Interim / Quarterly Report • Jun 30, 2018
Interim / Quarterly Report
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Consolidated Financial Statements 30 June 2018
(Translation of consolidated financial statements originally issued in Portuguese – Note 34)
Index
| 1. | FINANCIAL PERFORMANCE IN THE 1ST HALF OF 2018 | 5 | |
|---|---|---|---|
| 2. | CONSOLIDATED FINANCIAL STATEMENTS | 14 | |
| 3. | NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2018 |
19 | |
| 1 | GENERAL INFORMATION | 19 | |
| 2 | BASIS OF PRESENTATION | 24 | |
| 3 | MAIN ACCOUNTING POLICIES | 25 | |
| 4 | SEGMENT REPORTING | 32 | |
| 5 | TANGIBLE AND INTANGIBLE ASSETS | 35 | |
| 6 | GOODWILL | 39 | |
| 7 | INVESTMENTS IN ASSOCIATES AND JOIN VENTURES | 39 | |
| 8 | INCOME TAX | 41 | |
| 9 | FINANCIAL ASSETS AND LIABILITIES CLASSIFIED | 46 | |
| 10 | ASSETS AND LIABILITIES HELD FOR SALE | 48 | |
| 11 | INVESTMENTS IN EQUITY INSTRUMENTS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME |
49 | |
| 12 | TRADE AND OTHER RECEIVABLES | 51 | |
| 13 | DERIVATIVE FINANCIAL INSTRUMENTS | 52 | |
| 14 | CASH AND CASH EQUIVALENTS | 57 | |
| 15 | EQUITY INSTRUMENTS | 57 | |
| 16 | RESERVES | 58 | |
| 17 | BORROWINGS | 59 | |
| 18 | POS-EMPLOYMENT BENEFITS AND OTHERS BENEFITS | 62 | |
| 19 | PROVISIONS FOR OTHER RISKS AND CHARGES | 63 | |
| 20 | TRADE AND OTHER PAYABLES | 64 | |
| 21 | SALES AND SERVICES RENDERED | 65 |
| 4. APPENDIX | 75 | |
|---|---|---|
| 34 | EXPLANATION ADDED FOR TRANSLATION | 73 |
| 33 | SUBSEQUENT EVENTS | 73 |
| 32 | RELATED PARTIES | 71 |
| 31 | CONTINGENT ASSETS AND LIABILITIES | 70 |
| 30 | DIVIDENDS PER SHARE | 69 |
| 29 | EARNINGS PER SHARE | 69 |
| 28 | EXTRAORDINARY CONTRIBUTION OVER THE ENERGY SECTOR | 68 |
| 27 | FINANCIAL COSTS AND FINANCIAL INCOME | 68 |
| 26 | OTHER OPERATING COSTS | 67 |
| 25 | PERSONNEL COSTS | 67 |
| 24 | EXTERNAL SUPPLIES AND SERVICES | 66 |
| 23 | OTHER OPERATING INCOME | 66 |
| 22 | REVENUE AND COSTS FOR CONSTRUCTION ACTIVITIES | 65 |
__________________________________________________________________________
In the first half of 2018, REN's net income was 52.8 million euros, 0.1 million euros (-0.3%) lower than in the same period of the prior year, reflecting the consolidation of Portgás - a Natural Gas Distribution company acquired in October of 2017- results with an impact of 11.8 million euros in EBIT (21.2 million euros in EBITDA), offset by the 11.1 million euros decrease in Electricity and Natural Gas Transmission EBIT (-11.5 million euros in EBITDA) and by the 1.4 million euros (+5.0%) increase in income taxes.
Similarly to the previous years, the results for 2018 reflect the continuation of the Extraordinary Levy on the Energy Sector (25.4 million euros in 2018 and 25.8 million euros in 20171 ).
Investment was 39.4 million euros, a 3.8% y.o.y decrease (-1.6 million euros), and transfers to RAB grew 17.0 million euros to 19.3 million euros. Average RAB grew by 384.9 million euros (+11.1%), to 3,855.2 million euros, reflecting REN Portgás acquisition (+459.9 million euros).
The average cost of debt improved 0,3 p.p., from 2.6% in June 2017 to 2.3% in June 2018. On the other hand, net debt increased to 2,686.7 million euros, +4.2% (+109.2 million euros) over the same period of the previous year, reflecting REN Portgás acquisition partially offset by the capital increase in 2017.
| MAIN INDICATORS (MILLIONS OF EUROS) |
June 2018 |
June 2017 |
VAR.% |
|---|---|---|---|
| EBITDA | 252.4 | 242.7 | 4.0% |
| Financial results2 | -27.3 | -27.5 | 0.6% |
| Net income1 | 52.8 | 53.0 | -0.3% |
| Recurrent net income | 78.4 | 80.9 | -3.0% |
| Total Capex | 39.4 | 41.0 | -3.8% |
| Transfers to RAB3 (at historic costs) |
19.3 | 2.3 | 733.8% |
1 The full amount of the levy was recognized in the 1st quarter of 2017 and 2016, according to the Portuguese Securities Market Commission (CMVM) recommendations.
2 The cost of 0.4 million euros in June 2018 and 0.3 million euros in June 2017 from electricity interconnection capacity auctions between Spain and Portugal – referred to as FTR (Financial Transaction Rights), were reclassified from financial income to Revenue.
3 Includes direct acquisitions (RAB related).
| MAIN INDICATORS (MILLIONS OF EUROS) |
June 2018 |
June 2017 |
VAR.% |
|---|---|---|---|
| Average RAB (at reference costs) | 3,855.2 | 3,470.3 | 11.1% |
| Net debt | 2,686.7 | 2,577.4 | 4.2% |
| Average cost of debt | 2.3% | 2.6% | -0.3p.p. |
EBITDA for the Transmission business reached 231.2 million euros in the first 6 months of 2018, a 4.8% decrease over the same period of the previous year (-11.5 million euros).
| EBITDA - TRANSMISSION (MILLIONS OF EUROS) |
June 2018 |
June 2017 |
VAR.% |
|---|---|---|---|
| 1) Revenues from assets | 207.5 | 227.5 | -8.8% |
| RAB remuneration | 87.6 | 106.2 | -17.6% |
| Smoothing differences (gas) | 0.0 | 0.6 | -100.0% |
| Hydro land remuneration | 0.1 | 0.1 | -4.9% |
| Lease revenues from hydro protection zone | 0.4 | 0.4 | -1.2% |
| Economic efficiency of investments | 10.8 | 10.8 | 0.0% |
| Recovery of amortizations (net of investment subsidies) |
99.6 | 100.4 | -0.7% |
| Amortização dos subsídios ao Investimento | 9.0 | 9.0 | -0.5% |
| 2) Revenues from opex | 52.8 | 48.3 | 9.4% |
| 3) Other revenues | 13.0 | 13.2 | -1.7% |
| 4) Own works (capitalised in investment) | 7.8 | 6.2 | 25.3% |
| 5) Earnings on Construction (excl. own works capitalised in investment) – Concession assets |
22.9 | 34.7 | -34.0% |
| 6) OPEX | 49.7 | 52.3 | -5.1% |
| Personnel costs4 | 24.9 | 25.1 | -0.7% |
| External costs | 24.8 | 27.2 | -9.1% |
| 7) Construction costs – Concession assets |
22.9 | 34.7 | -34.0% |
| 8) Provisions | 0.1 | 0.0 | n.m. |
| 9) Impairments | 0.2 | 0.2 | -5.1% |
| 10) EBITDA (1+2+3+4+5-6-7-8-9) | 231.2 | 242.7 | -4.8% |
4 Includes training and seminars costs and personnel related provisions
The decrease in EBITDA resulted mainly from:
The decrease of 18.6 million euros in RAB remuneration (-17.6%), explained by:
__________________________________________________________________________
On the other hand, there following positive effects were recorded:
The consolidation of Portgás results, acquired in October of 2017, in the Group REN, generated an EBITDA in the first 6 months of 21.2 million euros, reflecting the following main effects:
| EBITDA - DISTRIBUTION |
June |
|---|---|
| (MILLIONS OF EUROS) | 2018 |
| 1) Revenues from assets | 19.7 |
| RAB remuneration | 13.4 |
| Recovery of amortizations (net of investment subsidies) |
6.3 |
| 2) Revenues from OPEX | 10.1 |
| 3) Other revenues | 1.6 |
| 4) Own works (capitalised in investment) | 1.1 |
| 5) Earnings on Construction (excl. own works capitalised in investment) – Concession assets |
7.5 |
| 6) OPEX | 11.3 |
| Personnel costs5 | 2.6 |
| External costs | 8.7 |
| 7) Construction costs – Concession assets |
7.5 |
| 8) Provisions | 0.0 |
| 9) Impairments | -0.1 |
| 10) EBITDA (1+2+3+4+5-6-7-8-9) | 21.2 |
Overall, the Group's net income for the first 6 months of 2018 decreased 0.1 million euros (-0.3%) y.o.y., reaching 52.8 million euros, reflecting the increase in amortizations (+9.0 million euros) – resulting from the consolidation of Portgás, acquired in October of 2017, partially offset by the following positive effects:
5 Includes costs for training and seminars and provisions for staff costs
Excluding non-recurring items, Net Income for the first 6 months of 2018 dropped 2.4 million euros (-3.0%). Non-recurring items considered in the first 6 months of 2018 and 2017 are as follows:
__________________________________________________________________________
| NET INCOME | June | ||
|---|---|---|---|
| (MILLIONS OF EUROS) | June 2018 | 2017 | VAR.% |
| EBITDA | 252.4 | 242.7 | 4.0% |
| Depreciations and amortizations | 117.7 | 108.6 | 8.3% |
| Financial results | -27.3 | -27.5 | 0.6% |
| Income tax expenses | 29.2 | 27.9 | 5.0% |
| Extraordinary levy on the energy sector 6 | 25.4 | 25.8 | -1.5% |
| Net income | 52.8 | 53.0 | -0.3% |
| Non-recurring items | 25.6 | 27.9 | -8.2% |
| Recurrent net income | 78.4 | 80.9 | -3.0% |
In the first half of 2018, Capex reached 39.4 million euros, a 3.8% y.o.y. decrease (-1.6 million euros), and transfers to RAB reached 19.7 million euros, a 17.0 million euros increase over the first half of 2017. In electricity, investment dropped 26.5% to 27.6 million euros, and transfers to RAB were 12.4 million euros, a y.o.y. increase of 11.4 million euros. Main projects include: (i) the remodelling of power line Rio Maior – Alto Mira (2.4 million euros), (ii) the remodelling of control and protection systems in Riba d'Ave (2.0 million euros), (iii) the uprating of power line Carregado-Rio Maior 1 (1.8 million euros), (iv) the uprating of power line Riba de Ave – Recarei 1 (1.8 million euros), (v) the remodelling of control and protection systems in Canelas (1.5 million euros) and (iii) the remodelling of control and protection systems in Falagueira (1.0 million euros).
6 The full amount of the levy was recognized in the 1st quarter of 2018 and 2017, according to the Portuguese securities market commission (CMVM) recommendations
In natural gas transmission, investment reached 3.0 million euros, 8.2% lower than the same period of the previous year, and trasfers to RAB decreased 0.6 million euros (-45.2%) to 0.7 million euros.
In natural gas distribution, investment was 8.8 million euros, 35% for new supply points and 50% with the expansion of the distribution network.
Average RAB was 3,855.2 million euros, a 384.9 million euros (+11.1%) y.o.y increase, driven by the acquisition of REN Portgás which had a 459.9 million euros average RAB in June 2018. In electricity, the average RAB (excl.lands) reached 2,107.6 million euros (-21.5 million euros, -1.0%), of which 1,130.8 million euros in assets remunerated at a premium rate of return, while lands reached 246.1 million euros (-12.7 million euros, -4.9%). In natural gas transportation, the average RAB was 1,041.7 million euros (-40.8 million euros, -3.8%).
January REN issued 300 million euros in 10-year bonds with an interest rate equal to 10 years'mid swap rate plus 0.8%.
February REN inaugurated the Data Centre in Riba de Ave, an infrastructure which allows to significantly strengthen the security of the Security Telecommunications Network (RTS - Rede de Telecomunicações de Segurança). The official opening was attended by Minister of the Economy, Manuel Caldeira Cabral, and by the Secretary of State for Energy, Jorge Seguro Sanches. The Data Centre will be used, in addition to REN, by the EDP group and the NOS group, clients of RENTELECOM, REN group's telecommunications network operator.
| Mach | | The national electricity generation hit a new record of 12,043 MW, 555 MW more than the previous record in 2016. |
|---|---|---|
| | REN and the Green Project Awards (GPA) launch the GPA - REN Biodiversity and Forests Award to promote the innovation and development of best practices in forest and biodiversity protection. |
|
| | Recorded a new all-time high in daily wind production in Portugal, with 101 GWh, surpassing the 96,7 GWh recorded on January 2017 |
|
| | Renewable production was sufficient to meet electricity consumption needs in Portugal for 2 periods – 63 hours and 68 hours |
|
| April | | REN Energy App won the Grand Prize of the Associação Portuguesa de Comunicação de Empresa - APCE (Portuguese Corporate Communication Association), in the Mobile Communication and Apps category. |
| | REN delivered eight vehicles to eight fire brigades within the scope of its policy of supporting the local communities and preventing forest fires. |
|
| | REN and the Portuguese Government, through the State Department of Energy, signed an agreement for the expansion of the Portuguese Pilot Zone (PZ) for the production of wave power in Viana do Castelo. |
|
| May | | REN's General Shareholders Meeting approved REN´s governing bodies for the 2018-2020 period, including two new members in the Board of Directors, Li Lequan, Senior Vice President of the State Grid International Development Corporation Limited and member of the Board of Directors of ElectraNet, and Manuela Veloso, Herbert A. Simon University Professor, at Carnegie Mellon University, as well as head of the Department of Machine Learning of the School of Computer Science. Longhua Jian, Vice President of the China Electric Power Equipment and Techology Co.Ltd, terminated his duties as member of the REN's Board of Direct. |
| | REN presented its strategic plan for the 2018-2021 period which maintains commitment to the operation in Portugal and openness to investment opportunities |
|
| | REN and ONEE - Office National de l'Electricité et de l'Eau Potable of Morocco were mandated by the Governments of Portugal and Morocco to submit, within six months, a preliminary draft proposal for the construction and financing model for the construction of the Portugal-Morocco electric interconnection. |
|
| | REN Energia App received two prizes at the Communicator Awards - in the category of Mobile General Business and in the category of Best User Interface. |
|
| June | | REN presented, the findings of the activities carried out in the past three years by 13 researchers from REN Biodiversity Chair, who studied the impact of the electrical infrastructure on birds. The 2nd Symposium of REN was attended by the North American biologist, Rick Harness, an expert in the study of the interaction between birds and electrical facilities. |
| (Amounts expressed in thousands of euros – tEuros) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 01.04.2018 to | 01.04.2017 to | ||||||||
| 30.06.2018 | 30.06.2017 | ||||||||
| 26 | - | ||||||||
| 142,065 | 133,532 | ||||||||
| 25,396 | 27,745 | ||||||||
| 1,394 | 927 | ||||||||
| Other operating income | 5,626 | 8,115 | |||||||
| Sales Services rendered Revenue from construction of concession assets Gains from associates and joint ventures Operating income Cost of goods sold Cost with construction of concession assets External supplies and services Employee compensation and benefit expense Depreciation and amortizations Provisions Impairments Other expenses Operating costs Operating results Financial costs Financial income Investment income - dividends Financial results Profit before income taxes Income tax expense Extraordinary contribution on energy sector (CESE) Net profit for the period Attributable to: Equity holders of the Company Non-controlled interest Consolidated profit for the period |
174,507 | 170,319 | |||||||
| (388) | (78) | ||||||||
| (20,754) | (24,611) | ||||||||
| (11,433) | (10,564) | ||||||||
| (13,892) | (12,638) | ||||||||
| (58,985) | (54,236) | ||||||||
| (57) | (40) | ||||||||
| (86) | (105) | ||||||||
| (3,797) | (3,180) | ||||||||
| (109,392) | (105,452) | ||||||||
| 65,115 | 64,868 | ||||||||
| (19,702) | (18,007) | ||||||||
| 4,003 | 946 | ||||||||
| 4,968 | 5,013 | ||||||||
| (10,731) | (12,048) | ||||||||
| 54,384 | 52,819 | ||||||||
| (14,569) | (13,329) | ||||||||
| (65) | - | ||||||||
| 39,750 | 39,490 | ||||||||
| 39,750 | 39,490 | ||||||||
| - | - | ||||||||
| 39,750 | 39,490 | ||||||||
| Earnings per share (expressed in euro per share) | 0.06 | 0.07 |
| (Amounts expressed in thousands of euros – tEuros) | ||||||||
|---|---|---|---|---|---|---|---|---|
| 01.04.2018 to | 01.04.2017 to | |||||||
| 30.06.2018 | 30.06.2017 | |||||||
| Net Profit for the year | 39,750 | 39,490 | ||||||
| Other income and cost recorded in equity: | - | - | ||||||
| Items that will not be reclassified subsequently to profit or loss: | ||||||||
| Actuarial gains / (losses) | 248 | (52) | ||||||
| Tax effect on actuarial gains / (losses) | (75) | 16 | ||||||
| Other changes in equity | 36 | - | ||||||
| Items that will be reclassified subsequently to profit or loss: | ||||||||
| Currency exchange differences (Associates) | 8,084 | (10,608) | ||||||
| Increase/(decrease) in hedging reserves - cash flow derivatives | (2,356) | 643 | ||||||
| Tax effect on hedging reserves | 495 | 180 | ||||||
| Gain/(loss) in fair value reserve - available-for-sale assets | 4,037 | 1,606 | ||||||
| Tax effect on fair value reserves | (848) | (616) | ||||||
| Comprehensive income for the year | 49,372 | 30,660 | ||||||
| Attributable to: | ||||||||
| Shareholders of the company | 49,372 | 30,660 | ||||||
| Non-controlling interests | - | - | ||||||
| 49,372 | 30,660 |
| (Amounts expressed in thousands of Euros – tEuros) | |||
|---|---|---|---|
| Notes | Jun 2018 | Dec 2017 | |
| ASSETS | |||
| Non-current assets | |||
| Property, plant and equipment | 5 | 3,029 | 3,227 |
| Goodwill | 6 | 18,913 | 19,102 |
| Intangible assets | 5 | 4,227,485 | 4,306,417 |
| Investments in associates and joint ventures | 7 | 163,888 | 162,027 |
| Investments in equity instruments at fair value through other comprehensive income | 9 and 11 | 149,768 | 156,439 |
| Derivative financial instruments | 9 and 13 | 14,689 | 7,907 |
| Other financial assets | 9 | 36 | 27 |
| Trade and other receivables | 9 and 12 | 92,880 | 6,528 |
| Deferred tax assets | 8 | 106,030 | 97,737 |
| 4,776,718 | 4,759,411 | ||
| Current assets | |||
| Inventories | 2,966 | 2,958 | |
| Trade and other receivables | 9 and 12 | 354,451 | 540,849 |
| Cash and cash equivalents | 14 | 52,107 | 61,458 |
| 409,524 | 605,265 | ||
| Assets held-for-sale associated with discontinued operations | 10 | 665 | - |
| 410,189 | 605,265 | ||
| Total assets | 4 | 5,186,907 | 5,364,676 |
| EQUITY | |||
| Shareholders' equity | |||
| Share capital | 15 | 667,191 | 667,191 |
| Own shares | 15 | (10,728) | (10,728) |
| Share premium | 116,809 | 116,809 | |
| Reserves | 16 | 309,290 | 310,191 |
| Retained earnings | 247,124 | 225,342 | |
| Other changes in equity | (5,561) | (5,541) | |
| Net profit for the period | 52,823 | 125,925 | |
| Total equity | 1,376,948 | 1,429,189 | |
| LIABILITIES | |||
| Non-current liabilities | |||
| Borrowings | 9 and 17 | 2,303,315 | 2,205,390 |
| Liability for retirement benefits and others | 18 | 119,566 | 121,977 |
| Derivative financial instruments | 9 and 13 | 8,695 | 6,960 |
| Provisions | 19 | 9,071 | 9,035 |
| Trade and other payables | 9 and 20 | 384,741 | 364,961 |
| Deferred tax liabilities | 8 | 100,360 | 99,534 |
| 2,925,748 | 2,807,857 | ||
| Current liabilities | |||
| Borrowings | 9 and 17 | 450,872 | 624,336 |
| Trade and other payables | 9 and 20 | 397,839 | 473,337 |
| Income tax payable | 8 and 9 | 34,980 | 29,957 |
| 883,691 | 1,127,630 | ||
| Liabilities directly associated with the assets held-for-sale | 10 | 520 | - |
| 884,211 | 1,127,630 | ||
| Total liabilities | 4 | 3,809,959 | 3,935,487 |
| Total equity and liabilities | 5,186,907 | 5,364,676 |
The accompanying notes form an integral part of the consolidated statement of financial position as of 30 June 2018.
| Notes | Jun 2018 | Jun 2017 | |
|---|---|---|---|
| Sales | 21 | 34 | 15 |
| Services rendered | 21 | 286,976 | 272,977 |
| Revenue from construction of concession assets | 22 | 39,277 | 40,857 |
| Gains / (losses) from associates and joint ventures | 7 | 2,542 | 2,753 |
| Other operating income | 23 | 15,561 | 13,611 |
| Operating income | 344,390 | 330,213 | |
| Cost of goods sold | (821) | (124) | |
| Costs with construction of concession assets | 22 | (30,410) | (34,667) |
| External supplies and services | 24 | (22,176) | (20,252) |
| Personnel costs | 25 | (27,253) | (24,800) |
| Depreciation and amortizations | 5 | (117,656) | (108,636) |
| Provisions | 19 | (57) | 27 |
| Impairments | (105) | (199) | |
| Other expenses | 26 | (10,740) | (7,131) |
| Operating costs | (209,218) | (195,782) | |
| Operating results | 135,172 | 134,432 | |
| Financial costs | 27 | (37,648) | (36,716) |
| Financial income | 27 | 4,975 | 3,889 |
| Investment income - dividends | 11 | 4,968 | 5,013 |
| Financial results | (27,705) | (27,813) | |
| Profit before income tax | 107,467 | 106,619 | |
| Income tax expense | 8 | (29,246) | (27,856) |
| Energy sector extraordinary contribution (ESEC) | 28 | (25,398) | (25,798) |
| Net profit for the year | 52,823 | 52,965 | |
| Attributable to: | |||
| Equity holders of the Company | 52,823 | 52,965 | |
| Non-controlled interest | - | - | |
| Consolidated profit for the year | 52,823 | 52,965 | |
| Earnings per share (expressed in euro per share) | 29 | 0.08 | 0.10 |
The accompanying notes form an integral part of the consolidated statement of profit and loss for the six month period ended 30 June 2018.
| (Amounts expressed in thousands of Euros – tEuros) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Notes 8 7 13 8 and 13 11 8 and 11 |
Jun 2018 | Jun 2017 | |||||||
| Consolidated Net Profit for the period | 52,823 | 52,965 | |||||||
| Items that will not be reclassified subsequently to profit or loss: | |||||||||
| Actuarial gains / (losses) - gross of tax | (64) | 125 | |||||||
| Tax effect on actuarial gains / (losses) | 19 | (36) | |||||||
| Other changes in equity | 87 | - | |||||||
| Items that may be reclassified subsequently to profit or loss: | |||||||||
| Exchange differences on translating foreign operations | 4,118 | (10,860) | |||||||
| Increase / (decrease) in hedging reserves - cash flow derivatives | 330 | 4,548 | |||||||
| Tax effect on hedging reserves | (69) | (435) | |||||||
| Gain/(loss) in fair value reserve - Investments in equity instruments at fair value through other comprehensive income |
(6,684) | 2,012 | |||||||
| Tax effect on items recorded directly in equity | 1,404 | (868) | |||||||
| Comprehensive income for the period | 51,963 | 47,452 | |||||||
| Attributable to: | |||||||||
| Equity holders of the company | 51,963 | 47,452 | |||||||
| Non-controlled interest | - | - | |||||||
| 51,963 | 47,452 |
The accompanying notes form an integral part of the consolidated statement of comprehensive income for the six month period ended 30 June 2018.
| (Amounts expressed in thousands of Euros – tEuros) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Attributable to shareholders | ||||||||||||
| Changes in the year | Notes Share capital | Own shares |
Share premium |
Legal Reserve |
Fair Value reserve (Note 11) |
Hedging reserve (Note 13) |
Other reserves |
Other changes in equity |
Retained earnings |
Profit for the year |
Total | |
| At 1 January 2017 | 534,000 | (10,728) | - | 106,800 | 48,781 | (13,858) | 177,482 | 30 | 216,527 | 100,183 | 1,159,218 | |
| Net profit of the period and other comprehensive income | - | - | - | - | 1,144 | 4,113 | (10,860) | - | 89 | 52,965 | 47,452 | |
| Transfer to other reserves Distribution of dividends |
30 | - - |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
100,183 (90,650) |
(100,183) - |
- (90,650) |
| At 30 June 2017 | 534,000 | (10,728) | - | 106,800 | 49,925 | (9,745) | 166,622 | 30 | 226,149 | 52,965 | 1,116,019 | |
| At 31 December 2017 | 667,191 | (10,728) 116,809 | 106,800 | 53,778 | (9,702) | 159,315 | (5,541) | 225,342 | 125,925 | 1,429,189 | ||
| Adoption of IFRS 9 - Financial instruments | 3 | - | - | - | - | - | - | - | - | 9,223 | - | 9,223 |
| At 1 January 2018 | 667,191 | (10,728) 116,809 | 106,800 | 53,778 | (9,702) | 159,315 | (5,541) | 234,565 | 125,925 | 1,438,411 | ||
| Net profit of the period and other comprehensive income | - | - | - | - | (5,280) | 261 | 4,118 | (20) | 61 | 52,823 | 51,963 | |
| Transfer to other reserves | - | - | - | - | - | - | - | - | 125,925 | (125,925) | - | |
| Distribution of dividends | 30 | - | - | - | - | - | - | - | - | (113,426) | - | (113,426) |
| At 30 June 2018 | 667,191 | (10,728) 116,809 | 106,800 | 48,498 | (9,441) | 163,433 | (5,561) | 247,124 | 52,823 | 1,376,948 | ||
The accompanying notes form an integral part of the consolidated statement of changes in equity for the six month period ended 30 June 2018.
| (Amounts expressed in thousands of Euros – tEuros) | |||
|---|---|---|---|
| Note | Jun 2018 | Jun 2017 | |
| Cash flow from operating activities: | |||
| Cash receipts from customers | 1,179,006 | 1,284,930 a) | |
| Cash paid to suppliers | (836,534) | (944,205) a) | |
| Cash paid to employees | (36,384) | (32,754) | |
| Income tax received/paid | (30,660) | (25,414) | |
| Other receipts / (payments) relating to operating activities | 6,108 | (4,701) | |
| Net cash flows from operating activities (1) | 281,536 | 277,856 | |
| Cash flow from investing activities: | |||
| Receipts related to: | |||
| Property, plant and equipment | 15 | - | |
| Other financial assets | - | 1,309 | |
| Investment grants | 3,648 | 1,471 | |
| Interests and other similar income | 197 | - | |
| Dividends | 7 and 11 | 3,664 | 5,890 |
| Payments related to: | |||
| Financial investments | 7 | (12) | (169,285) |
| Property, plant and equipment | (53) | (191) | |
| Intangible assets - Concession assets | (82,419) | (93,135) | |
| Net cash flow used in investing activities (2) | (74,960) | (253,941) | |
| Cash flow from financing activities: | |||
| Receipts related to: | |||
| Borrowings | 1,400,091 | 2,417,150 | |
| Interests and other similar income | - | 8 | |
| Payments related to: | |||
| Borrowings | (1,465,734) | (2,298,551) | |
| Interests and other similar expense | (43,105) | (41,925) | |
| Dividends | 30 | (113,426) | (90,650) |
| Net cash from / (used in) financing activities (3) | (222,175) | (13,968) | |
| Net (decrease) / increase in cash and cash equivalents (1)+(2)+(3) | (15,599) | 9,947 | |
| Effect of exchange rates | 14 | (91) | 1,710 |
| Cash and cash equivalents at the beginning of the year | 14 | 60,448 | 10,680 |
| Cash and cash equivalents at the end of the period | 44,759 | 22,296 | |
| Detail of cash and cash equivalents | |||
| Cash | 14 | 23 | 21 |
| Bank overdrafts | 14 | (7,348) | (374) |
| Bank deposits | 14 | 52,084 | 22,649 |
| 44,759 | 22,296 |
a) These amounts include payments and receipts relating to activities in which the Group acts as agent,
income and costs being reversed in the consolidated statement of profit and loss.
The accompanying notes form an integral part of the consolidated statement of cash flow for the six month period ended 30 June 2018.
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(Translation of notes originally issued in Portuguese – Note 34)
REN – Redes Energéticas Nacionais, SGPS, S.A. (referred to in this document as "REN" or "the Company" together with its subsidiaries, referred to as "the Group" or "the REN Group"), with head office in Avenida Estados Unidos da América, 55 – Lisbon, resulted from the spin-off of the EDP Group, in accordance with Decree-Laws 7/91 of 8 January and 131/94 of 19 May, approved by the Shareholders' General Meeting held on 18 August 1994, with the objective of ensuring the overall management of the Public Electric Supply System (PES).
Up to 26 September 2006 the REN Group's operations were concentrated on the electricity business through REN – Rede Eléctrica Nacional, S.A. On 26 September 2006, as a result of the unbundling transaction of the natural gas business, the Group went through a significant change with the purchase of assets and financial participations relating to the transport, storage and re-gasification of natural gas activities, comprising a new business.
In the beginning of 2007 the Company was transformed into a holding company and, after the transfer of the electricity business to a new company incorporated on 26 September 2006, renamed REN – Serviços de Rede, S.A., changed its name to REN – Rede Eléctrica Nacional, S.A..
The Group presently has two main business segments, Electricity and Gas, and a secondary business of Telecommunications.
The Electricity business includes the following companies:
a) REN – Rede Eléctrica Nacional, S.A., incorporated on 26 September 2006, whose activities are carried out under a concession contract for a period of 50 years as from 2007 which establishes the overall management of the Public Electricity Supply System (Sistema Eléctrico de Abastecimento Público - SEP);
b) REN Trading, S.A., was incorporated on 13 June 2007, whose main function is the management of Power Purchase Agreements ("PPA") from Turbogás, S.A. and Tejo Energia, S.A., which did not terminate on 30 June 2007, date of the entry into force of the new Contracts for the Maintenance of the Contractual Equilibrium (Contratos para a Manutenção do Equilíbrio Contratual – CMEC). The operations of this company include the trading of electricity produced and of the installed production capacity, to domestic and international distributors;
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c) Enondas, Energia das Ondas, S.A. was incorporated on 14 October 2010, its capital being fully owned by REN - Redes Energéticas Nacionais, SGPS, S.A., with the main activity being management of the concession to operate a pilot area for the production of electric energy from sea waves.
The Gas business includes the following companies:
a) REN Gás, S.A. was incorporated on 29 March 2011, with the corporate purpose of promoting, developing and carrying out projects and developments in the natural gas sector, as well as defining the overall strategy and coordination of the companies in which it has direct interests;
b) REN Gasodutos, S.A., was incorporated on 26 September 2006, the capital of which was paid up through carve-in of the gas transport infrastructures (network, connections and compression);
c) REN Armazenagem, S.A., was incorporated on 26 September 2006, the capital of which was paid up through integration into the company of the gas underground storage assets;
d) REN Atlântico, Terminal de GNL, S.A., acquired under the acquisition of the gas business, previously designated "SGNL – Sociedade Portuguesa de Gás Natural Liquefeito". The operations of this company comprise the supply, reception, storage and re-gasification of natural liquefied gas through the GNL marine terminal, being responsible for the construction, utilization and maintenance of the necessary infrastructures;
e) REN Gás Distribuição SGPS S.A., acquired as part of the expansion of the gas business on 4 October 2017. The operations of this company comprise the management of financial interests in other companies as an indirect form of economic activity;
f) REN Portgás Distribuição, SA ("REN Portgás"), acquired as part of the expansion of the gas business on 4 October 2017. The operations of this company comprise the distribution of natural gas in low and medium pressure, as well as production and distribution of other channelled fuel gases and other activities related, namely the production and sale of flaring equipment;
g) REN Portgás GPL, SA, acquired as part of the expansion of the gas business on 4 October 2017. The operations of this company comprise: a) the sale of energy in the form of liquefied petroleum gas, propane or other, in accordance with the licenses it holds, in particular the purchase and sale, including the resale, of liquefied petroleum gas, for selling to final customers or other agents, through the conclusion of bilateral contracts or participation in other markets; b) the development and operation of gas infrastructures not reserved by law; (c) the provision of audit, maintenance and repair services for liquefied petroleum gas consumption facilities and the provision of value added services in the area of marketing and consumption; d) the provision of study, consultancy and research services for systems and processes in the liquefied petroleum gas sector.
The operations of the companies indicated in b) to d) above are developed in accordance with the three concession contracts separately granted for periods of 40 years starting 2006. The company indicated in f) above develops its activities in accordance with one concession contract granted for 40 years starting 2008.
The telecommunications business is managed by RENTELECOM – Comunicações, S.A. whose activity is the establishment, management and operation of telecommunications infrastructures and systems, the rendering of telecommunications services and optimizing the optical fibre excess capacity of the installations owned by REN Group.
REN SGPS fully owns REN Serviços, S.A., a company whose purpose is the rendering of services in the energetic area and the general services of business development support to group companies and third parties, receiving a fee for the services rendered, as well as the management of financial participations in other companies.
On 10 May 2013 REN Finance, B.V., a company based in Netherlands and fully owned by REN SGPS, whose purpose is to participate, finance, collaborate and lead the management of group companies, was incorporated.
Additionally on 24 May 2013, together with China Electric Power Research Institute, a State Grid Group company, Centro de Investigação em Energia REN – State Grid, S.A. ("Centro de Investigação") was incorporated under a Joint Venture Agreement on which REN holds 1,500,000 shares representing 50% of the total share capital.
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The purpose of this company is to implement a Research and Development centre in Portugal, dedicated to the research, development, innovation and demonstration in the areas of electricity transmission and systems management, the rendering of advisory services and education and training services as part of these activities, as well as performing all related activities and complementary services to its object.
On 14 December 2016, Aério Chile SPA was incorporated, a company fully owned by REN Serviços, S.A., headquartered in Santiago, Chile, whose purpose is to realize investments in assets, shares and rights of companies and associations.
As of 30 June 2018 REN SGPS also holds:
The following companies were included in the consolidation perimeter as of 30 June 2018 and 31 December 2017:
| Jun 2018 | Dec 2017 | |||||
|---|---|---|---|---|---|---|
| % Owned | % Owned | |||||
| Designation / adress | Activity | Group | Individual | Group | Individual | |
| Parent company: | ||||||
| REN - Redes Energéticas Nacionais, SGPS, S.A. | Holding company | - | - | - | - | |
| Subsidiaries: | ||||||
| Electricity segment: | ||||||
| REN - Rede Eléctrica Nacional, S.A. | National electricity transmission network operator (high and very | |||||
| Av. Estados Unidos da América, 55 - Lisboa | high tension) | 100% | 100% | 100% | 100% | |
| REN Trading, S.A. | Purchase and sale, import and export of electricity and natural | |||||
| Praça de Alvalade, nº7 - 12º Dto, Lisboa | gas | 100% | 100% | 100% | 100% | |
| Enondas-Energia das Ondas, S.A. | Management of the concession to operate a pilot area for the | |||||
| Mata do Urso - Guarda Norte - Carriço- Pombal | production of electric energy from ocean waves | 100% | 100% | 100% | 100% | |
| Telecommunications segment: | ||||||
| RENTELECOM - Comunicações S.A. | ||||||
| Av. Estados Unidos da América, 55 - Lisboa | Telecommunications network operation | 100% | 100% | 100% | 100% | |
| Other segments: | ||||||
| REN - Serviços, S.A. | ||||||
| Av. Estados Unidos da América, 55 - Lisboa | Back office and management of participations | 100% | 100% | 100% | 100% | |
| REN Finance, B.V. | ||||||
| De Cuserstraat, 93, 1081 CN Amsterdam, | Participate, finance, collaborate, conduct management of | 100% | 100% | 100% | 100% | |
| The Netherlands | companies related to REN Group. | |||||
| Natural gas segment: | ||||||
| REN Atlântico , Terminal de GNL, S.A. | Liquified Natural Gas Terminal maintenance and regasification | |||||
| Terminal de GNL - Sines | operation | 100% | 100% | 100% | 100% | |
| Owned by REN Serviços, S.A.: | ||||||
| REN Gás, S.A. | ||||||
| Av. Estados Unidos da América, 55 -12º - Lisboa | Management of projects and ventures in the natural gas sector | 100% | - | 100% | - | |
| Aério Chile SPA | ||||||
| Santiago do Chile | Investments in assets, shares, companies and associations. | 100% | - | 100% | - | |
| Owned by REN Gas, S.A.: | ||||||
| REN - Armazenagem, S.A. | ||||||
| Mata do Urso - Guarda Norte - Carriço- Pombal | Underground storage developement, maintenance and operation | 100% | - | 100% | - | |
| REN - Gasodutos, S.A. | National Natural Gas Transport operator and natural gas overall | |||||
| Estrada Nacional 116, km 32,25 - Vila de Rei - Bucelas | manager | 100% | - | 100% | - | |
| REN Gás Distribuição SGPS, S.A. | Management of holdings in other companies as an indirect form | |||||
| Av. Estados Unidos da América, 55 - Lisboa | of economic activity | 100% | - | 100% | - | |
| Owned by REN Gás Distribuição SGPS S.A.: | ||||||
| REN Portgás Distribuição, S.A. | Distribution of natural gas | |||||
| Rua Linhas de Torres, 41 - Porto | 100% | - | 100% | - | ||
| Owned by REN Portgás Distribuição, S.A. .: | 100% | - | 100% | - | ||
| REN Portgás GPL, S.A. | The commercialization of energy in the form of liquefied | |||||
| Rua Linhas de Torres, 41 - Porto | petroleum gas, propane or other |
There were no changes in the consolidation perimeter in 2018 with respect to what was reported on
31 December 2017.
These consolidated financial statements were approved by the Board of Directors at a meeting held on 26 July 2018. The Board of Directors believes that the consolidated financial statements fairly present the financial position of the companies included in the consolidation, the consolidated results of their operations, their consolidated comprehensive income, the consolidated changes in their equity and their consolidated cash flows in accordance with the International Financial Reporting Standards for interim financial statements as endorsed by the European Union (IAS 34).
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The consolidated financial statements for the six month period ended 30 June 2018 were prepared in accordance with International Financial Reporting Standards (IFRS) for interim financial reporting as endorsed by the European Union (IAS 34), therefore do not include all information required for annual financial statements so should be read in conjunction with the annual financial statements issued for the year ended 31 December 2017.
The Board of Directors evaluated the Group's going concern capability, based on all the relevant information, facts and circumstances, of financial, commercial and other natures, including subsequent events occurred after the financial statement report date. Particularly, as of 30 June 2018, current liabilities in the amount of 884,211 thousand Euros are greater than current assets, which total 410,189 thousand Euros.
However, in addition to the consolidated results and cash flows estimated for 2018, the Group has, as of 30 June 2018, credit lines in the form of commercial paper available for use in the amount of 825,000 thousands Euros, with a substantial part with guaranteed placement (Note 17).
In result of this assessment, the Board of Directors concludes that the Group has the adequate resources to proceed its activity, not intending to cease its operations in short term, and therefore considers adequate the use of a going concern basis in the preparation of the financial statements.
The consolidated financial statements are presented in thousands of Euros – tEuros, rounded to the nearest thousand.
The consolidated financial statements were prepared for interim financial reporting purposes (IAS 34), on a going concern basis from the books and accounting records of the companies included in the consolidation, maintained in accordance with the accounting standards in force in Portugal, adjusted in the consolidation process so that the financial statements are presented in accordance with International Financial Reporting Standards as endorsed by the European Union in force for the years beginning as from 1 January 2018.
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Such standards include International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board ("IASB"), International Accounting Standards (IAS), issued by the International Accounting Standards Committee ("IASC") and respective SIC and IFRIC interpretations, issued by the International Financial Reporting Interpretation Committee ("IFRIC") and Standard Interpretation Committee ("SIC"), that have been endorsed by the European Union. The standards and interpretations are hereinafter referred generically to as IFRS.
The accounting policies used to prepare these consolidated financial statements are consistent in all material respects, with the policies used to prepare the consolidated financial statements for the year ended 31 December 2017, as explained in the notes to the consolidated financial statements for 2017, except in the adoption of IFRS 9 - Financial Instruments, to the detriment of IAS 39, taking into account obligatory application for the first time in the year beginning on January 1, 2018. The remaining policies were consistently applied in the periods presented.
The following standards, interpretations, amendments and revisions have been endorsed by the European Union with mandatory application in effective for annual periods beginning on or after 1 January 2018:
In July 2014, the International Accounting Standards Board (IASB) issued the final version of IFRS 9 Financial Instruments ("IFRS 9"). IFRS 9 was adopted by European Commission Regulation 2067/2016 of 22 November 2016.
The Group adopted IFRS 9 with the following impacts:(i) an increase in equity, in the caption "Retained earnings" in the amount of 9,223 thousand Euros (net of income taxes in the amount of 2,615 thousand Euros); and (ii) a decrease in liabilities under the caption "Borrowings" in the amount 11,838 thousand Euros, on the date of adoption on January 1, 2018, mainly related to changes in the measurement of financial liabilities in connection with the exchange bond operation completed by the Group in 2016.
IFRS 9 presents a new classification and measurement approach for financial assets that reflects the business model used in its management and the characteristics of contractual cash flows.
IFRS 9 determines three main categories of classification of financial assets: measured at amortized cost, fair value through other comprehensive income (FVOCI) and fair value through profit or loss (FVTPL). IFRS 9 eliminates the categories of IAS 39: Held-to-Maturity (HTM), Accounts Receivable and Available-for-Sale (AFS).
In accordance with IFRS 9, embedded derivative contracts may not be forked. Instead, the hybrid financial instrument should be evaluated and classified as a single financial asset measured at fair value through profit or loss.
Based on the evaluation of the new classification requirements there are no significant impacts on the accounting of its financial assets.
IFRS 9 replaces the "loss incurred" model in IAS 39 with an expected credit loss (ECL) model. As such, it will no longer be necessary for the loss event to occur so that impairment is recognized.
The new impairment model will be applied to financial assets measured at amortized cost or FVOCI, except for investments in equity instruments.
In accordance with IFRS 9, losses will be measured on one of the following bases:
• 12-month ECL, which results from possible default events within 12 months after the reporting date; and
• Lifetime ECLs, which result from all default events during the expected life of a financial instrument.
If the credit risk of a financial asset has not increased significantly since its initial recognition, an accumulated impairment equal to the expectation of loss estimated to occur within the next 12 months must be recognized. If the credit risk has increased significantly, an accumulated impairment equal to the expectation of loss that is estimated to occur until the respective maturity of the asset should be recognized.
There are no significant impacts on impairment due to the adoption of IFRS 9.
IFRS 9 maintains the requirements in IAS 39 for the classification of financial liabilities.
However, in accordance with IAS 39, all changes in Fair Value of liabilities designated as FVTPL are recognized in profit or loss, whereas, in accordance with IFRS 9, these changes in Fair Value are generally presented as follows:
The Group has not yet designated any financial liability as FVTPL and, currently, does not intend to do so. The Group's preliminary valuation did not indicate any material impact if the requirements of IFRS 9 relating to the classification of financial liabilities were applied as of 1 January 2018.
In addition, in accordance with IFRS 9 and as confirmed by the IASB Interpretations Committee, modified financial liabilities that do not result in derecognition shall be measured at the date of their modification at their present value by applying the original effective rate of the liability as the discount rate and any difference recognized as a gain or loss in the results of the year. The treatment under IAS 39 allowed the deferral of this differential by reviewing the
effective interest rate, a treatment applied by REN in connection with the exchange bond operation completed in 2016. This change has an impact on the book value of REN's financial liabilities in the amount of 11,838 thousand Euros and in the caption "Retained earnings" in the amount of 9,223 thousand Euros (net of income taxes in the amount of 2,615 thousand Euros).
At the date of initial application of IFRS 9, the Group may choose as an accounting policy to maintain the requirements relating to the hedge accounting of IAS 39 instead of those of IFRS 9. The actual plan of the Group is the application of IFRS 9.
The REN Group has decided to adopt the hedge accounting component of IFRS 9, and there are no significant impacts arising from the adoption of the hedge accounting component of IFRS 9.
IFRS 9 requires new disclosures, in particular with respect to hedge accounting, credit risk and expected loss. The Group will make such disclosures in the context of its annual report.
This new standard only applies to contracts for the delivery of assets or rendering of services; i) establishes that the company recognizes the revenue when the contractual obligation to deliver assets or provide services is satisfied; ii) and the amount that reflects the consideration to which the company is entitled, as established in the "5 step methodology. The adoption of this standard does not result in significant impacts on REN's consolidated financial statements.
This amendment clarifies the basis for measuring the transactions of share-based payment transactions, which are cash-settled, as well as the accounting changes to a share-based payment plan that change its classification from cash-settled to equity-settled.
A further amendment is the introduction of an exception to the principles of IFRS 2, which now requires that a equity-based payment plan has to be treated as if it were fully equitysettled, when the employer is obliged to withhold an amount of the value of the plan to pay the tax to which the employee is subject, and to deliver the amount to the tax authority. The adoption of this standard does not result in significant impacts on REN's consolidated financial statements.
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Cyclical improvements are introduced to clarify and simplify the application of international normative. The changes introduced in the 2014-2016 cycle focused on the revision of: (i) IFRS 1 (this improvement eliminates the temporary exemptions foreseen in the transition to the IFRS, to IFRS 7 and IAS 19 that are no longer applicable); (ii) IFRS 12 (this improvement clarifies that the scope of IFRS 12 includes financial investments in subsidiaries, associates and / or joint ventures that are part of groups held for disposal (under IFRS 5) and that the exemption from IFRS 12 only relates to the disclosure on the summary of financial information of these entities); and (iii) standard IAS 28 (this improvement clarifies that investments in associates or joint ventures held by a venture capital company can be measured at fair value in accordance with IFRS 9, individually). The adoption of this standard does not result in significant impacts on REN's consolidated financial statements.
IFRIC 22 corresponds to an interpretation to IAS 21 - 'The effects of changes in exchange rates', referring to the determination of the 'transaction date' when an entity pays or receives in advance, the counterpart of contracts denominated in foreign currency, being the factor that sets the exchange rate to be used for currency translation of transactions in foreign currency at the date of the transaction. The adoption of this standard does not result in significant impacts on REN's consolidated financial statements.
This amendment clarifies that the transfer of assets can only be made (from and to the investment property category) when there is evidence of its change of use, meaning that the intention change of management is not sufficient to make the transfer. The adoption of this standard does not result in significant impacts on REN's consolidated financial statements.
The following standards, interpretations, amendments and revisions have been endorsed by the European Union and are only mandatory in future financial years:
IFRS 16 – Leases (new standard to be applied for periods beginning on or after 1 January 2019)
This standard replaces IAS 17 – Leases and the associated interpretations, with impact on the accounting performed by lessees, which are obliged to recognize for lease contracts a lease liability corresponding to future lease payments and, respectively, an asset related with the "right of use". The future adoption of this standard is not expected to have significant impacts on REN's consolidated financial statements.
Amendment to IFRS 9 - Prepayment Features with Negative Compensation new standard to be applied for periods beginning on or after 1 January 2019)
This amendment allows the classification / measurement of financial assets at amortized cost even if they include conditions that allow the prepayment for a lower value than the nominal value ("Negative compensation"), being an exemption to the requirements predicted in IFRS 9 for the classification of financial assets at amortized cost. Additionally, it is also clarified that when there is a change in the conditions of a financial liability that does not implies a derecognition, the measurement difference must be registered immediately in the year's results. The future adoption of this standard is not expected to have significant impacts on REN's consolidated financial statements.
The Company did not use any early adoption option of any of the above standards in the consolidated financial statements for the period ended 30 June 2018.
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The following standards, interpretations, amendments and revisions, with mandatory application in future years, have not, until the date of preparation of these consolidated financial statements, been endorsed by the European Union:
| Standard | Applicable for financial years beginning on or after |
Resume |
|---|---|---|
| IFRS 17 - Insurance Contracts | 01/jan/21 | This standard is intended to replace IFRS 4 and requires that all insurance contracts to be accounted for consistently. |
| IFRIC 23 - Uncertainty Over Income Tax Treatments 01/jan/19 | Clarifies how the recognition and measurement requirements of IAS 12 - Income Tax are applied when there is uncertainty about the tax treatment. |
|
| Amendments to IAS 28: Long-term Interests in Associates and Joint Ventures |
01/jan/19 | These amendments clarify that companies account for long-term interests in an associate or joint venture to which the equity method is not applied using IFRS 9. |
| Annual Improvements to IFRS Standards 2015- 2017 Cycle |
01/jan/19 | The changes introduced in the 2015-2017 cycle focused on the revision of: (i) IAS 23 - Borrowing Costs (clarifies the computation of the average interest rate); (ii) IAS 12 - Income Tax (establishes that the tax impact of the dividends distribution should be accounted for when the account payable is recorded); and (iii) IFRS 3 and IFRS 11 (clarifies that when obtaining control of a joint venture the financial interest should be accounted for at fair value). |
| Amendments to IAS 19: Plan Amendment, Curtailment or Settlement |
01/jan/19 | If a plan amendment, curtailment or settlement occurs, it is now mandatory that the current service cost and the net interest for the period after the remeasurement are determined using the assumptions used for the remeasurement. In addition, amendments have been included to clarify the effect of a plan amendment, curtailment or settlement on the requirements regarding the asset ceiling. |
| Amendments to References to the Conceptual Framework in IFRS |
01/jan/20 | The revised Conceptual Framework includes: a new chapter on measurement; guidance on reporting financial performance; improved definitions of an asset and a liability, and guidance supporting these definitions; and clarifications in important areas, such as the roles of stewardship, prudence and measurement uncertainty in financial reporting. |
These standards and interpretations were not yet endorsed by the European Union and consequently REN has not adopted them on the 30 June 2018 consolidated financial statements.
The REN Group is organised in two main business segments, Electricity and Gas and one secondary segment. The electricity segment includes the transmission of electricity in very high voltage, overall management of the public electricity system and management of the power purchase agreements (PPA) not terminated at 30 June 2007 and the pilot zone for electricity production from sea waves. The gas segment includes high pressure gas transmission and overall management of the national natural gas supply system, as well as the operation of regasification at the LNG Terminal, the distribution of natural gas in low and medium pressure and the underground storage of natural gas.
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Although the activities of the LNG Terminal and underground storage can be seen as separate from the transport of gas and overall management of the national natural gas supply system, since these operations provide services to the same users and they are complementary services, it was considered that it is subject to the same risks and benefits.
The telecommunications segment is presented separately although it does not qualify for disclosure.
Management of external loans are centrally managed by REN SGPS, S.A. for which the Company choose to present the assets and liabilities separate from its eliminations that are undertaken in the consolidation process, as used by the main responsible operating decision maker.
| Electricity | Gas | Telecommunications | Others | Eliminations | Consolidated | |
|---|---|---|---|---|---|---|
| Sales and services provided | 177,675 | 111,834 | 3,110 | 18,506 | (24,114) | 287,010 |
| Inter-segments | 166 | 6,723 | - | 17,225 | (24,114) | - |
| Revenues from external customers | 177,509 | 105,112 | 3,110 | 1,280 | - | 287,010 |
| Revenue from construction of concession assets | 27,582 | 11,695 | - | - | - | 39,277 |
| Cost with construction of concession assets | (20,773) | (9,637) | - | - | - | (30,410) |
| Gains / (losses) from associates and joint ventures | - | - | - | 2,542 | - | 2,542 |
| Personnel costs | (19,590) | (21,551) | (811) | (7,352) | 27,129 | (22,176) |
| Employee compensation and benefit expense | (9,717) | (6,264) | (135) | (11,137) | - | (27,253) |
| Other expenses and operating income | 6,920 | 236 | (20) | (120) | (3,015) | 4,000 |
| Operating cash flow | 162,096 | 86,314 | 2,143 | 2,439 | - | 252,990 |
| Investment income - dividends | - | - | - | 4,968 | - | 4,968 |
| Non reimbursursable expenses | ||||||
| Depreciation and amortizations | (77,720) | (39,829) | (14) | (93) | - | (117,656) |
| Provisions | (195) | (38) | - | 175 | - | (57) |
| Impairments | - | 84 | - | (189) | - | (105) |
| Financial results | ||||||
| Financial income | 317 | 6,004 | 15 | 76,446 | (77,806) | 4,975 |
| Financial costs | (22,640) | (14,112) | - | (78,702) | 77,806 | (37,648) |
| Profit before income tax | 61,858 | 38,423 | 2,144 | 5,044 | - | 107,467 |
| Income tax expense | (17,932) | (10,344) | (501) | (468) | - | (29,246) |
| Energy sector extraordinary contribution (ESEC) | (18,123) | (7,275) | - | - | - | (25,398) |
| Profit for the year | 25,802 | 20,804 | 1,643 | 4,576 | - | 52,823 |
| Electricity | Gas | Telecommunications | Others | Eliminations | Consolidated | |
|---|---|---|---|---|---|---|
| Sales and services provided | 189,648 | 80,867 | 2,563 | 16,126 | (16,212) | 272,992 |
| Inter-segments | 300 | 202 | 31 | 15,680 | (16,212) | - |
| Revenues from external customers | 189,349 | 80,665 | 2,532 | 446 | - | 272,992 |
| Revenue from construction of concession assets | 37,535 | 3,322 | - | - | - | 40,857 |
| Cost with construction of concession assets | (32,140) | (2,526) | - | - | - | (34,667) |
| Gains / (losses) from associates and joint ventures | - | - | - | 2,754 | - | 2,753 |
| Personnel costs | (19,464) | (10,866) | (804) | (8,117) | 18,998 | (20,252) |
| Employee compensation and benefit expense | (10,212) | (3,608) | (129) | (10,851) | - | (24,800) |
| Other expenses and operating income | 8,212 | 940 | (13) | 5 | (2,787) | 6,356 |
| Operating cash flow | 173,579 | 68,129 | 1,617 | (84) | - | 243,239 |
| Investment income - dividends | - | - | - | 5,013 | - | 5,013 |
| Non reimbursursable expenses | ||||||
| Depreciation and amortizations | (78,449) | (30,073) | (9) | (105) | - | (108,636) |
| Provisions | (76) | 36 | - | 67 | - | 27 |
| Impairments | - | (10) | - | (189) | - | (199) |
| Financial results | ||||||
| Financial income | 372 | 5,281 | 15 | 79,589 | (81,367) | 3,889 |
| Financial costs | (31,837) | (12,499) | - | (73,746) | 81,367 | (36,716) |
| Profit before income tax | 63,589 | 30,864 | 1,624 | 10,545 | - | 106,619 |
| Income tax expense | (17,255) | (8,072) | (368) | (2,160) | - | (27,856) |
| Energy sector extraordinary contribution (ESEC) | (18,362) | (7,435) | - | - | - | (25,798) |
| Profit for the year | 27,971 | 15,357 | 1,255 | 8,385 | - | 52,965 |
Inter-segment transactions are carried out under normal market conditions, equivalent to transactions with third parties.
Revenue included in the segment "Others" is essentially related to the services provided by the management and back office to Group entities as well as third parties.
__________________________________________________________________________
Assets and liabilities by segment as well as capital expenditures for the six month period ended 30 June 2018 were as follows:
| Electricity | Gas | Telecommunications | Others | Eliminations | Consolidated | |
|---|---|---|---|---|---|---|
| Segment assets | ||||||
| Group investments held | - | 918,524 | - | 1,691,460 | (2,609,984) | - |
| Property, plant and equipment and intangible assets | 2,577,398 | 1,652,669 | 46 | 400 | - | 4,230,513 |
| Other assets | 512,000 | 616,099 | 6,439 | 6,406,301 | (6,584,445) | 956,394 |
| Total assets | 3,089,398 | 3,187,292 | 6,485 | 8,098,161 | (9,194,429) | 5,186,907 |
| Total liabilities | 2,435,183 | 1,631,255 | 3,108 | 6,324,842 | (6,584,429) | 3,809,959 |
| Capital expenditure - total | 27,682 | 11,595 | - | 451 | - | 39,728 |
| Capital expenditure - property, plant and equipment (Note 5) | - | - | - | 451 | - | 451 |
| Capital expenditure - intangible assets (Note 5) | 27,682 | 11,595 | - | - | - | 39,277 |
| Investments in associates (Note 7) | - | - | - | 161,227 | - | 161,227 |
| Investments in joint ventures (Note 7) | - | - | - | 2,661 | - | 2,661 |
Assets and liabilities by segment at 31 December 2017 as well as investments on tangible assets and intangible assets were as follows:
| Electricity | Gas | Telecommunications | Others | Eliminations | Consolidated | |
|---|---|---|---|---|---|---|
| Segment assets | ||||||
| Group investments held | - | 1,036,482 | - | 1,754,181 | (2,790,663) | - |
| Property, plant and equipment and intangible assets | 2,627,875 | 1,537,819 | 60 | 503 | 143,386 | 4,309,644 |
| Other assets | 621,858 | 690,228 | 6,619 | 6,098,689 | (6,362,361) | 1,055,032 |
| Total assets | 3,249,733 | 3,264,528 | 6,680 | 7,853,373 | (9,009,638) | 5,364,676 |
| Total liabilities | 2,582,858 | 1,670,210 | 2,593 | 6,008,028 | (6,328,202) | 3,935,487 |
| Capital expenditure - total | 134,891 | 20,090 | - | 286 | - | 155,267 |
| Capital expenditure - property, plant and equipment (Note 5) | - | 330 | - | 286 | - | 616 |
| Capital expenditure - intangible assets (Note 5) | 134,891 | 19,760 | - | - | - | 154,651 |
| Investments in associates (Note 7) | - | - | - | 159,216 | - | 159,216 |
| Investments in joint ventures (Note 7) | - | - | - | 2,811 | - | 2,811 |
The liabilities included in the segment "Others" are essentially related to external borrowings obtained directly by REN SGPS, S.A. and REN Finance, BV for financing the several activities of the Group.
The captions of the statement of financial position and profit and loss for each segment result of the amounts considered directly in the individual financial statements of each company that belongs to the Group included in the perimeter of each segment, corrected with the eliminations of the inter-segment transactions.
During the six month period ended 30 June 2018, the changes in intangible assets and property, plant and equipment in the period were as follows:
__________________________________________________________________________
| 1 January 2018 | Changes | 30 June 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Cost | Accumulated depreciation |
Net book value | Additions | Disposals and write offs |
Transfers | Depreciation charge | Depreciation - disposals, write-offs and other reclassifications |
Cost | Accumulated depreciation |
Net book value | |
| Property, plant and equipment: Transmission and electronic equipment |
259 | (107) | 152 | 403 | - | 330 | (131) | - | 992 | (238) | 754 |
| Transport equipment | 1,112 | (365) | 748 | 45 | (77) | - | (185) | 64 | 1,080 | (486) | 595 |
| Office equipment | 1,791 | (386) | 1,405 | 3 | (1) | - | (317) | 1 | 1,793 | (702) | 1,091 |
| Property, plant and equipment in progress | 27 | (14) | 13 | - | - | - | (3) | - | 27 | (17) | 10 |
| Assets in progress | 910 | - | 910 | - | - | (330) | - | - | 580 | - | 580 |
| 4,099 | (871) | 3,227 | 451 | (78) | - | (636) | 65 | 4,472 | (1,442) | 3,029 | |
| 1 January 2018 | Changes | 30 June 2018 | |||||||||
| Cost | Accumulated depreciation |
Net book value | Additions | Disposals and write offs |
Transfers | Depreciation charge | Depreciation - disposals, write-offs and other reclassifications |
Cost | Accumulated depreciation |
Net book value | |
| Intangible assets: | |||||||||||
| Concession assets | 8,072,173 | (3,838,256) | 4,233,918 | 323 | (1,683) | 18,641 | (117,020) | 497 | 8,089,454 | (3,954,779) | 4,134,674 |
| Concession assets in progress | 72,499 | - | 72,499 | 38,954 | - | (18,641) | - | - | 92,811 | - | 92,811 |
| 8,144,672 | (3,838,256) | 4,306,417 | 39,277 | (1,683) | - | (117,020) | 497 | 8,182,265 | (3,954,779) | 4,227,485 | |
| Total of property, plant and equipment and intangible assets | 8,148,770 | (3,839,128) | 4,309,644 | 39,728 | (1,761) | - (117,656) |
562 | 8,186,737 | (3,956,222) | 4,230,514 |
__________________________________________________________________________
| 1 January 2017 | Changes | 31 December 2017 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Cost | Accumulated depreciation |
Net book value | Fair value | Additions | Disposals and write offs |
Transfers | Depreciation charge | Depreciation - disposals, write-offs and other reclassifications |
Cost | Accumulated depreciation |
Net book value | |
| Property, plant and equipment: | ||||||||||||
| Transmission and electronic equipment | 103 | (103) | - | 156 | - | - | - (4) |
- | 259 | (107) | 152 | |
| Transport equipment | 931 | (453) | 479 | 393 | 227 | (439) | - (235) |
323 | 1,112 | (365) | 748 | |
| Office equipment | 299 | (217) | 81 | 1,297 | 65 | (8) | 138 | (177) | 8 | 1,791 | (386) | 1,405 |
| Property, plant and equipment in progress | 27 | (9) | 18 | - | - | - | - (5) |
- | 27 | (14) | 13 | |
| Assets in progress | - | - | - | 724 | 324 | - | (138) | - | - | 910 | - | 910 |
| 1,360 | (782) | 578 | 2,570 | 616 | (447) | - | (421) | 331 | 4,099 | (871) | 3,227 | |
| 1 January 2017 | Changes | 31 December 2017 | ||||||||||
| Cost | Accumulated depreciation |
Net book value | Fair value | Additions | Disposals and write offs |
Transfers | Depreciation charge | Depreciation - disposals, write-offs and other reclassifications |
Cost | Accumulated depreciation |
Net book value | |
| Intangible assets: | ||||||||||||
| Concession assets | 7,365,215 | (3,618,333) | 3,746,882 | 542,219 | 6,599 | (2,436) | 160,576 | (221,570) | 1,646 | 8,072,173 | (3,838,256) | 4,233,918 |
| Concession assets in progress | 78,831 | - | 78,831 | 6,192 | 148,052 | - | (160,576) | - | - | 72,499 | - | 72,499 |
| 7,444,045 | (3,618,333) | 3,825,712 | 548,411 | 154,651 | (2,436) | - | (221,570) | 1,646 | 8,144,672 | (3,838,256) | 4,306,417 | |
| Total of property, plant and equipment and intangible assets | 7,445,405 | (3,619,115) | 3,826,290 | 550,981 | 155,267 | (2,883) | - (221,991) |
1,978 | 8,148,770 | (3,839,128) | 4,309,644 |
The main additions verified in the periods ended 30 June 2018 and 31 December 2017 are made up as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Electricity segment: | ||
| Power line construction (150 KV, 220 KV and others) | 5,418 | 12,660 |
| Power line construction (400 KV) | 5,218 | 49,317 |
| Construction of new substations | 301 | 6,671 |
| Substation Expansion | 11,425 | 38,071 |
| Other renovations in substations | 1,999 | 4,428 |
| Telecommunications and information system | 2,255 | 7,390 |
| Pilot zone construction - wave energy | 102 | 205 |
| Buildings related to concession | 395 | 13,472 |
| Other assets | 568 | 2,676 |
| Gas segment | ||
| Expansion and improvements to gas transmission network | 1,531 | 8,228 |
| Construction project of cavity underground storage of natural gas in Pombal | 349 | 1,586 |
| Construction project and operating upgrade - LNG facilities | 1,169 | 4,416 |
| Natural gas distribution projects | 8,546 | 5,859 |
| Others segment | ||
| Other assets | 451 | 286 |
| Total of additions | 39,728 | 155,267 |
The main transfers during the periods ended 30 June 2018 and 31 December 2017 are made up as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Electricity segment: | ||
| Power line construction (150 KV, 220 KV and others) | 5,783 | 12,607 |
| Power line construction (400 KV) | - | 51,149 |
| Substation Expansion | 6,313 | 49,763 |
| Other renovations in substations | 130 | 5,155 |
| Telecommunications and information system | - | 7,623 |
| Buildings related to concession | - | 13,803 |
| Other assets under concession | - | 1,491 |
| Gas segment: | ||
| Expansion and improvements to natural gas transmission network | - | 7,931 |
| Construction project of cavity underground storage of natural gas in Pombal | - | 1,269 |
| Construction project and operating upgrade - LNG facilities | 628 | 4,410 |
| Natural gas distribution projects | 6,117 | 5,512 |
| Total of transfer | 18,971 | 160,714 |
| The intangible assets in progress at 30 June | 2018 | and 31 December 2017 are as follows: |
|---|---|---|
| ---------------------------------------------- | ------ | ----------------------------------------- |
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Electricity segment: | ||
| Power line construction (150KV/220KV e 400KV) | 32,215 | 27,363 |
| Substation Expansion | 33,817 | 26,785 |
| New substations projects | 6,124 | 5,823 |
| Buildings related to concession | 1,142 | 796 |
| Other projects | 3,456 | 710 |
| Gas segment: | ||
| Expansion and improvements to natural gas transmission network | 7,515 | 6,047 |
| Construction project of cavity underground storage of natural gas in Pombal | 2,839 | 2,490 |
| Construction project and operating upgrade - LNG facilities | 942 | 403 |
| Natural gas distribution projects | 4,763 | 2,082 |
| Total of assets in progress | 92,811 | 72,499 |
Financial costs capitalized in intangible assets in progress in the period ended 30 June 2018 amounted to 877 thousand Euros (2,703 thousand Euros as of 31 December 2017), while overhead and management costs capitalized amounted to 7,989 thousand Euros (15,265 thousand Euros as of 31 December 2017) (Note 22).
As of 30 June 2018 and 31 December 2017, the net book value of the intangible assets financed through lease contracts was as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Cost | 5,700 | 6,517 |
| Accumulated depreciation and amortization | (2,609) | (2,624) |
| Net book value | 3,091 | 3,893 |
Goodwill represents the difference between the amount paid for the acquisition and the net assets fair value of the companies acquired, with reference to the acquisition date, and at 30 June 2018 and 31 December 2017 is detailed as follows:
__________________________________________________________________________
| Subsidiaries | Year of acquisition |
Acquisition cost |
% | Jun 2018 | Dec 2017 |
|---|---|---|---|---|---|
| REN Atlântico, Terminal de GNL, S.A. | 2006 | 32,580 | 100% | 2,831 | 3,020 |
| REN Gás Distribuição SGPS, S.A. | 2017 | 517,862 | 100% | 16,082 | 16,082 |
| 18,913 | 19,102 |
The movement in the Goodwill caption for the period end 30 June 2018 was:
| Subsidiaries | At 1 de january de 2017 |
Increases | Decreases | At 31 December 2017 |
Increases | Decreases | At 30 June 2018 |
|---|---|---|---|---|---|---|---|
| REN Atlântico, Terminal de GNL, S.A. | 3,397 | - | (377) | 3,020 | - (189) |
2,831 | |
| REN Gás Distribuição SGPS, S.A. | - | 16,082 | - 16,082 |
- | - | 16,082 | |
| 3,397 | 16,082 | (377) | 19,102 | - | (189) | 18,913 |
At 30 June 2018 and 31 December 2017, the financial information regarding the financial interest held is as follows:
| Total Share Current Non-current Current Non-current Net Share Carrying Revenues comprehensive % capital assets assets liabilities liabilities profit/(loss) capital amount profit / (loss) Activity Head office income Equity method: Associate: OMIP - Operador do Mercado 2,610 209 26,010 404 - 425 (604) 25,815 25,211 40 10,119 (229) Ibérico (Portugal), SGPS, S.A. Holding company Lisbon Electrogas, S.A. Gas Transportation Chile 18,242 7,233 45,957 11,154 12,078 13,991 7,138 29,958 37,096 42.5 151,108 161,227 Joint venture: Centro de Investigação em Energia Research & 3,000 5,726 291 670 19 628 (302) 5,327 5,025 50 2,661 REN - STATE GRID, S.A. Development Lisbon 163,888 31 December 2017 Net Total Share Current Non-current Current Non-current Share Carrying Head liabilities Revenues profit/(loss comprehensive % capital assets assets liabilities capital amount Activity office ) income Equity method: Associate: OMIP - Operador do Mercado 2,610 480 26,467 561 - 1,488 (1,103) 26,387 25,284 40 10,348 Ibérico (Portugal), SGPS, S.A. Holding company Lisbon Electrogas, S.A. Gas Transportation Chile 17,732 6,456 46,773 6,227 13,220 31,129 16,062 33,782 49,844 42.5 148,868 159,216 Joint venture: Centro de Investigação em Energia Research & 3,000 5,841 572 764 20 1,453 (360) 5,623 5,263 50 2,811 (180) REN - STATE GRID, S.A. Development Lisbon 162,027 |
30 June 2018 | |||||||
|---|---|---|---|---|---|---|---|---|
| Group share of | ||||||||
| 2,922 | ||||||||
| 2,692 | ||||||||
| (150) | ||||||||
| 2,542 | ||||||||
| Group share of profit / (loss) |
||||||||
| (1,317) | ||||||||
| 7,247 | ||||||||
| 5,930 | ||||||||
| 5,749 |
The changes in the caption "Investments in associates" during the period ended 30 June 2018 and 31 December 2017 was as follows:
| Investments in associates | |
|---|---|
| At 1 de january de 2017 | 11,666 |
| Acquisition of the participation of Electrogas | 169,285 |
| Effect of applying the equity method | 5,930 |
| Dividends of Electrogas | (9,497) |
| Changes in equity | (18,239) |
| Others | 73 |
| At 31 December 2017 | 159,216 |
| Effect of applying the equity method | 2,692 |
| Changes in equity | 4,118 |
| Dividends of Electrogas | (4,815) |
| Others | 16 |
| At 30 June 2018 | 161,227 |
In the year ended December 31, 2017, the Group acquired a 42.5% interest in the share capital of the Chilean company - Electrogas S.A., for 169,285 thousand Euros. This company owns a pipeline in the central zone of Chile with 165.6 km of length. It is a pipeline of great relevance in the country, linking the regasification terminal of Quintero to Santiago (the capital and largest Chilean population center) and Valparaiso (one of Chile's most important ports). The company's corporate purpose is to provide transportation services for natural gas and other fuels. The total amount of dividends recognized as associates during the six month period ended 30 June 2018 in the consolidated income statement was 4,815 thousand Euros, of which 2,192 thousand Euros were received and included in the Cash Flow Statement.
The proportional value of the OMIP, SGPS includes the effect of the adjustment resulting of changes to the Financial Statement of the previous year, made after the equity method application. This participation is recorded as an Associate.
The movement in the caption "Investments in joint ventures" during the period ended 30 June 2018 and 31 December 2017 was as follows:
| Investments in joint ventures | |
|---|---|
| At 1 January 2017 | 2,991 |
| Effect of applying the equity method | (180) |
| At 31 December 2017 | 2,811 |
| Effect of applying the equity method | (150) |
| At 30 June 2018 | 2,661 |
Following a joint agreement of technology partnership between REN – Redes Energéticas Nacionais and the State Grid International Development (SGID), in May 2013 an R&D centre in Portugal dedicated to power systems designed – Centro de Investigação em Energia REN – STATE GRID, SA ("Centro de Investigação") was incorporated, being jointly controlled by the above mentioned two entities.
The Research Centre aims to become a platform for international knowledge, a catalyst for innovative solutions and tools, applied to the planning and operation of transmission power.
At 30 June 2018 and 31 December 2017, the financial information regarding the joint venture held is as follows:
| 30 June 2018 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Cash and cash equivalents |
Current financial liabilities |
Non-current financial liabilities |
Depreciations and amortizations |
Financial costs | Income tax- (cost) / income |
||||||
| Joint venture: | |||||||||||
| Centro de Investigação em Energia | |||||||||||
| REN - STATE GRID, S.A. | 5,131 | 6 | 19 | (282) | (1) (3) |
||||||
| 31 December 2017 | |||||||||||
| Cash and cash equivalents |
Current financial liabilities |
Non-current financial liabilities |
Depreciations and amortizations |
Financial costs | Income tax- (cost) / income |
||||||
| Joint venture: Centro de Investigação em Energia REN - STATE GRID, S.A. |
5,025 | 10 | 20 | (568) | (1) | 2 |
REN is taxed based on the special regime for the taxation of group of companies ("RETGS"), which includes all companies located in Portugal that REN detains directly or indirectly at least 75% of the share capital, which should give more than 50% of voting rights, and comply with the conditions of the article 69º of the Corporate Income Tax law.
In accordance with current legislation, tax returns are subject to review and correction by the tax authorities for a period of four years (five years for social security), except when there are tax losses, tax benefits granted or tax inspections, claims or appeals in progress, in which case the period can be extended or suspended, depending on the circumstances.
__________________________________________________________________________
The Company's Board of Directors understands that possible corrections to the tax returns resulting from tax reviews /inspections carried out by the tax authorities will not have a significant effect on the financial statements as of 30 June 2018.
In 2018 the Group is taxed in Corporate Income Tax rate of 21%, increased by a municipal surcharge up the maximum of 1.5% over the taxable profit; and a State surcharge of an additional (i) 3% of taxable profit between 1,500 thousand Euros and 7,500 thousand Euros; (ii) of 5% over the taxable profit in excess of 7,500 thousand Euros and up to 35,000 thousand Euros; and (iii) 9% for taxable profits in excess of 35,000 thousand Euros, which results in a maximum aggregate tax rate of 31.5%.
The tax rate used in the valuation of temporary taxable and deductible differences as of 30 June 2018, were calculated using the average tax rate expected in accordance with future perspective of taxable profits of the Company recoverable in the next periods.
Income tax registered in the six months period ended on 30 June 2018 and 2017 is detailed as follows:
| Jun 2018 | Jun 2017 | ||
|---|---|---|---|
| Current income tax | 38,773 | 49,767 | |
| Adjustaments of income tax from previous years | (792) | (2,674) | |
| Deferred income tax | (8,735) | (19,237) | |
| Income tax | 29,246 | 27,856 |
Reconciliation between tax calculated at the nominal tax rate and tax recorded in the consolidated statement of profit and loss is as follows:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Consolidated profit before income tax | 107,467 | 106,619 |
| Permanent differences: | ||
| Positive / (negative) equity variation | 3,490 | - |
| Non deductible costs | 1,143 | 389 |
| Non taxable income | 375 | 460 |
| Timing differences: | ||
| Tariff deviations | 25,740 | 72,725 |
| Provisions and impairment | (137) | (434) |
| Revaluations | (1,242) | 2,603 |
| Pension, helthcare assistence and life insurance plans | (2,281) | (2,405) |
| Derivative financial instruments | - | (17) |
| Others | (25) | (27) |
| Taxable income | 134,529 | 179,912 |
| Income tax | 27,451 | 37,424 |
| State surcharge tax | 8,742 | 9,331 |
| Municipal surcharge | 2,193 | 2,685 |
| Autonomous taxation | 387 | 327 |
| Current income tax | 38,773 | 49,767 |
| Deferred income tax | (8,735) | (19,237) |
| Adjustments of income tax from previous years | (792) | (2,674) |
| Income tax | 29,246 | 27,856 |
| Effective tax rate | 27.2% | 26.1% |
The caption "Income tax" payable and receivable as of 30 June 2018 and 31 December 2017 is detailed as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Income tax: | ||
| Corporate income tax - estimated tax | 38,773 | 91,404 |
| Corporate income tax - payments on account | (1,184) | (63,790) |
| Income withholding tax by third parties | (384) | (1,137) |
| Income payable / (recoverable) | (2,225) | 3,480 |
| Income tax payable | 34,980 | 29,957 |
The effect of the changes in the deferred tax captions in the years presented was as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Impact on the statement of profit and loss: | ||
| Deferred tax assets | 6,697 | 21,563 |
| Deferred tax liabilities | 2,038 | 14,402 |
| 8,735 | 35,965 | |
| Impact on equity: | ||
| Deferred tax assets | 1,596 | (797) |
| Deferred tax liabilities | (2,864) | (1,328) |
| (1,268) | (2,125) | |
| Net impact of deferred taxes | 7,467 | 33,840 |
The changes in deferred tax by nature were as follows:
| Provisions and Impairments |
Pensions | Tariff deviations | Derivative financial instruments |
Revalued assets | Others | Total | |
|---|---|---|---|---|---|---|---|
| At 1 January 2018 | 2,886 | 36,506 | 36,227 | 928 | 21,117 | 74 | 97,737 |
| Increase/decrease through reserves | - | 19 | - | (69) | - | 1,646 | 1,596 |
| Reversal through profit and loss | (4) | (740) | (8) | (80) | (1,019) | - | (1,850) |
| Increase through profit and loss | - | - | 8,474 | - | - | 74 | 8,548 |
| Change in the period | (4) | (721) | 8,466 | (149) | (1,019) | 1,720 | 8,293 |
| At 30 June 2018 | 2,881 | 35,786 | 44,692 | 778 | 20,098 | 1,794 | 106,030 |
| Provisions and Impairments |
Pensions | Tariff deviations | Derivative financial instruments |
Revalued assets | Others | Total | |
|---|---|---|---|---|---|---|---|
| At 1 January 2017 | 1,901 | 36,433 | 11,679 | 3,687 | 8,962 | 162 | 62,825 |
| Perimeter changes | 727 | 61 | 713 | - | 12,752 | (108) | 14,145 |
| Increase/decrease through reserves | - | 308 | - | (1,105) | - | - | (797) |
| Reversal through profit and loss | (64) | (296) | (102) | (1,655) | (591) | (13) | (2,721) |
| Increase through profit and loss | 321 | - | 23,936 | - | (6) | 33 | 24,284 |
| Change in the period | 984 | 73 | 24,547 | (2,760) | 12,155 | (88) | 34,911 |
| At 31 December 2017 | 2,886 | 36,506 | 36,227 | 928 | 21,117 | 74 | 97,737 |
Deferred tax assets at 30 June 2018 correspond essentially to: (i) to liabilities for benefit plans granted to employees; (ii) tariff deviations liabilities to be settled in subsequent years; and (iii) revalued assets.
| Tariff deviations | Revaluations | Fair value | Investments in equity instruments at fair value through other comprehensive income |
Others | Total | |
|---|---|---|---|---|---|---|
| At 1 January 2018 | 26,639 | 22,856 | 39,240 | 10,790 | 9 | 99,534 |
| Increase/decrease through equity | - | - | - | (1,404) | 4,268 | 2,864 |
| Reversal trough profit and loss | (159) | (729) | (759) | - | (391) | (2,038) |
| Increase through profit and loss | - | - | - | - | - | - |
| Change in the period | (159) | (729) | (759) | (1,404) | 3,877 | 826 |
| At 30 June 2018 | 26,480 | 22,127 | 38,481 | 9,386 | 3,886 | 100,360 |
__________________________________________________________________________
| Tariff deviations | Revaluations | Fair value | Investments in equity instruments at fair value through other comprehensive income |
Others | Total | |
|---|---|---|---|---|---|---|
| At 1 January 2017 | 38,878 | 24,688 | - | 9,461 | - | 73,027 |
| Perimeter changes | - | - | 39,567 | - | 12 | 39,579 |
| Increase/decrease through equity | - | - | - | 1,328 | - | 1,328 |
| Reversal trough profit and loss | (12,240) | (1,832) | (327) | - | (3) | (14,402) |
| Change in the period | (12,240) | (1,832) | 39,240 | 1,328 | 9 | 26,505 |
| At 31 December 2017 | 26,639 | 22,856 | 39,240 | 10,790 | 9 | 99,534 |
Deferred tax liabilities relating to revaluations result from revaluations made in preceding years under legislation. The effect of these deferred taxes reflects the non-tax deductibility of 40% of future depreciation of the revaluation component (included in the assets considered cost at the time of the transition to IFRS).
The legal documents that establish these revaluations were the following:
| Legislation (Revaluation) | |||||||
|---|---|---|---|---|---|---|---|
| Electricity segment Natural gas segment |
|||||||
| Decree-Law nº 430/78 | Decree-Law nº 140/2006 | ||||||
| Decree-Law nº 399-G/81 | |||||||
| Decree-Law nº 219/82 | |||||||
| Decree-Law nº 171/85 | |||||||
| Decree-Law nº 118-B/86 | |||||||
| Decree-Law nº 111/88 | |||||||
| Decree-Law nº 7/91 | |||||||
| Decree-Law nº 49/91 | |||||||
| Decree-Law nº 264/92 |
The accounting policies for financial instruments have been applied to the following financial assets and liabilities:
| Notes | Credits and other receivables |
Fair value - hedging derivative financial instruments |
Fair value - Trading derivatives |
Investments in equity instruments at fair value through other comprehensive income |
Other financial assets/liabilities |
Total carrying amount |
Fair value | |
|---|---|---|---|---|---|---|---|---|
| Assets | ||||||||
| Cash and cash equivalents | 14 | - | - | - | - | 52,107 | 52,107 | 52,107 |
| Trade and other receivables | 12 | 447,331 | - | - | - | - | 447,331 | 447,331 |
| Other financial assets | - | - | - | - | 36 | 36 | 36 | |
| Investments in equity instruments | ||||||||
| at fair value through other | 11 | - | - | - | 149,768 | - | 149,768 | 149,768 |
| comprehensive income | ||||||||
| Derivative financial instruments | 13 | - | 14,689 | - | - | - | 14,689 | 14,689 |
| 447,331 | 14,689 | - | 149,768 | 52,143 | 663,930 | 663,930 | ||
| Liabilities | ||||||||
| Borrowings | 17 | - | - | - | - | 2,754,187 | 2,754,187 | 2,806,039 |
| Trade and other payables | 20 | - | - | - | - | 504,344 | 504,344 | 504,344 |
| Income tax payable | 8 | 34,980 | - | - | - | - | 34,980 | 34,980 |
| Drivative financial instruments | 13 | - | 7,275 | 1,420 | - | - | 8,695 | 8,695 |
| 34,980 | 7,275 | 1,420 | - | 3,258,531 | 3,302,206 | 3,354,058 |
| Notes | Credits and other receivables |
Fair value - hedging derivative financial instruments |
Fair value - Trading derivatives |
Investments in equity instruments at fair value through other comprehensive income |
Other financial assets/liabilities |
Total carrying amount |
Fair value |
|---|---|---|---|---|---|---|---|
| 14 | - | - | - | - | 61,458 | 61,458 | 61,458 |
| 12 | 547,377 | - | - | - | - | 547,377 | 547,377 |
| - | - | - | - | 27 | 27 | 27 | |
| 11 | - | - | - | 156,439 | - | 156,439 | 156,439 |
| 13 | - | 7,907 | - | - | - | 7,907 | 7,907 |
| 547,377 | 7,907 | - | 156,439 | 61,485 | 773,208 | 773,208 | |
| 17 | - | - | - | - | 2,829,726 | 2,829,726 | 2,764,868 |
| 20 | - | - | - | - | 552,672 | 552,672 | 552,672 |
| 8 | 29,957 | - | - | - | - | 29,957 | 29,957 |
| 13 | - | 6,960 | - | - | - | 6,960 | 6,960 |
| 29,957 | 6,960 | - | - | 3,382,398 | 3,419,315 | 3,354,457 | |
The Loans obtained, as referred to in Note 3.6 to the annual consolidated financial statements for the period ended December 31, 2017, are initially measured at fair value and subsequently at amortized cost, except for those which it has been contracted a fair value hedge derivative (Note 13) which are measured at fair value. Nevertheless, REN proceeds to the fair value disclosure of the caption Borrowings, based on a set of relevant observable data, which fall within Level 2 of the fair value hierarchy.
The fair value of borrowings and derivatives is calculated by the discounted cash flows method, using the interest rate curve on the date of the statement of financial position in accordance with the characteristics of each loan.
__________________________________________________________________________
The range of market rates used to calculate the fair value ranges between -0.358% and 1.264% (maturities of one day and fifteen years, respectively).
The fair value of borrowings contracted by the Group at 30 June 2018 is 2,806,039 thousand Euros (at 31 December 2017 was 2,764,868 thousand Euros), of which 404,840 thousand Euros are recorded partly at amortized cost and includes an element of fair value resulting from interest rates changes (at 31 December 2017 was 403,689 thousand Euros).
The following table presents the Group's assets and liabilities measured at fair value at 30 June 2018 in accordance with the following hierarchy levels of fair value:
| Jun 2018 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |
| Investments in equity instruments at fair value through | 152,902 | |||||||
| Cash flow hedge derivatives | - | 6,300 | - | 6,300 | - | 724 | - | 724 |
| Fair value hedge derivatives | - | 8,388 | - | 8,388 | - | 7,183 | - | 7,183 |
| Treasury funds | - | - | - | - | - | - | - | |
| 94,434 | 66,472 | - | 160,906 | 101,311 | 59,498 | - | 160,809 | |
| Loans | - | 404,840 | - | 404,840 | - | 403,689 | - | 403,689 |
| Cash flow hedge derivatives | - | 7,275 | - | 7,275 | - | 6,109 | - | 6,109 |
| Financial liabilities at fair value through profit and loss Trading derivatives | - | 1,420 | - | 1,420 | - | 851 | - | 851 |
| - | 413,535 | - | 413,535 | - | 410,649 | - | 410,649 | |
| Shares | 94,434 | 51,783 | - | 146,217 - |
101,311 | 51,591 | Dec 2017 - |
With respect to the current receivables and payables balances, its carrying amount corresponds to a reasonable approximation of its fair value.
The non-current accounts receivable and accounts payable refers, essentially, to tariff deviations whose amounts are communicated by ERSE, being its carrying amount a reasonable
approximation of its fair value, given that they include the time value of money, being incorporated in the next two years tariffs.
From the last annual report period until 30 June 2018, there were no significant changes in the financial risk management of the Company compared to the risks disclosed in the consolidated financial statements as of 31 December 2017. A description of the risks can be found in Section 4 - Financial Risk Management of the consolidated financial statements for the year ended 2017.
| Jun 2018 | ||
|---|---|---|
| Assets held-for-sale associated with discontinued operations: | ||
| REN Portgás GPL, S.A. | 665 | |
| Liabilities directly associated with the assets held-for-sale: | ||
| REN Portgás GPL, S.A. | 520 |
Assets and liabilities held for sale as of 30 June 2018 are made up as follows:
REN sold the liquefied petroleum gas (LPG) business to ENERGYCO II, S.A. on July 2, 2018, so at June 30, 2018 the business was already held for sale (Note 33).
The operation was carried out through REN Portgás Distribuição, which entered into a share purchase and sale agreement in which it disposed of the total shares representing the share capital of REN Portgás GPL.
__________________________________________________________________________
The assets recognized in this caption as of 30 June 2018 and 31 December 2017 correspond to equity interests held on strategic entities for the Group, which can be detailed as follows:
| Head office | Book value | |||||
|---|---|---|---|---|---|---|
| City Country |
% owned | Jun 2018 | Dec 2017 | |||
| OMEL - Operador del Mercado Ibérico de Energia (Pólo Espanhol) | Madrid | Spain | 10.00% | 3,167 | 3,167 | |
| Red Eléctrica Corporación, S.A. ("REE") | Madrid | Spain | 1.00% | 94,434 | 101,311 | |
| Hidroeléctrica de Cahora Bassa ("HCB") | Maputo | Mozambique | 7.50% | 51,783 | 51,591 | |
| Coreso, S.A. | Brussels | Belgium | 7.90% | 164 | 164 | |
| MIBGAS, S.A. | Madrid | Spain | 6.67% | 202 | 202 | |
| Others | - | - | - | 17 | 5 | |
| 149,768 | 156,439 |
| OMEL | HCB | REE | Coreso | MIBGÁS | Others | Total | |
|---|---|---|---|---|---|---|---|
| At 1 January 2017 | 3,167 | 49,516 | 97,060 | 173 | 202 | - | 150,118 |
| Perimeter changes | - | - | - | - | - | 5 | 5 |
| Fair value adjustments | - | 2,075 | 4,251 | - | - | - | 6,325 |
| Disposals | - | - | - | (9) | - | - | (9) |
| At 31 December 2017 | 3,167 | 51,591 | 101,311 | 164 | 202 | 5 | 156,439 |
| At 1 January 2018 | 3,167 | 51,591 | 101,311 | 164 | 202 | 5 | 156,439 |
| Acquisitions | - | - | - | - | - | 12 | 12 |
| Fair value adjustments | - | 192 | (6,877) | - | - | - | (6,685) |
| At 30 June 2018 | 3,167 | 51,783 | 94,434 | 164 | 202 | 17 | 149,768 |
Red Eléctrica Corporácion, S.A. ("REE") is the transmission system operator of electricity in Spain. The Group acquired 1% of equity interests in REE as part of the agreement signed by the Portuguese and Spanish Governments. REE is a listed company in Madrid`s index IBEX 35– Spain and the financial asset was recorded on the statement of financial position at the market price on 30 June 2018.
REN holds 2,060,661,943 shares representing 7.5% of the stock capital and voting rights of HCB, a company incorporated under Mozambican law, at the Hidroeléctrica de Cahora Bassa, SA ("HCB"), as a result of fulfilling the conditions of the contract entered into on April 9, 2012, between REN, Parpública - Participações Públicas, SGPS, SA, CEZA - Companhia Eléctrica do Zambeze, SA and EDM - Electricidade de Moçambique, EP. This participation was initially recorded at its acquisition cost (38,400 thousand Euros) and subsequently adjusted to its fair value.
REN Company holds a financial stake in the Coreso's share capital, a Company which is also hold by other important European TSO's which, as initiative of the Coordination of Regional Security (CRS), assists the TSO's in the safely supply of electricity in Europe. In this context, Coreso develops and executes operational planning activities since several days before until near real time.
On 30 June 2018, REN also holds a 6.67% financial interest in the share capital of MIBGÁS, SA, acquired during the first half of 2016. Coreso is a company in charge of the development of the natural gas wholesale market operator in the Iberian Peninsula.
As part of the process of creating the Single Operator of the Iberian Electricity Market (Operador Único do Mercado Ibérico de Eletricidade – OMI) in 2011 and in accordance with the provisions of the agreement between the Portuguese Republic and the Kingdom of Spain on the establishment of an Iberian electricity market, the Company acquired 10% of the capital stock of OMEL, Operador del Mercado Iberico de Energia, SA, a Spanish operator of the sole operator, for a total value of 3,167 thousand Euros.
As there are no available market price for the above referred investments (OMEL, MIBGAS and Coreso), and as it is not possible to determine the fair value of the period using comparable transactions, these shares are recorded at its acquisition cost deducted of impairment losses as described in Note 3.6 of the consolidated financial statements for the year ended 2017. REN understands that there is no evidence of impairment loss regarding the investments of OMEL, Coreso and MIBGÁS at 30 June 2018.
The adjustments in the investments in equity instruments at fair value through other comprehensive income are recognised in the equity caption "Fair value reserve" that as of 30 June 2018 and 31 December 2017 had the following amounts:
| Fair value reserve | |
|---|---|
| (Note 16) | |
| 1 January 2017 | 48,781 |
| Changes in fair value | 6,325 |
| Tax effect | (1,328) |
| 31 December 2017 | 53,778 |
| 1 January 2018 | 53,778 |
| Changes in fair value | (6,684) |
| Tax effect | 1,404 |
| 30 June 2018 | 48,498 |
In the six month periods ended 30 June 2018 and 2017 the dividends attributable to the Group are as follows:
__________________________________________________________________________
| 2018 | 2017 | |
|---|---|---|
| Red Electrica Corporación, S.A. ("REE") | 3,595 | 3,360 |
| Hidroeléctrica de Cahora Bassa, S.A ("HCB") | 1,281 | 1,598 |
| OMEL - Operador del Mercado Ibérico de Energia (Pólo Espanhol) | 91 | 55 |
| 4,968 | 5,013 |
These amounts were recognized in the consolidated statement of profit and loss in the caption "Financial income" being received 1,471 thousand Euros in the first half of 2018.
Trade and other receivables as of 30 June 2018 and 31 December 2017 are made up as follows:
| Jun 2018 | Dec 2017 | |||||||
|---|---|---|---|---|---|---|---|---|
| Current | Non-current | Total | Current | Non-current | Total | |||
| Trade receivables | 307,277 | 6,005 | 313,282 | 396,558 | 4,168 | 400,726 | ||
| Impairment of trade receivables | (3,043) | - | (3,043) | (3,043) | - | (3,043) | ||
| Trade receivables net | 304,234 | 6,005 | 310,239 | 393,515 | 4,168 | 397,683 | ||
| Tariff deviations | 23,221 | 86,875 | 110,096 | 102,999 | 2,359 | 105,358 | ||
| State and Other Public Entities | 26,996 | - | 26,996 | 44,336 | - | 44,336 | ||
| Trade and other receivables | 354,451 | 92,880 | 447,331 | 540,849 | 6,528 | 547,377 |
The most relevant balances included in the trade receivables caption as of 30 June 2018 are: (i) the receivable of EDP – Distribuição de Energia, SA in the amount of 72,357 thousand Euros (83,176 thousand Euros at 31 December 2017); (ii) the receivable of Galp in the amount of 20,218 thousand Euros (24,199 thousand Euros at 31 December 2017); and (iii) the amount of 54,138 thousand Euros, as defined by the regulator ERSE in the context of sustainability measures of the National Electric System.
In the trade and other receivables also stands out the amounts not yet invoiced of the activity of the Market Manager (MIBEL – Mercado Ibérico de Electricidade), in the amount of 16,365 thousand Euros (28,374 thousand Euros at 31 December 2017) and the amount to invoice to EDP – Distribuição de Energia, S.A., of 8,190 thousand Euros (5,567 thousand Euros at 31 December 2017) regarding the CMEC, also reflected in the caption "Suppliers and other accounts payable" (Note 20). This transaction is set up as an "Agent" transaction, being off set in the consolidated income statement.
Changes to the impairment losses for trade receivable and other accounts receivable are made up as follows:
__________________________________________________________________________
| Jun 2018 | Dec 2017 | ||
|---|---|---|---|
| Begining balance | (3,043) | (843) | |
| Perimeter changes | - | (1,622) | |
| Increases | - | (690) | |
| Reversing | - | 112 | |
| Ending balance | (3,043) | (3,043) |
At 30 June 2018 and 31 December 2017 the REN Group had the following derivative financial instruments contracted:
| 30 June 2018 | |||||||
|---|---|---|---|---|---|---|---|
| Assets | Liabilities | ||||||
| Notional | Current | Non-current | Current | Non-current | |||
| Derivatives designated as cash flow hedges | |||||||
| Interest rate swaps | 300,000 TEUR | - | - | - | 7,275 | ||
| Interest rate and currency swaps | 72,899 TEUR | - | 6,300 | - | - | ||
| - | 6,300 | - | 7,275 | ||||
| Derivatives designated as fair value hedges | |||||||
| Interest rate swaps | 400,000 TEUR | - | 8,388 | - | - | ||
| - | 8,388 | - | - | ||||
| Trading derivatives | |||||||
| Trading derivatives | 60,000 TEUR | - | - | - | 1,420 | ||
| - | - | - | 1,420 | ||||
| Derivative financial instruments | - | 14,689 | - | 8,695 |
| 31 December 2017 | |||||
|---|---|---|---|---|---|
| Notional | Assets | Liabilities | |||
| Current | Non-current | Current | Non-current | ||
| Derivatives designated as cash flow hedges | |||||
| Interest rate swaps | 300,000 TEUR | - | - | - | 6,109 |
| Interest rate and currency swaps | 72,899 TEUR | - | 724 | - | - |
| - | 724 | - | 6,109 | ||
| Derivatives designated as fair value hedges | |||||
| Interest rate swaps | 400,000 TEUR | - | 7,183 | - | - |
| - | 7,183 | - | - | ||
| Trading derivatives | |||||
| Trading derivatives | 60,000 TEUR | - | - | - | 851 |
| - | - | - | 851 | ||
| Derivative financial instruments | - | 7,907 | - | 6,960 |
The valuation of the derivatives financial instruments portfolio is based on fair value valuations made by external entities.
__________________________________________________________________________
The amount recorded in this caption relates to interest rate and cross currency swap, contracted to hedge the risk of fluctuation of future interest and foreign exchange rates, whose counterpart are financial foreign and domestic entities financial entities with a solid credit rating.
The amounts presented above include the amount of interest receivable or payable at 30 June 2018 relating to these derivatives financial instruments, in the total net amount receivable of 2,065 thousand Euros (2,119 thousand Euros receivable as of 31 December 2017).
The main features of the derivatives financial instruments contracted associated with financing operations at 30 June 2018 and 31 December 2017 are:
| Notional | REN pays | REN receives | Maturity | Fair value at | Fair value at |
|---|---|---|---|---|---|
| (6,109) | |||||
| Rates | |||||
| 72,899 TEUR | 5.64% (floating rate starting 2019) | 2.71% | 2024 | 6,300 | 724 |
| (5,385) | |||||
| [Oct-2020; | |||||
| Feb-2025] | 8,388 | 7,183 | |||
| 8,388 | 7,183 | ||||
| 60,000 TEUR | floating rates, to be determined in the future | [0.00%;0.99%] | 2024 | (851) | |
| (851) | |||||
| Total | 5,994 | 947 | |||
| 300,000 TEuros 400,000 TEuros |
[0.75%;0.751%] [-0,278%;0,062%] - floating rates |
[-0.321%;0.00%] - Floating [0.611%; 1.724%] |
2024 | 30 June 2018 31 December 2017 (7,275) (975) (1,420) (1,420) |
The schedule of the cash flows of the derivative financial instruments portfolio is quarterly and semi-annual for cash flow hedge agreements and semi-annual and annual basis for derivative designated as a fair value hedge and semi-annual for the trading derivative.
The maturity schedule of cash flows and fair value hedge derivatives notional is shown in the following table:
| 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | Following years |
Total | ||
|---|---|---|---|---|---|---|---|---|---|
| Interest rate swap (cash flow hedge) | - | - | - | - | - | - | 300,000 | 300,000 | |
| Interest rate and currency swap (cash flow hedge) | - | - | - | - | - | - | 72,899 | 72,899 | |
| Interest rate swap (fair value hedge) | - | - | 100,000 | - | - | - | 300,000 | 400,000 | |
| Interest rate swap (trading) | - | - | - | - | - | - | 60,000 | 60,000 | |
| Total | - | - | 100,000 | - | - | - | 732,899 | 832,899 |
The Group hedges part of its future payments of interests on borrowings and bond issues through the designation of interest rate swaps, on which REN pays a fixed rate and receives a variable rate.
__________________________________________________________________________
As of 30 June 2018, the notional amount of cash flow hedge derivatives reached 300,000 thousand Euros (300,000 thousand Euros as of 31 December 2017). This refer to a hedge of the interest rate risk associated with variable interest payments arising from recognized financial liabilities. The hedged risk is the index of the variable rate to which the interest of the financing is associated.
The objective of this hedge is to convert loans at floating interest rates into fixed interest rate, the credit risk is not being hedged. The fair value of interest rate swaps at 30 June 2018 is negative 7,275 thousand Euros (at 31 December 2017, 6,109 thousand Euros negative).
In addition, the Group hedges its exposure to cash flow risk on its bond issue of 10,000 million JPY resulting from foreign exchange rate risk, through a cross currency swap with the main features equivalent to the debt issued. The same hedging instrument is used to hedge the fair value of the exchange rate risk of the bond issue through the forward start swap component which will only start in June 2019. The changes in the fair value of the hedging instrument are also recognized in hedging reserves. As from June 2019 the object will be to hedge exposure to JPY and the interest rate risk, transforming the operation into a fair value hedge, the changes in fair value of the debt issued resulting from the risks covered becoming recognized in the statement of profit and loss. The credit risk is not hedged.
The amounts resulting from the hedging instrument are recognized in the statement of profit and loss when the transaction hedged affects results for the year.
The fair value of the cross currency swap at 30 June 2018 was 6,300 thousand Euros positive (724 thousand Euros positive at 31 December 2017).
The underlying (borrowing) foreign exchange change for 30 June 2018, 3,427 thousand Euros negative (2,759 as of 30 June 2017 positive), was offset by a similar change in the hedging instrument in the statement of profit and loss.
__________________________________________________________________________
The ineffective component of the fair value hedge amounted to 6,551 thousand Euros positive (5,921 thousand Euros positive at 31 December 2017). The effect recorded in the consolidated income statement for the six-month period ended June 30, 2018 amounts to Euro 630 thousand.
The amount recorded in reserves relating to the above mentioned cash flow hedge was 11,951 thousand Euros (12,281 thousand Euros at 31 December 2017).
| Fair value | Deferred taxes impact |
Hedging reserves | |
|---|---|---|---|
| 1 January 2017 | (17,542) | 3,684 | (13,858) |
| Changes in fair value and ineffectiveness | 5,261 | (1,105) | 4,156 |
| 31 December 2017 | (12,281) | 2,580 | (9,702) |
| 1 January 2018 | (12,281) | 2,580 | (9,702) |
| Changes in fair value and ineffectiveness | 330 | (69) | 261 |
| 30 June 2018 | (11,951) | 2,510 | (9,441) |
The movements recorded in the hedging reserve were as follows:
To manage the fair value changes of debt issues, the Group trades interest rate swaps on which it pays a variable interest rate and receives a fixed interest rate.
As of 30 June 2018 the notional amount of fair value hedge derivatives reached 400,000 thousand Euros (400,000 thousand Euros in 31 December 2017). The covered risk is the fixed rate index to debt issued. The covered risk is the fair value changes of debt issues related to interest rate fluctuations. The objective of this hedging is to convert debt at fixed interest rates into variable interest rate, the credit risk is not being hedged.
The fair value of these interest rate swaps at 30 June 2018 was 8,388 thousand Euros positive (7,183 thousand Euros positive as of 31 December 2017).
Changes in the fair value of the debt issued resulting from the interest rate risk are recorded in the statement of profit and loss in order to offset changes in the fair value of the hedge instrument recorded in the statement of profit and loss.
__________________________________________________________________________
As of 30 June 2018, the fair value change of the 400,000 thousand Euros debt related with interest rate risk amounted to 1,151 thousand Euros positive (5,299 thousand Euros positive as of 30 June 2017), causing an ineffective component of 132 thousand Euros (positive) (151 thousand Euros positive as of 30 June 2017).
REN has an interest rate forward start swap with a start date on 2019 and maturity on 2024, on which pays a fixed rate and receives a variable rate.
This derivative despite not being considered as a hedging instrument in accordance with IAS 39, is hedging the economic risk of changes in the forward interest rates for the above mentioned period.
As of 30 June 2018, the notional amount of this trading derivative is 60,000 thousand Euros (60,000 thousand Euros as of 31 December 2017). This is an hedging of interest rate risk of future variable interest rate cash flows associated with the Group finance liabilities. The hedged risk is a variable rate index to which the debt interests are associated. The objective of this hedging is to convert cash flows at a variable rate into a fixed rate, the credit risk is not hedged. The fair value of this negotiation derivative as of 30 June 2018 amounts to 1,420 thousand Euros negative (851 thousand Euros negative as of 31 December 2017).
The fair value changes of this negotiation derivative are recorded in the profit and loss statement. As of 30 June 2018 the amount related with the fair value of the trading derivative was a loss of 569 thousand Euros (income of 533 thousand Euros as of 30 June 2017).
The amounts considered as cash and cash equivalents as of 30 June 2018 and 31 December 2017 are made up as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Cash | 23 | 1 |
| Bank deposits | 52,084 | 61,457 |
| Cash and cash equivalents in the statement of financial position | 52,107 | 61,458 |
| Bank overdrafts (Note 17) | (7,348) | (1,009) |
| Cash and cash equivalents in cash flow statement | 44,759 | 60,448 |
As of 30 June 2018 and of 31 December 2017 REN's subscribed and paid up share capital is made up of 667,191,262 shares of 1 euro each.
| Jun 2018 | Dec 2017 | |||
|---|---|---|---|---|
| Number of shares | Share Capital | Number of shares | Share Capital | |
| Share Capital | 667,191,262 | 667,191 | 667,191,262 | 667,191 |
| Number of shares |
Proportion | Amount | |
|---|---|---|---|
| Own shares | 3,881,374 | 0.6% | (10,728) |
No own shares were acquired or sold in the period end 30 June 2018.
In accordance with the Commercial Company Code (Código das Sociedades Comerciais) REN SGPS must at all times ensure that there are sufficient Equity Reserves to cover the value of own shares, in order to limit the amount of reserves available for distribution.
The caption "Reserves" in the amount of 309,290 thousand Euros includes:
Legal reserve: The Commercial Company Code in place requires that at least 5% of the net profit must be transferred to this reserve until it has reached 20% of the share capital. This reserve can only be used to cover losses or to increase capital. At 30 June 2018 this caption amounts to 106,800 thousand Euros;
__________________________________________________________________________
In accordance with the Portuguese legislation: (i) increases in equity as a result of the incorporation of positive fair value (fair value reserves and hedging reserves) can only be distributed to shareholders when the correspondent assets have been sold, exercised, extinct, settled or used; and (ii) income and other positive equity changes recognized as a result of the equity method can only be distributed to shareholders when paid-up. Portuguese legislation establishes that the difference between the equity method income and the amount of paid or deliberated dividends is equivalent to legal reserve.
The segregation of borrowings between current and non-current and by nature, as of 30 June 2018 and 31 December 2017 was as follows:
__________________________________________________________________________
| Jun 2018 | Dec 2017 | ||||||
|---|---|---|---|---|---|---|---|
| Current | Non-current | Total | Current | Non-current | Total | ||
| Bonds | 30,000 | 1,736,057 | 1,766,057 | 192,800 | 1,462,768 | 1,655,568 | |
| Bank Borrowings | 249,954 | 591,540 | 841,495 | 337,155 | 606,591 | 943,746 | |
| Commercial Paper | 150,000 | - | 150,000 | 70,000 | 150,000 | 220,000 | |
| Bank overdrafts (Note 14) | 7,348 | - | 7,348 | 1,009 | - | 1,009 | |
| Finance Lease | 1,282 | 1,712 | 2,994 | 1,385 | 2,176 | 3,561 | |
| 438,584 | 2,329,309 | 2,767,893 | 602,349 | 2,221,535 | 2,823,884 | ||
| Accrued interest | 26,633 | - | 26,633 | 40,085 | - | 40,085 | |
| Prepaid interest | (14,345) | (25,995) | (40,340) | (18,098) | (16,145) | (34,243) | |
| Borrowings | 450,872 | 2,303,315 | 2,754,187 | 624,336 | 2,205,390 | 2,829,726 |
| Following | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | years | Total | |
| Debt - Non current | - | 34,968 | 396,042 | 110,736 | 98,596 | 612,990 | 1,075,977 | 2,329,309 |
| Debt - Current | 92,541 | 346,043 | - | - | - | - | - | 438,584 |
| 92,541 | 381,011 | 396,042 | 110,736 | 98,596 | 612,990 | 1,075,977 | 2,767,893 |
| 30 June 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Periodicity | |||||||||
| of interest | |||||||||
| Issue date | Maturity | Inicial amount | Outstanding amount | Interest rate | payment | ||||
| 'Euro Medium Term Notes' programme emissions | |||||||||
| 'Euro Medium Term Notes' programme emissions | |||||||||
| 26/06/2009 | 26/06/2024 | TEUR 72,899 (i) (ii) | TEUR 72,899 | Fixed rate | Semi-Annual | ||||
| 16/01/2013 | 16/01/2020 | TEUR 150,000 (i) |
TEUR 60,000 | Floating rate | Quarterly | ||||
| 17/10/2013 | 16/10/2020 | TEUR 400,000 (ii) | TEUR 267,755 | Fixed rate EUR 4,75% | Annual | ||||
| 12/02/2015 | 12/02/2025 | TEUR 300,000 (ii) | TEUR 500,000 | Fixed rate EUR 2,50% | Annual | ||||
| 01/06/2016 | 01/06/2023 | TEUR 550,000 | TEUR 550,000 | Fixed rate EUR 1,75% | Annual | ||||
| 18/01/2018 | 18/01/2028 | TEUR 300,000 | TEUR 300,000 | Fixed rate EUR 1,75% | Annual |
(i) These issues correspond to private placements.
(ii) These issues have interest currency rate swaps associated
As of 30 June 2018, the Company has five commercial paper programs in the amount of 975,000 thousand Euros, of which 825,000 thousand Euros are available for utilization. Of the total amount, 530,000 thousand Euros have a subscription guarantee.
On the first half 2018, the following changes were made:
The bond issue of 162,800 thousand Euros reached its maturity during the first quarter (January 31, 2018).
Bank loans are mostly composed of loans contracted with the European Investment Bank (EIB), which at 30 June 2018 amounted to 436,818 thousand Euros (at 31 December 2017 it was 450,349 thousand Euros).
The Company has also credit facilities negotiated and not used in the amount of 91,500 thousand Euros, maturing up to one year, which are automatically renewable periodically (if they are not resigned in the contractually specified period for that purpose).
The balance of the caption Prepaid interest includes the amount of 24,078 thousand Euros (26,500 thousand Euros in 31 December 2017) related with the refinancing of bonds through an exchange offer completed in 2016.
As a result of the fair value hedge related to the debt emission in the amount of 400,000 thousand Euros (Note 13), fair value changes concerning interest rate risk were recognized directly in statement of profit and loss, in an amount of 1,151 thousand Euros (negative) (at 30 June 2017 was 5,299 thousand Euros (positive)).
The Company's financial liabilities have the following main types of covenants: Cross default, Pari Passu, Negative Pledge, Leverage ratios and Gearing (ratio of total consolidated equity to the amount of the Group's total concession assets). The Gearing ratio comfortably meets the limits defined being 74% above the minimum.
Banks loans with EIB also include covenants relating to rating and other financial ratios in which the Group may be required to provide an acceptable guarantee to the EIB in the event of verification of the ratios or rating below the stipulated levels.
REN and its subsidiaries are a part of certain financing agreements and debt issues, which include change of control clauses, typical in this type of transactions, (including, though not so expressed, changes of control as a result of takeover bids) and essential to the realization of such transactions on applicable market context. In any case, the practical application of these clauses is limited considering the legal restrictions of REN shares ownership.
Following the legal standards and usual market practices, contractual terms and free market competition, establish that neither REN nor its counterparts in borrowing agreements are authorized to disclose further information regarding the content of these financing agreements.
The financial leases minimum payments and the present value of the financial leases liabilities at 30 June 2018 and 31 December 2017 are as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Finance lease liabilities - minimum lease payments | ||
| No later than 1 year | 1,306 | 1,399 |
| Later than 1 year and no later than 5 years | 1,733 | 2,211 |
| 3,039 | 3,609 | |
| Future finance charges on finance leases | (46) | (48) |
| Present value of finance lease liabilities | 2,994 | 3,561 |
| Jun 2018 | Dec 2017 | |
| The present value of finance lease liabilities is as follows | ||
| No later than 1 year | 1,282 | 1,385 |
| Later than 1 year and no later than 5 years | 1,712 | 2,176 |
| 2,994 | 3,561 |
REN – Rede Eléctrica Nacional, S.A. grants supplementary retirement, early-retirement and survivor pensions (hereinafter referred to as pension plan), provides its retirees and pensioners with a health care plan on a similar basis to that of its serving personnel, and grants other benefits such as long service bonuses, retirement bonuses and a death grant (referred to as "Other benefits"). Long services bonuses were extended to the remaining Group companies.
As of 30 June 2018 and 31 December 2017 the Group had the following amounts recorded relating to liabilities for retirement and other benefits:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Liability on statement of financial position | ||
| Pension plan | 76,649 | 79,154 |
| Healthcare plan and other benefits | 42,917 | 42,823 |
| 119,566 | 121,977 |
During the six month period ended 30 June 2018 and 30 June 2017 the following operating expenses were recorded regarding benefit plans with employees:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Charges to the statement of profit and loss (Note 25) | ||
| Pension plan | 2,147 | 2,250 |
| Healthcare plan and other benefits | 641 | 647 |
| 2,788 | 2,897 |
The amounts reported to 30 June 2018 and 2017 result from the projection of the actuarial valuation as of 31 December 2017 and 2016, for the six month period ended 30 June 2018 and 2017, considering the estimated increase in salaries for 2018 and 2017, respectively.
The actuarial assumptions used to calculate the post-employment benefits, which are considered by the REN Group and the entity specialized in actuarial studies to be those that best meet the commitments established in the pension plan and related retirement benefit liabilities, are as follows:
| Dec 2017 | Dec 2016 | |
|---|---|---|
| Annual discount rate | 1.80% | 1.80% |
| Expected percentage of serving employees elegíble for early retirement | 20.00% | 20.00% |
| (more than 60 years of age and 36 years in service) - by Collective work agreement | ||
| Expected percentage of serving employees elegible for early retirement - by Management act | 20.00% | 20.00% |
| Rate of salary increase | 2.50% | 2.50% |
| Pension increase | 1.50% | 1.50% |
| Future increases of Social Security Pension amount | 0.80% | 0.50% |
| Inflation rate | 1.50% | 1.50% |
| Medical trend | 1.80% | 2.50% |
| Management costs (per employee/year) | €306 | €242 |
| Expenses medical trend | 1.50% | 1.50% |
| Retirement age (number of years) | 66 | 66 |
| Mortality table | TV 88/90 | TV 88/90 |
The changes in provisions in the reported periods is as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Begining balance | 9,035 | 6,955 |
| Changes in the perimeter | - | 1,389 |
| Increases | 232 | 1,385 |
| Reversing | (175) | (112) |
| Utilization | (20) | (582) |
| Ending balance | 9,071 | 9,035 |
| Non-current provision | 9,071 | 9,035 |
| 9,071 | 9,035 |
At 30 June 2018, the caption "Provisions" corresponds essentially to estimates of the payments to be made by REN resulting from legal processes in progress for damage caused to third parties and a restructuring provision amounting to 515 thousand Euros related to the ongoing restructuring process.
The caption "Trade and other payables" as of 30 June 2018 and 31 December 2017 was made up as follows:
__________________________________________________________________________
| Jun 2018 | Dec 2017 | |||||
|---|---|---|---|---|---|---|
| Current | Non current | Total | Current | Non current | Total | |
| Trade payables | ||||||
| Current suppliers | 165,500 | - | 165,500 | 220,249 | - | 220,249 |
| Other creditors | ||||||
| Other creditors | 70,768 | 52,914 | 123,682 | 45,089 | 45,951 | 91,040 |
| Tariff deviations | 69,547 | 71,464 | 141,011 | 58,624 | 51,911 | 110,534 |
| Fixed assets suppliers | 39,625 | - | 39,625 | 87,250 | - | 87,250 |
| Tax payables (i) | 29,400 | - | 29,400 | 38,485 | - | 38,485 |
| Deferred income | ||||||
| Grants related to assets | 17,873 | 260,362 | 278,235 | 18,527 | 267,099 | 285,626 |
| Accrued costs | ||||||
| Holidays and holidays subsidies | 5,126 | - | 5,126 | 5,114 | - | 5,114 |
| Trade and other payables | 397,839 | 384,741 | 782,580 | 473,337 | 364,961 | 838,298 |
(i) Tax payables refer to VAT, personnel income taxes and other taxes
The caption "Trade and other payables" includes: (i) the amount of 49,469 thousand Euros, regarding the management of CAEs from Turbogás and Tejo Energia (44,619 thousand Euros at 31 December 2017); (ii) the amount of 19,291 thousand Euros of investment projects not yet invoiced (25,080 thousand Euros at 31 December 2017); (iii) the amount of 16,365 thousand Euros (28,374 thousand Euros at 31 December 2017) from the activity of the Market Manager (MIBEL – Mercado Ibérico de Electricidade); and (iv) the amount of 8,190 thousand Euros of "CMEC – Custo para a Manutenção do Equilíbrio Contratual" to be invoiced by EDP – Gestão da Produção de Energia, S.A. (5,567 thousand Euros at 31 December 2017), also reflected in the caption "Trade receivables" (Note 12). This transaction sets a pass-through in the consolidated income statement of REN.
The caption "Other creditors" includes: (i) the amount of 25,097 thousand Euros (24,749 thousand Euros at 31 December 2017) related with the Efficiency Promotion Plan on Energy Consumption ("PPEC"), which aims to financially support initiatives that promote efficiency and reduce electricity consumption, which should be used to finance energy efficiency projects, according to the evaluation metrics defined by ERSE and (ii) the responsibility for the extraordinary contribution on the energy sector in the amount of 25,333 thousand Euros (Note 28) (at June 30, 2017 was 25,798 thousand Euros).
Sales and services rendered recognized in the consolidated statement of profit and loss is made up as follows:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Goods: | ||
| Domestic market | 34 | 15 |
| 34 | 15 | |
| Services: | ||
| Electricity transmission and overall systems management | 175,065 | 186,581 |
| Natural gas transmission | 48,629 | 59,200 |
| Natural gas distribution | 31,653 | - |
| Underground gas storage | 15,837 | 6,655 |
| Regasification | 7,775 | 14,759 |
| Telecommunications network | 3,075 | 2,518 |
| Trading | 2,235 | 2,501 |
| Others | 2,706 | 764 |
| 286,976 | 272,977 | |
| Total sales and services rendered | 287,010 | 272,992 |
As part of the concession contracts treated under IFRIC 12, the construction activity is subcontracted to specialized suppliers. Therefore the Group obtains no margin in the construction of these assets. The detail of the revenue and expenses with the acquisition of concession assets for the six month periods ended 30 June 2018 and 2017 is the following:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Revenue from construction of concession assets | ||
| Acquisitions | 30,410 | 34,667 |
| Own work capitalised : | ||
| Financial expenses (Note 5) | 877 | 1,098 |
| Overhead and management costs (Note 5) | 7,989 | 5,093 |
| 39,277 | 40,857 | |
| Cost of construction of concession assets | ||
| Acquisitions | 30,410 | 34,667 |
| 30,410 | 34,667 |
The caption "Other operating income" is made up as follows:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Recognition of investment subsidies in profit and loss | 8,992 | 9,038 |
| Underground occupancy tax | 3,808 | - |
| Supplementary income | 1,234 | 658 |
| Disposal of unused materials | 1,228 | 1,895 |
| Others | 299 | 2,021 |
| 15,561 | 13,611 |
The caption "External supplies and services" for the six month periods ended 30 June 2018 and 2017 is made up as follows:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Fees relating to external entities i) | 7,703 | 5,654 |
| Maintenance costs | 3,407 | 2,729 |
| Electric energy costs | 2,940 | 3,052 |
| Gas transport subcontracts | 1,749 | 1,132 |
| Insurance costs | 1,382 | 1,586 |
| Cross border interconnection costs ii) | 1,291 | 2,311 |
| Security and surveillance | 985 | 835 |
| Travel and transportation costs | 607 | 524 |
| Advertising and communication costs | 427 | 419 |
| Other | 1,686 | 2,009 |
| External supplies and services | 22,176 | 20,252 |
Personnel costs are made up as follows:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Remuneration: | ||
| Board of directors | 1,387 | 1,220 |
| Personnel | 18,070 | 16,120 |
| 19,457 | 17,339 | |
| Social charges and other expenses: | ||
| Social security costs | 3,913 | 3,570 |
| Post-employement and other benefits cost (Note 18) | 2,788 | 2,897 |
| Social support costs | 1,013 | 61 |
| Other | 82 | 931 |
| 7,796 | 7,460 | |
| Total personnel costs | 27,253 | 24,800 |
The Corporate bodies' remuneration includes remunerations paid to the Board of Directors as well as the General Shareholders meeting attendance.
Other operating costs are made up as follows:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| ERSE operating costs i) | 5,107 | 4,866 |
| Underground occupancy tax | 3,761 | - |
| Donations and quotizations | 924 | 912 |
| Taxes | 577 | 486 |
| Others | 371 | 867 |
| 10,740 | 7,131 |
i) The caption "ERSE operating costs" corresponds to ERSE's operating costs, to be recovered through electricity and gas tariffs.
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Financial costs | ||
| Interest on bonds issued | 29,852 | 24,984 |
| Other borrowing interests | 4,702 | 7,378 |
| Interest on commercial paper issued | 1,755 | 2,126 |
| Derivative financial instruments | 690 | 563 |
| Other financing expenditure | 649 | 1,665 |
| 37,648 | 36,716 | |
| Financial income | ||
| Derivative financial instruments | 4,786 | 1,972 |
| Other financial investments | 188 | 1,561 |
| Interest income | 1 | 356 |
| 4,975 | 3,889 |
Financial costs and financial income are made up as follows:
Law No. 83-C / 2013 of 31 December introduced a specific contribution of entities operating in the energy sector, called Extraordinary Contribution over the Energy Sector ("ECES"), that was extended by Law 114 / 2017 , of 29 December, for the year 2018.
The regime introduced is aimed at financing mechanisms that promote systemic sustainability of the sector through the setting up of a fund with the main objective of reducing the tariff deficit. The entities subject to this regime are, among others, entities that are dealers of transport activities or distribution of electricity and natural gas.
The calculation of the CESE is levied on the value of the assets with reference to the first day of the financial year 2018 (1 January 2018) that include cumulatively, the tangible fixed assets, intangible assets, with the exception of industrial property elements, and financial assets related with regulated activities. In the case of regulated activities, the CESE is levied on the value of regulated assets (i.e. the amount recognized by ERSE in the calculation of the allowed income with reference to 1 January 2018) if it is greater than the value of those assets, over which the rate of 0.85% is applied.
To the extent that it is a present obligation whose facts originating already occurred, with timing and amounts certain or ascertainable, REN recorded liabilities in the amount of 25,333 thousand Euros (Note 20) (for the six months period ended 30 June 2017 was 25,798 thousand Euros) against a cost in the statement of profit and loss.
__________________________________________________________________________
Earnings per share were calculated as follows:
| Jun 2018 | Jun 2017 | ||
|---|---|---|---|
| Consolidated net profit used to calculate earnings per share | (1) | 52,823 | 52,965 |
| Number of ordinary shares outstanding during the period (note 15) | (2) | 667,191,262 | 534,000,000 |
| Effect of treasury shares (note 15) (average number of shares) | 3,881,374 | 3,881,374 | |
| Number of shares in the period | (3) | 663,309,888 | 530,118,626 |
| Basic earnings per share (euro per share) | (1)/(3) | 0.08 | 0.10 |
The basic earnings per share are the same as the diluted earnings as there are no situations that could origin dilution effects.
During the Shareholders General Assembly meeting held on 3 May 2018, the Shareholders approved the distribution of dividends, with respect to the Net profit of 2017, in the amount of 114,090 thousand Euros (0.171 Euros per share). The dividends attributable to own shares amounted to 664 thousand Euros, being paid to the shareholders a total amount of 113,426 thousand of Euros.
Tejo Energia - Produção e Distribuição de Energia Eléctrica, SA initiated a litigation procedure against REN - Rede Eléctrica Nacional, SA ("REN Eléctrica") and REN Trading SA ("REN Trading") for the right to be considered paid the costs incurred with the financing of the social tariff.
This procedure is foreseen in the CAE dispute settlement procedure, dated 24 November 1993 (amended later). According to this CAE, Tejo Energia acts as producer and seller and REN Trading as purchaser of the energy produced at the coal-fired power plant controlled by Tejo Energia in Pego, Portugal. REN Eléctrica is jointly and severally liable with REN Trading, regarding the execution of the CAE with Tejo Energia. Tejo Energia claims that there is an obligation of REN Trading (and jointly by REN Eléctrica) to reimburse Tejo Energia for the payments made by it related to the social tariff. The amount in question at June 30, 2018 corresponds to approximately 10,315 thousand Euros, plus interest.
| Beneficiary | Jun 2018 | Dec 2017 | |
|---|---|---|---|
| European Investment Bank (EIB) | To guarantee loans | 253,624 | 262,915 |
| General Directorate of Energy and Geology | To guarantee compliance with the contract relating to the public service concession | 23,032 | 20,500 |
| Judge of District Court | Guarantee for expropriation processes | 10,707 | 10,707 |
| Judge of District Court | Guarantee for expropriation processes | 5,549 | 5,549 |
| Tax Authority and Customs | Ensure the suspension of tax enforcement proceedings | 3,727 | 2,817 |
| Municipal Council of Seixal | Guarantee for litigation | 2,777 | 2,777 |
| Portuguese State | Guarantee for litigation | 2,000 | 2,000 |
| Municipal Council of Maia | Guarantee for litigation | 1,564 | 1,562 |
| Municipal Council of Odivelas | Guarantee for litigation | 1,119 | 1,119 |
| Municipal Council of Matosinhos | Guarantee for litigation | - | 822 |
| Municipal Council of Matosinhos | Guarantee for litigation | - | 817 |
| Municipal Council of Porto | Guarantee for litigation | 368 | 385 |
| Municipal Council of Silves | Guarantee for expropriation processes | 352 | 352 |
| NORSCUT - Concessionária de Auto-estradas | To guarantee prompt payment of liabilities assumed by REN in the contract ceding utilization | 200 | 200 |
| European Union | To comply with the contractual requirements on a financing agreement | 177 | 177 |
| EP - Estradas de Portugal | Guarantee for litigation | 100 | 158 |
| Direction Roads of Braga | Guarantee for litigation | - | 100 |
| Others (loss then 100 thousand Euros) | Guarantee for litigation | 325 | 232 |
| 305,623 | 313,190 |
| As of 30 June | 2018 and | 31 December 2017 | the REN Group had given the following | guarantees: | |||
|---|---|---|---|---|---|---|---|
As of 30 June 2018 and 31 December 2017, the shareholder structure of Group REN was as follows:
__________________________________________________________________________
| Jun 2018 | Dec 2017 | |||
|---|---|---|---|---|
| Number of | Number of | |||
| shares | % | shares | % | |
| State Grid Europe Limited (Grupo State Grid) | 166,797,815 | 25.0% | 166,797,815 | 25.0% |
| Mazoon B.V. (Grupo Oman Oil Company S.A.O.C.) | 80,100,000 | 12.0% | 80,100,000 | 12.0% |
| Lazard Asset Management LLC | 46,570,562 | 7.0% | 45,034,126 | 6.7% |
| Fidelidade - Companhia de Seguros, S.A. | 35,496,424 | 5.3% | 35,496,424 | 5.3% |
| Red Eléctrica Internacional, S.A.U. | 33,359,563 | 5.0% | 33,359,563 | 5.0% |
| The Capital Group Companies, Inc. | 31,691,585 | 4.8% | 31,691,585 | 4.8% |
| Great-West Lifeco, Inc. | 13,719,885 | 2.1% | 13,719,885 | 2.1% |
| Own shares | 3,881,374 | 0.6% | 3,881,374 | 0.6% |
| Others | 255,574,054 | 38.3% | 257,110,490 | 38.5% |
| 667,191,262 | 100% | 667,191,262 | 100% |
The Board of Directors of REN, SGPS was considered, in accordance with IAS 24, to be the only key members in the Management of the Group.
Remuneration of the Board of Directors of REN, SGPS in the three month period ended 30 June 2018 amounted to 1,163 thousand Euros (1,220 thousand Euros on 30 June 2017), as shown in the following table:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Remuneration and other short term benefits | 735 | 792 |
| Management bonuses (estimate) | 428 | 428 |
| 1,163 | 1,220 |
During the first half of 2018, REN was informed of the purchase transaction of 5.000 shares in financial instruments by the Chairman of the Audit Committee and member of the Board of Directors of REN, Manuel Ramos de Sousa Sebastião.
In its activity, REN maintains transactions with Group entities or with dominated parties. The terms in which these transactions are held are substantially identical to those practiced between independent parties in similar operations.
In the consolidation process the amounts related to such transactions or open balances are eliminated in the consolidated financial statements.
The main transactions held between Group companies were: (i) borrowings and shareholders loans; and (ii) shared services namely, legal services, administrative services and informatics.
Balances and transactions held with shareholders, associates and other related parties REN Group carried out the following transactions with reference shareholders, qualified shareholders and related parties:
| Jun 2018 | Jun 2017 | |
|---|---|---|
| Sales and services provided | ||
| Invoicing issued- OMIP | 29 | 44 |
| Invoicing issued - CHINA ELECTRIC POWER RESEARCH INSTITUTE | - | 90 |
| Invoicing issued - REE | 905 | 1,171 |
| Invoicing issued - Centro de Investigação em Energia REN - State Grid | 83 | 64 |
| Dividends received | ||
| REE | 3,595 | 3,360 |
| 4,612 | 4,729 |
| Jun 2018 | Jun 2017 | |
|---|---|---|
| External supplies and services | ||
| Invoicing received - REE | 3,425 | 6,264 |
| Invoicing received - Centro de Investigação em Energia REN - State Grid | 1 | - |
| Invoicing received - CMS Rui Pena & Arnaut1 | 84 | 85 |
| 3,510 | 6,349 |
1 Entity related to the Administrator José Luis Arnaut
As of 30 June 2018 and 31 December 2017 the balances resulting from transactions with related parties were as follows:
| Jun 2018 | Dec 2017 | |
|---|---|---|
| Trade and other receivables | ||
| OMIP - Other receivables | 8 | - |
| Oman Oil - Other receivables | 1 | 1 |
| Centro de Investigação em Energia REN - State Grid - Other receivables | 10 | 25 |
| REE - Trade receivables | 52 | 19 |
| 71 | 45 | |
| Trade and other payables | ||
| Centro de Investigação em Energia REN - State Grid - Other payables | 1 | 171 |
| REE - Trade payables | 689 | 871 |
| CMS - Rui Pena & Arnaut - Trade payables 1 | 2 | 40 |
| 692 | 1,082 |
1 Entity related to the Administrator José Luis Arnaut
At July 2, 2018, REN – Redes Energéticas Nacionais, SGPS, S.A. informs the market and the public that, at that date, its subsidiary REN Portgás Distribuição, S.A. entered into a share purchase agreement to sell, also on the present date, the shares representing the entire share capital of REN Portgás GPL, S.A. to ENERGYCO II, S.A..
The transaction has an estimated impact of, approximately, 4,000 thousand Euros in the consolidated financial statements of REN Group and that the price received for the sale of the shares representing the entire share capital of REN Portgás GPL, S.A. to ENERGYCO II, S.A. corresponds to 4,000 thousand Euros of proceeds.
REN's strategy is focused on regulated businesses and therefore decided to sell the liquefied petroleum gas (LPG) business that was acquired in 2017 with the acquisition of EDP Gás.
These consolidated financial statements are a translation of financial statements originally issued in Portuguese in accordance with IAS 34 – Interim Financial Reporting. In the event of discrepancies, the Portuguese language version prevails.
Pedro Mateus
Rodrigo Costa (Chairman of the Board of Directors and Chief Executive Officer)
João Faria Conceição (Member of the Board of Directors and Chief Operational Officer)
Gonçalo Morais Soares (Member of the Board of Directors and Chief Financial Officer)
Guangchao Zhu (Vice-President of the Board of Directors designated by State Grid International Development Limited)
Mengrong Cheng (Member of the Board of Directors) Jorge Magalhães Correia (Member of the Board of Directors)
__________________________________________________________________________
Manuel Sebastião (Member of the Board of Directors and Chairman of the Audit Committee)
Gonçalo Gil Mata (Member of the Board of Directors and of the Audit Committee)
Maria Estela Barbot (Member of the Board of Directors and of the Audit Committee)
José Luis Arnaut (Member of the Board of Directors)
Li Lequan (Member of the Board of Directors)
Omar Al Wahaibi (Member of the Board of Directors) Manuela Veloso (Member of the Board of Directors)
Note – The remaining pages of this Report & Accounts were initialled by the members of the Executive Committee and by the Certified Accountant, Pedro Mateus.
In accordance with and for the purposes of article 246 (1) (c) of the Portuguese Securities Code, each one of the members of the Board of Directors of REN – Redes Energéticas Nacionais, SGPS, S.A., nominally identified below, has underwritten the declaration transcribed hereafter 1 :
"I hereby declare, pursuant to and for the purposes specified in Article 246, No. 1, paragraph c) of the Portuguese Securities Code, to the best of my knowledge, and serving as and in the scope of the functions that I am entrusted with, based on the information made available to me, that the consolidated financial statements have been prepared in accordance with the applicable accounting standards, thus providing a true and fair view of the assets and liabilities, financial position and results of REN – Redes Energéticas Nacionais, SGPS, S.A. and of the companies included in its scope of consolidation, and that the management report relating to the first semester of 2018 faithfully describes the evolution of the business, the performance and position of those companies, also containing a description of the main future risks and uncertainties.
Lisbon, 26th July 2018"
Rodrigo Costa (Chaiman of the Board of Directors and President of the Executive Committee)
João Faria Conceição (Member of the Board of Directors and of the Executive Committee)
Gonçalo Morais Soares (Member of the Board of Directors and of the Executive Committee)
Guangchao Zhu (Vice-President of the Board of Directors designated by State Grid International Development Limited)
Mengrong Cheng (Member of the Board of Directors)
Li Lequan (Member of the Board of Directors)
Omar Al-Wahaibi (Member of the Board of Directors)
Jorge Magalhães Correia (Member of the Board of Directors)
Manuel Sebastião (Member of the Board of Directors and President of the Audit Committee)
Gonçalo Gil Mata (Member of the Board of Directors of the Audit Committee)
Maria Estela Barbot (Member of the Board of Directors and of the Audit Committee)
José Luis Arnaut (Member of the Board of Directors)
Manuela Veloso (Member of the Board of Directors)
___________________________
1 The original of the mentioned individual statements are available, for consultation, at the Company's head office.
__________________________________________________________________________
| List of Holders of Qualified Shareholdings | No of Shares | Capital | Voting Rights (%) |
|---|---|---|---|
| (at 30.06.2018) | (%) | ||
| State Grid Corporation of China | 166,797,8151 | 25.0% | 25.00% |
| Oman Oil Company SAOC | 80,100,0002 | 12.0% | 12.00% |
| Fidelidade – Companhia de Seguros, S.A. | 35,496,4243 | 5.3% | 5.31% |
| Red Eléctrica Corporación, S.A. | 33,359,5634 | 5.0% | 5.00% |
| The Capital Group Companies, Inc. | 25,365,0005 | 4.7% | 4.75% |
| Great-West Lifeco, Inc. | 10,980,9876 | 2.0% | 2.06% |
| Lazard Asset Management LLC | 36,043,9727 | 5,4% | 5.40% |
Therefore, pursuant to article 20 of the Portuguese Securities Code, as of 30 June 2018 and following the information provided by the shareholders and/or by the directors, the qualifying holdings of shareholders to which voting rights corresponding to, at least, 2% of the voting rights inherent to REN's share capital were attributable, are as follows:
| Nr. of Shares | % Voting rights | |
|---|---|---|
| State Grid Corporation of China (through State Grid Europe Limited) | 166,797,815 | 25.00% |
| Oman Oil Company SAOC (through Mazoon B.V.) | 80,100,000 | 12.00% |
| Fidelidade – Companhia de Seguros, S.A. (comprises 119,889 shares held by Via Directa, 37,537 shares held by CPR, 98,732 shares held by Fidelidade Assistência and 63,470 shares held by Multicare) |
35,496,424 | 5.31% |
| Red Eléctrica Corporatión, S.A. (through Red Eléctrica Internacional, S.A.U.) | 33,359,563 | 5.00% |
| The Capital Group Companies, Inc. (comprises 5,280,000 through accounts under the discretionary management of fund management companies in a controlling or group relationship with The Capital Group Companies, Inc., and includes 20,085,000 shares held through SMALLCAP World Fund, Inc.) |
25,365,000 | 4.75% |
| Great-West Lifeco, Inc. (comprises 82 shares held through PanAgora Asset Management, Inc., 10,740,000 shares held through collective investment entities managed by Setanta Asset Management Limited, 218,618 shares held through collective investment entities managed by GLC Asset Management Group Ltd., and 22,223 shares held by the sub-fund Indexed World Small Cap Equity, sub-fund of Beresfird Funds plc, managed by Irish Investment Managers Limited. |
10,980,987 | 2.06% |
| Lazard Asset Management LLC (shares held for clients, and attributable to Lazard as it has agreed to exercise the voting rights on their behalf) |
36,043,972 | 5.40% |
1 Through State Grid Europe Limited (SGEL), which is controlled by State Grid International Development Limited (SGID), which is controlled by State Grid Corporation of China.
2 Through Mazoon B.V., which is controlled by Oman Oil Holding Europe B.V. wich is controlled by Oman Oil Company SAOC.
3These qualified shareholdings of Fidelidade – Companhia de Seguros, S.A. (Fidelidade) comprise (i) 35,176,796 shares held directly by Fidelidade, (ii) 119,889 shares held by Via Direta – Companhia de Seguros, S.A. (Via Direta), (iii) 37,537 shares held by CPR – Companhia Portuguesa de Resseguros, S.A. (CPR), companies wholly owned by Fidelidade, (iv) 98,732 shares held by Fidelidade Assistência – Companhia de Segruros, S.A. (Fidelidade Assistência) and (v) 63,470 shares held by Multicare – Seguros de Saúde, S.A. (Multicare) which are controlled by the common shareholder LongRun Portugal, SGPS, SA (Longrun). 84.98% of the share capital and voting rights of Fidelidade are held by LongRun, which is in turn wholly owned by Millennium Gain Limited, which is 100% owned by Fosun Financial Holdings Limited, which is in turn wholly owned by Fosun International Limited, companies to which the abovementioned holdings are attributable.
| Board of Directors | Acquisitions | Encumbrances | Disposals | Nr. of shares at 30.06.2018 |
|
|---|---|---|---|---|---|
| Rodrigo Costa | - | - | - | 0 (zero) | |
| Executive Committee | João Faria Conceição | - | - | - | 500 |
| Gonçalo Morais Soares | - | - | - | 0 (zero) | |
| Guangchao Zhu – designated by State Grid International Development Limited |
- | - | - | 0 (zero) | |
| Mengrong Cheng | - | - | - | 0 (zero) | |
| Li Lequan | - | - | - | 0 (zero) | |
| Omar Al-Wahaibi | - | - | - | 0 (zero) | |
| Jorge Magalhães Correia | - | - | - | 35,496,4248 | |
| Manuel Sebastião | - | - | - | 35,000 | |
| Audit Committee | Gonçalo Gil Mata | - | - | - | 0 (zero) |
| Maria Estela Barbot | - | - | - | 0 (zero) | |
| José Luís Arnaut | - | - | - | 7,5879 | |
| Manuela Veloso | - | - | - | 0 (zero) |
At 30th June 2018, the members of REN's management and supervisory bodies held the following bonds issued by REN:
| Board of Directors | Acquisitions | Encumbrances | Disposals | Nr. of bonds at 30.06.2018 |
|---|---|---|---|---|
| Jorge Magalhães Correia | - | - | - | 1,200,00010 |
8 Corresponding to shares attributable to Fidelidade Companhia de Seguros, S.A., which are attributable to him pursuant to Article 447 of the Portuguese Companies Code, due to the exercising of the duties of Vice-President of the Board of Directors and CEO of that company.
9 Helds 480 shares in his own name and 7,107 shares through the company Platinumdetail – Consultoria e Investimentos, Lda., company where he holds the majority of the capital and is a manager.
10 Corresponding to the bonds held by Fidelidade – Companhia de Seguros, S.A., due to the exercising of the duties of Vice-President of the Board of Directors and CEO of that company.
During the 1st semester of 2018, REN was informed of the following transactions performed during the period to which this report relates regarding REN's shares and bonds, which are relevant for the purposes of article 14 of CMVM's Regulation 5/2008 and of article 447 of the Portuguese Securities Code:
__________________________________________________________________________
Manuel Sebastião, member of the Board of Directors and Chairman of the Audit Committee of REN, informed on the transaction of REN's shares:
| Type of transaction | Place | Amount | Price | Transaction date |
|---|---|---|---|---|
| Acquisition | Euronext Lisbon | 5,000 | 2.33 | 30-05-2018 |
__________________________________________________________________________
(regarding the six month period ended 30th June 2018)
(Translation of a report originally issued in Portuguese)
Within the scope of the responsibilities attributed, the Audit Committee, during the first semester of 2018, accompanied the development of the activity of REN – Redes Energéticas Nacionais, S.G.P.S., S.A. and its participated companies, ensured compliance with the law, regulations and articles of association, oversaw the fulfillment of the accounting policies and practices and supervised the process of preparation and disclosure of the financial information, the effectiveness of the internal control systems, the management of risk and also the independence and activity of the Statutory Auditor and the External Auditor.
The Audit Committee examined the consolidated financial information included in the section Financial Performance and the condensed consolidated financial statements for the half year ended June 30, 2018 of REN – Redes Energéticas Nacionais, S.G.P.S., S.A., which comprise the Consolidated Statement of Financial Position (that reflects total assets of 5,186,907 thousand Euros and total equity of 1,376,948 thousand Euros, including a consolidated net profit of 52,823 thousand Euros), the Consolidated Statements of Profit and Loss, Comprehensive Income, Changes in Equity and Cash Flows for the half year then ended and the corresponding Notes.
The Audit Committee also examined and agreed with the Limited Review Report on the above mentioned consolidated half year information prepared by the Statutory Auditor and by the External Auditor.
In the light of the above, the Audit Committee is of the opinion that consolidated financial information for the half year ended on June 30, 2018, is in accordance with the applicable accounting, legal and articles of association provisions.
Lisbon, 26th July 2018
Manuel Sebastião
Gonçalo Gil Mata
Maria Estela Barbot
At REN we are happy to pursue a policy of facilitating direct access to the Group's corporate bodies. Feel free to contact us at the following addresses/numbers/emails:
__________________________________________________________________________
Ana Fernandes – Head of Office [email protected]
Alexandra Martins [email protected]
Telma Mendes [email protected]
REN - Redes Energéticas Nacionais, SGPS, S.A. Investor Relations Office Avenida dos Estados Unidos da América, 55 1749-061 LISBOA – Portugal Telephone: +351 21 001 35 46 Telefax: +351 21 001 31 50 E-mail: [email protected]
Margarida Ferreirinha [email protected]
REN - Redes Energéticas Nacionais, SGPS, S.A. Communication and Sustainability Avenida dos Estados Unidos da América, 55 1749-061 LISBOA - Portugal Telephone: +351 21 001 35 00 Telefax: +351 21 001 31 50 E-mail: [email protected]
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