Value Indicators: EUR Share data: Description: DCF: 7.90 Bloomberg: CAP GR

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1 (SDAX, Renewables) Buy EUR 7.90 (EUR 5.25) Price EUR 6.10 Upside 29.4 % Value Indicators: EUR Share data: Description: DCF: 7.90 Bloomberg: CAP GR Reuters: HWAG ISIN: DE Germany's biggest solarpark holding Market Snapshot: EUR m Shareholders: Risk Profile (WRe): 2014e Market cap: Freefloat 54.3 % Beta: 0.9 No. of shares (m): 72.0 Albert Büll BeteiligungsGmbH 6.1 % Price / Book: 1.1 x EV: 1,241.9 AMCO Service GmbH 22.0 % Equity Ratio: 25 % Freefloat MC: Dr. Liedtke VV 8.1 % Net Fin. Debt / EBITDA: 6.2 x Ø Trad. Vol. (30d; EUR): th Blue Elephant Venture 7.3 % Net Debt / EBITDA: 6.2 x A strong pipeline and low interest rates pave the way for future growth Sweet spot in the value chain: Capital Stage (CS) is operating in the sweet spot of the value chain in the renewable energy sector. The operation of renewable energy parks comes along with highly visible and long-term guaranteed revenue streams that generate predictable cash flows. Since CS is an independent operator, the company is not influenced by any subsidiaries or parent companies that operate along other parts of the value chain. Therefore CS can focus on the most attractive projects on the market. Additionally, CS is not exposed to additional risk factors, which are immanent in other parts of the value chain. Attractive business model: Since CS is operating in different countries, IRR rates also differ according to the local situations in each country. IRR rates are currently decreasing due to increasing demand for projects, which is triggered by low risk and stable returns. However, IRR rates still remain rewarding because of the attractive spread between the IRRs, the current low refinancing costs and the opportunity to invest in existing parks that have high IRRs. The attractiveness of the business model further increases against the backdrop of current interest rates, which also ease financing efforts for CS project pipeline. Strong acquisition pipeline: The current acquisition pipeline looks promising. CS is currently in advanced negotiation stages for the acquisition of additional parks primarily in the UK and Italy that would push the current portfolio to an additional 120MW (~1MW = EUR 1.4m). Overall, a total capacity for 2015 of MW is achievable. The current portfolio has about 445MW. Even if the capacity growth looks quite optimistic at a first glance, the current policies of low interest in Europe provide the company with cheap financing opportunities which make the projected growth achievable. In addition, the company currently still has roughly EUR 70m left of the issuance of participation rights to the German insurer Gothaer and about EUR 30m cash available to finance further acquisitions. This amounts to a leveraged investment size of between EUR 400m and EUR 450m according to the management. Therefore we expect sales growth of c. 66% for Striking track record: CS has proven a strong track record in terms of growth and value-enhancing acquisitions in past years. Besides the cash injection from Gothaer, the last years enormous growth was predominantly fed on eight capital increases, whereas the share price performance easily compensated for the dilution effect due to the attractiveness of investment opportunities. The last years P&L was substantially impacted by one-off effects from PPAs, which significantly boosted CS EBITDA. In FY 2014 for instance EBITDA accounted for EUR 85m while the adjusted EBITDA accounted for EUR 60m (WRe). DCF shows attractive upside: In the DCF valuation, we adjusted non cash-effective PPA effects which resulted in lower EBIT margins. Sales growth estimations for 2015e-2017e are 9.6% on average per year. Sales growth estimations in the terminal value are conservative. They account for 0.2% and do not include any further park acquisitions from 2017 onwards due to CS unpredictable investment quote in the long term. The FCF in the TV was divided by four due to expiring FiTs. Furthermore, we are adjusting the risk-free return rate to 1.5% and have a market return of 7.0%. This leads to a WACC of 3.8%. Our current PT yields an upside potential of 29%. We confirm our Buy recommendation. Rel. Performance vs SDAX: 1 month: 15.0 % 6 months: 39.2 % Year to date: 9.8 % Trailing 12 months: 45.2 % Company events: Q AGM Q2 FY End: in EUR m CAGR (14-16e) e 2016e Sales 37.5 % Change Sales yoy % % 27.2 % 26.3 % 36.6 % 66.1 % 13.8 % Gross profit margin 99.4 % 85.1 % 84.8 % 88.7 % 95.1 % 96.0 % 96.2 % EBITDA 17.8 % EBITDA adj EBIT Margin 54.1 % 37.6 % 45.5 % 55.6 % 59.6 % 48.1 % 42.4 % EBT Margin 13.7 % 14.7 % 21.0 % 27.8 % 30.7 % 19.2 % 15.3 % Net income -0.9 % EPS 0.0 % DPS 9.5 % Dividend Yield 0.0 % 2.1 % 2.5 % 2.6 % 3.9 % 2.5 % 2.9 % P / E 32.4 x n.a x 15.9 x 15.3 x 21.8 x 24.4 x FCFPS Net Debt ROE 2.8 % -1.2 % 8.3 % 8.3 % 8.4 % 8.4 % 7.2 % ROCE (NOPAT) 7.2 % 3.2 % 6.3 % 6.5 % 6.7 % 5.8 % 4.9 % Guidance: 2015: n.a. Analyst Lucas Boventer NOTE Published

2 Sales development in EUR m Sales by segments 2015e; in % EBIT development in EUR m Company Background Germany s largest independent solar park operator with 61 solar parks (86.5% of portfolio) and six wind parks (13.5% of portfolio) and total installed capacity of about 445MW. New projects in UK further improve CS's regional diversification. An investment in CS offers investors the opportunity to participate in high-yield solar parks and onshore wind parks without the restrictions of closed-end funds. Competitive Quality Highly visible cash flows thanks to guaranteed feed-in tariffs for 20 years, longer operation of the plants possible because of extension options and land ownership. Experienced management with broad contact network. Core competence in the field of environmental technologies/renewable energies. CS Solar Services GmbH is a 100% subsidiary and is responsible for the in-house technical management and supports the technical due diligence for new projetcs. CF development in EUR m 150 Portfolio capacity in MW Net income development in EUR m FCF (m) NOTE Published

3 Investment Case 4 Brief company description 4 Quality and growth opportunities 4 Challenge 6 Company structure 7 Market development of Solar and Wind installations 8 Solar in Europe 9 Wind in Europe 10 Stable cash flows pave the way for attractive yields and growth 12 CS investment and expansion strategy; current focus markets 12 The participation rights structure 13 CS pipeline strong for Financing opportunities 14 IRR rates are decreasing but remain attractive 15 Financials 15 Capital expenditure outlook 15 Badwill increases EBITDA 16 Valuation 17 DCF approach 17 NOTE Published

4 Attractive business model with reliable and predictable cash flows Investment Case Brief company description Capital Stage AG is a German investment company with a main focus on solar parks and minor exposure to wind parks. Current business operations are in Germany, France, Italy and the United Kingdom. As a result of its increasing focus on renewable energy projects, the company is in the process of making the move from being a holding company to solely an operator of renewable energy parks as CS intends to sell its stake in Helvetic Energy GmbH, a Swiss solarthermics company. Sales for FY 2014 were EUR 77.8m (2013: EUR 57.0m), EBITDA came in at EUR 85.3m (2013: EUR 50.4m) and EBIT at EUR 46.4m (2013 EUR 31.7m). In recent years, the company enjoyed substantial growth on the sales and operating side, which is shown in the table below. Sales and EBIT development (EURm) Sales EBIT Source: Capital Stage, Warburg Research Quality and growth opportunities Capital Stage business model is the sweet spot of the renewable energy value chain Along the value chain of the renewable energy sector, CS is operating in the most attractive part, the operation of solar and wind parks. This part presents only few risks and highly visible and guaranteed revenue streams which generate stable cash flows. However, other parts of the value chain such as module and turbine manufacturers or project managers are confronted with highly competitive environments, price competitions and regulatory hurdles. Stable cash flows, high business visibility and top management constitute the basis for growth The business environment in which CS is operating provides certain advantages for investors. First of all, every park in the portfolio generates predictable stable cash flows over a long period of time (up to 20 years) that allow long-term planning and generate attractive yields. Second of all, since the earnings derive from electricity sales in the form NOTE Published

5 of a feed-in tariff system, the visibility of revenue streams is very high and power take-up is generally guaranteed as well. Thirdly, the assets in the current portfolio are very young throughout, with the first feed-in tariff expiring in 2026, meaning risks are rather limited given that projects bear next to no development risks. With regards to the management, CS has highly qualified and experienced managers with a strong track record on board. Management boasts a broad network of contacts and a great reputation, which set the base for an attractive deal flow. Capital Stage Solar Services GmbH assures quality of parks Active in the growing business of technical service and commercial management, CS subsidiary Capital Stage Solar Services ensures the sound operation of the solar parks. Furthermore, as a non-proprietary service provider Capital Stage Solar Services also manages third party-owned solar parks. However, external services are provided solely in Germany and only to a marginal extent. For 2015, we expect revenue contributions of c. 3% by the service subsidiary. Besides the service operation, Capital Stage Solar Services also assists in the consideration phase of potential new acquisition and investment targets and therefore serves as a competitive advantage for CS. The team of ten highly educated and experienced engineers supports the due diligence with its qualified know-how and is a key to achieving favourable deal conditions. Policy of low interest rates offers striking access to financing Since CS is operating in a capital intensive industry, they depend highly on external sources of financing in order to acquire new assets. All assets, or, in other words all solar and wind parks, function as special purpose vehicles (SPV) which are leveraged with non-recourse debt. They are currently facing an attractive environment. The policy of low interest rates in Europe offers cheap leverage opportunities which make acquisitions of parks less expensive. In addition, low interest rates make alternatives to capital increases such as issuances of convertible bonds or participation rights also attractive since interest payments are low and durations are long term. So the current access to financing is attractive and sets the base for further acquisitions. Participation rights are an attractive alternative to capital increases CS business model, the acquisition and operation of renewable energy parks, is very capital intensive. Thus, in order to further grow the company needs investable capital. The recent initiated partnership with the German insurer Gothaer brought an additional EUR 150m of capital in the form of participation rights. This was a smart move by CS. In the balance sheet the participation rights are outlined as debt capital, however since all parks serve as individual SPVs, they can use it as equity for the acquisition of new parks. Capital increases in the form of participation rights either with Gothaer or other institutions will be considered in the future. But the company remarks that these structures reduce CS equity ratio and will be only considered if an aimed equity ratio of 15% is not at risk, which is deemed as sufficient by capital markets for CS low-risk business. For FY 2014 the equity ratio is expected to be about 25%. Attractive vehicle for investors to participate in renewable energy sector An investment in CS shares presents certain advantages for the investor compared with competing opportunities for participation in the renewable energy sector. These advantages include a higher fungibility and liquidity of the investment. Moreover, investors participate in the solar market without the restrictions than are involved in NOTE Published

6 traditional private equity funds or closed-end funds. These restrictions include pre-fixed maturities, lock-up periods or minimum investment volumes that often constitute serious hurdles for investors. Furthermore, solar and wind parks are stable cash-generating business models that should allow for above-average dividend yields which are more attractive in view of the markets policy of low interest rates. Generation of bad will from acquired parks proves management quality A closer look at CS income statement reveals that the EBITDA shows large proportions of other operating income. This consists mainly of bad will which was generated in the acquisition processes. After a mandatory fair value determination IFRS accounting standards require the company to recognise potential gains from acquisitions (bad will) as other operating income. According to the company, the management prefers acquisitions of target parks where current operators are facing special situations such as insufficient financing sources. Due to CS management s strong negotiation abilities, they can often achieve positive PPA (purchase price allocation) effects due to a fair value consideration of the FiT contracts (often due to higher electricity prices compared to market prices). This is supposed to be the prerequisite to achieve the targeted IRRs. The track record of past acquisitions proved that CS was able to buy most parks with positive PPA effects, especially in Italy. In the UK PPA effects are likely to be lower since the compensation model is rather market-price oriented. In the course of the provisional PPA process, CS indentifies all assets and debts and determines their fair value. Challenge Regulatory changes can have adverse effects on cash flows Operators of wind and solar parks enjoy being secured by the guaranteed feed-in tariff structure for renewable energies which enables stable cash flow forecasts. However, this advantage is at the same time a risk or threat for the business. Regulatory changes such as retroactive declines of feed-in tariffs, as seen in Italy and Spain, can have adverse effects on the company s cash flows. In addition to retroactive declines, generally decreasing feed-in tariffs in CS core markets, such as Germany, do not impact existing projects but rather, slow down growth and reduce the attractiveness of investment opportunities in these markets. NOTE Published

7 Company structure Capital Stage Wind and Solar facts Capital Stage AG Solar Wind Total 385 MWp Total 60 MWp Germany 18 parks Total 134 MWp France 7 parks Total 140 MWp Germany 5 parks Total 54 MWp Italy 1 parks Total 6 5,95 MWp MWp Italy 14 parks Total 58 MWp United Kingdom 7 parks Total 53 MWp Source: Capital Stage, Warburg Research Capital Stage is primarily focusing on investments in solar and wind parks in countries with stable feed-in tariffs such as Germany, France, Italy and the United Kingdom. In Germany, CS is among the largest independent solar park operators. As an investor and owner, CS operates renewable energy parks and manages them. Currently the portfolio consists of 61 solar and six wind parks with a total capacity of about 445MW which can supply ca. 140k households with electricity. A partnership with Google for a 19MW solar park in Brandenburg for instance underlines the company s reputation and its excellent track record in the field of renewable energies and underpins its management quality. The Capital Stage Solar Service GmbH is a 100% subsidiary and is responsible for the technical management, project development and general contracting. As a vendor, independent service provider CS Solar Service also starts taking over the management of third-party solar parks operators. The current maintained volume is about 185MW. Furthermore, CS is shareholder of a Swiss solarthermics company, although it does intend to sell this stake in 2015 according to the management. NOTE Published

8 Portfolio by sector (445MW) Wind 13.0% PV 87.0% Source: Capital Stage, Warburg Research Market development of Solar and Wind installations The introduction of the feed-in tariffs has created a very favourable environment for investments in renewable energies and triggered a boom for solar and wind systems. The regulatory environment for new projects in Europe has worsened partially since feed-in tariffs came under pressure. The expansion targets of Europe s largest solar markets, Germany and Italy, were significantly exceeded and government subsidies have been and will further be reduced in the coming years. However, the solar market is expected to grow significantly also in the medium to long term as the decreasing system prices have brought generation costs down to grid parity levels. Furthermore, globally emerging PV markets will pave the way for significant further growth. The decline in Germany or Italy will be compensated for by other markets gaining momentum like Asia or North America. New feed-in tariff policies or investment tax credits (ITC) have led to a dramatic increase of the markets there. Furthermore, several countries from large Sunbelt regions like Africa, Middle East, South East Asia and Latin America are on the way to starting their development. The future development of the global wind and photovoltaic markets will enlarge the screening portfolio for Capital Stage and therefore offer further potential investment opportunities. However, according to the company, CS will stick to European markets at least in the short term. The table below shows the estimated cumulative total capacity development of wind and solar according to the European Photovoltaic Industry Association (EPIA) and the Global Wind Energy Council (GWEC). By 2018 the estimated cumulative global solar capacity is expected to almost double which signals further growth opportunities for Capital Stage. NOTE Published

9 Global PV and Wind cumulative scenario until 2018 in GW e 2015e 2016e 2017e 2018e Wind PV Source: EPIA, GWEC, Warburg Research Solar in Europe With regards to the market development of PV installations in Europe, the future will benefit from the grid parity. Self-generated power through, for example rooftop PV installations, is becoming cheaper and constitutes an attractive alternative to conventional power from utilities. Due to this fact, numbers of PV installations are continuously increasing. By 2018 the installations in Europe are projected to increase by about 10,000MW per year which will lead to a capacity of about 130,000MW in 2018 compared to roughly 90,000 in After wind, PV is the number two in the European renewable energy mix in terms of new installations and provides roughly 3% of electricity demand in Europe. Germany and Italy are currently major markets for PV installations. In 2013, Germany noted new installations of 3,300MW and a total of nearly 36,000MW installed modules (estimated at ~4.5% of German electricity generation). In Italy, there were about 1,400MW of new installations and almost 18,000MW of installed total capacity. However, these markets slowed down within recent years due to regulatory changes and decreasing feed-in tariffs. A closer look at countries that installed about 1,000MW each year reveals that the United Kingdom is stepping up. While the UK has approached the 1,000MW mark in recent years, 2013 could be considered as a record year for the country. About 1,500MW were installed in 2013 which made the country the second largest in terms of installations in the European market ahead of Italy. The current market development in Europe is positive and shows attractive growth potential for CS. Even if CS major markets such as Germany or Italy are slowing down, other markets are gaining momentum like the UK. According to the management, CS is currently focusing on the UK market: The company already acquired the first parks at the end of 2014 and has further targets in the pipeline which are in advanced stages in terms of negotiations. The tables below show new global PV installations and the current footprint of CS. From 2014 onwards new installations in Europe are expected to slowly increase, which is beneficial for CS since it is currently solely operating in Europe. NOTE Published

10 Development of new global PV installations in MW 60,000 50,000 40,000 30,000 20,000 10, e 2015e 2016e 2017e 2018e Europe APAC Americas China M EA Source: EPIA, Warburg Research Capital Stage PV market footprint (385MWp) U.K. 13.9% Italy 15.0% Germany 34.6% France 36.5% Source: Capital Stage, Warburg Research Wind in Europe The European wind market development is expected to grow in the upcoming years. The ongoing reduction of the levelised cost of energy is driving new installations and makes wind energy a striking alternative to conventionally generated power. In 2014, new on and off-shore installations reached about 11,800MW and marked the number one among renewable energy installations. The total European market accounted approximately for 128,800MW which is enough to cover roughly 10% of the EU s electricity consumption. However, market concentration remains high. About 60% of the new installations in 2014 are dedicated to Germany and the United Kingdom. In Germany, new installations accounted for 5,280MW and added to a total of 38,100MW installed wind turbines (estimated to roughly 8% of German power generation). In the UK, the volume of new installations was about 1,740MW and added to a total of just under 12,000MW. By 2020 the total European market size is pessimistically estimated to be at 165,000MW but experts expect scenarios of more than 200,000MW. However, it is not just the European wind market that is booming, on a global scale the volume of new installations reached 51,477MW in 2014, a world record. Major markets in particular are China, the US and NOTE Published

11 Germany. CS portfolio consists mainly of solar parks (86.5% of total installed capacity); they have only six wind parks. Even if the company is currently cautious with regards to wind, the above-mentioned market development signals important growth potential to increase the stake in wind parks. The table below shows new global wind installations and supports the notion that the wind market in Europe will remain attractive in the upcoming years. Development of new global wind installations in MW 60,000 50,000 40,000 30,000 20,000 10, e 2015e 2016e 2017e 2018e Europe APAC Americas China M EA Source: GWEC, Warburg Research Capital Stage wind market footprint (60MWp) Italy 10% Germany 90% Source: Capital Stage, Warburg Research NOTE Published

12 Stable cash flows pave the way for attractive yields and growth Solar parks Solar parks are attractive investment vehicles for CS. First of all, due to guaranteed feedin tariffs CS generates stable cash flows over long-term periods. Second of all, the associated risks are rather low. The solar modules are very robust and degradation rates are low. Consequently, the modules are generally long-lasting, usually more than 20 years and entail low replacement costs since module prices fell drastically within the last years. Levelised cost of energy for PV is at around 0.09 EUR on average in Germany, which makes it comparable to electricity of conventional power plants. Moreover, the volatility of power generation is marginal in solar parks since the forecast of sunshine hours is fairly accurate. The market development for the near future is growing steadily in Europe. Solar capacity per year is expected to increase from 9.400MW in 2014 to MW in 2018 which signals further growth opportunities in terms of park acquisitions for CS. Wind parks Wind parks are also an attractive investment opportunity due to the guaranteed feed-in tariffs which generate stable cash flows over long periods. Especially, the development of the wind energy market is promising. In Europe, the market reached a size of 11,800MW in 2014 which is equivalent to a growth of 5.3% yoy. The core markets in Europe are Germany and the United Kingdom, which make up almost 60% (GER: ca. 5,280MW; UK: ca. 1,740MW) of the total European market. Furthermore, the competitiveness of wind energy compared to conventional power stations has to be highlighted. The levelised costs of energy for onshore wind are between EUR/kWh so that they are in the range of conventional power stations which are between 0.04 and 0.08 EUR/kWh. However, the maintenance of wind parks is slightly more complex than solar parks and comes with service issues. Wind power is exposed to larger risks from natural forces which might lead to technical problems. Secondly, volatility is high because wind reports are often too positive and there is the simple risk that there is no wind on some days. Due to the factors mentioned above, while wind parks do remain in the current CS portfolio, the company is currently focusing more on the extension of its solar park portfolio. CS investment and expansion strategy; current focus markets CS is currently present in four countries: Germany France Italy United Kingdom With the recently announced long-term partnership (20 years) with German insurance company Gothaer, CS established a new access to growth capital. The partnership sets the basis for further expansion and implies that a further capital increase will not take place in The granted participation rights provided CS with EUR 150m investable capital which is sufficient to finance acquisitions with a total leveraged value of EUR 600m based on a 25% equity ratio. CS already invested about EUR 80m of the participation rights and, according to management, it is planning to invest the remaining EUR 70m by the end of 2015 with returns similar to those from the current portfolio. NOTE Published

13 Since CS already invested 1/2 of the capital within a few months, which was faster than expected, we assume that the remaining EUR 70m will be invested within the first half of The current target markets for further investments are primarily countries within Europe. CS focuses on turnkey or already existing solar and wind parks that have stable feed-in tariff systems or similar. The minimum size should be around 5-10MW. The current focus is on a further expansion in the United Kingdom. There are growth opportunities here given the favourable conditions for solar and wind parks in this region. Germany is currently not in CS s focus in terms of new affiliated parks as returns here are lower due to decreasing feed-in tariffs. However, Germany should still have a lot of potential, especially for acquisitions of existing parks since it has the highest capacity in terms of MW in Europe. The EU current-carrying capacity was about 78,000MW in 2013, of which 36,000MW stemmed from Germany. Considering that current CS market share in Germany is less than 1%, there is certain growth potential in CS domestic market. Eastern Europe is not an option for acquisitions at the moment due to unfavourable conditions especially in terms of political instability. Spain is also not currently an option since the government ended the feed-in tariff system and replaced it with a remuneration system of the treasury. Markets outside of Europe are currently out of scope because the European market offers sufficient attractive investment opportunities as of today. However, in the long term, CS considers North America, especially Canada, to hold further expansion opportunities but only with reliable local partners. The participation rights structure EUR 150m investable capital in form of participation rights Duration 20 years Coupon payment at 4% plus variable upside sharing facility The initiated long-term partnership with the German insurer Gothaer at the end of 2014 gives CS access to further capital of about EUR 150m in form of participation rights. The capital can be used on demand for new projects but interest payments are only paid on drawn capital. The sum can be leveraged to a total investable sum of roughly EUR 600m, based on an average equity stake of 25% for upcoming acquisitions. The rights capital has a duration of 20 years and has to be paid back upon maturity. The coupon payments are fixed at 4% and include an upside sharing facility. The variable upside sharing facility is structured as follows: CS calculates its cash flows of the respective parks according to a base case scenario. This is based on forecasted solar radiation or wind forces. For instance, if real solar radiation is higher than forecasted, power production would increase. Consequently CS cash flows for respective parks would grow and entail the activation of the variable upside sharing facility. However, the variable kicker is capped at 2% which would lead to an overall interest rate of about 6%. Thus, the variable upside sharing facility will not have an adverse effect for CS. Furthermore, it has to be mentioned that interest costs are only due when CS uses the capital. The deal structure also included the formation of CSG IPP (independent power producer) GmbH, which serves as a 100% subsidiary of CS. The ownership of 14 German solar parks (exact ones not disclosed) will be transferred to CSG as an anchor investment, while Gothaer will provide the EUR 150m. The following table highlights the structure of the Gothaer partnership in more detail: NOTE Published

14 Gothaer partnership Capital Stage AG Gothaer EUR 150m profit participation rights Acquisition from existing portfolio CSG IPP GmbH 100% subsidiary of Capital Stage EUR 150m equity/leverage at project level Anchor Investment 14 German PV parks New Investment in PV parks CS pipeline strong for 2015 For the current year the company s pipeline is well filled. According to management further exclusive acquisition projects in Italy and the UK are already at advanced stages, in terms of negotiations and due diligence processes, but not yet completed. The targeted acquisitions would be financed with parts of the remaining Gothaer capital on the equity side and could enlarge the current portfolio by about 120MW. The completion of the deals would bring CS much closer to the full-year targeted volume of 660MW (current size 445MW). Moreover, CS also has other acquisition projects in the pipeline but further details are not yet disclosed since negotiations and due diligence are at very early stages. Financing opportunities The business model of Capital Stage is very capital intense and therefore highly depends on access to financing opportunities. The company already made eight capital increases within the last four years and raised equity amounting to EUR 150m. The recent initiated partnership with German insurer Gothaer brought another EUR 150m in the form of a participation rights structure and was another positive step that allowed CS to add further solar capacity to its portfolio. However, about half of the investable capital from Gothaer (~EUR 80m) is already invested in solar parks in Italy, France and the UK. The remaining capital will be invested until the end of Consequently, in order to grow further, the company will need a new round of financing by no later than According to management, alongside additional capital increases, CS looks for alternative ways to find growth capital without tapping capital markets each time. The Gothaer deal was a first step and could potentially attract other institutions that have similar return requirements. Another step could be the issue of convertible bonds which could bring along attractive opportunities. First of all, the current low interest rates would make this a cheap alternative. Second of all, the duration would be longer. However, the adverse effects of both alternatives are that they would be entered as debt capital and therefore endanger the aimed equity ratio of at least 15% required by capital markets. Nevertheless, the alternatives to access additional equity capital make us confident and optimistic to receive further firepower in the mid term. NOTE Published

15 Although CS made eight capital increases in the past, the share price performance easily compensated for the dilution effect due to the attractiveness of investment opportunities. The table below shows that shareholders benefitted in the long term. The stock has more than doubled since Capital Stage has already made eight capital increases 5,5 5 4,5 Cap increase of EUR 15.8m Gothaer Deal of EUR 150m Cap increase of EUR 49.3m 4 Cap increase of EUR 30.9m 3,5 3 2,5 Cap increase of EUR 5m Cap increase of EUR 14.6m Cap increase of EUR 8.3m Cap increase of EUR 2.6m Cap increase of EUR 17.1m 2 1,5 01/ / / / /2014 Source: FactSet Prices IRR rates are decreasing but remain attractive With regards to current expected IRR rates, the company is facing a decreasing trend. The reason behind this is that investments into these assets are considered very attractive due to low risk and stable returns. Consequently demand has increased, and this was also amplified due to lower interest rates. IRR target rates differ in each country depending on local risks. For example, CS considers Germany as absolutely safe. Political risks are low and there is a 100% feed-in tariff. Therefore lower IRR rates of 7-8% are accepted compared to an average of about 10% in the past. France is also considered to be safe with average IRR rates of 9%. Rates are slightly higher due to a lack of market knowledge, which carries uncertainty, and higher administrative costs. In the United Kingdom, average IRR rates are 10%. The compensation system for renewable energies is slightly different. CS for instance has Purchase Power Agreements (PPA) with the utilities Total and British Telecom who buy 100% of the generated power: 75% based on ROCs and 25% based on market price. Italy is considered the riskiest market of CS. IRR rate targets are between 12-14%. First of all, feed-in tariffs were retroactively reduced in 2014 and second of all, the local political instability evolves doubts about further adverse interferences. Financials Capital expenditure outlook The table below illustrates the historical and future investment activities of CS. According to the management CS could achieve a portfolio size of 660MW by the end of However, the company invests according to opportunities and not with a pure growth strategy. Currently, CS portfolio generates roughly 440MW, which indicates strong investment activity for the rest of the year. Nevertheless we are confident that CS could achieve a portfolio size of nearly 660MW for the following reasons: First of all, the NOTE Published

16 Gothaer deal provided the company with EUR 150m equity capital which can be leveraged to an investable amount of about EUR 600m. In addition the company also has about EUR 30m cash on hand that can also be leveraged to about EUR 120m. Second of all, as part of the deal a further extension of the amount can be negotiated in the case of sound cooperation. Third of all, the company has proven in the past that it managed to achieve necessary funding. Under these circumstances CS could manage to increase its portfolio by about 200MW in However, we look at the long-term future a bit more conservatively. This is firstly because the company is extremely dependant on further equity funding in order to grow and maintain a reasonable equity ratio at the same time. Secondly, the sector is strongly influenced by potential regulatory changes. And finally, investment opportunities should become less attractive due to investors growing interest in infrastructure projects. Capex development in EURm e 2015e 2016e 2017e 2018e 2019e 2020e Badwill increases EBITDA Besides the positive development with regards to top-line growth and FCF generation, CS EBITDA is boosted by large shares of badwill. For FY 2014, EBITDA was EUR 85m and included roughly EUR 25m (WRe) of badwill which resulted from fair value determinations of acquired parks. Due to this fact we adjusted the EBITDA with the proportions of bad will since they are characterised as non-cash write ups. The adjusted EBITDA for FY 2014 should therefore be EUR 60m (WRe). Since these differences occur every year we do not outline these effects as one-offs. In the valuation approach we calculated with an adjusted EBITDA. The following table illustrates the difference between the adjusted EBITDA in comparison with reported sales and EBITDA from recent years. NOTE Published

17 Badwill generation 90,0 80,0 70,0 60,0 50,0 40,0 30,0 20,0 10,0 0, e Sales EBITDA EBITDA adj. Valuation DCF approach In the DCF valuation, we adjusted the non cash-effective PPA effects (bad will) which resulted in lower EBITDA margins. For instance in FY 2014 the EBITDA margin stood at 109.6% whereas the adjusted EBITDA margin stood at 77.5%. With regards to sales growth, estimations for 2015e-2017e are 9.6% on average per year based on: the company s growth projections, their current financial situation and the current policy of low interest rates. However, sales growth estimations in the terminal value are quite conservative and account for 0.2%. They do not include any further growth investments from 2017 onwards, due to the unpredictable investment quote of CS in the long term, and potential regulatory changes that could affect future investments. For the Free Cash Flow we expect that only ¼ will be generated in the TV. This estimation is based on expiring FiTs and the fact that parks only sell generated power at market prices. Furthermore, we adjusted the risk-free return rate to 1.5% and have a market return of 7.0%. This results in a WACC of 3.8%. The change of the risk-free return rate had an upside effect for the PT of about EUR 1. Our current PT yields a total upside potential of 27%. Solar and wind parks constitute the main revenue source for CS. Other revenue sources include the 100% subsidiary Capital Stage Solar Services GmbH, which will make up roughly 3% of revenue in 2015 according to our estimations. Shareholdings are expected to make up c. 4% of revenue in 2015e, however CS intends to sell the stake in Helvetic Energy GmbH by the end of the year which makes revenue proportions from shareholdings equal to zero from 2016 onwards. Below we have outlined the current portfolio of parks with respective sales volumes per year and the commission date. The portfolio of Capital Stage is rather young and first feed-in schemes expire in NOTE Published

18 Individual parks Solar parks Country Comission Date Capacity Ownership Workload MWh/year (WRe) Sales in EURm/year (WRe) Solarpark Brandenburg Germany Apr ,7 51% ,5 Asperg Sechste Solar Germany Feb ,8 100% ,5 Solarpark Roitzsch Germany Aug ,7 100% ,8 Solarpark Lettewitz Germany Jan ,6 100% ,4 Solarpark Neuhausen Germany Dec 12 10,6 100% ,3 Asperg Funfte Solar Germany Feb. 10 9,1 100% ,1 Solarpark Ramin Germany May 13 9,0 100% ,0 Solarpark Bad Endbach Germany March 14 7,3 100% ,6 Solarpark Rassnitz Germany Apr. 11 7,1 100% ,6 Asperg Erste Solar Germany Feb. 10 6,8 100% ,5 Solarpark Pfeffenhausen Germany Nov. 14 5,6 100% ,5 Solarpark Glebitzsch Germany Jul. 12 3,9 100% ,7 Asperg Zweite Solar Germany Feb. 10 3,8 100% ,3 Solarpark Lochau Germany Apr. 11 3,3 100% ,0 Krumbach Photoltaik Germany Aug. 09 3,1 100% ,1 Krumbach Zwei Photoltaik Germany Sep. 09 2,0 100% ,7 Solarpark Bad Harzburg Germany March 12 1,9 100% ,3 Solarpark PVA Germany Jun. 12 1,0 100% 968 0,2 Solarpark Udine (Friaul) Italy Feb ,7 100% ,7 DE Stern 10 (Parma) Italy May 12 6,2 100% ,8 Solarpark Polesine Italy Jan. 13 4,6 100% ,0 MTS4 (Noceto) Italy Jan. 14 4,5 100% ,8 Solar Farm FC1 (Cesena) Italy Jun. 12 4,0 100% ,8 Notaresco Solar Italy Dec 13 2,0 100% ,2 Casette (Fresa) Italy Jan. 11 1,5 100% ,8 Alameda (Suvereto) Italy Jan. 11 1,5 100% ,8 Fano Solar 1 Italy Dec 13 1,0 100% ,6 Fano Solar 2 Italy Dec 13 1,0 100% ,6 Sant Omero Solar Italy Dec 13 1,0 100% ,6 Solar Farm FC3 (Forli) Italy Jun. 12 1,0 100% ,4 Vallone (Cupello) Italy Jan. 11 1,0 100% ,5 Oetzi (Resina 1) Italy Feb. 11 0,9 100% ,5 Solar Energy (Resina II) Italy Feb. 11 0,8 100% ,4 Solarparkportfolio Biscaya France Dec 14 50,8 100% ,4 Solarparkportfolio Pompogne France March 14 40,0 100% ,6 Solarpark Murles France Jan ,0 100% ,5 Solarpark Ille-sur-Têt France Jan ,0 85% ,2 Solarpark Centre France Dec13 10,8 100% ,5 Solarpark Arsac 4 France Jul. 14 9,2 100% ,4 Solarpark Arsac 7 France Jul. 14 6,8 100% ,1 7x UK solar assets UK - 53,4 100% ,79 Wind parks Boreas Windfeld Greußen Germany Nov ,0 71% ,4 Windkraft Kirchheilingen Germany - 12,0 100% ,1 Windkraft Olbersleben Germany Jun. 13 8,0 75% ,1 Windkraft Sohland Germany Nov. 12 6,0 74% ,0 Windkraft Gauaschach Germany Jan. 11 6,0 100% ,8 Parco Eolico Monte Vitalba Italy Oct 12 6,0 100% ,6 Total 104,3 NOTE Published

19 DCF model Detailed forecast period Transitional period Term. Value Figures in EUR m e 2016e 2017e 2018e 2019e 2020e 2021e 2022e 2023e 2024e 2025e 2026e Sales Sales change 36.6 % 66.1 % 13.8 % 5.6 % 2.0 % 0.7 % 0.8 % 0.8 % 0.2 % 0.2 % 0.2 % 0.2 % 0.2 % 0.2 % EBIT EBIT-margin 27.5 % 35.2 % 39.2 % 42.7 % 44.2 % 45.1 % 46.1 % 47.0 % 45.9 % 44.9 % 43.9 % 42.9 % 41.9 % Tax rate (EBT) 9.2 % 14.0 % 15.0 % 25.0 % 25.0 % 25.0 % 25.0 % 25.0 % 25.0 % 25.0 % 25.0 % 25.0 % 25.0 % NOPAT Depreciation in % of Sales 82.1 % 53.3 % 41.3 % 36.4 % 35.8 % 35.6 % 35.5 % 35.3 % 35.0 % 34.9 % 34.8 % 34.8 % 34.7 % Changes in provisions Change in Liquidity from - Working Capital Capex Capex in % of Sales % % 66.9 % 2.8 % 2.8 % 2.8 % 2.8 % 2.8 % 3.0 % 3.0 % 3.0 % 3.0 % 3.0 % Other Free Cash Flow (WACC Model) PV of FCF share of PVs % % % Model parameter Valuation (m) Derivation of WACC: Derivation of Beta: Present values 2026e 618 Terminal Value 407 Debt ratio % Financial Strength 1.00 Financial liabilities 651 Cost of debt (after tax) 3.4 % Liquidity (share) 1.10 Pension liabilities 0 Market return 7.00 % Cyclicality 0.70 Hybrid capital 0 Risk free rate 1.50 % Transparency 0.70 Minority interest 8 Others 1.00 Market val. of investments 0 Liquidity 168 No. of shares (m) 67.6 WACC 3.84 % Beta 0.90 Equity Value 534 Value per share (EUR) 7.90 Sensitivity Value per Share (EUR) Terminal Growth Delta EBIT-margin Beta WACC % % % 0.20 % 0.45 % 0.70 % 0.95 % Beta WACC -1.5 pp -1.0 pp -0.5 pp +0.0 pp +0.5 pp +1.0 pp +1.5 pp % % % % % % % % % % % % % % Investments are extremely front-end loaded, which leads to negative FCF until As investments are extremely front-end loaded, capex and depreciations substantially differ in the subsequent periods. EBIT estimates are adjusted for PPA. NOTE Published

20 Valuation e 2016e Price / Book 0.8 x 1.0 x 1.1 x 1.0 x 1.1 x 1.8 x 1.7 x Book value per share ex intangibles EV / Sales n.a. 7.0 x 8.7 x 8.6 x 10.4 x 9.7 x 8.8 x EV / EBITDA n.a x 11.6 x 9.7 x 9.5 x 11.0 x 10.9 x EV / EBIT n.a x 19.1 x 15.4 x 17.4 x 20.2 x 20.7 x EV / EBIT adj.* n.a x 19.1 x 15.4 x 37.9 x 27.6 x 22.3 x P / FCF 82.9 x x n.a. n.a. n.a. n.a. n.a. P / E 32.4 x n.a x 15.9 x 15.3 x 21.8 x 24.4 x P / E adj.* 32.4 x n.a x 15.9 x 15.3 x 21.8 x 24.4 x Dividend Yield 0.0 % 2.1 % 2.5 % 2.6 % 3.9 % 2.5 % 2.9 % Free Cash Flow Yield Potential n.a. 8.9 % 8.5 % 9.9 % 10.2 % 8.6 % 8.6 % *Adjustments made for: - Company Specific Items e 2016e Portfolio capacity in MW n.a. n.a. NOTE Published

21 Consolidated profit & loss In EUR m e 2016e Sales Change Sales yoy % % 27.2 % 26.3 % 36.6 % 66.1 % 13.8 % Increase / decrease in inventory Own work capitalised Total Sales Material Expenses Gross profit Gross profit margin 99.4 % 85.1 % 84.8 % 88.7 % 95.1 % 96.0 % 96.2 % Personnel expenses Other operating income Other operating expenses Unfrequent items EBITDA Margin % 69.9 % 74.8 % 88.4 % % 88.5 % 80.5 % Depreciation of fixed assets EBITA Amortisation of intangible assets Goodwill amortization EBIT Margin 54.1 % 37.6 % 45.5 % 55.6 % 59.6 % 48.1 % 42.4 % EBIT adj Interest income Interest expenses Other financial income (loss) EBT Margin 13.7 % 14.7 % 21.0 % 27.8 % 30.7 % 19.2 % 15.3 % Total taxes Net income from continuing operations Income from discontinued operations (net of tax) Net income before minorities Minority interest Net income Margin 12.8 % -2.5 % 19.0 % 23.5 % 23.4 % 15.6 % 12.2 % Number of shares, average EPS EPS adj *Adjustments made for: Guidance: 2015: n.a. Financial Ratios e 2016e Total Operating Costs / Sales -4.7 % 30.1 % 25.2 % 11.6 % -9.6 % 11.5 % 19.5 % Operating Leverage n.a. 0.5 x 2.0 x 2.1 x 1.3 x 0.5 x 0.0 x EBITDA / Interest expenses 2.5 x 2.8 x 2.9 x 3.0 x 3.6 x 3.0 x 2.9 x Tax rate (EBT) 6.6 % 52.0 % 3.7 % 11.3 % 9.2 % 14.0 % 15.0 % Dividend Payout Ratio 0.0 % 76.0 % 40.9 % 39.8 % 49.9 % 50.7 % 67.9 % Sales per Employee 2,596,000 5,066,143 5,639,750 7,123,875 9,728,250 16,163,403 18,391,092 Sales, EBITDA in EUR m Operating Performance in % Performance per Share NOTE Published

22 Consolidated balance sheet In EUR m e 2016e Assets Goodwill and other intangible assets thereof other intangible assets thereof Goodwill Property, plant and equipment Financial assets Other long-term assets Fixed assets , ,163.9 Inventories Accounts receivable Liquid assets Other short-term assets Current assets Total Assets , ,355.5 Liabilities and shareholders' equity Subscribed capital Capital reserve Retained earnings Other equity components Shareholder's equity Minority interest Total equity Provisions thereof provisions for pensions and similar obligations Financial liabilites (total) ,016.9 thereof short-term financial liabilities Accounts payable Other liabilities Liabilities , ,096.2 Total liabilities and shareholders' equity , ,355.5 Financial Ratios e 2016e Efficiency of Capital Employment Operating Assets Turnover 0.1 x 0.2 x 0.1 x 0.1 x 0.1 x 0.1 x 0.1 x Capital Employed Turnover 0.1 x 0.1 x 0.1 x 0.1 x 0.1 x 0.1 x 0.1 x ROA 1.1 % -0.3 % 2.1 % 2.5 % 2.2 % 1.8 % 1.5 % Return on Capital ROCE (NOPAT) 7.2 % 3.2 % 6.3 % 6.5 % 6.7 % 5.8 % 4.9 % ROE 2.8 % -1.2 % 8.3 % 8.3 % 8.4 % 8.4 % 7.2 % Adj. ROE 2.8 % -1.2 % 8.3 % 8.3 % 8.4 % 8.4 % 7.2 % Balance sheet quality Net Debt Net Financial Debt Net Gearing % % % % % % % Net Fin. Debt / EBITDA % % % % % % % Book Value / Share Book value per share ex intangibles ROCE Development Net debt in EUR m Book Value per Share in EUR NOTE Published

23 Consolidated cash flow statement In EUR m e 2016e Net income Depreciation of fixed assets Amortisation of goodwill Amortisation of intangible assets Increase/decrease in long-term provisions Other non-cash income and expenses Cash Flow Increase / decrease in inventory Increase / decrease in accounts receivable Increase / decrease in accounts payable Increase / decrease in other working capital positions Increase / decrease in working capital (total) Net cash provided by operating activities Investments in intangible assets Investments in property, plant and equipment Payments for acquisitions Financial investments Income from asset disposals Net cash provided by investing activities Change in financial liabilities Dividends paid Purchase of own shares Capital measures Other Net cash provided by financing activities Change in liquid funds Effects of exchange-rate changes on cash Cash and cash equivalent at end of period Financial Ratios e 2016e Cash Flow FCF Free Cash Flow / Sales 4.7 % 0.8 % % % % % % Free Cash Flow Potential n.a Free Cash Flow / Sales 4.7 % 0.8 % % % % % % Free Cash Flow / Net Profit 36.8 % % % % % % % Interest Received / Avg. Cash 0.6 % 2.6 % 2.1 % 2.4 % 1.3 % 0.5 % 0.4 % Interest Paid / Avg. Debt 9.7 % 5.9 % 5.0 % 5.5 % 4.8 % 4.7 % 4.1 % Management of Funds Investment ratio 76.4 % 67.8 % % % % % 66.9 % Maint. Capex / Sales n.a. 0.0 % 0.0 % 0.0 % 2.6 % 2.6 % 2.6 % Capex / Dep % % % % % % % Avg. Working Capital / Sales % 1.6 % 7.7 % 7.0 % 1.6 % 2.0 % 5.0 % Trade Debtors / Trade Creditors 4.5 % % % % 70.3 % % % Inventory Turnover n.a. 2.8 x 2.8 x 3.1 x 2.0 x 1.6 x 1.6 x Receivables collection period (days) Payables payment period (days) 12, , Cash conversion cycle (Days) n.a , CAPEX and Cash Flow in EUR m Free Cash Flow Generation Working Capital NOTE Published

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