Cloudberry Clean Energy ASA | Transformative expansion in Denmark. Strenghtening local presence and adding 160 GWh to the production portfolio

"We are proud to strengthen our partnership with Skovgaard, leveraging on their industry-leading expertise and Denmark’s world-class assets. The transaction aligns with Cloudberry's strategic vision to become a leading Nordic Independent Power Producer by enhancing our ability to operate locally and effectively across the region. It provides strong growth in Denmark, a market we find attractive for its proven ability and commitment in the energy transition, thereby supporting our goal of delivering sustainable energy solutions and value to our stakeholders" says Anders Lenborg, CEO in Cloudberry.

The transaction adds 160 GWh of annual proportionate production to Cloudberry with the following assets:

- Increased ownership from 80 to 100 % in the Odin portfolio adding 78 GWh (primarily Danish wind assets in DK-1 including land rights)

- Svåheia wind farm. 80 % ownership in seven producing Vestas’s turbines in the attractive NO-2 region in Norway, adding 70 GWh (commercial operation from 2018)

- Other producing wind assets in Denmark adding 13 GWh (weighted commercial operation from 2013)

The agreed enterprise value for the 160 GWh of producing assets is DKK 595m (equity value estimated to DKK 534m). The purchase price is below NOK 6 per kWh and aligns with Cloudberry’s current construction costs in the Nordics. Cloudberry has secured the underlying cashflow from 30.06.2024.

In addition, the transaction also includes:

- A fully owned and mature portfolio of development projects in Denmark: Estimated equity value of DKK 37m (no debt). This includes the remaining 20% ownership in the Nees Hede solar project.

- A profitable, local development & asset management team: Estimated equity value of DKK 25m (no debt). The local team manages Cloudberry’s existing assets in Denmark (among others), thereby lowering the operating expenses of both new and existing assets in the region.

- Shares in Skovgaard Energy A/S: Equity investment of DKK 58m in Skovgaard Energy representing an ownership of 5-7% depending on balance sheet adjustments and certain closing conditions. Skovgaard Energy owns operating solar assets, a biogas & power to ammonia plant, producing wind assets and local land rights in Denmark.

Cloudberry will finance the transaction by utilizing approximately DKK 82m of the existing cash balance and DKK 253m of the existing debt facility. The remaining part of the purchase price, estimated to DKK 319m will be settled through issue of approximately 29.5 million shares in Cloudberry (equal to 9.3% ownership in Cloudberry (post transaction)). The consideration shares will be issued to Skovgaard at an agreed subscription price of NOK 17.0 per share. The transaction and subscription price have been determined based on fundamental third-party assessments prepared by reputable audit firms. NOK 17.0 per share represents a ~52% premium to the current share price. The exact number of shares to be issued will be determined at closing and is subject to inter alia the time until closing and the fluctuations in the NOK/DKK exchange rate until closing.

“I am very proud of the journey Skovgaard has been on. Our investment in Cloudberry is another significant milestone, reflecting our shared commitment to renewable energy in the Nordics and to profitable growth. Cloudberry's robust platform and proven track record make it an ideal partner. Together, we are well-equipped to drive the energy transition and create lasting value," says Jørgen Skovgaard, founder and Chairman of Skovgaard Energy A/S

The new shares will be issued through a separate resolution by the board of Cloudberry. The resolution will be made on the basis of the authorization to issue new shares granted by Cloudberry's annual general meeting on 16 April 2024. If closing is delayed until after the annual general meeting of 2025 is held, the issuance of the new shares will consequently be subject to renewal of the authorization.

After concluding the transaction, Cloudberry will gain a solid production and development portfolio in Denmark including a local development and asset management team.

With a strong cash balance intact, expected cash flow generation from the enlarged producing portfolio and low financing costs, Cloudberry is well-positioned for future profitable growth.

The transaction is inter alia subject to regulatory approval and completion of a carve-out of certain assets from Skovgaard Energy A/S which falls outside the scope of the transaction. The transaction is expected to close in Q1 2025.

DLA Piper has acted as legal counsel to Cloudberry.

For further information, visit our company and IR website www.cloudberry.no or contact:
Anders Lenborg, CEO, +47 934 131 30, al@cloudberry.no
Ole-Kristofer Bragnes, CFO, +47 917 03 415, okb@cloudberry.no
Ingrid Bjørdal, CSO, +47 971 96 907, ib@cloudberry.no

This information is considered to be inside information pursuant to the EU Market Abuse Regulation (MAR) and is subject to the disclosure requirements pursuant to MAR article 17, Section 5-12 the Norwegian Securities Trading Act and the requirements of the Oslo Rule Book II - Issuer Rules. This stock exchange announcement was published by Ole-Kristofer Bragnes, CFO at Cloudberry Clean Energy ASA on 5 December 2024, 23:10 CET.

About Cloudberry Clean Energy:
Cloudberry is a renewable energy company operating in the Nordics and in accordance with local traditions. The Company owns, develops, and operates hydropower plants and wind farms in the Nordics. Cloudberry is powering the energy transition to a sustainable future by providing new renewable energy today and for future generations. The Company believes in a fundamental long -term demand for renewable energy in Europe. With this as a fundament, Cloudberry is building a sustainable, scalable, efficient, and profitable platform for creation of shareholder value. Cloudberry`s shares are traded on Oslo Stock Exchange's main list (Oslo Børs), supported by strong owners and led by an experienced team and board. The Company has offices in Oslo, Norway (main office), Karlstad, Gothenburg and Eskilstuna, Sweden and Lemvig, Denmark.