Investor Presentation

Transcription

1 SUNSHINE IS OUR BUSINESS Investor Presentation August 2013

2 AGENDA / HIGHLIGHTS Photovoltaic Market: Centrosolar well positioned in a difficult market environment Business Overview: Leading supplier of PV roof-top solutions and solar components Financials: Preparation for future growth with extensive restructuring program 1

3 Regulatory changes and overcapacities led to a still ongoing industry crisis KEY DRIVERS OF THE INDUSTRY CRISIS Development of Feed-in-tariffs in Germany Ct/Wp Example: 30 kwp system 39,1 Global Photovoltaic Production capacity and demand In GWp 50 28,7 24,4 33 Demand Capacity 16,1 Jan. 10 Jan. 11 Jan. 12 Jan Source: Bundesnetzagentur; Bank Sarasin 2

4 The industry has been shaped for the past two years by massive price declines PRICE DEVELOPMENT FOR PV MODULES 1,80 1,60-41% 1,40 1,20 1,00-32% 0,80 0,60 0,40 0,20 0,00 01/11 03/11 05/11 07/11 09/11 11/11 01/12 03/12 05/12 07/12 09/12 11/12 01/13 Source: Photon Profi 3

5 System Price EUR/Wp Electricity Rates EURcent/kWh The flipside of the coin: PV has become competitive even without subsidies PV COMPETITIVENESS System price :4,5 /W LCOE 40 cts/kwh Example Germany Commercial Roof Systemprice:1,5 /W LCOE 15 cts/kwh electricity rates industrial System price /W LCOE ct/kwh Industrial electricity rates ct/kwh (e) 2016(e) 0 Source: IHS isuppli 4

6 Long-term market growth through independence from subsidies PV SYSTEMS: MARKET GROWTH AND RETURN RATES Return on investment on PV System In Germany without subsidies In Percent Global market growth In MWp Source: UBS estimate; Macquarie (Februar 2013). 5

7 The strategy fits future market trends! STRATEGIC POSITIONING OF CENTROSOLAR Focus on Roof Top Solutions Adequate position in value chain Capillary sales organization Sustainable Strategy International Value Added Services for Installers System Capabilities 6

8 AGENDA / HIGHLIGHTS Photovoltaic Market: Centrosolar well positioned in a difficult market environment Business Overview: Leading supplier of PV roof-top solutions and solar components Financials: Preparation for future growth with extensive restructuring program 7

9 Simplified corporate structure and ownership CENTROSOLAR GROUP OVERVIEW (SIMPLYFIED) Management Free Float 2% 98% Centrosolar Group AG <65% Holding Company Listed on Prime Standard of Deutsche Börse in Frankfurt Renusol GmbH Centrosolar AG Centroplan GmbH Gecko Energies GmbH 100% 100% 51% 100% Solar Key Components Centrosolar Sonnenstromfabrik GmbH 100% International Sales Subsidiaries (100%) in Spain, France, Italy, Greece, USA/CA, CH, Benelux, UK Solar Integrated Systems 8

10 Established Senior Management Team is leading the group CENTROSOLAR GROUP OVERVIEW Thomas Güntzer Co-founder and Management Board member Dr. Axel Müller-Groeling Co-founder and Management Board member Dr. Alexander Kirsch Co-founder and CEO The management of Centrosolar Group has a unique background of private equity, strategic consulting, and investment banking The team co-founded the group in 2005 and led it to its current size via 8 acquisitons as well as excellence in organic growth In addition, there is a strong team of subsidiary and country management with diverse backgrounds from solar, chip manufacturing, automotive, and logistics 9

11 Centrosolar pursues a number of downstream PV businesses CENTROSOLAR BUSINESS MODEL (SIMPLIFIED) Solar Integrated Systems Key Components Installers End users Wholesalers Distribution Network 2 3 Solution Center 1 Mounting/ Racking 4 Module production 10

12 1 Unique portfolio of roof mounting systems drives market share growth MOUNTING SYSTEMS InterSole/IntraSole ConSole Roof integration systems that allows the use of standard modules Flat roof system with lowest cost and fastest installation VarioSole On-Roof system with click functionality MetaSole Metal roof system with best water protection 11

13 2 Down-stream player with focus on roof solutions SOLAR INTEGRATED SYSTEMS core strength Silicon / Wafer / Cell Solar Module System Integration Turn-key projects Group companies Centrosolar Sonnenstromfabrik Centrosolar AG [D, F, I, ES, GR, BENE- LUX, UK, US, CAN] Centroplan JV with Pohlen Bedachungen Activities Production of PV modules for Centrosolar AG Current capacity at 350 MWp Distribution of modules and complete PV systems in Europe and North America Direct access to decision making customers: installers and wholesalers Project development and turnkey solutions for medium to large PV systems Direct access to decision making customers: commercial roof-owners Focus on Roof solutions 12

14 2 Focus on residential roofs with value added services to the installers DISTRIBUTION APPROACH Specific Products Complete Systems Building Integrated Solutions Systems for own consumtion Easy to install Partner to Partner to the the residential residential installer installer Local services Just-in-Time delivery of small shipments Technical support Sales support System design Software and Education First choice for end user Aesthetics and IRR Quality made in Germany Higher kwh per kwp Extended product guarantees 13

15 2 Order structure proves capillar sales force ORDER STRUCTURE In Percent of Total Orders 2012 (Segment SIS Europe) 79% Defendable position in target segment Residential Roof 14% 3% 3% 2% 0% 0 to to to to to 500 >500 Order size in kwp 14

16 2 Centrosolar at the forefront for own consumption systems SYSTEM INTEGRATION Example: CENPAC plus The CENPAC 3.x The CENPAC 3.x is objectively linked to the heat pump. The hot water Heat pump Heats the daily requirement of drinking water for showering, washing and bathing. The CENPAC plus Heat-Shifter Intelligently controls the heat pump in order to use as much solar energy as possible for generating and storing hot water. 15

17 3 Supply of tailor-made energy solutions SOLUTION CENTER EXAMPLE SUPERMARKET Power supplied by PV system is used 90% in house only 10% fed into the grid covers 45% of total own power need 16

18 4 Highlights of a compelling regional business case CENTROSOLAR GROUP OVERVIEW SIS SEGMENT Key Highlights State-of-the-art module productions facility with capacity of 350 MWp p.a. Highly competitive cost structure Flexible cell sourcing policy OEM production for European and Asian brands 17

19 4 Module is NOT a commodity SPECIFICATIONS BEYOND CERTIFICATION Voluntary Tests of Centrosolar Mechanical load tests Testing of weather resistance of the bedding materials (e.g. yellowing of embedding foils) Climate testing of the entire module Degradation test Testing of the cell layers stability Testing of cells for micro-faults Testing of the soldered connections stability Testing of the durability of the coated glass under the combined effects of temperature and water Resistance to extreme mechanical load Superior ageing resistance No potential-induced degradation ( PID ) Salt water resistance (relevant e.g. for systems installed in coastal regions) Ammonia resistance (relevant e.g. for agricultural applications) 18

20 4 1st low weight glass glass module SYSTEM COMPARISON GLASS VS. FOIL BACKSHEET MODULE To date, dominating module design consists of glass front side and foil backsheet. The plastic backsheet is the limiting material in terms of durability. Life time thus used to be limited to years. Disadvantage of glass backsheeet, however, used to be higher weight and cost. This has been overcome by new solid thin glass (2.6 mm instead of 3.2 mm). Glas-glass laminate even more stable as glas-foil laminate at comparable weight. Life time instead years, reducing electricity generation cost per kwh by ~ 20% Less bowing under load => better protection of cells against cracks Higher resistance against fire and scratches New design opportunities (no barriers from framing) 2 * Glass 2,3mm EVA+Cell Weight (19kg) and cost equal to standard module thanks to thin Centrosolar-Glass 19

21 AGENDA / HIGHLIGHTS Photovoltaic Market: Centrosolar well positioned for key market trends Business Overview: Leading supplier of PV roof-top solutions and solar components Financials: Preparation for future growth with extensive restructuring program 20

22 Demonstrated Profitable Growth, but following the industry trend in 2011 and 2012 REVENUE DEVELOPMENT In Mio. EUR EBIT*

23 Centrosolar has become a truly international player DEVELOPMENT OF INTERNATIONAL SHARE OF SALES Continued Operations (%) * Incl. Glass business (sold in May 2013) 22

24 Centrosolar stands strong in comparison DEVELOPMENT OF REVENUE AND EARNINGS OF KEY COMPETITORS Revenues in % of previous year EBITDA in % of Revenues Centrosolar* Conergy Trina JA Solar 63-7 Aleo Solarworld Hanwha Solarfabrik 54-5 Less revenue decline and better operating result than most competitors * Continued operations, excluding glass business 23

25 This has been achieved despite continued price and margin pressure MODULE PRICE DEVELOPMENT SINCE 2011 Average Selling Prices* Indexed (Q ASP= 100) % % Q1 / 11 Q2 / 11 Q3 / 11 Q4 / 11 Q1 / 12 Q2 / 12 Q3 / 12 Q4 / 12 Q1 / 13 Q2 / 13 * Average selling prices of standard modules in Europe 24

26 Goodwill write-offs, cancellations of loss carryforwards and result from discontinued business put burden on 2012 earnings PRELIMINARY NET EARNINGS CENTROSOLAR 2012 In Mio. EUR Operative and continued Non operative and Glass -19,4 5,7 25,1 31,5 27,6 33,7 33,7 33,7 44,4-58,8 6,4-65,2 8,8 1,9 3,9-72,0 EBITDA Operative Nonoperative Depreciation depreciation EBIT Interest EBT Result of Glass Business held for sale Deferred Tax write-offs Operative tax result EAT 25

27 Balance Sheet and Earnings situation challenged as a result of high debt levels DE-COMPOSITION OF DEBT In Mio. EUR 215 Other liab. Financial debt Equity FY 2012FY Bond* subordin. loan Secured Loan / leasing Credit line (used)** Other Gross financial debt Cash Net financial debt Equity Ratio As of : 5% * Capitalized value differs from nominal value due to recognition of transaction costs according to IAS 39 ** Total credit lines 20, partly used by bank guarantees 26

28 Management has launched a comprehensive set of restructuring measures CORNERSTONES OF THE RESTRUCTURING PROGRAM CS Group AG Operations Sell-off of loss making entities completed SG&A cost reduction program implemented Measures to shore up revenues ongoing Balance Sheet Significant debt relief through debt to equity swap of bond and subordinated loan approved by debt- and shareholders in May 13 Capital Increase Addition of fresh liquidity planned for November 2013 Continuous Liquidity Management 27

29 Comprehensive program for operative restructuring OPERATIVE RESTRUCTURING PROGRAM Cost reduction Module production SG&A Corporate governance Revenue Protection CRM Solution Center Sales leadership Closer alignment of product management, marketing and sales Stringent pricing management 28

30 Balance Sheet restructuring required three measures BALANCE SHEET RESTRUCTURING Capital Reduction Consolidation of shares in a ratio of 25:1 BondM Subordinated Loan Capital increase by way of contribution in kind of Bond incl. accrued interest Capital increase by way of contribution in kind of subordinated loan incl. accrued interest Reduction of debt and accrued interest liabilities by a total of ~ 60 Mio. EUR Has been approved by debt- and shareholders 29

31 Impact of the debt-to-equity swap: Currently, each share is linked to 15 times more debt than equity DEBT AND EQUITY PER SHARE BEFORE THE APPROVED SWAP Equity per consolidated share* In EUR Financial debt per consolidated share* In EUR SIMULATION as of March 31, 2013* C3O -7,4 116,4 * Illustration based on debt and equity as of Dec. 31, 2013, assuming that the capital reduction had already taken place. Financial debt does not include financial debt of sold glass business. 30

32 The debt-to-equity swap increases the equity per share, and significantly reduces the debt per share DEBT AND EQUITY PER SHARE AFTER THE APPROVED SWAP Equity per consolidated share* In EUR Financial debt per consolidated share* In EUR SIMULATION as of March 31, 2013* C3O 5,1 7,6 * Illustration based on debt and equity as of Dec. 31, 2013, assuming that the capital reduction had already taken place. Financial debt does not include financial debt of sold glass business. 31

33 The capital increase provides fresh liquidity to the group and is planned for November 2013 CAPITAL INCREASE Number of Shares In Thousands The contribution in kind leads to dilution of shareholders In the course of the capital increase, shareholders will get extra purchase rights to counter-act the dilution effects 814 Number of shares* Bond Subordinated Before loan Capital Increase Contribution in kind Capital Increase** Total With the capital increase of max 5 million new shares the company will get access to additional liquid funds * Number of shares = Shares after the capital reduction ** Number of new shares depends on shareholder interest. Maximum is 5 Mio. shares 32

34 Approval by shareholders and bondholders by a vast majority APPROVAL RATES FOR RESTRUCTURING PROGRAM In % of represented voting rights at meetings General Assembly* 98,8% Bond holder Assembly 99,2% The action for rescission raised by one shareholder was settled amicably in late July The decisions by the General Assembly and the Bond Holder Assembly are now valid and enforceable * Average rate of approval on all voting items 33

35 The Debt to Equity Swap is scheduled to be completed by early Q4 TIME SCHEDULE DEBT-TO-EQUITY-SWAP PRELIMINARY Tätigkeit Juli Aug. Sept. Okt. Nov. Dez. Jan. Prospectus writing and approval by BAfin Acquisition Period for bond holders Settlement Placement of shares that were not acquired by bond holders during the Acquisition Period Bond will remain tradeable until approx. 3 days before the acquisition period 34

36 The strategy fits future market trends! STRATEGIC POSITIONING OF CENTROSOLAR Focus on Roof Top Solutions Adequate position in value chain Capillary sales organization Sustainable Strategy International Value Added Services for Installers System Capabilities 35

37 Sunshine is our business. Complete Systems Planning and Projecting Mounting Systems Financing Solutions Module Manufacturing Stand Alone Systems Roof Integration Operations & Maintenance ISIN: DE Prime Standard Deutsche Börse This document contains forward-looking statements and forecasts based on assumptions and estimates made by CENTROSOLAR Group AG management. While we assume that the expectations of these forward-looking statements are realistic, we cannot guarantee that the expectations will prove to be correct. The assumptions may conceal risks and uncertainties which may lead to actual results significantly divergent from those made in the projective forecasts. The factors that can cause such a divergence include: changes in foreign exchange control or the economic and business environment, currency exchange rate fluctuations, the low market entry barriers for competitors, insufficient acceptance of new products or services and changes in corporate strategy. No update of the projected forecasts contained herein is planned, nor does CENTROSOLAR Group AG assume any obligation to do so.