Etrion Releases 2021 Results

March 11, 2022, Geneva, Switzerland – Etrion Corporation (“Etrion” or the “Company”, and, together with its subsidiaries, the “Group”) released today its annual consolidated financial statements and related management’s discussion and analysis (“MD&A”) for the year ended December 31, 2021.

2021 HIGHLIGHTS

Corporate

• On May 31, 2021, the Company completed the sale of its TK interests in the 45 MW Niigata solar project to a consortium led by Renewable Japan Co. Ltd for gross proceeds of JPY 6.3 billion (approximately US$57.7 million).

• On June 22, 2021, the Company completed the sale of its TK interests in the 13.2 MW Komatsu, 24.7 MW Shizukuishi and 9.3 MW Mito, operating solar energy projects to a Japanese consortium (the “Consortium”) for gross proceeds of JPY8.3 billion (approximately US$74.9 million).

• On July 28, 2021, the Company completed the sale of its TK interests in the 9.5 MW Misawa energy project to the Consortium, for gross proceeds of JPY1.5 billion (approximately US$13.5 million).

• Following the distributions to the Company’s securityholders (see below under the heading Financial Highlights), the Company retained approximately CAD$20 million in cash to address any potential warranty claims from the sale of its assets in Japan, corporate obligations, and potential claims as well as wind-up cost.

• The common shares of the Company were voluntarily delisted from the Toronto Stock Exchange after the close of trading on September 17, 2021, and from the Nasdaq Stockholm stock exchange on January 4, 2022.

• Subject to the possibility of the Board identifying other potential business opportunities, the Company may deploy the remaining capital into a new venture or complete its windup activities and proceed with the dissolution within approximately 36 months after the sale of the Japanese assets.  Any cash remaining at the completion of the windup activities and settlement of all liabilities of the Company will be distributed to shareholders.

Financial highlights

• On January 7, 2021, Etrion redeemed the EUR40 million (approximately US$49.0 million) principal amount of outstanding corporate bonds, in full and at a redemption price of 100.725% of the face value plus accrued and unpaid interest.

• On August 24, 2021, the Company distributed US$0.327 per share to the shareholders as a return of capital for a total amount of US$109.2 million, and the share capital was reduced accordingly.

• On August 24, 2021, the Company made a distribution to the holders of its outstanding restricted share units (“RSUs”) in the amount of US$0.327 per RSU for a total amount of US$5.0 million.

• In 2021, Etrion recognized a Group gain on sale of subsidiaries of JPY13.8 billion (US$127.8 million).

• Etrion closed 2021 with an unrestricted cash balance of US$20.6 million held at the corporate level and a positive working capital of US$18.8 million.

Management Comments

Marco A. Northland, the Company’s Chief Executive Officer, commented, “I am pleased to have provided a liquidity event to shareholders after a successful divesture of all Japanese solar assets. The Company going forward will maintain very limited resources; however, we will continue to explore new opportunities for future deployment of the Company’s remaining cash or eventually proceed with a windup of the Company as previously disclosed”

FINANCIAL SUMMARY

About Etrion 

Etrion’s largest shareholder is the Lundin family, which owns approximately 36% of the Company’s shares directly and through various trusts.

For additional information, please visit the Company’s website at www.etrion.com or contact:

Christian Lacueva – Chief Financial Officer 

Telephone: +41 (22) 715 20 90

The information was submitted for publication at 11:05 p.m. CET on March 11, 2022.

Non-IFRS Measures:

This press release includes non-IFRS measures not defined under IFRS, specifically earnings before interest, taxes, depreciation and amortization (“EBITDA”) and Adjusted operating cash flow. Non-IFRS measures have no standardized meaning prescribed under IFRS and therefore such measures may not be comparable with those used by other companies.  EBITDA is a useful metric to quantify the Company’s ability to generate cash before extraordinary and non-cash accounting transactions recognized in the financial statements. In addition, EBITDA is useful to analyze and compare profitability between companies and industries because it eliminates the effects of financing and accounting policy decisions. The most comparable IFRS measure to EBITDA is net income (loss). Refer to Etrion’s MD&A for the year ended December 31, 2021, for a reconciliation of EBITDA and adjusted operating cash flow reported during the period.

Forward-Looking Information: 

This press release contains certain “forward-looking information”. All statements, other than statements of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements relating to amount of funds that will be required to satisfy potential warranty claims under the sale agreements, other corporate level liabilities and anticipated expenses to cover continuing operations and windup costs, the possibility of acquiring or commencing an alternative business and the possibility that the Company may proceed to wind up its activities and dissolve following the completion of the sale of its solar assets) constitute forward-looking information. This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company as well as certain assumptions including, without limitation, assumptions as to the amount of funds that will be required to satisfy future obligations and costs associated with the dissolution of the Company. Forward-looking information is subject to a number of significant risks and uncertainties and other factors that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, but are not limited to, the risk that the Company may have insufficient funds to satisfy its future obligations, including without limitation warranty claims under the agreements pursuant to which its projects were sold; the risk that the Company may not be successful in identifying and pursuing an alternative business; and uncertainties with respect to the timing of the any alternative business venture or the windup and the dissolution of the Company.

Any forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.