Atlantica Reports Second Quarter 2024 Financial Results Revenue for the first half of 2024 reached $571.2 million, a 3.0% increase year-over-year compared with $554.6 million in the first half of 2023. Adjusted EBITDA was $407.3 million, remaining stable compared with $403.8 million in the first half of 2023. Net profit for the first half of 2024 attributable to the Company was $16.0 million, compared with a net profit of $24.7 million in the first half of 2023. Operating Cash Flow increased by 2.3% year-over-year up to $141.9 million. Quarterly dividend of $0.445 per share approved by the Board of Directors. Entered into a transaction agreement with California Buyer Limited, a private limited company controlled by Energy Capital Partners, for the acquisition of 100% of Atlantica's shares. August 1, 2024 – Atlantica Sustainable Infrastructure plc (NASDAQ:AY) ("Atlantica" or the "Company") today reported its financial results for the first half of 2024. Revenue for the first half of 2024 was $571.2 million, representing a 3.0% increase compared with the first half of 2023. Adjusted EBITDA was $407.3 million, remaining stable compared with $403.8 million in the first half of 2023. Operating Cash Flow was $141.9 million, a 2.3% increase compared with $138.7 million in the first half of 2023. CAFD was $119.0 million, a 4.5% decrease compared with $124.6 million in the first half of 2023. CAFD per share1 was $1.02, a 4.5% decrease compared to $1.07 in the same period of the previous year. Highlights (in thousands of U.S. dollars) For the six-month period ended June 30,   2024   2023 Revenue $            571,195   $             554,619 Profit for the period attributable to the Company                                     16,033                                     24,661 Adjusted EBITDA                                           407,334                                      403,828 Net cash provided by operating activities 141,862   138,670 CAFD 119,003   124,574 Key Performance Indicators   For the six-month period ended June 30,   2024   2023 Renewable energy       MW in operation2 2,203                          2,161 GWh produced3 2,674   2,803 Efficient natural gas & heat       MW in operation4  355   398 GWh produced5 1,217   1,230 Availability (%) 100.6%   97.0% Transmission lines              Miles in operation 1,229   1,229 Availability (%) 100.0%   100.0% Water                                       M ft3 in operation4 17.5   17.5 Availability (%) 101.1%   100.5% Segment Results (in thousands of U.S. dollars) For the six-month period ended June 30,   2024   2023 Revenue by geography          North America $               223,027   $          202,171 South America 92,936   91,513 EMEA   255,232   260,935 Total Revenue $               571,195    $          554,619 Adjusted EBITDA by geography                                                North America $               164,079    $          154,038 South America 71,325   74,428 EMEA 171,930   175,362 Total Adjusted EBITDA $               407,334    $          403,828 (in thousands of U.S. dollars) For the six-month period ended June 30,   2024   2023 Revenue by business sector                                                                                  Renewable energy $            409,682              $         411,210 Efficient natural gas & heat 71,580   54,810 Transmission lines 61,544   60,998 Water 28,389   27,601 Total Revenue $             571,195    $         554,619         Adjusted EBITDA by business sector       Renewable energy    $             286,492    $         292,570 Efficient natural gas & heat 53,767   44,006 Transmission lines 49,533   49,250 Water 17,542   18,002 Total Adjusted EBITDA $              407,334   $         403,828 Operational KPIs Production in the renewable business portfolio decreased by 4.6% for the first half of 2024 compared with the first half of 2023. Production increased in our U.S. solar assets mainly due to higher availability of the Solana storage system. Production also increased in our wind assets in the U.S. due to higher wind resource in the first half of 2024 compared to the same period of 2023. In South America, production increased due to higher production in our wind assets and to the contribution of solar assets that have recently entered into operation. In Spain, production at our solar assets decreased mainly as a result of significantly lower solar radiation. At Kaxu, production decreased due to the unscheduled outage that started at the end of September 2023. The plant, where we have 51% equity interest, restarted operations in mid-February 2024. Part of the damage and business interruption has been covered by our insurance policy, after a 60-day deductible. Our efficient natural gas and heat assets, our water assets, and our transmission lines, for which revenue is based on availability, continued at very high levels during the first six months of 2024. Liquidity and Debt As of June 30, 2024, cash at Atlantica's corporate level was $20.0 million, compared with $33.0 million as of December 31, 2023. Additionally, as of June 30, 2024, the Company had $266.3 million available under its Revolving Credit Facility ($378.1 million as of December 31, 2023) and therefore a total corporate liquidity of $286.3 million, compared with $411.1 million as of December 31, 2023. As of June 30, 2024, net project debt6 was $3.83 billion, which remained stable compared with $3.90 billion as of December 31, 2023, while net corporate debt7 was $1.17 billion as of June 30, 2024, compared with $1.05 billion as of December 31, 2023. As of June 30, 2024, the net corporate debt / CAFD before corporate debt service ratio8 was 3.9x. Dividend         On July 31, 2024, the Board of Directors of Atlantica approved a dividend of $0.445 per share. This dividend is expected to be paid on September 16, 2024, to shareholders of record as of August 30, 2024. Growth Update Regarding growth, some of the developments that have taken place during the second quarter of 2024 include: In May 2024, we entered into a 10-year PPA for Caparacena, a 27.5 MWDC/22 MWAC project in Spain. Total investment is expected to be between $16 million and $18 million, with COD expected in early 2026. We continue growing our pipeline of assets under development, which includes as of today approximately 2.29 GW of renewable energy and 6.3 GWh of storage. 24% of our pipeline is at an advanced development stage and 22% is expected to reach ready to build ("RTB") in 2024 or 2025. Proposed Acquisition On May 27, 2024, Atlantica entered into a definitive agreement pursuant to which California Buyer Limited, a private company incorporated under the laws of England and Wales controlled by Energy Capital Partners ("Bidco"), for the acquisition of 100% of its shares at $22 per share in cash, subject to the terms of such agreement (the "Proposed Acquisition"), concluding the strategic review. The Proposed Acquisition is to be completed pursuant to a scheme of arrangement under the U.K. Companies Act 2006 and is subject to, among other conditions, approval by Atlantica's shareholders of the scheme of arrangement, sanction of the Proposed Acquisition by the High Court of Justice of England and Wales, and regulatory approvals in different jurisdictions. The transaction is expected to close in the fourth quarter of 2024 or early first quarter of 2025. Upon the completion of the Proposed Acquisition, Atlantica will become a privately held company and its shares will no longer be listed on any public market. Appendix Information usually included as appendix to the Earnings Presentation has been included as appendix to this Press Release. Forward-Looking Statements This press release contains forward-looking statements. These forward-looking statements include, but are not limited to, all statements other than statements of historical facts contained in this press release, including, without limitation, those regarding our future financial position and results of operations, our strategy, plans, objectives, goals and targets, future developments in the markets in which we operate or are seeking to operate or anticipated regulatory changes in the markets in which we operate or intend to operate. In some cases, you can identify forward-looking statements by terminology such as "anticipate," "believe," "could," "estimate," "expect," "forecast," "intend," "may," "plan," "should" or "will" or the negative of such terms or other similar expressions or terminology. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements speak only as of the date of this press release and are not guarantees of future performance and are based on numerous assumptions. Our actual results of operations, financial condition and the development of events may differ materially from (and be more negative than) those made in, or suggested by, the forward-looking statements. Except as required by law, we do not undertake any obligation to update any forward-looking statements to reflect events or circumstances after the date hereof or to reflect anticipated or unanticipated events or circumstances. Investors should read the section entitled "Item 3.D—Risk Factors" and the description of our segments and business sectors in the section entitled "Item 4.B. Information on the Company—Business Overview," each in our Annual Report on Form 20-F for the year ended December 31, 2023, filed with the Securities and Exchange Commission ("SEC"), for a more complete discussion of the risks and factors that could affect us. Forward-looking statements include, but are not limited to, statements relating to: failure to realize the Proposed Acquisition or its expected benefits; uncertainties related to securing the necessary regulatory approvals, our Company's shareholders' approval, the sanction of the High Court of Justice of England and Wales and satisfaction of other closing conditions to consummate the Proposed Acquisition or the occurrence of any event, change or other circumstance that could give rise to the termination of the transaction agreement entered into with Bidco; risks related to diverting the attention of our management from ongoing business operations; significant transaction costs and/or unknown or inestimable liabilities, including the risk of shareholder litigation related to the Proposed Acquisition; Bidco's ability to fund the Proposed Acquisition; effects relating to the announcement of the Proposed Acquisition or any further announcements or the consummation of the Proposed Acquisition on the market price of our Company's shares; disruption from the Proposed Acquisition, making it more difficult to conduct business as usual or maintain relationships with customers, employees or suppliers; cash available for distribution ("CAFD") estimates, including per currency, geography and sector; debt refinancing; self-amortizing project debt structure and debt reduction; the performance of our long-term contracts; net corporate leverage based on CAFD estimates; the use of non-GAAP measures as a useful predicting tool for investors; proceeds from sale of assets; dividends; sale of electricity under PPAs; expected investments; investments in assets under construction and their respective commercial operation dates; proceeds expected from the sale of our equity interest in Monterrey and various other factors, including those factors discussed under "Item 3.D—Risk Factors" and "Item 5.A—Operating Results" in our Annual Report on Form 20-F for the year ended December 31, 2023 filed with the SEC and the forward looking statements sections under the Reports of Foreign Private Issuer on Form 6-K dated May 28, 2024, and July 16, 2024. Non-GAAP Financial Measures This press release also includes certain non-GAAP financial measures, including Adjusted EBITDA, CAFD and CAFD per share. Non-GAAP financial measures are not measurements of our performance or liquidity under IFRS as issued by IASB and should not be considered alternatives to operating profit or profit for the period or net cash provided by operating activities or any other performance measures derived in accordance with IFRS as issued by the IASB or any other generally accepted accounting principles or as alternatives to cash flow from operating, investing or financing activities. Please refer to the appendix of this press release for a reconciliation of the non-GAAP financial measures included in this press release to the most directly comparable financial measures prepared in accordance with IFRS. Also, please refer to the following paragraphs in this section for an explanation of the reasons why management believes the use of non-GAAP financial measures (including CAFD, CAFD per share and Adjusted EBITDA) in this press release provides useful information to investors. We present non-GAAP financial measures because we believe that they and other similar measures are widely used by certain investors, securities analysts and other interested parties as supplemental measures of performance and liquidity. The non-GAAP financial measures may not be comparable to other similarly titled measures employed by other companies and may have limitations as analytical tools. These measures may not be fit for isolated consideration or as a substitute for analysis of our operating results as reported under IFRS as issued by the IASB. Non-GAAP financial measures and ratios are not measurements of our performance or liquidity under IFRS as issued by the IASB. Thus, they should not be considered as alternatives to operating profit, profit for the period, any other performance measures derived in accordance with IFRS as issued by the IASB, any other generally accepted accounting principles or as alternatives to cash flow from operating, investing or financing activities. Some of the limitations of these non-GAAP measures are: they do not reflect our cash expenditures, future requirements for capital expenditures or contractual commitments; they do not reflect changes in, or cash requirements for, our working capital needs; they may not reflect the significant interest expense, or the cash requirements necessary, to service interest or principal payments, on our debts; although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often need to be replaced in the future and Adjusted EBITDA, CAFD and CAFD per share do not reflect any cash requirements that would be required for such replacements; some of the exceptional items that we eliminate in calculating Adjusted EBITDA reflect cash payments that were made, or will be made in the future; and the fact that other companies in our industry may calculate Adjusted EBITDA, CAFD and CAFD per share differently than we do, which limits their usefulness as comparative measures. We define Adjusted EBITDA as profit/(loss) for the period attributable to the Company, after previously adding back loss/(profit) attributable to non-controlling interest, income tax, financial expense (net), depreciation, amortization and impairment charges of entities included in the consolidated financial statements and including depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates (pro rata of our equity ownership). CAFD is calculated as cash distributions received by the Company from its subsidiaries minus cash expenses of the Company, including debt service and general and administrative expenses. CAFD per share is calculated as CAFD divided by the weighted average number of outstanding ordinary shares of the Company during the period (116,159,054 for the six-months ended on June 30, 2024, and 116,146,766 for the six-months ended on June 30, 2023). Our management believes Adjusted EBITDA, CAFD and CAFD per share are useful to investors and other users of our financial statements in evaluating our operating performance because it provides them with an additional tool to compare business performance across companies and across periods. Adjusted EBITDA is widely used by investors to measure a company's operating performance without regard to items such as interest expense, taxes, depreciation and amortization, which can vary substantially from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired. Our management believes CAFD and CAFD per share are relevant supplemental measurements of the Company's ability to earn and distribute cash returns to investors and are useful to investors in evaluating our operating performance because securities analysts and other interested parties use such calculations as a measure of our ability to make quarterly distributions. In addition, CAFD and CAFD per share are used by our management team for determining future acquisitions and managing our growth. Adjusted EBITDA, CAFD and CAFD per share are widely used by other companies in the same industry. Our management uses Adjusted EBITDA, CAFD and CAFD per share as measures of operating performance to assist in comparing performance from period to period on a consistent basis moving forward. They also readily view operating trends as a measure for planning and forecasting overall expectations, for evaluating actual results against such expectations, and for communicating with our board of directors, shareholders, creditors, analysts and investors concerning our financial performance. In our discussion of operating results, we have included foreign exchange impacts in our revenue and Adjusted EBITDA by providing constant currency growth. The constant currency presentation is not a measure recognized under IFRS and excludes the impact of fluctuations in foreign currency exchange rates. We believe providing constant currency information provides valuable supplemental information regarding our results of operations. We ...