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Latest News

22Oct 2014

Skyrobotic, an italian company based in Terni, active in the project, development, mass production and commercialization of unmanned aircraft systems (UAS) in the small and micro sector for civil aand commercial use, part of Italeaf group, is proud to announce that it has been named “Best European Enterprise for Innovation and Leadership in the field of civil drones” within the prestigious “Iair Awards 2014 – European Edition” presented to the executive directors Mr Michele Feroli and Mr Federico Zacaglioni in Milan, in the enchanting surroundings of Palazzo Mezzanotte, headquarter of the Italian Stock Exchange.

There were more than 40 companies that attended the ceremony in wich Skyrobotic was awarded, coming from Europe and overseas. Among them: Philips, Subaru, BPC, Veeam Software, Deutsche Bank, Power Japan Plus, Eurasian Bank, B2X Care Solutions and Thomas Piketty as Most Influential Man of the Year.

The Iair Corporate Award 2014 was awarded to the Italian UAS industrial producer for the following reasons: “For being  the first Italian factory of unmanned aircraft systems, and the undisputed leadership in the field of civil drones for commercial use: for taking care of the whole industrial chain, from design to integration of the system to  the turn-key production of a range of products that are suitable to cover both the needs of companies and skilled operators“.

The Chairman of Skyrobotic and Italeaf Group, Mr Stefano Neri, stated:

For a start-up with high innovation skills and know how that wants to grow rapidly in the market of drones for civil use, as Skyrobotic, to obtain a recognition of such prestige within months of its constitution, is a matter of great pride that involves our industrial group. The Iair Corporate Award is a further stimulus to continue in the path of growth of the company, which intends to appear soon in the international arena with a Made in Italy high-tech and innovative proposal. The Italeaf Group confirms its commitment to build an industrial chain in the drones sector, creating value for our shareholders and at the same time bringing a major contribution to the Italian national system, intercepting the growth opportunities and strategic vision in a sector such as aerial systems remotely piloted with plenty of opportunities for growth in the coming years“.

IAIR AWARDS® is one of the world’s leading ranking and prize for excellences in global economy and sustainability. It is made up of the scientific committee of IAIR® and IAIREVIEW.org along with a team of dedicated legal, economic and financial journalists in over 120 countries worldwide.

The IAIR AWARDS® is focused on Global Economy and Sustainability and in particular in the following categories: Green Economy, Alternative Investments, Business Opportunities, Global Corporate Excellences, FX, ETFs and Commodities, Law, Asset Management, Family Office and Wealth Management, Philanthropy, Private Equity, Real Estate and Property, Succession Planning and Family Businesses. According to Alexa – Amazon and Google Page Rankings, IAIR (IAIR Awards) is ranked # 1 in its niche.

 

Skyrobotic Srl, with a share capital of 1.03 million Euros, is the Italian company leader in the field of unmanned aerial systems (UAS). Established in December 2013, and parte of the Italeaf group, is active in the development, manufacturing and marketing of drones in mini and micro classes for the civil and commercial use in the professional market. With a constant focus on innovation, the company intends to achieve the leadership in the field of unmanned aircraft, taking care of the whole industrial chain, from design to system integration, right through to production turnkey platform robust, practical and effective in the field of remote sensing proximity. Skyrobotic combines the know-how and decades of experience in the field of Siralab Robotics, a company with high technological content, and the track record, operational experience and financial capacity of Italeaf, group leader in the fields of cleantech and innovative industry listed on the First North segment of NASDAQ OMX in Stockholm Stock Exchange.

Press Release_SKY-2014-10-22

21Oct 2014
  • Subscribed to 96.63% the divisible share capital increase of TerniEnergia reserved to Free Energia S.p.A.’ shareholders, a company operating in the trading and energy efficiency field.
  • In relation to the capital increase, Free Energia’ actions were conferred for a number equal to 96,63 % of the share capital of the company  in order to finalize the transaction

TerniEnergia SpA, a company active in the renewable energy field, energy efficiency and waste management and part of the Italeaf Group, listed on the Star segment of Borsa Italiana, communicates that as at today the resolution approved by the Extraordinary Shareholders Meeting held on October 13,  2014 has been registered  to the Register of Companies at the Chamber of Commerce in Terni.  Such a resolution has as its object the share capital increase from Eur 50,529,680 to Eur 57,166,848, through the issuance up to no 6,637,168 TerniEnergia ordinary shares, to be signed through contribution in kind of shares of the company “Free Energia SpA”, with the exclusion of option rights pursuant to Article 2441, fourth paragraph, of the Italian Civil Code, according to the issue price of Euro 2.26 per share, of which Euro 1.26 per share premium, up to a maximum of Euro 15 million.

As at today no.6,413,703 TerniEnergia  shares have been subscribed resulting from this capital increase, and corresponding to 96.63% of the total amount approved against which  Free Energia shares were transferred  for a number equal to 96.63% of the share capital of the same. As a result of such consideration, the authorized share capital amounts to EUR 57,166,848, while the subscribed and paid amounted to EUR 56,943,383.00.

The newly issued shares of TerniEnergia paid by the shareholders of Free Energia are currently no.6.413.703, representing 14,57% of the share capital of TerniEnergia and the related  trading on the regulated  market will be possible only after the release by Consob of the  authorization to publish the Company prospectus  aimed  to be admitted to the  trading of the new shares. At the date of this press release the authorization by Consob is still pending. As a result of these subscriptions subject to the deadline of December 15, 2014 for any further subscriptions carried out by  shareholders of Free Energia, and except as specified with reference to the request for permission to publish the prospectus relating to the admission to trading of the new shares, the goal of the acquisition of Free Energia  by TerniEnergia is to be considered positively reached, for an amount  of Euro 14,494,968.

 

TerniEnergia, a company incorporated in September of 2005 and part of Italeaf Group, operates in renewable energy sector and is active in the photovoltaic field. TerniEnergia operates as system integrator, with a turn-key offer of industrial sized photovoltaic plants, on behalf of third parties and on its own, for the Power Generation business, also through joint venture companies with leading national players. TerniEnergia operates in the waste management sector, recovery of the material and energy, development and production of technologies. In particular, the Company is active in the recovery of tires out of use, in the treatment of biodegradable waste through the implementation of biodigesters, management of plant for the biological depuration; decommissioning of industrial plants, recovery of demolition metals and cleaning of industrial sites; development and production of technological apparatus.

TerniEnergia, through its controlled company Lucos Alternative Energies, operates in the development of energy efficient plants both through EPC scheme and FTT scheme (Financing Through Third Parties), pursuing the objectives of increasing energy production from renewable sources, of energy saving and reduction of emissions as set forth by environmental European policy.

TerniEnergia is listed on STAR segment of Borsa Italiana S.p.A..

Press Release_TEFREE-2014-10-21

17Oct 2014

Pursuant to art. 144-bis, clause 3, Consob Regulation 11971/1999 (“Issuers’ Regulation”), TerniEnergia S.p.A. a company active in the renewable energy sectors, energy efficiency and waste management, listed on Star segment of Borsa Italiana, has announced the launch of a share buy-back programme for a total of 2.656.720,ordinary treasury shares (6% of the share capital as it was before the share capital increase resolved by the extraordinary General Shareholders’ Meeting on 13 October 2014), as authorized by the Ordinary Shareholders’ Meeting held on 13 October 2014.

The programme allows the Company to carry out investment operations and to set up of a pool of securities, directly or through intermediaries, as allowed by current legislation. It may also be used for :

– Acquire a portfolio consisting of TerniEnergia ordinary shares to be used as consideration for any extraordinary transactions, through an exchange of equity or as a subject of the transfer, or for other purposes deemed of strategic, financial, industrial and/or operational interest of the Company;

– Providing shareholders with an additional tool to monetize their investment;

– Buy shares in a medium and long term investment perspective;

– Intervening directly or through intermediaries, in accordance with the existing provisions, to contain abnormal movements in prices or to stabilize the performance of trading and prices in the event of momentary phenomena caused by an excess volatility or low trading liquidity.

Purchase transactions are not instrumental to the reduction of share capital by cancellation of treasury shares purchased, nor intentionally aimed at delisting the Company’s operations.

The unit price for the purchase of shares can not be higher or lower than 10% compared to the reference price recorded by the shares in the trading session prior to each individual transaction.

From the point of view of the consideration for the sale of treasury shares purchased, the Board of Directors shall have the discretion to determine, from time to time, price and/or any additional condition, mode and time of use of treasury shares, token into account the performance of the share price in the period prior to the transaction and the best interests of the Company, in each case with the procedures, terms and requirements conform to accepted market practice and in compliance with the regulations from time to time applicable.

As for the daily volume of transactions relating to the program, the purchases will not exceed 25% of the average daily volume of shares traded in the 20 trading days preceding the date of each purchase.

By the second day of the trading week the Company will give notice to the market and the relevant authorities of the details (number of shares purchased, average price and total equivalent value) of the transactions made in the previous trading week.

As of today, the Company holds 7,500 treasury shares (around 0.02% of the share capital). The buy-back programme may also be implemented in a number of tranches within 18 months of the date of the aforementioned shareholders’ resolution.

The authorization to dispose of treasury shares purchased from time to time and held in the portfolio is no time limit. The Board of Directors may proceed with the completion of the authorized operations in one or more times.

 

TerniEnergia, a company incorporated in September of 2005 and part of Italeaf Group, operates in renewable energy sector and is active in the photovoltaic field. TerniEnergia operates as system integrator, with a turn-key offer of industrial sized photovoltaic plants, on behalf of third parties and on its own, for the Power Generation business, also through joint venture companies with leading national players. TerniEnergia operates in the waste management sector, recovery of the material and energy, development and production of technologies. In particular, the Company is active in the recovery of tires out of use, in the treatment of biodegradable waste through the implementation of biodigesters, management of plant for the biological depuration; decommissioning of industrial plants, recovery of demolition metals and cleaning of industrial sites; development and production of technological apparatus.
TerniEnergia, through its controlled company Lucos Alternative Energies, operates in the development of energy efficient plants both through EPC scheme and FTT scheme (Financing Through Third Parties), pursuing the objectives of increasing energy production from renewable sources, of energy saving and reduction of emissions as set forth by environmental European policy.
TerniEnergia is listed on STAR segment of Borsa Italiana S.p.A..
 
Press Release_TEAZPRO-2014-10-17
13Oct 2014

Launch of the first Italian independent “smart energy company” active in the field of renewable energy, efficiency, energy services and waste management. Green light for the plan for the purchase of own shares ( buy-back)

  • The Shareholders’ Meeting approves the proposal of a capital increase with the exclusion of the option rights, reserved to the shareholders of Free Energia SpA, through the issuance of new ordinary shares up to n. 6,637,168 to complete the acquisition of 100% of Free Energia, a company active in the trading and energy efficiency sectors
  • The issue price of the new shares amounts to Euro 2.26 per share
  • Countervalue of the transaction amounts to Euro 15 million for 100% of the shares of Free Energia SpA
  • The Shareholders’ Meeting approves the buy-back plan

The Shareholders’ Meeting of TerniEnergia SpA, a company active in the fields of renewable energy, energy efficiency and waste management and part of the Italeaf Group, listed on the Star segment of Borsa Italiana, met today in extraordinary and ordinary session under the chairmanship of Mr. Stefano Neri.

Extraordinary Session

The Extraordinary General Meeting approved the share capital increase, to be achieved through the issue of up to n. 6,637,168 ordinary shares of TerniEnergia SpA, from Euro 50,529,680 to Euro 57,166,848, to be subscribed by contribution in kind of shares of the company “Free Energia SpA”, with exclusion of the option rights pursuant to Article 2441, fourth paragraph, of the Italian Civil Code, by December 15, 2014, according to the issue price, specified in the report of the Board of Directors, of Euro 2.26 per share, of which Euro 1.26 per share by way of share premium, up to a maximum of Euro 15 million.

The operation is engaged in the development path that TerniEnergia followed continuously since its establishment and is therefore aimed at:

–  implement financial and operational synergies to plan a growth strategy, focused on developing business highly complementary to those existing of TerniEnergia;

–  develop a significant increase and diversification of the Group’s turnover;

–  widen the perimeter of the core activities, with the integration in the value-chain of technologically and innovative services;

– enhance the portfolio with a strong brand, which grew more than the market average, in a very competitive sector;

–  promote strong cross-selling business opportunities in the fields of energy efficiency and energy sales;

– maximize the economic returns associated with the integrated activities of production, management and sale of energy, thanks to the strong expansion of the sales network for services in energy savings;

– ensure entry into the promising market of the management and sale of services to certified vegetable oil burning power plants, a sector in which Free Energia aims to achieve a national leadership.

The Shareholders’ Meeting also resolved that, if the capital increase is not fully subscribed within the period of 15 December 2014, the same capital shall be deemed increased by an amount equal to the subscriptions received.

To the Board of Directors and on behalf of its chairman, Mr. Stefano Neri, are delegated full powers for the implementation of the capital increase before the deadline above mentioned.

TerniEnergia is assisted by Power Capital as financial advisor. Dr. Luigi Tardella, partner of Ambers & Co, is the person in charge of the transferring company Free Energia SpA, for the evaluation of the shares transferred as part of the acquisition of Free Energia.

Ordinary session

The Shareholders’ Meeting, convened in ordinary session, has today approved the proposal of a plan for the purchase of own shares (buy-back) already approved by the Board of Directors on 31 March 2014.

Reasons for the buy-back plan

Through the purchase of own shares, the company intends to:

– Acquire a portfolio consisting of TerniEnergia ordinary shares to be used as consideration for any extraordinary transactions, through an exchange of equity or as a subject of the transfer, or for other purposes deemed of strategic, financial, industrial and/or operational interest of the Company;

– Providing shareholders with an additional tool to monetize their investment;

– Buy shares in a medium and long term investment perspective;

– Intervening directly or through intermediaries, in accordance with the existing provisions, to contain abnormal movements in prices or to stabilize the performance of trading and prices in the event of momentary phenomena caused by an excess volatility or low trading liquidity.

Purchase transactions are not instrumental to the reduction of share capital by cancellation of treasury shares purchased, nor intentionally aimed at delisting the Company’s operations.

Maximum number of shares to be purchased

This proposal concerns the authorization to the Board of Directors to purchase one or more times its own shares up to the maximum amount of 2,656,720 shares, up to 6% of the share capital as it was before the share capital increase resolved by the extraordinary General Shareholders’ Meeting held today, taking into account the treasury shares held directly and those held from any subsidiary companies . The Company does not currently hold any treasury shares.

Period of validity of the Shareholders’ Meeting authorization

The authorization to purchase treasury shares is valid for a period of 18 months from the date of the Shareholders Meeting. The authorization to dispose of treasury shares purchased from time to time and held in the portfolio is no time limit.

The Board of Directors may proceed with the completion of the authorized transactions on one or more occasions.

Indication of the minimum and maximum price

The unit price for the purchase of shares can not be higher or lower than 10% compared to the reference price recorded by the shares in the trading session prior to each individual transaction.

From the point of view of the consideration for the sale of treasury shares purchased, the Board of Directors shall have the discretion to determine, from time to time, price and/or any additional condition, mode and time of use of treasury shares, token into account the performance of the share price in the period prior to the transaction and the best interests of the Company, in each case with the procedures, terms and requirements conform to accepted market practice and in compliance with the regulations from time to time applicable.

Manner of making the purchase

The purchase and disposal transactions of treasury shares, for which authorization is requested, will be performed in compliance with Article 144-bis of Consob Regulation implementing Legislative Decree 24 February 1998 n. 58 and, in general, in compliance with the applicable legislation, in particular the national and EU laws and regulations. The Shareholders’ Meeting handed to Mr Stefano Neri, Chairman and CEO of TerniEnergia, the power performing for the transactions in question.

TerniEnergia, a company incorporated in September of 2005 and part of Italeaf Group, operates in renewable energy sector and is active in the photovoltaic field. TerniEnergia operates as system integrator, with a turn-key offer of industrial sized photovoltaic plants, on behalf of third parties and on its own, for the Power Generation business, also through joint venture companies with leading national players. TerniEnergia operates in the waste management sector, recovery of the material and energy, development and production of technologies. In particular, the Company is active in the recovery of tires out of use, in the treatment of biodegradable waste through the implementation of biodigesters, management of plant for the biological depuration; decommissioning of industrial plants, recovery of demolition metals and cleaning of industrial sites; development and production of technological apparatus.
TerniEnergia, through its controlled company Lucos Alternative Energies, operates in the development of energy efficient plants both through EPC scheme and FTT scheme (Financing Through Third Parties), pursuing the objectives of increasing energy production from renewable sources, of energy saving and reduction of emissions as set forth by environmental European policy.
TerniEnergia is listed on STAR segment of Borsa Italiana S.p.A..
 
Press Release_TEASS-2014-10-13
13Oct 2014

ITALEAF:  TerniEnergia, Noteholders’ Meeting of the bonds “TerniEnergia Euro 25,000,000.00 Notes due 2019”

  • The Noteholders’ Meeting expressed the approval to the share capital increase of TerniEnergia SpA, with the exclusion of option rights pursuant to Article 2441, paragraph 4, of the Italian Civil Code which is reserved to the shareholders of Free Energia SpA, through the issuance of new ordinary shares up to n. 6,637,168 to complete the acquisition of 100% of Free Energia, a company engaged in the trading and energy efficiency
  • The General Meeting approved the amendments to the financial covenants provided pursuant to art. 8 (vii) of the Terms and Conditions of the Notes, to support the repositioning of the TerniEnergia Group’s business

TerniEnergia SpA, a company active in the fields of renewable energy, energy efficiency and waste management and part of the Italeaf Group, listed on the Star segment of Borsa Italiana, announces that on October 11, 2014 the Noteholders’ Meeting of the bonds “TerniEnergia Euro 25,000,000.00 Notes due”, for a total amount of 250 non-convertible bonds with a nominal value of Euro 100,000.00 each, issued by the Company with resolution dated January 27, 2014 – expressed the approval, in accordance with the Terms and Conditions of the Notes, to the the share capital increase with the exclusion of option rights pursuant to Article 2441, paragraph 4, of the Civil Code reserved to the shareholders of Free Energia SpA, through the issuance of new ordinary shares up to n. 6,637,168 of TerniEnergia shares, to refine, through a contribution in kind, the acquisition of 100% of Free Energia, a company active in the trading and energy efficiency, as extraordinary transaction whose value exceeds the 15% limit of the outstanding corporate capital of the Company.

The Noteholders’ Meeting approved the amendments to the financial covenants, required by the Company pursuant to article 8(vii) of the Terms and Conditions of the Notes, as follows:

– from 6 February 2016, in every semi-annual and annual balance sheet:

(i) Interest Coverage Ratio equal to or greater than 2.0X;

(ii) Net financial debt / EBITDA: equal to or less than 7.0X;

(iii) Net financial debt corporate / EBITDA : equal to or less than 4.0X;

– from 6 February 2017, in every semi-annual and annual balance sheet:

(i) Interest Coverage Ratio equal to or greater than 2.25X;

(ii) Net financial debt / EBITDA: equal to or less than 6.0X;

(iii) Net financial debt corporate / EBITDA : equal to or less than 3.50X;

– from 6 February 2018, in every semi-annual and annual balance sheet:

(i) Interest Coverage Ratio equal or greater than 2.50X;

(ii) Net financial debt / EBITDA: equal to or less than 5.0X;

(iii) Net financial debt corporate / EBITDA : equal to or less than 3.25X.

The amendments to the financial covenants to support the repositioning of the TerniEnergia Group’s business, through the acquisition of Free Energia SpA, aims to achieve the following objectives:

– The implementation of financial and operational synergies to plan a growth strategy, focused on developing business highly complementary to those of existing TerniEnergia;

– A significant increase and diversification of the Group’s turnover;

– The expansion of the scope of core activities, with the integration in the value-chain of services technologically innovative;

– the enhancement of the portfolio with a strong brand, which grew more than the market average, in a very competitive category;

– The development of strong cross-selling business opportunities in the fields of energy efficiency and energy sales;

– The maximization of economic returns associated with the integrated activities of production, management and sale of energy, thanks to the strong expansion of the sales network for services in energy savings;

– Entry into the promising market of the management and sale of services to certified vegetable oil burning power plants, a sector in which Free Energia aims to achieve a national leadership.

 

TerniEnergia, a company incorporated in September of 2005 and part of Italeaf Group, operates in renewable energy sector and is active in the photovoltaic field. TerniEnergia operates as system integrator, with a turn-key offer of industrial sized photovoltaic plants, on behalf of third parties and on its own, for the Power Generation business, also through joint venture companies with leading national players. TerniEnergia operates in the waste management sector, recovery of the material and energy, development and production of technologies. In particular, the Company is active in the recovery of tires out of use, in the treatment of biodegradable waste through the implementation of biodigesters, management of plant for the biological depuration; decommissioning of industrial plants, recovery of demolition metals and cleaning of industrial sites; development and production of technological apparatus.

TerniEnergia, through its controlled company Lucos Alternative Energies, operates in the development of energy efficient plants both through EPC scheme and FTT scheme (Financing Through Third Parties), pursuing the objectives of increasing energy production from renewable sources, of energy saving and reduction of emissions as set forth by environmental European policy.

TerniEnergia is listed on STAR segment of Borsa Italiana S.p.A.

Press Release_TE-2014-10-13

29Sep 2014

Green Tales, an Italeaf incubated company, will be protagonist of the European Edition of the Maker Faire Rome,  the largest event in the world of innovation, an exhibition devoted to professional makers and to all the the families  that focuses on creativity and inventiveness in addition to being the celebration of the “Maker Movement”.
The Maker Faire is the place where the innovators of the third millennium show the projects they’re working on and share technological knowledge and craftsman.

1101 Chaotic Robots – is the project developed by Green Taleas and the Haklab Terni to the Maker Fair http://www.makerfairerome.eu/project/1101-chaotic-robots-145/
Green Tales & Hacklab Terni
Green Tales is an innovative start-up founded in 2013, digital workshop offering custom 3D printing and prototyping.The Hacklab Terni is a center for peer learning and sharing knowledge, since 2011.

24Sep 2014
  • Signed an agreement for the supply of multicopter SR-SF6 for the project “Belvedere in the City” of Telecom Italia and Expo 2015 Milan
  • Through video footage edited by Fidogroup through the Skyrobotic drones will be possible to follow the progress of the construction site of the Universal Exhibition
  • The strategic partnership with Fidogroup allowed to integrate into the Skyrobotic unmanned aircraft system the most advanced technologies of video capture with 4K standard
  • Thanks to this application, Skyrobotic become the industrial reference for the market of filming, broadcast and video streaming

Skyrobotic, active in the design, development and industrial production of unmanned aerial systems (drones) and part of Italeaf Group, and Fidogroup, a leader in the field of ICT services with a focus on technologies for communication and events, signed a agreement for the supply of multicopter SR-SF6 for the project “Belvedere in the City” of Telecom Italia and Expo 2015 Milan.

From September, anyone can follow the progress of the works on the construction site of the Universal Exhibition. Every week in Expo Gate, which will become the “panoramic viewpoint” on the exhibition site into Milan town, and on the web pages and social channels of Expo 2015, will be showed the videos captured by the Skyrobotic SR-SF6 drone in the construction sites area, thanks to the integration with the Fidogroup technologies of video capture.

The agreement was presented at the Triennale of Milan as part of the opening ceremony of the new multi-functional space TIM4Expo, which has the objective of promoting innovation and previews of services and solutions designed for the Universal Exhibition.

Michele Feroli, Managing Director of Skyrobotic, commented:

The SR-SF6 drones used have six rotors in electric propulsion, high efficiency and are controlled by the last generation of autopilots developed by SkyRobotic, that is able to supply advanced automatic features in the video footage in real time. The SkyRobotic UAS has, among other things, a termination solution of the flight with redundant systems, the ability to define “No Fly Zone” and a whole host of features to ensure maximum safety of the flight in any operational scenario. The SR-SF6, in the specific configuration for the reliefs of Expo, is equipped with a system of payload stabilized and protected from the vibrations capable of accommodating cameras, especially cameras with 4K standard, infrared sensors and other systems for the detection of environmental characteristics. The system is capable of displaying video transmission to ground of the image taken by the camera on board to allow the correct composition of the shots. Thanks to a partnership with Fidogroup and Telecom Italia, we were have developed a strong integration between the 4G LTE standard for the communication of high speed data access, streaming video to ground and the core infrastructure of the drone. The effect you get is very spectacular and allows the development of solutions based on technologies Skyrobotic able to provide a high value-added applications in broadcast and film“.

Giovanni Cicu, CEO of Fidogroup, stated:

With this transaction we confirm our leadership in next-generation services at support of the most important media events, institutional, financial, sports and communications, in Italy and in the World. For the “Belvedere project in the city”, we used a system of production to 4K video, which enables the production of video content with a resolution 4 times higher than standard Full HD, with the ability to build and deliver movies with infinite detail, quality and flexibility“.

For the realization of the video, Skyrobotic used a Panasonic LUMIX 4K camera that allows the best combination of the weight of the payload, image quality and performance of the unmanned aircraft system. The video capture activity was made in compliance with the relevant legislation, and the Italian Civil Aviation Authority regulations with the highest considerations for safety, reliability and risk mitigation.

The videos made with the Skyrobotic drones will be viewed within TIM4Expo, that is a space of 120 square meters which is a meeting point for all partners and that can also be used for exhibitions, cultural events, meetings on the topics of food, sustainability and excellence of Made in Italy. It is a technology showcase, a place of information and experimentation that will allow people to discover and share your entire digital eco-system of Expo Milano 2015 and to have an overview of the main innovative solutions that will be used in the future.

 

Skyrobotic Srl, with a share capital of 1.03 million Euros, is the Italian company leader in the field of unmanned aerial systems (UAS). Established in December 2013, and parte of the Italeaf group, is active in the development, manufacturing and marketing of drones in mini and micro classes for the civil and commercial use in the professional market. With a constant focus on innovation, the company intends to achieve the leadership in the field of unmanned aircraft, taking care of the whole industrial chain, from design to system integration, right through to production turnkey platform robust, practical and effective in the field of remote sensing proximity. Skyrobotic combines the know-how and decades of experience in the field of Siralab Robotics, a company with high technological content, and the track record, operational experience and financial capacity of Italeaf, group leader in the fields of cleantech and innovative industry listed on the First North segment of NASDAQ OMX in Stockholm Stock Exchange.
 
Press release
23Sep 2014

Updates from the construction sites of Expo Milano 2015 thanks to the Skyrobotic (a Italeaf company) drones and the project “Belvedere in the city.”
Until April 2015, every week, a drone will start from a pitch site located in the Exhibition EXPO 2015 and will fly at different heights the yard, taking up the progress of work. Recording, or sending images in the case of direct, will take place with the camera attached in 4G LTE TIM provided by Fidogroup.

08Sep 2014
  • The board of directors approves the proposal of a capital increase with the exclusion of the option rights, reserved to the shareholders of Free Energia SpA, through the issuance of new ordinary shares up to n. 6,637,168 to complete the acquisition of 100% of Free Energia, a company active in the trading and energy efficiency sectors
  • The issue price of the new shares, proposed by the Board of Directors to the Extraordinary Shareholders Meeting, amounts to Euro 2.26 per share
  • Turnover of the transaction amounts to Euro 15 million for 100% of the shares of Free Energia
  • The Board of Directors verified the requirements of independence and professionalism of the expert appointed to write the appraisal report, dr. Luigi Tardella, partner of Ambers & Co.
  • The Chairman and CEO, Stefano Neri, received the mandate to convene an extraordinary Shareholders’ Meeting and the Bondholders’ Meeting to approve the capital increase
  • The Chairman and CEO, Stefano Neri, received the mandate to convene the ordinary Shareholders’ Meeting to approve the buy-back plan

The Board of Directors of TerniEnergia SpA, a company active in the fields of renewable energy, energy efficiency and waste management, listed on the Star segment of Borsa Italiana, with reference to the press release dated August 4, 2014, has approved today the proposal to the Extraordinary shareholders’ Meeting of a capital increase, with exclusion of the option rights, reserved to the shareholders of Free Energia SpA, for the acquisition of Free Energia, pursuant to the art. 2441, paragraph 4, of the Italian Civil Code. The Chairman and CEO of TerniEnergia, Mr Stefano Neri, stated: “Thanks to this transaction, TerniEnergia takes another step towards the establishment of one of the most important independent Italian group into the smart energy sector, active in the integrated business of renewable energy, energy efficiency and waste management. The extraordinary Shareholders’ Meeting and the Bondholders Meeting will be convened in the first half of the month of October 2014, to give the green light to the acquisition of Free Energia”. Share capital ncrease The capital increase in tranche will be subscribed through contribution in kind, with the exclusion of option rights, through the issue up to no. 6,637,168 of new no par value ordinary shares. The proposed issue price is equal to Euro 2.26 per share, of which Euro 1.26 per share by way of premium. Following the capital increase, the share capital of TerniEnergia will be, therefore, from Euro 50,529,680 to a maximum of Euro 57,166,848. The capital increase may be paid up by the contribution of n. 3,375,152 shares, representing 100% of the share capital of Free Energia SpA, or representing a lesser percentage if it were transferred a smaller number of shares of Free Energia, on the understanding that the contribution will concern shares for at least a percentage equal to 93.52% of the share capital. Consequently, will be assigned to the subscribers at least n. 6,207,080 shares, attributable to each Free Energia shareholder in proportion to the shares the same transferred. Following this transaction, the Shareholders of Free Energia, due to the shares of TerniEnergia they will receive in exchange for the contribution in kind, will hold a cumulated market share of about 15% of the share capital of TerniEnergia post-share capital increase. To determine the issue price, the Board of Directors of TerniEnergia has relied on the advice of Power Capital, as financial advisor. The price proposed by the Board for each newly issued share, equal to euro 2.26, is higher than the net book value per share of the Company and also is higher than the weighted arithmetic average of the share price of the last semester. The transaction is subject to a number of conditions precedent, including the positive pronouncement of some subjects such as banks and bondholders of the Company, the resolution by the extraordinary Shareholders Meeting of TerniEnergia of the capital increase to subscribe through the transfer of the newly issued shares, the authorization by Consob to publish a prospectus for listing of the Shares to be issued by TerniEnergia. The conditions precedent have to occur before December 31, 2014. Reasons for the transfer, expected benefits and impacts on the management programs of TerniEnergia The reasons for the transaction can be summarized as follows: –        Downstream integration of the energy value chain of TerniEnergia with the new business of energy trading, towards electric consumer customers and consolidated re-sellers, and of smart energy services, that are growing rapidly and with considerable development opportunities. These new activities will be added to those of photovoltaic power generation, guaranteed by the assets owned by TerniEnergia, and the industrial scale energy efficiency, through the subsidiary Lucos Alternative Energies; –        Integration among the electric utility industry and the digital one; –        Entry into the promising market of the management and sale of services to vegetable oil burning power plants sector, in which Free Energia aims to achieve a national leadership. In particular, the choice to proceed with a capital increase by contribution in kind, is dictated by the following reasons of convenience: –        No cash payment for TerniEnergia; –        implementation of financial and operational synergies to start a new growth strategy, focused on developing highly complementary business between TerniEnergia and Free Energia. Report pursuant to art. 2441, comma 6, of the Italian Civil Code The report of the Board of Directors prepared pursuant to art. 2441, comma 6, of the Italian Civil Code,  and to the articles 70, comma 3, 3 and 125-ter of CONSOB Regulation 11971/99, together with the report of the independent expert in charge of the evaluation of Free Energia SpA share value and the opinion of the independent auditors PricewaterhouseCoopers SpA on the fairness of the issue price of the shares, will be made available to shareholders accordance with the law. Requirements of independence and professionalism of the expert responsible to evaluate the shares of Free Energia SpA subject to transfer in the share capital of TerniEnergia following the related share capital increase The Board of Directors of TerniEnergia conducted the assessment on the existence of the requirements of independence and adequate and proven professionalism of dr. Luigi Tardella, partner of Ambers & Co., as the person in charge of the transferring company Free Energia SpA, for the evaluation of estimation of the share transferred as part of the acquisition of Free Energia referred to the Investment Agreement signed in August 1, 2014. The assessment by the Board of Directors concluded with the confirmation of the existence of the requirements of independence and adequate and proven professionalism of that expert, pursuant to art. 2343-ter, comma 2, letter. b) of the Italian Civil Code. Calling of the Bondholders’ Meeting The Board of Directors has determined to give mandate to the Chairman and Chief Executive Officer, Mr. Stefano Neri, to call the Bondholders’ Meeting, pursuant to art. 12 of the Bond TerniEnergia 2019 Regulations, to vote on the approval of the acquisition of Free Energia. Calling of the Ordinary and Extraordinary Shareholders’ Meeting of TerniEnergia The Board of Directors has determined to give mandate to the Chairman and Chief Executive Officer, Mr. Stefano Neri, to call the Extraordinary Shareholders’ Meeting of of TerniEnergia to decide on the the share capital increase for the acquisition of Free Energia. The Board of Directors has determined to give mandate to the Chairman and Chief Executive Officer, Mr. Stefano Neri, to call the Ordinary Shareholders’ Meeting to vote on the plan for the purchase of own shares (buy-back), already approved by the Board on March 31, 2014.   This press release is also available on the Company’s website:www.ternienergia.com.   TerniEnergia, a company incorporated in September of 2005 and part of Italeaf, operates in renewable energy sector and is active in the photovoltaic field. TerniEnergia operates as system integrator, with a turn-key offer of industrial sized photovoltaic plants, on behalf of third parties and on its own, for the Power Generation business, also through joint venture companies with leading national players. TerniEnergia operates in the waste management sector, recovery of the material and energy, development and production of technologies. In particular, the Company is active in the recovery of tires out of use, in the treatment of biodegradable waste through the implementation of biodigesters, management of plant for the biological depuration; decommissioning of industrial plants, recovery of demolition metals and cleaning of industrial sites; development and production of technological apparatus.

TerniEnergia, through its controlled company Lucos Alternative Energies, operates in the development of energy efficient plants both through EPC scheme and FTT scheme (Financing Through Third Parties), pursuing the objectives of increasing energy production from renewable sources, of energy saving and reduction of emissions as set forth by environmental European policy. TerniEnergia is listed on STAR segment of Borsa Italiana S.p.A..
 
TE-COS_CDAAUCAP-08-09-2014(EN)