Photon Energy NV

Photon Energy NV

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Q1 FY2026 · Earnings Call TranscriptJune 1, 2026

Georg Hotar

Good morning, ladies and gentlemen. We welcome you to the presentation and results conference for the Photon Energy Group for the first quarter 2026.

To my left is Stanislav Zeman, our group CFO, and we will jointly run you through the presentation and then, towards the end, of course, also answer any questions that you may have. We will have largely the usual format: we'll talk about the business results; then Stanislav will run you through our financial results; and, of course, given the current situation, we'll also walk you through the key elements of the group restructuring.

Starting with the business results, our most important segment in terms of annual EBITDA contribution remains our portfolio of power plants, the size of which has remained unchanged not only in the first quarter, but actually year on year. We are at 134.7 MWp, of which in terms of installed capacity, it is approximately even between power plants that are receiving funds from the support scheme and merchant assets.

As you can see in the generation overview, and generation in the first quarter declined year on year by 6.7% compared to last year, mainly due to weather conditions. For some reason, relatively, and this is rather random, the underperformance was more strongly tilted towards the merchant portfolio.

This is why you can see from a 50/50 split in terms of installed capacity, the power plants in the support scheme contributed more, almost 12 million—sorry, 12 GWh out of a total of 22. A major point for us is getting our Romanian assets to the stage where all of them have their generation licenses.

As you are aware, last year for an extended period of time, we had 24 MW out of our 53.5 nonoperational due to regulatory reasons. Here we have seen some positive developments in the first quarter.

On the 17th of February, Aiud and Teiuș, which are part of our first group of power plants that we built and commissioned in Romania, finally received their trading licenses. That's 9.5 MWp that have been generating revenues from the market since that date.

Săhăteni, which is one of the two large power plants which also is still delayed, has finally finalized its testing and conformity procedure, and we expect the license in the next two weeks. At the moment, the power plant is shut down, there's a kind of a shutdown window before the issuance of the license.

In two weeks, we expect the license, and then a few days later to commence phase into the market ahead of the strong summer that we expect. Făget 3, which is part of the five power plants we connected later, and in terms of installed capacity, actually our largest plant in Romania, is also currently shut down.

Unfortunately, we continue testing, and the license we expect to obtain during the third quarter. Of course, it is in our interest to speed this up.

Our team is working full steam. In other words, the regulatory issues we had in Romania are not yet fully resolved, in two weeks we should be down to one Romanian power plant, of course, 7.5 MW nonoperational is still a significant impact, but at least the problem is smaller than last year, and we are doing everything we can, we have our team working full speed.

As you can see from the electricity generation per country, in Romania we did record in the first quarter an increase in the production due to more megawatts being online compared to the same period last year. Across all other markets, you see a year-to-year underperformance, again, across the board, across the region, weaker irradiation.

On the plus side, and those who are following our monthly reports, you are aware that April was a very strong month, and given that we have also the numbers already in for May, we can also confirm that May has been above plans. I think it is fair to say that as of the end of May, the shortfall that you see here has been more than equalized.

Year-to-date, we are across our portfolio in terms of generation numbers at or above planned generation volumes. In financial terms, the revenues for the first quarter reached €3.7 million, which is almost 12% below last year's number.

This shortfall splits into 6.7% lower generation and average prices coming in around 4.5%, or average revenues per megawatt hour 4.5% below last year's level in the... For the split I already referred to, and as you can see, in some of these markets—so in particular Romania—the shortfall was relatively the strongest.

What is important to point out also going forward is that, particularly for the feed-in tariff revenues that we generate in Hungary, the appreciation of the Hungarian forint after the recent parliamentary elections that took place at the end of April, as the feed-in tariff is received in Hungarian forint, expressed in euro, and our reporting currency is the euro, there's always at least for the time being a positive effect. The Hungarian forint appreciated somewhere between 8% and 9% so far, and of course, that translates then 1-to-1 into an increase in revenues expressed in euro terms.

As mentioned before, April and May were very positive, but coming back to the first quarter, EBITDA from this segment declined from €2.81 million last year to €2.69 million. Again, this is something that in the second quarter has been compensated by those strong performances in April and May.

As you can see, in April alone, the outperformance was 24.3%. I don't have the corresponding percentage for May yet, but it was also well above the plan for the month of May.

Moving on to technology trading, our business line that is concerned with the wholesale and distribution of PV components, mostly modules, but to a lesser extent also inverters and batteries, you can see that our performance in the first quarter in financial terms was above what we saw in the first quarter of last year. We managed to grow revenues by 60.5%, and you can see that in modules we improved a little bit compared to last year.

Managed to grow the volume of batteries versus inverters, which, however, are actually the commodity that has the lowest margin impact. We did a lot less than in the first quarter last year.

In general, what we see is a change in the market situation. The last 2 to 3 years for modules, but also the other components, it was very much a buyers' market, there was a oversupply of pretty much all types of components.

There were some changes to the tax regime in China at the end of last year and also as of April 1st, a reduction in a tax benefit for the export of PV modules and batteries in particular, but also other elements or other factors have led to a switch in the market situation. At the moment, it's more of a sellers' market, and this combined with the impact of this tax changes is leading to higher prices for components, particularly modules, and that is also accompanied with an increase in the gross margin that we are able to generate from our trading and distribution business.

You can see that on the back of the 60.5% growth in revenues in the first quarter, the business line also managed to swing from a red zero last year to a positive EBITDA of €239,000 for the first quarter. This growth trend in terms of revenues and correspondingly also profitability, we have been able to observe now in the first two months of the second quarter, and we have recently updated upwards our budget for this year as we see growing volumes and based on also growing demand across many markets in Europe.

One market that is of particular interest for us and where we see very dynamic growth in demand is Ukraine, which is one of our core markets in the segment. On the other hand, of course, given current global uncertainties, which also extend to transportation and other supply chain topics, there is a certain level of uncertainty.

What we've been seeing in the last two weeks is an increase in shipping rates from China to Europe, which, of course, also have an impact on the procurement cost, which then, of course, also translates into higher selling prices in Europe. In principle, this is one of the business lines that we expect to have a very strong positive impact on our overall financial performance this year.

We believe that when we will be presenting our half-year numbers, this will also be visible. Moving on to operations and maintenance, which as you all know, is a very important business line for us, providing stable revenues and more and more also stable cash flows.

We have managed to increase year on year the total capacity under the different forms of O&M contracts that we are signing with customers. We've grown by 9.2% to a total of 1.2 GWp.

In April, after the end of the first quarter, we managed what we believe to be a very significant strategic milestone for us, which is an asset management contract for a 100 MW, 200 MWh standalone utility-scale battery system in one of our markets in the CEE region. We believe it's one of the first batteries of that size that is being commissioned, and there's a lot of construction going on, and I think the pipeline, from what we see, the pipelines for standalone BESS across all of our five core markets is growing very dynamically.

This is why, for us, having been chosen by an already existing customer of ours with whom we operate and work across several markets is a major milestone, and this is one segment that we believe to be of strategic importance and a strategic opportunity for us to grow our revenues faster. In order to be able to offer the best possible comprehensive packages to investors into these utility-scale BESS systems, we are also changing the setup of our control room.

We are going from operating hours that are linked to the production of PV assets here in Europe to 24/7/365 operations in the next couple of weeks. We believe that this is a strategic service that will be able to leverage into multiple contracts in combination with asset management and over time also operations and maintenance of these BESS systems.

In financial terms, year-on-year growth in revenues, the growth rate was less than what the O&M contracts would imply. We grew our external revenues by 2%, and there are multiple factors at play here.

Some of them relate to the seasonality of this business and in particular in terms of additional services that our customers order from us. Over the long term, we expect revenues to grow more less in line with the growth in contracts.

In this segment, it is important to note that what we publish is external EBITDA, which means the EBITDA result of this business line based only on the basis of external revenues, as on consolidation, the internal revenues, which means revenues from the provision of services by our O&M business line to our own power plants across the four markets in the region where we have power plants, is eliminated on consolidation. Looking at external revenues alone, the negative EBITDA has shrunk from €273,000 to €78,000 in the first quarter.

If we leave our internal revenues in the picture, then you can see that this business line actually generated €355,000 of positive EBITDA in the first quarter alone. At the entity level or at the business line level, this is already a nicely profitable business line.

We expect those numbers, both expressed in external EBITDA, but also business line-level EBITDA, to continue improving in the next couple of quarters and beyond. The next segment, which in the past 3 years was a pillar of our business, New Energy, of course, we have, as you are aware from our filings, taking a serious hit based on the developments around the capacity market and the dispute that we have with the Polish TSO in relation to remuneration from 2024, which ultimately led to a situation where we had to file for bankruptcy on the 30th of March.

This bankruptcy motion is currently being considered by the court in Poznań. However, in the first quarter, we were, of course, still actively performing this business.

However, as you can see, the business volume in the first quarter, in terms of contracted capacity, declined from 316—sorry, 326 MW to 120, significantly lower volume, and that, of course, has had a major impact on the revenues. In terms of electricity trading, in the first quarter 2026, we actually managed to grow the volume by 23% to 39 GWh, but overall, the total external revenues for the segment declined by 46%, and the external EBITDA dropped from €2.5 million to approximately 200,000 €200,000.

Of course, once bankruptcy will be declared by the court, the main part of revenues will be deconsolidated. The entity, Photon Energy Trading PL, will be deconsolidated, and then no further revenues or EBITDA will be recorded, and we will continue with the energy trading in Hungary and Czech Republic.

The contribution, both in terms of revenue and EBITDA, will be significantly lower. This takes us to the last segment, which is engineering, where in the first quarter of 2026 we've seen a significant decline in revenues, as last year in the first quarter, we were recording revenues both from our Australian engineering entity, but also the EPC project in New Zealand.

Both of them were not contributing anymore, and this is a business segment which is currently undergoing restructuring. However, the revenue recognition for the first quarter was very small, as you can see, €87,000 compared to almost €2 million last year.

At the same time, also the negative EBITDA contribution could be significantly reduced due to a materially lower cost base. Going forward, or at the time being, the main focus is on C&I solar installations in some of the core markets in Central Europe.

However, we also see an uptick in utility-scale projects across our markets, which we will want to address. To conclude this part of the presentation, I would like to highlight that we have, based on developments in our business lines, but also in our core markets, we have initiated a significant cost-saving effort, which at this point in time is still ongoing, but I think the first results of this can already be seen in our Q1 numbers.

We have been able to reduce personnel costs compared to the same period last year by 29% to €3.1 million. In terms of headcount, the reduction was 31.5%, so as at the end of March, we were at 223.

As we speak, the number is still a little bit lower than this, we are around 210 at the moment. Looking at other operating expenses, which came in at €3.15 million in the first quarter, you can also see a 41% decrease compared to the same quarter last year.

We have also mentioned several times that cost reduction is, of course, one major focus of ours. At the same time, we are in the process of selling various types of assets, particularly those that we, at this point, don't consider strategic, and that includes our ready-to-build portfolio and some of our operating power plants.

At the beginning of April, we signed a memorandum of understanding with a buyer for our portfolio of smaller ready-to-build power plants in Romania, as well as two power plants with a total installed capacity of 4.9 MWp. This is a transaction that is ongoing, which we expect to close in the third quarter.

We are in negotiations and discussions with potential buyers for the Ciupelnița project, but potentially also some of our additional operating power plants in the Romanian market, and depending on demand and pricing, we will see which operating assets we may dispose of in the Romanian market. On top of that, we are making good progress with our large project in South Africa in KwaZulu-Natal with 250 MW of confirmed grid capacity.

There as well, after receiving now the final confirmation of the grid capacity, we will start offering that project to already a relatively large group of pre-identified potential buyers, and the goal would be to also divest this project before the end of this year. The third part of our recovery strategy is, of course, to grow those business lines where we can do so.

This will, for the time being, not include our generation portfolio, as we are not intending to build any further power plants in the near future, given our capital constraints. We are focusing on increasing those business lines that can bring us material growth and, to speak, can move the needle.

Here, the O&M business remains a core pillar. I already spoke about the asset management services for BESS, this is something that we believe we will be able to, and we're working very hard towards replicating that, in the other markets in the region and with other clients, either existing or future clients that are in the process of developing and building BESS systems across the five core markets that we serve.

Of course, another business line that we expect to become a more significant contributor to our financial results is water and remediation. I think on our last call, I mentioned that we have developed a filtration unit that can filter PFAS out of firefighting foam, which reduces the need and the cost of the final disposal of firefighting foam, some of which are already prohibited in the EU, others soon to follow.

Since our last call, we have managed to sign our first contract with a buyer for this technology, and that is a leading UK-based manufacturer of fire extinguishers. We have two more additional very advanced negotiations about the sale, we are quite hopeful that either still in the second quarter or the beginning of the third, we may be able to sign two more contracts, and the pipeline of interested parties is growing.

In general, the entire topic of exchange of PFAS-containing firefighting foams in the EU is gathering steam, the addressable market for us is developing very positively. With this, I will conclude this first part of the presentation and hand over to Stanislav to run you through the financial results.

Thank you. All right.

Can do it? Okay.

All right.

Stanislav Zeman

Okay. Regarding the financial results for Q1 2026, as you can see on our screens, consolidated revenues reached €17 million in Q1 2026.

It's representing a 22.5% year-on-year decline. Revenues from electricity generations amounted to €3.6 million, and it means down 11.7% year on year.

It's primarily reflecting lower generation volumes and prices. Other revenues decreased to €13.3 million, down by 25.1% year on year.

The most significant contraction was recorded in segment engineering and New Energy, as it was mentioned before. On the cost side, expenses for raw materials and consumables decreased to €10.3 million.

It's minus 4.8% year on year, underperforming the decline in revenues, partially due to the restructuring, as some costs were still incurred without corresponding revenues. I would like to underline that personal expenses amounted to €3.1 million.

It means minus 28.9% year on year. Other operation expenses amounted to €3.1 million, down by 41% year on year.

EBITDA of €0.2 million compared to €1.2 million in Q1 2025. It needs to be noted that the EBITDA contraction is the result of lower EBITDA generated by the New Energy division.

It contributed €2.4 million to the consolidated EBITDA in Q1 2025. Other comprehensive income was positive and amounted to €2.1 million as a result of a positive foreign currency transaction difference and derivative instruments, which amounted to €2 million.

The total comprehensive income came at €-2.4 million compared to a positive result of €0.014 million in Q1 2025. Let's move to balance sheet.

Fixed assets amounted to €220.8 million compared to €224.8 million at the end of 2025. Decline of €4 million due to the...

Georg Hotar

I think you are a little bit outside...

Stanislav Zeman

Totally outside the screen. Sorry.

The decline of €4 million due to the depreciation of property, plant, and equipment and decline in right-of-use leased assets, which is related to the consolidation of the Australian companies. Current assets declined to €43.4 million compared to €47.1 million at year-end 2025 due to decline of the total amount of receivables, trade and others, by €2.3 million and reduction of cash and liquid assets by €2.4 million.

Equity of €51 million compared to the level of €23 million recorded at year-end 2025 due to the negative results booked in the period. The adjusted equity ratio stood at 23.1% compared to 23.9% at the year-end 2025.

Additionally, an impact of the regulatory changes in Romania, which results a loss of earnings, was included in the reporting period. Applying the carve-out, the adjusted equity ratio at 31st March 2026 stood at 24.7%.

The bond covenant, which requires this ratio to remain above 25%, is assessed at the year-end following the completion of the audited accounts. Long-term liabilities remained stable at €169.1 million compared to €169.6 million at year-end 2025.

Current liabilities amounted to €44.1 million and decreased by €4.7 million compared to year-end 2025 balance of €48.8 million as a result of declining balance of all payables by €4.6 million. The last financial position is the cash flow.

As you can see on our screens, the operating cash flow of €1.4 million was supported by positive tranche of FX transaction difference and other non-cash items. Investment cash flow of -€0.3 million was related to the deconsolidation of Australian assets and small outlays related to the development of projects.

Financial cash flow, -€2.3 million as a result of repayment of debt in the amount of €0.8 million and interest expense payments of €1.6 million, of which was reduced by unpaid coupon of €1.2 million, which was due on 23rd February 2026. Net cash position decreased to €1.7 million.

Thank you.

Georg Hotar

I think it is important to say that this cash position in this chart is the free cash. There's also restricted cash,

Stanislav Zeman

yeah,

Georg Hotar

that you'll find in our balance sheet. On the next section, I'll walk you through the various aspects of the restructuring that the group is undergoing.

I will start with the business side, and specifically with Australia. From the 20th of February of this year, the group decided to put three of its subsidiaries in Australia, and that is Photon Energy Australia, Photon Energy Operations Australia, and Photon Energy Engineering Australia into voluntary administration.

This is the result, or this was the result of basically a continued weak outlook for the business, which over the last 3 years, we have not been able to move closer to the breakeven line. It was a combination of margin pressure in the market and essentially our inability to scale the business while making money.

In 2025, these three subsidiaries, and most notably Photon Energy Engineering, generated €6 million, which were recorded in our 2025 accounts, but it also contributed a negative EBITDA of approximately €1.5 million. This step, which now is leading to the liquidation of these three three entities, is, of course, significantly reducing our footprint and remaining activities in the Australian market.

We still have our water and remediation subsidiaries. We still have our investment in RayGen, and we, of course, also have our investment in the project entity that has developed the Yadnarie project based on the RayGen technology, where we are still in the ongoing sale transaction of the project to AGL, the largest energy generator in Australia, which decided to invest into an upscale power plant based on the RayGen technology.

This transaction is still ongoing. As it is structured as an asset deal linked to some milestones, we hope to close this now in the third in the third quarter, and we also hope that at the beginning of 2027, or based on our latest information, either end of Q1 or the beginning of the second quarter 2027, AGL will hopefully make the final investment decision, which is the milestone for us to receive the so-called FID payment of approximately 4 million Australian dollars.

In general, we still have also some other minor assets. One is an energy trading license, and also a small rooftop power plant in Canberra, which we are working on selling.

Basically, the direction of travel is to reduce our Australian activities either to complete minimum or probably phase them out completely. The second area is the capacity market, origination and trading in Poland.

As mentioned before, on the 30th of March 2026, the developments of our dispute with PSE over the return of revenues for 2024, where we have appealed PSE's decision and also then the decision of the regulator by going to an administrative court in Warsaw. However, PSE then taking the unilateral decision to offset the deemed receivable from this reimbursement of revenues has led to the situation where we had to file for bankruptcy as we were not receiving and also don't expect to be receiving any revenues until the end of the second quarter.

Means that this business activity will not continue as part of the Photon Energy Group. Unfortunately, we are, through this bankruptcy filing and ultimate bankruptcy, once it's declared, we are also losing our energy trading license, which was, of course, the basis for origination and trading, and also was supposed to be the basis for providing ancillary services to the market.

Essentially, we are, in terms of the New Energy segment, losing our entire business in Poland. As mentioned before, what will continue is the energy trading and related activities in Hungary and the Czech Republic.

The financial impact, of course, is very significant, as in 2025, Photon Energy Trading contributed almost €16 million in revenues. After recognizing the €3.2 million return of revenues, which we fully reflected in the 2025 accounts, and on top of that, also some additional fines that PSE slapped on us in the fourth quarter last year, the contribution to the group, which otherwise would have been very positive, has led to a negative EBITDA contribution of €1.6 million in 2025.

In the update of the preliminary 2025 numbers, which we published last week, we recognized now that this bankruptcy has become a certainty. We have recognized an impairment of goodwill in relation to this business line of €5.8 million, and we've also impaired intangibles, which were capacity market contracts that in the acquisition of Lerta S.A.

back in 2023 were also valued separately as part of the acquisition consideration. That led to another impairment of €3.4 million.

Compared to 2024, when New Energy driven mainly by the results of the capacity market, were significant contributors, of course, these revenues and this contribution will be missing in our results going forward, and of course, we are working very hard to develop the other business lines so that they can fill that gap. On the other hand, it's also important to note that with the wind-down of this business line, also our cost base, both through personnel costs, but also operating costs, as well as R&D spend, which we've capitalized, will be significantly reduced in the future.

The situation around the dispute with PSE, which informed us in February about its intention to offset this disputed amount of €3.2 million, led us to the difficult decision of delaying the payment of the coupon due on the 23rd of February in order to preserve liquidity given the uncertainty, and coming back to the bankruptcy process, we still have to ensure the operations of the entity, that means Photon Energy Trading PL, until the court decides and appoints a bankruptcy administrator, which, at this point in time, we expect to happen in the next 2 to 3 months, more likely 3 months, that means towards the end of the third quarter. Keeping the lights on is at this point a significant drain on our liquidity, and on that basis, we also had to make the rather difficult decision not to pay a second coupon on the 23rd of May.

It is important to note that nonpayment of the coupon is, of course, a negative sign to the market. However, from a legal point of view, and based on the terms and conditions of our green bond, the nonpayment of the coupon in itself is not a reason for termination by investors.

They have the legal right to, by German law, to take us to court over this nonpayment of the coupon, which, as far as we are aware, has not happened yet. We have started the process with the aim to restructure the bond.

It is important to note that in our industry, the renewable energy sector, I would say at this point in time, we are by far not the only ones who are having a difficult time. Over the last couple of months, some of our peers in Germany that have issued bonds in the German market also had to go back to their bondholders and seek a restructuring.

I think the most notable one is ABO Energy, which had to have some of the terms and conditions in their bond changed. That the process, the correct process for us to solve this situation is to call a bondholder meeting, which we are planning to do in the next couple of days, to resolve matters that are important or that we are aware are important to the bondholders, but also matters that are important for us in the context of the current terms and conditions of the bond.

Without being able to be too specific, we have three large bondholders that jointly hold over 40% of the outstanding nominal, and this group has been able to formulate certain priorities, and one of them is the appointment of a bondholders' joint representative, which, in such a restructuring situation, is a common feature. In the German bond market, bondholders actually have the right to appoint such a joint representative under any circumstances.

If bondholders decide to call a bondholder meeting, they can decide to appoint such a joint representative, which under normal circumstances, of course, is not important, but in such a restructuring situation, it is. This will be one of the points to be resolved at a bondholder meeting.

There will also be a process where we will be seeking to present to our bondholders an independent view of the prospects of our business so that any restructuring steps are actually based on independently generated assessment of our current business and future prospects. In this bondholder meeting, we will also seek to address the deferred coupons, but also we will also be seeking relief on the equity ratio.

As you are aware, we are still in the process of our audit, we had to postpone the publication of our audited results from the 30th of April to the end of July. Given the development particularly in the capacity market business in Poland and the goodwill that was recorded as part of the acquisition, as you've seen before, we have already reflected certain impairments in the update of the preliminary numbers, but this discussion is not completed, and in order to be on the safe side, we will also be seeking relief on the equity covenant in this bondholder meeting that we will be calling in the next couple of days.

Based on the terms and conditions of our bond, there's a 30-day period for convening this bondholder meeting, that means 30 days after the publication of the invitation, it will take place, and which means, at this point in time, we expect it to be sometimes in the first half of July. At this meeting, significant or detailed restructuring steps of the terms and conditions are not expected to be taken, and that should then take place after the publication of this independent business review sometimes towards the end of the third quarter, the beginning of the fourth quarter.

Of course, we will keep the market updated about the progress in our restructuring steps. I would dare to say at this point that we have so far encountered a relatively high level of understanding of our situation, how it has evolved.

As I said before, the sector at large is undergoing significant stress in Europe, we are absolutely not the only company in the renewable sector that is having a difficult financial situation. As you can see, we are addressing it in the way foreseen by German law and the terms and conditions of the bond.

Thank you very much for your attention so far, and we are now open to answer your questions as far as there any. No questions?

Okay. In this case, we would like to thank you for your attendance, and we are, as you can see, there's a lot we're working on, and we are fully determined to turn the situation around, find a good outcome for the bond restructuring.

Given how some of our remaining business lines are performing so far in the second quarter, I believe and I sincerely hope that we will be able to present you an improved picture at the next presentation of our results, which will be the presentation of our half-year results. Until then, thank you very much.

Stanislav Zeman

Thank you.

Georg Hotar

Wish you a great day. Thank you.

Stanislav Zeman

Bye.