2Consolidation

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. Associates and joint ventures are included in the financial statements in accordance with the equity method (share of equity).

List of interests

Fully consolidated companies

Joint ventures valued at equity

Associates valued at equity

The stated shareholdings represent the group shares attributable to the parent company Repower AG, Brusio.

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.

The direct shareholding in ESE Nurra S.r.l., a company held by the subsidiary Repower Renewable S.p.A., comes to 67 per cent. ESE Nurra S.r.l. is fully consolidated.

Under the contractual arrangements governing the interest in Elettrostudio Energia S.r.l., Grischelectra AG, Kraftwerk Morteratsch AG, Resol Ciminna S.r.l. and Terra di Conte S.r.l., all relevant decisions on these companies must be made unanimously by the parties involved. None of the parties involved can control the companies. They therefore constitute joint ventures that Repower values at equity.

Changes in scope of consolidation

In 2023, Repower AG established the subsidiary PLUG’N ROLL AG for its electric mobility offering to encourage independent growth in this sector. Repower holds 100 per cent of the shares in PLUG’N ROLL AG.

Repower Renewable S.p.A. founded the subsidiary Resol Ghislarengo S.r.l., in which the Group holds a 65 per cent stake, and the joint venture Resol Ciminna S.r.l. with a direct stake of 50 per cent (Group share 32.5 per cent) in order to expand renewable energy generation at solar installations in Italy. Resol Ciminna S.r.l. is valued at equity. The initial carrying value of the interest is CHF 13,030 thousand. CHF 47 thousand of this amount was paid in in cash, with the remainder contributed in kind. The contribution values measured at net market value exceeded the outgoing carrying amounts. This resulted in a gain that was realised in the amount of the partner’s share from a Group perspective and is reflected in the item Other operating income in the amount of CHF 7,347 thousand (see Note 4).

On 22 December 2023, Repower took a 20 per cent interest in the renewable energy company Elettrostudio Energia S.r.l. with the intention of promoting renewable energy in Italy. Repower shares the interest with a partner; the company is managed jointly. Repower values the interest at equity. The purchase price consists of a cash purchase price and an earn-out agreement, the financial impact of which is uncertain at the present time and the amount of which cannot be estimated with sufficient accuracy. The purchase price used for the determination of goodwill currently comprises a cash component of CHF 2,306 thousand, of which CHF 769 thousand are already recognised in cash in the 2023 financial statements and the remainder in January 2024. The goodwill of CHF 1,792 thousand recognised on acquisition is capitalised as a component of the interest and amortised over 5 years.

Changes in ownership interests

In 2023, Repower and other shareholders acquired the treasury shares previously held by esolva ag, of which those of Repower amounted to CHF 111 thousand. As part of this transaction, the percentage interest in the company used for the valuation was adjusted slightly from 42.05 per cent to 42.29 per cent.

In 2022, Repower Italia S.p.A. acquired 27.77 per cent of the shares of Erreci S.r.l. and 29.52 per cent of Erreci Impianti S.r.l. These two companies are predominantly involved in developing solar installations, from procuring the requisite materials and services to building the installation itself, and in reselling energy. The payments considered as purchase price components dependent on future events (earn-outs) as part of the initial consolidation were made in 2023 and are recognised as cash flow from investing activities in the consolidated cash flow statement in the amount of CHF 1,539 thousand . In 2023, the carve-out of non-operating assets already planned at the time of the takeover was implemented, increasing the interests in the two companies to 30.00 per cent each.

In the 2023 financial year, Repower unilaterally increased the capital of Roma Gas & Power S.r.l., which was already controlled on the basis of contractual arrangements. This measure led to an increase in its shareholding from 20 per cent to 90 per cent. Apart from a reclassification within equity between the minority and majority shareholders of the Repower Group, the transaction had no effect on Repower’s group balance sheet.

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 the group’s 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 to profit or loss.

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.