THEOLIA : THEOLIA: smooth sailing

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On Friday, 22 December, Theolia finalised the acquisition of the German wind power specialist: Natenco.
This acquisition tops of an excellent year for Theolia as it proceeds with its growth strategy:

  • ¤55 million new share issue managed by Société Générale and BNP Paribas, with the active assistance of the Dutch AEK
  • Transfer from the unregulated market to Eurolist B (a move awarded by industry professionals at the end of the year)
  • Disposal of the environmental services unit
  • New focus on wind power
  • Acquisition of several wind farms in Germany
  • Acquisition of Almeria, a Spanish project to build a wind farm with a capacity of nearly 60 MW
  • Several building permits granted in France
  • Implementation of step-up equity financing (PACEO) with Société Générale
  • Admitted to the SBF 250
  • Acquisition of Natenco

Initiated by Jean-Marie Santander, CEO of Theolia, this intensive value creation strategy focused on wind power has won the support of the Board of Directors and shareholders.

Jean-Marie Santander commented: "With the acquisition of Natenco, we are building a new international wind power group that is active simultaneously in three core businesses: the development and construction of turnkey power plants, the construction and operation of facilities for third parties and the construction and operation of our own wind farms. The acquisition of Ventura in mid 2005 helped Theolia clinch its position in France. With the acquisition of Natenco, the new Group will impose itself internationally as a key player in this market."


About Natenco:

Natenco was created in 2000 by Willy Balz. Its core business is the development, construction and operation of wind powered electricity generators for third parties. To date, Natenco has built numerous wind farms for third parties with a total installed capacity of over 140 MW. Natenco continues to manage these wind farms, which generate recurrent sales over a 20-year period. Natenco also builds wind power plants for its own use with an installed capacity of 25.6 MW, including a 6 MW wind farm in Corsica.
Natenco also builds small-capacity wind powered generators for sale to individuals. This strategy generates comfortable margins.

In 2006, Natenco will have built 17 wind farms with a total of 38 masts and installed capacity of 50 MW, with unit capacity ranging between 600 kW and 7,500 kW. Management is forecasting sales of over ¤75 million, in addition to revenues generated by three activities: 1) management of third-party wind farms (140 MW), 2) operation of its own wind farms (25 MW) and 3) third-party sales by Natenco SAS in France (45 MW).
Natenco also decided to "export" its know how internationally. The first international subsidiary was Natenco SAS in France, followed by other subsidiaries in the Benelux countries, Greece, the Czech Republic, Brazil and India. The founder is determined to continue duplicating this model, unique in Europe, to other countries which have set ambitious targets for wind power, providing a major source of value creation for the Group.
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The past consolidated financial statements for the Natenco Group (excluding Natenco SAS) were as follows:

(¤ thousands) 2005 2004
Sales 56.975 53.590
EBITDA 10.845 7.863
Net profit 6.904 3.244
Fixed assets 40.210 33.727
Current assets 87.171 66.769
O/w cash surplus 42.477 26.973
Equity 21.824 14.924
Current liabilities 105.557 85.572

Note: These financial statements were audited by Mazars Revision und Treuhand GMBH

Willy Balz, founder of Natenco, stated: "I decided to sell Natenco because my personal financial resources no longer sufficed to cover the needs of the company, notably given its working capita requirements. I am delighted by the partnership with Theolia, which I have observed from its creation through its rapid but well-managed growth. Several key European players were also acquisition candidates. I decided on the Theolia Group because I am convinced that Natenco offers Theolia's management a unique opportunity to create value. The new Group will become a central player in wind power internationally. As a sign of my confidence, I have increased my stake in Theolia (today I am the biggest shareholder with a 17.56% stake in Theolia) and will stay on board alongside Jean-Marie Santander as co-chairman of the Natenco Group. I have also concluded a long-term partnership agreement with Theolia."

The ¤105 million acquisition price for Natenco was paid in Theolia shares and in cash from the Group's share capital and through the creation of a step-up equity financing agreement (PACEO) with Société Générale. The seller granted Theolia a seller's credit of ¤37.4 million, of which ¤20 million is to be repaid on 15 March 2007 and ¤17.4 million on 15 April 2007. By 15 February 2007, the seller must choose between payment in shares or cash, with a limit of ¤20 million, for the part of the payment due on 15 March 2007. If the seller opts for the share offer, the founder's stake would total about 23.07%.

Jean-Marie Santander noted: "After the Ventura merger, Theolia's alignment with Natenco clearly expresses the Group's strategy of pursuing the current concentration movement in the sector. Further moves will undoubtedly follow."
The year 2006 was particularly rich for the Theolia group. I would like to take this occasion to thank all of those who have shown me their confidence and support: employees, board members, shareholders, the banks, AEK, etc. Without their unconditional support, Theolia would never have been so successful.
It also looks like 2007 will be an excellent year. We will continue to develop Ventura and to strengthen Natenco's international presence. We will also develop our Spanish subsidiary, Theolia Iberica, by providing management with the resources it needs to expand. The new CEO, Juan Boveda, a former banker notably with the Caixa and Banco Santander groups, and his team should contribute to the development of this subsidiary.
We will also seek to develop business in the UK and Scandinavia. Arne Lorenzen, a former employee with the German Plambeck and Executive Vice President of Theolia, will be responsible for engineering the new Theolia Group's move into these countries."

Maintaining the dynamic momentum of the year 2006, in 2007 the new Theolia Group will become a key international player in the sector. As of the beginning of the year, Theolia will file a reference document with AMF, the French financial market authority, outlining the Group's characteristics, risks, targets and strategy.


THEOLIA

Theolia specialises in wind power in the fast-growing market for renewable energy production. The Group has developed expertise in all phases of wind power projects from development and design to turnkey construction and operation.

Listed on Euronext Paris (Eurolist B), Theolia is supported by EnR development incentives set up by member countries of the European Union. Through its financial performance and commitment to improve the environment, Theolia offers investors the possibility of combining economic growth, sustainable development and the fight against climate change.

For more information:

THEOLIA
Jean-Marie Santander
CEO
jean-marie.santander@theolia.com

Graham Fairbank
Communications
graham.fairbank@theolia.com

THEOLIA
Société anonyme à Conseil d'Administration. Registered capital 25.403.531¤
Head office: Parc de la Duranne - 860 rue René Descartes
Les Pléiades Bât F - 13795 Aix en Provence cedex 3
Tél : + 33 (0)4 42 904 904 - Fax : + 33 (0)4 42 904 905 - www.theolia.com
THEOLIA is listed on Eurolist B, Euronext Paris, code: TEO © Copyright Actusnews Wire
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