Hello, and, well, I still—I think—can say good morning to you on this sunny day. Welcome to our conference call, this time not really on the figures of our company, which you're usually used to have such a call. But this morning we have signed an investment agreement with KKR, and the purpose of that is that we further want to accelerate the growth of Encavis, and we would like to do that with that support of that partner. As a matter of fact, and as a result out of that investment agreement, KKR announces takeover. We will guide you through the presentation, and for legal reasons we will keep very closely to the charts, and so we will do that, like ping-pong. Please, Mario, go ahead. Thank you, Christoph. We will start by going through the transaction highlights. So Encavis AG and the BidCo, holding company controlled by investment funds, vehicles, and accounts advised and managed by KKR, and its affiliates, entered into an investment agreement as of today. KKR will be investing from its core infrastructure strategy, and the strategic investment vehicle of the family company Viessmann will invest as a shareholder in a KKR-led consortium in Encavis. The investor will currently launch a voluntary public takeover, offering all shareholders of Encavis a cash consideration of EUR 17.50 per share. The Abacon Capital GmbH and other existing shareholders have signed binding agreements to sell and partly roll over to the investor a total amount of around 31% of Encavis AG shares and are fully supportive of the takeover offer. The management board and the supervisory board of Encavis, which have approved the execution of the investment agreement today, expressly support the offer. The management board and supervisory board of Encavis intend to recommend acceptance of the offer to Encavis shareholders. As a matter of fact, we believe that we will benefit from that contemplated transaction. As a matter of fact, as you might know, we have currently a target for 2027 to boost our connected-to-the-grid capacities to 5.8 GW from currently 2.2 GW. With a strategic partnership with KKR, this allows us to accelerate the growth in all the segments of our group, and the ambition is to reach 7 GW of installed capacity by year 2027 or even to exceed it. There is a commitment in place of KKR to continue the growth thereafter and support it. This is done by removing fund constraints, funding constraints, which we have as a public ownership owned company, and we benefit from KKR support, which will strengthen Encavis to fulfill our growth aspiration. As a matter of fact, we will look here for that purpose on our current technologies, but on others like batteries and other technologies as well. For the ones of you who don't know, KKR has a leading strategic and financial partner with extensive experience in renewables and in the energy transition in general. KKR has 20 years of track record in the DACH region and has already invested over EUR 15 billion of long-term equity in over 30 companies. The company KKR has extensive experience in investing, managing, energy transition businesses, and has access to resources throughout the value chain. Furthermore, as already pointed out, KKR has been an active investor in renewable energy globally and has significant track record of investing and generating value in platforms similar to Encavis. KKR will be investing from its core infrastructure strategy, and its approach as well, the approach of Viessmann, is based on long-term value creation. The aim, the goal here, is to work collaboratively to drive operational improvements and to generate growth. For Encavis, this makes KKR, together with Viessmann, a strong partner for the future. The current offer, which represents significant premium and accelerates the realization of shareholder value. The offer, which was announced today, is EUR 17.50 per share and which brings forward the realization of value. This offer offers to the shareholders a significant premium to undisturbed share price of EUR 11.35 on the 5th of March 2024. The premium here is 54%. To the undisturbed three-month volume-weighted average price of 33% (it was on the 5th of March) EUR 13.17. To the undisturbed six-month volume-weighted average price of 34% on the 5th of March (this was EUR 13.01). In total, the offer implies an equity value of EUR 2.8 billion and an enterprise value of EUR 4.7 billion. If we do put that into relation to the next 12-month EBITDA, which we will have a look on later pages, this is a multiple of 15.8x EBITDA. The offer conditions are customary and include the receipt of official approvals regarding foreign investment clearances, merger clearances, and holder control proceedings. The minimum acceptance threshold has been set at 54.285%, and as before, as said before, the offer conditions are customary. The commitments of the bidders is, first of all, full support of, the company's long-term growth strategy, and we have already elaborated on that. There are no intentions to affect any changes to the management or to employees for operational reasons. The headquarters in Hamburg, and I may also add, yes, other locations, in Munich, Parma in particular, will be maintained. Undertaking not to enter a termination and/or profit loss transfer agreement for at least two years has also been agreed, and there is, the commitment to backstop all debt of Encavis Group that might or is subject to CFC provisions. The next steps are as following: we expect closing for Q4 2024, and the goal is to pursue a potential listing of the company of Encavis sometime following the closing of the offer. To give all shareholders the same basis of information for a good decision, we released today our preliminary results fiscal year 2023 so that all shareholders have the same knowledge. As we did in the past, we fulfilled our guidance, all our P&L figures are on guidance or above. We—we do not go so much into the details because I think there should be some information left for then the release of our annual report, but we published today net operating revenues of EUR 449 million compared to a guidance of EUR 440 million, which is 2%+, and that before the background of harshly dropping power prices. The EBITDA is shown as EUR 319 million, 9 million more than in our guidance, which is +3%, and the operating EBIT is EUR 194 million, which is 5% more than our guided EUR 185 million. In the operating cash flow, it looks to be a deviation, compared to the guidance of EUR 280 million, but as a matter of fact, that is—for that—for accounting reasons, the cash which came in was either shown in a different other bucket than in the operating cash flow, but is there, or there was a delay due to impact of delayed tax repayments and compensation payments from guarantors and insurance companies. Some of these payments were delayed to Q1 and are already cashed in, and some will be—are expected for the next days, and others will come in during fiscal year 2024. That is more a technical issue. And then we released to give you full transparency our guidance already today. Our guidance is, as usual, based on the existing portfolio, the recent significant drop in electricity prices in the markets, and in anticipation of standard weather conditions. These figures do not include any costs related to the project of this investment agreement with KKR, Viessmann, and Abacon Capital. The operating revenues are expected to increase to EUR 460 million, which is 2% up, and that based on much lower power prices than we have seen in previous years. The reason for that is that the revenue shortfall due to lower prices is overcompensated by our growth as well as by the growth of the service business, the service segments we have. Please have in mind that, again, more than 95% of our revenues are long-term price fixed. The operating EBITDA is expected to reach EUR 300 million. There is no, there are no one-offs in there; it is just the standard EBITDA out of power production services. Why is then there a reduction in the EBITDA? Why there is an increase in revenues? As I pointed out, some of the compensation of the drop in prices, which is a EUR 1 drop in prices in revenues, is a EUR 1 drop in price in EBITDA as well because there are no variable costs attached to that. This shortfall of revenues is overcompensated by the increase of new projects, which come along with additional costs, and by revenues increased by the service segments, which have a lower margin. So therefore, it is, that is the explanation of slightly reduced operating EBITDA by, at the same time, slightly increasing revenues. As a matter of fact, this goes along with our forecast of our accelerated growth strategy 2027. We were already forecasted on the group level the deterioration of the EBITDA margin due to the bigger impact of the service business. So therefore, Mario and myself, we remain confident that we will reach our Accelerated Growth Strategy 2027 despite the current uncertain market environment. To sum it up, in order to leave some time for the Q&A, we can sort of yeah point out again that we believe the offer is attractive, that the premium of 54% to the undisturbed spot share price of 33% to the three-month VWAP and to the 34% in the six-month weighted volume average price is attractive. We believe that the accelerated growth and the business position can be strengthened by this transaction. We see the advantages of an improved access to funding capacities and particularly access to equity. We believe that there is an excellent strategic fit with KKR, a leading strategic and financial partner with extensive experience, and Viessmann as a leading investor into the energy transition. I would also add Abacon Capital, which has been supporting the growth of the company over the last years, and that's what we would like to, yeah, make clear. As a reminder, if you wish to register for a question, please click on the Q&A button on the left side of your screen, and then raise your hand if you're connected by a phone. Please press star followed by one. We have a question coming from Dr. Thomas Junghanns Berenberg. Please go ahead. Yeah, good morning. I have two questions. The first question is, have talks also been held with other potential buyers? And the second question is, are the shareholders' agreement to submit the bids fully binding, or are there any, competing bid clauses incorporated? As a matter of fact, as we understand, so in the past, we were sometimes approached by different other parties, and, to our understanding, it is that first of all, we cannot speak for our big shareholders. But as you might understand, whenever someone would approach us, they would certainly firstly talk to the pool. So, therefore, we don't know how many happened there, but we heard that they had some other talks as well to third parties. To our understanding, it is that they have a binding agreement. So ABACON Capital and other existing shareholders have signed binding agreements to sell and partly roll over Encavis shares and support the takeover offer and are planning to partially reinvest their proceeds, resulting in a minority shareholding. I hope that answers your question. Definitely. Thanks. Our next question comes from a line of Martin Tessier. Stifel, please go ahead. Mr. Tessier, your line is open. You may ask your question. Obviously, there's a tech issue. Mr. Tessier, your line is now unmuted. You may ask your question. I'm sorry. As we will move to the next verbal question, which comes from the line of Mr. Bauer. Mr. Tessier, if you have a question, you may write it also via text. Thank you. Mr. Bauer from Warburg Research, your line is now open. Oh, thank you. Can you hear me? Yes, we can. Oh, perfect. Thanks for the presentation. I'm still trying to get my hand around the given guidance for 2024. So from my understanding, last year, you had some, let's call it, adverse weather effects for your existing portfolio, but also connected new assets to the grid and also expect in the, in 2024, to connect further assets to the grid. And also, the biggest growth in the service segment with the full consolidation of Stern Energy was also in 2023. So I'm not really getting why you guide for increasing revenues because on a like-for-like basis, your operating portfolio should, on standard weather conditions, yeah, trigger a little bit of higher revenues and also EBITDA. And for the same time, guide for lower EBITDA because, as you said, when you fixed 95% of your, of your prices, the price decline should not really affect EBITDA generation that much. Well, at this point, I do not agree with you, although I like your analysis usually. But here, I do not agree with you. The reason is that, still in the previous year, 2023, we had specifically at the beginning of the year a very positive impact from pricing, and that is not there anymore. And unfortunately, the price effect has a 100% EBITDA margin effect. So whatever is missed in the revenues is one-on-one missed in the EBITDA as well. And even if there—these are not significant numbers—it is left and they're lost in the EBITDA. And so that even with 100% compensation by new projects, this does not really help here because with 100% the growth increase of revenues by new projects, you come along usually in the asset business with a 75% EBITDA margin. So you still lose 25% of EBITDA compared to a euro of price-wise higher revenues. And secondly, if you replace the revenues by growth in the service segment, you have a somewhat between 10% and 20% EBITDA margin, which is considerably lower than the 75% margin in an asset business or 100% margin of an additional price effect. So therefore, this is pure mathematics, and there is nothing else between it. Okay. Thank you. Then you may allow me for a follow-up question. Historically, your EBITDA margin in both the wind segment and the PV segment has been usually well above 80%. So if you take that into account, I would say that your EBITDA guidance should be seen as a lower end of what's possible, or, is it already including major additions to the portfolio and so on? There are some big additions to the portfolio in the year 2024, but the biggest chunk of new additions will happen in 2025. But here is already some addition. But please let assure you, the asset segments, solar and wind, still have, as always, higher than 75% EBITDA margins. This applies to the segments, and this applies to the new additions. Okay. Thank you very much. Yeah. In addition to that, please be aware that the new connections will happen sort of throughout towards the end of the year. So their contribution will be lower in terms of revenue, especially because it's solar parks. So Q4 quite weak on the EBITDA effect. Sort of all the other costs are already in place. So there will be sort of all also this effect to be considered this year. Thank you. Welcome. Our next question comes from a line of Anis Zgaya, ODDO BHF. Please go ahead. Yes. Thank you. Good morning. Good morning, all. Good morning, Dr. Husmann. So I have two questions, if I may. First one on the timetable or the schedule. What is the expected timetable for the start of the offer? And my second question is on the scenario, or what if KKR fails to reach the 54% threshold, what happens? Thank you. Okay. Thank you very much. So let's start with the second question first. What will we do when we won't reach it? Hopefully, the investors will reach it because we are confident that this is the right step for our company. And so therefore, we hope that they reach it. But having in mind that 31% of shareholdings of the pool are already turned in via the lock-up or the binding agreement, this should be doable. Regarding the next steps and how the process will evolve, now the BidCo published its intention to launch a voluntary public takeover offer to acquire all Encavis shares today. The offer document, which is currently being prepared, will be published in accordance with the provisions of the German Securities Acquisition and Takeover Act, the so-called Wertpapiererwerbs- und Übernahmegesetz, WpÜG, following approval by the BaFin. Encavis Management Board and Supervisory Board intend to support the offer in a joint reasoned opinion to be published pursuant to Section 27 of the German Securities Acquisition and Takeover Act as they currently consider the transaction to be in the best interest of the company, its shareholders, employees, and other stakeholders, subject to the review of the published offer document and subject to the fiduciary duties of the members of the Management Board as well as the Supervisory Board. So when that process is done, then the process will start. And this relies more on the speed of the BaFin. Mm-hmm. Thank you. Thank you very much. You're welcome. As a reminder, if you wish to ask a question, you may click the Q&A button on the left side of your screen and then raise your hand or press star followed by one on your touchtone telephone. We have a question coming from the line of Frank Wellendorf, VM Vermögens-Management. Yeah. Good morning, everybody. The tender limit of 45.28 is very uneven. It's due to the convertibles. But why is that? Could you explain that, please? Yes, certainly. As you might be aware, Mr. Wellendorf, the convertible owners do have always the right to convert, whether it makes commercially sense or not. So due to that takeover offer, with the closing, the conversion price will be reduced to somewhat above EUR 18. And so with the current conversion price of EUR 17.50, it would not commercially make sense to convert. But you never know. So therefore, to be on the safe side and to ensure that there won't be an issue if, for instance, the investors have 51% and then a hedge fund decides to intervene and then to convert just to reduce the number of shares below 50%, it is that uneven number, which is the goal, to reach 54.285%, I think, of today's share numbers because that assures that even if all convertible holders would convert, that the more than 50% plus one share are reached. Okay. Fine. The second question I have is, could you tell us how the management is involved in the deal? I mean, you have bought some shares in the past. And therefore, are you part of the deal already? So first of all, I can absolutely assure you, as soon as we got the first information of that process, we stopped acquisition of shares. So we never do insider deals. Secondly, we are involved in the process for now several months. And because during that due diligence, we certainly had opened up some books because we considered this deal to be in the best interest of our shareholders, our employees of the company, and so on. We are involved in that process as we signed today the investment agreement, convinced that this is a very good move for the company. But with our shares, we are not involved, but we agreed to turn in our shares to this deal because if we recommended to our shareholders, I think it is logic that we turn in our shares as well. It is only agreed, and there is no obligation, but we will do so. Okay. Thank you very much. You're welcome. The next question is from the line of Mr. Tessier with Stifel. Mr. Tessier, your line is still muted. We cannot hear you. I suggest, gentlemen, since we have no more questions on the verbal side, I'll hand the word to Mr. Peters to read out the questions from the written questions. Jörg, we don't hear you. I see no written questions. There is no one in here. Okay. I see, though, about four written questions. Okay. Why don't you read them out to us? No problem at all. I would start, if it's fine with Mr. Tessier, since he registered twice for the call for questions. You indicated. There's another gentleman, Mr. Evans, from JP Morgan in the phone. Okay. Then we'll stick to the verbal questions first. Mr. Evans from JP Morgan, your line is now open. Morning. Can you hear me? Yes. Thanks for taking the questions. I had three around the convertible, please. The first one is, why wasn't a bid for the convertible alongside the shares published in the announcement this morning? The second one is, I don't understand your press release. So, it states around an EUR 18 adjusted conversion price, but then you expect the transaction to close in Q4. Like, how did you calculate that EUR 18 adjusted conversion price? And the last one is you mentioned why you don't expect people to convert. But, what actually makes you think that? Because, if the bond remains outstanding, it's a PERP with deferrable coupons. So, it may not be as clear-cut as the conversion value just being below par. Thanks. Okay. Thank you very much for the questions. So first of all, it's hard to remember three questions; it's quite difficult. I hope I don't forget any. So let's start with the calculation of the conversion price. In such a case of a takeover, the conversion price is reduced in a formula which you can read out in the prospectus of that convertible, indeed depending on the remaining little duration of that convertible, which is now cut off with the conversion with the reaching a 30% +1 threshold. So as soon as an investor has 30% +1 share, then the conversion price again, it can be exercised, and the conversion price has to be recalculated. And it is linearly reduced with the reduced duration of that conversion time you have. It is a clear math. Depending on the day you choose as a potential closing day, there is a different conversion price. So if someone has the conversion right for a certain number of shares, and you multiply it with the current share price, then you get less money than the nominal value. So therefore, I would consider to be smarter than either to wait for the repayment of the nominal value or to get the interest payments. But this is certainly a commercial rationality which is up to every single investor. Second question, I didn't get. You meant that the convertible is mentioned in today's announcement but not further to discuss because the discussion is complex. This will be discussed with the convertible bondholders then directly. They will get this opportunity to accept the offer or not. The third question was, does anyone remember? Sorry. Could you please repeat the third question? So, just to clarify. In my understanding under German law, a bid also needs to be made for the convertible bonds, alongside the shares. So that was why I was surprised that it wasn't referenced in today's announcement. Then, perhaps just to clarify, I agree with your calculation, but the key factor is when the date that it triggers. I back out a date of around today to get an EUR 18 conversion price. Does that make sense? It could be. I didn't calculate for it, but it might be that there's something around that. Yes. Okay. Thanks. As a matter of fact, I mean, today was just an announcement. The complexity of just an announcement is huge. And I believe with upcoming documentation, I think all the concerns you mentioned will be covered. Okay. Thanks [for the time]. Yeah. Another couple of questions. I would start with the first one. The question is, any detail on what debt and equity funding KKR has for the deal? We know that BidCo will use a mix of equity and debt to finance the transaction as customary in this situation. The bidder is committed to structure any potential indebtedness in such a way that it would receive an implied Investment Grade Rating. There will be some incremental debt on holding level, which is supposed to be mainly used for the backstop provided to the company. It is stipulated in the investment agreement that the bidder intends to keep the leverage below 7.5 next 12 months EBITDA for the term of the investment agreement. There will be sufficient headroom at closing. Further details will be disclosed in the offer document that we will receive soon. We have seen debt commitment letters. But for any further details on this, we kindly ask you to refer to KKR. Another question which is asked, if the KKR deal does not go through, how much confidence do you have of achieving the original 2027 growth strategy? So we are absolutely confident to reach the 2027 strategy goal, strategy on ourselves. But that is not the issue of the aligning here with KKR. The issue is that we want to increase our ambition from currently 5.8 gigawatts to 7 gigawatts in 2027 and grow after that further and beyond. This is key. Is KKR's offer a final offer? Is there scope for KKR to come back with a higher offer? Honestly said, please ask KKR. How does the implied offer multiple of 15.8x compare to broader market transaction? I think it is a very good multiple. And if you compare it with recent transactions, I think it is generous on the upper end. There's another question on the convertible, Christoph. How will you proceed with the convertible? You mentioned a backstop for all the debt. But, will you call the convertible or pay a 5% higher interest rate? Let's see. So honestly said, this is something to be discussed. Then another question is, you indicate that you will benefit from better financing conditions potential with KKR versus public ownership today. But you managed to refinance Spanish debt recently. Is there any other significant refinancing potential, or does it mostly relate to new financing for new parks? Well, I think in the current market environment, it is not an issue to get good project financing. But project financing covers sometimes 40%, 50%, or maybe 55% of the whole transaction volume of such a park. Challenge is to finance the equity ticket which we pay for such parks. And here we see that we have limited headroom. Currently, since we grew much faster last year than anticipated, we added last year 33% more of gigawatt hours to our future power production per year than we have planned. This costs a lot of money. We therefore have to take into consideration as a publicly listed company balance sheet relations and stuff like that. When we bundle our power together with KKR Viessmann ABACON being private, we remove funding constraints of our public business model and publicly listed business model. We will benefit therefore from KKR's support. I think these were the written questions. Are there any verbal questions left? Not so far. So I would remind participants, if they want to ask a question, they may click on the Q&A button, and then raise your hand on the left-hand side of the screen or press star followed by one if they're connected via phone. No further questions so far. So I hand back to you for any closing remarks. [Thank you a lot, Elon]. Ladies and gentlemen, thank you very much for dialing in. Thank you very much for accompanying our company for so many years.