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Alro S.A.

Related Party Transaction Oct 1, 2020

2283_rns_2020-10-01_df863478-27f1-45ca-87f1-85df958cf815.pdf

Related Party Transaction

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No.45/01.10.2020

To: The Financial Supervisory Authority Bucharest Stock Exchange

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)

Significant event to be reported: Reporting of transactions with related parties according to art.923paragraph 3 and paragraph 13 of Law no. 24/2017 as amended and supplemented by Law no. 158/2020

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:

  • Transactions of ALRO S.A. with CONEF GAZ SRL concluded/ carried out in the period 1 st September 2019 – 31st August 2020 in total amount of RON 43,707,295
  • Details on the contract concluded on 1st October 2020 by ALRO S.A. as buyer with the Company CONEF GAZ SRL as seller in estimated amount of RON 30,597,760.

Details have been enclosed to this Report, as follows:

  • Annex 1 Reporting of concluded/carried out transactions in the last 12 months
  • Annex 2 Reporting of contracts related to the transactions in Annex 1

• 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:

Acquisitions

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

Annex 2 - Reporting of contracts related to the transactions in Annex 1

Acquisitions

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

Sales

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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