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Soecietatea Energetica Electrica S.A.

M&A Activity Nov 7, 2022

2280_rns_2022-11-07_55d0a745-e405-44d1-9224-7150f55cda9b.pdf

M&A Activity

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To: Romanian Financial Supervisory Authority (FSA)

Bucharest Stock Exchange (BSE)

London Stock Exchange (LSE)

Current report in compliance with the Law 24/2017 on issuers of financial instruments and market operations, FSA Regulation no. 5/2018 on issuers of financial instruments and market operations, and the Bucharest Stock Exchange Code

Report date: 7 November 2022

Company name: Societatea Energetica Electrica S.A. (Electrica)

Headquarters: 9 Grigore Alexandrescu Street, 1st District, Bucharest, Romania

Phone/fax no.: 004-021-2085999/ 004-021-2085998

Fiscal Code: RO 13267221

Trade Register registration number: J40/7425/2000

Subscribed and paid in share capital: RON 3,464,435,970

Regulated market where the issued securities are traded: Bucharest Stock Exchange (BSE) and London Stock Exchange (LSE)

Significant events to be reported: Transactions with related parties according to Art. 108 of Law No. 24/2017 concluded by Distributie Energie Electrica Romania SA (DEER), subsidiary of Societatea Energetica Electrica SA (Electrica), and Nuclearelectrica SA (SNN)

Electrica informs its shareholders and investors about the conclusion, on 31 October 2022, of some transactions between DEER and SNN, that have a value that, cumulated with the rest of the transactions concluded/executed in the period 1 November 2021 – 31 October 2022 exceed the threshold of 5% of Electrica's net assets, according to Electrica's individual financial statements for 30 June 2022, respectively exceeds the value of RON 199,059,726.

Details regarding the transactions concluded on 31 October 2022, together with the rest of the transactions already concluded in the period 1 November 2021 - 31 October 2022, which led to exceeding the threshold, containing information about the date of execution, type of transaction, description of its scope, total value of the transaction, expiry date, mutual debts and receivables, guarantees, penalties, payment due dates and methods are presented in Annex.

CEO Alexandru – Aurelian Chirita

Annex: Details regarding the transactions
concluded by DEER
and
SNN
between 1 November 2021
31 October
2022
of the kind listed in Art. 108
of Law No. 24/2017
---------------------------------------------------------------- -------------------------------------------- ----------------------------------------------------------------------------
Agreement Type and No.,
execution date
Scope of transactions Amount
(RON th.)
Date of
entry into
Expiry date Guarantees
(RON th.)
Penalties Payment due dates and payment methods
force
Provider: SNN
Beneficiary: DEER
R388/03Feb2020
AD1/21Jan2021/DEER
MN/3126/25Jan2021
AD2/17Dec2021
127/14Feb2020
AD1/21Jan2021
AD2/17Dec2021
Purchase of electricity
on
PCCB-NC market
5,939.34 1 Jan 2021 31 Dec 2021 - See
Note
1
The Seller will send the Buyer an invoice at the latest on the first
working day of the month immediately following the month of
delivery, which will be paid by the Buyer according to the payment
deadline written on the invoice, respectively before the last of the
following dates: (a) the seventh working day of on the date of
sending the invoice or (b) the eighth working day immediately
following the month of delivery. The invoice is considered paid by
the Buyer on the date of registration of the payment in the Seller's
bank statement.
26979/27Oct2021
AD1/14Jan2022/DEER/254/2
1Jan2022
AD2/08Apr2022/DEER/2175
/19Apr2022
Purchase of electricity
on PCCB-NC-flex
market
27,363.47 1
Jan 2022
30 Apr 2022 - See
Note
2
Starting with the first working day of the month following the month
of delivery, but no later than 5 calendar days after the end of the
month, the Seller will issue the Buyer an invoice for the delivered
energy. The invoice will be paid by the Buyer according to the
payment deadline written on the invoice, respectively before the last
of the following dates: (a) the seventh working day from the date of
transmission of the invoice or (b) the eighth working day
immediately following the month of delivery. The invoice is
considered paid by the Buyer on the date of registration of the
payment in the Seller's bank statement.
DEER 287/26Jan2022
AD1/08Apr2022/DEER/2174
/19Apr2022
Purchase of electricity
on PC-OTC market3
3,444,00 1 Feb 2022 28 Feb 2022 See
-
Note 3
Starting with the last calendar day of the contractual month of
delivery, but no later than the tenth calendar day of the month
following the deliveries, the Seller will issue an invoice to the Buyer
which he will pay in full on or before the twentieth calendar day or
if not is a working day, then immediately on the next working day.
DEER 681/16Feb2022
AD1/08Apr2022/DEER/2174
/19Apr2022
3,566.41 1 Mar
2022
31 Mar 2022
DEER 1777/05Apr2022
AD1/08Apr2022/DEER/2174
/19Apr2022
4,251.74 1 Apr 2022 30 Apr 2022
DEER 1776/05Apr2022
AD1/08Apr2022/DEER/2174
/19Apr2022
4,215.74 1 Apr 2022 30 Apr 2022
DEER 2525/12May2022 60,501.00 Starting with the last calendar day of the contractual month of
DEER 3209/21Jun2022
DEER 3210/21Jun2022
Purchase of electricity
through direct
negociation
82,108.50
27,369.50
1 Jul 2022 31 Dec 2022 90,694.72 See
Note 3
delivery, but no later than the tenth calendar day of the month
following the deliveries, the Seller will issue an invoice to the Buyer
which he will pay in full on or before the twentieth calendar day or
if not is a working day, then immediately on the next working day.

Total executed amount during 1 November 2021 – 31 October 2022: RON 218,759.40 th Due and not due mutual receivables of DEER to SNN at 31 Oct 2022: RON 0 th. Due and not due mutual debts of DEER to SNN at 31 Oct 2022: RON 52,306.45 th.

Note 1: Non-payment of the invoice by the Buyer according to the payment deadlines entails the payment of late penalties which are calculated for each day of delay, starting with the day immediately following the due date and up to the date of settlement of the amount owed, including; the level of late penalties corresponds as a percentage to the interest due for non-payment of obligations to the state budget on time, for each day of delay.

Note 2: In case of non-payment of the invoice when due, the Buyer will be obliged to pay late penalties whose interest level corresponds as a percentage to the interest due for non-payment of obligations to the state budget, for each day of delay starting with the first day after the due date, until the date of settlement of the amount owed, inclusive Note 3: In the case of non-payment of the invoice when due, the Buyer will be obliged to pay late penalties, in the amount of 0.1% of the amount due, for each day of delay, starting with the first day after the due date, until the date of payment of the amount due, including. The invoice issued for the penalties due will become due in 5 (five) working days from its receipt by fax or e-mail.

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