2.3Other significant event since the authorisation for publication of the financial statements by the Supervisory Board

PHOTOSOL FRANCE

On 17 December 2021, Rubis announced the acquisition of Photosol France, one of the independent leaders in photovoltaic energy in France.

Following the completion of the acquisition on 14 April 2022, Rubis holds 80% of Photosol, while the remaining 20% is kept by Photosol's founders and management. This transaction creates the foundation for the development of the Group’s activities in the renewable energy segment, alongside the historical energy distribution activities via Rubis Énergie (Retail & Marketing and Support & Services) and bulk liquid storage via the Rubis Terminal JV.

This new business unit should benefit from Photosol’s strong presence in France and Rubis’ international positioning.

Photosol is one of the leading independent developers and producers of renewable electricity in France with a capacity of 330 MW in operation, 145 MW under construction, an over 3 GW pipeline in projects as at the end of March 2022, and has more than 80 employees.

By retaining a 20% stake, Photosol's founders and senior managers remain committed to the company's development and pursue the objective of increasing installed capacity to 1 GW by 2025 and 2.5 GW by 2030, ensuring compound annual growth of EBITDA (1) of 40% over the 2022-2025 period.

 

Terms of the transaction and financial impact:

  • Cash payment of €385 million for an 80% stake, full consolidation of Photosol’s net debt of €362 million, with a total impact on Rubis’ consolidated net financial debt of €747 million euros proforma 2021.
  • The acquisition is fully financed by debt, resulting in a net debt/proforma EBITDA ratio of less than 2.5x.
  • In the short term, the acquisition will not have a significant impact on earnings per share (EPS), but Photosol’s EBITDA and contribution to profit will accelerate in the medium and long term.

 

 

(1)
Estimated annual EBITDA of Photosol of €25 million in 2022 (excluding IFRS 2 and IFRS 16), consolidated by Rubis from 1 April 2022 (over nine months in 2022).