Cloudberry Clean Energy Annual report 2020

107 Cloudberry Annual report 2020 Financial statements Note 20 Investments in associated companies Cloudberry acquired Forte Energy Norway AS On 15 November 2020 Cloudberry Production acquired 34% of Forte Energy Norway AS (Forte). Forte owns 13 producing hydro power assets and one power offtake agreement in Norway, with a combined annual production of around 85 GWh net to Cloudberry. The hydro power assets have an average license life of minimum 51 years. Cloudberry will be the local manager of the port- folio and has secured appropriate and customary governance mechanisms and rights for its 34% minority share interest. The majority owner of Forte is Fontavis Forte HYDRO S.A R.L. Fontavis is a part of the Swiss Life group. Shareholders agreement and daily management of Forte Forte is managed through the Shareholders agree- ment (SHA) dated 7 July 2020 between Fontavis (66%) and Cloudberry (34%). The SHA’s purpose is to govern the Parties ownership responsibilities. It has the following overall principles: · The parties shall together prepare a business plan which is updated annually and is to be approved by the Board. · Cloudberry shall be the local manager of Forte and have the responsibility for day-to-day oper- ational management and supervision (services defined in “Management Agreement”). · The Board consists of 5 directors, Fontavis shall have the right to appoint three (3), including the chairman, while Cloudberry have the right to appoint two, (2). The SHA’s material substance is that both sharehold- ers must cooperate in decisions about the business activities of Forte, Cloudberry has concluded that it is not joint control, but Cloudberry has significant influence in Forte. Cloudberry acquired 15% of Odal Vindkraftverk AS On 23 December 2020 Cloudberry Production acquired 15% of Odal windfarm. Cloudberry has the right to, and intends to, acquire up to a 33.4% share- holding in Odal windfarm by 30 June 2021. The Odal windfarm is currently under construction in Innlandet, Norway. Installation of 34 turbines with up to 163 MW capacity is expected to be completed within year-end 2021 with electricity production com- mencing in Q1 2022. The windfarm is constructed together with local and well-known partners KLP and Akershus Energi. Cloudberry will add value as a financial sponsor and industrial partner in the project. With this transaction, Cloudberry enters into all existing agreements for the development of the windfarm, including Cloudberry’s share of the contractor guarantees. Though Cloudberry has only acquired 15% of the shares in this transaction, there are many factors which supports that Cloudberry has significant influence. These reasons are: · Cloudberry have the right to one board member and one observer in Odal Vindkraftverk AS · Cloudberry employee(s) will be included in the project team during the construction phase of the project in order to improve project execution and debt financing · The parties have a shareholder agreement in place with secured certain rights to Cloudberry · The option to acquire additional shares was currently exercisable as of 31 December 2020 The table shows the summarized investments in joint ventures and associated companies included in the Groups balance sheet as of 31 December