- GOALS
The company plans to double its installed capacity to a total of 20GW over five years - CORPORATE GOVERNANCE
The Board of Directors will have 64% independent members and 45% women - LONG TERM
Rafael Mateo, CEO: "We want to play a central role in the global process towards the energy transition"
These materials are not an offer for sale of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and may not be sold in the United States absent registration or an exemption from registration under the Securities Act.
The Spanish Securities and Exchange Commission (CNMV) today approved the registration document for the initial public offering (IPO) of ACCIONA Energía, a leading company in the generation of 100% renewable energy, as a preliminary step towards its flotation.
The IPO, aimed at qualified investors, will be carried out through the placement by ACCIONA S.A. of ordinary shares of its subsidiary Corporación ACCIONA Energía Renovables S.A. (ACCIONA Energía). The company, which will be listed under the "ANE" ticker symbol, will apply for admission to negotiation on the Madrid, Barcelona, Bilbao and Valencia Stock Exchanges for trading through the Automated Quotation System.
"The announcement of ACCIONA Energía's IPO is an important milestone in our mission to build a world-leading renewable energy company and to play a central role in the global energy transition," said Rafael Mateo, CEO of ACCIONA Energía."We are proud of our role as renewable pioneers and believe that the extensive experience we have gained in more than 30 years of operations, combined with a legacy of 100% clean energy generation, underpins a strong track record of value creation."
"As an independent company, ACCIONA Energía is committed to the best corporate governance standards and to enhancing our global leadership position in sustainability, one of our key competitive advantages. The global energy transition represents a long-term growth opportunity. This IPO will further strengthen ACCIONA Energía's strategic position," he concluded.
A LEADING company
ACCIONA Energía is one of the world's leading renewable energy operators. With a total installed capacity of 11GW as of March 31, 2021, it owns and operates renewable assets in a total of 16 countries. More than 90% of its assets are installed in OECD countries.
In addition to its strong geographic diversification, ACCIONA Energía has extensive and proven experience in developing multiple renewable technologies, such as onshore wind, solar photovoltaic, hydroelectric, solar CSP, biomass and storage, among others.
With more than 30 years of experience, ACCIONA Energía has been committed since its inception to 100% renewable energies, having no legacy of fossil fuels, and has played a key role in the creation of energy solutions that, over time, have become the current standard of reference in the sector.
The company fosters a culture of growth and innovation and is continuously working on cutting-edge energy solutions that support the decarbonization of electricity markets. ACCIONA Energía is focused on implementing technological improvements, pioneering new solutions such as hybridization and storage, and offering advanced technologies such as green hydrogen.
ACCIONA Energía plans to reach a total installed capacity of 20GW by the end of 2025. The company has identified 28GW in opportunities beyond 2025 with the goal of reaching an installed capacity of 30GW by 2030.
ACCIONA Energía applies the highest standards of operational excellence throughout the value chain, with the objective of maximizing production and profitability, extending the useful life of its assets beyond industry standards ("assets for life" model).
A large part of the control and maintenance activities are carried out remotely from its own control center, CECOER, one of the largest in the world. Its operational leadership provides high quality to the assets in ACCIONA Energía's entire portfolio, which translates into better value creation and profitability.
ACCIONA Energía benefits from a wide range of sales mechanisms and energy products that provide great flexibility to adapt to the needs of its customers and maintains optimal and predictable cash flows.
As a key aspect of its growth strategy, the company focuses a large part of its commercial activity on expanding its Business to Business (B2B) customer base, including Amazon, Google, Telefónica and Novartis.
In 2020, ACCIONA Energía was the largest supplier of 100% renewable energy in Spain and one of the top-four developers in the world by volume of private power purchase agreements (PPAs) signed.
ACCIONA Energía is "the greenest electricity generation company in the world", according to Energy Intelligence's "New Energy Top 100 Green Utilities" ranking; the company has held the top position in this ranking since 2015. It has also been recognized as the leading company in the utilities sector, according to the analysis conducted for the elaboration of the Dow Jones Sustainability Index (DJSI).
CORPORATE governance
ACCIONA Energía will have an eleven-member Board of Directors designed to comply with the highest corporate governance practices. Independent directors, seven in total, will make up the majority of the Board (64%), which will have only three proprietary members and one executive director. In addition, 45% of its members will be women.
The Board of Directors shall be formed by:
- José Manuel Entrecanales Domecq: Chairperson (proprietary)
- Juan Ignacio Entrecanales Franco: director (proprietary)
- Rafael Mateo Alcalá: CEO (executive)
- Sonia Dulá: director (proprietary)
- Juan Luis López Cardenete: director (independent)
- Karen Christiana Figueres Olsen: director (independent)
- Alejandro Mariano Werner Wainfeld: director (independent)
- Inés Elvira Andrade Moreno : director (independent)
- María Salgado Madriñán: director (independent)
- Rosauro Varo Rodríguez: director (independent)
- María Fanjul Suárez: director (independent)
The Board of Directors will have two committees: the Appointments and Remuneration Committee and the Audit and Sustainability Committee. This is a pioneering measure in the corporate world that shows the importance ACCIONA Energía entrusts to the excellent execution of its ESG policies.
ACCIONA Energía and ACCIONA S.A. signed an agreement that will regulate the relationship between the two companies, both listed and independent, in accordance with the best practices of good corporate governance.
details OF THE OFFERING
The IPO will consist of a secondary offering carried out by ACCIONA S.A., the company's sole shareholder, as a preliminary step for its admission to trading on the Madrid, Barcelona, Bilbao and Valencia Stock Exchanges, through the Continuous Market.
Bestinver, Citigroup Global Markets, Goldman Sachs Bank Europe, JP Morgan Chase and Morgan Stanley Europe are acting as Joint Global Coordinators for the offering.
Banco Santander, BofA Securities, Joh Berenberg Gossler, Crédit Agricole Corporate and Investment Bank, Credit Suisse Securities, HSBC Continental Europe and Société Générale are acting as Joint Bookrunners.
Alantra Capital Markets, Banco Sabadell, ING Bank along with Stifel Europe Bank, Intesa SanPaolo, Mirabaud Securities, Mizuho Securities Europe, Norbolsa and RBC Capital Markets Europe are acting as Co-lead Managers.
STJ Advisors and AZ Capital are acting as independent financial advisors to ACCIONA Energía for the offering.
Uría Menéndez and Davis Polk & Wardwell act as legal advisors to ACCIONA Energía and Linklaters as legal advisor to the banking syndicate.
Following the usual practice in this type of transactions, ACCIONA Energía and ACCIONA S.A. will assume a lock-up period during the 180 days following the day of the IPO of ACCIONA Energía. The lock-up period for directors and members of the Company's senior management will be 365 days.
ACCIONA S.A., as selling shareholder, intends to grant one of the members of the banking syndicate a green shoe option of up to 15% of the initial size of the IPO.
ACCIONA Energía has obtained today the approval of the CNMV and has published the registration document containing full information about the company. Details of the proposed transaction will be set out in a prospectus to be approved by the CNMV and published prior to the launch of the IPO.
ACCIONA Energía is the largest 100% renewable energy company with no fossil legacy in the world. It has 11GW of renewable energy in 16 countries. With 30 years of experience, ACCIONA Energía offers a complete portfolio of tailor-made energy solutions for its corporate and institutional clients to meet their decarbonization goals. ACCIONA Energía is committed to the highest environmental, social and corporate governance (ESG) standards. ACCIONA S.A., a leading global company in the provision of regenerative solutions for a decarbonized economy, is the reference shareholder of ACCIONA Energía.
This announcement is neither a prospectus nor a prospectus equivalent document nor an offer to sell or a solicitation of any offer to buy any securities of Corporación Acciona Energías Renovables, S.A.U. (the “Company”) in such jurisdictions where such offer or sale would be unlawful. Investors should not subscribe for or purchase, sell or otherwise dispose of any securities referred to in this document except on the basis of information in, or incorporated by reference to, the prospectus to be registered with, and approved by, the Spanish National Securities Market Commission (Comisión Nacional del Mercado de Valores, the “CNMV”), that is to be available at the Company’s registered offices and published on the websites of the Company and the CNMV in due course in connection with the proposed initial public offering of ordinary shares (the “Shares”) of the Company (the “Offering”).
The issue and/or sale of the Shares in the Offering are subject to specific legal and regulatory restrictions in certain jurisdictions. The Company assumes no responsibility in the event there is a violation by any person of such restrictions.
The Company has not authorized any offer to the public of securities in the United Kingdom or in any Member State of the European Economic Area.
In any Member State of the European Economic Area, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of Regulation (EU) 2017/1129 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market.
In the United Kingdom, this communication is only being distributed to, and is only directed at, and any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, “qualified investors” (as defined in section 86(7) of the Financial Services and Markets Act 2000) (i) who are persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); or (ii) who are high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). Persons in the United Kingdom who are not relevant persons should not take any action on the basis of this communication and should not act or rely on it.
Any securities referred to herein have not been and will not be registered under the Securities Act, and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States.