Europlasma Capital Goods / France Document generated on the 03/05/2016 Funded green ambitions KEY DATA 12/13A 12/14A Adjusted P/E (x) Buy Upside potential : 101% Target Price (6 months) 1.42 Share Price € 0.71 Market Capitalisation €M Price Momentum Extremes 12Months Bloomberg ticker 49.0 UNFAVORABLE 0.53 1.25 ALEUP FP 12/15E 12/16E 12/17E -1.63 -2.92 ns 14.0 7.56 Dividend yield (%) 0.00 0.00 0.00 0.00 0.00 EV/EBITDA(R) (x) -7.84 -9.72 11.5 2.55 -0.31 Adjusted EPS (€) -0.60 -0.57 0.00 0.05 0.09 Growth in EPS (%) n/a n/a n/a n/a 85.4 0.00 0.00 0.00 0.00 0.00 12,572 8,983 17,900 57,173 82,785 -72.7 ns -1.34 7.48 11.1 -12,254 -25,902 -140 4,961 7,600 -120 -270 -0.57 13.9 14.4 744 34.1 -43.8 -63.6 -57.4 Dividend (€) Sales (€th) Operating margin (%) Attributable net profit (€th) ROE (after tax) (%) Gearing (%) Last forecasts updated on the 10/06/2015 Benchmarks Values (€) Upside Weight 1.90 168% 35% DCF NAV/SOTP per share 1.40 97% 20% EV/Ebitda Peers 1.42 100% 20% P/E Peers 1.36 92% 10% Dividend Yield Peers 0.00 -100% 10% P/Book Peers 1.20 69% 5% 1.42 101% 100% TARGET PRICE Conflicts of interest Corporate broking NO Trading in corporate shares NO Analyst ownership NO Advising of corporate (strategy, marketing, debt, etc) NO Research paid for by corporate YES Provision of corporate access paid for by corporate NO Link between AlphaValue and a banking entity NO Analyst Brokerage activity at AlphaValue NO Pierre-Yves Gauthier [email protected] Client of AlphaValue Research NO @ corporate.alphavalue.com +33 (0) 1 70 61 10 50 [email protected] Contract research, paid for by the above corporate entity. Equity research methods and procedures are as applied by AlphaValue. Target prices and opinions are thus exclusively determined by those methods and procedures. ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Contents Recent Updates.................................................................................................................... 3 Body of research.................................................................................................................. 6 Target Price & Opinion.................................................................................................... 7 Businesses & Trends...................................................................................................... 8 Money Making................................................................................................................. 10 Debt................................................................................................................................. 12 Valuation......................................................................................................................... 13 DCF................................................................................................................................. 15 NAV/SOTP...................................................................................................................... 16 Worth Knowing................................................................................................................ 17 Financials........................................................................................................................ 18 Pension Risks.................................................................................................................. 25 Governance & Management........................................................................................... 27 Graphics.......................................................................................................................... 29 Methodology......................................................................................................................... 32 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 2 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Recent Updates May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 3 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Updates 09/03/2016 Liquidity sorted and good revenues on non-energy businesses Earnings/sales releases Fact Europlasma posted €14.1m in revenues for 2015, up 57% on an admittedly painful previous year when a newlyappointed management had to deal with delayed sales, massive losses and a very weak balance sheet. The small energy group in the making has also organised for an extra €10m of fresh financing (“equity line”) to see it through the protracted completion of its prototype energy unit, CHO Power. Analysis Europlasma has been rather quiet over the bulk of 2015. Its management indeed concentrated on delivery not only on its headline investment, the CHO Power prototype that will lead to a fleet of similar waste to energy projects, but also on its other business lines that were prone to slippage. 2015 sales point towards some success in this respect. The actual sales at €14.1m are somewhat below our blue sky estimates at €17.9m but are nevertheless sending positive vibrations where it matters. The first such signal is with Inertam/Asbestos treatment that managed to gain 19% to €11.3m. Our own €12m was without a good grasp of the maintenance constraints. The business seems on a sound footing for 2016. The second positive signal is derived from the parent company that happens to be an engineering unit on top of a manufacturing one for plasma torches. 2015 sales at €2.2m are somewhat above our own €2m, although driven by one Chinese contract (€1.7m). More seems in the 2016 pipeline. The last leg, the energy promise, is a brain twisting exercise. It had negative sales in 2014 (-€0.6m) and posted a positive €0.6m this year. More detailing is required but, as a reminder, this business is booking both engineering projects’ revenues (delayed) and plant operation revenues (delayed and below AlphaValue’s expectations). So that the €3.9m that we booked at the beginning of 2015 are far off the mark. This is frustrating but the key is that management has successfully faced another series of technical hiccups and convincingly so, so that it has managed to secure extra financing (read below). It is also good news that replicates of the prototype are continuing to make good progress (four sites at different stages of planning). They obviously take on board all the learning curves of 2015. 2015 proved to be another year of hard work as management quickly realised that necessary changes made to the initial design had knock-on effects, resulting in protracted delivery calendars. However the” Final Acceptance with Reserves” received by December 2015 is a definitive turning point as the unit can now churn power (i.e. collect revenues). The “reserves” do not appear to be stumbling blocks. New funding Europlasma has secured another €10m in fresh equity, in two equal tranches at an issue cost of 8%. This is a rightsless capital increase on tap, organised by Kepler Cheuvreux which is providing the funding and takes the built-in risk of placing the newly-issued equity on stream. This comes on top of: 1) the near €40m that was raised over two years ago (partly through debt conversion) to pay for the considerable delays having marred the energy project and compounded by underfunding, and 2) a €5m convertible issued as a private placement last December (three years, 6% coupon, forced conversion call at 130%). As a reminder the 2014 capital increase was beefed up by the award of two lines of warrants to 2017 (@0.8) and 2019 (@1.3) possibly netting up to €40m extra. Europlasma’s shareholders have been asked a lot and need to participate in successive fund raisings to avoid steep dilution. Impact Europlasma’s management has managed in two years to set up an equity financing in line with the risky nature of the energy projects. This needs to be commended as it is not easy to keep one’s nerves in such complex projects and make sure the teams deliver. The 2015 actual earnings delivery is a big unknown, it is likely to be deeply negative given long cycles of industrial optimization, but evidence of growth and sound liquidity should provide investors with comfort. May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 4 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Updates 28/07/2015 Opinion change, due to market moves, from Add to Buy 10/06/2015 Green ambitions now funded Change in Opinion Add vs Buy The target price is lowered after taking on board: the full extent of 2014 losses (a kitchen-sinking exercise in some respects); a more cautious timetable on new power plants and the recognition that those more cautious plans rely on the full exercise of existing warrants. Change in EPS 2015 : € 0.00 vs 0.04 2016 : € 0.05 vs 0.13 ns -60.0% EPSs are driven by a recovery of the waste processing unit and by engineering works on a first new power plant. Little of that second leg will be booked in 2015, thereby pushing back earnings by about 6 months compared to our previous expectations. The same delay has a compounded impact on 2016 when a second new plant is launched. Change in NAV € 1.40 vs 1.24 +13.0% Delays in engineering work and delivery are offset from a valuation standpoint by higher earnings expected from waste management and higher multiples on the power generation side. We have also allowed for tax loss carry forwards. Change in DCF € 1.84 vs 2.25 -18.1% Discounted cash flows suffer from pushing back new power generation projects and the corresponding EPC margins. May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 5 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Body of research May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 6 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Target Price & Opinion Stock Price and Target Price Earnings Per Share & Opinion May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 7 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Businesses & Trends Businesses & Trends Founded in 1992 to market plasma torch technology, Europlasma offers solutions to major environmental issues: waste management and renewable energy production. Since 2013, the company has narrowed down to three divisions: 1) the design and development of plasma torch systems which are generally sold with operational maintenance contracts. The entity rechristened “Europlasma Industries” in 2014 also sells export licences (Japan, South Korea); 2) Renewable Energies through the design, construction and operation of power generation solutions from waste and biomass through production sites which it operates but only partly owns. Engineering & Construction is handled by CHO Power. Operation has been handled by CHOPEX from mid 2014; and 3) Hazardous Waste (Inertam) is dedicated to handling asbestos and hazardous waste such as low radioactive waste. It operates its own kilns for that purpose, powered by plasma torches. Another unrelated engineering business (Europe Environnement) was divested in 2013. Europlasma’s business model has been in transition since 2011 with a hard push into “green” electricity combining plasma torch and waste/biomass to produce a clean gas which is then converted into electricity. The heart of the Europlasma proposition is the gas cleaning phase that relies on plasma torches. Clean gas means efficient subsequent conversion into power currently through heavy duty internal combustion engines driving power generators. The thermal and electrical efficiency from waste to power is attractive to financial investors per se but also because alternative power sources tend to be subsidised as low carbon producer units (better conversion means less carbon). Europlasma has thus a competitive advantage due to a powerful technological barrier to entry: the plasma torch technology and related patents that improves the quality of the gas generated from waste/biomass. Green power offers considerable growth potential as waste to power schemes appear to be much in demand and heavily subsidised while technological progress brings down costs quickly. Green electricity has been the bold ambition of the group … with all the painful experiences attached to developing a frontier technology. By 2015, the group is about two years late on its initial schedule. Up to mid 2014, CHO-Power comprised all the activities linked to this new business (engineering, design, building, operations, maintenance). From mid 2014, the segregation of the power plants operations into a new company (CHOPEX) is helpful as EPC and O&M are obviously two very different business models (see next section). The Europlasma parent company business is essentially to design plasma torches and torch-related solutions used in various processes. The technology is well established, there are few competitors but it is up to Europlasma’s engineers to find new clients and usage. The new management team at Europlasma since early 2014 has been shaking up that tree that had gone somewhat soft. One such usage, getting rid of asbestos by melting it into an inert component, has considerable potential and has been internalised through the Inertam operation. Inertam has the only site registered in France for asbestos waste vitrification. The business is clearly driven by tighter regulations around hazardous waste which have vastly increased opportunities. Inertam is running on scarce capacities but is also confronted with downtime for relining kilns with refractory materials. Here again the new management has come to grasp with a lack of urgency to ensure the assets were meant to sweat a bit more. More on the green power scheme: The CHO-Power/Renewable Energies prototype industrial facility built at Morcenx (near Bordeaux) produces clean biomass gas, thanks to the plasma torch. This gas is used in a gas-powered engine to deliver electricity to EDF and heat to local wood-drying facilities. The global thermal yield is excellent at 75% but, in early 2013, the pilot plant failed on its gasifier, an on-the-shelf, thirdparty manufactured but central piece of kit. This has effectively brought to a halt the project that should have been running at full capacity by H2 13. The pilot, due to be delivered by summer 2015, is effectively two years late. The Europlasma-engineered bits performed as expected but it appears after considerable accumulated pains that funding this bold move on a shoestring was a recipe for disaster. This has had major funding implications with a massive recapitalisation (€36m) by late 2014 (see Debt section). Europlasma has few competitors in the waste to energy field. It is worth mentioning that its incremental approach is actually less risky that going for size as Plasco (Ottawa) tried and failed to achieve. Power is sold to EDF under a 20-year guaranteed-price contract. Pricing depends on the total electrical & thermal output obtained, knowing that each additional percentage point of output above 50% efficiency gives the right to a €1 increase per MWh relative to the base tariff of €125/MWh. Hence, for a total yield at 75% already at hand, the facility can sell its electricity for €150/MWh. Europlasma has big plans to expand from the Bordeaux-based pilot project to other sites, with two close to completing the authorisation process in France. Eight in all are planned with the backing of a financial investor as the corresponding capital costs are beyond Europlasma’s resources. Similar plans in the UK seem to be on the back-burner as the engineering team is clearly stretched. The very nature of power generation means that these projects can be highly leveraged but again the balance sheet of Europlasma is just not strong enough as eight projects would mean a c.€350m investment. May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 8 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Businesses & Trends 2014, after an already catastrophic 2013, showed indeed that execution risks on power production are enormous with a €26m loss on €9m sales (down 29%). As a result of the prototype mishap, the company has changed its governance substantially over the last 18 months and completed by 2015 a deep financial restructuring matched by a reassessment of its legal organisation. One key aspect of the new management’s efforts is to make sure that the company is less of a development engineer and more focused on selling the existing technologies. The pilot project is expected to be up and running by mid 2015 so that it can be “handed over” to the operating company and produce MWh. This should trigger all sorts of positive implications for the implementation of the renewable energy strategy. Divisional Breakdown Of Revenues Change 15E/14 Sector Engineering, Torch (Europlas... Renewable Energy (CHO-P... Toxic Waste Management (In... Air & Gaz (Europe Environne... Other Industry Specific Equipment Alternative Power Sources Waste Mgt & Recycling Gases & Liquid Process. Total sales Change 16E/15E 12/14A 12/15E 12/16E 12/17E 117 2,000 4,000 8,000 1,883 21% 2,000 5% -596 (1) 3,900 (1) 40,173 61,285 4,496 50% 36,273 92% 9,461 12,000 13,000 13,500 2,539 28% 1,000 3% 0.00 0.00 0.00 0.00 0 0% 0 0% €th of % total €th of % total 0.00 0.00 0.00 0.00 0 0% 0 0% 8,982 17,900 57,173 82,785 8,918 100% 39,273 100% Key Exposures 1. Construction and subsequent operation of the energy production sites Sales By Geography Revenues Costs Equity Dollar 6.0% 3.0% 3.0% Europe Emerging currencies 1.0% 0.0% 0.0% Americas 1.0% 25.0% 0.0% 0.0% Asia 2.0% Long-term global warming 97.0% We address exposures (eg. how much of the turnover is exposed to the $ ) rather than sensitivities (say, how much a 5% move in the $ affects the bottom line). This is to make comparisons easier and provides useful tools when extracting relevant data. Actually, the subject is rather complex on the ground. The default position is one of an investor managing in €. An investor in £ will obviously not react to a £ based stock trading partly in € as would a € based investor. In addition, certain circumstances can prove difficult to unravel such as for eg. a € based investor confronted to a Swiss company reporting in $ but with a quote in CHF... Sales exposure is probably straightforward but one has to be careful with deep cyclicals. Costs exposure is a bit less easy to determine (we do not allow for hedges as they can only be postponing the day of reckoning). How much of the equity is exposed to a given subject is rarely straightforward but can be quite telling In addition, subjects are frequently intertwined. A $ exposure may encompass all revenues in $ pegged currencies and an emerging currency exposure is likely to include $ pegged currencies as well. Exposure to global warming issues is frequently indirect and may require to stretch a bit imagination. May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 9 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Money Making Money Making Renewable Energy is a complex business model and one that is in transition. This transition has had enormous costs in 2012, 2013 and 2014 with losses of respectively €22m, €12m and €26m. The 2014 losses include some foreseeable 2015 losses as the new management decided to take a somewhat more cautious view. We reckon that Europlasma will do well if it breaks even in 2015. Genuine cash results are expected from 2016, or more than six years after launch and with a 2-3 year delay. Europlasma’s immediate challenge is to turn its pilot power generation plant into a cash machine. The target delivery date of the pilot plant to its owner at nominal performance is mid 2015 after a long series of misfiring broadly linked to too tight a budget. Summer 2015 should confirm that the pilot works. Then, and only then, will there be another challenge: to turn the working technology into a park of power sites in which Europlasma has three economic returns: as builder, as operator and as shareholder. Indeed much is at stake with the pilot unit as Europlasma has the external financing assigned to replicate the Morcenx scheme in France and Europe. It deems that site authorisations should not be a constraint as these projects are supported by local authorities. The next two (Tiper and Locminé are in Western France). Its drive, in addition to the build and management contracts with proper margins (c.10-15%), is to expand its equity holdings in future sites from an initial 25% to 40% when each plant reaches agreed performance metrics. This amounts to a call option dimension for Europlasma’s shareholders as the percentage ownership of plants is a function of the output performance and will determine future dividend incomes from those plants. The economic model for green energy remains a complex one, combining innovative technology and the high leverage that comes with near certain flows, in a combination of debt and high reliance on third-party equity financing (which is another form of debt in effect). For its CHO Morcenx pilot project, Europlasma has set up a series of contracts where it builds and operates but only owns a minority shareholder position in the underlying assets (25% to be expanded to 45% conditional to performance) after stumping up 10% of the project value (c. €42m per unit). This amounts to “leverage squared” with the risks of a blow up being devastating, as fully experienced in 2013 and 2014. The underfinancing in 2013 meant that Europlasma had to go for a full recapitalisation in 2014 (see Funding section.) The renewable division’s (CHO Power) cash flows combine the margins on construction with those of operations to which would need to be added the dividend possibly paid by the operating unit out of its excess cash flows. This is a reasonable assumption as financial partners are likely to be collecting their dues this way. Power generation earnings are thus driven by a stream of engineering (EPC) revenues and management-type ones for the actual operation of the plant. The 2015 and 2016 outlook is one of EPC-type profits as the new plants will be operational only by the end of the period. From 2014, the two sides of the business are to be separated into two distinct legal entities: CHO Power for EPC operations, and CHOPEX for the operation of the existing plants. This improved clarity is welcomed. It has yet to be implemented in reporting to investors. By mid 2015, the CHO unit had two ongoing projects for Morcenx type plants. The first, Tiper, would have see the first construction steps by the close of 2015. All authorisations have been cleared including the purchase by EDF at attractive prices. The second one at Locminé is a JV with ENRgy. The permit applications have been presented to local authorities. Waste management is simpler. In 2013, Europlasma simplified its legal set up so that other businesses are also simpler to read. This is the case of Inertam, now fully focused on the processing of dangerous waste (asbestos mostly). In 2013 and 2014, Inertam had to refurbish its units so processed tonnage was not as strong as could have been the case but waste processing volumes have nevertheless accelerated very substantially, admittedly from a very low base according to the new management. The potential returns are high due to scarcity of treatment capacities and increasingly tough legislation that aims at destroying asbestos as opposed to burying it. This is potentially a money-spinner with EBITDA margins in the 25% region. Of note, the by-product of asbestos burning is a glass-like material that has heat retention features which makes it attractive for heating systems. Where Inertam provides a service, Europlasma’s parent company, by contrast, is instead an engineer that explores the many uses of the plasma torch. This is a complex field with few competitors providing industrial usage equipment. Interesting co-developments, such as with Kobe Steel concerning fluidified combustion beds, are promising but are long lead-time projects. This part of the business is in effect a form of R&D on request. Management is keen to turn this into immediate revenues through consultancy/engineering work in all industries concerned with ultra-high temperatures. All in all, the earnings pattern has been one of further adjustments in 2014 with again, kitchen-sinking type, enormous one-offs as in 2013. The firm would have gone under without the recap. Earnings visibility remains low for 2015 as it depends on the timetable for May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 10 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Money Making the transfer of the CHO Morcenx to its rightful owner even though the risks of mishaps appear better contained. Earnings will take off from 2016 with Inertam back on track and with the engineering phase attached to the new energy plants turning out attractive EPCtype margins. As a summary to the business model, Europlasma combines the business of hazardous waste processing (services, now), of engineering (construction, to accelerate) and energy production management (services, future). Divisional Operating result 12/14A 12/15E 12/16E 12/17E Change 15E/14 €th Change 16E/15E of % total €th of % total Holding, R&D, Engineering, Torch (Europlasma) -5,478 200 1,000 1,600 5,678 25% 800 18% Renewable Energy (CHO-POWER) -14,358 -1,140 1,976 5,893 13,218 58% 3,116 69% -3,094 700 1,300 1,700 3,794 17% 600 13% 0.00 0.00 0.00 0.00 0 0% 0 0% -10.0 0.00 0.00 0.00 10 0% 0 0% -22,940 -240 4,276 9,193 22,700 100% 4,516 100% Toxic Waste Management (Inertam) Air & Gaz (Europe Environnement) Other/cancellations Total Divisional Operating result margin Renewable Energy (CHO-POWER) Toxic Waste Management (Inertam) 12/14A 12/15E 12/16E 12/17E ns -29.2% 4.92% 9.62% -32.7% 5.83% 10.0% 12.6% -255% -1.34% 7.48% 11.1% Air & Gaz (Europe Environnement) Total May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 11 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Debt Debt By late 2014, Europlasma had recovered the necessary breathing space for the pursuit of its capital-intensive projects through a large and successful rights issue of c. €40m. This is supposed to see Europlasma through both its immediate financing problems and the funding of its share in new power projects. By 2015, the net cash position of the group could be €24m, mostly accounted for by the exercise of the first layer of warrants jointly issued with the last rights issue. Recent financing history: On 1 December 2010, Europlasma signed a shareholder pact with a major private equity player specialised in renewable energy. This pact grants extended first say on projects similar to that of the pilot, known as CHO Morcenx. The principle is that Europlasma is funding 10% of the cost of energy sites (about €4m per project) and gets 25% of the equity/profit sharing. This figure rises to 35% once operational performance exceeds certain levels. Europlasma successfully launched two capital increases raising a total of €6.3m on 12 July 2010 to finance part of its share of the construction of the first power facility. The company contracted a €6.2m bank loan (of which €1.2m pledged) over 12 years and at a fixed interest rate (4.4%) to finance the civil engineering works and related building materials for the pilot project at Morcenx. By 2012, the massive losses recorded in that year led debt to shoot up to €20m from c.€4m. The equity base contracted to €14m from €35m so that the close of 2012 was a painful one in balance sheet terms. 2013 net debt reflected the absence of additional projects but also the deconsolidation of Europe Environnement which had c.€7m net debt, mostly made up of financial leases. The short-term financing, provided most notably by Credit Suisse Europlasma LLP for c. €5m, has rapidly proved to be too expensive a bridge so that the urgent step was to inject fresh equity. The initial c.€4.4m raised in early 2014 has been complemented by a c. €35.9m increase in November 2014 (including debt conversion) with more to come in the shape of two tranches of warrants if and when they are exercised (€23m and then €18.8m). As of May 2015, the dilution linked to these warrants was allowed for from 2015 for the first tranche and 2017 for the second one (B warrants). Funding - Liquidity 12/14A 12/15E 12/16E 12/17E EBITDA €th -11,176 3,860 8,376 13,293 Funds from operations (FFO) €th -16,985 4,960 9,476 11,115 Ordinary shareholders' equity €th 16,793 31,975 39,570 65,984 Gross debt €th 13,000 11,000 10,000 4,000 o/w Less than 1 year - Gross debt €th 8,000 3,000 3,000 4,000 o/w 1 to 5 year - Gross debt €th 5,000 5,000 4,000 of which Y+2 €th 2,000 of which Y+3 €th 2,000 of which Y+4 €th 1,000 o/w Beyond 5 years - Gross debt €th 3,000 3,000 + Gross Cash €th 17,299 34,694 36,670 53,084 = Net debt / (cash) €th -4,299 -23,694 -26,670 -49,084 Bank borrowings €th 11,000 2,000 2,000 2,000 Financial leases liabilities €th 0.00 0.00 Other financing €th 2,000 9,000 8,000 2,000 Gearing (at book value) % 34.1 -43.8 -63.6 -57.4 Adj. Net debt/EBITDA(R) x 0.38 -6.14 -3.18 -3.69 Adjusted Gross Debt/EBITDA(R) x -1.70 4.40 2.15 1.05 Adj. gross debt/(Adj. gross debt+Equity) % 53.1 34.7 31.3 17.5 Ebit cover x -7.64 2.40 -42.8 -91.9 FFO/Gross Debt % -89.5 29.2 52.6 79.4 FFO/Net debt % 395 -20.9 -35.5 -22.6 FCF/Adj. gross debt (%) % -92.5 10.3 47.1 65.1 (Gross cash+ "cash" FCF+undrawn)/ST debt x -0.03 12.2 15.0 15.5 "Cash" FCF/ST debt x -1.90 0.59 2.83 2.28 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 12 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Valuation Valuation In 2014, Europlasma had two equity issues: one for €4.4m in February and the second in November. Europlasma’s second recapitalisation was a vast one with the issue of €27.8m fresh equity out a €36m total (the balance being debt conversion), likely complemented by the exercise of two tranches of equity warrants (€23.1m if fully exercised for the first, €18.8m for the second tranche). The two series of warrants have been allowed for in our EPS forecasts. The number of shares would thus shoot from 23 million at the beginning of 2014 to about 112 million if and when the warrants are exercised. The first tranche with a strike at €0.8 stands more than a fair chance of being exercised before the close of this year as it is in the money and entails a call option at €0.01 held by the issuer before September 2015 if the share trades above €1.05, which is in effect a strong incentive for warrants holders to exercise their warrants. The second tranche with a strike at €1.3 is a more distant perspective (up to November 2019) but we have allowed for a full exercise by 2017. Indeed, as we are of the view that the “raison d’être” of Europlasma is to expand its energy production assets, the equity stemming from the warrants exercise will be needed to fund the minority share that Europlasma will have anyway in the next seven projects. The valuation itself is made more complex by the shift in Europlasma’s business profile, as the initial manufacturer of capital goods, plasma torches, has effectively moved into the operation of this know-how (green energy production), the capital intensity of which implies complex funding schemes. On top, there are different margin layers as Europlasma’s energy business combines the engineering bit and the operating bit. Let us remind what those businesses entail from a valuation stand point: Europlasma torch manufacturing business can be regarded as a capital goods supplier. Inertam (hazardous waste)’s valuation is also rather simple. It has set up burning capacity and is being paid to process waste. As it is a scarce resource, its processing margins are strong because prices hold. This amounts to valuing a waste processor with firm prices and regulation-dependent growth prospects. CHO Power is somewhat more complex because it reflects the transition from an engineering capacity (designing and assembling new plants primarily financed by third parties) to operating them. It could potentially be complemented by capital gains on the selling of power production entities consolidated under the equity method. The new business can be seen as a form of minority holdings in as many concessions for producing electricity and heat, with a risk surrounding its speed of deployment and the uncertainty about the level of subsidies surrounding green power. For the DCF method, we apply a sales and margin growth of 5% over the long term, but the dividends expected from the energy production units as they come on line have to be added on. It is an exercise which obviously leads to fragile conclusions because it depends on the accuracy of the execution, the timing and the strength/commitment of the financial partners. Such dividends are beyond the time scope of most investors but do impact positively a DCF. Also note that the DCF accrues in 2017 the value of the tax loss carry forwards bundled in one year. The calculation using the NAV method puts a finger on the difference in nature between current and future activities. The current activities are based on engineering and capital goods multiples. Easy enough. But the O&M side is losing money and depends on the proper execution of the EPC contracts. Less easy. We take a cautious path by averaging 2015 and 2016 EBIT of CHO Power and applying an 11x EV/EBIT. It is worth mentioning that applying the transaction multiple (19x EBITDA) recorded by the Canadian group AlterNRG would value the O&M activities alone at c.€70m while we use €43m for CHO Power (EPC +O&M). This valuation of AlterNRG is due to an ongoing bid (June 2015) from Chinese privately-held Kaidi. It does confirm that there is a paucity of assets in the waste gasification field. Then the tricky bit is to put a value on future activities, that is the dividends streamed from the equity-owned producing SPVs. This obviously depends on the proper execution of years of engineering and then operation. We have essentially discounted to today a stream of dividend flows and deducted the capex associated with that flow of future dividends. This can be rounded to €10m as of today. Due to the time factor, it does not take much to reach double this figure if the jigsaw falls neatly into place. Peer metrics As a comparison with other companies is difficult, we have chosen a combination of various peers currently tracked by AlphaValue: Suez, specialised in environmental services; two engineering and industrial equipment supply companies with Abengoa and Elecnor which have a strong presence in renewable energies/environment (bio-energy, solar energy), both in terms of engineering and plant operations and so correspond well with the economic model implemented by Europlasma. In addition, we add Gamesa, a company which is strictly a player in the field of renewable energies (construction of wind turbines with a maintenance service offer, plus wind farms up to 2012). These stocks, although significantly larger, are overall following an economic rationale which is very close to that now being pursued by Europlasma in green energies. Abengoa notably has set up an operating unit on top of its engineering capabilities. May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 13 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Valuation Valuation Summary Benchmarks Values (€) Upside Weight DCF 1.90 168% 35% NAV/SOTP per share 1.40 97% 20% EV/Ebitda Peers 1.42 100% 20% P/E Peers 1.36 92% 10% Dividend Yield Peers 0.00 -100% 10% P/Book Peers 1.20 69% 5% 1.42 101% Target Price Comparison based valuation Computed on 18 month forecasts P/E (x) Ev/Ebitda (x) P/Book (x) Yield(%) Peers ratios 19.3 7.84 1.61 3.16 Europlasma's ratios 10.1 0.95 0.96 0.00 0.00% 0.00% 0.00% 0.00% Default comparison based valuation (€) 1.36 1.42 1.20 0.00 Suez 19.1 6.94 1.99 4.15 Gea Group 30.6 14.5 2.63 2.31 ERG 16.8 7.83 1.04 4.36 Elecnor 7.66 7.11 1.26 0.86 Abengoa 5.09 7.16 0.27 0.00 Premium May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 14 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France DCF DCF Valuation Per Share WACC % Avg net debt (cash) at book value €th -25,182 PV of cashflow FY1-FY11 €th 86,081 8.68 Provisions €th 6,000 FY11CF €th 13,136 Unrecognised actuarial losses (gains) €th 0.00 Normalised long-term growth"g" % Financial assets at market price €th 10,000 Terminal value €th 196,578 Minorities interests (fair value) €th 1,000 PV terminal value €th 85,496 Equity value €th 199,759 PV terminal value in % of total value % Number of shares Th 105,175 Total PV €th Implied equity value per share € 2.00 49.8 171,577 1.90 Assessing The Cost Of Capital Synthetic default risk free rate % 3.50 Company debt spread bp 300 Target equity risk premium % 5.00 Marginal Company cost of debt % 6.50 Tax advantage of debt finance (normalised) % 30.0 Company beta (leveraged) x 0.69 Average debt maturity Year Company gearing at market value % -48.3 Sector asset beta x 1.04 Company market gearing % -93.5 Debt beta x 0.60 Required return on geared equity % 6.93 Market capitalisation €th 49,022 Cost of debt % 4.55 Net debt (cash) at book value €th -23,694 Cost of ungeared equity % 8.68 Net debt (cash) at market value €th -23,694 WACC % 8.68 5 DCF Calculation 12/14A 12/15E 12/16E 12/17E Growth 12/18E Sales €th EBITDA €th EBITDA Margin % Change in WCR €th Total operating cash flows (pre tax) €th Corporate tax €th Net tax shield €th Capital expenditure €th Capex/Sales % Pre financing costs FCF (for DCF purposes) €th Various add backs (incl. R&D, etc.) for DCF purposes €th Free cash flow adjusted €th Discounted free cash flows €th Invested capital € May 3 2016 8,983 17,900 57,173 82,785 3,860 8,376 13,293 11,176 -124 21.6 14.7 -846 30.0 30.0 30.0 16.1 0.00 0.00 13,824 18,192 4.00% -2,369 -3,117 41.1 -2,737 -2.42 -2.42 -2.42 9,045 9,407 12,379 20,500 (2) 500 (3) 500 (3) 1,688 8,906 29,545 9,907 12,879 1,688 8,194 25,013 7,717 5,601 27.5 40.2 -11.2 -3.50 15,584 1,688 8,406 12.2 16.1 4.00% 4.00% -2,080 -17.5 15,169 15,169 18,192 31.2 -1,572 -2,000 -2,000 -2,000 415 4.00% 13,824 16.1 3,336 -1,202 1,000 0.00 3,658 10,376 13,293 12,844 -322 0.00 0.00 -2,278 12/25E 4.00% 86,096 113,297 0.00 14.4 500 20.0 26.0 4.00% Copyright Alphavalue - 2016 – corporate.alphavalue.com 2. Including c.€20m of tax loss carry forwards. For "out years" DCF computation purposes the tax charge is computed clean of carry forwards but the value of carry forwards is bundled as a one-off in 2017 3. Dividend upflow from CHO Morcenx, net of capex and two similar plants. More are planned. We allow for delays/risks by accruing only 50% of the expected dividends Page 15 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France NAV/SOTP (edit) NAV/SOTP Calculation % owned Valuation technique Multiple used Valuation at 100% (€th) Stake valuation (€th) In currency per share (€) % of gross assets CHO-POWER 100% EV/EBIT 11 42,900 42,900 (1) 0.41 54.7% Inertam 100% EV/EBIT 20 20,000 20,000 (2) 0.19 25.5% Europlasma 100% EV/EBIT 11 5,500 5,500 (3) 0.05 7.02% (4) 0.10 12.8% Total gross assets 78,400 0.75 100% Net cash/(debt) by year end 49,084 0.47 62.6% (5) 0.19 25.3% NAV/SOTP 147,284 1.40 188% Number of shares net of treasury shares - year end (Th) 105,175 Other 10,000 Commitments to pay Commitments received 19,800 NAV/SOTP per share (€) 1.40 Current discount to NAV/SOTP (%) 49.3 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com 1. Multiple in line with that of the 'Power' divisions of the largest capital goods companies. 2. Environmental services multiple 3. The EV/EBIT multiple is 20% below the 2016 weighted average for the capital goods sector 4. Best guess about the option value of yet to be financed new sites plus the value of the stake in the pilot project. It could be five times this amount with financing on hand 5. Tax credits. We indeed assume that all power generation projects are profitable Page 16 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Worth Knowing Worth Knowing The 2012 start-up of the CHO Morcenx pilot facility validated its industrial process and mastery of the plasma torch-based technology used to generate gas and then electricity from waste and biomass. The only (expensive) hiccup has been the near twoyear delay due to a faulty bought-off-the-shelf gasifier. The new management since early 2014 has taken a rather cautious view about the timetable and deliveries which appears somewhat less prone to surprises. Europlasma clearly evolves in the “green energy” business. In Europe, the steps to support “green energies” by way of subsidies and/or feed-in tariffs have been hesitant and impacted by budget constraints just about everywhere. Governments however do see the point of a more stable background. Europlasma, like its peer, can only benefit from more predictability. The French government has selected the gasification technology by name and identified Europlasma as a reference player in France for the Key Technologies 2015 research on the most promising technologies and those likely to create the most value and jobs. Shareholders % owned Of which % voting rights Of which % free to float Credit Suisse Europlasma SPV LLC 15.0% 20.0% 0.00% Gottex 10.0% 5.00% 0.00% Staff Europlasma 2.00% 2.00% 0.00% Name Apparent free float May 3 2016 73.0% Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 17 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Financials Valuation Key Data 12/14A 12/15E 12/16E 12/17E Adjusted P/E x -2.92 ns 14.0 7.56 Reported P/E x -4.47 -509 9.88 6.45 EV/EBITDA(R) x -9.72 11.5 2.55 -0.31 P/Book x 6.89 2.23 1.24 0.74 Dividend yield % 0.00 0.00 0.00 0.00 Free cash flow yield % -15.2 2.47 17.3 18.6 Average stock price € 1.68 1.03 0.71 0.71 Consolidated P&L 12/14A 12/15E 12/16E 12/17E €th 8,983 17,900 57,173 82,785 Sales growth % -28.5 99.3 219 44.8 Sales per employee 188 572 753 Sales €th 101 Purchases and external costs (incl. IT) €th -13,139 Staff costs €th -6,437 -6,871 -7,233 -7,956 Operating lease payments €th Cost of sales/COGS (indicative) €th EBITDA €th -11,176 3,860 8,376 13,293 EBITDA(R) €th -11,176 3,860 8,376 13,293 EBITDA(R) margin % -124 21.6 14.7 16.1 EBITDA(R) per employee €th -126 40.6 83.8 121 Depreciation €th -5,124 -3,500 -3,500 -3,500 Depreciations/Sales % 57.0 19.6 6.12 4.23 Amortisation €th -516 -600 -600 -600 Additions to provisions €th -4,725 0.00 0.00 0.00 Reduction of provisions €th 0.00 0.00 0.00 0.00 Underlying operating profit €th -21,541 -240 4,276 9,193 Underlying operating margin % -240 -1.34 7.48 11.1 Other income/expense (cash) €th Other inc./ exp. (non cash; incl. assets revaluation) €th Earnings from joint venture(s) €th Impairment charges/goodwill amortisation €th -1,308 Operating profit (EBIT) €th -22,849 -240 4,276 9,193 Interest expenses €th -1,097 -200 -200 -200 €th -483 -200 -200 -200 Financial income €th 76.0 300 300 300 Other financial income (expense) €th -1,800 0.00 0.00 0.00 Net financial expenses €th -2,821 of which effectively paid cash interest expenses of which related to pensions Pre-tax profit before exceptional items €th Exceptional items and other (before taxes) €th of which cash (cost) from exceptionals €th 100 100 100 0.00 0.00 -25,670 -140 4,376 9,293 -322 0.00 -983 -2,278 (4) 983 0.00 Current tax €th Impact of tax loss carry forward €th Deferred tax €th Corporate tax €th -322 0.00 0.00 -2,278 Tax rate % -1.32 0.00 0.00 24.5 Net margin % -289 -0.78 7.65 8.47 Equity associates €th 90.0 0.00 585 585 €th 0.00 0.00 0.00 0.00 €th -413 7,600 Actual dividends received from equity holdings Minority interests Actual dividends paid out to minorities (4) €th Income from discontinued operations €th Attributable net profit €th -25,902 -140 4,961 Impairment charges/goodwill amortisation €th 1,308 0.00 0.00 Other adjustments €th Adjusted attributable net profit €th May 3 2016 5. Offset to allow for the fact that Europlasma will not pay taxes in 2017. See note in DCF 2017. 0.00 0.00 €th 4. See "other adjustments" 0.00 2,278 (5) -24,594 -140 4,961 9,878 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 18 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Financials Interest expense savings €th Fully diluted adjusted attr. net profit €th -24,594 -140 4,961 9,878 NOPAT €th -14,989 -168 3,578 7,020 Cashflow Statement 12/14A 12/15E 12/16E 12/17E EBITDA €th -11,176 3,860 8,376 13,293 Change in WCR €th 3,336 -1,202 1,000 0.00 of which (increases)/decr. in receivables €th 374 -1,690 -1,000 -1,000 of which (increases)/decr. in inventories €th -89.0 -911 0.00 -1,000 of which increases/(decr.) in payables €th 997 1,003 1,000 1,000 of which increases/(decr.) in other curr. liab. €th 2,054 396 1,000 1,000 Actual dividends received from equity holdings €th 0.00 0.00 0.00 0.00 Paid taxes €th -326 0.00 0.00 -2,278 Exceptional items €th Other operating cash flows €th -5,000 1,000 1,000 Total operating cash flows €th -13,166 3,658 10,376 11,015 Capital expenditure €th -1,572 -2,000 -2,000 -2,000 Capex as a % of depreciation & amort. % 27.9 48.8 48.8 48.8 (6) (6) -4,000 Net investments in shares €th 0.00 Other investment flows €th -1,000 -1,500 -1,500 -1,500 Total investment flows €th -2,572 -7,500 -7,500 -7,500 Net interest expense €th -2,821 100 100 100 €th -483 100 100 100 of which cash interest expense -4,000 -4,000 Dividends (parent company) €th Dividends to minorities interests €th -413 0.00 0.00 0.00 New shareholders' equity €th 25,000 (7) 23,137 0.00 18,799 -2,000 -1,000 -6,000 21,237 -900 12,899 of which (acquisition) release of treasury shares 7. September 2014 rights issue on top of the €4.4m raised in early 2014. The rights issue was partly funded through debt conversion so that the total equity increase is close to €40m 8. Europe Environnement debt and leasing deconsolidated on disposal €th (Increase)/decrease in net debt position €th 1,050 Other financial flows €th (8) Total financial flows €th 25,154 Change in scope of consolidation, exchange rates & other €th 1,000 Change in cash position €th 10,416 17,395 1,976 16,414 Change in net debt position €th 9,366 19,395 2,976 22,414 Free cash flow (pre div.) €th -17,559 1,758 8,476 9,115 Operating cash flow (clean) €th -13,166 3,658 10,376 11,015 Reinvestment rate (capex/tangible fixed assets) % 12.8 15.4 14.3 13.3 May 3 2016 6. Europlasma's share of three new power plants Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 19 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Financials Balance Sheet 12/14A 12/15E 12/16E 12/17E Goodwill €th 1,316 1,316 2,000 2,000 Other intangible assets €th 1,065 1,065 2,000 3,000 Total intangible €th 2,381 2,381 4,000 5,000 Tangible fixed assets €th 12,287 13,000 14,000 15,000 Financial fixed assets (part of group strategy) €th 3,685 4,000 8,000 12,000 Other financial assets (investment purpose mainly) €th 2,392 2,000 3,000 4,000 WCR €th -6,202 -5,000 -6,000 -6,000 11,000 of which trade & receivables (+) €th 7,310 9,000 10,000 of which inventories (+) €th 1,089 2,000 2,000 3,000 of which payables (+) €th 8,997 10,000 11,000 12,000 of which other current liabilities (+) €th 5,604 6,000 7,000 8,000 €th 15,622 10,000 10,000 10,000 Other current assets €th 354 Total assets (net of short term liabilities) of which tax assets (+) €th 30,165 26,381 33,000 40,000 Ordinary shareholders' equity (group share) €th 16,793 31,975 39,570 65,984 Minority interests €th 128 100 100 100 Provisions for pensions €th 364 0.00 0.00 0.00 Other provisions for risks and liabilities €th 5,613 6,000 8,000 10,000 Deferred tax liabilities €th -1,587 -2,000 -2,000 -2,000 Other liabilities €th 13,153 14,000 14,000 15,000 Net debt / (cash) €th -4,299 -23,694 -26,670 -49,084 Total liabilities and shareholders' equity €th 30,165 26,381 33,000 40,000 Average net debt / (cash) €th 5,734 -13,997 -25,182 -37,877 EV Calculations 12/14A 12/15E 12/16E 12/17E EV/EBITDA(R) x -9.72 11.5 2.55 -0.31 EV/EBIT (underlying profit) x -5.05 ns 4.99 -0.44 EV/Sales x 12.1 2.49 0.37 -0.05 EV/Invested capital x 8.94 3.10 1.07 -0.16 €th 115,756 71,244 49,022 49,022 + Provisions (including pensions) Market cap €th 5,977 6,000 8,000 10,000 + Unrecognised actuarial losses/(gains) €th 0.00 0.00 0.00 0.00 + Net debt at year end €th -4,299 -23,694 -26,670 -49,084 + Leases debt equivalent €th 0.00 0.00 0.00 0.00 - Financial fixed assets (fair value) & Others €th 10,000 10,000 10,000 15,000 + Minority interests (fair value) €th 1,250 1,000 1,000 1,000 = Enterprise Value €th 108,684 44,550 21,352 -4,062 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 20 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Financials Per Share Data Adjusted EPS (bfr gwill amort. & dil.) Growth in EPS € % 12/14A 12/15E 12/16E 12/17E -0.57 0.00 0.05 0.09 n/a n/a n/a 85.4 Reported EPS € -0.38 0.00 0.07 0.11 Net dividend per share € 0.00 0.00 0.00 0.00 Free cash flow per share € -0.41 0.02 0.09 0.09 Operating cash flow per share € -0.31 0.05 0.15 0.16 Book value per share € 0.24 0.46 0.57 0.96 Number of ordinary shares Th 69,045 69,045 69,045 69,045 Number of equivalent ordinary shares (year end) Th 69,045 69,045 69,045 69,045 Number of shares market cap. Th 69,045 69,045 69,045 69,045 Treasury stock (year end) Th Number of shares net of treasury stock (year end) Th 69,045 69,045 69,045 69,045 Number of common shares (average) Th 42,773 69,045 69,045 69,045 28,900 28,900 43,360 Conversion of debt instruments into equity Th Settlement of cashable stock options Th Probable settlement of non mature stock options Th Other commitments to issue new shares Th Increase in shares outstanding (average) Th 0.00 14,450 28,900 36,130 Number of diluted shares (average) Th 42,773 83,495 97,945 105,175 Goodwill per share (diluted) € 0.03 0.00 0.00 0.00 EPS after goodwill amortisation (diluted) € -0.61 0.00 0.05 0.09 EPS before goodwill amortisation (non-diluted) € -0.61 0.00 0.07 0.11 Actual payment € Payout ratio % 0.00 0.00 0.00 0.00 Capital payout ratio (div +share buy back/net income) % 0.00 0.00 0.00 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 21 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Financials Funding - Liquidity 12/14A 12/15E 12/16E 12/17E EBITDA €th -11,176 3,860 8,376 13,293 Funds from operations (FFO) €th -16,985 4,960 9,476 11,115 Ordinary shareholders' equity €th 16,793 31,975 39,570 65,984 Gross debt €th 13,000 11,000 10,000 4,000 4,000 o/w Less than 1 year - Gross debt €th 8,000 3,000 3,000 o/w 1 to 5 year - Gross debt €th 5,000 5,000 4,000 of which Y+2 €th 2,000 of which Y+3 €th 2,000 of which Y+4 €th 1,000 o/w Beyond 5 years - Gross debt €th 3,000 3,000 + Gross Cash €th 17,299 34,694 36,670 53,084 = Net debt / (cash) €th -4,299 -23,694 -26,670 -49,084 Bank borrowings €th 11,000 2,000 2,000 2,000 Financial leases liabilities €th 0.00 0.00 Other financing €th 2,000 9,000 8,000 2,000 Gearing (at book value) % 34.1 -43.8 -63.6 -57.4 Adj. Net debt/EBITDA(R) x 0.38 -6.14 -3.18 -3.69 Adjusted Gross Debt/EBITDA(R) x -1.70 4.40 2.15 1.05 Adj. gross debt/(Adj. gross debt+Equity) % 53.1 34.7 31.3 17.5 Ebit cover x -7.64 2.40 -42.8 -91.9 FFO/Gross Debt % -89.5 29.2 52.6 79.4 FFO/Net debt % 395 -20.9 -35.5 -22.6 FCF/Adj. gross debt (%) % -92.5 10.3 47.1 65.1 (Gross cash+ "cash" FCF+undrawn)/ST debt x -0.03 12.2 15.0 15.5 "Cash" FCF/ST debt x -1.90 0.59 2.83 2.28 ROE Analysis (Dupont's Breakdown) 12/14A 12/15E 12/16E 12/17E Tax burden (Net income/pretax pre excp income) x 1.01 1.00 1.13 0.82 EBIT margin (EBIT/sales) % -254 -1.34 7.48 11.1 Assets rotation (Sales/Avg assets) % 28.7 63.3 193 227 Financial leverage (Avg assets /Avg equity) x 3.27 1.16 0.83 0.69 ROE % -270 -0.57 13.9 14.4 ROA % -270 -2.31 35.6 65.7 12/14A 12/15E 12/16E 12/17E Shareholder's Equity Review (Group Share) €th 1,632 16,730 31,975 39,570 + Net profit of year Y-1 shareholders' equity €th -25,902 -140 4,961 7,600 - Dividends (parent cy) €th 0.00 0.00 0.00 0.00 + Additions to equity €th 25,000 23,137 0.00 18,799 €th 0.00 0.00 0.00 0.00 - Unrecognised actuarial gains/(losses) o/w reduction (addition) to treasury shares €th 0.00 0.00 0.00 0.00 + Comprehensive income recognition €th 16,000 -7,752 2,634 15.0 = Year end shareholders' equity €th 16,730 31,975 39,570 65,984 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 22 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Financials Staffing Analytics 12/14A 12/15E 12/16E Sales per staff €th 101 188 572 753 Staff costs per employee €th -72.3 -72.3 -72.3 -72.3 Change in staff costs % 18.2 6.74 5.26 10.0 Change in unit cost of staff % 10.2 0.00 0.00 0.00 Staff costs/(EBITDA+Staff costs) % -136 64.0 46.3 37.4 Average workforce unit 89.0 95.0 100 110 Europe unit 90.0 95.0 100 110 North America unit 0.00 0.00 0.00 0.00 South Americas unit 0.00 0.00 0.00 0.00 Asia unit 0.00 0.00 0.00 0.00 Other key countries unit 0.00 0.00 0.00 0.00 Total staff costs €th -6,437 -6,871 -7,233 -7,956 Wages and salaries €th -6,437 -6,871 -7,233 -7,956 €th -2,472 -2,500 -2,700 -3,000 0.00 0.00 0.00 12/14A 12/15E 12/16E 12/17E of which social security contributions Equity linked payments €th Pension related costs €th Divisional Breakdown Of Revenues 12/17E Engineering, Torch (Europlasma) €th 117 2,000 4,000 8,000 Renewable Energy (CHO-POWER) €th -596 (1) 3,900 (1) 40,173 61,285 Toxic Waste Management (Inertam) €th 9,461 12,000 13,000 13,500 Air & Gaz (Europe Environnement) €th 0.00 0.00 0.00 0.00 Other €th 0.00 0.00 0.00 0.00 Total sales €th 8,982 17,900 57,173 82,785 12/14A 12/15E 12/16E 12/17E Divisional Breakdown Of Earnings 1. Construction and subsequent operation of the energy production sites Operating result Analysis Holding, R&D, Engineering, Torch (Europlasma) €th -5,478 200 1,000 1,600 Renewable Energy (CHO-POWER) €th -14,358 -1,140 1,976 5,893 Toxic Waste Management (Inertam) €th -3,094 700 1,300 1,700 Air & Gaz (Europe Environnement) €th 0.00 0.00 0.00 0.00 Other/cancellations €th -10.0 0.00 0.00 0.00 Total €th -22,940 -240 4,276 9,193 Operating result margin % ns -1.34 7.48 11.1 12/16E 12/17E Revenue Breakdown By Country 12/14A 12/15E Europe % 100 97.0 Americas % 0.00 1.00 Asia % 0.00 2.00 Other % 0.00 0.00 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 23 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Financials Capital Employed 12/14A 12/15E 12/16E 12/17E ROCE (NOPAT+lease exp.*(1-tax))/(net) cap employed adjusted % -123 -1.17 17.9 27.0 Goodwill €th 1,316 1,316 2,000 2,000 €th 0.00 0.00 0.00 0.00 €th 1,065 1,065 2,000 3,000 Accumulated goodwill amortisation All intangible assets €th 0.00 0.00 0.00 0.00 Financial hedges (LT derivatives) Accumulated intangible amortisation €th 0.00 0.00 0.00 0.00 Capitalised R&D €th 0.00 0.00 0.00 0.00 PV of non-capitalised lease obligations €th 0.00 0.00 0.00 0.00 Other fixed assets €th 12,287 13,000 14,000 15,000 €th 0.00 0.00 0.00 0.00 Capital employed before depreciation Accumulated depreciation €th 12,151 14,381 20,000 26,000 WCR €th -6,202 -5,000 -6,000 -6,000 Other assets €th 3,685 4,000 8,000 12,000 Unrecognised actuarial losses/(gains) €th 0.00 0.00 0.00 0.00 Capital employed after deprec. (Invested capital) €th 12,151 14,381 20,000 26,000 12/14A 12/15E 12/16E 12/17E Divisional Breakdown Of Capital Holding, R&D, Engineering, Torch (Europlasma) €th Renewable Energy (CHO-POWER) €th Toxic Waste Management (Inertam) €th Air & Gaz (Europe Environnement) €th Other €th 12,151 14,381 20,000 26,000 Total capital employed €th 12,151 14,381 20,000 26,000 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 24 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Pension Risks Pension matters Europlasma is a small company in terms of headcount. Actual engineering work is delivered by partners. Summary Of Pension Risks 12/14A 12/15E 12/16E 0.00 0.00 0.00 0.00 €th 16,793 31,975 39,570 65,984 Pension ratio % Ordinary shareholders' equity Total benefits provisions 12/17E €th 0.00 0.00 0.00 0.00 of which funded pensions €th 0.00 0.00 0.00 0.00 of which unfunded pensions €th 0.00 0.00 0.00 0.00 of which benefits / health care €th 0.00 0.00 0.00 Unrecognised actuarial (gains)/losses €th 0.00 0.00 0.00 0.00 Company discount rate % 4.60 4.60 4.60 4.60 Normalised recomputed discount rate % Company future salary increase % 3.00 3.00 Normalised recomputed future salary increase % Company expected rate of return on plan assets % 6.00 6.00 Normalised recomputed expd rate of return on plan assets % 3.00 Funded : Impact of actuarial assumptions €th 0.00 Unfunded : Impact of actuarial assumptions €th 0.00 Geographic Breakdown Of Pension Liabilities US exposure % UK exposure % Euro exposure % Nordic countries % Switzerland % Other % Total % Balance Sheet Implications 2.50 3.00 3.00 2.00 6.00 6.00 12/14A 12/15E 12/16E 12/17E 100 100 100 100 100 100 100 100 12/14A 12/15E 12/16E 12/17E Funded status surplus / (deficit) €th 0.00 0.00 0.00 0.00 Unfunded status surplus / (deficit) €th 0.00 0.00 0.00 0.00 Total surplus / (deficit) €th 0.00 0.00 0.00 0.00 Total unrecognised actuarial (gains)/losses €th 0.00 0.00 0.00 0.00 Provision (B/S) on funded pension €th 0.00 0.00 0.00 0.00 Provision (B/S) on unfunded pension €th 0.00 0.00 0.00 0.00 Other benefits (health care) provision €th 0.00 0.00 0.00 Total benefit provisions €th 0.00 0.00 0.00 0.00 12/14A 12/15E 12/16E 12/17E P&L Implications Funded obligations periodic costs €th 0.00 0.00 0.00 0.00 Unfunded obligations periodic costs €th 0.00 0.00 0.00 0.00 Total periodic costs €th 0.00 0.00 0.00 0.00 of which incl. in labour costs €th 0.00 0.00 0.00 0.00 of which incl. in interest expenses €th 0.00 0.00 0.00 0.00 May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 25 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Pension Risks Funded Obligations 12/14A 12/15E 12/16E 12/17E 0.00 0.00 0.00 0.00 €th 0.00 0.00 0.00 Interest expense €th 0.00 0.00 0.00 Employees' contributions €th Impact of change in actuarial assumptions €th 0.00 0.00 0.00 of which impact of change in discount rate €th 0.00 of which impact of change in salary increase €th 0.00 Balance beginning of period €th Current service cost Changes to scope of consolidation €th Currency translation effects €th Pension payments €th Other €th Year end obligation €th Plan Assets 0.00 0.00 0.00 0.00 12/14A 12/15E 12/16E 12/17E Value at beginning €th 0.00 0.00 0.00 Company expected return on plan assets €th 0.00 0.00 0.00 Actuarial gain /(loss) €th 0.00 0.00 0.00 Employer's contribution €th 0.00 0.00 0.00 0.00 Employees' contributions €th 0.00 0.00 0.00 0.00 Changes to scope of consolidation €th Currency translation effects €th Pension payments €th 0.00 0.00 0.00 0.00 Other €th Value end of period €th 0.00 0.00 0.00 0.00 Actual and normalised future return on plan assets €th 0.00 0.00 0.00 0.00 12/14A 12/15E 12/16E 12/17E 0.00 0.00 0.00 0.00 Unfunded Obligations Balance beginning of period €th Current service cost €th 0.00 0.00 0.00 Interest expense €th 0.00 0.00 0.00 Employees' contributions €th Impact of change in actuarial assumptions €th 0.00 0.00 0.00 of which Impact of change in discount rate €th 0.00 of which Impact of change in salary increase €th 0.00 0.00 0.00 Changes to scope of consolidation €th Currency translation effects €th Pension payments €th Other €th Year end obligation €th May 3 2016 0.00 0.00 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 26 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Governance & Management Governance parameters Existing committees Yes Weighting 20% / No One share, one vote Audit / Governance Committee Compensation committee Chairman vs. Executive split 5% Financial Statements Committee Chairman not ex executive 5% Litigation Committee Independent directors equals or above 50% of total directors Full disclosure on mgt pay (performance related bonuses, pensions and non financial benefits) Disclosure of performance anchor for bonus trigger 20% Nomination Committee Safety committee 10% SRI / Environment 15% Compensation committee reporting to board of directors 5% Straightforward, clean by-laws 20% Governance score 45 100% Management Name Function Birth date Date in Jean-Eric PETIT M CEO Pierre CATLIN M Chairman 1949 2010 Laurence GERICOT F CFO 1965 2015 Date out Compensation, in k€ (year) Cash Equity linked 2014 80.0 (2013) 44.0 (2013) Fees / indemnity, in k€ (year) Value of holding, in k€ (year) Board of Directors Pierre CATLIN M President/Chairman of th... Completion Birth of current date mandate 2016 1949 Kim Ying LEE M Member 2014 Jean-Eric PETIT M Member Name Indep. Function CREDIT SUISSE ASSET MA... Date out 2010 0.00 (2013) 2008 38.0 (2013) 2014 Member 2018 Jean-Claude REBISCHUNG M Member 2018 François MARCHAL M Member 2017 May 3 2016 Date in 2014 1952 2006 0.00 (2013) 2011 60.0 (2013) Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 27 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Governance & Management Human Resources Accidents at work 25% Of H.R. Score Human resources development 35% Of H.R. Score Pay 20% Of H.R. Score Job satisfaction 10% Of H.R. Score Internal communication 10% Of H.R. Score HR Breakdown Yes Accidents at work / No 25% Set targets for work safety on all group sites? 40% Are accidents at work declining? 60% Human resources development 35% Rating 25/100 10/100 15/100 28/100 Are competences required to meet medium term targets identified? 10% 4/100 Is there a medium term (2 to 5 years) recruitment plan? 10% 0/100 Is there a training strategy tuned to the company objectives? 10% 4/100 Are employees trained for tomorrow's objectives? 10% 4/100 Can all employees have access to training? 10% 4/100 Has the corporate avoided large restructuring lay-offs over the last year to date? 10% 4/100 Have key competences stayed? 10% 4/100 Are managers given managerial objectives? 10% 4/100 If yes, are managerial results a deciding factor when assessing compensation level? 10% 4/100 Is mobility encouraged between operating units of the group? 10% Pay 20% Is there a compensation committee? 30% Is employees' performance combining group performance AND individual performance? 70% Job satisfaction 0/100 6/100 10% 6/100 0/100 10/100 Is there a measure of job satisfaction? 33% 3/100 Can anyone participate ? 34% 3/100 Are there action plans to prop up employees' morale? 33% Internal communication 10% Are strategy and objectives made available to every employee? 3/100 0/100 100% Human Ressources score: 0/100 69/100 HR Score H.R. Score : 6.9/10 May 3 2016 Capital Goods Europlasma Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 28 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Graphics Momentum : Strong momentum corresponding to a continuous and overall positive moving average trend confirmed by volumes : Relatively good momentum corresponding to a positively-oriented moving average, but offset by an overbought pattern or lack of confirmation from volumes : Relatively unfavorable momentum with a neutral or negative moving average trend, but offset by an oversold pattern or lack of confirmation from volumes : Strongly negative momentum corresponding to a continuous and overall negative moving average trend confirmed by volumes Momentum analysis consists in evaluating the stock market trend of a given financial instrument, based on the analysis of its trading flows. The main indicators used in our momentum tool are simple moving averages over three time frames: short term (20 trading days), medium term (50 days) and long term (150 days). The positioning of these moving averages relative to each other gives us the direction of the flows over these time frames. For example, if the short and medium-term moving averages are above the long-term moving average, this suggests an uptrend which will need to be confirmed. Attention is also paid to the latest stock price relative to the three moving averages (advance indicator) as well as to the trend in these three moving averages - downtrend, neutral, uptrend - which is more of a lagging indicator. The trend indications derived from the flows through moving averages and stock prices must be confirmed against trading volumes in order to confirm the signal. This is provided by a calculation based on the average increase in volumes over ten weeks together with a buy/sell volume ratio. May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 29 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Graphics Moving Average MACD & Volume May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 30 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Graphics €/$ sensitivity Sector Capital Goods May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 31 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Methodology May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 32 ALPHAVALUE CORPORATE SERVICES Europlasma (Buy) Alternative Power Sources / France Methodology Fundamental Opinion It is implicit that recommendations are made in good faith but should not be regarded as the sole source of advice. Recommendations are geared to a “value” approach. Valuations are computed from the point of view of a secondary market minority holder looking at a medium term (say 6 months) performance. Valuation tools are built around the concepts of transparency, all underlying figures are accessible, and consistency, same methodology whichever the stock, allowing for differences in nature between financial and non financial stocks. A stock with a target price below its current price should not and will not be regarded as an Add or a Buy. Recommendations are based on target prices with no allowance for dividend returns. The thresholds for the four recommendation levels may change from time to time depending on market conditions. Thresholds are defined as follows, ASSUMING long risk free rates remain in the 2-5% region. Buy Low Volatility Normal Volatility High Volatility (10-30) (15-35) (above 35) More than 15% upsideMore than 20% upsideMore than 30% upside Add From 5% to 15% From 5% to 20% From 10% to 30% Reduce From -10% to 5% From -10% to 5% From -10% to 10% Sell Below -10% Below -10% Below -10% Recommendation There is deliberately no “neutral” recommendation. The principle is that there is no point investing in equities if the return is not at least the risk free rate (and the dividend yield which again is not allowed for). Although recommendations are automated (a function of the target price whenever a new equity research report is released), the management of AlphaValue intends to maintain global consistency within its universe coverage and may, from time to time, decide to change global parameters which may affect the level of recommendation definitions and /or the distribution of recommendations within the four levels above. For instance, lowering the risk premium in a gloomy context may increase the proportion of positive recommendations. Valuation Valuation processes have been organized around transparency and consistency as primary objectives. Stocks belong to different categories that recognise their main operating features : Banks, Insurers and Non Financials. Within those three universes, the valuation techniques are the same and in relation to the financial data available. The weighting given to individual valuation techniques is managed centrally and may be changed from time to time. As a rule, all stocks of a similar profile are valued using equivalent weighting of the various valuation techniques. This is for obvious consistency reasons. Within the very large universe of Non Financials, there are in effect 4 sub-categories of weightings to cater for subsets: 1) 'Mainstream' stocks; 2) 'Holding companies' where the stress is on NAV measures; 3) 'Growth' companies where the stress is on peer based valuations; 4) 'Loss making sectors' where peers review is essentially pointing nowhere. The bulk of the valuation is then built on DCF and NAV, in effect pushing back the time horizon. Valuation Issue Normal Growth industrials industrials Holding Loss company runners Bank Insurers DCF 35% 35% 10% 40% 0% 0% NAV 20% 20% 55% 40% 25% 15% PE 10% 10% 10% 5% 10% 20% EV/EBITDA 20% 20% 0% 5% 0% 0% Yield 10% 10% 20% 5% 15% 15% P/Book 5% 5% 5% 5% 15% 10% Banks' instrinsic method 0% 0% 0% 0% 25% 0% Embedded Value 0% 0% 0% 0% 0% 40% Mkt Cap/Gross Operating Profit 0% 0% 0% 0% 10% 0% Typical sectors Bio Techs May 3 2016 Copyright Alphavalue - 2016 – corporate.alphavalue.com Page 33
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