Italeaf

News from Italeaf

31Mar 2020

Italeaf SpA, holding company and first Italian company builder active in the cleantech and smart innovation sectors, listed on the NASDAQ First North Growth Market of the Stockholm Stock Exchange, announces that the subsidiary algoWatt, GreenTech Solutions company listed on Borsa Italiana’s electronic stock exchange (MTA), following the press release issued on January 6, 2020, to which reference is made, has exercised its right to extend by a further 60 days the final date for the closing of the sale of 100% of the shares in NewcoEnergy Srl to Buttol Srl, operating in the high quality environmental services sector through a path of sustainable development.

The SPV NewcoEnergy Srl is the owner of the biodigestion and biomethane production plant under construction in Calimera (LE), of the areas and the related building under construction and the environmental authorizations.

The extension, in accordance with the preliminary contract, was decided due to the non-fulfilment of the condition precedent of successful completion of the obligations for the inclusion of the transaction in the Recovery and Relaunch Plan of algoWatt.

 

algoWatt (ALW), greentech solutions company, designs, develops and integrates solutions for energy and natural resource management in a sustainable and socially responsible manner. The Company provides management and control systems that integrate devices, networks, software and services with a clear sector focus: digital energy and utilities, smart cities & enterprises and green mobility. algoWatt is the result of the merger of TerniEnergia, a leading company in the renewable energy and environmental industry, and Softeco, an ICT solutions provider with over 40 years of experience for customers operating in the energy, industry and transport sectors. The company, with more than 200 employees located in 7 locations in Italy and investments in research and innovation for more than 12% of turnover, operates with an efficient corporate organization, focused on the following markets: Green Energy Utility: renewable energy, digital energy, smart grids; Green Enterprise&City: IoT, data analysis, energy efficiency, building and process automation; Green Mobility: electric, shared and on demand. Different markets, a single focus: sustainability. algoWatt is listed on the Mercato Telematico Azionario (MTA) of Borsa Italiana S.p.A..

25Mar 2020

NAV of Euro 6.2 million. Ebitda equal to 147 thousand Euro. Net result equal to -316 thousand Euro

  • Revenues amount to Euro 1.1 million (Euro 11.8 million in the consolidated financial statements)
  • EBITDA of Euro 147 thousand (Euro 0.2 million in the consolidated financial statements)
  • EBIT is equal to 106 thousand Euro (-3 million Euro in the consolidated financial statements).
  • EBT amounted to Euro -316 thousand (Euro -4.8 million in the consolidated financial statements).
  • Net result of Euro -316 thousand (Euro -3.7 million in the consolidated financial statements)
  • Shareholders’ equity of Euro 13 million (Euro -1.5 million in the consolidated financial statements)
  • NFP of Euro 18.2 million (Euro 84.8 million in the consolidated financial statements)
  • NAV of approximately Euro 6.2 million; NAV per share Euro 0.36
  • Update of the financial events agenda

 

The board of directors of Italeaf SpA, holding company and first Italian company builder active in the cleantech and smart innovation sectors, listed on the NASDAQ First North Growth Market of the Stockholm Stock Exchange, approved today the half-yearly financial report as at 30 June 2019.

 

Financial highlights*

 

As at

30 June 2019

As at

30 June 2018

Change %

In Euro

Revenues

1,151,904

1,447,528

(20.4)%

EBITDA

147,385

529,616

(72.2)%

EBIT

106,484

246,145

(56.7)%

EBT

(316,726)

(147,269)

51.4%

Net result 

(316,726)

(147,269)

    115.1%

 

 

As at

31 december 2018

 

Shareholders’ Equity

13,037,531

13,354,259

n.a.

Net financial position

18,178,383

17,776,227

n.a.

* Half-Yearly Financial Report prepared in accordance with ITALIAN GAAP accounting principles

 

Italeaf’s NAV was Euro 6.2 million as at 30 June 2019 (Euro 5.5 million as at 31 December 2018); Nav per share Euro 0.36.

 

Postponement of approval of the 2019 financial report

The Board of Directors of Italeaf has therefore decided to postpone the approval of the separate financial report and consolidated financial statements at December 31, 2019 until a later date to be defined and in any case by 31 May 2020.

The reasons for this postponement are mainly based on the following considerations:

  • on 29 January 2020 the Board of Directors of the subsidiary algoWatt S.p.A. (formerly TerniEnergia), the main asset of the holding company, resolved to approve the draft financial statements and the consolidated financial statements at December 31, 2019 in a period between April 21 and 24, 2020;
  • in light of the worsening of the epidemiological emergency from COVID-19, the national public authorities have postponed the shareholders’ meetings for the approval of the financial statements to June 30, 2020 for the companies that wish to benefit from it and the Board of Directors deemed it appropriate to make use of this postponement, also in view of the preparation of the consolidated financial statements and the ongoing restructuring process.

The full version of the Half-Yearly Financial Report as at 30/06/2019 in English is published on the Company’s website www.italeaf.com and published on GlobeNewswire Intrado | Release Publishing.

23Mar 2020
  • Approved the 2018 financial statements and acknowledged the Group’s 2018 consolidated financial statements
  • The loss for 2018 will be carried forward
  • Acknowledgement of the guidelines of the Recovery Plan and the progress of the negotiations for the Financial Agreement

 

The Ordinary Shareholders’ Meeting of Italeaf SpA, holding company and first Italian company builder active in the cleantech and smart innovation sectors, listed on the NASDAQ First North Growth Market of the Stockholm Stock Exchange, was held on 23 March 2020 at the company’s headquarters in Narni (TR).

Resolutions

The Shareholders’ Meeting resolved in favour of all the items on the agenda, in accordance with the proposals described in the notice of call. The most relevant resolutions are described below:

  • The financial report for the year ended 31 December 2018 has been approved and the consolidated financial statements for the year ended 31 December 2018 has been acknowledged.
  • The Shareholders’ Meeting resolved to carry forward the loss for the year 2018 equal to Euro 14,449,706.00.
  • The Shareholders’ Meeting acknowledged the informative report offered by the Board of Directors on the contents of the recovery plan underlying the preparation of the financial statements for the year ended 31 December 2018.
19Mar 2020
  • The consortium led by the greentech company obtained a total financing of Euro 1.6 million, of which Euro 0.5 million as a share of algoWatt
  • An innovative IaaS (Infrastructure-as-a-Service) solution will be developed for the operation and optimisation of clusters of distributed energy resources for the provision of ancillary services to the electricity grid

 

Italeaf announces that the subsidiary algoWatt, GreenTech Solutions company listed on Borsa Italiana’s electronic stock exchange (MTA), will coordinate a new project on aggregators for the management of multiple production and consumption units, of Virtual Power Plant, able to provide both demand modulation (Demand Response) and balancing services.

algoWatt has, in fact, been awarded, as coordinator, funding under Action 1.1.5 of Por Fesr Sicilia 2014-2020 “Support to the technological advancement of enterprises through the financing of pilot lines and early product validation and large-scale demonstration actions”. The project, called PASCAL “Enabling Platform for Commercial Services for the Aggregated Management of resources in the eLettrico system”, has obtained a total funding from the Sicily Region from EU funds of about Euro 1.6 million, of which Euro 0.5 million as part of the activities carried out by the same algoWatt.

Thanks to the project it will be possible to pursue the development and validation of an innovative IaaS (Infrastructure-as-a-Service) approach for the operation and optimization of clusters of distributed energy resources for the provision of auxiliary services to the electricity grid. The approach is, therefore, fully within the paradigm of smart grids that exploit information technologies and telecommunications and focus on distributed intelligence to ensure greater flexibility and improvement in the management of the electricity grid.

The partners of the project, in addition to algoWatt, are Col Giovanni Paolo S.p.A., specialized in the realization of equipment for the electrical system, the innovative startup Sfera S.r.l., which offers services for the management of highly reliable and distributed grid infrastructures, and the Cometa Consortium, active in the ICT sector and, in particular, in high performance computing, such as HPC, Grid, Cloud and GPU Computing, which includes the Universities of Catania, Messina and Palermo, the National Institute of Astrophysics (INAF), the National Institute of Nuclear Physics (INFN), the National Institute of Geophysics and Volcanology (INGV) and the S.C.I.R.E. Consortium.

 

algoWatt (ALW), greentech solutions company, designs, develops and integrates solutions for energy and natural resource management in a sustainable and socially responsible manner. The Company provides management and control systems that integrate devices, networks, software and services with a clear sector focus: digital energy and utilities, smart cities & enterprises and green mobility. algoWatt is the result of the merger of TerniEnergia, a leading company in the renewable energy and environmental industry, and Softeco, an ICT solutions provider with over 40 years of experience for customers operating in the energy, industry and transport sectors. The company, with more than 200 employees located in 7 locations in Italy and investments in research and innovation for more than 12% of turnover, operates with an efficient corporate organization, focused on the following markets: Green Energy Utility: renewable energy, digital energy, smart grids; Green Enterprise&City: IoT, data analysis, energy efficiency, building and process automation; Green Mobility: electric, shared and on demand. Different markets, a single focus: sustainability. algoWatt is listed on the Mercato Telematico Azionario (MTA) of Borsa Italiana S.p.A..

 

17Mar 2020

Italeaf, a holding company active in the cleantech and smart innovation sectors, listed on Nasdaq First North, announces that in order to facilitate the participation of shareholders at the Shareholders’ Meeting called for March 23, 2020, the record date – previously set for March 12, 2020 – has been postponed to today’s date of March 17, 2020.

Attached is the notice to convene the Shareholders’ Meeting, duly amended.

 

09Mar 2020

Italeaf SpA announces that today the resolution voted unanimously by the TerniEnergia Extraordinary Shareholders’ Meeting held on 2 March 2020, concerning the amendments to the Bylaws relating to the change of the company name and the transfer of the registered office, has been registered with the competent Company Register in Milan.

As a result of the above, the new company name “algoWatt S.p.A.” takes effect.

The relevant minutes of the Shareholders’ Meeting, the new Articles of Association (with evidence of the changes made) and the regulations of the bond listed on ExtraMOT Pro containing the new name of the bond loan will be made available in the manner and within the time limits provided for by the applicable regulations.

algoWatt (ALW), greentech solutions company, designs, develops and integrates solutions for energy and natural resource management in a sustainable and socially responsible manner. The Company provides management and control systems that integrate devices, networks, software and services with a clear sector focus: digital energy and utilities, smart cities & enterprises and green mobility. algoWatt is the result of the merger of TerniEnergia, a leading company in the renewable energy and environmental industry, and Softeco, an ICT solutions provider with over 40 years of experience for customers operating in the energy, industry and transport sectors. The company, with more than 200 employees located in 7 locations in Italy and investments in research and innovation for more than 12% of turnover, operates with an efficient corporate organization, focused on the following markets: Green Energy Utility: renewable energy, digital energy, smart grids; Green Enterprise&City: IoT, data analysis, energy efficiency, building and process automation; Green Mobility: electric, shared and on demand. Different markets, a single focus: sustainability. algoWatt is listed on the Mercato Telematico Azionario (MTA) of Borsa Italiana S.p.A..

07Mar 2020

Italeaf SpA announces that the reports of the independent auditors EY SpA have been issued in support of the consolidated annual financial report at 31 December 2018 and the draft separate financial statements at 31 December 2018 of Italeaf SpA.

The reports of the Independent Auditors EY conclude that it is impossible to issue an opinion on the financial statements as at 31 December 2018.

In particular, Italeaf SpA, informs that:

  • in the paragraph “Elements underlying the declaration of impossibility to issue a judgment” of the two reports, the independent auditors point out that “the uncertainties related to the approval of the Recovery and Relaunch Plan by the credit institutions, the affidavit of the same by the appointed professional, the effective completion of the counterpart by the court required by the procedure pursuant to art. 182-bis L.F. and the actual realization of real estate sales and of the shareholding in TerniEnergia S.p.A. at values consistent with the financial measures at the values assumed in the Plan, show that the assumption of going concern is subject to many significant uncertainties with potential interactions and possible cumulative effects on the financial statements”.
  • The Independent Auditors EY also included in their report concerning the consolidated financial statements a reminder to Italeaf SpA shareholders of the “Re-disclosure in relation to Consob procedure 96916/19” of the explanatory notes describing the reasons why the directors have restated some comparative data relating to previous years, as well as the consequent effects. EY’s conclusions are not expressed with reference to this aspect.

Please note that the Independent Auditors’ Reports are available to the public at the Company’s registered office and on the Company’s website www.italeaf.com in the Investor Relations/Corporate Governance/Assembly of Shareholders section, where the Consolidated Annual Financial Report at December 31, 2018 and the Draft Separate Financial Statements at December 31, 2018 of Italeaf SpA are available.

05Mar 2020
  • The company focuses for approximately 90% on digital solutions for sustainable economy through a new business model based on as-a-service software and for the remaining 10% on O&M activities for renewable energy plants
  • Through the 3 Business Units, it focuses on the urban energy, sustainable mobility and resilience of energy grids with high growth potential and aggregate revenues of more than Euro 20 million in 2018
  • With more than 40 years of experience in the IT sector and investments in R&I of more than 10% of the turnover, it has a research and innovation centre with a significant track record and know-how in the fields of reference

 

Italeaf, holding company and first Italian company builder, active in the cleantech and smart innovation sectors, listed on Nasdaq First North Growth Market, announces that:

algoWatt, GreenTech Company listed on the Italian Stock Exchange (MTA), operating in the design, development and integration of solutions for sustainable and socially responsible management of energy and natural resources, following the merger between TerniEnergia and Softeco, presents the new business model that focuses on digital solutions for sustainable economy and digital transformation and based mainly on as-a-service solutions.

The new core business is characterized by activities with higher added value and a streamlined and scalable organizational structure, reducing the capital intensive activities typical of utilities operating in the energy sector. The breakdown of the company’s activities will be divided for approximately 90% into software design and development, products and solutions for the energy, utility and mobility sectors and for the remaining part into O&M activities for renewable energy plants.

 “Today’s is the kick-off of the new company – states the Chairman of algoWatt, Stefano NeriWe have simplified the Group’s corporate structure, concentrating the main industrial activities in a single company, thus preparing to pursue the growth of new businesses in the digital sector. With the acquisition and integration of Softeco, which culminated with the merger, algoWatt proposes itself as a new dynamic and innovative reality, with new technological infrastructures and highly specialized professionalism. GreenTech Company’s new identity reflects our desire to play an important role in sectors with higher added value, to create value through the technological content of the business and to position ourselves in areas with higher growth prospects.  In conclusion, it is a resilient path that follows the changes in the scenario of industrial sectors and the whole concept of sustainability”.  

 

Focus on sustainability and new development potential

algoWatt proposes itself as a partner in the research and implementation of solutions for the sustainable and socially responsible management of energy and natural resources, generating competitive advantages for the reference sectors. The structure of the new company aims at cash generation in the technology segment following the evolution of the market and focusing on sectors with high potential. In particular, with reference to “urban energy” and “electric mobility”, both also characterized by a strong commitment to climate change issues.

Territorial needs for smart mobility and strategic technologies applied to smart cities are increasing exponentially. – declares the General Manager of algoWatt, Massimo MannoriThe aggregate expected growth rates of investment in infrastructure and platforms for urban energy and e-mobility management by 2030 are all double-digit. In Europe, within ten years, about 6 million electric or hybrid vehicles will be sold, while the greenhouse gas reduction targets require continental investments of about 10,000 billion Euros in the same period. Smart metering and smart energy grow with CAGR above 20%. The energy sector is crucial for Italy’s transition to a green economy, integrating transport and mobility in this process, precisely through green technological innovation. The role of algoWatt will be that of solution integrator and provider of proprietary technologies, hardware and software, able to enable new concepts of energy efficiency in production and residential areas. Similarly, we will work with all actors in sustainable mobility to build integrated and on-demand digital service platforms to provide a better and greener travel experience. algoWatt will also continue to be a privileged technology partner of the energy sector in the transition to the expected surge in distributed and non-programmable renewable generation and a technology enabler for all emerging and as yet unforeseeable energy uses”.

 

Technological innovation, R&I

With more than 40 years of experience in the IT and Digital sector, more than 100 customers, 7 offices in Italy, more than 200 employees, algoWatt has a Research & Innovation centre that aims to maintain technological excellence in order to propose innovative solutions and develop new products to access markets with higher development rates. Since the 1990s it has coordinated more than 25 European projects, 10 of which in the H2020 field, and has generated a network with more than 1000 partnerships with universities and research institutes for more than 100 projects.

 

3 business units: Green Energy Utility, Green Enterprise & City, Green Mobility

algoWatt is structured into the following 3 business units:

  • Green Energy Utility: proposes an IT offer dedicated to the Energy sector, covering all the needs of the value chain, from distributed and renewable generation to demand response. It includes flexible solutions for the monitoring and control of plants from renewable sources, including predictive maintenance, control and defence systems of the national transmission and distribution grids, systems for the design and production of remote control equipment of the National Transmission Grid, tools for the management of all aspects of electricity and gas supply and sale.;
  • Green Enterprise & City: is aimed at the enterprise and smart city market with services and tools for diagnostics and remote control of large electrified transport infrastructures (railways, including high-speed railways, and subways), remote control of plants and buildings, management and monitoring systems of environmental plants (waste and water treatment), solutions for energy efficiency of energy-eating industrial plants, implementation and management of microgrid and storage systems;
  • Green Mobility: is focused on the new urban mobility sector with software and platforms for fleet management, combined and intermodal mobility systems, management, design, installation and support to the operation of charging infrastructure for electric vehicles, system integration for port boarding services, monitoring and management of road safety and critical infrastructure (bridges, road sections, etc.).

 

The change of brand name to algoWatt – explains Laura Bizzarri, Managing Director of the company – embraces the historical identity of the two companies that participated in the merger, but looks to the future from an international and innovative point of view. By combining the algorithm to symbolize digitization, and the Watt to recall electrification, we have outlined the identity of One Smart Company, which uses exponential technologies to reinvent its business model and open up markets related to sustainability and social impact issues. Where we maintain a backlog of industrial activities or expertise, for example in O&M and Energy Efficiency, we are introducing substantial innovation content, such as predictive maintenance work on plants or automated activities thanks to IoT, which enables better planning of actions and cost reduction. The organizational form we have given ourselves is able to quickly manage change and pursue continuous innovation. We are reducing owned assets as much as possible in order to accelerate the possibility of replicating the business and exporting it to markets not yet reached, keeping the structure lean and light. Finally, we set ourselves the goal of revolutionizing the business model: products are transformed into services and services into ecosystems”.

 

Action plan of the relaunch plan 2022

The 2022 relaunch plan is articulated through the following “actions”:

  • Programme for the disposal of the assets (photovoltaic and environmental), which involves a financial benefit also as a result of the buyers taking over the debt related to the plants;
  • Merger by incorporation of Softeco Sismat into TerniEnergia, which allows the strategic control of the Green Tech Solutions sector;
  • Integration of digital technologies in the traditional businesses of TerniEnergia, with reference to energy efficiency and maintenance of renewable energy plants (predictive O&M).
  • Simplification of the Group structure and Financial Agreement, which provides for debt rescheduling and rescheduling.

 

algoWatt (ALW), greentech solutions company, designs, develops and integrates solutions for energy and natural resource management in a sustainable and socially responsible manner. The Company provides management and control systems that integrate devices, networks, software and services with a clear sector focus: digital energy and utilities, smart cities & enterprises and green mobility. algoWatt is the result of the merger of TerniEnergia, a leading company in the renewable energy and environmental industry, and Softeco, an ICT solutions provider with over 40 years of experience for customers operating in the energy, industry and transport sectors. The company, with more than 200 employees located in 7 locations in Italy and investments in research and innovation for more than 12% of turnover, operates with an efficient corporate organization, focused on the following markets: Green Energy Utility: renewable energy, digital energy, smart grids; Green Enterprise&City: IoT, data analysis, energy efficiency, building and process automation; Green Mobility: electric, shared and on demand. Different markets, a single focus: sustainability. algoWatt is listed on the Mercato Telematico Azionario (MTA) of Borsa Italiana S.p.A..

02Mar 2020

Green light to the proposal to amend art. 1 of the Bylaws, which provides that the Company will be renamed “algoWatt S.p.A.” and that the registered office will be transferred to Milano

 

The Extraordinary Shareholders’ Meeting of TerniEnergia Spa, a company listed on the Italian Stock Exchange (MTA) and part of Italeaf Group, met today under the chairmanship of Stefano Neri and resolved on the following items on the agenda:

New company name

The Extraordinary Shareholders’ Meeting approved unanimously the proposal to amend Article 1 of the Bylaws, which provides that the Company shall be renamed “algoWatt S.p.A.”.

Changing the registered office

The Shareholders’ Meeting also approved the proposal to amend Article 2 of the Bylaws which provides for the transfer of the registered office to Milan, Corso Magenta 85.

It should be noted that the new company name and the change of the registered office will take effect as from the registration of the new text of the Bylaws with the Companies’ Register, which will be promptly notified to the market.

Please note that the Company will organize a WEBINAR on Wednesday, March 4 at 6.00 pm on the platform http://www.investors-mag.it to present the merger by incorporation of Softeco into TerniEnergia, the new brand and the strategic positioning of algoWatt. Participants will include: Stefano Neri (Chairman and CEO), Laura Bizzarri (Managing Director), Massimo Mannori (General Manager), Stefano Bianchi (R&I Manager). For registration: https://attendee.gotowebinar.com/register/1993725048594916365

28Feb 2020

TerniEnergia, a smart company listed on the Italian Stock Exchange’s electronic share market (MTA) and part of the Italeaf Group, TerniEnergia, smart company listed on the Italian Stock Exchange (MTA) of Borsa Italiana and part of Italeaf Group – following the press releases issued on October 30, 2019, December 3, 2019 and February 20, 2020 – informs that today the Deed of merger by incorporation of Softeco Sismat Srl into TerniEnergia Spa, signed on February 20, 2020, has been registered with the Commercial Registers of Terni and Genoa. According to the merger deed, the merger will become effective from the first day of the month following the date of the last entry of the deed in the competent Commercial Register, therefore on March 1, 2020 (the “Effective Date of the Merger”), but Softeco’s activities will be charged to TerniEnergia’s financial statements with effect from January 1, 2020. From the same day will also take effect the fiscal effects of the Merger.

It should also be noted that in line with the measures adopted by the Government and other authorities to contain the risk of coronavirus contagion, the event for the presentation of the merger between TerniEnergia and Softeco scheduled at the Museum of Science and Technology “Leonardo da Vinci” in Milan for the next March 3, 2020 at 11.00 a.m. has been cancelled. The Company will however organize a WEBINAR on Wednesday, March 4th at 6.00 p.m. on the platform http://www.investors-mag.it.

Participants: Stefano Neri (Chairman and CEO), Laura Bizzarri (Managing Director), Massimo Mannori (General Manager), Stefano Bianchi (R&I Manager).

For registration: https://attendee.gotowebinar.com/register/1993725048594916365