2 Consolidation

Scope of consolidation

The present consolidated financial statements encompass the financial statements of Repower AG and all investments where Repower holds, directly or indirectly, more than 50 per cent of the votes or can exercise control in some other way. These investments are fully consolidated. Associated organisations and joint ventures are included in the financial statements in accordance with the equity method.

Overview of subsidiaries, associates and joint ventures

All subsidiaries, associates and joint ventures with the exception of Grischelectra AG, which closes its accounts on 30 September, close their accounts at the end of the calendar year.

Ovra electrica Ferrera SA, Trun, is a power plant company in which the local municipality holds a 51 per cent stake. The Repower Group bears full operating responsibility for this company via Repower AG, and sells 100 per cent of the energy generated on the market. The Repower Group thus exercises overall control and Ovra electrica Ferrera SA is fully consolidated.

In contrast to the share capital held, Repower exercises 30 per cent of the votes in Grischelectra AG and on the basis of contractual arrangements controls Grischelectra AG in conjunction with Canton Graubünden.

Under the contractual arrangements governing the interests in Kraftwerk Morteratsch AG and Terra di Conte S.r.l., all relevant decisions must be made unanimously. Kraftwerk Morteratsch AG and Terra di Conte S.r.l. are joint ventures.

Additions to the scope of consolidation

On 30 January 2020 Repower and additional partners established EVUlution AG with the goal of developing and marketing innovative products and services for energy utilities. The investment is initially recognised at CHF 428 thousand (see Note 17). Repower holds 42.75 per cent of the company, recognising it as an associate according to the share of equity.

In the first half of 2020 Repower Renewable acquired another 12 photovoltaic installations with total installed capacity of 14 MW by establishing SOLIS S.R.L. (on 6 March 2020), which in its turn bought ENERGEIA CODROIPO S.R.L and ENERGEIA VARMO S.R.L. (on 30 April 2020) and ENERGIA TRE S.R.L. (on 18 June 2020) and their existing installations in Italy. The acquisition belongs to the Market Italy segment.

With effect 31 December 2020, in North Rhine-Westphalia Repower acquired the company Windpark Bestwig-Berlar GmbH & Co. KG with a wind farm consisting of five turbines with a total capacity of 7.5 megawatts. With the withdrawal of the general partner, the assets of the company accrued to the acquirer, Repower Wind Deutschland GmbH, as the sole remaining shareholder, and the acquired company ceased to exist. The acquisition belongs to the Market Switzerland segment.

The table below summarises the material recognised amounts of assets acquired and liabilities assumed as well as the purchase prices of the acquired companies:

There were no additions to the scope of consolidation in 2019.

Transition from the equity method to recognition at cost

In March 2019 Engie New Business acquired an interest in tiko Energy Solutions AG by way of a unilateral capital increase. Repower’s interest in tiko Energy Solutions AG declined from 35.0 to 19.85 per cent. The existing investment and loan receivable that compose the net investment in the company are recognised at cost the recognised value is based on the equity value of Repower’s interest in the company at the moment the significant influence ceased to be exercised. Impairment of CHF 4,481 thousand on the investment and loan receivable resulting from the application of the equity method was reversed in 2019.

Transition from full consolidation to equity method

Since 1 October 2019 esolva AG, the former SWIBI AG, has no longer been recognised as a subsidiary, but as an associate in the consolidated financial statements.

EcoWatt AG, Sacin AG and SWIBI AG, all companies operating in energy services, were merged with effect 30 September 2019. The previous shareholders of EcoWatt AG and Sacin AG deposited their shares in return for new shares in SWIBI AG. As part of this transaction Repower sold shares in SWIBI AG towards payment of CHF 2,486 thousand.

Following the merger, Repower AG’s remaining interest in the capital and votes of SWIBI AG came to 42.05 per cent. The company was to be deconsolidated. On deconsolidation the carrying amounts of the assets and liabilities, as well as the share of minorities, are removed. The investment in the associate is recognised for the first time according to the share of the carrying value (CHF 2,396 thousand) of the net assets of SWIBI AG recognised at the time of derecognition.

The interim consolidation results in income of CHF 518 thousand, disclosed the prior year in the consolidated income statement under other operating income. Net cash outflow of CHF 2,313 thousand is disclosed in the cash flow statement for 2019 in the item disposals of group companies (less cash and cash equivalents) under cash flow from investing activities.

The material balance sheet effects are shown in the following table:

Changes in the ownership interests without loss of control

On 1 January 2019 the wholly-owned subsidiary Lagobianco SA was merged into Repower AG.

In 2019, non-controlling interests were acquired in ESE Salento S.r.l. and ESE Nurra S.r.l. A net cash outflow of CHF 554 thousand is offset by non-controlling interests of CHF 700 thousand. The difference was allocated to the majority shareholder’s capital.

Consolidation method

Capital consolidation is done in accordance with the purchase method. When an entity is purchased its assets and liabilities as of the date of acquisition are revalued in accordance with uniform group principles. Any remaining goodwill (the difference between the purchase price and the share of equity) is capitalised and amortised over five years or a maximum of 20 years. Assets and liabilities and income and expenses at fully consolidated entities are integrated in their entirety in the consolidated financial statements. Minority interests in the equity and minority interests in the profits of fully consolidated entities are stated separately.

Intragroup receivables and liabilities, income and expenses and investments are netted out and interim gains eliminated. Investments in associates and joint ventures are accounted for using the equity method.

Conversion of foreign currencies

Each group company determines the functional currency in which it draws up its individual financial statements. Company financial statements in foreign currencies are converted as follows: assets and liabilities at the closing rate on the balance sheet date, equity at historical rates. The income and cash flow statements are converted at the average rate for the year. The resulting translation differences are recognised directly in equity. On the disposal of entities the translation differences attributable to them are reclassified in the consolidated statement of changes in equity from accumulated translation differences to retained earnings.

Foreign currency transactions contained in the individual financial statements of consolidated entities are converted at the relevant daily rate, and foreign currency balances are converted on the closing date at the closing rate on the balance sheet date. The resulting differences in rates are recognised in profit or loss.

The following exchange rates were used for the most important foreign currency:

Cash flow statement

The cash and cash equivalents fund forms the basis of the consolidated cash flow statement. Cash flow from operating activities is calculated by the indirect method.