Italeaf

• Renewed the Board of Directors and the Board of Auditors for the three-year period 2021- 2023

Italeaf SpA, holding company, announces that today’s Shareholders’ Meeting has approved all items on the agenda.

In particular, at its ordinary session, the meeting approved the financial statements of Italeaf S.p.A. for the year ended as at 31 December 2019, the financial statements of Italeaf S.p.A. for the year ended as at 31 December 2020, the updated balance sheet of Italeaf S.p.A. as at 31 March 2021 and acknowledged the consolidated financial statements of the Italeaf Group as at 31 December 2019 and as at 31 December 2020, as prepared and presented to the Board of Directors.  The Shareholders’ Meeting also appointed the new members of the Board of Directors of Italeaf S.p.A. for the three-year period 2021-2023, in the persons of Fabrizio Venturi, as Chairman of the BoD, and Monica Federici and Domenico De Marinis (independent) as Directors, and determined their remuneration. The Shareholders’ Meeting resolved to appoint the members of the Board of Statutory Auditors. Andrea Bellucci, as Chairman; Fausto Sciamanna, and Caterina Brescia, as Auditor; Marco Chieruzzi and Andrea Sattin, as Alternate Auditor, for the three-year period 2021-2023, determining their remuneration.

In extraordinary session, the Shareholders’ Meeting took the measures set forth in Article 2446 of the Italian Civil Code to cover the losses resulting from the balance sheet as of 31 March 2021, reducing the share capital from its current nominal value of EUR 17,144,000 (seventeen million, one hundred forty-four thousand) to the new nominal value of EUR 2.000,000 (two million); amended the first paragraph of Article 6 (Capital and shares) of the By-Laws, adjusting it to the new share capital; approved the issue, pursuant to and for the purposes of Article 2346, paragraph 6, of the Italian Civil Code, of maximum 7.265.approved the issuance, pursuant to article 2346, paragraph 6, of the Italian Civil Code, of a maximum number of 4,359,365.00  “SFP Italeaf” participating financial instruments, with a unit value of Euro 1.00 each, to be offered for subscription, in accordance with the contractual commitments already undertaken by the Company with the Financial Agreement, to the Efesto Fund, as provided for and governed by the regulation entitled “Regulation of the participating financial instruments called “SFP Italeaf” also approved by today’s Shareholders’ Meeting, which forms an integral and substantial part of the By-Laws; resolved to amend Article 7 (Financial Instruments) of the By-Laws, also as a result of the above resolution. Lastly, it approved the proposal to amend Article 16 of the By-laws, concerning the procedures for calling the Company’s Shareholders’ Meeting, and the proposal to amend the By-Laws to include the right of shareholders to attend the Shareholders’ Meeting by means of a telecommunications system.

algoWatt S.p.A., GreenTech Solutions Company listed on the MTA market of Borsa Italiana, announces that, today, Mr. Stefano Neri, as Chairman of the Board of Directors and legal representative of algoWatt, duly authorised by virtue of the resolution adopted by the Board of Directors on 21 June 2021, and Ms. Monica Federici, as Managing Director and legal representative of the parent company Italeaf S.p.A., duly authorized by a resolution of the Board of Directors on 21 June, and Mr. Marzio Molinari, as sole representative of the subscribers of the bond called “Algowatt Tv Eur6m+1.5 Dc27 Amort Eur”, listed on the ExtraMOT PRO market, organized and managed by Borsa Italiana S.p.A., duly authorised by virtue of the resolution passed by the Bondholders’ Meeting on 30 April 2021 and in compliance with the provisions of the pactum de non petendo signed inter partes on 22 December 2020, on the other hand, signed the Recovery Agreement pursuant to Article 67, paragraph 3, letter d) of the Bankruptcy Law, consistent with the provisions of the Plan for the Recovery of the debt exposure of algoWatt and Italeaf and the rebalancing of their financial situation pursuant to Article 67, paragraph 3, letter d) Bankruptcy Law approved yesterday, 21 June 2021, by the Boards of Directors of the Companies.

This fulfilment is part of the activities resolved by the Board of Directors of the Company on 21 June 2021 and represents the first important step in the implementation of the commitments undertaken therein, aimed at achieving the completion of the Recvoery Agreement by the scheduled deadline of 9 July 2021. The effects of the signed Agreement shall be retroactive, in any case, to today’s date of June 22, 2021 (the “Effective Date”).

algoWatt is assisted by R&S Advisory S.r.l. as financial advisor and by Studio Legale Fallanca Scicolone & Partners, in the person of Marco Scicolone, lawyer, for legal advisory activities. Marzio Molinari of Studio Russo De Rosa Associati is the sole representative of the bondholders.

• With the ER-BILLING suite, algoWatt provides a tailor-made solution for traders and resellers operating on the free energy market.
• Accelerating time to market, integrating the customer’s business systems, reducing the cost of managing the invoicing process, enhancing customer value with vertical CRM and multi-channel management: these are the strengths of the invoice and metering platform

Energy R.Evolution BILLING (ER-BILLING), the new platform for the management of energy and gas billing and multi-utility business processes developed by algoWatt S.p.A., GreenTech Solutions Company listed on the MTA market, has been launched.

With this new suite, designed for the free energy market, algoWatt returns to the forefront of the “Invoice and Metering” digital products segment, where it has been active for 15 years, enriching the range of solutions dedicated to managing the business processes of multi-utilities, energy and gas traders and resellers.

Addressing an audience that requires accelerated time to market, thanks to data centralisation and vertical solutions, ER-BILLING allows easy integration with the corporate systems used by the customer, thanks to full interoperability, a constant and rapid regulatory compliance, pursuant to a dynamic, flexible and evolutionary architecture.

The platform is designed to manage every single step of the commodity billing process, putting the customer at the heart of the process, through dedicated and fully integrated verticalisations such as the CRM and the Ticketing module.

Its high configurability makes it the ideal choice for multi-utilities that want a solution tailored to their needs and that want to reduce costs and increase productivity through dedicated and integrated processes, such as the sales force management tools and invoice calculation simulators built into the solution.

Energy R.Evolution BILLING also enables dialogue with the authorities thanks to interfacing with the information systems of the various authorities (SII, ARERA, GSE, Terna, etc.), guarantees to accelerate the support process for billing, thanks to simulated billing scenarios, introduces Business flow 4.0 concepts with high automation of business processes and enables full compatibility with Cloud and on-premise infrastructures.

algoWatt puts the customer at the centre of the free energy market player’s process and with ER-BILLING provides the ideal answer to the need for integrated management of all contract types and reduction of billing costs.

The new solution reduces maintenance costs and optimises yields, also thanks to multispectral analysis by drones

 algoWatt S.p.A. , a GreenTech Solutions Company listed on the Italian Stock Exchange’s electronic share market (MTA), launches the new integrated digital platform ER-PAM (Energy R.evolution – Performance Asset Management), to guarantee a complete service for the maintenance and management of newly built or already installed and operating photovoltaic systems.

ER-PAM is a solution of the BU Green Energy Utility

ER-PAM is part of the algoWatt integrated solutions dedicated to the world of green utilities, operators in the renewable sector, managers of in-house control rooms or for the management of plant portfolios, EPC and O&M companies specialising in the management of maintenance processes, interested in the supervision, remote control and real-time monitoring of the performance and operation of photovoltaic plants.

The new integrated platform, perfectly in line with the growing trend of demand for digital energy solutions, for increasing plant energy efficiency, for increasing clean energy production and reducing emissions, is an algoWatt innovation that brings together the technological skills and experience gained in the field in over 10 years of EPC and O&M activities by the Group.

The functionalities of the new platform

ER-PAM makes it possible to reduce maintenance costs, optimise the performance of photovoltaic systems, centralise services, increase O&M and power generation performance, reduce intervention times and make field engineering more efficient. In a single platform accessible via the web, even on-site and with any device. The supervision of all types of plants guarantees the collection of field data acquired from heterogeneous SCADA systems, the calculation of plant and O&M KPIs thanks to algorithms based on tensor analysis for the predictive programming of maintenance operations. For Asset Management operators, there is the optimisation of maintenance activities and management of maintenance workers, the management of ordinary, extraordinary and predictive maintenance, the management of spare parts and spare-part warehouse (also with interface to existing external systems). The platform also integrates Document Management modules, such as administrative scheduling, standardisation of procedures and workflow. 


 Automated defect detection with multispectral drone analysis

Particularly innovative is the management of visual, thermographic, photographic and video inspections carried out by drones, thanks to the proprietary PV Inspector software for automated image processing, which allows the acquisition of digital data and the highlighting of critical aspects of the installations, such as hotspots, malfunctioning or underperforming panels and strings; accurately determines the location of panels in the plant; allows the acquired images to be graphically annotated to highlight the anomalies found, add text notes and finally automatically produce an inspection report that includes descriptive sheets of the anomalies detected; guarantees the monitoring of the evolution of defects and the correlation between defect and plant PR. 

O&M and On-Site engineering for utility scale solar plants

In addition to the design, development and marketing of innovative digital solutions, algoWatt also carries out all types of plant engineering, as well as ordinary and extraordinary maintenance on industrial-size plants, thanks to the expertise of its On-site Engineering team. The company has an impressive track record, accumulated over 10 years of experience as a system integrator and renewable asset manager. algoWatt provides O&M contracted services of plant (re)commissioning, quality control/inspection, monitoring and installation/retrofit, as-built design documentation, plant design review, efficiency services. Finally, the company offers plant check-ups for tailor-made revamping and repowering, carries out electrical and electromechanical works, mechanical assembly, civil works, optimisation of structures, revamping of inverter cabins and transformers, rewiring as well as implementation and installation of new monitoring systems.

• Total funding of approximately EUR 1 million for a multi-service, cloud-based ICT platform for the recycling and reuse of bulky solid waste in the urban area of the Genoa metropolitan area
• The research project will be coordinated by AMIU and will involve 8 industrial partners. The company will provide its know-how in the cleantech industry

algoWatt S.p.A., GreenTech Solutions Company listed on the Italian Stock Exchange (MTA), announces that the project “Efficacity – Intelligent and efficient optimisation of the process of reuse and collection of waste in urban areas”, coordinated by AMIU Genoa and in which the company is an industrial partner, has been financed.

The Efficacity project, with a total value of around Euro 2 million, received funding of over Euro 1 million from the 2020 call of the POR FESR 2014-2020 – Axis 1 – Action 1.2.4 – Poles of Research and Innovation. Support for the realisation of complex projects of research and development activities for the enterprises aggregated to the Poles of Research and Innovation, following the approval by Finanziaria Ligure per lo Sviluppo Economico – FI.L.S.E. S.p.A., a technical entity that supports and assists the Liguria Region and the other Ligurian territorial entities in the planning, definition and implementation of policies and interventions in support of the Ligurian economic system.

The algoWatt Research & Innovation team (share of the funding of approximately Euro 0.2 million), in partnership with the coordinator Amiu (Azienda Multiservizi e d’Igiene Urbana of Genoa) and 7 other industrial companies, will participate in the design and development of the management and planning system for the collection of bulky solid waste, data management for the optimisation of the loading of collection vehicles and the storage of bulky items, algorithms for the dynamic planning of collection missions. algoWatt will also be able to provide to the cluster of companies involved in the project with its know-how in the cleantech and environmental industry, based on its many years of experience in the management of resource recovery and material recycling plants.   

The Efficacity project proposes the study, development and validation of a multi-service and cloud-based ICT platform for multi-parameter optimisation of bulky solid waste collection and management in the Genoa metropolitan area. Complementary innovative technologies are applied for the recycling and reuse of bulky solid waste with a view to circular economy and environmental sustainability, favouring virtuous and self-sustainable dynamics in the already optimised standard process.

• Total funding of EUR 1 million for a low environmental impact, customised and accessible travel planning solution
• The company leads a partnership with Genoa’s public transport operator, 5 SMEs and some research bodies

algoWatt S.p.A. a GreenTech Solutions Company listed on the Italian Stock Exchange (MTA), will coordinate the GeTUP research project on sustainable mobility and MaaS (mobility as a service) solutions in the urban environment.

The GeTUP project, worth a total of Euro 2 million, has received funding of Euro 1 million from the POR FESR 2014-2020 – Axis 1 – Action 1.2.4 – Poles of Research and Innovation of the Liguria Region, following approval by Finanziaria Ligure per lo Sviluppo Economico – FI.L.S.E. S.p.A., a technical entity that supports and assists the Liguria Region and other Ligurian territorial entities in the design, definition and implementation of policies and interventions in support of the Ligurian economic system. The algoWatt Research & Innovation team, in addition to coordinating the project, will participate in the design and development of the MaaS system (part of the funding of approximately Euro 0.28 million), in partnership with the Genoa public transport operator, 5 SMEs and a number of research bodies.

The GeTUP project will study, realise at prototype level and experimentally validate in the Genoa area a MaaS platform model for trip planning with reduced environmental impact, personalised and accessible, according to advanced profiling systems, adapting to the user’s characteristics, offering incentives to stimulate behavioural changes.

• algoWatt won the tender in association with a leading global technical and engineering consultancy company in the field of technology and innovation for the energy sector
• Total consideration of approximately Euro 0.5 million for the re-engineering and consolidation of the WAMS (Wide Area Monitoring System) system, as part of the electricity system defence solutions
• The contract concerns a technologically highly qualifying work area for one of the most innovative grid monitoring services and for a smarter and more sustainable power transmission

algoWatt S.p.A., GreenTech Solutions Company listed on the Italian Stock Exchange (MTA), announces that it has been awarded, in a temporary association of companies (ATI) with a leading global technical and engineering consultancy company in the field of technology and innovation for the electricity sector, the first lot of a tender for the “WAMS system re-engineering and consolidation service”.

The client is a leading company in the transformation of the electricity market towards European integration and the use of eco-compatible sources, and the awarding of the tender represents for the temporary association of companies (in which algoWatt is the principal) a highly qualifying industrial opportunity from a technological point of view, for one of the most innovative network monitoring services, as part of the evolution of a national electricity grid defence systems.

The total consideration for carrying out the work under the tender is a maximum of approximately Euro 0.5 million.

WAMS (Wide Area Monitoring System) is an extremely high-performance realtime system, the purpose of which is to increase the reliability of electricity transmission with a consequent reduction in the response time of countermeasures in the event of grid disruptions. The system acquires and processes the data collected by the PMU (Phase Monitoring Unit) measuring instruments located in the power stations.

The re-engineering of the service, as well as the revision and consolidation of a new architecture, are strategic for the provision of an increasingly smart and sustainable electricity transmission service, also in anticipation of a significant increase in the number of metering devices in the near future. This is due to the increasingly central role of the data acquired by PMUs in the real-time calculation systems supporting control room operators, and to the fact that the number of users requiring off-line WAMS data is increasing.

The WAMS system will also be involved in the processes of verifying the correct provision of the Fast Reserve service, aimed at improving the dynamic response of the electrical system in the first moments during frequency transients.

algoWatt S.p.A. , a GreenTech Solutions Company listed on the Italian Stock Exchange’s electronic share market (MTA), after examining the separate preliminary results (announced on 16 December 2020), also analysed the industrial results achieved during the 2020 financial year.

The results indicate a consistent advancement of the business, which reflects the preliminary figure of growth in the value of production (equal to Euro 18.9 million approximately +9%) achieved in full pandemic, compared to the corresponding value of the previous year. In particular, alongside the consolidation of economic and technological results achieved thanks to the improved and updated guidance with the merger between TerniEnergia and Softeco, algoWatt has laid the foundations of the pillars that will support the growth assumed in the business plan 2021-2024, currently being defined and approved.

Business Unit Breakdown

The Green Energy Utility BU consolidated its technological leadership in the remote control segment for the transmission and distribution networks of the main operators in the sector, improving the backlog of orders and the customer portfolio and increasing the contribution to the EBITDA margin. Tangible results were achieved with the new strategic and technological consulting service applied to the main innovative trends in the sector. Significant acceleration was given to the acquisition of skills and the activation of partnerships on energy storage, one of the key components for innovative projects aimed at the Smart Grid, the innovative Fast Reserve service (in which AlgoWatt has developed original and competitive support solutions for utilities), passing through the Capacity Market and the Energy Communities, and finally the Vehicle 2 Grid. Finally, the company has enhanced and innovated its historic position as a technological leader in renewable energy production, generating advanced asset management solutions in particular for the photovoltaic and hydroelectric sectors and for plant O&M.

The Green Enterprise & City BU has extended the scope of its solutions component to include leading and well-established customers in industry and the tertiary sector. It has begun to apply the proprietary solutions of the AI-Green line, based on the implementation of artificial intelligence technologies to environmental and industrial processes. algoWatt has made significant investments in training for the development of new solutions aimed at remote control of the railway sector, the most energy-intensive of all, which will begin to bear fruit in 2021. The pooling of the decades of expertise of Softeco and TerniErnergia has enabled the construction of a complete, modular and replicable proposal for the residential, tertiary, industrial and public administration sectors. To this end, a new consultancy service has been developed to identify the most suitable incentive tool to optimise the return on investment in energy efficiency and sustainability.

The Green Mobility BU has improved the margins of its products on its main customers, particularly in electric mobility and in the management of road fleets and port terminals and hubs. The optimisation of the offer aimed at local public transport has enabled the internationalisation of the proprietary, modular and scalable solution for on-call public services, for which algoWatt remains the leader in Italy. In addition, a complete commercial proposal has been prepared for the engineering and implementation of corporate electric mobility solutions. After the success of the Villa San Giovanni terminal for Caronte&Tourist, algoWatt is ready to replicate its experience in port ticketing and boarding, complementing it with the new requirements of “green” and sustainable ports. Finally, the BU is completing the definition of an offer for the innovative management of separate waste collection (“per use”) by vehicle fleets, according to the new European regulations and for the application of the punctual tariff.

The establishment of a specialised division to launch an offer dedicated to the emerging segment of energy and seismic upgrading of real estate, envisaged under the 110% Superbonus legislation, has enabled the development of a substantial pipeline of projects to be carried out over the next few years. algoWatt is confident that this new line of business will generate a significant contribution in terms of turnover and therefore margins for the Group, also thanks to the extension of the instrument until 2022 envisaged by the 2021 Budget Law.

The new Product Development unit launched a major overhaul of the product portfolio, with the implementation of a new cross-product and cross-market architecture, based on the most modern principles of modularity and reuse and, therefore, on the most innovative microservices technologies.

Thanks to the creation of dedicated task forces across the three BUs, they will be able to count on the skills and processes necessary to relaunch their System Integration and General Contractor activities in order to achieve the growth envisaged in the 2021-2024 plan.

Research & Innovation R&I activity is the driving force behind the company’s competitiveness and the enhancement of the creative capital of the business units, contributing to the realisation of the exponential technologies that make algoWatt’s proposition unique. Thanks to its consolidated ability to obtain funding for research projects through national and European calls for proposals, algoWatt is involved as a coordinator or partner in 18 multi-year projects with contributions of around 5 million euros.

In 2020, the contribution of technology transfer activities to the operating result was further consolidated through the signing of Technology Transfer Agreements, which made it possible to exploit internally developed know-how and expand the company’s range of products and services. Lastly, expertise in the virtuous use of subsidised finance has led to the creation of a task force capable of providing specialist consultancy services for the implementation of strategic projects for large-scale investments in energy, mobility and automation.

• The agreement for the provision of ordinary O&M services is for three years for a total amount of approximately Euro 0.78 million.
• The annual agreement for “light EPC” services concerns 22 photovoltaic plants for a total amount of around Euro 0.36 million

algoWatt S.p.A., GreenTech Solutions Company listed on the Italian Stock Exchange (MTA), following the press release issued on 16 May 2019, announces that it has signed with a leading international operator, active in the asset management sector of plants for the power generation of renewable energy, two contracts relating to the provision of maintenance services of “utility scale” photovoltaic plants, installed on the ground and on roofs of car parks in the regions of Umbria, Puglia, Marche and Basilicata.

The first contract, which is valid for three years, concerns the provision by algoWatt of ordinary “Operation & Maintenance” (O&M) services for n. 24 photovoltaic plants with a total capacity of approximately 22.4 MWp. The consideration for this service is Euro 0.26 million per year, for a total amount of around Euro 0.78 million.

Under the second one-year contract signed with the same industrial player, algoWatt will provide “light engineering, procurement and construction” (light EPC) services, consisting of extraordinary O&M activities, of n. 22 photovoltaic plants with a total installed capacity of around 19.4 MWp, for a total consideration of approximately Euro 0.36 million.

algoWatt S.p.A., GreenTech Solutions Company listed on the Italian Stock Exchange (MTA), announces that the bondholders’ meeting (the “Bondholders’ Meeting”) of the Algowatt Tv Eur6m+1,5 Dc27 Amort bond – ISIN Code: IT0004991573 met in first call on today, 22 December 2020 at 12 AM (CET) under the chairmanship of Stefano Neri and in the presence of Notary Dario Restuccia from Milano, was attended by bondholders representing 50,8% of the bond.

The Bondholders’ Meeting resolved, with the majorities required by law, to further amend the bond Terms and Conditions and, in the immediate term, to grant a waiver to the provisions of the loan Terms and Conditions, also in order to preserve the business and operational continuity of algoWatt and Italeaf during the period of time required to prepare the New Financial Maneuver.

Specifically, the Bondholders’ Meeting approved:

• the granting of a waiver to the provisions of Article 6 (“Redemption, purchase and cancellation”), paragraphs 6.1 and 6.2 of the Loan Terms and Conditions; and (ii) the temporary suspension of the provisions of Article 7 (“Events of default”), letters (a) and (g) of the Loan Terms and Conditions, with reference to the Company’s failure to fulfil its obligations to pay the principal and interest due on the Bonds, as well as with reference to the Company’s failure to fulfil its payment obligations under the certified plan for the rehabilitation of the Company’s debt exposure and the rebalancing of its financial situation pursuant to Article 67, paragraph 3, letter d) Bankruptcy Law prepared by the Company in September 2019;
• to grant powers to the representative of the bondholders, Mr. Marzio Molinari, to execute with algoWatt S.p.A. a de non-petendo pactum that implements the resolutions referred to in the previous paragraph;
• as a result of the signing of the non-petendo pactum referred to in item 2 of the agenda, the appointment by the company of an advisor, to be designated from among a group of professionals indicated by the bondholders, to carry out an Independent Business Review (IBR) on the company’s business plan.

The approval of the items on the agenda by the Bondholders’ Meeting represents an important step in updating and revising algoWatt’s Recovery and Relaunch Plan.

The minutes of the Bondholders’ Meeting and the summary voting report will be made available to the public within the time limit set by the applicable regulatory provisions. A copy of the aforementioned documents will be published on the website www.algowatt.com and on the regulated information storage system 1Info at the URL www.1Info.it.

algoWatt is assisted by R&S Advisory S.r.l. as financial advisor and by Studio Legale Fallanca-Scicolone & Partners, in the person of Avv. Marco Scicolone, for the legal advisory activities. Lawyer Marzio Molinari of Studio Russo De Rosa Associati is the common representative of the bondholders.