Related Party Transaction • Oct 1, 2020
Related Party Transaction
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No.45/01.10.2020
Current report in compliance with article no. 923 of Law no. 24/2017 on issuers of financial instruments and market operations and Law no. 158/2020 for the amendment, supplementation and repealing of certain normative acts, as well as for setting up measures for the implementation of Regulation (EU) 2017/2402 of the European Parliament and of the Council of 12 December 2017, establishing a general framework for securitization and creating a specific framework for a simple, transparent and standardized securitization and amending Directives 2009/65/EC, 2009/138/EC and 2011/61/EU, as well as Regulations (EC) no. 1060/2009 and (EU) no. 648/2012.
Date of report: October 1 st , 2020 Name of issuer: Alro S.A. Headquarters: Slatina, 116 Pitesti Street, Olt County Telephone/ fax number: +40 249 431 901 / +40 249 437 500 Sole registration number at the Trade Register Office: RO 1515374 Trade Register Number: J28/8/1991 The European Unique Identifier (EUID): ROONRCJ28/8/1991 Legal Entity Identifier (LEI): 5493008G6W6SORM2JG98 Subscribed and paid-in share capital: 356,889,567.5 RON Regulated market on which the issued shares are traded: Bucharest Stock Exchange – Premium Category (market symbol: ALR)
Please be informed by the present Current Report, that ALRO S.A. concluded with the company CONEF GAZ SRL on the date of 1 October 2020 a new transaction based on a purchase contract, whose value cumulated with the other transactions concluded/ carried out within the last 12 months, i.e. in the period 1st September 2019 – 31st August 2020, cumulatively exceeds 5% of the Company's net assets, as per ALRO S.A. standalone financial statements for the year 2019, in amount of RON 37,077,541, as follows:
Details have been enclosed to this Report, as follows:
• Annex 3 - Reporting of contract concluded on 1st October 2020 and of mutual debts and receivables (balances) as of 31 August 2020
Chairman of the Board of Directors Chief Executive Officer
Marian Daniel Nastase Gheorghe Dobra
Annex 1 - Reporting of concluded/carried out transactions in the last 12 months:
| Year | Months | Name | Nature of | Name | Nature of | Nature of | Object of | Amount (RON) | N.R.U. number/ Date of |
|---|---|---|---|---|---|---|---|---|---|
| relationship | relationship | transaction | transaction | contract | |||||
| 2019 | 9 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 4.001.893 | 1577/01.11.2018 |
| 2019 | 10 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 3.727.212 | 990/17.10.2019 |
| 2019 | 10 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 44.655 | 1577/01.11.2018 |
| 2019 | 11 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 3.970.089 | 990/17.10.2019 |
| 2019 | 12 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 3.702.578 | 990/17.10.2019 |
| 2020 | 1 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 4.052.802 | 1157/30.12.2019 |
| 2020 | 2 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 3.852.757 | 1157/30.12.2019 |
| 2020 | 3 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 4.301.827 | 1157/30.12.2019 |
| 2020 | 4 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 3.899.961 | 1157/30.12.2019 |
| 2020 | 5 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 3.708.535 | 1157/30.12.2019 |
| 2020 | 6 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 2.759.104 | 668/27.05.2020 |
| 2020 | 6 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 13.864 | 1157/30.12.2019 |
| 2020 | 7 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 2.750.739 | 668/27.05.2020 |
| 2020 | 8 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Acquisitions | Gas | 2.770.774 | 668/27.05.2020 |
| 43.556.790 |
| Sales | ||||||||
|---|---|---|---|---|---|---|---|---|
| Year | Month | Name | Nature of relationship |
Name | Nature of relationship | Nature of transaction |
Amount (RON) | N.R.U. number/ Date of contract |
| 2019 | 9 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.364 | 1014/13.07.2018 |
| 2019 | 10 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.421 | 1014/13.07.2018 |
| 2019 | 11 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.438 | 1014/13.07.2018 |
| 2019 | 12 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.491 | 1014/13.07.2018 |
| 2020 | 1 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.495 | 1014/13.07.2018 |
| 2020 | 2 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.491 | 1014/13.07.2018 |
| 2020 | 3 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.582 | 1014/13.07.2018 |
| 2020 | 4 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.615 | 1014/13.07.2018 |
| 2020 | 5 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.659 | 1014/13.07.2018 |
| 2020 | 6 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.660 | 1014/13.07.2018 |
| 2020 | 7 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.659 | 762/01.07.2020 |
| 2020 | 8 | ALRO SA | Issuer | CONEF GAZ SRL | Common control | Rent | 12.631 | 762/01.07.2020 |
150.505
| Name | Nature of relationship |
Name | Nature of relationship | Nature of transaction |
Object of transaction |
N.R.U. number/ Date of contract |
Payment term | ||
|---|---|---|---|---|---|---|---|---|---|
| ALRO SA | Issuer | CONEF GAZ SRL | Company control |
under | common | Acquisitions | Natural gases | 1577/01.11.2018 | The advance on the 5th of the delivery month, the regularization on the 15th of the month following the month of delivery |
| ALRO SA | Issuer | CONEF GAZ SRL | Company control |
under | common | Acquisitions | Natural gases | 990/17.10.2019 | The advance on the 5th of the delivery month, the regularization on the 15th of the month following the month of delivery |
| ALRO SA | Issuer | CONEF GAZ SRL | Company control |
under | common | Acquisitions | Natural gases | 1157/30.12.2019 | The advance on the 5th of the delivery month, the regularization on the 15th of the month following the month of delivery |
| ALRO SA | Issuer | CONEF GAZ SRL | Company control |
under | common | Acquisitions | Natural gases | 668/27.05.2020 | The advance on the 5th of the delivery month, the regularization on the 15th of the month following the month of delivery |
| Name | Nature of relationship |
Description of Client | Nature of relationship | Object of transaction |
Contract number/ Date of contract |
Payment term | |
|---|---|---|---|---|---|---|---|
| ALRO SA | Issuer | CONEF GAZ SRL | Company under common control |
Rents | 1014/13.07.2018 | Until the 10th of the next month | |
| ALRO SA | Issuer | CONEF GAZ SRL | Company under common control |
Rents | 762/01.07.2020 | Until the 10th of the next month |
Anexa 3 – Raporting of the contract concluded on 1st October 2020 and of mutual debts and receivables (balances) as of 31 August 2020
| No. | Parties having concluded the legal document |
Nature of the relationship |
Date of conclusion and nature of the document |
Description of the legal document object |
Total value of the legal document (RON) |
Mutual debts (RON) |
Created securities |
Stipulated damages |
Payment terms and conditions |
|---|---|---|---|---|---|---|---|---|---|
| 1. | ALRO S.A. Conef Gaz S.R.L. |
Issuer Company under joint control |
1086/01.10.2020 Addendum no.23 to the natural gas sales contract no. 114/2010 |
Extending the contract validity until 30th September 2021, modifying the contract provisions (quantities setting up, legal damages for not-taken over quantities, invoicing method and terms, pricing, supplying schedule and technical parameters) |
30,597,760 | Receivable ALRO 54,215 Debts ALRO - |
- | 3% of the contract price for the daily / monthly quantities not taken over outside the flexibility limits and those taken over outside the flexibility limits |
For the advance invoice: 25% of the invoice value on the 5th day of the delivery month and the remaining payment on the 24th (difference) day of the delivery month; For the settling invoice: on the 15th day of the month following the consumption month. |
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