, mechanical, biomedical.

Numanova currently has 23 shareholders; the company’s shareholder structure is as follows: Italeaf S.p.A. 85.58%, Paolo Folgarait 6.19%, other shareholders 8.23%.

press-release_cos_num-2017-06-30en

15Jun 2017
  • Concluded the placement of n. 1.7 million of Italeaf shares (9.92% of the new share capital)
  • Transaction value of Euro 1.7 million, corresponding to a price of placement of the shares of new emission of Euro 1 p.s.
  • The Capital Increase transaction will be used to support the acceleration of new industrial activities and to consolidate the holding business

The Board of Directors of Italeaf, financial holding and first Italian Company Builder, active in cleantech and smart innovation, listed on Nasdaq First North, has resolved today the placement of the Italeaf ordinary shares arising from the capital increase, in one or more tranches, by paid subscription, in divisible form, with the exclusion of option rights pursuant to art. 2441, paragraph 5 of the Italian Civil Code, approved by the shareholders’ meeting on May 2, 2017 (the ”Capital Increase”).

The newly issued shares were offered for subscription in a private placement, without publication of the prospectus for the public offering and listing of the new shares by virtue of the exemptions provided by art. 100 letters a), b) and c) of the Legislative Decree no. 58/1998 (TUF) and art. 34-ter, paragraph 1 letters a), b) and c) of Consob Issuers Regulation no.11971/99, as amended (the “Private Placement”).

The placement, corresponding to 9.92% of the new share capital, took place through a bookbuilding procedure and has been restricted to qualified investors in Italy and institutional investors abroad (the “Institutional Offering”). The Institutional Offering did not result in a solicitation to investment.

The share capital increase was subscribed and paid by 4 investors for n. 1,700,000 newly issued shares and a counter value of Euro 1.7 million.

The Board of Directors also determined the placement price of the new shares, equal to Euro 1 per share (the “Placing Price”). The Placing Price was determined in accordance with the criteria defined by the Shareholders’ Meeting and disclosed to the market on May 2, 2017. Following the subscription of the newly issued shares, the post-increase share capital will be Euro 17,144,000, divided into no. 17,144,000 ordinary shares.

Following the private placement, the direct and indirect shareholding of the Chairman and CEO of the Company, Stefano Neri, was reduced from 53.71% to 48.39% of the share capital.

The transaction is aimed at put the Company in the best capital and financial conditions for increasing and consolidating its position in the holding business, combining its track record in accelerating new industries with the integration of the new digital technologies. The transaction will also increase the visibility of the Italeaf on the NASDAQ First North, enabling the entry into the stock market of qualified investors or industrial entities, also in order to improve and consolidate the corporate strategy of innovation and internationalization.

The financial resources raised by the capital increase will be placed at the service of the industrial development of the Company and will therefore not be aimed at the reduction or the change in the structure of the net financial position.

Italeaf was assisted in the capital increase transaction by SRI Capital Advisers Ltd, headquartered in London, a company specialized in advising and arranging financial transactions, as financial advisor.

press-release_cos_cda-2017-06-15en

22May 2017
  • In the plan update: strengthening of the holding business resulting in reorganization of the operating structure, increasing of value creation from the investee companies, risk reduction through diversification of asset allocation and increasing of the investment turnover in companies, improving the real estate return, increased investment capacity through the “Club Deal” formula (concerted transactions between Italeaf and other shareholders), transfer of the strategic headquarter to Milan (close to market)
  • Confirmed the target ratios PFN/Shareholders’ equity lower than or equal to 0.8x and IRRs by each exit higher than or equal to 30%
  • Value creation target: NAV per share equal to or higher than the index Ftse Italia Small Cap

The board of directors of Italeaf, holding company and first Italian company builder active in cleantech and smart innovation sectors, listed on on NASDAQ OMX First North, has approved the update of the Strategic Development Plan 2015-2017 “Increase the value creation focusing on holding activity”.

The presentation slides of the plan are available on the company’s website at www.italeaf.com.

 

The Chairman and CEO of Italeaf, Mr Stefano Neri, stated:

The revision and updating of the Strategic Development Plan coincides with my appointment as CEO, for the first time in the history of our holding. I intend to put my commitment, my skills and my experience in the service of this exciting, new phase. In the three-year period 2015-2017, net of depreciations of non-strategic equity investments in two banks, the targets have been achieved. In the Plan update, our founding idea is confirmed in its goodness and validity, with a necessary evolution in the direction of growth, also due to the remarkable experiences gained and the overall context. The introduction in the national context of instruments such as PIRs, which give undue tax advantages to investors, will contribute to channeling savings towards the real economy and, in particular, to SMEs. We will therefore move to promote the creation of a platform for investment in innovative industrial initiatives, strengthening the identity of a dynamic operator in the investment sector towards SMEs of excellence with high growth prospects. To this end, we intend to boost the investment turnover process by favoring the exit process, including through the entry of new majority shareholders or investors, denying to Italeaf a conglomerate destiny that would slow down the development dynamics”.

 

“INCREASE THE VALUE CREATION FOCUSING ON HOLDING ACTIVITY”: KEY STRATEGIC LINES

Italeaf aims to consolidate its position as the first Italian independent company builder active in the cleantech and smart innovation sectors, enhancing focus on investment in innovative companies and value-added from equity management.

The updating of the plan “Increase the value creation focusing on holding activity”, therefore, bases its assumptions on a strong core businesss positioning in the direction of operational holding activity. The value creation model through the “Company Building” business is redefined, reducing the risk through the growth of the size of the investee companies. This target will be pursued scaling the stage of venture capital business, ranging from startup to early growth companies. This action will make it possible to resize the weight of the “global service” activity previously provided by Italeaf to the investee companies and subsidiaries, due to focus on the holding mission, resulting in a reorganization of the operating structure through a strong recovery in efficiency and a significant increase in the value of production. This will lead to a contraction in operating costs, which will result in a parallel decrease in service revenues.

Similarly, the target is to increase the return on real estate assets, to be allocated in terms of contribution to equity investment (the “Company Building” model) in industrial initiatives with high growth prospects.

The update of the development plan highlights, on the strategic side, a more pronounced tendency to diversify investment and industrial sectors of interest, with particular reference to cleantech, digital energy, internet of things, additive manufacturing and 3D printing, drones, green chemistry. It will be also intensified the value-generation for Italeaf’s shareholders and return investments through diversified exits (eg M&A, IPO or new majority shareholders or investors), accelerating the turnover process.

Within this target, Italeaf intends to increase its investment capacity and the size of the same through the “Club Deal formula”, giving life to investment or co-founding transactions concerted between Italeaf and some Shareholders and Investors, with a focus on companies or technologies with high growth potential.

In order to foster a relationship with the capital market and the main italian banks, Italeaf intends to transfer its strategic headquarters to Milan (close to market), differentiating the role of the headquarter in Umbria, which will have industrial, productive and operational goals, enhancing its technological vocation.

Confirmed the quantitative targets for the expected IRR for each investment equal to or higher than to 30% and NFP reduction with a NFP/Shareholders’ equity ratio lower than or equal to 0.8x.

To promote a greater visibility for the value creation process, a target for the NAV per share ratio is identified, corresponding to a percentage growth rate equal to or higher than the Ftse Italia Small Cap Index.

The plan provides for a revision of the dividend policy compared to the one announced in the previous strategic development plan, released in 2015. In the future, Italeaf intends to distribute a significant percentage of the value created by the abovementioned exit transactions, compatible with the target to reduce NFP.

From the strategic point of view, Italeaf expects to optimize the financial structure of operational needs, leveraging the value created by the subsidiaries and the startups to make new investments in business with high growth rate, to reward shareholders, to ease relations with the world of credit, to accelerate the development of industrial and commercial activities related to the new technology developed by the newcos or by the investee companies.

press-release_upst-2017-05-22slide

22May 2017
  • Revenues amounted to € 0.92 million (€ 30.1 million for the Italeaf Group consolidated)
  • EBITDA equal to € 0.24 million (€ 3.4 million for the Italeaf Group consolidated)
  • EBIT amounted to € 90 thousand (€ 1.2 million for the Italeaf Group consolidated)
  • EBT equal to € -139 thousand (€ -4 thousand for the Italeaf Group consolidated)
  • Net profit amounted to € 4 thousand (€ 0.27 million for the Italeaf Group consolidated)
  • Shareholders’ Equity amounted to € 27 million (€ 64.2 million for the Italeaf Group consolidated)
  • NFP of € 5 million (€ 108.2 million for the Italeaf Group consolidated)
  • NAV equal to € 32.8 million; NAV per share equal to € 2.12
  • Remodution of the bank debt with MPS, consistent with the PFN Reduction Guidelines

 

The board of directors of Italeaf, holding company and first Italian company builder active in cleantech and smart innovation sectors, listed on on NASDAQ OMX First North, has approved today the interim report as at 31 March, 2017.

 

Financial highlights*

  As at march, 31 2017 VS march 31, 2016
 
in Euro
Net revenues from sales and services 918,092 -3.2%
EBITDA 243,456 102.7%
EBIT 90,443 395.3%
EBT (Pre-tax result) (139,302) -197.7%
Net profit 4,698 -97.2%
    VS  December, 31 2016
Shareholders’ Equity 27,044,786 Unchanged %
Total net financial position 16,477,989 -3.1%

 

*Separated Interim Report prepared in accordance with accounting principles ITALIAN GAAP

 

The NAV of Italeaf amounted to Euro 32.8 million as at 31 March 2017 (Euro 29.5 million as at December 31, 2016; +11%); NAV per share equal to Euro 2.12. The values reported do not take into account the “holding discount” that had previously been calculated by 20%.

 

The Interim Report as at March 31, 2017 in full version and in English will be published on the Company’s website and on Nasdaq Inpublic.

 

Other resolutions of the Board

The Board of Directors has appointed the chairman Stefano Neri as CEO and confirmed the powers of the executive director Monica Federici. The Board has also verified the existence of independence requirements by Domenico De Marinis.

The Board of Directors of Italeaf, in line with the guidance of progressive reduction of NFP, has also approved an agreement for the bank debt restructuring of about Euro 8 million with Monte dei Paschi di Siena S.p.A., that provides – inter alia – a modification of the technical forms of loan, with the improvement of the economic conditions applied. The agreement provides, in fact, a halving of annual interest expense of approximately Euro 0.4 million for the same loan. From a financial point of view, Italeaf’s commitment will be substantially unchanged from the current situation, taking into account the gradual capital reimbursement.

The current guarantee structure that already attends this loan has been confirmed, and provides for pledge on TerniEnergia shares for a countervalue of about Euro 9 million. The agreement also provides for Italeaf’s commitment to an extraordinary capital repayment equal to 50% of the distributed dividends if the Shareholders’ Meeting decides on the distribution of dividends.

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02May 2017

 

  • Approved the company’s financial statements 2016 and the Goup’s consolidated financial statements 2016
  • Mr Domenico De Marinis confirmed as Board member
  • Approved the capital increase with the exclusion of option rights for a maximum of Euro 2,499 million (2,499,000 shares)

 

The Ordinary and Extraordinary Annual Shareholders’ Meeting of Italeaf SpA, holding company and first Italian company builder active in cleantech and smart innovation, listed on NASDAQ First North on the Stockholm Stock Exchange, was held on May 2, 2017 at the company’s registered office at Narni (TR).

 

Ordinary session – Resolutions

The meeting resolved in favor of all proposed matters in accordance with the proposals described in the notice to the meeting. The most important resolutions are described below.

  • The Meeting has approved the Annual report 2016 and has adopted the consolidated financial statements as at 31 December 2016.
  • The Annual General Meeting resolved to confirm as member of the Board of Directors, pursuant to art. 2386 of the Italian civilian code, Mr. Domenico De Marinis who will remain in office until the expiration of the Board of Directors, ie until the Shareholders’ Meeting convened to approve the financial statements ending 31 December 2017.

 

Extraordinary session – Resolutions

The meeting has approved the capital increase, against payment, with of exclusion of options right pursuant to art. 2441 par. 5 of the Italian Civil Code. The newly issued shares will be offered for subscription in a private placement, without publication of the prospectus for the public offering and listing of the new shares, by virtue of the exemptions provided by art. 100 letters a), b) and c) of the TUF and art. 34-ter paragraph 1 letters a), b) and c) of Consob Regulation no. 11971/99, as subsequently amended (the “Private Placement”).

The newly issued shares, for a maximum of up to 2,499,000 (worth up to a maximum of Euro 2,499,000) will be offered to industrial investors and to italian and foreign institutional investors until June 15, 2017.

The capital increase will be conducted through the mechanisms of the private placement, at a price for each newly issued share set at a minimum of Euro 1.00.

The company has appointed SRI Capital Advisers Ltd, based in London, a company specialized in advising and arranging financial transactions as Financial Advisor.

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