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C.N.T.E.E. Transelectrica

Quarterly Report May 16, 2016

2299_mda_2016-05-16_d172ccbe-3ff7-422d-bcde-fcc11fedb738.pdf

Quarterly Report

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CNTEE TRANSELECTRICA SA

QUARTERLY REPORT January – March 2016

QUARTERLY REPORT REGARDING THE ECONOMICAL AND FINANCIAL ACTIVITY OF CNTEE "TRANSELECTRICA" SA

according to the provisions of art. 227 of the Law 297/2004 concerning the capital market and the CNVM Regulation no. 1/2006 issued by the National Securities Commission, currently the Financial Supervisory Authority (ASF)

for a period ending on March 31, 2016

Report date: May
16, 2016
Company name: CNTEE TRANSELECTRICA SA,
company with a
dualist management system
Registered office: Bucharest, Gen. Gheorghe Magheru Boulevard,
no.
33, sector 1, zip code
010325
Operational office: Bucharest, Olteni
Street,
no. 2 -
4, sector 3, zip code
030786
Telephone/ fax: 021 303 5611/ 021 303 5610
Unique
registration code:
13328043
Trade Register Registration Number: J40/
8060/
2000
Company's establishment
date:
31.07.2000/
OUG 627
Registered capital: 733,031,420 lei, subscribed and paid
Trading regulated market for the issued
securities:
st category
Bucharest Stock Exchange, 1
The main features of the issued securities: 73.303.142 shares with a nominal value of
10 lei/
share, dematerialized shares, freely tradable from
29.08.2006 under the TEL symbol
20.000 bonds with a nominal value of 10.000 lei/bond,
nominative
bonds,
dematerialized
and
unsecured,
rd Category,
traded at
the
BVB Credit Title sector –
3
corporate Bonds under the TEL 18 symbol,
within the
category; Maturity date 19.12.2018
The total market value: 2,155,112,375
lei (29.4
lei/share
on
31.03.2016)
Applied accounting standard: International Standards for Financial Reporting
Audit: The quarterly financial data issued on 31.03.2016 are
not audited

RESPONSIBLE PERSONS STATEMENT

To our knowledge, the quarterly financial data for the 3 months period ended on 31st of March 2016, had been issued according to the applicable accounting standards (International standards for Financial Reporting as approved by the European Union) and provide a correct and realistic view of CNTEE Transelectrica SA shares, bonds, financial position, profit and loss account.

This reports contains correct and complete information regarding the economic and financial situation and the activity of CNTEE Transelectrica SA.

Bucharest, May 12, 2016

Directorate,

Ion-Toni TEAU

Constantin VĂDUVA

Octavian LOHAN

Ion SMEEIANU Cătălin Lucian CHIMIREL

Directorate President

Directorate Member

Directorate Member

Directorate Member

Directorate Member

Key Figures

KEY FIGURES – 3 months 2016

FINANCIAL OPERATIONAL
755
mil lei
▼3.1%
y/y
Incomes 2,43*
▼1.62%
%
198
mil lei
▼13.5%
y/y
EBITDA 10,99
TWh
99
mil lei
▼21.6%
y/y
Net profit
14,02
TWh
0%
y/y
Charged energy**

INVESTMENTS

22,5
mil lei
▲24.5%
y/y
Purchase of
tangible and
intangible assets
5,9
mil lei
▼12.7%
y/y
Accounting
registered fixed
assets (PIF)
% ▼1.62%
y/y
OTC
TWh ▼0.3%
y/y
Transported
energy***

OTC Own Technological Consumption

* The own technological consumption value in the electric energy, taken over by the electric transport network (transported energy)

** The charged quantity is defined as the electric energy quantity extracted from the public electricity networks (transportation network and distribution networks), except the exports of electrical energy

*** The transported quantity is defined as the physically conveyed energy quantity within the transport network

Financial Data

The summary of the quarterly financial results on March 31st 2016, is presented in the tables below. The financial results are not audited and the extended version for the same time period is presented in this Report annexes.

The profit and loss separate account

[mil lei] st Quarter
1
2016
st Quarter
1
2015
Charged energy volume (TWh) 14,02 14,02
ALLOWED PROFIT ACTIVITIES
Operational incomes 348 390
Transport 317 361
Functional system services 17 20
Other incomes 14 9
Operational Costs 138 143
System operation costs 63 65
Maintenance and repairs 15 14
Salaries and other retributions 41 40
Other costs 19 23
EBITDA 210 248
Amortization 82 80
EBIT 129 167
ZERO-PROFIT ACTIVITIES
Operational incomes 407 389
Technological system services 177 177
The balancing market 230 212
Operational costs 420 407
Technological system services 190 195
The balancing market 230 212
EBIT -12 -19
ALL ACTIVITIES (WITH PROFIT ALLOWED AND ZERO-PROFIT)
Operational incomes 755 779
Operational costs 557 550
EBITDA 198 229
Amortization 82 80
EBIT 116 149
Financial result 2 1
EBT 118 150
Tax on profit -19 -24
Net profit 99 126

Financial position separate situation

[mil lei] March 30, 2016 December 31st
,2015
Fixed assets 3,357 3,432
Tangible assets 3,267 3,341
Intangible assets 34 35
Financial assets 56 56
Current assets 1,637 1,802
Stocks 35 34
Receivables 692 723
Other financial assets 0 70
Cash and equivalents 911 974
Assets 4,995 5,234
Owner's equity 3,128 3,029
Subscribed joint stock 733 733
Capital surplus 50 50
Legal reserves 99 99
Reevaluation reserves 589 604
Other reserves 56 56
Reported result 1,601 1,488
Long-term liabilities 1,092 1,167
Loans 569 635
Other liabilities 523 532
Short-term liabilities 774 1,038
Loans 188 167
Commercial liabilities 486 776
Other liabilities 99 95
Liabilities 1,866 2,205
Owner's equity and liabilities 4,995 5,234

Cash flows separate situation

[mil lei] 3 months period ended on
the 31st of march,
2016
3 months period ended on
the 31st of march, 2015
Cash flows before the circulating capital modifications 197 229
Cash flows (used)/generated in the exploitation activity -81 89
Net cash (used)/ generated in the exploitation activity -103 70
Net cash generated/(used) in the investments activity 79 -27
Net cash used in the financing activity -40 -69
Net decrease in cash and cash equivalents -64 -26
Cash and cash equivalents on the 1st of January 974 865
Cash and cash equivalents at the end of the time period 911 840

OPERATIONAL RESULTS

Charged energy volume

In 2016, the electric energy quantity charged for the services performed on the electricity market recorded a constant evolution, with a value similar to the one recorded in the first quarter of 2015 (the difference between the two periods is +0.04 TWh).

Operational incomes

The incomes achieved during January – March, 2016, decreased by 3.1% comparing to the same period of the previous year (755 mil lei in the 1st Q of 2016, from 779 mil lei in the 1st Q of 2015).

Functionally, the segment of activities with allowed profit recorded an income decrease by 10.9% (348 mil from 390 mil lei in the 1st Q of 2015), determined by the decrease of the average taxes approved by ANRE for transport service, starting with 1st of July 2015, given the fact that the electric energy consumption has been relatively constant.

In the 1st quarter of 2016, the incomes resulted from the interconnection capacity allocation, slightly decreased by 4.1% comparing to the value achieved in the 1st quarter of 2015, (22 mil lei in the 1st Q of 2016 from 23 mil lei in the 1st Q of 2015), due to a reduced usage level of the interconnection capacity liquid assets by the traders on the electricity market.

*includes the incomes resulted from the transport fee and the fee corresponding to the functional system services

The total incomes resulted from the zero-profit activities increased by 4.8% (407 mil lei from 389 mil lei in 2015) determined by the incomes growth on the balancing market by 8.4%, the imbalances are higher in the 1st quarter of 2016, determined by the renewable energy sources and the weather conditions recorded.

Regarding the incomes resulted from technological system services, there is a minor increase of 0.4% (approximately 0.7 mil. lei).

Operational costs

The total operational costs (including the amortization) achieved during January – March 2016, increased by 1.4% comparing to the similar period of the previous year (639 mil lei from 630 mil lei).

Within the activities with allowed profit segment, the expenses (without amortization) decreased by 3.5% (138 mil lei from 143 mil lei).

OTC: The total cost to purchase the electric energy necessary to cover the own technological consumption decreased by 3.9% during January – March 2016, comparing to the similar period of the year 2015.

This was due both to the quantitative decrease, from 273 GWh to 267 GWh, and as a result of purchasing the electric energy for OTC from the electric energy free market at low prices, comparing to the prices recorded in the 1st quarter of 2015.

The technological losses decrease in terms of quantity was primarily due to the import/export flows which were more advantageous in terms of OTC, more favorable weather conditions determining the decrease of the Corona type losses and more favorable distribution of the production structure.

In the 1st quarter of 2016, the purchasing average unitary cost was reduced by 2% comparing to the similar period of 2015, respectively 182.4 lei/ MWh in 2016 in regard to 185.95 lei/ MWh.

Station internal consumption: Due to a temporary delay, on the 31st of March 2016, expenses regarding the electricity consumption were recorded in the stations, of only 0,2 mil lei comparing to 3,8 mil lei on March 31, 2015, the settlement of the stations consumption corresponding to the 1st quarter of 2016 to be performed in the 2nd quarter of 2016.

Congestions: Congestions (network restrictions) represent electricity transport requests beyond the limits of the network technical capacity, corrective actions being necessary by the transport and system operator and occur when programming the operation or during the operation in real time, the power circulation between two joints or system areas leads to failure in respecting the safety parameters during the electricity system operation.

Thus, in order to comply with the safety criteria in Dobrogea, the values notified by certain participants were reduced on the balancing market, which deliver in the 110 kV electricity network from Dobrogea and Tariverde 400 kV Station. This situation determined congestions expenses in January 2016 in the amount of 2.6 mil lei.

For the zero-profit activities segment, the costs increased by approximately 3.0% (420 mil lei from 407 mil lei in the 1st Q of 2015), determined by the expenses increase on the balancing market. The expenses related to the technological system services decreased by 2.9% in the 1st Q of 2016 (190 mil lei from 195 mil lei in the 1st Q of 2015) due to the price reduction for purchasing the power reserves necessary to balance the national energetic system.

During the 1st of January and 31st of March 2016, system technological services were purchased (slow tertiary reserve) according to the regulations, GD no. 1019/30.12.2015, whereby the "Winter energy program in the energetic field for ensuring the safe and durable operation of SEN" was approved.

For the period July 1, 2015 - June 30, 2016, the purchase of technological system services is performed according to the regulations of SC Hidroelectrica SA (Decision no. 1377/26.06.2015 amended by Decision no. 1423/01.07.2015) and SC Complexul Energetic Hunedoara SA (Decision no. 859/08.04.2015).

Operational profit

EBITDA decreased by 13.5% comparing to the similar period of 2015 (198 mil lei in the 1st Q of 2016 from 229 mil lei in the 1st Q of 2015), this evolution was mainly due to the segment influence of activities with allowed profit.

The allowed profit activities recorded a positive result, but 15.1% lower than the one achieved in the 1st Q of 2015 (210 mil from 248 mil lei in the previous year) on the background of income decreases.

EBIT generated by the zero-profit activities recorded a negative result, from 12 mil lei, decreasing from the result recorded in the 1st Q of 2015 (negative result of 19 mil lei).

For the entire activity, EBIT decreased by approximately 21.9% (116 mil lei from 149 mil lei). 1st Q of 2016).

Gross profit (EBT)

The profit before tax profit, decreased by 21.1%, up to 118 mil lei in the 1st Q of 2016 from 150 mil lei in the 1st Q of 2015.

The difference between the profit recorded in the 1st Q of 2016 and the 1st Q of 2015, split in the constitutive elements of the profit is presented below.

Financial result

The incomes resulted from interests increased by 18% in the first quarter of 2016, comparing to the 1st Q of 2015 following the recording of the interest corresponding to the first three months of 2016, while simultaneously recording some expenses related to the interests decreased by 19% comparing to the 1st Q of 2015.

The evolution of the exchange rate net differences was determined mainly by the national currency exchange rate evolution comparing to the foreign currencies bank loans contracted by Transelectrica to finance the investments programs (especially in Euro). Thus, on the 31st of March 2016, the Company recorded a net gain from exchange rate differences of 6,5 mil lei, and the net financial result recorded in the 1st quarter of 2016 was positive (2.1 mil lei), increased by 81% comparing to the one recorded on the 31st of March 2015.

3,9 4,2 4,5 4,8 January February March April EURO USD -4,95% -0,95%

Exchange rate evolution

The net profit decreased by approximately 21,6% comparing to the 1st Q of 2015 (99 mil lei from 126 mil lei).

FINANCIAL POSITION

Fixed assets

Fixed assets decreased by 2.2% at the end of the 1st Q of 2016 mainly after recording the tangible and intangible assets amortization.

Current assets

Current assets decreased by 9.2% on the 31st of March 2016 (1.637 mil lei) comparing to the value recorded on the 31st of December 2015 (1.802 mil lei), determined by the 4.4% decrease of receivables and 8.7% of cash and bank deposits.

On the 31st of March 2016, the balance account clients from the operational activity decrease comparing to the 31st of December 2015, determined mainly by the increase of the receivables collecting degree comparing to 2015 and the average taxes decrease approved by ANRE for the services performed by the Company, starting with the 1st of July 2015.

The main customers on the electricity market are represented by: RAAN, Electrica Furnizare, CET Govora, E.ON Energie Romania, Electrocentrale Oradea, Enel Energie, Enel Energie Muntenia, Romenergy Industry. Their share in the total gross receivables corresponding to the electricity market is 75%.

CNTEE Transelectrica SA performs activities corresponding to the bonus type support scheme for promoting high-efficiency cogeneration, as administrator of the support scheme, according to the provisions of GD no. 1215/2009, "the main attributions are to monthly collect the contribution for cogeneration and monthly payment of bonuses."

On the 31st of March 2016, the Company records receivable to collect from the bonus type support scheme in order to promote high-efficiency cogeneration of about 25% (December 31, 2015 – 25%) from the total commercial receivables.

In April 2016, ANRE issued a series of Decisions regarding the overcompensation corresponding to 2015, in the amount of 119.7 mil lei, for which the Company issued invoices for the high efficiency cogeneration electricity producers, whereat the activity overcompensation was recorded.

The clients from the bonus type support scheme for promoting high efficiency cogeneration recorded on the 31st of March 2016 a receivables decrease, mainly determined by the overcompensation collection, corresponding to 2014.

During January 1st and 31st of March 2016, the Company decreased the balance with the amount of 6,0 mil lei for the overcompensation of 2014, whereby collections from bank transactions in the amount of 0,2 mil lei (Termo Calor) and compensation based collections, performed through the Management and Information Institute (according to GD no. 685/1999) in the amount of 5,8 mil lei (Electrocentrale Oradea).

Also, during January 1st and 31st of March 2016, the Company decreased the balance with the amount of 3.2 mil lei for the undue bonus corresponding to 2015, whereby collections from bank transactions in the amount of 0.3 mil lei (Electrocentrale București) and compensation based collections performed through the Management and Information Institute (according to GD no. 685/1999) ) in the amount of 2.3 mil lei (CET Arad).

On the 31st of March 2016, the Company records receivables to collect, representing issued invoices, corresponding to the bonus type support scheme for promoting high efficiency cogeneration, as follows:

  • Overcompensation for 2011-2013 in the amount of 76,7 mil lei, respectively from RAAN (63.5 mil lei) and CET Govora SA (13.2 mil lei);
  • Undue overcompensation and bonus for 2014 in the amount of 11.1 mil lei, respectively from Electrocentrale Oradea (7.2 mil lei), RAAN (2.0 mil lei) and CET Govora (1.9 mil lei);
  • Undue bonus for 2015 in the amount of 0,6 mil lei, respectively from CET Govora (0.5 mil lei), Energy Cogeneration Group (0.1 mil lei);
  • Contribution for uncollected cogeneration from the electricity suppliers, in the amount of 15.1 mil lei, respectively from PetProd (4.4 mil lei), RAAN (2.4 mil lei), Transenergo Com (2.4 mil lei), Romenergy Industry (2.3 mil lei), UGM Energy Trading (1.5 mil lei) and others.

For the receivables extinguishing, generated by overcompensation for the 2011-2013 period (receivables to collect from RAAN and CET Govora), the Company requested the performing of mutual compensation.

RAAN and CET Govora did not agree with this extinguish method for the mutual receivables and debts, wherefore the Company continues to apply the provisions of art. No. 17. para. 5 of ANRE President's Order no. 116/2013 for approving the Regulation regarding the settlement of the contribution collecting method for high efficiency cogeneration and bonus payment for the electricity produced in high efficiency cogeneration: "In case the producer did not fully paid the support scheme administrator the payment obligations resulted according to the present regulation provisions, the support scheme administrator shall pay the producer the difference between the invoices value issued by the producer and the producer's payment obligations concerning the support scheme, with the explicit mention, on the payment document for the respective amounts" and withheld from payment the amounts corresponding to the due support scheme.

Liabilities

Long-term liabilities decreased by 6.4% during January - March 2016, mainly due to principal repayments (from 635 mil lei on the 31st December 2015 to 569 mil lei on the 31st of March 2016).

Short-term liabilities also decreased by approximately 25,5% on the 31st of March 2016. The decrease is mainly due to the liabilities reduction to the electricity suppliers, but also upon recording the compensations corresponding to the undue bonus/overcompensation within the support scheme.

Interest-bearing liabilities (long and short term) are presented in the structure below.

Owner's equity

The owner's equity increased by 3.3%, due to the first quarter positive performance, credited in the reported result.

SHARES EVOLUTION

(from 31-Dec-2015 to 31-Mar-2016)

In the first quarter of 2016, the Transelectrica share (BVB symbol: TEL) recorded an improved evolution comparing to the main index of Bucharest Stock Exchange (BET) and also over the BET-NG index.

2016 started with a transaction price of 28.9 lei/share, market capitalization of 2,118 mil lei, at the end of the period (March 31st, 2016) the share price is 29.4 lei, with a market capitalization of 2,155 mil lei. The minimum trading price was recorded on 20.04.2016, of 26.4 lei/share, the maximum price of 29.8 lei/share was achieved on 02.03.2016.

Operational data

SEN ENERGETIC BALANCE

The internal1 net consumption increased by 1,6% comparing to the last year similar period.

The net energy production decreased by approximately 4.0% comparing to the similar period of the year 2015, mainly due to a lower production in the hydroelectric and renewable stations as a result of unfavorable weather conditions.

Throughout the first quarter of 2016, export border physical trades decreased by 17.9% comparing to the similar period of 2015, while the import border flows increased by 130.2%.

MIX OF PRODUCTION

Within the mix of production structure, during the first quarter of 2016 comparing to the first quarter of 2015, an increase of the thermal component share of approximately 3.9% was recorded, in the hydro component detriment which decreased by 4.3%.

Also, the unfavorable weather conditions determined a decreased energy quantity produced from renewable sources (with 0,2 TWh).

NATIONAL PRODUCTION PARK

During the first quarter of 2016, the gross power installed within the electrical stations recorded a minor increase of 0.3% comparing to the first quarter of 2015.

The power installed within the station on renewable source increased during January – March 2016 comparing to the last year similar period by approximately 3% (132 MW) from 4,321 MW installed on the 31st of March 2015, to 4,452 MW installed on the 31st of March 2016.

The installed power dynamics, corresponding to the first quarter of 2016, respectively 2015, is presented below:

1 Values do not include the consumption corresponding to own services within the electricity production stations; the net consumption value includes losses from the transport and distribution networks as well as the pumps consumption within the hydro stations with pumping accumulation.

2016 Installed power (24.626 MW, gross value)

2015 Installed power (24.557 MW, gross value)

BORDER FLOWS

The border flows recorded important values on the relations with Hungary, Serbia and Bulgaria but decreased comparing to the previous year.

Thus, comparing to Q1 2016, the export physical flow with Hungary (-36,9%) and Serbia (-18,9%) decreased, while to Bulgaria a greater quantity of energy was exported (+31,7%).

In the first quarter of 2016, the total allocated capacity utilization degree on the interconnection lines for export decreased comparing to the same period of 2015, significant decreases being recorded on the relation with Serbia and Hungary.

The relation with Moldova did not record any import/export operations in the first three months of 2016 and 2015.

Both import and export physical flows on each border are presented below.

The import and export commercial flows for each border are presented below.

Commercial flows

OWN TECHNOLOGICAL CONSUMPTION

In the first quarter of 2016, OTC in RET decreased with approximately 2,1 % comparing to the same period of 2015, due to the more favorable weather conditions, physical flows and more advantageous production structure.

Relating to the energy contour input, the losses slightly decreased from 2,47 % to 2,43 %.

Minimum/maximum monthly value

In January 2016, the absolute value OTC decreased comparing to January 2015 by approximately 7,77% due to the favorable import/export flows and more advantageous production repartition, especially hydrocarbon production growth, which led to the reduction of energy transport away from the production sources.

The losses percentage reported at the RET input energy decreased from 2,5% in January 2015 to 2,22% in January 2016. The internal net consumption of energy was increased comparing to January 2015 by 3,79%. The contour input energy also increased by 4,18% in January 2016, comparing to the similar period of 2015. The weather conditions were unfavorable determining the Corona losses increase.

In March 2016, the absolute value OTC decreased comparing to March 2015 by approximately 2,43% due to more favorable weather conditions, which determined the corona losses decrease and more advantageous production mix, leading to the reduction of energy transport away from the sources.

The contour input energy also decreased by 3,37% in March 2016, comparing to the similar period of 2015. The losses percentage reported at the RET input energy increased from 2,6% in 2015 to 2,63% in 2016.

Investments

ACCOUNTING REGISTERED FIXED ASSETS

The value of the accounting registered fixed assets in the first quarter of 2016 was 5.9 mil lei.

The largest transfers from ongoing tangible assets to tangible assets are represented mainly by commissioning the investments objectives, as follows:

  • Security integrated system within the electricity Stations phase IV – Electricity Station 400/110 kV North Constanta – 3.3 mil lei;
  • No. 2 Industrial building modernization ST Timisoara, Sp+P+1E regime - 1.2 mil lei;
  • Replacing the pillar no. 301 from LEA 400 kV Mintia – South Sibiu – 0.5 mil lei;

ASSETS ACQUISITIONS

The tangible and intangible assets acquisitions2 value is 22.5 mil, comparing to the similar period of 2015 when the acquisitions value was 29.7 mil lei.

The investments projects in progress on the 31st of March 2016 are as follows:

  • Modernization of 400/220/110/20 kV Bradu Station 26.2 mil lei;
  • LEA 400 kV of interconnection Reşiţa (Romania) Pancevo (Serbia) – 3.0 mil lei;
  • Modernization of 220/110/20 kV Campia Turzii Station – 2.5 mil lei;
  • Connecting to RET of CEE 136 MW from Platonesti area, Ialomița County, by executing a cell of 110 kV in the 400/110 kV Gura Ialomiței Station - 1.5 mil lei;
  • Connecting the energy production station in a biomass based system with the power of 5.4 MW - CTE ENVISAN - phase 1 – 0.8 mil lei;
  • Increasing the safety degree of the plants corresponding to the Station 400/220/110/10 kV South Bucharest – Equipment replacement 10 kV - Batch II – 0.7 mil lei;
  • Security integrated system in the station 400KV Stupina – 0.6 mil lei;

Internal services modernization c.c. and c.a. in the Station 400/110 kV Draganesti Olt – 0.5 mil lei.

In the first quarter of 2016, the amount of 29.6 mil lei was collected, representing the unused advance corresponding to Portile de Fier – Anina new line section within the investments objective "Switching the voltage to 400kv for the section Porțile de Fier - Reșița - Timișoara - Salacaz - Arad/ LEA 400kv Porțile de Fier - (Anina)", until the Government Decree issuance regarding the technical and economic indicators approval and the expropriation procedure initiation for private property buildings.

CONTRACTUAL ASPECTS

During the first three months of 2016, 13 contracts have been signed for investments objectives, with a total value of 9.0 mil lei, comparing to 19 contracts with a total amount of 5.8 mil lei signed in the first quarter of 2015.

The most important investments contracts signed during January – March 2016, are:

  • Execution of fiber optic communication between the Stations 400/220/100 Kv Bradu and 220/110 Kv Stupărei – 2.8 mil lei;
  • Fiber optic installation on LEA 220 Kv Fundeni Brazi West - Batch 1 – 2.2 mil lei;
  • Neplan Software: 2 new licenses, 5 licenses CIM/XML modules included and maintenance and up-grade (service) for 13 Neplan licenses + 5 CIM/XML licenses – 1.8 mil lei;
  • Reconductoring LEA 220 Kv Craiova North Isalnita, Circuit 1 – 1.2 mil lei;
  • Connection 110 Kv Codlea CET and Bartolomeu - Harman in the Station 400/110 Kv Brasov – 0.3 mil lei.

2 It includes providers of property variation in the balance on March 31 of 2016

Significant events

JANUARY - MARCH 2016 EVENTS

Concluding the project "Station modernization 400/110/20 kV Tulcea West"

The project was implemented in Tulcea, Tulcea County, with a duration of 41 months and 15 days and it was framed within the 4th priority axis "Increasing energy efficiency and security of supply, in the context of combating climate change", operation "Supporting the investments in transport networks extension and modernization for electricity, natural gas and oil in order to reduce the network losses and to accomplish in conditions of safety and stability the transport and distribution services – transport part".

The project's objective is to increase the energetic efficiency and safety in operation of the Electricity Transport System by modernizing the electric transformer station and high voltage connections 400/110/20 kV Tulcea West, in the context of combating climate change.

Publication for debate of the Electric Transport Network Development Plan during 2016-2025

According to the attributions and abilities established by the Law for electricity and natural gas no. 123/2012, RET Technical Code -Inspection I, approved by ANRE Order no. 20/2004, amended and supplemented by ANRE Order no. 35/2004 and the special Conditions associated to the License no. 161/2000 for performing electricity transport service, system service and for the balancing market administration, National Power Grid Company Transelectrica S.A., performs the planning activity regarding the RET development, taking into consideration the current stage and the electricity consumption and sources future evolution, including electricity imports and exports.

For this purpose, Transelectrica updates every 2 years the Electric Transport Network Development Plan for the next 10 successive years.

After the Plan is approved by the competent authority and the transport network owner agrees with the financing method for investments in the transport network, this document becomes public.

Since March 17, 2016", the document "The Electric Transport Network Development Plan – 2016-2025" is posted on Transelectrica website, within the "RET Management section.

Supervisory Board modification

On the 23rd of March, the Supervisory Board members appointed Dragoș Corneliu ZACHIA-ZLATEA as Supervisory Board President.

The General Meetings of Shareholders

On the 28th of March, the Extraordinary General Meeting of Shareholders (EGMS) and the Ordinary General Meeting of Shareholder (OGMS) took place The main aspects included in the OGMS decision are:

  • Approving the investments program for the 2016 financial year and investments expenses for 2017 and 2018;
  • Approving the Budget proposal for Incomes and Expenses for 2016 of C.N.T.E.E. Transelectrica S.A., as well as estimations for 2017 and 2018;
  • Approving the policy regarding the dividends distribution of C.N.T.E.E. Transelectrica S.A.

The main aspects included in the EGMS decision are:

  • Contracting legal services approval in order to optimize the credit costs, contracted with the internal and international creditor;
  • Rejecting the joint stock decrease, representing the subscribed and paid joint stock of the Trading Company Subsidiary "Energy Research And Modernizing Institute – ICEMENERG" – S.A. because GD. 925/2010 provides not only capital reduction of their share of the Romanian State.

ULTERIOR EVENTS Q1 2016

Subsequently the first quarter of 2016, the following events significant for the Company took place:

Moody's Investors Service credit rating

The international credit rating Moody's Investors Service increased by one level the credit rating of Transelectrica, to Ba1 (previously Ba2), the perspective is maintained on a stable level. The Transelectrica rating remains just one level below Romania's state rating (the previous two levels), thus recognizing the Company's management and financial performance.

The General Meetings of Shareholders

On the 29th of April, the Extraordinary General Meeting of Shareholders (EGMS) and Ordinary General Meeting of Shareholder (OGMS) took place.

The main aspects included in the OGMS decision are:

Approving the gross dividend per share for 2015 of 2.65 lei gross/ share, proper for the shareholders registered within TEL shareholders Register on the 8th of June 2016, ex-dividend date of June 6 2016 and payment start date of June 28 2016.

Approving the annual financial situations separated and consolidated for 2015 financial year of National Power Grid Company Transelectrica S.A., as well as the annual report for 2015 regarding the economic and financial activity of the Company, according to the capital market legal provisions, grant discharge to the Executive Board and Supervisory Board members..

OWNERSHIP STRUCTURE

On the 31st of March 2016, the ownership structure was the following:

Shareholder name
Romanian State through the Ministry
of
Economy,
Commerce
and
Relations
with
the
Business
Environment
43,020,309
Legal Persons
21,582,794
S.I.F. Oltenia 3,764,105
Physical Persons 4,935,934
Total 73,303,142

THE EXECUTIVE BOARD

On the 31st of March 2016, the Executive Board was as follows:

Ion - Toni TEAU President
Octavian LOHAN Directorate Member
Constantin VĂDUVA Directorate Member
Ion SMEEIANU Directorate Member
Cătălin CHIMIREL Directorate Member

LITIGATIONS

The most significant litigation involving the Company are presented below:

ANAF

The company is in dispute with ANAF, which issued a tax audit report on September 20, 2011 regarding the VAT reimbursement for September 2005 – November 2006, for 123 unused invoices identified as missing, special regime documents and for which it was estimated a collected VAT of 16.303.174 lei plus the accessories in the amount of 27.195.557 lei. The counter value of these obligations in the total amount of 43.498.731 lei, was deducted from the VAT paid by the Company in November. Subsequently, the Company has found that the current VAT amounts paid, were taken into consideration for the amounts settlement within the tax audit report above mentioned.

Thus, the Company was forced to pay penalties of 944.423 lei, corresponding to the VAT which should have been paid in November 2011, in order not to register overdue debts to the state budget. Altogether, in 2011, the Company paid the amount of 44.442.936 lei.

The company submitted an appeal to ANAF against the notice of assessment and requested its suspension until the administrative settlement of the complaint submitted to ANAF. The Court rejected the request for the notice of assessment's suspension of the tax audit report execution.

At the hearing set on 30th of April 2014, the resolution issued by the trial court – Bucharest Appellate Court, Section VIII Administrative and Fiscal Legal Department (Decision no. 1356/2014) in the case File no. 6657/2/2012 was the following: "Rejects the request of CNTEE Transelectrica SA complainant (Complaint against ANAF Fiscal administrative Document)". The Company appealed against the Decision no. 1356/2014, the following hearing being established for the 7th of April, 2016. On the 7th of April 2016, due to a lack of procedure, a new hearing has been established for 02.06.2016.

ANRE

CNTEE Transelectrica SA issued a complaint against the ANRE President's Order no. 51 / 26.06.2014 ANRE registration no. 47714 / 04.08.2014 and an appeal to the Bucharest Appellate Court which is the subject of the case file no. 4921/2/2014, requesting either the above mentioned Order's modification or issuing a new order, for the recalculation of the RRR

value to the 9,87% level (recalculated with a coefficient (β) of 1,0359, according to the internal Transelectrica verifications) or, to the extent that this request will be rejected, using the same percentage of 8,52% established by ANRE for 2013 and the first semester of 2014.

On the 26th of June 2014, the ANRE Order no. 51 was issued, published in the Official Gazette no. 474/27.06.2014, regarding the approval of the average transport tax, system service tax and local taxes corresponding to the transport service performed by National Power Grid Company Transelectrica S.A., and abrogation of the Annex no. 1 of the ANRE President's Order no. 96 / 2013 regarding the approval of the transport service average tax, system service tax, local taxes corresponding to the transport service and the taxes for reactive electricity, practiced by the operators in the electricity sector.

The values considered when calculating the regulated return rate (RRR1 ) by ANRE according to the Methodology of establishing the taxes for electricity transport service approved by the ANRE Order no. 53/ 2013 ("Methodology"), determined a RRR value of 7,7%.

CNTEE Transelectrica SA considers that applying the provisions of Art. 51 from the Methodology by establishing the Beta parameter (β) value of 0,432 will determine the company's financial prejudicing, by decreasing the return rate with an estimated value of 138,4 mil lei³ having a significant impact on the financial interests of the society, thus prejudicing both the company's shareholders and their interests.

At the hearing on 09.02.2016, the law court accepted the evidence with accounting expertise – financial investments specialty and other securities entities, prorogued the evidence deliberation with technical expertise – electro-energetic specialty, after submitting the evidence with accounting expertise – financial investments specialty and other securities entities, deciding to postpone the case for June 10 2016, in order to complete and analyze the expertise report.

COURT OF ACCOUNT

Following an inspection performed in 2013, The Court of Accounts decided that the Company should implement certain measures as a result of deficiencies found during this inspection. The decision and conclusion issued by the Court of Accounts were appealed to the Bucharest Appellate Court, case file no. 1658/2/2014.

In the hearing held on January 20, 2016, the law court postponed the case so as the accountant can state his own opinion regarding the complainant's objections on the performed expertise report and so as the technical expert can perform the expertise paper. The next hearing was established for 18.05.2016.

OPCOM

On November 24, 2014, The Electricity and Natural Gas Market Operator - OPCOM SA, sued the Company, in order to force the Company to pay the amount of 582.086,31 euro (2.585.161,72 lei at the BNR exchange rate dated 24.11.2014), representing the amount paid by OPCOM as fine, of the total fine of 1.031.000 euro, the request being the object of the case file no. 40814/3/2014.

Previously, the OPCOM SA Subsidiary General Meeting of Shareholders decided, in the session dated 10.06.2014, the total payment of the fine in the amount of 1.031.000 euro – applied by the Competition General Directorate – European Commission for the violation of Art. 102 of the Treaty regarding the European Union functioning, according to the Decision in the antitrust case AT 39984.

Also, OPCOM SA requested the law court to force the Company in paying the amount of 84.867,67 lei as legal interest corresponding to the period 11.06.2014 – 24.11.2014.

The action filed by OPCOM SA, is the object of the case file no. 40814/3/2014, before the Bucharest Court, Civil Section VI, covering claims, matters of dispute with professionals and the trial date established for - 29.06.2015. The Company met a claim at the request of summons in this cause, pleading as exceptions and background defenses regarding the groundlessness and illegality of the action.

In the hearing dated 24.07.2015, the court granted the application for summons issued by the complainant The Electricity and Natural Gas Market Operator - OPCOM SA in contradiction with the defendant National Power Grid Company Transelectrica S.A., and forced the defendant to pay the complainant the amount of 582.086,31 de euro, representing the

1 RRR- The regulated return rate can be found in the specialty literature under the abbreviated name of WACC– Weighted Average Cost of Capital – in translation The Capital Balanced Average Cost, the two indicators formula is similar: RRR = WACC = CCP + Kp/(1 – T) + CCI x Ki

² Value which determined the RRR decrease by 7,7 %

³ Value calculated comparing to a RRR value of 8,52%

amount paid by the defendant instead of the complainant from the fine value of 1.031.000 de euro charged by the European Commission Decision dated on 05.03.2014 in the AT.39984 case and the legal interest payment, in the amount of 582.086,31 Euro, calculated on 11.06.2014 and until the date of actual payment .

Also, the court obliges the defendant to pay the complainant the amount of 37.828,08 lei, as court expenses, with the right to appeal within 30 days from the communication date.

Against the sentence no. 4275/2015, pronounced in the above mentioned file, Transelectrica SA issued an appeal, which was registered before the Bucharest Court of Appellate.

SMART

Transelectrica filed a legal action against the Bucharest Trade Register director's resolution and against the documents issued by the SC Smart SA Subsidiary for increasing the joint stock, representing the object of the case file no. 14001/3/2015, before Bucharest Court – Civil Section VI, with hearing set for 07.09.2015.

On the 7th of September 2015, the court decided the disjunction of the litigations 2 and 3 within the request for summons issued by the complainant CNTEE Transelectrica in contradiction with the defendant Maintenance Services Society Subsidiary of Electric Transport Network Smart SA, the Romanian state through the General Secretariat of the Government and Trade Register, constituting a new case file with the hearing set on November 2, 2015. In the case file no. 14001/3/2015, for continuing the trial, the hearing was set on 19.10.2015.

On October 19, 2015, the court decided under art. 43, para. 1, pt. 2 C civ. proc., the suspension of the application for summons issued by the complainant Transelectrica in contradiction with the defendants Maintenance Services Society Subsidiary of Electric Transport Network Smart SA, Romanian State and Trade Register, until the final resolution of the case file which is the object of the file no. 32675/3/2015 before the Bucharest Court – Civil Section VI.

In the case file no. 32675/3/2015, at the hearing dated 16.11.2015, the court accepted the inadmissibility exception, rejecting the application for summons issued by the complainant Transelectrica in contradiction with the defendants Maintenance Services Society Subsidiary of Electric Transport Network Smart SA, the Romanian State and Trade Register, as inadmissible, with the right to appeal within 30 days from the communication date. The sentence has not been communicated to the Company until this present report date.

[thousands lei] 31.03.2016 31.12.2015
Assets
Fixed assets
Tangible assets 3,267,133 3,341,451
Intangible assets 34,310 34,570
Financial assets 55,944 55,944
Total fixed assets 3,357,387 3,431,965
Current assets
Stocks 34,529 34,329
Clients and similar accounts 691,751 723,448
Other financial assets 0 70,085
Cash and cash equivalents 910,846 974,451
Total current assets 1,637,125 1,802,313
Total assets 4,994,512 5,234,278
Owner's equity and liabilities
Owner's equity
Joint stock, wherefrom: 733,031 733,031
Subscribed joint stock 733,031 733,031
Capital surplus 49,843 49,843
Legal reserves 99,407 99,407
Reevaluation reserves 589,134 603,685
Other reserves 55,695 55,695
Reported result 1,601,339 1,487,645
Total owner's equity 3,128,449 3,029,306
Long-term liabilities
Long-term advance incomes 455,250 462,721
Loans 569,461 634,590
Postponed taxes liabilities 33,088 34,663
Obligations related to the employees benefits 34,669 34,669
Total Long-term liabilities 1,092,467 1,166,644
Current liabilities
Commercial liabilities and other liabilities 486,450 776,168
Other taxes and obligations for social insurance 7,872 6,763
Loans 188,360 167,362
Provisions 38,221 38,255
Short-term advance incomes 32,737 33,408
Payment profit tax 19,956 16,371
Total Current liabilities 773,596 1,038,328
Total liabilities 1,866,063 2,204,972
Total owner's equities and liabilities 4,994,512 5,234,278

ANNEXE 1: Financial position separate situation on the 31st of March 2016

2: Profit and loss separate account for the period ended on the 31st of March 2016
ANNEXE
---------------------------------------------------------------------------------------------- -- --
[thousands lei] T1 2016 T1 2015
Incomes
Transport service incomes 317,232 360,643
System services incomes 194,490 196,966
Balancing market incomes 229,883 212,082
Other incomes 13,628 9,433
Total exploitation incomes 755,234 779,123
Exploitation expenses
System operation expenses -62,859 -65,145
Balancing market expenses -229,883 -212,082
Technological system services expenses -189,647 -195,302
Amortization -81,638 -80,119
Salaries and other retributions -41,307 -40,240
Repair and maintenance -14,518 -14,244
Materials and consumables -1,691 -2,090
Other exploitation expenses -17,353 -21,032
Total exploitation expenses -638,896 -630,254
Exploitation profit 116,338 148,869
Financial incomes 12,870 14,673
Financial expenses -10,775 -13,514
Net financial result 2,095 1,159
Profit before profit tax 118,433 150,028
Profit tax -19,289 -23,620
Year profit 99,144 126,408

ANNEXE 3: Cash flows separate situation on the 31st of March 2016

[thousands lei] T1 2016 T1 2015
Exploitation activity cash flows
Period profit 99,144 126,408
Adjustments for:
Profit tax expense 19,289 23,620
Amortization expenses 81,638 80,119
Provisions expenses arising from the commercial and other receivables
depreciation
543 4,909
Incomes arising from provisions reversal for the commercial and other
receivable depreciation
-2,032 -5,464
Tangible assets sale loss, net 0 508
Value adjustments reversal regarding the tangible assets 0 54
Value adjustments net reversal regarding the provisions for risks and
expenses
-37 -355
Interests expenses, interests incomes and unfulfilled incomes from the
exchange rate differences
-1,952 -928
Cash flows before the circulating capital modifications 196,593 228,871
Changes in:
Clients and assimilated accounts 33,578 212,606
Stocks -200 -50
Commercial and other liabilities -303,841 -349,450
Other taxes and obligations for social insurances 1,109 1,251
Advance incomes -8,143 -4,051
Exploitation activity cash flows -80,904 89,176
Paid interests -4,591 -7,191
Paid profit tax -17,280 -11,649
Exploitation activity net cash -102,776 69,982
Cash flows used in the investments activity
Tangible and intangible assets purchase 7,129 -29,744
Tangible assets sale cashing 0 0
Collected interests 1,538 3,038
Collected dividends 0 0
Other financial assets 70,085 0
Net cash used in the investments activity 78,752 -26,706
Financing activity cash flows
Short-term loans withdrawals 32,881 0
Long-term loans repayment -72,398 -69,236
Paid dividends -65 -93
Net cash used in the financing activity -39,582 -69,329
Cash and cash equivalents net increase -63,606 -25,699
Cash and cash equivalents on the 1st of January 974,451 865,238
Cash and cash equivalents at the end of the period 910,846 839,539

ANNEXE 4: Incomes and Expenses Budget Execution on the 31st of March 2016

INDICATORS BVC
Q1 2016
Preliminary
accomplished
Q1 2016
Differences Achievement
rate
(+/-) (%)
[thousands lei] 2 3 4=3-2 4=3/2 * 100
TOTAL INCOMES1=Rd.2+Rd.5+Rd.6) 802,202 768,104 -34,098 96%
Exploitation total incomes 351,114 347,924 -3,190 99%
Financial incomes 13,500 12,870 -630 95%
Zero-profit activity incomes 437,588 407,309 -30,278 93%
TOTAL EXPENSES (Rd.7=Rd.8+Rd.2 706,006 637,450 -68,555 90%
Exploitation expenses 257,322 219,366 -37,955 85%
Assets and services expenses 118,838 92,993 -25,846 78%
Taxes, contributions and assimilated payments 4,878 4,532 -346 93%
Personnel expenses 43,930 41,269 -2,662 94%
Other exploitation expenses 89,675 80,573 -9,102 90%
Financial expenses 11,097 10,775 -322 97%
Zero-profit activity expenses 437,588 407,309 -30,278 93%
GROSS RESULT (profit) 96,196 130,653 34,457 136%
Indicators Calculation formula 31.03.2016 31.03.2015
Current liquidity indicator (x) Current assets
Current liabilities
2.12 1.95
Indebtedness indicators (x):
(1) Indebtedness indicator Loaned capital x
Owner's equity
0.18% 0.24%
(2) Indebtedness indicator Loaned capital x 0.15% 0.20%
Customers rotation speed (days) Fixed capital
Customers average balance* x
90
Turnover
21 29
Tangible assets rotation speed (x) Turnover
Tangible assets
0.22 0.22

ANNEXE 5: Economical and financial indicators corresponding to the reporting period

*When calculating the average balance account, the customers contributing to the turnover have been taken into consideration (energy, balancing, other customers, customer's invoices to be issued). The values corresponding to the uncertain customers, cogeneration scheme and overcompensation were not included within the average balance account.

REPORT (according to HAGEA no. 4/29.04.2015)

regarding the contracts signed during the 1st quarter of 2016 for assets, services and works acquisition, with a value greater than 500.000 Euro/acquisition (for assets and works acquisition) and respectively of 100.000 Euro/acquisition (for services)

No. Contract Subject of the Contract Duration Value Contract Legal basis Acquisition Acquisition
number Lei Euro type procedure Initiator
0 1 2 3 4 5 6 7 8 9
1 PT
6/2212/2016
Execution of the fiber
optic communication between
the Stations 400/220/100 Kv Bradu and 220/110 Kv
Stupărei
18
months
2,806.9 0.00 Works GEO
34/2006
Call for tenders ST Pitesti
2 C 14/2016 Primary equipment acquisition of average and high
voltage (Framework Agreement)
36
months
28,733.5 0.00 Supply GEO 34/2006 Open tendering Executive
-
DEM
3 BC
489/2016
Specialized security and intervention services for
the ST Bucharest objectives
36
months
8,602.7 0.00 Services GEO Exception
34/2006
Open tendering ST
Bucharest
4 CR 14/2016 Maintenance services for the LEA passing lanes
from areas with arboreal vegetation (Framework
Agreement)
36
months
1,237.8 0.00 Services GEO Exception
34/2006
Open tendering ST Craiova
5 PT
8/2322/2016
Specialized security and intervention services for
the ST Pitești objectives
36
months
4,991.0 0.00 Services GEO Exception
34/2006
Open tendering ST Pitești
6 C 52/2016 Specialized Consulting Service for Works/Services
in LEA 110 –
750 kV
36
months
2,787.8 0.00 Services GEO 34/2006 Open tendering Executive -
DTDR
7 C 41/2016 Subsequent Contract No. 4 to the framework
agreement no. C 261/2012 -
" Revolving Bank
Credit Line"
12
months
787.5 0.00 Services GEO 34/2006 Call for tenders Executive -
DSFT
8 C 37/2016 Neplan Software: 2 new licenses, 5 licenses
Cim/Xml module included and Maintenance and Up
grade (Service) for 13 Neplan Licenses + 5 Cim/Xml
Licenses
48
months
1,840.1 0.00 Services GEO 34/2006 Negotiation
without
previously
publishing a
participation
notice
Executive -
UNO-DEN

Annexe 7 – Glossary

"ANRE" National Regulatory Authority for Energy
"BAR" Regulated assets base
"BVB" Bucharest Stock Exchange, Regulated market operator for trading
Shares
"CEE" European Economic Community
"Companie", "CNTEE", "TEL" National Power Grid Company Transelectrica S.A.,
"CPT" Own Technological Consumption
"CS" Supervisory Board
"DEN" National Energetic Dispatcher
"EBIT" Operational profit before the interests and profit tax
"EBITDA" Operational profit before the interests, profit tax and amortization
"EBT" Operational profit before the profit tax
"ENTSO-E" The European Network of Transmission System Operators
"GD" Government Decision
"IFRS" Financial Reporting International Standards
"JPY" Japanese Yen , the official currency of Japan
"LEA" Overhead Power Lines
"Leu" or "Lei" or "RON" The official currency of Romania
"MFP" Ministry of Public Finance
"MO" Romanian Official Gazette
"GO" Government Ordinance
"OPCOM" Romanian Electricity Market Operator OPCOM SA
"GEO" Government Emergency Ordinance
"PZU" The Day-Ahead Market
"RET" Electric Transport Network, national and strategic interest electric
network with a nominal voltage greater than 110 kV
"SEN" National Power System
"Smart" Trading Company for the Electric Transport Network Maintenance
SMART SA
"SSF" Functional System service
"SST" Technological System service
"TEL" Stock exchange indicator for Transelectrica
"TSR" Total efficiency for the Shareholders
"UE" European Union
"u.m." Measuring unit
"USD" or "dolari US" American Dollar, the official currency of USA
"WACC" Weighted Average Cost of Capital

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