25 September 2026
LEI: 213800UKH1TZIC9ZRP41
AQUILA EUROPEAN RENEWABLES PLC
Half-Year Report for the six months ended 30 June 2026
investment objective
The Company's Investment Objective is to realise all existing assets in the Company's portfolio in an orderly manner.
FINANCIAL INFORMATION as at 30 June 2026
|
Net assets (EUR million) |
|
146.1 (2025: 279.3) |
|
NAV per Ordinary Share (cents)1 |
|
38.6 (2025: 73.9) |
|
Total NAV return per Ordinary Share1,2 |
|
(6.4%) (2025: (10.9%)) |
|
Ordinary Share price (cents) |
|
17.6 (2025: 62.6) |
|
Ordinary Share price discount to NAV1 |
|
54.4% (2025: 15.3%) |
|
Ongoing charges1,3 |
|
1.6% (2025: 1.0%) |
1 This disclosure is considered to represent the Company's alternative performance measures ("APMs").
2 Calculation based on NAV per Ordinary Share in euros, includes dividends and assumes no reinvestment of dividends.
3 Calculation based on average NAV over the period and regular recurring annual operating costs of the Company.
chairman's statement
The six months to 30 June 2026 saw the Board continue to make progress on the Company's managed wind-down, completing a further EUR 20.4 million distribution to shareholders in April 2026.
Managed wind-down
The Company continued to execute its managed wind-down during the first half of 2026. On 13 March 2026, the Company completed the sale of its Greek wind power investment, following receipt of regulatory and other customary approvals. This followed the sales during 2025 of the Company's Portuguese hydropower investment and its two Danish wind power investments, and the 2024 sale of the Company's Norwegian wind power investment, each also to funds advised by Aquila Capital.
As a result, the Company's remaining portfolio comprises two wind power investments; the 100% owned Olhava wind farm in Finland and a 13.7% shareholding in The Rock wind farm in Norway; and, five solar PV investments in Iberia; three of which are 100% owned solar PV parks in Spain (Albeniz, Tiza and Greco) and two in Portugal, the 100% owned Benfica III and the 50% owned Ourique.
On 23 January 2026, the Company completed the first B share scheme distribution, returning EUR 34.0 million (9 cents per Ordinary Share) to shareholders following receipt of proceeds from the sale of the Danish wind power investments. A further EUR 20.4 million (5.4 cents per Ordinary Share) was returned on 1 April 2026 following receipt of proceeds from the sale of the Greek wind power investment. Together, these distributions returned approximately EUR 54.4 million to shareholders in the period.
The Board, together with its advisers, continues to explore the sale of the Company's remaining investments. The Board again notes the disparity between indicative pricing received to date and the Company's NAV, and that future disposals are unlikely to achieve NAV.
Performance
NAV reduced from EUR 214.3 million as at 31 December 2025 to EUR 146.1 million as at 30 June 2026, after EUR 54.4 million of capital was returned to shareholders via the B share scheme. On a like-for-like basis, adjusting the 31 December 2025 NAV for capital subsequently returned to shareholders, NAV per share fell from 56.7 cents to 53.1 cents over the six months, a decline of 6.4%.
The decline principally reflects a further increase in the portfolio's overall discount rate, from 10.0% as at 31 December 2025 to 10.2% as at 30 June 2026, and continued reductions in forecast power prices, particularly in the Iberian solar market, where increasing renewable build-out is causing further cannibalisation of achieved prices.
Fair values fell across the remaining Iberian solar portfolio in the period, most notably at Albeniz (down 14.9 % to EUR 15.7 million) and Greco (down 13.4% to EUR 39.1 million), reflecting shorter remaining power purchase agreement terms and greater exposure to falling captured PV prices than the Company's other Iberian assets. The Board would highlight that, at the level of the underlying portfolio companies, ordinary equity has now been written down to nil in substantially all of the Company's investments, with almost all recoverable value sitting in shareholder loans and accrued interest, and it is only in The Rock that meaningful equity value remains.
The Company's shares traded at a discount to NAV of more than 55% for periods during the first half of 2026, and as wide as 63% in June 2026, having widened from 35.6% at the end of 2025, reflecting broader market conditions in the sector as well as the matters referred to above.
Olhava
At Olhava, the Company's wind farm in Finland, the Company was required in July 2026 to inject a further EUR 700,000 to cure a covenant breach, the second such equity cure in as many years, following a EUR 500,000 injection in 2025. Olhava's fair value has fallen from EUR 23.1 million a year earlier to EUR 14.7 million as at 30 June 2026 and, together with Albeniz, Tiza and Greco, it remains unable to distribute cash to the Company, further constraining the Board's ability to return capital to shareholders.
Valuation
The Board has asked Aquila Capital to confirm that its valuations of the Company's assets give a true and fair view of the Company's net assets. The confirmation received to date is that valuations "were prepared in good faith based on the information available to the Valuation Team at the valuation date and remain, based on the information currently available to the Valuation Team, appropriate", which the Board considers falls short of the assurance it has sought.
This is against the backdrop of an offer for part of the Company's assets, made by funds managed by Aquila Capital, at a material discount to Aquila Capital's own valuation of those assets. Moreover, Aquila Capital, acting as Investment Adviser, has not provided the Board with a recommendation or analysis, and this potential transactional evidence has not been reflected in the Company's NAV as at 30 June 2026. In these circumstances, the Board continues to have genuine uncertainty as to whether the current valuations appropriately reflect the fair value of the Company's assets.
Dividends
No dividend was declared in respect of the first half of 2026. Cash generated by the Company's investments and available for upstreaming to the Company remains under significant pressure: Olhava, Albeniz, Tiza and Greco were all unable to distribute cash to the Company during the period, reflecting lender restrictions and challenging market conditions in Finland, Spain and Portugal, which are expected to continue. Capital is being retained to cover foreseeable operating costs and potential further calls on the Company's capital to support investments, including further equity cures for Olhava.
Board
David MacLellan has notified the Board of his intention to step down as a Non-Executive Director by the end of 2026, in order to pursue other opportunities. The Board would like to thank him for his tireless and robust efforts on behalf of shareholders during his tenure.
Outlook
The Board's overriding priority remains to complete the managed wind-down in a disciplined way and to return capital to shareholders as efficiently as possible, while protecting the value of the Company's remaining assets.
The Board is grateful for shareholders' strong support at the Annual General Meeting in June 2026, where every resolution was passed and the Chairman and other directors were re-elected with more than 98% of votes cast in favour and will keep shareholders updated as matters develop.
Robert Naylor
Chairman
24 September 2026
INVESTMENT ADVISER'S REPORT
Investment Adviser Background
The Company's Alternative Investment Fund Manager ("AIFM"), FundRock Management Company (Guernsey) Limited, has appointed Aquila Capital Investmentgesellschaft mbH ("Aquila Capital") as its Investment Adviser for the Company. Aquila Capital's key responsibilities are to originate, analyse and assess suitable renewable energy infrastructure investments and advise the AIFM accordingly, as well as to provide Asset Management services.
Aquila Capital is a specialised investment manager within the Commerzbank Group, providing institutional and private investors with access to essential real asset, infrastructure and energy transition investments through a platform of approximately 200 employees across six offices in five countries and a renewable energy portfolio representing approximately 15.6 GW of project capacity.
Investment Portfolio
|
Project |
Technology |
Country |
Capacity1 |
Status |
COD2 |
Asset Life |
Equipment Manufacturer |
Energy Offtaker3 |
Ownership in Asset |
Leverage4 |
Acquisition Date |
|
Olhava |
Wind energy |
Finland |
34.6 MW |
Operational |
2013-2015 |
30y |
Vestas |
Merchant |
100.0% |
30.4% |
September 2019 |
|
The Rock |
Wind energy |
Norway |
400.0 MW |
Operational |
2022 |
30y |
Nordex |
PPA / Alcoa |
13.7% |
93.0% |
June 2020 |
|
Benfica III5 |
Solar PV |
Portugal |
19.7 MW |
Operational |
2017, 2020 |
40y |
AstroNova |
Merchant |
100.0% |
0.0% |
October 2020 |
|
Albeniz |
Solar PV |
Spain |
50.0 MW |
Operational |
2022 |
40y |
Canadian Solar |
PPA / Statkraft |
100.0% |
40.0% |
December 2020 |
|
Ourique |
Solar PV |
Portugal |
62.1 MW |
Operational |
2019 |
40y |
Suntec |
Merchant |
50.0% |
0.0% |
June 2021 |
|
Greco |
Solar PV |
Spain |
100.0 MW |
Operational |
2023 |
40y |
Jinko |
PPA / Statkraft |
100.0% |
41.7% |
March 2022 |
|
Tiza |
Solar PV |
Spain |
30.0 MW |
Operational |
2022 |
40y |
Canadian Solar |
PPA / Axpo |
100.0% |
44.4% |
June 2022 |
|
|
---------------- |
--------- |
|||||||||
|
Total (AER Share) |
320.0MW |
2022 |
|||||||||
|
|
======== |
===== |
|||||||||
1 Installed capacity at 100% ownership.
2 COD = Commissioning date.
3 PPA = Power Purchase Agreement. Further information on the contracted revenue position can be found in the Investment Adviser's Report.
4 Leverage level calculated as a percent of debt plus fair value as at 30 June 2026.
5 60% of Montes Novos, representing approximately 13% of Benfica III overall, remained contracted until 31 May 2026.
Chronology of Events
On 29 January 2026, the Company returned capital of EUR 34.0 million to Shareholders through the B share redemption scheme. This amount represented approximately 15 per cent of the Company's Net Asset Value ("NAV") as at 30 September 2025.
On 13 March 2026 the Company completed the sale of its 89% interest in Desfina, the Greek wind power investment, which resulted in the receipt of cash proceeds of EUR 26.0 million. On the same day the Company announced a second capital distribution to Shareholders under the approved B share scheme totaling approximately EUR 20.4 million, which was completed on 1 April 2026.
On 22 May 2026 Øyfjellet Wind Investment AS (the "Rock") completed the refinancing of its existing senior secured EUR 80 million green bonds with a new bond issue. The new bonds carry a floating interest rate of 3-month EURIBOR plus 4.25% p.a. and have a maturity of 5 years. The margin is higher than the margin of 3.60% p.a. on the original bonds issued in 2021, reflecting changed market conditions.
On 5 June 2026 the Hålogaland Court of Appeal ('the Court') issued its judgement regarding an appeal brought by the Jillen-Njaarke Reindeer Herding District against the assessment of compensation for the acquisition of land and rights for the development of the Rock wind farm and ruled that the original licence and expropriation decisions for the Rock wind farm are invalid. The Court concluded that the authorities did not carry out a sufficiently thorough assessment of the impact on Sami reindeer herding before granting the licences, particularly regarding the consequences for the traditional migration route and the measures required to safeguard reindeer herding interests. However, the Court explicitly stated that the ruling does not require the wind farm to be shut down or dismantled. Operations can continue while the matter is reconsidered by the authorities.
Importantly, the Court did not find that the project violates Article 27 of the International Covenant on Civil and Political Rights and it concluded that the wind farm does not deprive the reindeer herding district of its critical winter grazing areas and does not threaten the continued viability of reindeer husbandry. The Court expressly stated that the identified procedural deficiencies do not automatically mean that new licences must be refused. Instead, the authorities must conduct a renewed and adequate review, including a detailed assessment of the measures necessary to protect reindeer herding interests. The Investment Adviser is evaluating whether to appeal to the Norwegian Supreme Court or to pursue a renewed licensing process with the Ministry.
Portfolio Update
as at 30 June 2026
The Rock
The Rock performed well operationally through the period. Production was 10.0% above budget for the half-year, supported by favourable wind conditions, with an average wind speed of 7.3 m/s in the second quarter, 11.2% above estimate, and by high turbine availability with no material outages. Technical availability was 98.0% in the second quarter, above the warranted level in two consecutive months.
Higher production offset weaker merchant power prices, so that realised revenues for the half-year were broadly in line with budget, with the operating result 1.9% below. The average achieved merchant price in the second quarter was 16.6 EUR/MWh, 40.1% below budget, as increased supply, particularly from higher hydropower output, combined with seasonally lower summer demand. Approximately 70% of production is covered by the long-term power purchase agreement, with the remaining 30% exposed to spot prices.
As referred to above, the refinancing of the EUR 80 million Green Bond was completed during the second quarter through the issue of a new five-year bullet bond priced at 425 basis points, reflecting materially changed macroeconomic and financing market conditions. Three-month EURIBOR exposure is collared between 0.35% and 0.72% over the five-year tenor, covering approximately 90% of the bond amount.
Olhava
Olhava remains in lock-up following debt covenant breaches driven by a combination of factors including lower than forecast realised power prices and production, elevated grid balancing costs and high debt repayment obligations. Payments under the shareholder loan and of dividends have been suspended throughout the period. Following the expiry of the Feed in Premium on 30 September 2024, all output has been sold at market prices. Finnish baseload prices averaged 92.6 EUR/MWh in the first quarter and 49.3 EUR/MWh in the second, well above the 40.5 EUR/MWh average for 2025 as a whole, but Finnish wind captured an average of 40 EUR/MWh over the six months, a capture rate of 55%, as output was concentrated in lower-priced hours. Curtailment was used extensively in the six months ended 30 June 2026 to limit exposure to imbalance costs. Following a further covenant breach, constructive discussions with the bank have concluded in an agreement under which an additional EUR 700,000 of shareholder loan will be provided to Olhava during the second half of 2026, and under which the debt service reserve account balance remains at EUR 1.6 million, below the level of EUR 2.2 million per the loan documentation, until the end of September 2027. Balancing costs in Finland have improved since May as Fingrid has reduced balance-service fees and introduced a revised imbalance pricing methodology; the 30 June valuation continues to reflect the higher assumptions used by market advisers, which typically take time to catch up with market developments. The Board and Investment Adviser continue to monitor the asset's performance closely against a background of difficult market trading conditions.
Solar PV investments in Spain
The Company's three Solar PV investments in Spain continued to experience the challenging market conditions described at the year end. There were significant curtailments of power production at all sites, both enforced by the grid, which at times was unable to cope with peak electricity production, and voluntary due to the impact of negative wholesale power prices, which together with zero prices accounted for approximately 20% of hours in the Iberian market over the half-year. These conditions are expected to continue until grid infrastructure, including investment in batteries, is improved and demand for power has increased.
Albeniz was affected more than the other two investments. Its baseload PPA settles against the spread between baseload prices, which rose with commodity prices, and captured solar prices, which fell as renewable capacity continued to grow, and the widening of that spread over the period worked significantly against the asset. Albeniz breached its DSCR covenant in respect of the period ended 31 December 2025, as a result of which interest was not paid on the shareholder loans provided by the Company in December 2025. A further breach occurred in respect of the period ended 30 June 2026 and the Company is in discussions with the bank regarding a waiver. The investment has also recorded negative revenues in recent months, as a result of which approximately EUR 350,000 is outstanding to the offtaker. Its cash position is constrained and additional liquidity support may therefore be required.
The three investments have bank debt facilities which are non-recourse to the Company but are cross-collateralised by each of the three investments. The debt repayment obligations are a small percentage of the principal amount outstanding until the maturity date in December 2028. The ability of the investments to make payments to the Company is constrained by the breaches of covenants of the loan agreement.
Solar PV investments in Portugal
The Company's two Solar PV investments in Portugal experienced similar, but less acute, market conditions to those in Spain, with solar penetration remaining lower and hydro and wind continuing to play a larger role in the generation mix. These investments do not have bank indebtedness. Their power purchase agreements have now expired and both investments are fully exposed to wholesale market power prices, which declined further over the period. Both investments were also affected by reductions in technical availability during the second quarter. These reductions arose principally from theft of DC cabling, storm damage and equipment failures, most of which fall outside the scope of the relevant availability guarantees. Accordingly, these investments are conserving cash in order to ensure security of operations and the ability of the investments to make payments to the Company remains less secure than in previous years.
Desfina
The Company completed the sale of its interest in the Greek wind asset, Desfina, on 13 March 2026, generating proceeds of EUR 26.0 million, broadly in line with the carrying value at 31 December 2025. This follows the sale of the Danish wind assets, Holmen II and Svindbaek, completed on 4 December 2025 for proceeds of EUR 36.6 million, and the sale of Sagres in June 2025. Following these disposals the portfolio comprises seven investments across Finland, Norway, Portugal and Spain.
Contracted Revenue Position1
The Board and Investment Adviser are not actively entering into new hedging opportunities unless the commercial terms are compelling given the Board's focus on the Managed Wind-Down process. In the first half of 2026 the share of revenues from production sold at market prices over the next five years was 62.4%, compared with 52.2% as at 30 June 2025.
Contracted revenue net present value1
EUR 47.3m
Contracted revenue over the next five years2
37.6%
Contracted revenue1,2 (aggregate over asset life)
EUR 64.8m
Weighted average contracted revenue life
4.2 years
1 Contracted revenue as at 30 June 2026, discounted by the weighted average portfolio discount rate.
2 Aggregate contracted revenue over entire asset life (not discounted).
Financial Performance
Performance1
|
Electricity Production (GWh) |
1H26 |
1H251 |
Variance (%) |
|
|
Technology |
Region |
|||
|
Wind energy |
Finland, Norway |
123.3 |
118.7 |
+3.9 |
|
Solar PV |
Portugal, Spain |
93.3 |
150.0 |
(37.8) |
|
-------- |
-------- |
-------- |
||
|
Total |
216.6 |
268.7 |
(19.4) |
|
|
|
===== |
===== |
===== |
|
Load Factors2
|
Technology |
1H26 |
1H251 |
||
|
Wind energy |
39.1% |
31.6% |
||
|
Solar PV |
9.5% |
14.7% |
||
|
-------- |
-------- |
|||
|
Total |
28.0% |
25.3% |
||
|
|
===== |
===== |
Technical Availability3
|
Technology |
1H26 |
1H251 |
||
|
Wind energy |
95.6% |
85.6% |
||
|
Solar PV |
96.8% |
97.6% |
||
|
-------- |
-------- |
|||
|
Total |
96.5% |
94.3% |
||
|
|
===== |
===== |
Revenues4 (EUR million)
|
Technology |
1H26 |
1H251 |
Variance (%) |
|
|
Wind energy |
4.4 |
3.5 |
+25.7 |
|
|
Solar PV |
4.2 |
6.8 |
(38.2) |
|
|
-------- |
-------- |
-------- |
||
|
Total |
8.6 |
10.3 |
(17.5) |
|
|
|
===== |
===== |
===== |
1 Value adjusted for the assets sold so that a comparison is possible.
2 The load factor of a renewable energy asset (such as wind or solar) is the ratio of its actual energy output over a given period to its maximum possible output if it operated at full capacity continuously during that period. Load factors are calculated using installed capacity and electricity production at 100% ownership, whereas the electricity production figures above are presented at AER's ownership share.
3 Average technical availability based on weighted installed capacity (AER share).
4 Includes merchant revenue, contracted revenue and other revenue (e.g. Guarantees of Origin, Electricity Certificates).
The portfolio's production was 21.1% below budget over the reporting period, with wind energy 10.7% below budget and solar PV 31.6% below.
Within the solar portfolio the shortfall was driven principally by market conditions rather than by resource or by equipment. At Albeniz and Tiza technical availability was at or close to 100% throughout the period and irradiation rose seasonally, while output fell sharply from April onwards, consistent with sustained curtailment during periods of negative and near-zero prices. Approximately 30% of potential production at these sites was restricted by the transmission system operator as a result of network saturation. Zero and negative prices accounted for approximately 20% of hours in the Iberian market over the half-year.
The Portuguese investments were affected by the same dynamic, with commercial curtailment during hours of negative or near-zero prices accounting for the largest single component of production forgone at Benfica III and Ourique.
Availability losses accounted for the balance. Technical availability at Ourique was 52% in May and 92% in June, the latter reflecting an inverter failure and inverter derating. At two of the three Benfica III sub-projects, availability was reduced by repeated theft of DC cabling, by storm damage and a public grid outage in the first quarter, and by a control system failure in April; insurance claims have been submitted in respect of the cable thefts. Most of these events fall outside the scope of the availability guarantees in the relevant O&M agreements, and contractual availability at the Portuguese investments remained between 94% and 100% throughout the period. No liquidated damages are therefore expected to arise, and none is reflected in the 30 June valuation.
Olhava produced 48% below budget, the largest shortfall of any asset in the portfolio. Contractual YTD technical production availability was approximately 94%, subject to a number of contractual exclusions, while production was also affected by the conservative curtailment strategy applied during periods of elevated imbalance prices through mid-Q2 2026.
The portfolio weighted average technical availability over the reporting period was 96.5%.
Where technical availability falls below the guaranteed level, compensation is contractually defined in the relevant EPC or O&M agreement in the form of liquidated damages. For certain assets this compensation is calculated on annual technical availability, so no liquidated damages are payable provided the year-end value remains above the guaranteed threshold.
In Spain, technical curtailments may in principle be compensated; however, no compensation is expected for the TSO-imposed curtailment experienced during the reporting period. Commercial curtailments due to negative prices are not covered by PPAs and are excluded from revenues. For assets with baseload PPAs, curtailed volumes generally have to be covered on the spot market, usually without compensation. By contrast, Iberian PV assets are generally contracted under pay-as-produced PPAs, which avoid market buy-back obligations in the case of curtailments or low production. Albeniz is an exception: it is contracted under a baseload PPA, which settles against the spread between baseload and captured solar prices rather than actual production.
Gearing1
|
EUR million |
As at |
As at |
Variance (%) |
|
NAV |
146.1 |
214.3 |
(31.8%) |
|
Drawn debt |
94.2 |
94.7 |
(0.6)% |
|
Cash at SPV level |
(16.7) |
(14.4) |
|
|
Net debt |
77.5 |
80.3 |
(3.6)% |
|
GAV |
223.6 |
294.6 |
(24.1%) |
|
Net debt (% of GAV) |
34.6 |
27.3 |
|
|
Project debt weighted average maturity (years) |
8.2 |
8.1 |
|
|
Project debt weighted average interest rate (%) |
3.6 |
3.1 |
|
|
==== |
==== |
In the first half of 2026, a total of EUR 0.6 million in bank financing was repaid across the Spanish investments. The scheduled repayment of EUR 0.7 million at Olhava fell due on 30 June but was settled on 15 July, after the period end. The Green Bond at The Rock was refinanced in May 2026 through the issue of a new five-year bond rather than repaid.
Debt Summary as at 30 June 2026
|
Project |
AER Share |
Drawn Debt |
Net Debt (EURm) |
|
Bullet/amortising |
Maturity |
Hedged |
Type |
|
Olhava |
100.0% |
6.4 |
3.8 |
EUR |
Fully amortising |
Sep-31 |
100.0% |
Bank Debt |
|
The Rock: USPP Bond |
13.7% |
28.5 |
EUR |
Fully amortising |
Sep-45 |
100.0% |
Debt Capital Markets |
|
|
The Rock: Green Bond |
13.7% |
10.9 |
EUR |
Bullet |
May-31 |
91.7% |
Debt Capital Markets |
|
|
The Rock: Lease liabilities |
13.7% |
1.1 |
EUR |
Fully amortising |
Nov-45 |
Lease |
||
|
The Rock: Total |
13.7% |
40.6 |
35.6 |
EUR |
||||
|
Albeniz |
100.0% |
10.4 |
10.0 |
EUR |
Partly amortising |
Dec-28 |
90.0% |
Bank Debt |
|
Jaén |
100.0% |
11.5 |
8.6 |
EUR |
Partly amortising |
Dec-28 |
90.0% |
Bank Debt |
|
Guillena |
100.0% |
16.0 |
14.0 |
EUR |
Partly amortising |
Dec-28 |
90.0% |
Bank Debt |
|
Tiza |
100.0% |
9.2 |
7.1 |
EUR |
Partly amortising |
Dec-28 |
90.0% |
Bank Debt |
|
Benfica III |
100.0% |
0.0 |
(0.9) |
N/A |
N/A |
N/A |
N/A |
N/A |
|
Ourique |
50.0% |
0.0 |
(0.7) |
N/A |
N/A |
N/A |
N/A |
N/A |
|
------- |
------- |
--------- |
||||||
|
Total |
94.2 |
77.5 |
94.0% |
|||||
|
|
==== |
==== |
===== |
1 Foreign currency values converted to EUR as at 30 June 2026. Data represents AER's share of debt.
2 Debt corresponds to senior debt secured at project level. Benfica III and Ourique have no external debt; their cash balances are included in the table as negative net debt to reconcile to the portfolio net debt used in the gearing calculation.
3 This disclosure is considered to represent the Company's alternative performance measures ("APMs").
Valuation
The Company's NAV as at 30 June 2026 was EUR 146.1 million or 38.6 cents per Ordinary Share (31 December 2025: EUR 214.3 million or 56.7 cents per Ordinary Share). This represents a NAV total return of (6.4%) per Ordinary Share (1H25: (10.9%)) including distributions. NAV per Ordinary Share declined by 31.9% after distributions of 14.4 cents per Ordinary Share.
The reduction in net assets of EUR 68.2 million comprises EUR 54.4 million returned to shareholders and EUR 13.8 million of movement in the value of the portfolio and fund-level costs.
The Company made distributions to shareholders of EUR 54.4 million during the period, comprising two returns of capital under the B Share Scheme of EUR 34.0 million, completed on 29 January 2026, and EUR 20.4 million, completed on 1 April 2026. These were returns of capital from the realisations of Sagres, Holmen II, Svindbaek and Desfina, less capital retained for the Company's liquidity. No dividend was paid or declared in respect of the period.
The main drivers of the movement in the value of investments in the reporting period, expressed as a percentage of opening net asset value, were:
- Power price forecasts - a reduction of c. 5.4%, with the reduction concentrated in the Iberian markets (down c. 6.0%) while Nordic forecasts were broadly unchanged (up c. 0.6%);
- Operating performance - a reduction of c. 1.5%, reflecting production below budget for the half-year across the Iberian solar portfolio and Olhava, together with a provision recognised at The Rock in respect of possible negative tax effects arising from the litigation proceeds received in 2025, for which the related assessment has not yet been received;
- Spanish refinancing assumptions - a reduction of c. 1.2%, reflecting increased cost assumptions relating to the refinancing of the senior debt of the Spanish investments upon its maturity in December 2028.
The portfolio discount rate increased from 10.0% to 10.2%, driven by rising interest rates and an increase in the risk premium for Olhava. The effect of the higher discount rate was more than offset by the unwinding of the discount over the two quarters since 31 December 2025, with valuation effects contributing an increase of c. 3.0% and inflation assumptions a further increase of c. 1.0%.
The balance of the movement reflects other business plan updates, including the refinancing at The Rock and the position at Olhava, which are described in the Portfolio Update, together with foreign exchange and rounding.
Valuation Methodology
The Company owns 100.0% of its subsidiary Tesseract Holdings Limited ("HoldCo" or "THL"). The Company meets the definition of an investment entity as described by IFRS 10. As such, the Company's investment in the HoldCo is valued at fair value.
The Company has acquired underlying investments in SPVs through its investment in the HoldCo. The Investment Adviser has carried out fair market valuations of the SPV investments as at 30 June 2026. The Board's views in relation to the valuations are set out in the Chairman's Statement.
All SPV investments are at fair value through profit or loss and are valued using the IFRS 13 framework for fair value measurement. The economic assumptions shown below were used in the valuation of the SPVs.
Valuation Assumptions
|
As at 30 June 2026 |
|
|
Discount rates |
The discount rate used in the valuations is calculated according to internationally recognised methods. Typical components of the discount rate are risk free rates, country-specific and asset-specific risk premia. |
|
Power price |
Power prices are based on power price forecasts from leading market analysts. The forecasts are independently sourced from providers with coverage in almost all European markets as well as providers with regional expertise. The approach is consistently applied to all asset classes and uses a blend of two power price curve providers. |
|
Energy yield/load factors |
Estimates are based on third party energy yield assessments, which consider historic production data (where applicable) and other relevant factors. |
|
Inflation rates |
Long-term inflation is based on the monetary policy of the European Central Bank. |
|
Asset life |
In general, an operating life of 25 to 30 years for onshore wind and 40 years for solar PV is assumed. In individual cases, a longer operating life is assumed where the contractual arrangement (i.e. O&M agreement with availability guarantee) supports such an assumption. |
|
Operating expenses |
Operating expenses are primarily based on respective contracts and, where not contracted, on the assessment of a technical adviser. |
|
Taxation rates |
Underlying country-specific tax rates are derived from due diligence reports from leading tax consulting firms. |
Valuation Sensitivities
The fair value of the Company's investment in HoldCo is ultimately determined by the underlying fair values of the SPV investments. As such, sensitivity analysis is produced to show the impact of reasonable changes in key assumptions adopted to arrive at the SPV valuation.
For each of the sensitivities, it is assumed that potential changes occur independently of each other with no effect on any other base case assumption, and that the number of investments in the SPVs remains static throughout the modelled life.
The NAV per share impacts from each sensitivity are shown below:
(i) Discount Rates
The DCF valuation of the SPV investments represents the largest component of the NAV of the Company and the key sensitivities are considered to be the discount rate used in the DCF valuation assumptions.
The weighted average valuation discount rate applied to calculate the SPV valuation is 10.2% at 30 June 2026 (30 June 2025: 8.8%). An increase or decrease in this rate by 0.5% at project level has the following effect on valuation:
|
-0.5% Change |
+0.5% Change |
||||
|
Discount rate |
NAV per |
NAV |
Total NAV |
NAV |
NAV per |
|
Valuation as of 30 June 2026 |
1.9 |
153,310 |
146,054 |
139,379 |
(1.8) |
|
===== |
===== |
===== |
===== |
===== |
|
(ii) Power Price
Long-term power price forecasts are provided by leading market consultants and are updated quarterly. The sensitivity below assumes a 10% increase or decrease in merchant power prices relative to the base case for every year of the asset life.
The sensitivity considers a flat 10% movement in power prices for all years, i.e. the effect of adjusting the forecast electricity price assumptions in each of the jurisdictions applicable to the SPV down by 10% and up by 10% from the base case assumptions for each year throughout the operating life of the SPV.
A change in the forecast electricity price assumptions by plus or minus 10% has the following effect on valuation, as shown below.
|
-10% change |
+10% change |
||||
|
Power Price |
NAV per |
NAV |
Total NAV |
NAV |
NAV per |
|
Valuation as of 30 June 2026 |
(6.0) |
123,190 |
146,054 |
168,474 |
5.9 |
|
===== |
===== |
===== |
===== |
===== |
|
(iii) Energy Yield
The base case assumes a "P50" level of output. The P50 output is the estimated annual amount of electricity generation (in MWh) that has a 50% probability of being exceeded both in any single year and over the long term and a 50% probability of being underachieved. Hence the P50 is the expected level of generation over the long term. The sensitivity illustrates the effect of assuming "P90 10 years" (a downside case) and "P10 10 years" (an upside case) energy production scenarios. A P90 10 years downside case assumes the average annual level of electricity generation that has a 90% probability of being exceeded over a ten-year period. A P10 10 years upside case assumes the average annual level of electricity generation that has a 10% probability of being exceeded over a ten-year period. This means that the SPV aggregate production outcome for any given ten-year period would be expected to fall somewhere between these P90 and P10 levels with an 80% confidence level, with a 10% probability of it falling below that range of outcomes and a 10% probability of it exceeding that range. The sensitivity does not include the portfolio effect which would reduce the variability because of the geographical diversification. The sensitivity is applied throughout the next ten years.
The table below shows the sensitivity of the SPV value to changes in the energy yield applied to cash flows from project companies in the SPV as per the terms P90, P50 and P10 explained above.
|
Energy yield |
NAV per |
P90 |
Total NAV |
P10 |
NAV per |
|
Valuation as of 30 June 2026 |
(5.0) |
127,158 |
146,054 |
164,674 |
4.9 |
|
===== |
===== |
===== |
===== |
===== |
(iv) Inflation Rates
The projects' income streams are principally a mix of government regulated tariffs, fixed-price PPAs and merchant revenues. Fixed-price PPAs tend not to be inflation linked, whilst merchant revenues are generally subject to inflation. The current contractual life of fixed-price PPAs are shorter than their respective asset lives, meaning, from a valuation perspective, the assets are more exposed to merchant revenues in the late asset life. The Company's original intention was to renew and/or extend power price hedging arrangements, whether through PPAs or other mechanisms, ahead of the expiry of existing contracts. However, given the focus on the Managed Wind-Down process, the Board and Investment Adviser are not actively pursuing new hedging opportunities unless the commercial terms are considered sufficiently attractive. This rolling hedge strategy is not reflected in the sensitivities illustrated above. The projects' management and maintenance expenses typically move with inflation; however, debt payments are fixed. This results in the SPV returns and valuation being positively correlated to inflation. The SPVs valuation assumes long-term inflation of 2.0% p.a.
The sensitivity illustrates the effect of a 0.5% decrease and a 0.5% increase from the assumed annual inflation rates in the financial model for each year throughout the operating life of the SPV.
|
Inflation rates |
NAV per |
-0.5% |
Total NAV |
+0.5% |
NAV per |
|
Valuation as of 30 June 2026 |
(1.8) |
139,187 |
146,054 |
153,301 |
1.9 |
|
===== |
===== |
===== |
===== |
===== |
(v) Asset Life
In general, an operating life of 25 to 30 years for onshore wind energy and 40 years for solar PV is assumed. In individual cases, a longer operating life is assumed where the contractual set-up (i.e. O&M agreement with availability guarantee) supports such an assumption.
The sensitivity below shows the valuation impact from a one-year adjustment to the asset life across the portfolio.
|
Asset life |
NAV per |
-1 year |
Total NAV |
+1 year |
NAV per |
|
Valuation as of 30 June 2026 |
(0.4) |
144,613 |
146,054 |
147,331 |
0.3 |
|
===== |
===== |
===== |
===== |
===== |
(vi) Operating Expenses
The sensitivity shows the effect of a 10.0% decrease and a 10.0% increase to the base case for annual operating costs for the SPV, in each case assuming that the change to the base case for operating costs occurs with effect from 1 January 2026 and that change is applied for the remaining life of the assets.
An increase or decrease in operating expenses by 10% at SPV level has the following effect on valuation, as shown below.
|
Operating expenses |
NAV per |
-10% |
Total NAV |
+10% |
NAV per |
|
Valuation as of 30 June 2026 |
2.9 |
156,876 |
146,054 |
135,169 |
(2.9) |
|
===== |
===== |
===== |
===== |
===== |
Portfolio Valuation - Key Assumptions
|
Metric |
1H26 |
1H25 |
|
|
Discount rate |
Weighted average |
10.2% |
8.8% |
|
Long-term inflation |
Weighted average |
2.0% |
2.0% |
|
Remaining asset life1 |
Wind energy (years) |
22 |
21 |
|
Solar PV (years) |
35 |
35 |
|
|
Operating life assumption2 |
Wind energy (years) |
30 |
28 |
|
Solar PV (years) |
40 |
40 |
|
|
==== |
==== |
Assumptions were made as at 30 June 2026. The portfolio discount rate increased from 10.0% to 10.2%, reflecting a higher risk-free rate and the application of an asset-specific liquidity premium to Olhava.
1 Remaining asset life based on net full load years. Does not consider any potential asset life extensions.
2 Asset life assumption from date of commissioning.
Market Commentary and Outlook
Power price forecasts used in respect of the period ended 30 June 2026 showed further reductions in the Iberian markets, while forecasts for the Nordic markets were broadly unchanged. On a portfolio-weighted basis, movements in power price curves contributed a reduction of approximately 5.4% in net asset value over the period, comprising approximately 6.0% from the Iberian markets and an increase of approximately 0.6% from the Nordic markets.
There was a further widening of the discount between capture and wholesale prices for the Company's wind investments compared to Q4 2025, reflecting the stronger cannibalisation effects that occur as renewable penetration increases.
Changes to wholesale and capture power price forecasts for the Company's solar PV investments were more significant this period. The capture price discount to wholesale prices widened by 13% to an average discount of c. 54% over the next 10 years, compounding the reduction in wholesale power price forecasts in these markets over the same period.
Market Prices
European power markets in the first half of 2026 were shaped by the consequences of the conflict in the Middle East. Concerns over potential supply disruptions drove a significant increase in gas prices in early March. Although prices subsequently eased and the medium- to long-term commodity assumptions underpinning power price forecasts remained broadly stable, damage to energy infrastructure in the region and uncertainty surrounding transit through the Strait of Hormuz sustained short-term price volatility. Near-term electricity demand was slightly weaker amid persistent industrial weakness in Europe, while medium-term demand expectations weakened as decarbonization projects, including hydrogen electrolysis, were delayed. Regional outcomes diverged: Continental European markets experienced wider intraday spreads, Nordic and Baltic prices varied materially across bidding zones, and Iberian prices remained subdued, particularly during solar hours.
Nordics
Nordic power prices remained volatile through the first half of 2026 and highly differentiated across bidding zones, reflecting hydrology, weather conditions and transmission constraints.
In Finland, cold weather supported prices in the first quarter, while stronger renewable availability and softer demand weighed on pricing during parts of the spring. Forward prices strengthened towards the end of the period on a weaker Nordic hydrological balance and higher fuel prices. Growing wind penetration continued to shape price formation, with high-output periods depressing spot prices and capture rates and low-wind periods producing materially higher prices. The average Finnish wind capture rate for the half-year was 55%, at an average capture price of 40 EUR/MWh. Negative pricing accounted for only 1% of hours in the period, but remains relevant for merchant wind assets.
In Norway, prices were generally stronger than in the prior year, particularly in the south, while northern regions continued to see periods of significantly lower pricing. Transmission constraints can amplify local cannibalisation in northern and central Norway, and these regional differences remained an important driver of realised wind revenues. In NO4 the capture rate for the half-year was 72%, at an average capture price of 29 EUR/MWh.
Imbalance costs remained a consideration for wind assets in both markets. The framework became more favourable over the period: Fingrid progressively reduced balance-service fees and introduced a revised imbalance pricing methodology in June, while Statnett reported declining reserve costs and introduced price-elastic mFRR demand to limit extreme balancing prices.
Iberia
During the first half of 2026, Iberian power prices remained relatively low on average, although market volatility increased materially. Strong renewable generation, particularly in Spain, continued to suppress mid-day spot prices, while higher gas prices and tighter residual demand supported evening prices. Forward markets broadly reflected this dynamic, with renewable growth weighing on medium-term baseload expectations while maintaining a premium for periods of tighter system conditions.
Solar PV was a key driver of market evolution. Record photovoltaic output in Spain further compressed prices during solar hours and increased the divergence between baseload and solar capture prices. Capture rates for merchant PV assets remained under pressure, averaging 65% over the half-year and falling to 20% in February. Solar PV capture prices averaged 32 EUR/MWh in the period.
Negative pricing became increasingly frequent, particularly during spring and early summer, while curtailment and grid congestion remained relevant considerations for highly exposed projects. Zero and negative prices accounted for 20% of the hours of the semester. Portugal experienced similar structural trends, although solar penetration remains lower and hydro and wind continue to play a larger role in the generation mix.
Outlook
European power markets are expected to remain volatile, with increasing renewable penetration continuing to reshape price formation. In Iberia, strong growth in solar generation is likely to maintain pressure on mid-day prices and capture rates, while negative pricing and curtailment remain important considerations. In the Nordic markets, hydrology, weather conditions and transmission constraints are expected to remain key drivers of regional pricing, while recent developments in balancing markets indicate some improvement in the cost environment.
Against this backdrop, the outlook for renewable generation remains closely linked to realised capture prices, balancing costs and regional market conditions. Growing electrification and renewable penetration continue to support the role of renewable energy in the European power system, although greater price cannibalisation and volatility increase the importance of asset-specific market exposure and contractual arrangements. For the Company, these factors will remain relevant to the performance and realisation of its remaining investments as it continues to implement its Managed Wind-Down strategy.
Aquila Capital Investmentgesellschaft mbH
24 September 2026
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
1. Environmental
The Investment Adviser, Aquila Capital, applies its ESG Management Framework to support the systematic identification, assessment, monitoring and management of environmental risks and impacts throughout the investment lifecycle. Environmental considerations are integrated into asset origination, due diligence, investment decision-making, and ongoing monitoring and reporting, with the aim of identifying material risks and implementing appropriate mitigation measures where necessary.
As part of this approach, environmental factors are assessed using Aquila Capital's proprietary ESG Risk Assessment process, which is designed to identify material ESG risks and support the development of mitigation measures. Environmental risks continue to be monitored throughout the life of an investment.
2. Social
The Investment Adviser, Aquila Capital, incorporates social considerations into its ESG Management Framework and investment processes. Social risks and impacts are assessed as part of the investment lifecycle, from due diligence through to ongoing asset management, and are considered alongside other material ESG factors when evaluating investments and defining mitigation measures.
To support a consistent approach across its investments, Aquila Capital has established ESG-related policies, processes and standards that are applied to key counterparties and investment activities. Relevant social risks and impacts are monitored throughout the holding period, supported by ongoing oversight.
3. Governance
Independent Board of Directors
The independent Board of Directors is responsible for AERʼs governance and sustainability policy and its implementation, with the daily operations being delegated to its independent AIFM, FundRock Management Company (Guernsey) Limited ("FundRock").
Board and Employee Diversity
The Board of Directors is appointed based on expertise and merit, being mindful of the benefits generated by diversity. The Board comprises members with different skills and experiences, while endeavouring to comply with the Listing Rules. The current Board comprises four men, all non-executive Directors who have a significant number of years of experience in their relevant fields. Additionally, the Investment Adviser is also mindful of the benefits provided by diversification, both in culture (some 29 nationalities are represented among its employees), and in gender (its gender ratio is 64% male and 36% female).
Board of Directors
The AER Board comprises four directors with deep expertise across private equity, law, and the energy sector (including renewables).
Robert Naylor
Non-executive Chairman
Appointed on 28 November 2025
Robert is Lead Fund Manager at Achilles Investment Company Limited, focused on maximising portfolio value through constructive engagement. He is a Non-Executive Director of NIOX Group plc, dedicated to improving asthma diagnosis and management, Renalytix plc, developer of the only FDA-approved and Medicare-reimbursed prognostic test for early-stage chronic kidney disease risk assessment the board of The PRS REIT plc, a FTSE 250 company managing around 5,400 family homes, whose assets were sold with the equity provided by four local authority pension schemes. He was also Chairman of Hipgnosis Songs Fund Limited, leading its sale to funds advised by Blackstone, and Chairman of Round Hill Music Royalty Fund Limited, overseeing its sale to Concord.
Robert began his career at Ernst & Young, qualifying as a Chartered Accountant.
Role
Chairman of the Board
Christopher Mills
Non-executive Director
Appointed on 21 May 2026
Mr Mills founded Harwood Capital Management in 2011, a successor to its former parent company JO Hambro Capital Management, which he co-founded in 1993 and of which he was formerly the Chief Investment Officer. He is currently the Chief Executive Officer and Investment Manager of North Atlantic Smaller Companies Investment Trust plc, a UK listed investment trust, and a Non-Executive Director of several companies.
Mr Mills has indicated that he will donate his director fees received from the Company to the Harwood Charitable Trust, which provides educational support, mainly for doctors in Africa.
Role
Member of the Audit and Risk Committee and Remuneration and Nomination Committee.
DAVID MACLELLAN
Non-executive Director
Appointed on 8 April 2019
David MacLellan has almost 40 years' experience in private equity first with Murray Johnstone which he joined in 1984 and then with RJD Partners which he founded in 2001. He was a director of Aberdeen Asset Managers plc following its acquisition in 2000 of Murray Johnstone where he was latterly chief executive. Mr MacLellan has served on the boards of a number of companies including as Chairman of John Laing Infrastructure Fund Limited. He is currently Chairman of Custodian Income REIT plc, and a director and Chairman of the audit committees of The Lindsell Train Investment Trust plc and J&J Denholm Limited. He is a past council member of the British Venture Capital Association and is a member of the Institute of Chartered Accountants of Scotland.
Role
Chair of the Audit and Risk Committee and member of the Remuneration and Nomination Committee.
KENNETH MACRITCHIE
Non-executive Director
Appointed on 8 April 2019
Kenneth MacRitchie has over 30 years' experience of advising on the financing, development and operation of independent power projects across Europe, the Middle East and Africa. He was a partner at the global law firm Clifford Chance and, thereafter, at Shearman & Sterling, where he served on their Management Board. Mr MacRitchie also has experience of advising the UK Government on renewable energy policy, and he led the establishment of Low Carbon Contracts Company Limited, the UK Government owned company that provides subsidies for the UK renewables industry. He is a graduate of the Universities of Glasgow, Aberdeen and Manchester.
Role
Chair of the Remuneration and Nomination Committee and member of the Audit and Risk Committee.
INTERIM MANAGEMENT REPORT AND RESPONSIBILITY STATEMENT
The Directors are required to provide an Interim Management Report in accordance with the Financial Conduct Authority ("FCA") Disclosure Guidance and Transparency Rules ("DTR"). The Chairman's Statement and the Investment Adviser's Report in this Half-Yearly Report provide details of the important events which have occurred during the period and their impact on the financial statements. The following statements on Related Party Transactions, Going Concern, the Statement of Directors' Responsibilities, the Chairman's Statement and Investment Adviser's Report, together constitute the Interim Management Report of the Company for the six months ended 30 June 2026. The outlook for the Company for the remaining six months of the year ending 31 December 2026 is discussed in the Chairman's Statement and the Investment Adviser's Report.
Principal Risks and Uncertainties
The principal risks and uncertainties facing the Company were detailed in the Company's most recent Annual Report for the year ended 31 December 2025, which can be found on the Company's website at https://www.aquila-european-renewables.com/investor-relations/reports-publications. These remain largely unchanged during the period under review. The key risks are summarised below:
- Economic and Political Risk - The revenue and value of the Company's investments may be affected by future changes in the economic and political situation;
- Power Price Risks - The risk that revenues decrease from sales of power at prevailing market prices. Increase in exposure to market prices due to sale of assets with less exposure to market price fluctuations and maturing PPA's.;
- Operational Risk - The risk that the portfolio underperforms and, as a result, cashflows and target returns are not met over the longer term. The risk that service providers to the Company underperform, and as a result, impact the Company's performance, reporting or reputation. The IT Security risk, climate related risks and Global conflict risk;
- Financial Risk - The risk that the valuations and underlying assumptions used to value the investment portfolio are not a fair reflection of the market, resulting in the investment portfolio being over or under-valued. The risk that the Managed Wind-Down process may take longer than expected and that the Board may not be able to achieve the best price for the Company's assets. Leverage and Interest Risk;
- Compliance, Tax and Legal Risk - The failure to comply with relevant regulatory changes, tax rules and obligations may result in reputational damage or create a financial loss to the Company; and
- Emerging Risk - As the run-off progresses there will be a significantly reduced size to the portfolio reducing diversification. This in turn reduces the IA fee potentially increasing key man risk and IA resourcing. As several costs are fixed, this will potentially lead to a growing cost base relative to the size of the Company.
Principal risks, including emerging risks, are mitigated and managed by the Board through policy setting and regular reviews of the Company's risk matrix by the Audit Committee to ensure that procedures are in place with the intention of minimising the impact of the above-mentioned risks. The Board relies on periodic reports provided by the Alternative Investment Fund Manager, Investment Adviser and Administrator regarding risks that the Company faces. When required, experts will be employed to gather information, including legal advisers and environmental advisers.
The Company's Annual Report for the year ended 31 December 2025 contains more detail on the Company's principal risks and uncertainties, including the Board's ongoing process to identify, and where possible mitigate, the risks.
The Board is of the opinion that these principal risks are equally applicable to the remaining six months of the financial year as they were to the six months being reported on.
Related Party Transactions
The Company's Investment Adviser, Aquila Capital Investmentgesellschaft mbH, and Directors are considered related parties under the Listing Rules. Details of the amounts paid to the Company's Investment Adviser and the Directors during the period are detailed in note 11 of this Half-Yearly Report.
Going Concern
As at the date of this report the Directors are required to consider whether they have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future and for a period of twelve months from the date of the signing of these financial statements (the "going concern period"). Following the General Meeting held on 30 September 2024 at which shareholders unanimously voted in favour of the discontinuation of the Company and a change in the Company's Objective and Investment Policy in order to facilitate the Managed Wind-Down of the Company, the process for an orderly realisation of the Company's assets and a return of capital to shareholders has begun and is expected to conclude over a number of years. The Company is preparing its financial statements on a going concern basis, although it is recognised that there is material uncertainty over whether the Company will be in existence in its current form twelve months from the date of signing of these financial statements, based on whether the Managed Wind-Down process were to conclude during the going concern period. These events therefore indicate the existence of a material uncertainty which may cast significant doubt about the Company's ability to continue as a going concern. The financial statements do not include the adjustments that would result if the Company were unable to continue as a going concern.
The Board will seek to realise all of the Company's assets in a manner that achieves a balance between maximising the proceeds received by the Company from the sale of those and making timely returns to Shareholders.
The Directors are satisfied that the Company has adequate resources to continue in operation throughout the Managed Wind-Down period and to meet all liabilities as they fall due. No material adjustments to accounting policies or the valuation methodology have arisen as a result of entering Managed Wind-Down.
Statement of Directors' Responsibilities
The DTR of the FCA requires the Directors to confirm their responsibilities in relation to the preparation and publication of the Interim Management Report and Financial Statements. The Directors confirm to the best of their knowledge that:
- the financial statements contained within the Half-Yearly Report has been prepared in accordance with the International Accounting Standard 34 - IAS 34 Interim Financial Reporting; and
- the Interim Management Report, together with the Chairman's Statement and Investment Manager's Report, includes a fair review of the information required by 4.2.7R and 4.2.8R of the FCA Disclosure Guidance and Transparency Rules.
The Half-Yearly Report has not been reviewed by the Company's Auditors. The Half-Yearly Report was approved by the Board on 24 September 2026 and the above Responsibility Statement was signed on its behalf by the Chairman.
Robert Naylor
Chairman
For and on behalf of the Board
24 September 2026
CONDENSED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2026
|
Six months ended 30 June 2026 |
Six months ended 30 June 2025 |
||||||
|
Notes |
Revenue |
(Unaudited) |
Total |
|
(Unaudited) Capital |
Total |
|
|
Losses on investments |
3 |
- |
(17,246) |
(17,246) |
- |
(40,112) |
(40,112) |
|
Net foreign exchange losses |
- |
(57) |
(57) |
- |
(13) |
(13) |
|
|
Income |
4 |
5,736 |
- |
5,736 |
7,691 |
- |
7,691 |
|
Investment Advisory fees |
5 |
(568) |
- |
(568) |
(1,105) |
- |
(1,105) |
|
Other expenses |
(714) |
(887) |
(1,601) |
(1,397) |
- |
(1,397) |
|
|
|
--------- |
--------- |
--------- |
--------- |
--------- |
--------- |
|
|
Profit/(loss) on ordinary activities before finance costs and taxation |
4,454 |
(18,190) |
(13,736) |
5,189 |
(40,125) |
(34,936) |
|
|
Finance costs |
(1) |
- |
(1) |
- |
- |
- |
|
|
|
--------- |
--------- |
--------- |
--------- |
--------- |
--------- |
|
|
Profit/(loss) on ordinary activities before taxation |
4,453 |
(18,190) |
(13,737) |
5,189 |
(40,125) |
(34,936) |
|
|
Taxation |
- |
- |
- |
- |
- |
- |
|
|
|
--------- |
--------- |
--------- |
--------- |
--------- |
--------- |
|
|
Profit/(loss) on ordinary activities after taxation |
4,453 |
(18,190) |
(13,737) |
5,189 |
(40,125) |
(34,936) |
|
|
|
===== |
===== |
===== |
===== |
===== |
===== |
|
|
Return per Ordinary Share - Diluted and Undiluted (cents) |
6 |
1.18 |
(4.81) |
(3.63) |
1.37 |
(10.61) |
(9.24) |
|
|
===== |
===== |
===== |
===== |
===== |
===== |
|
The total column of the Statement of Comprehensive Income is the profit and loss account of the Company.
All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued during the period.
Profit/(loss) on ordinary activities after taxation is also the 'total comprehensive income/(loss) for the period.
The notes are an integral part of these financial statements.
CONDENSED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2026
|
Notes |
As at |
As at |
|
|
Non-current assets |
|||
|
Investments at fair value through profit or loss |
3 |
136,071 |
208,676 |
|
|
---------- |
---------- |
|
|
Current assets |
|||
|
Trade and other receivables |
102 |
54 |
|
|
Cash and cash equivalents |
11,207 |
9,721 |
|
|
Total current assets |
11,309 |
9,775 |
|
|
|
---------- |
---------- |
|
|
Total assets |
147,380 |
218,451 |
|
|
Current liabilities |
|||
|
Trade and other payables |
(1,326) |
(4,118) |
|
|
|
---------- |
---------- |
|
|
|
|||
|
Total liabilities |
(1,326) |
(4,118) |
|
|
|
---------- |
---------- |
|
|
Net assets |
146,054 |
214,333 |
|
|
Capital and reserves: equity |
|||
|
Share capital |
8 |
4,082 |
4,082 |
|
Share premium account |
- |
- |
|
|
Special reserve |
273,206 |
327,749 |
|
|
Capital reserve |
(140,254) |
(122,064) |
|
|
Revenue reserve |
9,020 |
4,566 |
|
|
|
---------- |
---------- |
|
|
Total Shareholders' funds |
146,054 |
214,333 |
|
|
|
====== |
====== |
|
|
Net assets per Ordinary Share (cents) |
9 |
38.6 |
56.7 |
|
====== |
====== |
The financial statements were approved by the Board of Directors on 24 September 2026 and signed on its behalf by:
David MacLellan
Director
Company number: 11932433
The notes are an integral part of these financial statements.
CONDENSED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2026
|
For the six months ended 30 June 2026 |
Notes |
Share |
Share |
Special reserve |
Capital |
Revenue reserve |
Total |
|
Opening equity as at 1 January 2026 |
4,082 |
- |
327,749 |
(122,064) |
4,566 |
214,333 |
|
|
Profit/(loss) for the period |
- |
- |
- |
(18,190) |
4,454 |
(13,736) |
|
|
Return of capital (B Share Scheme) |
- |
- |
(54,439) |
- |
- |
(54,439) |
|
|
Return of capital (B Share Scheme) costs |
- |
- |
(104) |
- |
- |
(104) |
|
|
Dividends paid |
10 |
- |
- |
- |
- |
- |
- |
|
--------- |
--------- |
--------- |
--------- |
--------- |
--------- |
||
|
Closing equity as at 30 June 2026 |
4,082 |
- |
273,206 |
(140,254) |
9,020 |
146,054 |
|
|
|
===== |
===== |
===== |
===== |
===== |
===== |
|
For the six months ended 30 June 2025 |
Notes |
Share |
Share |
Special |
Capital |
Revenue reserve |
Total |
|
Opening equity as at 1 January 2025 |
4,082 |
255,643 |
75,087 |
(15,553) |
973 |
320,232 |
|
|
Profit/(loss) for the period |
- |
- |
- |
(40,125) |
5,189 |
(34,936) |
|
|
Return of capital (B Share Scheme) |
- |
- |
- |
- |
- |
- |
|
|
Return of capital (B Share Scheme) costs |
- |
- |
- |
- |
- |
- |
|
|
Dividends paid |
10 |
- |
- |
(325) |
- |
(5,643) |
(5,968) |
|
-------- |
-------- |
-------- |
-------- |
-------- |
-------- |
||
|
Closing equity as at 30 June 2025 |
4,082 |
255,643 |
74,762 |
(55,678) |
973 |
279,328 |
|
|
===== |
===== |
===== |
===== |
===== |
===== |
The Company's distribtuable reserve consist of the Special distributable reserve, Capital reserve and Revenue reserve.
The notes are an integral part of these financial statements.
CONDENSED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2026
|
Notes |
Six months |
Six months |
|
|
Operating activities |
|
||
|
Loss on ordinary activities before finance costs and taxation |
(13,736) |
(34,936) |
|
|
Unrealised losses on investments |
17,246 |
40,112 |
|
|
Increase in trade and other receivables |
(48) |
(544) |
|
|
(Decrease)/increase in trade and other payables |
(2,792) |
638 |
|
|
|
---------- |
--------- |
|
|
Net cash flow from operating activities |
670 |
5,270 |
|
|
Investing activities |
|||
|
Loan principal repayment received |
3 |
55,359 |
685 |
|
|
---------- |
--------- |
|
|
Net cash flow from investing activities |
55,359 |
685 |
|
|
Financing activities |
|||
|
Return of capital (B Share Scheme) |
(54,439) |
- |
|
|
Return of capital (B Share Scheme) costs |
(104) |
- |
|
|
Dividends paid |
10 |
- |
(5,968) |
|
|
---------- |
--------- |
|
|
Net cash flow used in financing activities |
(54,543) |
(5,968) |
|
|
|
---------- |
--------- |
|
|
Increase/(decrease) in cash |
1,486 |
(13) |
|
|
|
===== |
===== |
|
|
Cash and cash equivalents at start of period |
9,721 |
1,168 |
|
|
|
===== |
===== |
|
|
Cash and cash equivalents at end of period |
11,207 |
1,155 |
|
|
|
===== |
===== |
The notes are an integral part of these financial statements.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2026
1. General Information
Aquila European Renewables Plc ("AER", 'the Company') is a public company limited by shares, incorporated in England and Wales on 8 April 2019 with registered number 11932433. The Company is domiciled in England and Wales. The Company is a closed ended investment company with an indefinite life, which is now in managed wind-down. The Company commenced its operations on 5 June 2019 when the Company's Ordinary Shares were admitted to trading on the London Stock Exchange. The Directors intend, at all times, to conduct the affairs of the Company so as to enable it to qualify as an investment trust for the purposes of section 1158 of the Corporation Tax Act 2010, as amended.
The registered office and principal place of business of the Company is 4th Floor, 140 Aldersgate St, London, EC1A 4HY.
At a General Meeting held on 30 September 2024, shareholders approved a change in the Company's Investment Objective and Investment Policy. The new Investment Objective is to realise all existing assets in the Company's Portfolio in an orderly manner.
The Company's Investment Adviser is Aquila Capital Investmentgesellschaft mbH, authorised and regulated by the German Federal Financial Supervisory Authority.
FundRock Management Company (Guernsey) Limited acts as the Company's Alternative Investment Fund Manager for the purposes of Directive 2011/61/EU of the Alternative Investment Fund Managers Directive.
Apex Listed Companies Services (UK) Limited provides administrative and company secretarial services to the Company under the terms of an administration agreement between the Company and the Administrator.
2. Basis of Preparation
The financial statements included in this Half-Yearly Report have been prepared in accordance with IAS 34 Interim Financial Reporting. The accounting policies, critical accounting judgements, estimates and assumptions are consistent and should be read in conjunction with the Company's latest annual audited financial statements for the period ended 31 December 2025. The financial statements for the year ended 31 December 2025 have been prepared in accordance with the UK-adopted International Accounting Standards in conformity with the requirements of the Companies Act 2006, as applicable to companies reporting under those standards. The financial statements have been prepared on the historical cost basis, except for the measurement of certain financial instruments at fair value through profit or loss.
These financial statements do not include all information and disclosures required in the annual financial statements and should be read in conjunction with the Company's annual financial statements of 31 December 2025. The audited annual accounts for the year ended 31 December 2025 have been delivered to Companies House. The audit report thereon was unmodified. The functional currency of the Company is euros (EUR), as this is the currency of the primary economic environment in which the Company operates. Accordingly, the financial statements are presented in euros, rounded to the nearest thousand euros, unless otherwise stated.
Accounting for Subsidiary
The Company owns 100.0% of its subsidiary Tesseract Holdings Limited ("THL" or "HoldCo"), whose registered office and principal place of business is 6 Stratton Street, London, United Kingdom, W1J 8LD. The Company has acquired Renewable Energy Infrastructure Investments (the SPVs) through its investment in the HoldCo. The Company finances HoldCo through a mix of loan investments and equity. The loan investment finance represents Shareholder loans (the "Shareholder loans" or "SHL") provided by the Company to HoldCo. The Company meets the definition of an investment entity as described by IFRS 10. Under IFRS 10, an investment entity is required to hold subsidiaries at fair value through profit or loss and therefore does not consolidate the subsidiary.
The HoldCo is an investment entity, and as described under IFRS 10, values its SPV investments at fair value through profit or loss. SPV investments are investments held at HoldCo.
Going Concern
The Directors have adopted the going concern basis in preparing the financial statements, although it is recognised that there is material uncertainty over whether the Company will be in existence in its current form twelve months from the date of signing these financial statements. Details of the Directors' assessment of the going concern status of the Company, which considered the adequacy of the Company's resources, and the impact of risks and uncertainties are provided in the Interim Management Report.
Critical Accounting Judgements, Estimates and Assumptions
The preparation of the financial statements requires management to make judgements, estimates and assumptions in certain circumstances that affect reported amounts. These are judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities.
The Directors have concluded that the Company meets the definition of an investment entity as defined in IFRS 10. This conclusion involved a degree of judgement and assessment as to whether the Company met the criteria outlined in IFRS 10. The key assumptions that have a significant impact on the carrying value of the Companyʼs underlying investments in the SPVs are the discount rates, useful life of the assets, the rate of inflation, the price at which the power and associated benefits can be sold, the amount of electricity the assets are expected to produce and operating costs of the SPVs.
3. Investments at Fair Value through Profit and Loss
|
As at |
As at |
|
|
(a) Summary of valuation |
||
|
Analysis of closing balance: |
||
|
Investments held at fair value through profit or loss |
136,071 |
208,676 |
|
|
----------- |
----------- |
|
Total investments |
136,071 |
208,676 |
|
|
|
|
|
(b) Movements during the period |
||
|
Opening balance of investments, at cost |
322.291 |
335,887 |
|
Repayments during the period/year |
(55,359) |
(13,596) |
|
Cost of investments |
266,932 |
322,291 |
|
Revaluation of investments to fair value: |
||
|
Unrealised movements in fair value of investments |
(130,861) |
(113,615) |
|
Balance of capital reserve - investments held |
(130,861) |
(113,615) |
|
|
----------- |
----------- |
|
Fair value of investments |
136,071 |
208,676 |
|
(c) Losses on investments in the period/year (per Statement of Comprehensive Income) |
||
|
Movement in unrealised revaluation of investments held |
(17,246) |
(98,160) |
|
Losses on disposals |
- |
(3,064) |
|
|
----------- |
----------- |
|
Losses on investments |
(17,246) |
(101,224) |
|
|
====== |
====== |
The fair value of the Companyʼs equity and the Shareholder loans investment in HoldCo are determined by the underlying fair values of the SPV investments, which are not traded and contain unobservable inputs. As explained in Note 2, the Company has made a judgement to fair value of both the equity and shareholder loan investments together. As such, the Companyʼs equity and the Shareholder loans investments in HoldCo have been classified as Level 3 in the fair value hierarchy.
Fair value measurements
IFRS 13 requires disclosure of fair value measurement by level. The level of fair value hierarchy within the financial assets or financial liabilities is determined on the basis of the lowest level input that is significant to the fair value measurement. Financial assets and financial liabilities are classified in their entirety into only one of the following 3 levels:
Level 1
The unadjusted quoted price in an active market for identical assets or liabilities that the entity can access at the measurement date.
Level 2
Inputs other than quoted prices included within Level 1 that are observable (i.e. developed using market data) for the asset or liability, either directly or indirectly.
Level 3
Inputs are unobservable (i.e. for which market data is unavailable) for the asset or liability. The classification of the Company's investments held at fair value is detailed in the table below:
|
As at 30 June 2026 |
||||
|
Level 1 |
Level 2 |
Level 3 |
Total |
|
|
Investments at fair value through profit and loss |
- |
- |
136,071 |
136,071 |
|
---------- |
---------- |
---------- |
---------- |
|
|
Investments at fair value through profit and loss |
- |
- |
136,071 |
136,071 |
|
|
====== |
====== |
====== |
====== |
|
As at 31 December 2025 |
||||
|
Level 1 |
Level 2 |
Level 3 |
Total |
|
|
Investments at fair value through profit and loss |
- |
- |
208,676 |
208,676 |
|
---------- |
---------- |
---------- |
---------- |
|
|
- |
- |
208,676 |
208,676 |
|
|
|
====== |
====== |
====== |
====== |
Due to the nature of the investments, they are always expected to be classified as level 3. There have been no transfers between levels during the period ended 30 June 2026 (31 December 2025: none).
The movement on the Level 3 unquoted investments during the period is shown below:
|
As at |
As at |
|
|
Opening balance |
208,676 |
320,432 |
|
Repayments during the period/year |
(55,359) |
(13,596) |
|
Unrealised losses on investments adjustments |
(17,246) |
(98,160) |
|
---------- |
---------- |
|
|
Closing balance |
136,071 |
208,676 |
|
|
====== |
====== |
Valuation Methodology
The Investment Adviser has carried out fair market valuations of the SPV investments as at 30 June 2026 and all SPV investments are at fair value through profit or loss and are valued using the IFRS 13 framework for fair value measurement. The Board's views in relation to the valuations are set out in the Chairman's Statement.
The key assumptions that have a significant impact on the carrying value of the Companyʼs underlying investments in SPVs are the discount rates, useful life of the assets, the rate of inflation, the price at which the power and associated benefits can be sold, the amount of electricity the assets are expected to produce and operating costs of the SPVs.
The discount factors applied to the cash flows are reviewed annually by the Investment Adviser to ensure they are at the appropriate level. The weighted average valuation discount rate applied to calculate the SPV valuation is 10.2% as at 30 June 2026 (31 December 2025: 10.0%).
Useful lives are based on the Investment Adviserʼs estimates of the period over which the assets will generate revenue, which are periodically reviewed for continued appropriateness. The assumption generally used for the useful life of the wind farms is 25 to 30 years and solar PV is 40 years. The actual useful life may be a shorter or longer period depending on the actual operating conditions experienced by the asset.
The price at which the output from the generating assets is sold is a factor of both wholesale electricity prices and prices achievable through power purchase agreements. Future power prices are estimated using external third-party forecasts, which take the form of specialist consultancy reports. The future power price assumptions are reviewed as and when these forecasts are updated. There is an inherent uncertainty in future wholesale electricity price projection. Long-term power price forecasts are provided by leading market consultants, updated quarterly.
Specifically commissioned external reports are used to estimate the expected electrical output from the wind and solar PV assets, taking into account the expected average wind speed at each location and generation data from historical operation. The actual electrical output may differ considerably from that estimated in such a report mainly due to the variability of actual wind to that modelled in any one period. Assumptions around electrical output will be reviewed only if there is good reason to suggest there has been a material change in this expectation.
The P50 level of output is the estimated annual amount of electricity generation (in MW) that has a 50.0% probability of being exceeded both in any single year and over the long term and a 50.0% probability of being underachieved.
Climate risks can also affect the carrying value of the Company's underlying investments. The Company relies (via the HoldCo or relevant SPVs) on third-party technical advisers to consider the impact of climate risks when assessing P50 production forecasts.
The operating costs of the SPV companies are frequently partly or wholly subject to inflation and an assumption is made that inflation will increase at a long-term rate. The SPV's valuation assumes long-term inflation of 2.0% (31 December 2025: 2.0%). The impact of physical and transition risks associated with climate change is assessed on a project-by-project basis and factored into the underlying cash flows as appropriate.
The following assumptions were used in the valuations:
|
Metric |
As at |
As at |
|
|
Discount rate |
Weighted average (%) |
10.2 |
10.0 |
|
Long-term inflation |
Weighted average (%) |
2.0 |
2.0 |
|
Remaining asset life (weighted average)1 |
Wind energy (years) |
22 |
21 |
|
Solar PV (years) |
35 |
37 |
|
|
===== |
===== |
1 Remaining asset life based on net full load years.
4. Income
While Holdco has paid interest due on the shareholder loan from the Company it has been able to do this from capital as opposed to from interest and dividend income from its remaining investments.
|
Income from investments |
Six months |
Six months |
||
|
Interest income from shareholder loans |
5,670 |
7,672 |
||
|
Bank interest income |
66 |
- |
||
|
Other income |
- |
19 |
||
|
-------- |
-------- |
|||
|
Total Income |
5,736 |
7,691 |
||
|
===== |
===== |
|||
While THL has paid the interest due on the shareholder loan in respect of the period, these payments were made from THL's cash resources as opposed to the cash flow (excluding cash from realisations) generated in the period from its investments, which amounted to EUR 0.8 million.
5. Investment Advisory Fees
|
Six months ended 30 June 2026 |
Six months ended 30 June 2025 |
|||||
|
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
|
|
Investment advisory fees |
568 |
- |
568 |
1,105 |
- |
1,105 |
|
===== |
===== |
===== |
===== |
===== |
===== |
|
Under the Investment Advisory Agreement, the following fee is payable to the Investment Adviser:
0.75% per annum of NAV (plus VAT) of the Company up to EUR 300.0 million;
0.65% per annum of NAV (plus VAT) of the Company between EUR 300.0 million and EUR 500.0 million; and
0.55% per annum of NAV (plus VAT) of the Company above EUR 500.0 million.
The Investment Adviser is also entitled to be reimbursed for certain expenses under the Investment Advisory Agreement. These include out-of-pocket expenses properly incurred by the Investment Adviser in providing services, including transactional, organisational, operating and/or travel expenses.
6. Return Per Ordinary Share
|
Six months |
Six months |
|
|
Revenue return after taxation (EUR '000) |
4,453 |
5,189 |
|
Capital return after taxation (EUR '000) |
(18,190) |
(40,125) |
|
Net return (EUR '000) |
(13,737) |
(34,936) |
|
Weighted average number of Ordinary Shares |
378,122,130 |
378,122,130 |
|
========== |
========== |
7. Taxation
|
Six months ended 30 June 2026 |
Six months ended 30 June 2025 |
|||||
|
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
|
|
Corporation tax |
- |
- |
- |
- |
- |
- |
|
------- |
------- |
------- |
------- |
------- |
------- |
|
|
Total tax charge for the period |
- |
- |
- |
- |
- |
- |
|
|
==== |
==== |
==== |
==== |
==== |
==== |
Investment companies which have been approved by the HM Revenue & Customs under section 1158 of the Corporation Tax Act 2010 are exempt from tax on capital gains. Due to the Company's status as an investment trust, and the intention to continue meeting the conditions required to obtain approval in the foreseeable future, the Company has not provided for deferred tax on any capital gains or losses arising on the revaluation of investments.
8. Share Capital
|
As at 30 June 2026 (Unaudited) |
||||
|
No. of Ordinary Shares |
No. of Treasury Shares |
Total no. of Shares in issue |
(EUR '000) |
|
|
Allotted, issued and fully paid: Redeemable Ordinary Shares of 1p each ('Ordinary Shares') |
378,122,130 |
30,103,575 |
408,225,705 |
4,082 |
|
------------------ |
------------------ |
------------------ |
------------------ |
|
|
Total |
378,122,130 |
30,103,575 |
408,225,705 |
4,082 |
|
========== |
========== |
========== |
========== |
|
|
As at 31 December 2025 (Audited) |
||||
|
No. of Ordinary Shares |
No. of Treasury Shares |
Total no. of Shares in issue |
(EUR '000) |
|
|
Allotted, issued and fully paid: Redeemable Ordinary Shares of 1p each ('Ordinary Shares') |
378,122,130 |
30,103,575 |
408,225,705 |
4,082 |
|
----------------- |
----------------- |
----------------- |
----------------- |
|
|
Total |
378,122,130 |
30,103,575 |
408,225,705 |
4,082 |
|
========== |
========== |
========== |
========== |
|
The Ordinary Shares shall carry the right to receive the profits of the Company available for distribution and determined to be distributed by way of interim or final dividends at such times as the Directors may determine in accordance with the Articles of the Company. The holders of Ordinary Shares have the right to receive notice of, and to attend and vote at, General Meetings of the Company.
There were no Ordinary Shares issued or buybacks during the period to 30 June 2026 (31 December 2025: none).
In January 2026 and March 2026, the Company announced a return of approximately EUR 34 million and EUR 20.4 million respectively to Shareholders by way of B Share issues. Following Shareholder approvals, B Shares of one cent each were issued to Shareholders and immediately redeemed on 23 January 2026 and 26 March 2026 respectively. The B Shares issues and corresponding return of capital to Shareholders reduced the Company's net assets by the amount distributed and did not dilute Shareholders' proportionate interests in the Company.
9. Net Assets Per Ordinary Share
Net assets per Ordinary Share as at 30 June 2026, is based on EUR 146,054,000 (31 December 2025: EUR 214,333,000) of net assets of the Company attributable to the 378,122,130 (31 December 2025: 378,122,130) Ordinary Shares in issue as at 30 June 2026.
10. Dividend Paid
The Company has paid the following interim dividends in respect of the period under review:
|
Six months ended |
Six months ended |
|||
|
Cents per |
Total |
Cents per |
Total |
|
|
31 December 2025 interim - No dividend paid (2025: 18 March 2025) |
Nil |
Nil |
0.79c |
2,987 |
|
31 March 2026 interim - No dividend paid (2025: 13 June 2025) |
Nil |
Nil |
0.79c |
2,981 |
|
-------- |
-------- |
-------- |
-------- |
|
|
Total |
Nil |
Nil |
1.58c |
5,968 |
|
|
==== |
==== |
==== |
==== |
The dividend relating to the period ended 30 June 2026, which is the basis on which the requirements of Section 1159 of the Corporation Tax Act 2010 are considered is detailed below.
|
Six months ended |
Six months ended |
|||
|
Total dividends declared in relation to the period |
Cents per |
Total |
Cents per |
Total |
|
31 March 2026 interim - No dividend paid (2025: 13 June 2025) |
Nil |
Nil |
0.79c |
2,987 |
|
30 June 2026 interim - No dividend paid (2025: 5 September 2025) |
Nil |
Nil |
0.79c |
3,000 |
|
-------- |
-------- |
-------- |
-------- |
|
|
Total |
Nil |
Nil |
1.58c |
5,987 |
|
|
==== |
==== |
==== |
==== |
11. Transactions with the Investment Adviser and Related Party Transactions
Fees payable to the Investment Adviser are shown in the Statement of Comprehensive Income. As at 30 June 2026, the fee outstanding to the Investment Adviser was EUR 972,000 (30 June 2025: EUR 1,105,000).
AIFM fees for the period ended 30 June 2026 amount to EUR 66,000 (30 June 2025: EUR 68,000). As at 30 June 2026, the fee outstanding to the AIFM was EUR nil (30 June 2025: EUR 11,000).
The Company Secretary and Administrator fees for the period ended 30 June 2026 amount to EUR 90,000 (30 June 2025: EUR 91,000) and the total fees paid to Apex Group amount to EUR 156,000 (30 June 2025: EUR 159,000).
Fees are payable to the Directors at an annual rate of EUR 75,000 to the Chairman, EUR 52,500 to the Chair of the Audit and Risk Committee and EUR 135,450 to the other Directors. Directors' fees paid during the six month period were EUR 79,000 (30 June 2025: EUR 97,000).
During the period, the Company received repayments of its Shareholder loans to HoldCo of EUR 55,359,000 (2025: EUR 13,596,000). The Shareholder loans, including accrued interest outstanding at period end were EUR 152,405,000 (30 June 2025: EUR 221,207,000).
The Directors had the following shareholdings in the Company, all of which were beneficially owned.
|
Ordinary shares |
Ordinary shares |
|
|
Robert Naylor1 |
5,110,000 |
5,110,000 |
|
David MacLellan |
125,000 |
125,000 |
|
Kenneth MacRitchie |
50,000 |
50,000 |
|
Christopher Mills1,2 |
5,110,000 |
N/A |
|
======== |
======== |
1 Ordinary Shares held indirectly through Achilles Investment Company Limited.
2 Appointed on 21 May 2026.
12. Distributable Reserves
The Company's distributable reserves consists of the special reserve and revenue reserve. Capital reserve represents unrealised investments and as such is not distributable.
The revenue reserve is distributable. The amount of the revenue reserve that is distributable may not necessarily be the full amount of the reserve as disclosed within these financial statements of EUR 9,020,000 as at 30 June 2026 (31 December 2025: EUR 4,566,000).
13. Post Balance Sheet Events
Follow-on investment in Olhava following breach
On 13 July 2026, the Company announced that, following discussions with the lender the Company will provide additional capital to Olhava of up to EUR 0.7 million, which will be progressively injected into Olhava, by way of an additional shareholder loan.
14. Status of this Report
These half year financial statements are not the Companyʼs statutory accounts for the purposes of section 434 of the Companies Act 2006. They are unaudited. The unaudited half year financial statements will be made available to the public at the Companyʼs registered office. The report will also be available in electronic format on the Companyʼs website, www.aquila-european-renewables.com.
The information for the year ended 31 December 2025 has been extracted from the last published audited financial statements, unless otherwise stated. The audited financial statements have been delivered to the Registrar of Companies.
PricewaterhouseCoopers LLP reported on those accounts and their report was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under sections 498(2) or 498(3) of the Companies Act 2006.
The half year financial statements was approved by the Board on 24 September 2026.
ALTERNATIVE PERFORMANCE MEASURES
In reporting financial information, the Company presents alternative performance measures ("APMs"), which are not defined or specified under the requirements of IFRS. The Company believes that these APMs, which are not considered to be a substitute for or superior to IFRS measures, provide stakeholders with additional helpful information on the performance of the Company. The APMs presented in this report are shown below:
Discount
The amount, expressed as a percentage, by which the share price is less than the net asset value per Ordinary Share.
|
As at 30 June 2026 (Unaudited) |
As at 30 June 2025 (Unaudited) |
As at 31 December 2025 (Audited) |
||
|
NAV per Ordinary Share (cents) |
a |
38.6 |
73.9 |
56.7 |
|
Share price (cents) |
b |
17.6 |
62.6 |
36.5 |
|
Discount (%) |
(b÷a)-1 |
54.4 |
15.3 |
35.6 |
|
|
==== |
==== |
==== |
Gearing
The Company's gearing is calculated as total debt as a percentage of the gross asset value.
|
As at (Unaudited) |
As at (Unaudited) |
As at (Audited) |
|||||
|
Gross asset value(EUR '000) |
a |
240,215 |
424,049 |
315,850 |
|||
|
Debt at the SPV level (EUR '000) |
b |
94,161 |
144,721 |
101,517 |
|||
|
RCF drawn (EUR '000) |
c |
- |
- |
- |
|||
|
Gearing ratio (%) |
(b+c) ÷a |
39.2 |
34.1 |
32.1 |
|||
|
|
==== |
==== |
==== |
||||
Gross Asset Value
The Company's gross assets comprise the net asset values of the Company's Ordinary Shares and the debt at the underlying SPV level, with the breakdown as follows:
|
As at 30 June 2026 (Unaudited) |
As at 30 June 2025 (Unaudited) |
As at 31 December 2025 (Audited) |
||
|
Net Asset Value (EUR '000) |
a |
146,054 |
279,328 |
214,333 |
|
Debt at the SPV level (EUR '000) |
b |
94,161 |
144,721 |
101,517 |
|
RCF drawn (EUR '000) |
c |
- |
- |
- |
|
---------- |
---------- |
---------- |
||
|
Gross Asset Value (EUR '000) |
a+b+c |
240,215 |
424,049 |
315,850 |
|
|
====== |
====== |
====== |
Ongoing Charges
A measure, expressed as a percentage of average net assets, of the regular, recurring annual costs of running an investment company.
|
As at 30 June 2025 |
Period ended (Unaudited) |
Period ended (Unaudited) |
Year ended (Audited) |
|
|
Average NAV (EUR '000) |
a |
149,346 |
314,633 |
258,162 |
|
Annualised expenses (EUR '000) |
b |
2,408 |
3,198 |
3,103 |
|
Ongoing charges (%) |
(b÷a) |
1.6 |
1.0 |
1.2 |
|
|
====== |
====== |
====== |
Total Return
A measure of performance that includes both income and capital returns. This takes into account capital gains and reinvestment of dividends paid out by the Company into the Ordinary Shares of the Company on the ex-dividend date.
|
Period ended 30 June 2026 (unaudited) |
Share price |
NAV |
|
|
Opening at 1 January 2026 (cents) |
a |
36.5 |
56.7 |
|
Distribution adjustment (cents) |
b |
14.44 |
14.44 |
|
Closing at 30 June 2026 (cents) |
c |
17.6 |
38.6 |
|
Total return (%) |
((c+b)÷a)-1 |
-12.2 |
-6.4 |
|
|
====== |
====== |
|
Period ended 30 June 2025 (unaudited) |
Share price |
NAV |
|
|
Opening at 1 January 2025 (cents) |
a |
66.0 |
84.7 |
|
Dividend adjustments (cents) |
b |
1.6 |
1.6 |
|
Closing at 30 June 2025 (cents) |
c |
62.6 |
73.9 |
|
Total return (%) |
((c+b)÷a)-1 |
-2.8 |
-10.9 |
|
|
===== |
===== |
|
Year ended 31 December 2025 (Audited) |
Share price |
NAV |
|
|
Opening at 1 January 2025 (cents) |
a |
66.0 |
84.7 |
|
Dividend adjustments (cents) |
b |
3.0234 |
3.0234 |
|
Closing at 31 December 2025 (cents) |
c |
36.5 |
56.7 |
|
Total return (%) |
((c+b)÷a)-1 |
-40.1 |
-29.5 |
|
|
===== |
===== |
Enquiries:
|
Apex Listed Companies Services (UK) Limited (Company Secretary)
|
+44 (0) 20 3327 9720 |
|
Deutsche Numis (Corporate Broker) Hugh Jonathan George Shiel |
+44 (0) 20 7260 1000 |
www.aquila-european-renewables.com