Exhibit 99.1

NEOEN GROUP CONSOLIDATED

FINANCIAL STATEMENTS AS OF DECEMBER 31ST, 2023

INDEPENDENT AUDITOR’S REPORT

To the Board of Directors of NEOEN

Opinion

We have audited the consolidated financial statements of Neoen SA and subsidiaries (the “Company”), which comprise the consolidated statements of financial position as of December 31, 2023 and 2022, and the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements (collectively referred to as the “financial statements”).

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for the years then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB).

Basis for Opinion

We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with IFRS Accounting Standards as issued by the IASB, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern at least, but not limited to, twelve months from the end of the reporting period, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists.

 

 

 

The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.

In performing an audit in accordance with GAAS, we:

 

•

Exercise professional judgment and maintain professional skepticism throughout the audit.

 

•

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

 

•

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, no such opinion is expressed.

 

•

Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.

 

•

Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

/S/Deloitte & Associés

Paris-La Défense

January 8, 2025

1.1 CONSOLIDATED INCOME STATEMENT

 

(In millions of euros, except for earnings per share data)		Notes		FY 2023				FY 2022
Energy sales under contract					382.7				309.2
Energy sales in the market					119.4				171.5
Other revenue					22.3				22.5
Total Revenue		5			524.4				503.2
Purchases net of changes in inventories		6.1			(4.9	)			(2.2	)
External expenses and payroll costs		6.3 and 7			(147.4	)			(135.3	)
Duties, taxes and similar payments		8			(13.7	)			(10.0	)
Other current operating income and expenses		9			200.8				56.8
Share of net income of associates		14			0.0				0.5
Current operating amortisation		12.2 and 12.3			(176.0	)			(151.0	)
Current operating income					383.3				262.1
Other non-current operating income and expenses		10			(8.5	)			(3.8	)
Impairment of non-current assets		10			(10.5	)			(27.3	)
Operating income					364.3				231.0
Cost of debt					(155.9	)			(135.6	)
Other financial income and expenses					3.1				(17.1	)
Net financial result		20.1			(152.7	)			(152.7	)
Profit before tax					211.6				78.3
Income tax		11			(64.2	)			(32.6	)
Net income from continuing operations					147.4				45.7
Consolidated net income					147.4				45.7
Group share of net income					150.2				45.2
Net income attributable to non-controlling interests					(2.8	)			0.5
Basic earnings per share (in euros) (1)					1.01				0.38
Diluted earnings per share (in euros) (1)					0.94				0.35

 

1)	The calculation of basic and diluted earnings per share for the 2022 financial year has been adjusted retrospectively, due to the capital increase of March 29, 2023, in accordance with IAS 33 “earnings per share”.

 

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1.2 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

In millions of euros		Notes				FY 2023				FY 2022
Consolidated net income							147.4				45.7
Foreign exchange differences (1)							(70.7	)			11.1
Cash flow hedging (interest rate derivatives)			20.3				(95.0	)			348.7
Deferred tax for cash flow hedging							25.1				(96.7	)
Items recyclable through profit or loss							(140.5	)			263.1
Total comprehensive income							6.9				308.8
of which: Net Income - Group share							12.0				297.3
of which: Net Income - attributable to non-controlling interests							(5.2	)			11.4

 

1)

In 2023, the foreign exchange differences are mainly due to the unfavourable change in the exchange rate of the Australian dollar and the US dollar against the euro, amounting to €(57.9) million and €(11.2) million respectively. In 2022, the foreign exchange differences were mainly due to the favourable change in the exchange rate of the US dollar against the euro, amounting to €28.9 million, offset by the unfavourable change in the Australian dollar against the euro, amounting to €(17.2) million.

 

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1.3 CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

In millions of euros		Notes		31.12.2023				31.12.2022
Goodwill		12.1			0.7				0.7
Intangible assets		12.2			347.3				290.5
Property, plant and equipment		12.3			5,423.5				4,566.9
Investments in associates and joint ventures		14			15.6				24.4
Non-current derivative financial instruments		20.3			252.5				312.9
Non-current financial assets		15			175.0				99.9
Other non-current assets (1)					6.1				10.7
Deferred tax assets		11.2			77.9				56.8
Total non-current assets					6,298.5				5,362.9
Inventories		6.2			9.8				10.6
Trade receivables		5.2			115.2				106.6
Other current assets		16			115.9				108.0
Current derivative financial instruments		20.3			54.3				35.9
Cash and cash equivalents		17			773.7				622.8
Total current assets					1,068.9				883.9
Assets held for sale		3.4			34.9				26.8
Total assets					7,402.3				6,273.5

 

In millions of euros		Notes				31.12.2023				31.12.2022
Share capital							304.2				229.3
Share premium							1,933.0				1,247.4
Reserves							267.4				375.1
Treasury shares							(3.2	)			(3.2	)
Group share of net income							150.2				45.2
Group share of equity			18				2,651.7				1,893.7
Non-controlling interests			18				13.0				20.5
Total equity			18				2,664.7				1,914.3
Non-current provisions			19				144.1				115.3
Non-current project finance			20.2				3,049.2				2,702.3
Non-current corporate finance			20.2				421.5				407.9
Non-current derivative financial instruments			20.3				16.1				32.2
Other non-current liabilities (2)							3.2				17.9
Deferred tax liabilities			11.2				226.0				194.0
Total non-current liabilities							3,860.0				3,469.8
Current provisions			19				4.8				1.0
Current project finance			20.2				315.8				397.3
Current corporate finance			20.2				2.6				1.8
Current derivative financial instruments			20.3				3.7				12.6
Trade payables			6.4				386.6				242.4
Other current liabilities			21				125.9				206.2
Total current liabilities							839.5				861.2
Liabilities associated with assets held for sale			3.4				38.0				28.2
Total equity and liabilities							7,402.3				6,273.5

 

1)

Other non-current assets mainly correspond to discounts recognised in advance by the Group, in accordance with its contractual obligations, in connection with the execution of a long-term power purchase agreement in Australia. The liabilities associated with these contractual obligations are recognised in other current liabilities.

2)	Other non-current liabilities correspond mainly to deferred payments, due in more than one year, related to the acquisition of assets under development in Europe.

 

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1.4 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

In millions of euros		Number of shares				Share capital				Share premium				Reserves and retained earnings				Treasury shares				Group share of equity				Non-controlling interests				Total equity
Total equity as of December 31st, 2021			107,056,685				214.1				1,053.4				100.3				(3.1	)			1,364.7				9.2				1,373.9
Net income of the period							—				—				45.2				—				45.2				0.5				45.7
Other comprehensive income							—				—				252.1				—				252.1				11.0				263.1
Comprehensive income for the period			—				—				—				297.3				—				297.3				11.4				308.8
Share capital increase and reductions			7,612,813				15.2				194.0				(0.3	)			—				208.8				(1.5	)			207.4
Distribution of dividends							—				—				(10.7	)			—				(10.7	)			—				(10.7	)
Share-based payments							—				—				7.9				—				7.9				—				7.9
Transactions with non-controlling interests							0.0				—				(1.3	)			—				(1.3	)			1.3				0.0
Change in treasury shares							—				—				(1.9	)			(0.1	)			(2.1	)			—				(2.1	)
Changes in consolidation scope and other changes							—				0.0				29.0				—				29.0				0.0				29.0
Total equity as of December 31st, 2022			114,669,498				229.3				1,247.4				420.3				(3.2	)			1,893.7				20.5				1,914.3
Net income of the period							—				—				150.2				—				150.2				(2.8	)			147.4
Other comprehensive income							—				—				(138.1	)			—				(138.1	)			(2.4	)			(140.5	)
Comprehensive income for the period			—				—				—				12.0				—				12.0				(5.2	)			6.9
Share capital increase and reduction (1)			37,452,951				74.9				685.7				(0.1	)			—				760.4				(1.6	)			758.8
Distribution of dividends (2)							—				—				(18.9	)			—				(18.9	)			—				(18.9	)
Share-based payments							—				—				8.5				—				8.5				—				8.5
Transactions with non-controlling interests (3)							0.0				—				3.0				—				3.0				(1.0	)			2.0
Change in treasury shares (4)							—				—				(7.0	)			0.1				(6.9	)			—				(6.9	)
Changes in consolidation scope and other changes							—				0.0				(0.2	)			—				(0.2	)			0.3				0.2
Total equity as of December 31st, 2023			152,122,449				304.2				1,933.0				417.6				(3.2	)			2,651.7				13.0				2,664.7

 

1)	See note 18.

 

2)

Given the option for the payment of the dividend in shares, the dividend distribution decided by the General Shareholder’s meeting of May 10, 2023 resulted in the creation of 641,364 new ordinary shares (representing around 0.42% of the share capital), i.e. a dividend of €15.8 million, and the payment of a dividend of €3.1 million in cash.

 

3)	In 2023, transactions with non-controlling interests correspond to the revaluation of two purchase commitments, and the acquisition and sale of minority stakes in two entities still controlled by the Group.

 

4)	The change in treasury shares corresponds to the purchases of Neoen S.A. shares for allocation under free share plans, and purchases and sales under a liquidity contract.

 

5

1.5 CONSOLIDATED CASH FLOW STATEMENT

 

In millions of euros		Notes				FY 2023				FY 2022
Consolidated net income							147.4				45.7
Eliminations:
of the share of net income of associates			14				(0.0	)			(0.5	)
of depreciation, amortisation and provisions			12, 13 and 19				185.1				176.9
of change in fair value of energy derivative financial instruments			9				(88.8	)			(2.8	)
of gains and losses on sale (1)			9 and 10				(40.1	)			(12.5	)
of calculated income and expense related to share-based payments			7.3				4.2				3.8
of other income and expense without cash impact (2)							7.8				13.8
of the tax charge (income)			11				64.2				32.6
of the cost of net borrowings			20.1				155.9				135.6
Impact of changes in working capital (3)							(91.0	)			81.6
Taxes paid (received)							(19.8	)			(17.2	)
Net cash flows from operating activities							324.7				457.0
Acquisitions of subsidiaries net of treasury acquired (4)							(28.5	)			(15.6	)
Sales of subsidiaries net of cash transferred (5)							77.9				26.2
Acquisition of intangible and tangible fixed assets (6)							(1,046.0	)			(1,111.2	)
Sale of intangible and tangible fixed assets							1.8				1.1
Change in financial assets (7)							(83.9	)			(15.4	)
Dividends received							0.7				1.2
Net cash flows from investing activities							(1,078.0	)			(1,113.7	)
Share capital increase by the parent company (8)			18				742.5				48.1
Contribution of non-controlling interests to share capital increases (reductions)			01.4				(1.9	)			(1.5	)
Transactions with non-controlling interests (9)							(1.0	)			(6.0	)
Net sale (acquisition) of treasury shares			01.4				(6.9	)			(2.1	)
Issue of loans			20.2				515.9				1,192.4
Dividends paid (10)							(3.1	)			(2.1	)
Repayment of loans			20.2				(207.1	)			(439.2	)
Interests paid							(127.1	)			(108.3	)
Investment subsidies received							1.5				—
Net cash flows from financing activities							912.8				681.3
Impact of foreign exchange rate fluctuation							(4.2	)			9.4
Effect of reclassification of cash related to assets held for sale			3.4				0.0				(3.9	)
Change in cash and cash equivalents							155.3				30.2
Opening cash and cash equivalents			17				622.7				592.5
Closing cash and cash equivalents			17				778.0				622.7
Change in net cash and cash equivalents							155.3				30.2

 

1)

In 2023, gains and losses on sale correspond mainly to net proceeds from farm-down transactions for €48.6 million and to write-offs of capitalised development costs for €(6.8) million. In 2022, gains and losses on sale corresponded mainly to net proceeds from farm-down transactions for €16.4 million and to write-offs of capitalised development costs for €(4.0) million.

2)	In 2023, other income and expense without cash impact mainly include undiscounting expense. In 2022, this item mainly included financial expenses related to the refinancing of the mezzanine debt located within Neoen Production 2 and undiscounting expense.

 

6

3)

In 2023, the change in working capital requirements is mainly due to the partial payment of the outstanding debt to EDF OA (see note 21.2), for an impact of €(70.6) million, as well as an increase in trade receivables in France for an impact of €(25.2) million (related in particular to the increase in power plants in operation and resource effects), partially offset by a decrease in trade receivables in Finland for an impact of +€14.6 million. In 2022, the impact of the change in working capital requirements essentially included (i) +€90.3 million in operating debts, corresponding, for some French power plants, to the difference between the market prices and their power purchase agreement ones, which the Group considered to be returned to EDF OA under current regulations (see note 21.2), (ii) +€16.3 million in contractual indemnities recognised in the event of a delay in the construction of the power plants, or in the context of non-compliance with obligations relating to purchase contracts, and (iii) +€8.8 million in trade payables, offset by an increase in trade receivables for €(37.2) million corresponding mainly to the year’s commissioning.

 

4)	In 2023, acquisitions of subsidiaries net of cash acquired relate to wind farms in France, storage projects in Canada (see note 3.3), and earn-out payments for projects under construction in Finland and Ireland.

 

In 2022, acquisitions of subsidiaries net of treasury acquired related mainly to projects under development in Finland, Canada and Ecuador.

 

5)	In 2023, sales of subsidiaries net of cash transferred correspond to the farm-down transactions of the Cabrela power plant in Portugal for €26.3 million, four solar power plants in France for €42.8 million and a solar project under development in Australia for €8.7 million (see note 3.3).

 

In 2022, sales of subsidiaries net of cash transferred correspond to the farm-down transaction of the Saint-Sauvant wind farm for €14.9 million, and the receipt of a component of the sale price of a farm-down transaction concluded in 2021 for €11.3 million.

 

6)	Acquisitions for the period include investments in intangible assets for €(71.5) million (see note 12.2) and property, plant and equipment for €(1,128.8) million (see note 12.3) and include the change in payables to suppliers of fixed assets for €154.3 million.

 

7)

In 2023, the change in financial assets mainly corresponds to shareholder loans granted to companies consolidated using the equity method. In 2022, the change in financial assets corresponded to the constitution of security deposits of guarantee deposits related to the construction and financing of production assets.

 

8)

In 2023, this amount corresponds mainly to the capital increase carried out on March 29, 2023 for €741.9 million after taking into account the issue costs (please refer to note 1.3). In 2022, the capital increase corresponds mainly to the equity component of the green convertible bonds issued in September 2022 (see note 1.3), for €47.4 million.

 

9)	In 2022, transactions with non-controlling interests correspond to the residual amount paid in connection with the put option of 19.9% related to the Mutkalampi power plant (put option exercised in 2021).

 

10)	In 2023, Neoen S.A. paid a dividend in cash of €(3.1) million, compared with €(2.1) million in 2022 (see note 1.3).

 

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 1.		General information and accounting principles			9
NOTE 2.		Translation methods			13
NOTE 3.		Group composition			13
NOTE 4.		Segment reporting			17
NOTE 5.		Sales			21
NOTE 6.		Purchases and inventories			23
NOTE 7.		Employee expenses and benefits			25
NOTE 8.		Taxes, duties and similar payments			27
NOTE 9.		Other current operating income and expenses			28
NOTE 10.		Non-current operating items			29
NOTE 11.		Taxes			30
NOTE 12.		Goodwill, Intangible assets and property, plant and equipment			33
NOTE 13.		Impairment of goodwill and fixed assets			37
NOTE 14.		Investments in associates and joint ventures			38
NOTE 15.		Other Non-current financial assets			38
NOTE 16.		Other current assets			39
NOTE 17.		Cash and cash equivalents			39
NOTE 18.		Shareholders’ equity and details of dilutive instruments			40
NOTE 19.		Provisions			45
NOTE 20.		Financing and financial instruments			46
NOTE 21.		Other current liabilities			55
NOTE 22.		Risk management			56
NOTE 23.		Off-balance sheet commitments			59
NOTE 24.		Related party transactions			60
NOTE 25.		Statutory auditors’ fees			60
NOTE 26.		Subsequent events			61

 

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NOTE 1. GENERAL INFORMATION AND ACCOUNTING PRINCIPLES

 

 

 

NOTE 1.1

GENERAL INFORMATION

Neoen is a public limited company incorporated and domiciled in France and listed on Compartment A of Euronext, whose registered office is located at 22 rue Bayard, 75008 Paris. Neoen’s consolidated financial statements include the Company and those subsidiaries over which it has control, as well as interests in associates and joint ventures (together referred to as “the Group”).

The Neoen Group develops and operates power plants to generate electricity from renewable energies (solar, wind), as well as energy storage facilities.

With nearly 8.0 GW of projects in operation and under construction (including 300 MW under management) and 1.0 GW of projects awarded at December 31, 2023 (secured portfolio of nearly 9.0 GW), Neoen is the leading independent producer of exclusively renewable energies in France.

The Group also has an advanced development pipeline of 18.6 GW (advanced pipeline) and more than 10.0 GW of early-stage projects.

The Group operates in the geographic regions of Australia, Europe-Africa, and the Americas.

The consolidated financial statements of the Group as of December 31, 2023, were authorised for issue by the Board of Directors on February 28, 2024. They were approved by the shareholders on May 14, 2024.

Subsequent events have been evaluated through January 8, 2025, by the board of directors hold at this date, at which date the entity’s consolidated financial statements were available to be issued without any modification.

 

NOTE 1.2

STATEMENT OF COMPLIANCE AND ACCOUNTING STANDARDS

Declaration of compliance

The consolidated financial statements of the Group as December 31, 2023, have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) and adopted by the European Union at that date.

All the texts adopted by the European Union are available on the European Commission’s website.

Evolution of the accounting standards

In preparing its financial statements for the year ended December 31, 2023, the Group has applied the same accounting standards, interpretations and methods as in its financial statements for the year ended December 31, 2022, with the exception of the texts that came into force on January 1st, 2023, mentioned in the paragraph below.

New mandatory texts as of January 1st, 2023

 

•

Amendments to IAS 8 – Definition of accounting estimates

 

•

Amendments to IAS 1 and Practice Statement 2 – Disclosure of accounting policies in the notes

 

•

Amendment to IAS 12 – Global minimum tax, Pillar II

The financial statements have not been impacted by the application of these amendments and improvements.

 

•

Amendments to IAS 12 – Deferred tax related to assets and liabilities arising from a single transaction: from January 1, 2023, entities must now recognise deferred tax on transactions which, on initial recognition, give rise to identical amounts of taxable and deductible temporary differences, as is the case for leases and decommissioning costs. These amendments provide for the recognition of a deferred tax asset and a deferred tax liability for all deductible and taxable temporary differences relating to such transactions. The Group already recognised deferred tax on the net amount of deductible and taxable temporary differences arising from these transactions. As a result, the application of these amendments has no impact on the Group’s financial statements. Only the disclosures in the notes relating to the breakdown of deferred taxes by nature have been modified (see note 11.2).

New texts as of January 1st, 2023, with non-mandatory application

 

•

Amendments to IAS 1 – Classification of liabilities as current or non-current, with mandatory application from January 1, 2024

 

•

Amendments to IFRS 16 – Lease liability in a sale and leaseback, with mandatory application from January 1, 2024

 

•

Publication of the first two IFRS sustainability disclosure standards, with mandatory application from January 1, 2024

 

9

These new texts have not been applied early by the Group or are not applicable.

 

NOTE 1.3

EVENTS OF THE FINANCIAL YEAR

Free share plan

On February 28, 2023, the Board of Directors decided to grant 221,766 free Neoen S.A. shares to certain Group employees. The granting of shares will only be final after a vesting period of three years, provided that the beneficiaries are still present in the Group and that the performance conditions set by the Board of Directors in the plan rules and relating in particular to the achievement of financial and development objectives, are met.

The Group recorded this transaction in accordance with IFRS 2 “share-based payment”. This resulted in €(0.8) million impact on personnel costs in 2023.

Neoen successfully raised €750.4 million through a capital increase

On March 29, 2023, Neoen successfully completed a capital increase with preferential subscription rights, launched on March 7, 2023, for which the subscription period ran from 10 to 22 March 2023 inclusive. The gross proceeds of this capital increase (including the issue premium) amounted to €750.4 million and resulted in 36,694,552 new shares being issued with a nominal value of €2 at a subscription price of €20.45 per new share.

Neoen plans to use the proceeds from the capital increase to fund its investment plan to lift its capacity in operation or under construction in the course of 2025 to over 10 GW and to expand its storage capacity, especially by investing in batteries with a longer duration per MW installed.

This transaction had an impact of €744.0 million net of issuance costs and taxes on the Group’s shareholders’ equity.

Payment of dividend in respect of 2022

At the General Shareholders’ meeting of May 10, 2023, the shareholders approved the distribution of a dividend of €0.125 per share with an option for payment of the dividend in new shares. Each shareholder could thus receive either 100% of the dividend in cash or 100% of the dividend in new ordinary shares.

At the end of the option exercise period (from May 19, 2023, to June 2, 2023, inclusively), nearly 83% of the rights had been exercised in favour of payment of the dividend in shares.

This transaction resulted in the creation of 641,364 new ordinary shares (representing approximately 0.42% of the share capital after the capital increase) and the payment of €3.1 million of dividend in cash.

Capital increase reserved for employees

On May 12, 2023, Neoen S.A. carried out a capital increase reserved for its employees and corporate officers in France. The latter offered each beneficiary the possibility of buying 144 new shares at the preferential subscription price of €19.51 per share (benefiting from a 30% discount compared with the average closing share price over the last twenty trading days preceding April 5, 2023, the date on which the Chairman and Chief Executive Officer, upon sub-delegation by the Board of Directors, set the price) and a matching contribution on the basis of one share offered for one share subscribed.

The Group recorded this transaction in accordance with IFRS 2 “share-based payment”. This resulted in an impact of €1.3 million in shareholders’ equity and €(0.4) million in personnel expenses.

Acquisition of wind farms in France

On January 1, 2023, the Group acquired 100% of the three Plouguin wind farms, with a combined capacity of 14 MW, for a cash consideration of €15.4 million (including acquisition costs). In accordance with revised IFRS 3 “business combinations”, the Group has recorded this transaction as an asset acquisition. The valuation of the acquired assets and liabilities led to the recognition of a valuation difference on tangible assets totalling €13.5 million.

Farm-down operations

In February 2023, the Group formally sold 100% of its shares in the 13.2 MWp Cabrela solar power plant in Portugal to Cubico. The transaction generated net proceeds from disposal of €27.3 million.

At the end of the year, the Group also sold 100% of its shares in four solar power plants in operation in France, with a combined capacity of 19.1 MWp, for net proceeds from disposal of €16.8 million, as well as the Goorambat solar power plant project under development in Australia, for net proceeds from disposal of €4.4 million.

In total, during the 2023 financial year, farm-down operations generated net proceeds from disposal of €48.6 million, recognised in other current operating income (see note 9).

 

10

Situation of the Metoro solar power plant in Mozambique

Following a sudden and significant deterioration in the security situation near the site of the Metoro solar power plant under construction in Mozambique at the end of the first half of 2022, all the teams mobilised locally were evacuated, the Mozambican armed forces were deployed around the site to ensure its protection, and construction work was halted for an indefinite period.

Given the high degree of uncertainty surrounding the future of the project, the Group had recorded an impairment loss of €(19.9) million in its financial statements at December 31, 2022 (see note 10 “non-current operating items”).

In July 2023, the Group received a binding offer for the sale of the plant, and on December 20, 2023 entered into a share purchase agreement. This had no significant impact on the impairment loss recognised in 2022, which remained unchanged.

As of December 31, 2023, the sale remains subject to the fulfilment of conditions precedent, some of which are not under the Group’s direct control. In accordance with IFRS 5 “non-current assets held for sale and discontinued operations”, the related assets and liabilities have been reclassified as assets and liabilities held for sale (see note 3.4).

Non-compliance with covenants for certain project finance facilities

The absence of an agreement for the technical Provisional Acceptance (PA) of the Mexican El Llano power plant, resulting in the maintenance of certain documentary non-compliances under the financing agreements, and the operational difficulties encountered by the power plant in 2022 have led to a situation of non-compliance with the minimum debt service coverage ratio of the non-recourse project financing. The non-current portion of the related financial debt thus continues to be presented in current liabilities (for US$120.4 million, or €110.1 million) in the Group’s financial statements at December 31, 2023. The Group is currently finalising the resolution of the operational difficulties with the EPC contractor, which is a prerequisite for the declaration of provisional technical acceptance and for ending the current financial default situation. The lending institutions continue to support the project. In this respect, the company has obtained a waiver on its failure to comply with the minimum debt service ratio on December 21, 2023.

Besides, the situation of the Metoro power plant constitutes a technical default in the meaning of the financing documentation.

The other companies financed by project and mezzanine debt, as well as Neoen S.A., with respect to its syndicated loan, complied with their covenants on minimum debt service coverage ratios (DSCR) or minimum equity.

 

NOTE 1.4

ESTIMATES AND ASSUMPTIONS

In preparing the Group’s financial statements, and to the extent that items included in the financial statements cannot be accurately measured, management makes estimates, exercises judgement and makes assumptions that may have an impact on the amounts of the assets, liabilities, income and expenses included in the financial statements, as well as on the information disclosed in the notes to the financial statements. Management exercises its judgement by taking into account past experience and other factors deemed relevant in light of the economic conditions and reviews its estimates and assessments on a regular basis. Since assumptions are by nature uncertain, the amounts in future financial statements may differ from current estimates.

The main items significantly impacted by estimates and assumptions at December 31, 2023, were the following:

 

•

determining the recoverable amount of goodwill, intangible assets and property plant and equipment (notes 12.1 “goodwill”, 12.2 “intangible assets” and 12.3 “property, plant and equipment”);

 

•

useful lives of production assets (note 12.3 “property, plant and equipment”);

 

•

recognition of a deferred tax asset when it is probable that sufficient future taxable income will exist against which tax losses can be utilised (note 11 “taxes”);

 

•

determining the lease term and the discount rate to be applied to the lease payments, in connection with the application of IFRS 16 “leases” (note 12.3 “property, plant and equipment”);

 

•

capitalisation of development costs (note 12.2 “intangible assets”);

 

•

assessing dismantling provisions (note 19 “provisions”);

 

•

measurement of the fair value of energy derivative financial instruments (note 20.4 “fair value of financial assets and liabilities”);

 

•

the determination of the fair value of free shares and stock options (Note 7.1 “payroll costs”).

 

11

NOTE 1.5

INTEGRATION OF CLIMATE ISSUES IN THE GROUP’S CONSOLIDATED FINANCIAL STATEMENTS

Neoen sees the growing interest about climate issues as an opportunity, as it promotes the emergence of national and international policies in favor of renewable energies. Indeed, Neoen’s business operations actively contribute to the reduction of greenhouse gas emissions, which is often a priority policy objective announced by governments and international institutions. The development, construction, ownership and operation of solar and wind farms and storage facilities throughout the world contribute to the acceleration of the energy transition. Neoen therefore pays priority attention to local and global climate issues in its strategy and financial decisions.

Neoen has thus identified, in its financial statements closing process, the main risks associated with these climate issues in order to assess their potential impact on the financial statements, in particular by:

 

•

reviewing the useful life of certain assets that could be particularly exposed to climate issues;

 

•

including in the asset impairment tests the expected impacts on future cash flows, particularly with regard to maintenance requirements and insurance cover;

 

•

assessing risks to determine the amount of provisions that may be required.

The main risks identified result from both the possible materialisation of a physical risk and a transition risk related to regulatory changes. The physical risk relates to the occurrence of extreme weather events, the intensity of which is likely to increase, and which could have an adverse impact on the Group’s facilities and operations.

In this respect, although the risk associated with the occurrence of extreme weather events is moderate, the Group did not see any material impact in its financial statements for the year ended December 31, 2023, as it benefited from:

 

•

the geographic and technological diversification of its project portfolio, as all projects built were subject to a climate risk analysis during their development phase that ruled out the most exposed sites;

 

•

the construction of assets in line with robust (seismic, wind, flood, etc.) standards;

 

•

real-time monitoring of climate conditions in the areas in which the Group’s assets operate, enabling electricity production forecasts to be made based on statistical studies of local weather conditions;

 

•

insurance cover for its assets, in which weather issues play a fundamental role. The insurance includes cover for physical assets (property damage), the expected income from assets (business interruption) or debt and fixed operating costs, as appropriate, as well as additional O&M costs incurred during the repair of a damage. This tailor-made cover protects the Group and its assets as much as possible against uncertainty due to extreme weather events.

Neoen is also exposed to the regulatory challenges of its sector (nature and scope of the support measures for renewable energies aimed at speeding up the energy transition, constraints on the use of low-carbon materials and equipment, and specific recycling and dismantling obligations). The Group has exercised judgment in assessing the impact of these regulatory risks on the consolidated financial statements for the year. Known or foreseeable regulatory changes in the short term, and in particular the Price Cap schemes introduced by various European countries, which are intended to limit the ability of renewable energy producers to benefit from the periods of high market prices for electricity for the uncontracted portion of their production, are included in the forecasted cash flows. Known or foreseeable regulatory changes in the medium term are taken into account through sensitivity tests. Given the need to continue decarbonising electricity production in the various countries where the Group operates, it believes that regulatory changes are unlikely to have a significant impact on the life of its assets.

The consideration of climate change issues therefore had no material impact in 2023 on the judgements made and the main estimates used in the preparation of the financial statements.

 

12

NOTE 2. TRANSLATION METHODS

 

 

Presentation currency of the consolidated financial statements

The Group’s consolidated financial statements are presented in millions of euros.

Functional currency

The functional currency of an entity is the currency of the economic environment in which it primarily operates.

The functional currency of Neoen S.A. and its subsidiaries located in the euro zone is the euro. For the other entities of the Group, the functional currency is the local currency with the exception of certain assets and development companies, whose functional currency is the US dollar with regards to the functional currency determination factors. This specifically concerns the Group’s assets and development companies in France, Argentina, Jamaica, Mozambique and Zambia.

Translation of foreign currency transactions

Foreign currency transactions are translated into the functional currency at the exchange rate prevailing on the transaction date. At each reporting date:

 

•

monetary assets and liabilities denominated in foreign currencies are recorded at the closing exchange rate. Any resulting exchange differences are recognised in the income statement for the financial year;

 

•

non-monetary assets and liabilities denominated in foreign currencies are translated at the historical exchange rate applicable at the date of the transaction.

Translation of the financial statements of subsidiaries whose functional currency is not the euro

The statement of financial position is translated into euros at the exchange rate prevailing at the end of the financial year.

Income and expense items and cash flows are translated using average exchange rates: these average rates are approximate values of the rates on the transaction date in the absence of significant fluctuation. Any differences resulting from the translation of the financial statements of foreign subsidiaries are recorded under “exchange differences on translation of foreign operations” in other comprehensive income.

Goodwill and fair value of assets and liabilities arising on the acquisition of a foreign operation are treated as those of the foreign entity. They are therefore expressed in the entity’s functional currency.

NOTE 3. GROUP COMPOSITION

 

 

 

NOTE 3.1

ACCOUNTING PRINCIPLES

Consolidation methods

Subsidiaries that are controlled within the meaning of IFRS 10 “consolidated financial statements”, are fully consolidated. The Group controls an entity when it is exposed to, or has a right to, variable returns from its involvement with the entity and has the ability to influence those returns through its control of the entity. The Group mainly owns holding companies that in turn own, directly or indirectly, project companies that operate the power plants or storage facilities.

Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

When the Group loses control of a subsidiary, it derecognises the assets and liabilities and any non-controlling interests and other equity items relating to that subsidiary. The gain or loss, if any, resulting from the loss of control is recognised in net profit or loss. Any interest retained in the former subsidiary is measured at fair value at the date control is lost.

All intercompany transactions, income and expenses, and balance sheet balances of subsidiaries are eliminated on consolidation.

In accordance with IFRS 11 “joint arrangements”, a joint arrangement is a company over which the Group and one or more other parties exercise joint control by virtue of a contractual agreement. The Group has joint control over a joint arrangement when decisions about the relevant activities require the unanimous consent of the Group and the other parties sharing control. A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets.

Associates are entities in which the Group exercises significant influence over financial and operating policies but does not have control or joint control.

 

13

The Group’s interests in associates and joint ventures are accounted for using the equity method. They are initially recognised at cost which includes goodwill and transaction costs. Subsequent to initial recognition, the consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of equity accounted investees until the date that significant influence or joint control ceases.

The list of the main subsidiaries, joint ventures and associates is presented in note 3.2.

Business combinations

In accordance with the provisions of IFRS 3, “business combinations”, business combinations are accounted for using the acquisition method when all the activities and assets acquired meet the definition of a business, for which control is transferred to the Group.

Under this method, the assets acquired, liabilities and contingent liabilities assumed are measured at fair value subject to exceptions. Goodwill is the difference between, on one hand, the fair value of the consideration transferred in the business combination increased, if applicable, by the fair value of the share previously held and the value of non-controlling interests, and, on the other hand, the amount of identifiable assets, liabilities and contingent liabilities assumed at the acquisition date. It is provisionally determined on acquisition and reviewed within a period of 12 months from the acquisition date.

For each business combination, the Group may value non-controlling interests either at fair value or on the basis of their share of the identifiable net assets of the acquiree measured at fair value at the acquisition date. The Group decides on the method it will use to account for non-controlling interests on a case-by-case basis.

In accordance with IFRS 3, “business combinations” as amended:

 

•

acquisition costs are recognised in other non-recurring operating income and expenses when they are incurred;

 

•

conditional price adjustments are initially estimated at fair value and included, where applicable, in the consideration transferred. After the twelve-month measurement period, or if they do not relate to facts and circumstances existing at the acquisition date, subsequent changes in the value of the related liabilities are recognised in the income statement.

Acquisition of assets outside the scope of IFRS 3

To determine whether a set of activities and assets constitutes a business, and thus whether there is a business combination and not the acquisition of a group of isolated assets, the Group assesses whether the elements of the acquired entity include at least one substantial input and one substantial process, which together contribute significantly to the generation of goods and services.

For project entities that do not yet produce an output, it is generally considered that there are no substantial acquired processes as there is no takeover of employees and no contracts relating to the operation of the underlying asset.

The Group decided to carry out a “concentration test” to assess whether a set of acquired activities and assets does not constitute a business. The test is conclusive if substantially all of the fair values of the gross assets acquired are concentrated in a single identifiable asset or group of similar identifiable assets. In the context of the acquisition of a project entity, the test meets these conditions.

To the extent that the acquired processes cannot be considered substantial and the concentration test is met, project entities in the development stage do not meet the definition of a business. Their acquisition is therefore accounted for as the acquisition of a group of isolated assets outside the scope of IFRS 3.

If the transaction is treated as a stand-alone asset acquisition, then the acquisition cost (including acquisition-related costs) must be allocated to the individual identifiable assets and liabilities based on their relative fair values at the acquisition date, i.e., no goodwill or deferred tax is recognised. In this context, the Group has chosen to apply the following approach:

 

•

measure assets and liabilities that were not initially measured at cost in accordance with the initial measurement provisions of the standards applicable to them;

 

•

deduct the value of these assets and liabilities from the acquisition cost;

 

•

then allocate the residual acquisition cost to the various assets and liabilities in proportion to their fair value.

Assets and liabilities held for sale

In accordance with IFRS 5 “non-current assets held for sale and discontinued operations”, non-current assets (and disposal groups) classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell.

Non-current assets and disposal groups are classified as held for sale if their carrying amount is expected to be recovered through a sale transaction rather than through continuing use. This condition is met only when the sale is highly probable and the asset (or disposal group) is available for immediate sale in its present condition. Management must be committed to the sale, which should meet the criteria for recognition as a completed sale within one year of classification.

When the Group is committed to a sale plan involving the loss of control of a subsidiary, it classifies all the assets and liabilities of that subsidiary as held for sale when the above criteria are met, regardless of whether the Group retains a non-controlling interest in its former subsidiary after the sale.

 

14

When the Group, particularly in the context of its farm-down activity, is committed to a sale plan involving the disposal of an investment, or part of an investment, in an associate, the investment or part of the investment in the associate to be disposed of is classified as held for sale when the above criteria are met. The Group then ceases to apply the equity method for this part which is classified as held for sale. Any retained portion of an investment in an associate that has not been classified as held for sale continues to be accounted for using the equity method.

 

NOTE 3.2

SUBSIDIARIES AND ENTITIES CONSOLIDATED USING THE EQUITY METHOD

As of December 31, 2023, the Group consisted of 444 consolidated companies (“full consolidation method”) and 3 companies consolidated using the equity method.

As a reminder, as of December 31, 2022, the Group consisted of 362 consolidated companies (“full consolidation method”) and 5 companies consolidated using the equity method.

The list of the main operating entities presented below was determined in particular on the basis of their contribution to the following financial indicators: revenue, total assets or debt.

During the financial year 2023, Neoen Jules GmbH and Neoen Mistral Gmbh used the derogation provision of Article 264(3) of the German Commercial Code (HGB) with regard to the preparation of their financial statements, their management report and the publication of their annual accounts.

The Group’s main subsidiaries are:

 

Consolidation method		Entity		Country		Percentage interest 31.12.2023		Percentage interest 31.12.2022
Parent company		Neoen S.A.		France		Parent company		Parent company
		Altiplano Solar		Argentina		100%		100%
		La Puna Solar		Argentina		100%		100%
		Bulgana Windfarm		Australia		100%		100%
		Coleambally Solar		Australia		100%		100%
		Goyder Wind Farm 1 Pty		Australia		100%		100%
		Goyder Wind Farm 1B Pty		Australia		100%		100%
		Hornsdale Power Reserve		Australia		100%		100%
		HWF 1		Australia		70%		70%
		HWF 2		Australia		80%		80%
		HWF 3		Australia		80%		80%
		Kaban Wind Pty		Australia		100%		100%
		Numurkah Solar Farm		Australia		100%		100%
Full consolidation		Victorian Big Battery		Australia		100%		100%
		Western Downs Green Power Hub		Australia		100%		100%
		Capella Solar		El Salvador		100%		100%
		Providencia Solar		El Salvador		100%		100%
		Mutkalampi		Finland		100%		100%
		Neoen Storage Finland Oy		Finland		100%		100%
		Centrale Eolienne du Pays entre Madon et Moselle		France		91%		100%
		Neoen International		France		100%		100%
		Neoen Production 1		France		100%		100%
		Neoen Production 2		France		100%		100%
		SPV AGS		France		100%		100%
		CSRTB Rio Maior, S.A.		France		100%		49%

 

15

NOTE 3.3

CHANGES IN SCOPE

As part of its development, the Group regularly creates companies, and may be required to acquire entities in a relatively advanced development phase or offering growth or repowering prospects. Furthermore, since the 2021 financial year, the Group proceeds on a regular basis to the disposal of all, or a majority of, projects or assets in its portfolio (farm-down).

Farm-down transactions – sale of shares

In 2023, the Group carried out the following farm-down transactions:

 

•

the sale of 100% of the shares in the Cabrela solar power plant in Portugal on February 22, 2023;

 

•

the sale of 100% of the shares in Centrale Solaire 3, Kertanguy, Torreilles and Zénith in France on November 30, 2023;

 

•

the sale of 100% of the shares in the Goorambat East Solar Farm development project in Australia on December 19, 2023.

The capital gains on the sales were recognised in “Other current operating income” for €48.6 million (see note 9).

Acquisition of three wind farms in France

On January 1, 2023, the Group acquired 100% of the three wind farms at Plouguin in Bretagne, with a combined capacity of 14 MW, for a cash consideration of €14.9 million, plus €0.5 million in acquisition costs.

The Group has qualified this transaction as an asset acquisition rather than a business combination within the meaning of IFRS 3R “business combinations”.

The valuation of acquired assets and liabilities led to the recognition of a valuation difference on property, plant and equipment totalling €13.5 million in 2023.

Acquisitions of projects under development

The project acquisitions made during the 2023 financial year have been classified as acquisitions of individual assets rather than business combinations within the meaning of IFRS 3 “business Combinations”.

The projects acquired and fully consolidated are as follows:

 

•

acquisition of 100% of the equity interests in four storage projects in Canada;

 

•

acquisition of 100% of the equity interests in two wind farm projects in France.

The Group has allocated the acquisition prices to the various identifiable assets acquired and liabilities assumed, resulting in the recognition of intangible assets totalling €2.8 million during the 2023 financial year.

Purchase of non-controlling interests

On July 7, 2023, the Group acquired the stake of the minority shareholders of the Portuguese entity Rio Maior, increasing its stake in the entity from 49% to 100%.

Other disposals and liquidations

No other significant entity was sold or liquidated in 2023.

 

16

NOTE 3.4

ASSETS AND LIABILITIES HELD FOR SALE

As of December 31, 2023, the assets and liabilities held for sale presented in the consolidated statement of financial position correspond to those of the Metoro solar power plant in Mozambique and its holding company NP Investment II in Portugal, in the process of being sold (see note 1.3).

As of December 31, 2022, the assets and liabilities held for sale presented in the consolidated statement of financial position corresponded solely to those of the Cabrela solar power plant in Portugal, for which the Group has completed the sale on February 22, 2023, as part of the farm-down activity (see note 3.3).

The main categories of assets and liabilities classified as held for sale are as follows:

 

In millions of euros		31.12.2023				31.12.2022
Non-current assets			27.9				22.3
Current assets			2.7				0.6
Cash and cash equivalents			4.3				3.9
Assets held for sale			34.9				26.8
Non-current liabilities			4.4				25.7
Current liabilities			33.6				2.5
Liabilities associated with assets held for sale			38.0				28.2

NOTE 4. SEGMENT REPORTING

 

 

Accounting principles

Under IFRS 8, an operating segment is a component of an entity:

 

•

that engages in business activities from which it may earn revenue and incur expenses;

 

•

whose operating results are regularly reviewed by the entity’s chief operating decision maker;

 

•

for which discrete financial information is available.

In accordance with IFRS 8 “operating segments”, segment information is presented based on the internal organisation and reporting used by the members of the Executive Committee and the Board of Directors who are the Group’s main operational decision-makers.

The Group uses the following breakdown for its operating segments:

 

•

solar: this segment includes photovoltaic energy production;

 

•

wind: this segment includes wind turbine production;

 

•

storage: this segment includes the activity related to independent batteries, directly connected to the grid;

 

•

farm-down: this segment corresponds to the disposal of all or a majority stake of projects or assets in the Group’s portfolio;

 

•

development and investments: this segment include mainly development and financing activities.

The main financial indicators published are also broken down by geographical region. These are defined below:

 

•

Australia: this region includes production operations in Australia;

 

•

Europe–Africa: this region includes production operations in Europe and Africa;

 

•

Americas: this region includes production operations in North America, Central America, South America and the Caribbean.

 

17

Adjusted EBITDA

Adjusted EBITDA is used in the assessment of performance because the Management Committee and the Board of Directors consider that this information is the most relevant for understanding the results of each segment compared to other entities involved in that business.

Adjusted EBITDA corresponds to current operating income, which includes net proceeds from the disposal of projects or assets in the portfolio resulting from the farm-down activity, restated for:

 

•

current operating amortisation;

 

•

the personnel expense resulting from the application of IFRS 2 “share-based payments”;

 

•

and changes in the fair value of energy derivative financial instruments (see note 20.3) recorded in other current operating income and expenses.

Neoen has signed medium to long-term power purchase agreements with commercial counterparties, known as Corporate Power Purchase Agreements (CPPA). Some of these agreements, provide for a financial settlement between the parties and as such are derivative financial instruments under IFRS 9 “financial Instruments”. Changes in fair value of these contracts, which are not classified as hedging instruments, are recognised in current operating income in the Group’s financial statements. These changes, associated with price movements in the electricity market, are volatile and non-controllable, and will extinguish when the underlying physical production is delivered. Therefore, the Group has decided to restate the change in fair value of these energy derivative financial instruments (which has no cash impact) from both EBITDA and EBIT, alternative performance indicators used in its segment reporting (see note 20.4).

The reconciliation between current operating income and adjusted EBITDA is as follows:

 

(In millions of euros)		FY 2023				FY 2022
Current operating income			383.3				262.1
Current operating amortisation			176.0				151.0
IFRS 2 expense			4.2				3.8
Change in fair value of energy derivative financial instruments			(88.6	)			(2.8	)
Adjusted EBITDA			474.8				414.0

Adjusted EBIT

The reconciliation between current operating income and adjusted EBIT is as follows:

 

(In millions of euros)		FY 2023				FY 2022
Current operating income			383.3				262.1
Change in fair value of energy derivative financial instruments			(88.6	)			(2.8	)
Adjusted EBIT			294.7				259.3

 

18

Segment reporting

Segment results for 2023 and 2022 for each of the Group’s operating segments (solar, wind, storage, farm-down, development and investments), including eliminations are presented as follows:

 

In millions of euros				Wind power				Solar power				Storage				Farm- down				Development & Investment (2)				Eliminations (3)				FY 2023
AUSTRALIA		Income statement
		Revenue			98.1				63.0				46.2				—				—				—				207.3
		Adjusted EBITDA (1)			78.8				67.4				45.7				4.4				—				—				196.3
		Adjusted EBIT (1)			48.7				44.2				23.9				4.4				—				—				121.2
		Balance Sheet
		Intangible assets and property, plant and equipment			1,353.9				716.0				533.9				—				—				—				2,603.8
		Cash flow statement
		Acquisition of intangible and tangible fixed assets			337.6				21.6				183.4				—				—				—				542.6
EUROPE-AFRICA		Income statement
		Revenue			153.1				72.2				10.9				—				—				—				236.2
		Adjusted EBITDA (1)			119.6				66.8				8.0				44.2				—				—				238.6
		Adjusted EBIT (1)			75,9				46.0				6.2				44.2				—				—				172.2
		Balance Sheet
		Intangible assets and property, plant and equipment			1,428.8				973.0				62.0				—				—				—				2,463.8
		Cash flow statement
		Acquisition of intangible and tangible fixed assets			150.7				281.1				34.3				—				—				—				466.1
AMERICAS		Income statement
		Revenue			—				78.6				—				—				—				—				78.6
		Adjusted EBITDA (1)			—				74.6				—				—				—				—				74.6
		Adjusted EBIT (1)			—				47.9				—				—				—				—				47.9
		Balance Sheet
		Intangible assets and property, plant and equipment			—				852.3				—				—				—				—				852.3
		Cash flow statement
		Acquisition of intangible and tangible fixed assets			—				72.6				—				—				—				—				72.6
TOTAL		Income statement
		Revenue			251.2				213.7				57.1				—				123.6				(121.3	)			524.4
		Adjusted EBITDA (1)			198.4				208.8				53.7				48.6				(3.2	)			(31.4	)			474.8
		Adjusted EBIT (1)			124.6				138.1				30.2				48.6				(16.4	)			(30.3	)			294.7
		Balance Sheet
		Intangible assets and property, plant and equipment			2,782.7				2,541.4				595.9				—				34.5				(183.7	)			5,770.8
		Cash flow statement
		Acquisition of intangible and tangible fixed assets			488.4				375.2				217.7				—				(2.0	)			(36.9	)			1,042.3

 

1)	The concepts of adjusted EBITDA and adjusted EBIT are defined above.

2)	Revenue in this segment is mainly generated through sales of services by Neoen S.A. to other entities of the Group (eliminated on consolidation, except for amounts invoiced to Group holdings that are not fully consolidated) but also through sales of services to third parties.

3)

The eliminations mainly concern the cancellation of invoices for services rendered by Neoen S.A to its project companies for the development, supervision and administrative management of the production assets as well as the capitalisation of development costs in accordance with IAS 38 “intangible assets”.

 

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In millions of euros				Wind power				Solar power				Storage				Farm- down				Development & Investment (2)				Eliminations (3)				FY 2022
AUSTRALIA		Income statement
		Revenue			84.5				53.1				80.2				—				—				—				217.8
		Adjusted EBITDA (1)			71.9				73.9				61.9				—				—				—				207.6
		Adjusted EBIT (1)			45.6				56.1				38.8				—				—				—				140.5
		Balance Sheet
		Intangible assets and property, plant and equipment			1,048.8				708.4				327.4				—				—				—				2,084.6
		Cash flow statement
		Acquisition of intangible and tangible fixed assets			315.8				147.3				89.5				—				—				—				552.6
EUROPE-AFRICA		Income statement
		Revenue			132.1				64.4				11.4				—				—				—				208.0
		Adjusted EBITDA (1)			106.9				50.9				6.2				16.4				—				—				180.4
		Adjusted EBIT (1)			76.5				32.4				4.8				16.4				—				—				130.2
		Balance Sheet
		Intangible assets and property, plant and equipment			1,335.2				717.3				25.7				—				—				—				2,078.1
		Cash flow statement
		Acquisition of intangible and tangible fixed assets			413.8				129.5				5.7				—				—				—				549.0
AMERICAS		Income statement
		Revenue			—				76.6				—				—				—				—				76.6
		Adjusted EBITDA (1)			—				56.8				—				—				—				—				56.8
		Adjusted EBIT (1)			—				30.0				—				—				—				—				30.0
		Balance Sheet
		Intangible assets and property, plant and equipment			7.1				819.4				—				—				—				—				826.5
		Cash flow statement
		Acquisition of intangible and tangible fixed assets			0.3				29.9				—				—				—				—				30.2
TOTAL		Income statement
		Revenue			216.6				194.1				91.6				—				82.3				(81.4	)			503.2
		Adjusted EBITDA (1)			178.6				181.6				68.1				16.4				(8.4	)			(22.3	)			414.0
		Adjusted EBIT (1)			122.0				118.6				43.6				16.4				(20.5	)			(20.9	)			259.3
		Balance Sheet
		Intangible assets and property, plant and equipment			2,391.1				2,245.0				353.1				—				30.5				(162.3	)			4,857.4
		Cash flow statement
		Acquisition of intangible and tangible fixed assets			729.9				306.7				95.1				—				8.4				(28.9	)			1,111.2

 

1)	The concepts of adjusted EBITDA and adjusted EBIT are defined above.

2)	Revenue in this segment is mainly generated through sales of services by Neoen S.A. to other entities of the Group (eliminated on consolidation, except for amounts invoiced to Group holdings that are not fully consolidated) but also through sales of services to third parties.

3)

The eliminations mainly concern the cancellation of invoices for services rendered by Neoen S.A to its project companies for the development, supervision and administrative management of the production assets as well as the capitalisation of development costs in accordance with IAS 38 “intangible assets”.

 

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