Quarterly Report • Jun 26, 2023
Quarterly Report
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31 March 2023
REN – Redes Energéticas Nacionais, SGPS, S.A.
| 1. | FINANCIAL PERFORMANCE | 3 | |
|---|---|---|---|
| 1.1 1.2 |
RESULTS FOR THE FIRST 3 MONTHS OF 2023 AVERAGE RAB AND CAPEX |
3 7 |
|
| 2. | CONSOLIDATED FINANCIAL STATEMENTS | 8 | |
| 3. | NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 MARCH 2023 | 13 | |
| 1 | GENERAL INFORMATION | 13 | |
| 2 | BASIS OF PRESENTATION | 16 | |
| 3 | MAIN ACCOUNTING POLICIES | 16 | |
| 4 | SEGMENT REPORTING | 17 | |
| 5 | TANGIBLE AND INTANGIBLE ASSETS | 20 | |
| 6 | GOODWILL | 23 | |
| 7 | INVESTMENTS IN ASSOCIATES AND JOIN VENTURES | 23 | |
| 8 | INCOME TAX | 25 | |
| 9 | FINANCIAL ASSETS AND LIABILITIES | 29 | |
| 10 | INVESTMENTS IN EQUITY INSTRUMENTS AT FAIR VALUE THROUGH OTHER | ||
| COMPREHENSIVE INCOME | 31 | ||
| 11 | TRADE AND OTHER RECEIVABLES | 32 | |
| 12 | DERIVATIVE FINANCIAL INSTRUMENTS | 33 | |
| 13 | CASH AND CASH EQUIVALENTS | 38 | |
| 14 | EQUITY INSTRUMENTS | 39 | |
| 15 | RESERVES AND RETAINED EARNINGS | 39 | |
| 16 17 |
BORROWINGS POS-EMPLOYMENT BENEFITS AND OTHERS BENEFITS |
40 42 |
|
| 18 | PROVISIONS FOR OTHER RISKS AND CHARGES | 43 | |
| 19 | TRADE AND OTHER PAYABLES | 44 | |
| 20 | SALES AND SERVICES RENDERED | 45 | |
| 21 | REVENUE AND COSTS FOR CONSTRUCTION ACTIVITIES | 45 | |
| 22 | OTHER OPERATING INCOME | 46 | |
| 23 | EXTERNAL SUPPLIES AND SERVICES | 46 | |
| 24 | PERSONNEL COSTS | 46 | |
| 25 | OTHER OPERATING COSTS | 47 | |
| 26 | FINANCIAL COSTS AND FINANCIAL INCOME | 47 | |
| 27 | EXTRAORDINARY CONTRIBUTION OVER THE ENERGY SECTOR | 47 | |
| 28 | EARNINGS PER SHARE | 48 | |
| 29 | DIVIDENDS PER SHARE | 48 | |
| 30 | CONTINGENT ASSETS AND LIABILITIES | 48 | |
| 31 | RELATED PARTIES | 49 | |
| 32 | DECREE-LAW NO. 84-D/2022 – TRANSITORY GAS PRICE STABILIZATION REGIME51 | ||
| 33 | SUBSEQUENT EVENTS | 52 | |
| 34 | EXPLANATION ADDED FOR TRANSLATION | 52 | |
In the first 3 months of 2023, net income reached 12.8 million Euros, a 6.8 million Euros increase (+114.6%) over the same period of the previous year. Net income increased reflecting mainly the increase of 13.5 million Euros in the Group EBITDA (+12.8 million Euros in EBIT), despite the decrease of 3.5 million Euros in financial results (-37.1%).
Similarly to the previous years, the results for 2023 reflect the continuation of the Extraordinary Levy on the Energy Sector (28.1 million Euros in 2022 and 28.0 million Euros in 20221 ).
Investment was 45.9 million Euros, a 68.0% y.o.y increase (+18.6 million Euros) and transfers to RAB increased 4.3 million Euros (+106.4%) to 8.3 million Euros. Average RAB decreased by 69.2 million Euros (-1.9%), to 3,549.4 million Euros.
The average cost of debt was 2.4%, an increase of 0.8 p.p. over the previous year, and net debt reached 2,191.5 million Euros, a 4.4% increase (+92.8 million Euros) over the same period of the previous year driven by the evolution of REN Trading's tariff deviations. Excluding the effect of tariff deviations, net debt decreased 2.1%.
| MAIN INDICATORS (MILLIONS OF EUROS) |
March 2023 |
March 2022 |
VAR.% |
|---|---|---|---|
| EBITDA | 131.9 | 118.4 | 11.4% |
| Financial results2 | -12.9 | -9.4 | -37.1% |
| Net income1 | 12.8 | 6.0 | 114.6% |
| Recurrent net income | 40.9 | 34.0 | 20.3% |
| Total Capex | 45.9 | 27.3 | 68.0% |
| Transfers to RAB3 (at historic costs) | 8.3 | 4.0 | 106.4% |
| Average RAB (at reference costs) | 3,549.4 | 3,618.6 | -1.9% |
| Net debt | 2,191.5 | 2,098.7 | 4.4% |
| Net debt (without tariff deviations) | 2,432.1 | 2,484.9 | -2.1% |
| Average cost of debt | 2.4% | 1.6% | 0.8p.p. |
2 The net costs of 0.1 million Euros in March 2023 and 0.2 million Euros in March 2022 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).
_____________________________________
1 The full amount of the levy was recorded in the 1st quarter of 2023 and 2022, according to the Portuguese Securities Market Commission (CMVM) recommendations.
EBITDA for the domestic business reached 125.5 million Euros in the first 3 months of 2023, a 10.4% (+11.8 million Euros) increase over the same period of the previous year.
| EBITDA - TRANSMISSION (MILLIONS OF EUROS) |
March 2023 |
March 2022 |
VAR.% |
|---|---|---|---|
| 1) Revenues from assets | 51.4 | 47.1 | 9.1% |
| RAB remuneration1 | 20.3 | 17.1 | 19.0% |
| Lease revenues from hydro protection zone | 0.2 | 0.2 | -1.4% |
| Incentive for improvement of the TSO's technical performance |
2.5 | 1.9 | 33.3% |
| Recovery of amortizations (net of investment subsidies)1 |
23.9 | 23.5 | 1.7% |
| Amortization of investment subsidies | 4.5 | 4.5 | 0.2% |
| 2) Revenues from Totex | 70.7 | 66.6 | 6.1% |
| 3) Revenues from Opex | 37.3 | 28.8 | 29.4% |
| 4) Other revenues | 3.4 | 3.5 | -4.3% |
| 5) Own works (capitalised in investment) | 5.9 | 4.8 | 22.2% |
| 6) Earnings on Construction (excl. own works) – Concession assets |
39.5 | 22.3 | 77.5% |
| 7) OPEX | 43.0 | 37.1 | 15.9% |
| Personnel costs1 | 14.9 | 13.9 | 7.5% |
| External costs | 28.1 | 23.2 | 20.9% |
| 8) Construction costs – Concession assets | 39.5 | 22.3 | 77.5% |
| 9) Provisions/ (reversal) | 0.0 | 0.0 | n.m. |
| 10) Impairments | 0.1 | 0.1 | 0.0% |
| 11) EBITDA (1+2+3+4+5+6-7-8-9-10) | 125.5 | 113.6 | 10.4% |
1 Includes training and seminars costs.
The increase in EBITDA resulted mainly from:
These effects were partially offset by the increase of 5.9 million Euros in Opex, of which 8.0 million Euros in pass-through costs as previously mentioned (costs not controllable by REN and fully recovered in the regulated tariff). Excluding pass-through costs, the Group domestic Core Opex decreased 2.1 million Euros, driven by the decrease in electricity costs in the LNG Terminal.
With respect to domestic business, it is also important to note that the natural gas distribution business contributed with EBITDA of 13.0 million Euros.
The EBITDA for international businesses reached 6.4 million Euros in the first 3 months of 2023, a 1.7 million Euros (+35.8%) increase over the same period of the previous year, resulting mainly from:
| EBITDA - INTERNATIONAL (MILLIONS OF EUROS) |
March 2023 |
March 2022 |
VAR.% |
|---|---|---|---|
| 1) Revenues from the Transmission of Electrical Power | 3.8 | 3.0 | 25.9% |
| 2) Other revenues | 3.8 | 2.3 | 61.0% |
| 3) Own works (capitalized in investment) | 0.1 | 0.1 | 85.0% |
| 4) OPEX | 1.3 | 0.7 | 81.7% |
| Personnel costs3 | 0.2 | 0.2 | 39.9% |
| External costs | 1.1 | 0.5 | 94.3% |
| 5) EBITDA (1+2+3-4) | 6.4 | 4.7 | 35.8% |
2 Excludes Electricity Transmission activity (TEE). Includes TEE assets accepted by the regulator as extra Totex model
3 Includes costs with training.
Overall, the Group's net income for the first 3 months of 2023 reached 12.8 million Euros, a 6.8 million Euros y.o.y. increase (+114.6%).
This increase reflect mostly the following effects:
Excluding non-recurring items, Net Income for the first 3 months of 2023 increased 6.9 million Euros (+20.3%). Non-recurring items considered in the first 3 months of 2023 and 2022 are as follows:
| NET INCOME | March | March | |
|---|---|---|---|
| (MILLIONS OF EUROS) | 2023 | 2022 | VAR.% |
| EBITDA | 131.9 | 118.4 | 11.4% |
| Depreciations and amortizations | 62.8 | 62.1 | 1.2% |
| Financial results | -12.9 | -9.4 | -37.1% |
| Income tax expenses | 15.2 | 12.9 | 18.5% |
| Extraordinary levy on the energy sector 4 | 28.1 | 28.0 | 0.3% |
| Net income | 12.8 | 6.0 | 114.6% |
| Non-recurring items | 28.1 | 28.0 | 0.3% |
| Recurrent net income | 40.9 | 34.0 | 20.3% |
4 The full amount of the levy was recorded in the 1st quarter of 2023 and 2022, according to the Portuguese securities market commission (CMVM) recommendations.
In the first 3 months of 2023, Capex reached 45.9 million Euros, a 68.0% y.o.y. increase (+18.6 million Euros), and transfers to RAB increased 4.3 million Euros (+106.4%) to 8.3 million Euros.
In electricity, investment was 35.3 million Euros, a 60.5% increase (13.3 million Euros) over the same period of 2022, and Transfers to RAB were 2.3 million Euros, a y.o.y. increase of 1.9 million Euros. It should be highlighted the investments in the 400kV Ourique - Tavira connection (6.6 million Euros), the opening of the 400/220/60 kV Sobrado substation (3.2 million Euros), and the 400kV Ferreira do Alentejo – Ourique connection (2.3 million Euros).
In natural gas transmission, investment reached 4.8 million Euros, an increase of 3.6 million Euros, and Transfers to RAB were 0.2 million Euros.
In natural gas distribution, investment was 5.3 million Euros, 34% for new supply points and 56% with the expansion of the distribution network, and transfers to RAB increased 2.1 million Euros (+58.3%) to 5.7 million Euros.
Average RAB was 3,549.4 million Euros, a 69.2 million Euros (-1.9%) y.o.y decrease. In electricity, the average RAB (excluding lands) reached 2,030.8 million Euros (-23.3 million Euros, -1.1%), of which 980.8 million Euros in assets remunerated at a premium rate of return, while lands reached 185.6 million Euros (-12.3 million Euros, -6.2%). In natural gas transmission, the average RAB was 844.9 million Euros (-45.5 million Euros, -5.1%), while in natural gas distribution the average RAB reached 488.0 million Euros (+11.9 million Euros, +2.5%).
(Amounts expressed in thousands of Euros – tEuros) (Translation of statements of financial position originally issued in Portuguese - Note 34)
| Notes | Mar 2023 | Dec 2022 | |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Property, plant and equipment | 5 | 133,809 | 127,816 |
| Intangible assets | 5 | 4,064,225 | 4,077,471 |
| Goodwill | 6 | 4,533 | 4,515 |
| Investments in associates and joint ventures | 7 | 181,379 | 180,770 |
| Investments in equity instruments at fair value through other comprehensive income | 9 and 10 | 145,390 | 145,715 |
| Derivative financial instruments | 9 and 12 | 76,049 | 80,564 |
| Other financial assets | 9 | 192 | 179 |
| Trade and other receivables | 9 and 11 | 198,821 | 55,666 |
| Deferred tax assets | 8 | 63,221 | 69,803 |
| 4,867,619 | 4,742,499 | ||
| Current assets | |||
| Inventories | 5,103 | 5,134 | |
| Trade and other receivables | 9 and 11 | 400,753 | 327,764 |
| Current income tax recoverable | 8 and 9 | 4,150 | 10,671 |
| Derivative financial instruments | 9 and 12 | - | 236 |
| Asset related to the transitional gas price stabilization regime - Decree-Law 84-D/2022 | 32 | 946,898 | 1,000,000 |
| Cash and cash equivalents | 9 and 13 | 201,320 | 365,292 |
| 1,558,225 | 1,709,097 | ||
| Total assets | 4 | 6,425,844 | 6,451,596 |
| EQUITY | |||
| Shareholders' equity | |||
| Share capital | 14 | 667,191 | 667,191 |
| Own shares | 14 | (10,728) | (10,728) |
| Share premium | 116,809 | 116,809 | |
| Reserves | 15 | 397,210 | 396,065 |
| Retained earnings | 354,795 | 241,987 | |
| Other changes in equity | (5,561) | (5,561) | |
| Net profit for the period | 12,785 | 111,771 | |
| Total equity | 1,532,502 | 1,517,534 | |
| LIABILITIES | |||
| Non-current liabilities | |||
| Borrowings | 9 and 16 | 1,689,580 | 1,695,362 |
| Liability for retirement benefits and others | 17 | 63,718 | 64,939 |
| Derivative financial instruments | 9 and 12 | 73,291 | 73,464 |
| Provisions | 18 | 10,132 | 10,576 |
| Trade and other payables | 9 and 19 | 481,673 | 450,297 |
| Deferred tax liabilities | 8 | 113,338 | 115,064 |
| 2,431,732 | 2,409,702 | ||
| Current liabilities | |||
| Borrowings | 9 and 16 | 632,840 | 638,944 |
| Trade and other payables | 9 and 19 | 881,849 | 885,416 |
| Derivative financial instruments | 9 and 12 | 24 | - |
| Liability related to the transitional gas price stabilization regime - Decree-Law 84-D/2022 | 32 | 946,898 | 1,000,000 |
| 2,461,611 | 2,524,360 | ||
| Total liabilities | 4 | 4,893,342 | 4,934,062 |
| Total equity and liabilities | 6,425,844 | 6,451,596 |
The accompanying notes form an integral part of the consolidated statement of financial position as of 31 March 2023.
(Amounts expressed in thousands of Euros – tEuros) (Translation of statements of profit and loss originally issued in Portuguese - Note 34)
| Notes | 31.03.2023 | 31.03.2022 | |
|---|---|---|---|
| Sales | 4 and 20 | 59 | 42 |
| Services rendered | 4 and 20 | 157,984 | 140,456 |
| Revenue from construction of concession assets | 4 and 21 | 45,404 | 27,080 |
| Gains/(losses) from associates and joint ventures | 7 | 3,862 | 2,604 |
| Other operating income | 22 | 8,597 | 8,546 |
| Operating income | 215,907 | 178,727 | |
| Cost of goods sold | (240) | (216) | |
| Costs with construction of concession assets | 21 | (39,533) | (22,276) |
| External supplies and services | 23 | (21,611) | (17,512) |
| Personnel costs | 24 | (15,105) | (13,982) |
| Depreciation and amortizations | 5 | (62,815) | (62,086) |
| Impairments | 6 | (94) | (94) |
| Other expenses | 25 | (7,289) | (6,069) |
| Operating costs | (146,687) | (122,236) | |
| Operating results | 69,220 | 56,491 | |
| Financial costs | 26 | (17,183) | (13,625) |
| Financial income | 26 | 4,088 | 3,970 |
| Financial results | (13,096) | (9,655) | |
| Profit before income tax and ESEC | 56,124 | 46,836 | |
| Income tax expense | 8 | (15,237) | (12,861) |
| Energy sector extraordinary contribution (ESEC) | 27 | (28,101) | (28,018) |
| Consolidated profit for the period | 12,785 | 5,957 | |
| Attributable to: | |||
| Equity holders of the Company | 12,785 | 5,957 | |
| Non-controlled interest | - | - | |
| Consolidated profit for the period | 12,785 | 5,957 | |
| Earnings per share (expressed in euro per share) | 28 | 0.02 | 0.01 |
The accompanying notes form an integral part of the consolidated statement of profit and loss for the three-month period ended 31 March 2023.
(Amounts expressed in thousands of Euros – tEuros)
(Translation of statements of other comprehensive income originally issued in Portuguese - Note 34)
| Notes | Mar 2023 | Mar 2022 | |
|---|---|---|---|
| Consolidated Profit for the period | 12,785 | 5,957 | |
| Items that will not be reclassified subsequently to profit or loss: | |||
| Actuarial gains/(losses) - gross of tax | 1,179 | (672) | |
| Tax effect on actuarial gains/(losses) | 8 | (354) | 201 |
| Items that may be reclassified subsequently to profit or loss: | |||
| Exchange differences on translating foreign operations | 5,700 | 21,206 | |
| Increase/(decrease) in hedging reserves - cash flow derivatives | 12 | (5,440) | 33,180 |
| Tax effect on hedging reserves | 8 and 12 | 1,173 | (7,631) |
| Gain/(loss) in fair value reserve - Investments in equity instruments at fair value through other comprehensive income |
10 | (325) | (1,629) |
| Tax effect on items recorded directly in equity | 8 and 10 | 80 | 412 |
| Other changes in equity | - | 170 | - |
| Comprehensive income for the period | 14,968 | 51,024 | |
| Attributable to: | |||
| Equity holders of the company | 14,968 | 51,024 | |
| Non-controlled interest | - | - | |
| 14,968 | 51,024 |
The accompanying notes form an integral part of the consolidated statement of comprehensive income for the three-month period ended 31 March 2023.
(Amounts expressed in thousands of Euros – tEuros) (Translation of statements of changes in equity originally issued in Portuguese - Note 34)
| Attributable to shareholders | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Changes in the year | Notes | Share capital |
Own shares | Share premium |
Legal Reserve |
Fair Value reserve (Note 13) |
Hedging reserve (Note 16) |
Other reserves |
Other changes in equity |
Retained earnings |
Profit for the year |
Total |
| At 1 January 2022 | 667,191 | (10,728) | 116,809 | 130,662 | 57,758 | (12,126) | 135,694 | (5,561) | 232,978 | 97,153 | 1,409,830 | |
| Net profit of the period and other comprehensive income |
- | - | - | - | (1,217) | 25,549 | 21,206 | - | (471) | 5,957 | 51,024 | |
| Transfer to other reserves | - | - | - | - | - | - | - | - | 97,153 | (97,153) | - | |
| At 31 Marchr 2022 | 667,191 | (10,728) | 116,809 | 130,662 | 56,541 | 13,423 | 156,900 | (5,561) | 329,660 | 5,957 | 1,460,855 | |
| At 1 January 2023 | 667,191 | (10,728) | 116,809 | 135,702 | 45,117 | 59,518 | 155,729 | (5,561) | 241,987 | 111,771 | 1,517,534 | |
| Net profit of the period and other comprehensive income |
- | - | - | - | (245) | (4,267) | 5,657 | - | 1,038 | 12,785 | 14,968 | |
| Transfer to other reserves | - | - | - | - | - | - | - | - | 111,771 | (111,771) | - | |
| At 31 March 2023 | 667,191 | (10,728) | 116,809 | 135,702 | 44,871 | 55,251 | 161,386 | (5,561) | 354,795 | 12,785 | 1,532,502 |
The accompanying notes form an integral part of the consolidated statement of changes in equity for the three-month period ended 31 March 2023.
(Amounts expressed in thousands of Euros – tEuros) (Translation of statements of cash flow originally issued in Portuguese - Note 34)
| Notes | Mar 2023 | Mar 2022 | |||
|---|---|---|---|---|---|
| Cash flow from operating activities: | |||||
| Cash receipts from customers | 540,378 | a) | 897,920 | a) | |
| Cash paid to suppliers | (630,636) a) | (569,797) a) | |||
| Cash paid to employees | (16,121) | (14,892) | |||
| Income tax received/paid | (3,844) | (2,440) | |||
| Other receipts / (payments) relating to operating activities | 23,103 | (28,634) | |||
| Net cash flows from operating activities (1) | (87,120) | 282,158 | |||
| Cash flow from investing activities: | |||||
| Receipts related to: | |||||
| Investments in associates | - | - | |||
| Investment grants | 2,053 | 34,277 | |||
| Dividends | 10 | 1,477 | 4,263 | ||
| Payments related to: | |||||
| Equity instruments through other comprehensive income | - | - | |||
| Property, plant and equipment | (516) | (2,668) | |||
| Intangible assets | (53,035) | (44,886) | |||
| Net cash flow used in investing activities (2) | (50,020) | (9,014) | |||
| Cash flow from financing activities: | |||||
| Receipts related to: | |||||
| Borrowings | - | 200,000 | |||
| Payments related to: | |||||
| Borrowings | (10,000) | (299,769) | |||
| Interests and other similar expense | (16,960) | (17,538) | |||
| Leasings | (780) | (753) | |||
| Interests of Leasings | (18) | (7) | |||
| Net cash from / (used in) financing activities (3) | (27,757) | (118,067) | |||
| Net (decrease) / increase in cash and cash equivalents (1)+(2)+(3) | (164,899) | 155,077 | |||
| Effect of exchange rates | 927 | 1,177 | |||
| Cash and cash equivalents at the beginning of the year | 365,292 | 398,759 | |||
| Cash and cash equivalents at the end of the period | 201,320 | 555,013 | |||
| Detail of cash and cash equivalents | |||||
| Cash | 13 | 24 | 23 | ||
| Bank deposits | 13 | 201,296 | 554,990 | ||
| The transitional gas price stabilization regime - Decree-Law 84-D/2022 | 13 | - | - | ||
| 201,320 | 555,013 |
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 three-month period ended 31 March 2023.
(Translation of notes originally issued in Portuguese - Note 34)
REN – Redes Energéticas Nacionais, SGPS, S.A. (referred to in this document as "REN", "REN SGPS" 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, Portugal, resulted from the spin-off of the EDP Group, in accordance with Decree-Law no. 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 gas business, the Group went through a significant change with the purchase of assets and financial participations relating to the transport, storage and regasification of gas activities, comprising a new business.
In the beginning of 2007, the Company was transformed into a holding company and, renamed, after the transfer of the electricity business to a new company incorporated on 26 September 2006, REN – Serviços de Rede, S.A., which was simultaneously renamed 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;
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., and has as its activity the management of the concession for the exploration of a pilot area for the production of electric energy from sea waves;
d) Empresa de Transmisión Eléctrica Transemel, S.A. ("Transemel"), was incorporated on 1 October 2019, following the expansion of the electricity business in Chile. The company's activity consists of providing electricity transmission and transformation services and the development, operation and commercialization of transmission systems, allowing free access to the different players in the electricity market in Chile.
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 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, whose the capital was paid up through the integration of the gas transport infrastructures (network, connections and compression);
c) REN Armazenagem, S.A., was incorporated on 26 September 2006, whose the capital 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 as "SGNL – Sociedade Portuguesa de Gás Natural Liquefeito". The operations of this company comprise the supply, reception, storage and re-gasification of liquefied gas through the GNL marine terminal, being responsible for the construction, utilization and maintenance of the necessary infrastructures;
e) REN Portgás Distribuição, S.A. ("REN Portgás"), acquired as part of the expansion of the gas business on 4 October 2017. The company's object is the public service operation of the regional distribution network for natural gas and its substitute gases in 29 municipalities in the northern coastal area of Portugal, in the districts of Porto, Braga, and Viana do Castelo, as well as the construction and maintenance of the respective infrastructures.
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 e) 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. ("RENTELECOM") 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. was incorporated, a company wholly owned by REN SGPS, headquartered in the Netherlands, whose corporate purpose is to participate, finance, collaborate and conduct the management of related companies.
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.
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.
In addition, on 21 November 2018, REN PRO, S.A. was incorporated, a company fully owned by REN, headquartered in Lisbon, whose purpose is to provide support services, namely administrative, logistical, communication and development support of the business, as well as business consulting, in a remunerated manner, either to companies that are in a group relation or to any third party, and IT consulting.
On 17 July 2019, Apolo 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 of entities essentially related to the electric transmission sector.
As of 31 March 2023, REN also holds:
a) 42.5% interest in the share capital of the Chilean company, Electrogas, S.A., a provider of gas and other fuels transportation. The participation was acquired on 7 February 2017;
b) 40% interest in the share capital of OMIP - Operador do Mercado Ibérico (Portugal), SGPS, S.A. ("OMIP SGPS"), being its purpose the management of participations in other companies as an indirect way of exercising economic activities;
c) 10% interest in the share capital of OMEL - Operador do Mercado Ibérico de Energia, S.A., the Spanish pole of the Sole Operator;
d) 1% interest in the share capital of Red Eléctrica Corporación, S.A. ("REE"), entity in charge of the electricity network management in Spain;
e) 7.9% interest in the share capital of Coreso, S.A. ("Coreso"), entity that assists the European transmission system operators ("TSO"), in coordination and safety activities to ensure the reliability of Europe's electricity supply;
f) Participations in the share capital of: (i) Hidroeléctrica de Cahora Bassa, S.A. ("HCB"), participation of 7.5%; (ii) MIBGÁS, S.A., participation of 6.67%; and (iii) MIBGÁS Derivatives, S.A., participation of 9.7%.
The following companies were included in the consolidation perimeter as of 31 March 2023 and 31 December 2022:
| Mar 2023 | Dec 2022 | ||||||
|---|---|---|---|---|---|---|---|
| Designation / adress | Country | Activity | % Owned | % Owned | |||
| Group | Individual | Group | Individual | ||||
| Parent company: REN - Redes Energéticas Nacionais, SGPS, S.A. |
Portugal | Holding company | - | - | - | - | |
| Subsidiaries: REN - Rede Eléctrica Nacional, S.A. Av. Estados Unidos da América, 55 - Lisboa |
Portugal | National electricity transmission network operator (high and very high tension) |
100% | 100% | 100% | 100% | |
| REN Trading, S.A. Praça de Alvalade, nº7 - 12º Dto, Lisboa |
Portugal | Purchase and sale, import and export of electricity and natural gas | 100% | 100% | 100% | 100% | |
| Enondas-Energia das Ondas, S.A. Mata do Urso - Guarda Norte - Carriço- Pombal |
Portugal | Management of the concession to operate a pilot area for the production of electric energy from ocean waves |
100% | 100% | 100% | 100% | |
| RENTELECOM - Comunicações S.A. Av. Estados Unidos da América, 55 - Lisboa |
Portugal | Telecommunications network operation | 100% | 100% | 100% | 100% | |
| REN - Serviços, S.A. Av. Estados Unidos da América, 55 - Lisboa |
Portugal | Back office and management of participations | 100% | 100% | 100% | 100% | |
| REN Finance, B.V. De Cuserstraat, 93, 1081 CN Amsterdam |
Netherlands | Participate, finance, collaborate, conduct management of companies related to REN Group |
100% | 100% | 100% | 100% | |
| REN PRO, S.A. Av. Estados Unidos da América, 55 - Lisboa |
Portugal | Communication and Sustainability, Marketing, Business Management, Business Development and Consulting and IT Projects |
100% | 100% | 100% | 100% | |
| REN Atlântico , Terminal de GNL, S.A. Terminal de GNL - Sines |
Portugal | Liquified Natural Gas Terminal maintenance and regasification operation |
100% | 100% | 100% | 100% | |
| Owned by REN Serviços, S.A.: REN Gás, S.A. Av. Estados Unidos da América, 55 -12º - Lisboa |
Portugal | Management of projects and ventures in the natural gas sector | 100% | - | 100% | - | |
| Aério Chile SPA Santiago do Chile |
Chile | Investments in assets, shares, companies and associations | 100% | - | 100% | - | |
| Apolo Chile SPA Santiago do Chile |
Chile | Investments in assets, shares, companies and associations | 100% | - | 100% | - | |
| Owned by REN Gás, S.A.: REN - Armazenagem, S.A. Mata do Urso - Guarda Norte - Carriço- Pombal |
Portugal | Underground storage developement, maintenance and operation | 100% | - | 100% | - | |
| REN - Gasodutos, S.A. Estrada Nacional 116, km 32,25 - Vila de Rei - Bucelas |
Portugal | National Natural Gas Transport operator and natural gas overall manager |
100% | - | 100% | - | |
| REN Portgás Distribuição, S.A. Rua Linhas de Torres, 41 - Porto |
Portugal | Distribution of natural gas | 100% | - | 100% | - | |
| Owned by Apolo Chile SPA (99.99%) and Aerio Chile SPA (<0.001%): Empresa de Transmisión Eléctrica Transemel, S.A. Santiago do Chile |
Chile | Transmission and transformation of electricity, allowing free access to different players in the electricity market in Chile |
100% | - | 100% | - |
There were no changes to the consolidation perimeter in 2023 compared to that reported on 31 December 2022.
There were no changes to the consolidation perimeter in 2022 compared to that reported on 31 December 2021.
These interim consolidated financial statements were approved by the Board of Directors at a meeting held on 27 April 2023. 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).
The consolidated financial statements for the three-month period ended 31 March 2023 were prepared in accordance with IAS 34 - Interim Financial Reporting Standards, 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 2022.
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.
In result of this assessment, the Board 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 thousand closer.
On the present date, and taking into account the above and Note 5 - Main Estimates and Judgments, disclosed in the annex to the 2022 consolidated financial statements, the Group does not foresee any changes in the most relevant estimates, in the case of Provisions, Assumptions Actuarial, Tangible and Intangible Fixed Assets, Impairment, Fair Value of Financial Instruments, Impairment of Goodwill and Tariff deviations.
There were no significant changes in the long-term expectation of recovery of the Group's investments and financial holdings.
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 interim Financial Reporting Standards as endorsed by the European Union in force for the years beginning as from 1 January 2023.
Such Financial Reporting 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 IFRIC and SIC 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 2022, as explained in the notes to the consolidated financial statements for 2022, except for the adoption of new effective standards for periods beginning on or after 1 January 2023.
The Group has not previously adopted any standard, interpretation or amendment that is not yet in force.
The estimates and assumptions with impact on REN's consolidated financial statements are continuously evaluated, representing at each reporting date the Board of Directors best estimates, considering historical performance, past accumulated experience and expectations about future events that, under the circumstances, are believed to be reasonable. There were no changes in the main estimates and judgments presented in relation to the tree-month period ended on 31 March 2023 and compared to the year ended on 31 December 2022.
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 |
Resume |
|---|---|---|
| Amendments to IAS 1 - Presentation of Financial Statements: Classification of Liabilities as Current or Non-current |
01/jan/24 | These amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments include clarifying the classification requirements for debt a company might settle by converting it into equity. The amendments clarify, not change, existing requirements, and so are not expected to affect companies' financial statements significantly. However, they could result in companies reclassifying some liabilities from current to non-current, and vice versa. |
| Amendments to IFRS 16 - Leases: Lease Liability in a Sale and Leaseback |
01/01/2024 | The proposed amendment specifies requirements for seller-lessees to measure the lease liability in a sale and leaseback transaction, after the date it takes place. The amendments establish that when the payments include variable lease payments there is a risk that a modification or change in the leaseback term could result in the seller-lessee recognising a gain on the right of use retained even though no transaction or event would have occurred to give rise to that gain. |
These standards have not yet been endorsed by the European Union and, as such, have not been applied by the Group for the three-month period ended 31 March 2023.
The 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 on 30 June 2007, the pilot zone for electricity production from sea wave and the transmission and transportation of electricity in Chile. 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.
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.
| Electricity | Gas | Telecommunications | Others | Eliminations | Consolidated | |
|---|---|---|---|---|---|---|
| Sales and services provided | 102,037 | 54,640 | 2,127 | 9,623 | (10,384) | 158,044 |
| Inter-segments | 281 | 539 | - | 9,564 | (10,384) | - |
| Revenues from external customers | 101,756 | 54,102 | 2,127 | 59 | - | 158,044 |
| Revenue from construction of concession assets | 35,344 | 10,060 | - | - | - | 45,404 |
| Cost with construction of concession assets | (31,117) | (8,416) | - | - | - | (39,533) |
| Gains / (losses) from associates and joint ventures | - | - | - | 3,862 | - | 3,862 |
| Personnel costs | (19,566) | (10,410) | (624) | (2,795) | 11,785 | (21,611) |
| Employee compensation and benefit expense | (5,041) | (3,177) | (80) | (6,806) | - | (15,105) |
| Other expenses and operating income | 2,874 | (347) | (24) | (34) | (1,401) | 1,068 |
| Operating cash flow | 84,531 | 42,349 | 1,399 | 3,850 | - | 132,129 |
| Non reimbursursable expenses | ||||||
| Depreciation and amortizations | (41,718) | (21,047) | (0) | (50) | - | (62,815) |
| Impairments | - | - | - | (94) | - | (94) |
| Financial results | ||||||
| Financial income | 4,520 | 1,588 | 79 | 35,969 | (38,069) | 4,088 |
| Financial costs | (8,025) | (6,437) | (1) | (40,789) | 38,069 | (17,183) |
| Profit before income tax and ESEC | 39,308 | 16,454 | 1,477 | (1,114) | - | 56,124 |
| Income tax expense | (10,998) | (4,604) | (353) | 718 | - | (15,237) |
| Energy sector extraordinary contribution (ESEC) | (17,817) | (10,284) | - | - | - | (28,101) |
| Profit for the period | 10,492 | 1,566 | 1,123 | (396) | - | 12,785 |
The results by segment for the three-month period ended 31 March 2022 were as follows:
| Electricity | Gas | Telecommunications | Others | Eliminations | Consolidated | |
|---|---|---|---|---|---|---|
| Sales and services provided | 87,185 | 52,184 | 1,829 | 10,074 | (10,774) | 140,498 |
| Inter-segments | 304 | 1,098 | - | 9,372 | (10,774) | - |
| Revenues from external customers | 86,881 | 51,086 | 1,829 | 702 | - | 140,498 |
| Revenue from construction of concession assets | 22,028 | 5,052 | - | - | - | 27,080 |
| Cost with construction of concession assets | (18,584) | (3,693) | - | - | - | (22,276) |
| Gains / (losses) from associates and joint ventures | - | - | - | 2,604 | - | 2,604 |
| Personnel costs | (12,476) | (13,988) | (697) | (2,608) | 12,257 | (17,512) |
| Employee compensation and benefit expense | (4,501) | (2,895) | (77) | (6,510) | - | (13,982) |
| Other expenses and operating income | 4,268 | (391) | (18) | (115) | (1,483) | 2,261 |
| Operating cash flow | 77,920 | 36,270 | 1,037 | 3,444 | - | 118,671 |
| Non reimbursursable expenses | ||||||
| Depreciation and amortizations | (41,040) | (21,000) | (4) | (41) | - | (62,086) |
| Impairments | - | - | - | (94) | - | (94) |
| Financial results | ||||||
| Financial income | 423 | 1,098 | 4 | 30,668 | (28,223) | 3,970 |
| Financial costs | (5,923) | (4,328) | (2) | (31,595) | 28,223 | (13,625) |
| Profit before income tax and ESEC | 31,380 | 12,039 | 1,035 | 2,382 | - | 46,836 |
| Income tax expense | (8,921) | (3,819) | (240) | 120 | - | (12,861) |
| Energy sector extraordinary contribution (ESEC) | (17,590) | (10,428) | - | - | - | (28,018) |
| Profit for the period | 4,869 | (2,209) | 795 | 2,502 | - | 5,957 |
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 three-month period ended 31 March 2023 were as follows:
| Electricity | Gas | Telecommunications | Others | Eliminations | Consolidated | |
|---|---|---|---|---|---|---|
| Segment assets | ||||||
| Group investments held | - | 896,364 | - | 2,316,199 | (3,212,562) | - |
| Property, plant and equipment and intangible assets | 2,717,169 | 1,480,470 | 2 | 393 | - | 4,198,033 |
| Other assets | 797,412 | 1,343,863 | 19,630 | 6,037,075 | (5,970,170) | 2,227,811 |
| Total assets | 3,514,581 | 3,720,697 | 19,632 | 8,353,667 | (9,182,732) | 6,425,844 |
| Total liabilities | 2,587,522 | 2,186,992 | 10,783 | 6,078,215 | (5,970,170) | 4,893,342 |
| Capital expenditure - total | 35,819 | 10,060 | - | - | - | 45,880 |
| Capital expenditure - property, plant and equipment (Note 5) | 475 | - | - | - | - | 475 |
| Capital expenditure - intangible assets (Note 5) | 35,344 | 10,060 | - | - | - | 45,404 |
| Investments in associates (Note 7) | - | - | - | 178,649 | - | 178,649 |
| Investments in joint ventures (Note 7) | - | - | - | 2,730 | - | 2,730 |
Assets and liabilities by segment at 31 December 2022 as well as investments on tangible assets and intangible assets were as follows:
| Electricity | Gas | Telecommunications | Others | Eliminations | Consolidated | |
|---|---|---|---|---|---|---|
| Segment assets | ||||||
| Group investments held | - | 895,643 | - | 2,274,773 | (3,170,415) | - |
| Property, plant and equipment and intangible assets | 2,713,459 | 1,491,461 | 2 | 365 | - | 4,205,287 |
| Other assets | 872,841 | 1,397,657 | 18,166 | 6,371,555 | (6,413,910) | 2,246,309 |
| Total assets | 3,586,300 | 3,784,761 | 18,168 | 8,646,692 | (9,584,325) | 6,451,596 |
| Total liabilities | 2,679,398 | 2,253,343 | 10,442 | 6,404,788 | (6,413,910) | 4,934,062 |
| Capital expenditure - total | 158,353 | 43,113 | 51 | 23 | - | 201,540 |
| Capital expenditure - property, plant and equipment (Note 5) | 4,046 | - | 51 | 22 | - | 4,120 |
| Capital expenditure - intangible assets (Note 5) | 154,307 | 43,113 | - | - | - | 197,420 |
| Investments in associates (Note 7) | - | - | - | 178,048 | - | 178,048 |
| Investments in joint ventures (Note 7) | - | - | - | 2,722 | - | 2,722 |
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 three-month period ended 31 March 2023, the changes in tangible and intangible assets were as follows:
| Property, plant and equipment | Intangible assets | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Transmission and electronic equipment |
Transport equipment |
Office equipment |
Property, plant and equipment |
Assets in progress |
Total | Concession assets |
Concession assets in progress |
Other intangible assets |
Intangible assets in progress |
Total | |||
| Cost: | |||||||||||||
| At 1 January 2023 | 121,130 | 802 | 846 | 1,212 | 14,784 138,775 | 8,783,321 | 155,175 | 59,078 | - | 8,997,573 | |||
| Additions | - | 79 | 3 | - | 393 | 475 | 992 | 44,412 | - | - | 45,404 | ||
| Disposals, write-offs, impairments and other reclassifications |
- | (24) | (4) | - | - | (28) | (379) | - | - | - | (379) | ||
| Transfers | 11 | - | - | - | (11) | - | 7,421 | (7,421) | - | - | - | ||
| Exchange rate differences | 7,161 | 1 | 14 | - | 774 | 7,950 | - | - | 3,110 | - | 3,110 | ||
| At 31 March 2023 | 128,301 | 857 | 860 | 1,212 | 15,940 147,172 | 8,791,356 | 192,166 | 62,187 | - | 9,045,708 | |||
| Accumulated depreciation: | |||||||||||||
| At 1 January 2023 | (9,939) | (516) | (488) | (13) | - (10,957) | (4,919,468) | - | (634) | - (4,920,103) | ||||
| Depreciation charge Depreciation of disposals, |
(1,084) | (45) | (15) | - | - | (1,145) | (61,565) | - | (105) | - | (61,670) | ||
| impairments, write-offs and other reclassifications |
- | 24 | 4 | - | - | 28 | 337 | - | - | - | 337 | ||
| Exchange rate differences | (1,273) | - | (12) | - | - | (1,285) | - | - | (49) | - | (49) | ||
| At 31 March 2023 | (12,297) | (537) | (511) | (13) | - (13,359) | (4,980,696) | - | (788) | - (4,981,485) | ||||
| Net book value: | |||||||||||||
| At 1 January 2023 | 111,190 | 286 | 358 | 1,199 | 14,784 127,816 | 3,863,853 | 155,175 | 58,443 | - | 4,077,471 | |||
| At 31 March 2023 | 116,004 | 321 | 348 | 1,199 | 15,940 133,809 | 3,810,660 | 192,166 | 61,399 | - | 4,064,225 | |||
The changes in tangible and intangible assets in the in the year ended 31 December 2022 were as follows:
| Property, plant and equipment | Intangible assets | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Transmission and electronic equipment |
Transport equipment |
Office equipment |
Property, plant and equipment |
Assets in progress |
Total | Concession assets |
Concession assets in progress |
Other intangible assets |
Intangible assets in progress |
Total | |
| Cost: | |||||||||||
| At 1 January 2022 | 92,949 | 782 | 903 | 1,212 | 29,947 125,793 | 8,631,076 | 121,959 | 55,268 | - | 8,808,304 | |
| Additions | - | 134 | 119 | - | 3,866 | 4,120 | 5,024 | 192,396 | - | - | 197,420 |
| Disposals, write-offs, impairments and other reclassifications |
(33) | (115) | (192) | - | - | (339) | (11,959) | - | - | - | (11,959) |
| Transfers | 20,947 | - | - | - | (21,035) | (87) | 159,180 | (159,180) | 88 | - | 87 |
| Exchange rate differences | 7,266 | 1 | 16 | - | 2,006 | 9,289 | - | - | 3,722 | - | 3,722 |
| At 31 December 2022 | 121,130 | 802 | 846 | 1,212 | 14,784 138,775 | 8,783,321 | 155,175 | 59,078 | - | 8,997,573 | |
| Accumulated depreciation: | |||||||||||
| At 1 January 2022 | (5,236) | (466) | (527) | (13) | - | (6,241) | (4,685,010) | - | (225) | - (4,685,235) | |
| Depreciation charge Depreciation of disposals, |
(3,402) | (164) | (66) | - | - | (3,632) | (245,273) | - | (371) | - | (245,644) |
| impairments, write-offs and other reclassifications |
33 | 114 | 117 | - | - | 264 | 10,815 | - | - | - | 10,815 |
| Exchange rate differences | (1,334) | (1) | (13) | - | - | (1,348) | - | - | (38) | - | (38) |
| At 31 December 2022 | (9,939) | (516) | (488) | (13) | - (10,957) | (4,919,468) | - | (634) | - (4,920,103) | ||
| Net book value: | |||||||||||
| At 1 January 2022 | 87,713 | 316 | 377 | 1,199 | 29,947 119,551 | 3,946,067 | 121,959 | 55,043 | - | 4,123,069 | |
| At 31 December 2022 | 111,190 | 286 | 358 | 1,199 | 14,784 127,816 | 3,863,853 | 155,175 | 58,443 | - | 4,077,471 | |
| Mar 2023 | Dec 2022 | ||
|---|---|---|---|
| Electricity segment: | |||
| Power line construction (220 KV, 150 KV and others) | 7,232 | 28,162 | |
| Power line construction (400 KV) | 14,021 | 56,958 | |
| Construction of new substations | 1,096 | 1,831 | |
| Substation Expansion | 9,527 | 48,659 | |
| Other renovations in substations | 828 | 4,247 | |
| Telecommunications and information system | 946 | 7,014 | |
| Pilot zone construction - wave energy | 48 | 179 | |
| Buildings related to concession | 126 | 1,463 | |
| Transmission and transformation of electricity in Chile | 397 | 3,881 | |
| Other assets | 1,522 | 5,794 | |
| Gas segment: | |||
| Expansion and improvements to gas transmission network | 2,034 | 10,041 | |
| Construction project of cavity underground storage of gas in Pombal | 97 | 1,604 | |
| Construction project and operating upgrade - LNG facilities | 2,659 | 2,838 | |
| Gas distribution projects | 5,270 | 28,630 | |
| Others segments: | |||
| Other assets | 79 | 239 | |
| Total of additions | 45,880 | 201,540 |
The main additions verified in the periods ended 31 March 2023 and 31 December 2022 are made up as follows:
The main transfers that were concluded and began activity during the periods ended 31 March 2023 and 31 December 2022 are made up as follows:
| Mar 2023 | Dec 2022 | |
|---|---|---|
| Electricity segment: | ||
| Power line construction (220 KV, 150 KV and others) | - | 55,083 |
| Power line construction (400 KV) | - | 18,033 |
| Substation Expansion | 1,076 | 35,321 |
| Other renovations in substations | 405 | 3,452 |
| Telecommunications and information system | - | 6,594 |
| Buildings related to concession | 268 | 887 |
| Transmission and transformation of electricity in Chile | 11 | - |
| Other assets under concession | - | 4,160 |
| Gas segment: | ||
| Expansion and improvements to gas transmission network | - | 7,422 |
| Construction project of cavity underground storage of gas in Pombal | - | 1,305 |
| Construction project and operating upgrade - LNG facilities | - | 2,022 |
| Gas distribution and transmission projects | 5,673 | 24,904 |
| Total of transfers | 7,432 | 180,215 |
| Mar 2023 | Dec 2022 | |
|---|---|---|
| Electricity segment: | ||
| Power line construction (400 KV, 220 KV, 150 KV and others) | 107,390 | 86,178 |
| Substation Expansion | 44,205 | 36,282 |
| New substations projects | 5,167 | 3,807 |
| Buildings related to concession | 4,875 | 4,749 |
| Transmission and transformation of electricity in Chile | 15,940 | 14,783 |
| Other projects | 4,920 | 2,648 |
| Gas segment: | ||
| Expansion and improvements to natural gas transmission network | 11,959 | 9,945 |
| Construction project of cavity underground storage of gas in Pombal | 3,206 | 3,141 |
| Construction project and operating upgrade - LNG facilities | 4,045 | 1,426 |
| Gas distribution projects | 6,399 | 6,997 |
| Total of assets in progress | 208,106 | 169,959 |
The tangible and intangible assets in progress at 31 March 2023 and 31 December 2022 are as follows:
Borrowing costs capitalized on intangible assets in progress in the period ended 31 March 2023 amounted to 936 thousand Euros (2,788 thousand Euros as of 31 December 2022), while overhead and management costs capitalized amounted to 4,935 thousand Euros (19,536 thousand Euros as of 31 December 2022) (Note 21). The average rate of the financial costs capitalized was of 0.22%.
The net book value of the property, plant and equipment and intangible assets, related with transport equipements, acquired through finance lease contracts at 31 March 2023 and 31 December 2022 was as follows:
| Mar 2023 | Dec 2022 | |||||
|---|---|---|---|---|---|---|
| Accumulated | Accumulated | |||||
| Cost | depreciation and | Net book value | Cost | depreciation and | Net book value | |
| amortization | amortization | |||||
| Initial value | 8,195 | (4,519) | 3,677 | 9,309 | (4,453) | 4,856 |
| Additions (Note 20) | 851 | - | 851 | 1,847 | - | 1,847 |
| Disposals and write-offs | (1,098) | 999 | (99) | (2,961) | 1,979 | (982) |
| Depreciation charge | - | (463) | (463) | - | (2,045) | (2,045) |
| Final value | 7,947 | (3,982) | 3,967 | 8,195 | (4,519) | 3,677 |
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 31 March 2023 and 31 December 2022 is detailed as follows:
| Subsidiaries | Year of acquisition |
Acquisition cost |
% | Mar 2023 | Dec 2022 |
|---|---|---|---|---|---|
| REN Atlântico, Terminal de GNL, S.A. | 2006 | 32,580 | 100% | 1,038 | 1,133 |
| REN Portgás Distribuição, S.A. | 2017 | 503,015 | 100% | 1,235 | 1,235 |
| Empresa de Transmisión Eléctrica Transemel, S.A. |
2019 | 155,482 | 100% | 2,261 | 2,147 |
| 4,533 | 4,515 |
The movement for the periods ended 31 March 2023 and 31 December 2022 was:
| Exchange | At 31 | Exchange | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Subsidiaries | At 1 January 2022 |
Increases | Decreases | rate differences |
December 2022 |
Increases | Decreases | rate differences |
At 31 March 2023 |
| REN Atlântico, Terminal de GNL, S.A. | 1,510 | - (377) |
- | 1,133 | - | (94) | - | 1,038 | |
| REN Portgás Distribuição, S.A. | 1,235 | - | - | - | 1,235 | - | - | - | 1,235 |
| Empresa de Transmisión Eléctrica Transemel, S.A. |
2,012 | - | - | 136 | 2,147 | - | - | 115 | 2,261 |
| 4,757 | - | (377) | 136 | 4,515 | - | (94) | 115 | 4,533 |
At 31 March 2023 and 31 December 2022, the financial information regarding the financial interest held is as follows:
| 31 March 2023 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share | Current | Non-current | Current | Non-current | Net | Share | Carrying | Group share of | |||||
| Activity | Head office | capital | assets | assets | liabilities | liabilities | Revenues | profit/(loss) | capital | % | amount | profit / (loss) | |
| Equity method: | |||||||||||||
| Associate: | |||||||||||||
| OMIP - Operador do Mercado | |||||||||||||
| Ibérico (Portugal), SGPS, S.A. (i) | Holding company | Lisbon | 2,610 | 321 | 29,288 | 241 | - | 281 | 229 | 29,368 | 40 | 11,540 | 100 |
| Electrogas, S.A. | Gas Transportation | Chile | 19,555 | 25,942 | 29,544 | 5,082 | 6,240 | 13,423 | 8,714 | 44,164 42.5 | 167,109 | 3,753 | |
| 178,649 | 3,853 | ||||||||||||
| Joint venture: | |||||||||||||
| Centro de Investigação em Energia | Research & | ||||||||||||
| REN - STATE GRID, S.A. | Development | Lisbon | 3,000 | 6,150 | 90 | 755 | 20 | 426 | 16 | 5,466 | 50 | 2,730 | 8 |
| (i) Financial Statements at 31 December 2022, subject to audit review. | 181,379 | 3,862 |
| 31 December 2022 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share | Current | Non-current | Current | Non-current | Net | Share | Carrying | Group share of | |||||
| Activity | Head office | capital | assets | assets | liabilities | liabilities | Revenues | profit/(loss) | capital | % | amount | profit / (loss) | |
| Equity method: | |||||||||||||
| Associate: | |||||||||||||
| OMIP - Operador do Mercado | |||||||||||||
| Ibérico (Portugal), SGPS, S.A. | Holding company | Lisbon | 2,610 | 331 | 29,017 | 230 | - | 1,314 | 645 | 29,118 | 40 | 11,440 | 255 |
| Electrogas, S.A. | Gas Transportation | Chile | 19,938 | 16,858 | 31,226 | 5,247 | 6,692 | 46,283 | 27,181 | 36,145 | 42.5 | 166,608 | 11,552 |
| 178,048 | 11,807 | ||||||||||||
| Joint venture: | |||||||||||||
| Centro de Investigação em Energia | Research & | 3,000 | 6,201 | 96 | 827 | 20 | 1,740 | 10 | 5,450 | 50 | 2,722 | 5 | |
| REN - STATE GRID, S.A. | Development | Lisbon | |||||||||||
| 180,770 | 11,812 |
The changes in the caption "Investments in associates" during the periods ended 31 March 2023 and 31 December 2022 was as follows:
| Investments in associates | |
|---|---|
| At 1 de january de 2022 | 166,541 |
| Effect of applying the equity method - Net Profit | 11,807 |
| Currency Translation Reserves | 9,539 |
| Dividends of Electrogas | (9,358) |
| Receipt of Supplementary Obligations of OMIP | (391) |
| Other changes in equity | (89) |
| At 31 December 2022 | 178,048 |
| Effect of applying the equity method - Net Profit | 3,853 |
| Currency Translation Reserves | (3,251) |
| At 31 March 2023 | 178,649 |
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.
The movement in the caption "Investments in joint ventures" during the periods ended 31 March 2023 and 31 December 2022 was as follows:
| Investments in joint ventures | |
|---|---|
| At 1 January 2022 | 2,742 |
| Effect of applying the equity method | 5 |
| Dividends distribution | (25) |
| At 31 December 2022 | 2,722 |
| Effect of applying the equity method | 8 |
| At 31 March 2023 | 2,730 |
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, S.A. ("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 31 March 2023 and 31 December 2022, the financial information of the joint venture was as follows:
| 31 March 2023 | ||||||||
|---|---|---|---|---|---|---|---|---|
| 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. | 5,625 | 2 | 20 | 12 | - | (2) | ||
| 31 December 2022 | ||||||||
| Cash and cash | Current financial | Non-current financial | Depreciations and | Financial costs | Income tax- (cost) / | |||
| equivalents | liabilities | liabilities | amortizations | income | ||||
| Joint venture: | ||||||||
| Centro de Investigação em Energia | ||||||||
| REN - STATE GRID, S.A. | 5,257 | 2 | 20 | (65) | (3) | (2) |
REN is taxed based on the special regime for the taxation of group companies, which includes all companies located in Portugal that REN detains directly or indirectly ate least 75% of the share capital, which should give at more than 50% of the 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. Consequently, the Company's tax returns for the years from 2019 to 2022 are still subject to review.
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 31 March 2023 and 31 December 2022.
In the three-month period ended 31 March 2023, the Group is subject to Corporate Income Tax, at an average rate, taking into account the base rate of 21%, which will be increased by a municipal surcharge of up to a maximum of 1.5% on taxable income, and a state surcharge of (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 31 March 2023, was updated for each Company included in the consolidation perimeter, using the average tax rate expected in accordance with future perspective of taxable profits of each company recoverable in the next periods.
Income tax registered in the periods ended 31 March 2023 and 31 December 2022 was as follows:
| Mar 2023 | Mar 2022 | ||
|---|---|---|---|
| Current income tax | 9,963 | 17,343 | |
| Adjustments of income tax from previous years | (5) | - | |
| Deferred income tax | 5,280 | (4,482) | |
| Income tax | 15,237 | 12,861 |
| Reconciliation between tax calculated at the nominal tax rate and tax recorded in the consolidated statement of profit and loss | |||
|---|---|---|---|
| is as follows: |
| Mar 2023 | Mar 2022 | ||
|---|---|---|---|
| Consolidated profit before income tax | 56,124 | 46,836 | |
| Permanent differences: | |||
| Non deductible/taxable costs/income | 118 | 2,143 | |
| Timing differences: | |||
| Tariff deviations | (21,837) | 11,710 | |
| Provisions and impairment | (25) | (23) | |
| Revaluations | (1,431) | (812) | |
| Pension, helthcare assistence and life insurance plans | 182 | (629) | |
| Derivative financial instruments | 4 | (33) | |
| Others | 458 | 404 | |
| Taxable income | 33,593 | 59,595 | |
| Income tax | 6,608 | 11,764 | |
| State surcharge tax | 3,017 | 4,395 | |
| Municipal surcharge | 174 | 971 | |
| Autonomous taxation | 164 | 212 | |
| Current income tax | 9,963 | 17,343 | |
| Deferred income tax | 5,280 | (4,482) | |
| Adjustments of income tax from previous years | (5) | - | |
| Income tax | 15,237 | 12,861 | |
| Effective tax rate | 27.1% | 27.5% |
The caption "Income tax" payable and receivable at 31 March 2023 and 31 December 2022 is made up as follows:
| Mar 2023 | Dec 2022 |
|---|---|
| (9,963) | (48,447) |
| 5,453 | 57,331 |
| 974 | 1,793 |
| 7,686 | (7) |
| 4,150 | 10,671 |
The effect of the changes in the deferred tax captions in the years presented was as follows:
| Mar 2023 | Dec 2022 | |
|---|---|---|
| Impact on the statement of profit and loss: | ||
| Deferred tax assets | (6,330) | (15,001) |
| Deferred tax liabilities | 1,049 | 6,108 |
| (5,280) | (8,892) | |
| Impact on equity: | ||
| Deferred tax assets | (252) | (11,870) |
| Deferred tax liabilities | 679 | (13,601) |
| 427 | (25,471) | |
| Net impact of deferred taxes | (4,853) | (34,363) |
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 2023 | 3,130 | 19,454 | 32,587 | (2,457) | 12,986 | 4,100 | 69,803 |
| Increase/decrease through reserves | - | (354) | - | - | - | 102 | (252) |
| Reversal through profit and loss | - | (10) | (4,620) | (40) | (409) | (1,388) | (6,467) |
| Increase through profit and loss | - | - | 137 | - | - | - | 137 |
| Change in the period | - | (364) | (4,483) | (40) | (409) | (1,286) | (6,582) |
| At 31 March 2023 | 3,130 | 19,091 | 28,105 | (2,497) | 12,577 | 2,815 | 63,221 |
| Provisions and Impairments |
Pensions | Tariff deviations | Derivative financial instruments |
Revalued assets | Others | Total | |
|---|---|---|---|---|---|---|---|
| At 1 January 2022 | 2,834 | 28,200 | 46,433 | 1,542 | 15,054 | 2,607 | 96,673 |
| Increase/decrease through reserves | - | (8,175) | - | (3,837) | - | 142 | (11,870) |
| Reversal through profit and loss | - | (571) | (14,192) | (162) | (2,068) | (43) | (17,036) |
| Increase through profit and loss | 296 | - | 346 | - | - | 1,394 | 2,036 |
| Change in the period | 296 | (8,746) | (13,846) | (3,999) | (2,068) | 1,493 | (26,870) |
| At 31 December 2022 | 3,130 | 19,454 | 32,587 | (2,457) | 12,986 | 4,100 | 69,803 |
Deferred tax assets at 31 March 2023 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 |
Derivative financial instruments |
Others | Total | ||
|---|---|---|---|---|---|---|---|
| At 1 January 2023 | 27,775 | 15,937 | 46,860 | 8,669 | 17,179 | (1,355) | 115,064 |
| Increase/decrease through equity | - | - | 648 | (80) | (1,173) | (717) | (1,322) |
| Reversal trough profit and loss | - | (334) | (462) | - | - | (1,339) | (2,135) |
| Increase through profit and loss | 1,055 | 32 | - | - | - | - | 1,087 |
| Exchange rate differences | - | - | - | - | - | 643 | 643 |
| Change in the period | 1,055 | (302) | 186 | (80) | (1,173) | (1,413) | (1,727) |
| At 31 March 2023 | 28,830 | 15,635 | 47,046 | 8,589 | 16,006 | (2,768) | 113,338 |
| Tariff deviations Revaluations |
Fair value | Investments in equity instruments at fair value through other comprehensive income |
Derivative financial instruments |
Others | Total | ||
|---|---|---|---|---|---|---|---|
| At 1 January 2022 | 29,765 | 17,274 | 48,685 | 13,037 | - | (1,190) | 107,569 |
| Increase/decrease through equity | - | - | - | (4,368) | - | (13) | 12,798 |
| Reversal trough profit and loss | (1,990) | (1,337) | (1,825) | - | - | (1,044) | (6,196) |
| Exchange rate differences | - | - | - | - | - | 803 | 803 |
| Change in the period | (1,990) | (1,337) | (1,825) | (4,368) | - | (165) | 7,494 |
| At 31 December 2022 | 27,775 | 15,937 | 46,860 | 8,669 | - | (1,355) | 115,064 |
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 | Gas segment | |||||||
| Decree-Law nº 430/78 | Decree-Law nº 140/2006 | |||||||
| Decree-Law nº 399-G/81 | Decree-Law nº 66/2016 | |||||||
| 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 in accordance with the IFRS 9 categories have been applied to the following financial assets and liabilities:
| Notes | Financial assets at amortized cost |
Financial assets at fair value - Equity instruments through other comprehensive income |
Financial assets/liabilities at fair value - Profit for the year |
Other financial assets/liabilities |
Total carrying amount |
Fair value | |
|---|---|---|---|---|---|---|---|
| Assets | |||||||
| Cash and cash equivalents | 13 | - | - | - | 201,320 | 201,320 | 201,320 |
| Trade and other receivables | 11 | 599,574 | - | - | - | 599,574 | 599,574 |
| Other financial assets | - | - | - | 192 | 192 | 192 | |
| Investments in equity instruments at fair value through other comprehensive income |
10 | - | 145,390 | - | - | 145,390 | 145,390 |
| Income tax receivable | 4,150 | - | - | - | 4,150 | 4,150 | |
| Derivative financial instruments | 12 | - | - | 76,049 | - | 76,049 | 76,049 |
| Assets related to the transitional gas price | |||||||
| stabilization regime - Decree-Law 84-D/2022 | 32 | - | - | - | 946,898 | 946,898 | 946,898 |
| 603,724 | 145,390 | 76,049 | 1,148,410 | 1,973,574 | 1,973,574 | ||
| Liabilities | |||||||
| Borrowings | 16 | - | - | - | 2,322,420 | 2,322,420 | 2,307,235 |
| Trade and other payables | 19 | - | - | - | 954,483 | 954,483 | 954,483 |
| Income tax payable | 8 | - | - | - | - | - | - |
| Drivative financial instruments | 12 | - | - | 73,315 | - | 73,315 | 73,315 |
| Liability related to the transitional gas price | |||||||
| stabilization regime - Decree-Law 84-D/2022 | 32 | - | - | - | 946,898 | 946,898 | 946,898 |
| - | - | 73,315 | 4,223,801 | 4,297,116 | 4,281,931 |
| Notes | Financial assets at amortized cost |
Financial assets at fair value - Equity instruments through other comprehensive income |
Financial assets/liabilities at fair value - Profit for the year |
Other financial assets/liabilities |
Total carrying amount |
Fair value | |
|---|---|---|---|---|---|---|---|
| Assets | |||||||
| Cash and cash equivalents | 13 | - | - | - | 365,292 | 365,292 | 365,292 |
| Trade and other receivables | 11 | 383,430 | - | - | - | 383,430 | 383,430 |
| Other financial assets | - | - | - | 179 | 179 | 179 | |
| Investments in equity instruments at fair value | |||||||
| through other comprehensive income | 10 | - | 145,715 | - | - | 145,715 | 145,715 |
| Income tax receivable | 10,671 | - | - | - | 10,671 | 10,671 | |
| Derivative financial instruments | 12 | - | - | 80,799 | - | 80,799 | 80,799 |
| Assets related to the transitional gas price | |||||||
| stabilization regime - Decree-Law 84-D/2022 | 32 | - | - | - | 1,000,000 | 1,000,000 | 1,000,000 |
| 394,101 | 145,715 | 80,799 | 1,365,472 | 1,986,087 | 1,986,087 | ||
| Liabilities | |||||||
| Borrowings | 16 | - | - | - | 2,334,306 | 2,334,306 | 2,289,200 |
| Trade and other payables | 19 | - | - | - | 964,968 | 964,968 | 964,968 |
| Drivative financial instruments | 12 | - | - | 73,464 | - | 73,464 | 73,464 |
| Liability related to the transitional gas price | |||||||
| stabilization regime - Decree-Law 84-D/2022 | 32 | - | - | - | 1,000,000 | 1,000,000 | 1,000,000 |
| - | - | 73,464 | 4,299,274 | 4,372,738 | 4,327,632 | ||
Loans obtained, as referred to in Note 3.6 of the annual consolidated financial statements, for the year ended 31 December 2022, are measured upon initial recognition at fair value and subsequently at amortized cost, except those for which a derivative has been contracted fair value coverage (Note 12), in which case they are revalued at fair value. Nevertheless, REN proceeds to the disclosure of the fair value 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 are calculated by the method of discounted cash flows, using the curve of interest rate 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 2.8982% and 2.896% (maturities of one week and nine years, respectively).
The fair value of borrowings contracted by the Group at 31 March 2023 is 2,307,235 thousand Euros (at 31 December 2022 was 2,289,200 thousand Euros), of which 533,443 thousand Euros are partially recorded at amortized cost, and contains an element recorded at fair value resulting from movements in the interest rate (at 31 December 2022 the amount recorded was 527,116 thousand Euros).
The following table presents the Group's assets and liabilities measured at fair value at 31 March 2023 in accordance with the following hierarchy levels of fair value:
During the three-month period ended 31 March 2023, there was no transfer of financial assets and liabilities between fair value hierarchy levels.
| Mar 2023 | Dec 2022 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||
| Assets: | |||||||||
| Investments in equity instruments at fair value | |||||||||
| through other comprehensive income | Shares | 87,720 | - | 54,074 | 141,794 | 88,045 | - | 54,074 | 142,119 |
| Financial assets at fair value | Cash flow hedge derivatives | - | 74,012 | - | 74,012 | - | 78,735 | - | 78,735 |
| Financial assets at fair value | Fair value hedge derivatives | - | - | - | - | - | - | - | - |
| Financial assets at fair value through profit and loss Negotiable derivatives | - | 2,037 | - | 2,037 | - | 2,064 | - | 2,064 | |
| 87,720 | 76,049 | 54,074 | 217,843 | 88,045 | 80,799 | 54,074 | 222,918 | ||
| Liabilities: | |||||||||
| Financial liabilities at fair value | Loans | - | 533,443 | - | 533,443 | - | 527,116 | - | 527,116 |
| Financial liabilities at fair value | Cash flow hedge derivatives | - | 3,199 | - | 3,199 | - | 901 | - | 901 |
| Financial liabilities at fair value | Fair value hedge derivatives | - | 70,116 | - | 70,116 | - | 72,563 | - | 72,563 |
| - | 606,758 | - | 606,758 | - | 600,580 | - | 600,580 |
During the tree-month period ended 31 March 2023, REN proceeded to a valuation of the financial interests held Hidroeléctrica de Cahora Bassa, S.A., which is classified as Investments in equity instruments at fair value through other comprehensive income (Note 10). The fair value of this asset reflects the price at which the asset would be sold in an orderly transaction.
For this purpose, REN has opted for a revenue approach, which reflects current market expectations regarding future amounts. The fair value of the investment amounted to 54,074 thousand Euros for the three-month period ended on 31 March 2023.
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 which 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.
Up until 31 March 2023, there were no significant changes regarding the financial risk management of the Company compared to the risks disclosed in the consolidated financial statements as of 31 December 2022. A description of the risks can be found in Section 4 - Financial Risk Management of the consolidated financial statements for the year ended 31 December 2022.
The assets recognised in this caption at 31 March 2023 and 31 December 2022 corresponds to equity interests held on strategic entities for the Group, which can be detailed as follows:
| Head office | Book value | ||||
|---|---|---|---|---|---|
| City | Country | % owned | Mar 2023 | Dec 2022 | |
| 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% | 87,720 | 88,045 |
| Hidroeléctrica de Cahora Bassa ("HCB") | Maputo | Mozambique | 7.50% | 54,074 | 54,074 |
| Coreso, S.A. | Brussels | Belgium | 7.90% | 164 | 164 |
| MIBGAS, S.A. | Madrid | Spain | 6.67% | 202 | 202 |
| MIBGÁS Derivatives, S.A. | Madrid | Spain | 9.70% | 49 | 49 |
| Association HyLab - Green Hydrogen Collaborative Laboratory | Sines | Portugal | 15.00% | 15 | 15 |
| 145,390 | 145,715 |
The changes in this caption were as follows:
| MIBGÁS | ||||||||
|---|---|---|---|---|---|---|---|---|
| OMEL | HCB | REE | Coreso | MIBGÁS | Derivatives | HyLab | Total | |
| At 1 January 2022 | 3,167 | 56,111 | 103,017 | 164 | 202 | 48 | 15 | 162,724 |
| Fair value adjustments | - | (2,037) | (14,972) | - | - | - | - | (17,009) |
| At 31 December 2022 | 3,167 | 54,074 | 88,045 | 164 | 202 | 48 | 15 | 145,715 |
| At 1 January 2023 | 3,167 | 54,074 | 88,045 | 164 | 202 | 48 | 15 | 145,715 |
| Fair value adjustments | - | - | (325) | - | - | - | - | (325) |
| At 31 March 2023 | 3,167 | 54,074 | 87,720 | 164 | 202 | 48 | 15 | 145,390 |
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 31 March 2023.
REN holds 2,060,661,943 shares representing 7.5% of the stock capital and voting rights of Hidroeléctrica de Cahora Bassa, SA, a company incorporated under Mozambican law, at the 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 (Note 9).
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 that involve the analysis and coordination of the European regional electricity network, with a focus on the coordination of services, ranging from coordination several days in advance to close to real time.
On 31 March 2023, REN also holds a 6.67% financial interest in the share capital of MIBGÁS, SA, acquired during the first half of 2016, 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.
On 31 March 2023, REN also holds a 9.7% financial interest, acquired for the amount of 48 thousand Euros, of the share capital of MIBGÁS Derivatives, SA, the management company of the organized futures market natural gas, spot products of liquefied natural gas and spot products in underground storage in the Iberian Peninsula.
On 31 March 2023, REN also holds 15 Founder Participation Units in the HyLab – Green Hydrogen Collaborative Laboratory Association, acquired for the amount of 15 thousand Euros. This is a non-profit association governed by private law, whose object is the scientific and technological development of Green Hydrogen, covering the various components of the value chain, namely production, transport, distribution, storage and end uses.
These investments (OMEL, MIBGÁS, MIBGÁS Derivatives, Coreso and HyLab) are recognised at fair value through other comprehensive income, however, as there are no available market price for these investments and as it is not possible to determine the fair value of the period using comparable transactions, these investments are recorded at acquisition value, and there is no indicator at this date that this value is not representative of the fair value, as describe in Note 3.6 - Financial Assets and Liabilities of the consolidated financial statements for the year ended 2022.
REN understands that there is no evidence of impairment loss regarding the investments of OMEL, Coreso, MIBGÁS, MIBGÁS Derivatives and HyLab at 31 March 2023.
REN Portgás holds other financial interests, which are recorded at the acquisition cost in the amount of 14 thousand Euros, deducted of impairment losses, with a net value of zero thousand Euros.
Name
AMPORTO - Área Metropolitana do Porto
AREA ALTO MINHO - Ag. Reg. Energia e Amb. Alto Minho
ADEPORTO - Agência de Energia do Porto
The adjustments to investments in equity instruments at fair value through other comprehensive are recognised in the equity caption "Fair value reserve". This caption at 31 March 2023 and 31 December 2022 is made up as follows:
| Fair value reserve | |
|---|---|
| (Note 15) | |
| 1 January 2022 | 57,758 |
| Changes in fair value | (17,009) |
| Tax effect | 4,368 |
| 31 December 2022 | 45,116 |
| 1 January 2023 | 45,116 |
| Changes in fair value | (325) |
| Tax effect | 80 |
| 31 March 2023 | 44,871 |
In the three-month period ended 31 March 2023, the is no amount recognized in the consolidated statement of profit and loss relative to associated companies' dividends. However, the amount of 1,477 thousand Euros was received relative to dividends recognized during the year ended 31 December 2022. This amount was included in the cash flows statement.
Trade and other receivables at 31 March 2023 and 31 December 2022 are made up as follows:
| Mar 2023 | Dec 2022 | |||||
|---|---|---|---|---|---|---|
| Current | Non-current | Total | Current | Non-current | Total | |
| Trade receivables | 284,978 | 3,275 | 288,253 | 229,678 | 3,275 | 232,952 |
| Impairment of trade receivables | (2,905) | - | (2,905) | (2,905) | - | (2,905) |
| Trade receivables net | 282,073 | 3,275 | 285,348 | 226,773 | 3,275 | 230,047 |
| Tariff deviations | 30,094 | 195,546 | 225,640 | 45,451 | 52,391 | 97,842 |
| State and Other Public Entities | 88,587 | - | 88,587 | 55,540 | - | 55,540 |
| Trade and other receivables | 400,753 | 198,821 | 599,574 | 327,764 | 55,666 | 383,430 |
The most relevant balances included in the trade and other receivables caption as of 31 March 2023 are: (i) the receivable of E-Redes Distribuição de Eletricidade, SA in the amount of 33,842 thousand Euros (32,125 thousand Euros at 31 December 2022), (ii) the receivable of Galp Gás Natural, S.A., in the amount of 5,402 thousand Euros (5,760 thousand Euros at 31 December 2022), (iii) the receivable of EDP – Gestão da Produção de Energia, S.A., in the amount of 147 thousand Euros (7,112 thousand Euros at 31 December 2022), (iv) the receivable of EDP – Energias de Portugal, S.A., in the amount of 751 thousand Euros (15,829 thousand Euros at 31 December 2022) and (v) the receivable of Endesa Generación, S.A., in the amount of 9,631 thousand Euros (10,295 thousand Euros at 31 December 2022).
In the trade and other receivables at 31 March 2023, also stands out the amounts not yet invoiced of the activity of the Market Manager (MIBEL – Mercado Ibérico de Electricidade), in the amount of 53,709 thousand Euros (54,758 thousand Euros at 31 December 2022), the amount to invoice to EDP – Distribuição de Energia, S.A., of 8,390 thousand Euros (5,885 thousand Euros at 31 December 2022) regarding the CMEC, also reflected in the caption "Suppliers and other accounts payable" (Note 19) and the amount of 42,452 thousand Euros related to the payment of dividends as advance on profits.
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:
| Mar 2023 Dec 2022 |
|||
|---|---|---|---|
| Begining balance | (2,905) | (2,947) | |
| Reclassifications | - | 123 | |
| Increases | - | (81) | |
| Ending balance | (2,905) | (2,905) |
At 31 March 2023 and 31 December 2022, the REN Group had the following derivative financial instruments contracted:
| 31 March 2023 | ||||||
|---|---|---|---|---|---|---|
| Assets | Liabilities | |||||
| Notional | Current | Non-current | Current | Non-current | ||
| Derivatives designated as cash flow hedges | ||||||
| Interest rate swaps | 900,000 TEUR | - | 74,012 | - | - | |
| Currency and interest rate swaps | 10,000,000 TJPY | - | - | - | 3,175 | |
| Non-Deliverable Forward | 3,180,000 TEUR | - | - | 24 | - | |
| - | 74,012 | 24 | 3,175 | |||
| Derivatives designated as fair value hedges | ||||||
| Interest rate swaps | 600,000 TEUR | - | - | - | 70,116 | |
| - | - | - | 70,116 | |||
| Trading derivatives | ||||||
| Trading derivatives | 60,000 TEUR | - | 2,037 | - | - | |
| - | 2,037 | - | - | |||
| Derivative financial instruments | - | 76,049 | 24 | 73,291 | ||
| 31 December 2022 | ||||||
| Assets | Liabilities | |||||
| Notional | Current | Non-current | Current | Non-current | ||
| Derivatives designated as cash flow hedges | ||||||
| Interest rate swaps | 900,000 TEUR | - | 78,500 | - | - | |
| Currency and interest rate swaps | 10,000,000 TJPY | - | - | - | 901 | |
| Non-Deliverable Forward | 3,180,000 TEUR | 236 | - | - | - | |
| 236 | 78,500 | - | 901 | |||
| Derivatives designated as fair value hedges | ||||||
| Interest rate swaps | 600,000 TEUR | - | - | - | 72,563 | |
| - | - | - | 72,563 | |||
| Trading derivatives | ||||||
| Trading derivatives | 60,000 TEUR | - | 2,064 | - | - | |
| - | 2,064 | - | - | |||
| Derivative financial instruments | 236 | 80,564 | - | 73,464 |
The valuation of the derivative financial instruments portfolio is based on fair value valuations performed by specialized external entities.
The amount recognized in this item refers to:
Counterparties to derivative contracts are international financial institutions with a solid credit rating and first-rate national institutions.
For the purpose of the effectiveness tests of the designated hedging relationships, REN applies the "Dollar offset method" and the linear regression statistical method as methodologies. The effectiveness ratio is given by comparing the changes in fair value of the hedging instrument with the changes in fair value of the hedged item (or hypothetical derivative instrument simulating the conditions of the hedged item).
For the purpose of calculating ineffectiveness, the total change in fair value of the hedging instruments is considered.
The disclosed amount includes receivable or payable accrued interest, at 31 March 2023 related to these financial instruments, in the net amount payable of 3,112 thousand Euros (at 31 December 2022 it was 577 thousand Euros payable).
The characteristics of the derivative financial instruments negotiated at 31 March 2023 and 31 December 2022 were as follows:
| Fair value at | |||||||
|---|---|---|---|---|---|---|---|
| Notional | Currency | REN pays | REN receives | Maturity | Mar 2023 | Dec 2022 | |
| Cash flow hedge: | |||||||
| Interest rate swaps | 900,000 TEuros | EUR | [0.75%;1.266%] | [Euribor 3m; Euribor 6m] [dec-2024;feb-2025] | 74,012 | 78,500 | |
| Currency ans interest rate swaps | 10,000,000 TJPY EUR/JPY [Euribor 6m; + 1.9%] | [2.71%] | [jun-2024] | (3,175) | (901) | ||
| Non-Deliverable Forward | 3,180,000 TCLP EUR/CLP [854,4 to 893,1 CLP] | [854,4 to 893,1 EUR] | [jul-2021;dec-2023] | (24) | 236 | ||
| 70,813 | 77,835 | ||||||
| Fair value hedge: | |||||||
| Interest rate swaps | 300,000 TEuros | EUR | [Euribor 6m] | [0.611%; 0.6285%] | [feb-2025] | (16,042) | (15,582) |
| Interest rate swaps | 300,000 TEuros | EUR | [Euribor 6m] | [-0.095%] | [apr-2029] | (54,074) | (56,981) |
| (70,116) | (72,563) | ||||||
| Trading: | |||||||
| Interest rate swaps | 60,000 Teuros | EUR | [0.99%] | [Euribor 6m] | [jun-2024] | 2,037 | 2,064 |
| 2,037 | 2,064 | ||||||
| Total | 2,734 | 7,336 |
The periodicity of the cash flows, paid and received, from the derivative financial instruments portfolio is monthly, quarterly, semiannual and annual for cash flow hedging contracts, semiannual and annual for fair value hedging contracts and semiannual for the trading derivative.
The breakdown of the notional of derivatives on 31 March 2023 is presented in the following table:
| 2023 | 2024 | 2025 | 2026 | 2027 | Following years |
Total | |
|---|---|---|---|---|---|---|---|
| Interest rate swap (cash flow hedge) | - | 300,000 | 300,000 | - | - | 300,000 | 900,000 |
| Currency and interest rate swap (cash flow hedge) | - | 72,899 | - | - | - | - | 72,899 |
| Non Deliverable Forward (cash flow hedge) | 2,695 | - | - | - | - | - | 2,695 |
| Interest rate swap (fair value hedge) | - | - | 300,000 | - | - | 300,000 | 600,000 |
| Interest rate swap (trading) | - | 60,000 | - | - | - | - | 60,000 |
| Total | 2,695 | 432,899 | 600,000 | - | - | 600,000 | 1,635,594 |
| 2023 | 2024 | 2025 | 2026 | 2027 | Following years |
Total | ||
|---|---|---|---|---|---|---|---|---|
| Interest rate swap (cash flow hedge) | - | 300,000 | 300,000 | - | - | 300,000 | 900,000 | |
| Currency and interest rate swap (cash flow hedge) | - | 72,899 | - | - | - | - | 72,899 | |
| Non Deliverable Forward (cash flow hedge) | 3,604 | - | - | - | - | - | 3,604 | |
| Interest rate swap (fair value hedge) | - | - | 300,000 | - | - | 300,000 | 600,000 | |
| Interest rate swap (trading) | - | 60,000 | - | - | - | - | 60,000 | |
| Total | 3,604 | 432,899 | 600,000 | - | - | 600,000 | 1,636,503 |
The Group hedges the interest rate risk associated with the fluctuation of the market interest rate index (Euribor) on a portion of future debt interest payments through the designation of interest rate swaps, in order to transform floating rate payments into fixed rate payments.
At 31 March 2023, the Group has a total of six cash flow hedging interest rate swap contracts for a total amount of 900,000 thousand Euros (as of 31 December 2022 it was 900,000 thousand Euros). The hedged risk is the variable rate index associated to the interest payments of the loans Credit risk is not being hedged.
The fair value of the interest rate swaps, at 31 March 2023, is positive 74,012 thousand Euros (at 31 December 2022 it was positive 78,500 thousand Euros).
Of the derivatives described above, two contracts in a total amount of 600,000 thousand Euros (at 31 December 2022 it was 600,000 thousand Euros) are designated to hedge an aggregated exposure composed by the net effect of floating rate debt and interest rate swaps designated as fair value hedging instruments.
The amount recognised in reserves, relating to the cash flow hedges referred to above, was 72,957 thousand Euros (at 31 December 2022 it was 78,316 thousand Euros).
The hedged instruments of cash flow hedging relationships present the following conditions:
| Maturity | Hedged notional | Interest rate | Hedged carrying amount - Mar 2023 |
Hedged carrying amount - Dec 2022 |
Note | |
|---|---|---|---|---|---|---|
| Cash flow hedging instruments | ||||||
| European Investment Bank (EIB) Loan | 16/12/2024 | 300,000 TEuros | Euribor 3m | 297,822 | 299,403 | 16 |
| Bond Issue (Euro Medium Term Notes)1 | 12/02/2025 | 300,000 TEuros | 2.5% | 299,014 | 293,363 | 16 |
| Bond Issue (Euro Medium Term Notes)2 | 16/04/2029 | 300,000 TEuros | 0.50% | 298,562 | 298,932 | 16 |
1 This hedged instrument is designated jointly with derivatives of fair value hedging amounting to 300,000 thousand Euros (see conditions on the table above) in an aggregate exposure hedge to Euribor 6 months in the period from 2023 to 2025 and, as such, eligible for cash flow hedge.
2 This hedged instrument is designated jointly with derivatives of fair value hedging amounting to 300,000 thousand Euros (see conditions on the table above) in an aggregate exposure hedge to Euribor 6 months in the period from 2023 to 2029 and, as such, eligible for cash flow hedge.
The Group hedged the exchange rate risk of the 10,000 million yen bond issued through a cross currency swap with the main characteristics similar to the bond with regard to exchange rate risk. Credit risk is not hedged.
The fair value of the cross currency swap at 31 March 2023 is negative 3,175 thousand Euros (at 31 December 2022 it was positive 901 thousand Euros).
Changes in the fair value of the hedging instrument are also being recognized in equity hedging reserves, with exception of:
In May 2021, the Group hedged the exchange rate risk of sales denominated in Chilean Pesos by Transemel, in a total amount of 7,950,000 thousand Chilean Pesos (CLP), through the contracting of a structure of thirty monthly non deliverable forwards on the monthly average of the EUR/CLP exchange rate with maturity between 2021 and 2023.
As at 31 March 2023, the Group has a total of twelve active non-deliverable forwards contracts denominated as cash flow hedging instruments in the global amount of 2,695 thousand Euros. The hedged risk corresponds to the foreign exchange exposure of sales made in CLP at the time of the consolidation of the Group entity, Transemel. Credit risk is not covered.
The fair value of non deliverable forwards, as of 31 March 2023, is negative 24 thousand Euros (at 31 December 2022 it was positive 236 thousand Euros). The amount recorded in reserves, referring to the cash flow hedges mentioned above, as at 31 March 2023, is 157 thousand Euros (at 31 December 2022 it was 346 thousand Euros). Additionally, an amount of 33 thousand Euros was recorded as a hedging cost in the income statement, which corresponds to the forward points of the hedging instruments that are not designated as part of the hedging relationship (at 31 December 2022 it was 82 thousand Euros). The hedged instrument of the cash flow hedge corresponds to a proportion of total sales denominated in CLP, corresponding to a monthly sales amount of 265,000 thousand Chilean Pesos.
The movements recorded in the statement of comprehensive income through the application of cash flow hedges were as follows:
| Cash flow hedging instruments | Change in the fair value of hedging instruments |
Of which: effective amount recorded in hedge reserves |
Hedging inefficiency recorded in profit for the year |
Coverage reserve reclassifications to results for the year |
|
|---|---|---|---|---|---|
| Swaps of interest rate | (5,359) | (5,359) | - | - | |
| Swaps of exchange rate and interest rate | (1,891) | 146 | 10 | (2,047) | |
| Non-Deliverable Forward | (24) | 157 | - | (181) | |
| (7,274) | (5,056) | 10 | (2,228) |
| Cash flow hedging instruments | Change in the fair value of hedging instruments |
Of which: effective amount recorded in hedge reserves |
Hedging inefficiency recorded in profit for the year |
Coverage reserve reclassifications to results for the year |
|
|---|---|---|---|---|---|
| Swaps of interest rate | 1,538 | 14,219 | - | - | |
| Swaps of exchange rate and interest rate | (4,413) | 2,789 | (4,843) | (2,359) | |
| Non-Deliverable Forward | 1,061 | (1,089) | - | - | |
| 30,240 | 33,590 | (1,266) | (2,718) |
5 The currency effect of the underlying (loan),as at 31 March 2021, was favorable in the amount of 2,047 thousand Euros, and was offset, in the same amount, by the unfavourable effect of the hedging instrument in the income statement for the year (as of 31 December 2022 was favorable in 2,718 thousand Euros).
6 The ineffective cash flow hedge component of the exchange rate risk recognised in the income statement, was positive 10 thousand Euros which was offset by the effect of the trading derivative negotiated in negative 283 thousand Euros (as of 31 December 2022 it was negative 1,266 thousand Euros against positive 1,313 thousand Euros of the effect of the trading derivative). Therefore, the net effect on the income statement for the three-month period ended on 31 March 2023 amounted to negative 273 thousand Euros (as of 31 March 2022 was positive 47 thousand Euros).
The movements recognised in the hedging reserve (Note 15) were as follows:
| Fair value | Deferred taxes impact |
Hedging reserves (Note 15) |
|
|---|---|---|---|
| 1 January 2022 | (15,962) | 3,837 | (12,126) |
| Changes in fair value and ineffectiveness | 92,660 | (21,016) | 71,644 |
| 31 December 2022 | 76,698 | (17,179) | 59,518 |
| 1 January 2023 | 76,698 | (17,179) | 59,518 |
| Changes in fair value and ineffectiveness | (5,440) | 1,173 | (4,267) |
| 31 March 2023 | 71,258 | (16,006) | 55,252 |
The Group hedges the interest rate risk associated with the fluctuation of the market interest rate index (Euribor) on the fair value of interest payments on fixed-rate debt by negotiating interest rate swaps where it pays a variable rate and receives a fixed rate in order to convert fixed-rate debt payments into variable-rate payments.
At 31 March 2023, the Group has a total of four fair value hedging derivative contracts amounting to 600,000 thousand Euros (as of 31 December 2022 it was 600,000 thousand Euros). The hedged risk corresponds to the change in fair value of debt issues attributable to movements in the market interest rate index (Euribor). Credit risk is not being hedged. At 31 March 2023, the fair value of interest rate swaps designated as fair value hedging instruments was negative 70,116 thousand Euros (as of 31 December 2022 it was negative 72,563 thousand Euros).
Changes in the fair value of hedged items arising from interest rate risk are recognised in the income statement in order to offset changes in the fair value of the hedging instrument, which are also recognised in the income statement.
The hedged items of fair value hedging relationships have the following conditions:
| Maturity | Hedged notional |
Interest rate |
Carrying amount | Accumulated Fair value adjustment |
Variation of the year-end 2023 |
Note | |
|---|---|---|---|---|---|---|---|
| Fair value hedging instruments | |||||||
| Bond Issue (Euro Medium Term Notes) | 12/02/2025 | 300,000 TEuros | 2.50% | 300,653 | 15,345 | (1,639) | 16 |
| Bond Issue (Euro Medium Term Notes) | 16/04/2029 | 300,000 TEuros | 0.50% | 303,249 | 51,212 | (4,687) | 16 |
| 66,557 | (6,326) |
| Maturity | Hedged notional |
Interest rate |
Carrying amount | Accumulated Fair value adjustment |
Variation of the year-end 2022 |
Note | |
|---|---|---|---|---|---|---|---|
| Fair value hedging instruments | |||||||
| Bond Issue (Euro Medium Term Notes) | 12/02/2025 | 300,000 TEuros | 2.50% | 290,610 | 1,357 | 8,403 | 16 |
| Bond Issue (Euro Medium Term Notes) | 16/04/2029 | 300,000 TEuros | 0.50% | 279,566 | 24,496 | 18,996 | 16 |
| 25,853 | 27,399 |
As of 31 March 2023, the change in fair value of the debt related to interest rate risk recognized in the income statement was negative 6,327 thousand Euros (at 31 March 2022 it was positive 27,399 thousand Euros), resulting in an ineffective component, after considering the effect of the hedged items in the income statement, of approximately negative 600 thousand Euros (at 31 March 2022 it was positive 33 thousand Euros). The ineffectiveness recognized is related to the effect of the fixed leg spread of the hedging instruments that is not reflected in the hedged item.
The movements recorded in the statement of comprehensive income through the application of fair value hedges were as follows:
- March 2023
- March 2022
| Fair value hedging instruments | Hedging inefficiency recorded in profit for the year |
|---|---|
| Swaps of interest rate | (600) |
| Fair value hedging instruments | Hedging inefficiency recorded in profit for |
| Swaps of interest rate | the year 33 |
The Group negotiated an interest rate swap, with a starting date in 2019 and maturity in 2024, which pays fixed rate and receives variable rate. This instrument, although not designated as hedge accounting considering IFRS 9 criteria, is currently hedging the effect of the ineffectiveness of the cash flow hedge of the interest and exchange rate risks of the bond issue in Yen, relative to the fluctuation of interest rates for the hedging period (see Cash Flow Hedge – Interest and Exchange Rate Swaps).
The notional amount of this trading derivative is 60,000 thousand Euros as of 31 March 2023 (at 31 December 2022 it was 60,000 thousand Euros). Credit risk is not being hedged. The fair value of the trading derivative, on 31 March 2023, is positive 2,037 thousand Euros (on 31 December 2022 it was positive 2,064 thousand Euros).
Changes in the fair value of the trading derivative are recorded directly in the income statement. The impact in the income statement, as of 31 March 2023, related to the effect of the fair value of the trading derivative was negative 283 thousand Euros (as of 31 March 2022 it was 1,313 thousand Euros positive).
The amounts considered as cash and cash equivalents in the consolidated statements of cash flows for the periods ended 31 March 2023 and 31 December 2022 are made up as follows:
| Mar 2023 | Dec 2022 | |
|---|---|---|
| Cash | 24 | 1 |
| Bank deposits | 201,296 | 365,291 |
| Cash and cash equivalents in the statement of financial position | 201,320 | 365,292 |
| The transitional gas price stabilization regime - Decree-Law 84-D/2022 (Note 32) | - | - |
| Cash and cash equivalents in cash flow statement | 201,320 | 365,292 |
In the years ended 31 March 2023 and 31 December 2022, there are no cash and cash equivalents that are not available for the group to use.
As of 31 March 2023 and 31 December 2022, REN's subscribed and paid up share capital is made up of 667,191,262 shares of 1 euro each.
| Mar 2023 | Dec 2022 | |||
|---|---|---|---|---|
| Number of shares | Share capital | Number of shares | Share capital | |
| Share Capital | 667,191,262 | 667,191 | 667,191,262 | 667,191 |
The caption "Other changes in equity" in the period ended 31 March 2023 amounted to 5,561 thousand Euros.
Additionally, and following the share capital increase in 2017, the caption "Share Premium" in the period ended 31 March 2023 amounted to 116,809 thousand Euros.
At 31 March 2023 and 31 December 2022, REN SGPS had the following own shares:
| Number of shares |
Proportion | Amount | |
|---|---|---|---|
| Own shares | 3,881,374 | 0.6% | (10,728) |
No own shares were acquired or sold in the period ended 31 March 2023.
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 397,210 thousand Euros includes:
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, at 31 March 2023 and 31 December 2022 was as follows:
| Mar 2023 | Dec 2022 | ||||||
|---|---|---|---|---|---|---|---|
| Current | Non-current | Total | Current | Non-current | Total | ||
| Bonds | 550,000 | 1,101,519 | 1,651,519 | 550,000 | 1,097,002 | 1,647,002 | |
| Bank Borrowings | 68,283 | 338,300 | 406,583 | 68,283 | 348,300 | 416,583 | |
| Commercial Paper | - | 250,000 | 250,000 | - | 250,000 | 250,000 | |
| Leases | 1,447 | 2,468 | 3,915 | 1,432 | 2,418 | 3,850 | |
| 619,730 | 1,692,288 | 2,312,018 | 619,715 | 1,697,720 | 2,317,436 | ||
| Accrued interest | 15,048 | - | 15,048 | 23,667 | - | 23,667 | |
| Prepaid interest | (1,938) | (2,708) | (4,646) | (4,438) | (2,359) | (6,797) | |
| Borrowings | 632,840 | 1,689,580 | 2,322,420 | 638,944 | 1,695,362 | 2,334,306 |
The borrowings settlement plan was as follows:
| 2023 | 2024 | 2025 | 2026 | 2027 | Following years | Total | |
|---|---|---|---|---|---|---|---|
| Debt - Non current | - | 138,660 | 570,436 | 290,217 | 69,460 | 623,515 | 1,692,288 |
| Debt - Current | 619,730 | - | - | - | - | - | 619,730 |
| 619,730 | 138,660 | 570,436 | 290,217 | 69,460 | 623,515 | 2,312,018 |
Detailed information regarding bond issues as of 31 March 2023 is as follows:
| 31 March 2023 | |||||
|---|---|---|---|---|---|
| Issue date | Maturity | Inicial amount | Outstanding | Interest rate | Periodicity of |
| amount | interest payment | ||||
| 'Euro Medium Term Notes' programme emissions | |||||
| 26/06/2009 | 26/06/2024 | TJPY 10,000,000 (i) (ii) TJPY 10,000,000 Fixed rate | Semi-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 |
| 16/04/2021 | 16/04/2029 | TEUR 300,000 (ii) | TEUR 300,000 | Fixed rate EUR 0.50% | Annual |
(i) These issues correspond to private placements.
(ii) These issues have interest currency rate swaps associated
As of 31 March 2023, the Group has eleven commercial paper programs in the amount of 2,125,000 thousand Euros, of which 1,875,000 thousand Euros are available for utilization. Of the total amount 850,000 thousand Euros have a guaranteed placement. As of March 31, 2023, an amount of 600,000 thousand Euros is available (600 thousand Euros were also available as of December 31, 2022).
In 2023, the Group renegotiated a Revolving Credit Facility with the Bank of China, for wich purpose 10,000 thousand Euros, which at that date had been issued, were disbursed. The new financing line, in the amount of 250,000 thousand Euros, was not disbursed.
REN SGPS signed, with the European Investment Bank (EIB), new long term financing in the amount of 150,000 thousand Euros, was not disbursed.
Bank loans are mostly composed of loans contracted with the European Investment Bank (EIB), which at 31 March 2023 amounted to 371,583 thousand Euros (at 31 December 2022 it was 371,583 thousand Euros).
The Group also has credit lines negotiated and not used in the amount of 80,000 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 865 thousand Euros (2,069 thousand Euros at 31 December 2022) 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 600,000 thousand Euros, fair value changes concerning interest rate risk were recognized directly in statement of profit and loss, in an amount of 6,327 thousand Euros (negative) (at 31 March 2022 was 27,399 thousand Euros (positive)).
The Company's financial liabilities have the following main types of covenants: Cross default, Pari Passu, Negative Pledge and Gearing.
The bank loans with BEI include also covenants related with rating and other financial ratios in which the Group may be called upon to present an acceptable guarantee in the event of rating and financial ratios below the established values.
As of 31 March 2023, the group complies with all the covenants to which it is contractually bound.
Group and its subsidiaries are a part of certain financing agreements and debt issues, which include change in control clauses typical in this type of transactions (including, though not so expressed, changes in control as a result of takeover bids) and essential to the realization of such transactions on the appropriate market context. In any case, the practical application of these clauses is limited to considering the legal ownership of shares of REN restrictions.
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 effect of the foreign exchange rate exposure was not considered as this exposure is totally covered by hedge derivate in place.
The average interest rates for borrowings including commissions and other expenses were 2.42% in 31 March 2023 and 1.81% in 31 December 2022.
Minimal payments regarding lease contacts and the carrying amount of the finance lease liabilities as of 31 March 2023 and 31 December 2022 are made up as follows:
| Mar 2023 | Dec 2022 | |
|---|---|---|
| Lease liabilities - minimum lease payments | ||
| No later than 1 year | 1,504 | 1,450 |
| Later than 1 year and no later than 5 years | 2,555 | 2,435 |
| 4,059 | 3,885 | |
| Future finance charges on leases | (173) | (35) |
| Present value of lease liabilities | 3,886 | 3,850 |
| Mar 2023 | Dec 2022 | |
| The present value of lease liabilities is as follows | ||
| No later than 1 year | 1,447 | 1,432 |
| Later than 1 year and no later than 5 years | 2,468 | 2,418 |
| 3,915 | 3,850 |
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 award, retirement award and a death subsidy (referred to as "Other benefits"). The long service award is applicable to all Group companies.
At 31 March 2023 and 31 December 2022, the Group had the following amounts recorded relating to liabilities for retirement and other benefits:
| Mar 2023 | Dec 2022 | |
|---|---|---|
| Liability on statement of financial position | ||
| Pension plan | 31,219 | 32,551 |
| Healthcare plan and other benefits | 32,499 | 32,388 |
| 63,718 | 64,939 |
The reconciliation of the remeasurement of the net benefit liability is as follows:
| Mar 2023 | Dec 2022 |
|---|---|
| 94,109 | |
| 3,749 | |
| - | (157) |
| (1,178) | (27,254) |
| (1,098) | (5,508) |
| 63,718 | 64,939 |
| 64,939 Current service costs and Net interest on net defined benefit liability1,055 |
During the three-month periods ended 31 March 2023 and 2022, the following operating expenses were recorded regarding benefit plans with employees:
| Mar 2023 | Mar 2022 | |
|---|---|---|
| Charges to the statement of profit and loss (Note 24) | ||
| Pension plan | 680 | 661 |
| Healthcare plan and other benefits | 375 | 224 |
| 1,055 | 885 |
The amounts reported at 31 March 2023 and 2022 result from the projection of the actuarial valuation made on 31 December 2022, for the three-month periods ending 31 March 2023 and 2022, considering the estimated salaries for 2023 and 2022, respectively.
The actuarial assumptions used to calculate the post-employment benefits are considered by the REN Group and the entity specialized in the actuarial valuation reports to be those that best meet the commitments established in the Pension plan, and related retirement benefit liabilities, and are as follows:
| 2022 | 2021 | |
|---|---|---|
| Full Yield Curve | Full Yield Curve | |
| Annual discount rate | (single rate equivalent: 3,87%) | (single rate equivalent: 1,03%) |
| Expected percentage of serving employees elegíble for early retirement (more than 60 years of age and 36 years in service) - by Collective work agreement |
20.00% | 20.00% |
| Expected percentage of serving employees elegible for early retirement - by Management act | 10.00% | 10.00% |
| Rate of salary increase | 4,50% para 2023 2,80% a partir de 2024 |
2.80% |
| Pension increase | 3,50% para 2023 2,30% a partir de 2024 |
1.80% |
| Future increases of Social Security Pension amount Inflation rate |
3,50% para 2023 2,30% a partir de 2024 2.30% |
1.80% 1.80% |
| Medical trend | 2.30% | 1.80% |
| Management costs (per employee/year) | €282 | €289 |
| Expenses medical trend | 2.30% | 1.80% |
| Retirement age (number of years) | 66 | 66 |
| Mortality table | TV 99/01 | TV 88/90 |
The changes in provisions for other risks and charges in the periods ended 31 March 2023 and 31 December 2022 were as follows:
| Mar 2023 | Dec 2022 | |
|---|---|---|
| Begining balance | 10,576 | 8,872 |
| Increases | - | 2,576 |
| Reversing | - | (346) |
| Utilization | (444) | (526) |
| Ending balance | 10,132 | 10,576 |
At 31 March 2023, 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 provision for restructuring in the amount of 949 thousand Euros related to the ongoing restructuring process of the Group.
The caption "Trade and other payables" at 31 March 2023 and 31 December 2022 was made up as follows:
| Mar 2023 | Dec 2022 | |||||
|---|---|---|---|---|---|---|
| Current | Non current | Total | Current | Non current | Total | |
| Trade payables | ||||||
| Current suppliers (Note 9) | 311,082 | - | 311,082 | 219,141 | - | 219,141 |
| Other creditors | ||||||
| Other creditors (Note 9) | 52,001 | 34,358 | 86,359 | 28,369 | 34,815 | 63,184 |
| Tariff deviations (Note 9) | 397,635 | 68,589 | 466,224 | 523,570 | 73,646 | 597,217 |
| Fixed assets suppliers (Note 9) | 45,741 | - | 45,741 | 59,887 | - | 59,887 |
| Tax payables (Note 9) (i) | 37,681 | - | 37,681 | 19,629 | - | 19,629 |
| Deferred income | ||||||
| Grants related to assets | 19,241 | 255,016 | 274,257 | 19,346 | 252,847 | 272,194 |
| Bilateral agreements - Grants | - | 121,754 | 121,754 | - | 86,967 | 86,967 |
| Others | 11,072 | 1,956 | 13,027 | 9,563 | 2,021 | 11,584 |
| Accrued costs | ||||||
| Holidays and holidays subsidies (Note 9) | 7,396 | - | 7,396 | 5,909 | - | 5,909 |
| Trade and other payables | 881,849 | 481,673 | 1,363,522 | 885,416 | 450,297 | 1,335,713 |
(i) Tax payables refer to VAT, personnel income taxes and other taxes
The caption "Trade and other payables" includes: (i) the amount of 65,676 thousand Euros, regarding the management of CAEs from Turbogás and Tejo Energia (40,521 thousand Euros at 31 December 2022); (ii) the amount of 19,971 thousand Euros of investment projects not yet invoiced (23,195 thousand Euros at 31 December 2022); (iii) the amount of 50,909 thousand Euros (54,758 thousand Euros at 31 December 2022) from the activity of the Market Manager (MIBEL – Mercado Ibérico de Electricidade); and (iv) the amount of 8,390 thousand Euros of "CMEC – Custo para a Manutenção do Equilíbrio Contratual" to be invoiced by EDP – Gestão da Produção de Energia, S.A. (5,885 thousand Euros at 31 December 2022), also reflected in the caption "Trade receivables" (Note 11).
This transaction related to "CMEC" sets a pass-through in the consolidated income statement of REN, fact for which it is compensated in that statement.
The caption "Other creditors" includes: (i) the amount of 2,285 thousand Euros (1,078 thousand Euros at 31 December 2022) 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 28,098 thousand Euros (Note 27) (at 31 March 2022 was 28,018 thousand Euros).
Sales and services rendered recognized in the consolidated statement of profit and loss for the three-month period ended 31 March 2023 and 2022 is made up as follows:
| Mar 2023 | Mar 2022 | |
|---|---|---|
| Goods: | ||
| Domestic market | 59 | 42 |
| 59 | 42 | |
| Services - Domestic market: | ||
| Electricity transmission and overall systems management | 97,750 | 83,650 |
| Gas transmission | 17,391 | 21,656 |
| Regasification | 15,459 | 11,029 |
| Gas distribution | 14,229 | 14,047 |
| Underground gas storage | 7,023 | 4,353 |
| Telecommunications network | 2,068 | 1,787 |
| Trading | 233 | 198 |
| Others | 22 | 715 |
| Services - External market (Chile): | ||
| Transmission and transformation of electricity | 3,810 | 3,021 |
| 157,984 | 140,456 | |
| Total sales and services rendered | 158,044 | 140,498 |
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 as of 31 March 2023 and 2022 were made up as follows:
| Mar 2023 | Mar 2022 | |
|---|---|---|
| Revenue from construction of concession assets | ||
| Acquisitions | 39,533 | 22,276 |
| Own work capitalised : | ||
| Financial expenses (Note 5) | 936 | 493 |
| Overhead and management costs (Note 5) | 4,935 | 4,310 |
| 45,404 | 27,080 | |
| Cost of construction of concession assets | ||
| Acquisitions | 39,533 | 22,276 |
| 39,533 | 22,276 |
The caption "Other operating income" loss for the three-month period ended 31 March 2023 and 2022 is made up as follows:
| Mar 2023 Mar 2022 | ||
|---|---|---|
| Recognition of investment subsidies in profit and loss | 4,532 | 4,521 |
| Underground occupancy tax | 2,823 | 3,283 |
| Disposal of unused materials | 650 | 162 |
| Supplementary income | 277 | 312 |
| Others | 315 | 268 |
| 8,597 | 8,546 |
The caption "External supplies and services" for the three-month period ended 31 March 2023 and 2022 is made up as follows:
| Mar 2023 | Mar 2022 | |
|---|---|---|
| Cross border interconnection costs i) | 8,700 | 1,531 |
| Fees relating to external entities ii) | 3,041 | 2,224 |
| Maintenance costs | 2,464 | 3,274 |
| Gas transport subcontracts | 2,191 | 1,748 |
| Electric energy costs | 1,423 | 4,494 |
| Insurance costs | 1,308 | 1,177 |
| Security and surveillance | 573 | 532 |
| Travel and transportation costs | 328 | 187 |
| Advertising and communication costs | 172 | 165 |
| Gas operation - Pass through iii) | - | 1,035 |
| Other | 1,412 | 1,146 |
| External supplies and services | 21,611 | 17,512 |
i) The cross border interconnection costs refer to the cost assumed on cross-border trade in electricity.
ii) The fees paid to external entities refer to specialized work and fees paid by REN for contracted services and specialized studies.
iii) Acquisition referring to the extension of the operating gas complying with the provisions of Directive no. 6/2021 published by ERSE.
Personnel costs for the three-month period ended 31 March 2023 and 2022 are made up as follows:
| Mar 2023 | Mar 2022 | |
|---|---|---|
| Remuneration: | ||
| Board of directors | 765 | 893 |
| Personnel | 10,504 | 9,586 |
| 11,269 | 10,480 | |
| Social charges and other expenses: | ||
| Social security costs | 2,204 | 2,049 |
| Post-employement and other benefits cost (Note 17) | 1,055 | 885 |
| Social support costs | 503 | 501 |
| Other | 75 | 68 |
| 3,836 | 3,503 | |
| Total personnel costs | 15,105 | 13,982 |
The Corporate bodies' remuneration includes remunerations paid to the Board of Directors as well as the General Shareholders meeting attendance.
Other operating costs for the three-month period ended 31 March 2023 and 2022 are made up as follows:
| Mar 2023 | Mar 2022 | |
|---|---|---|
| ERSE operating costs i) | 3,127 | 1,677 |
| Underground occupancy tax | 2,845 | 3,283 |
| Donations and quotizations | 747 | 602 |
| Others | 570 | 507 |
| 7,289 | 6,069 |
i) The caption "ERSE operating costs" corresponds to ERSE's operating costs, to be recovered through electricity and gas tariffs.
Financial costs and financial income for the three-month period ended 31 March 2023 and 2022 are made up as follows:
| Mar 2023 | Mar 2022 | |
|---|---|---|
| Financial costs | ||
| Interest on bonds issued | 9,189 | 8,250 |
| Other borrowing interests | 3,640 | 2,454 |
| Derivative financial instruments | 1,820 | 1,283 |
| Interest on commercial paper issued | 1,152 | 1,012 |
| Other financing expenditure | 1,382 | 626 |
| 17,183 | 13,625 | |
| Financial income | ||
| Interest income | 2,301 | - |
| Exchange rate differences | 1,137 | 2,056 |
| Other financial investments | 643 | 1,582 |
| Derivative financial instruments | 7 | 332 |
| 4,088 | 3,970 |
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 no. 82-B / 2014, of 31 December, Law no. 7-A / 2016, of 30 March, Law no. 114/2017, of 29 December, Law no. 71/2018, 31 December, Law no. 2/2020, of 31 March, Law no. 75-B/2020, of 31 December, and Law no. 99/2021, of 31 December.
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 ECES is levied on the value of the assets with reference to the first day of the financial year 2022 (1 January 2022) 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 ECES 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 2022) 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 28,101 thousand Euros (Note 19) (for the three-month period ended 31 March 2022 was 28,018 thousand Euros) against a cost in the statement of profit and loss.
Earnings per share were calculated as follows:
| Mar 2023 | Mar 2022 | ||
|---|---|---|---|
| Consolidated net profit used to calculate earnings per share | (1) | 12,785 | 5,957 |
| Number of ordinary shares outstanding during the period (note 14) | (2) | 667,191,262 | 667,191,262 |
| Effect of treasury shares (note 14) | 3,881,374 | 3,881,374 | |
| Number of shares in the period | (3) | 663,309,888 | 663,309,888 |
| Basic earnings per share (euro per share) | (1)/(3) | 0.02 | 0.01 |
The basic earnings per share are the same as the diluted earnings as there are no situations that could origin dilution effects.
On 28 April 2022, the General Meeting approved the distribution of dividends to shareholders, based on the result for the 2021 financial year, in the amount of 102,747 thousand Euros (0.154 Euros per share), including the dividend attributable to own shares in the amount of 597 thousand Euros, with the amount of 102,150 thousand Euros having been paid to shareholders.
The strategic plan announced by the Company on 14 May 2021, the Board of Directors of REN – Redes Energéticas Nacionais, SGPS, S.A. approved, on 30 November 2022, the payment of dividends, as an advance on profits, in the amount of 0.064 Euros per share, in the amount of 42,452 thousand Euros.
Tejo Energia - Produção e Distribuição de Energia Eléctrica, SA ("Tejo Energia") and Turbogás – Produtora Energética S.A. ("Turbogás") have announced to REN - Rede Eléctrica Nacional, SA ("REN Eléctrica") and REN Trading SA ("REN Trading") its intention to renegotiate the Energy Acquisition Agreement (CAE), in order to reflect in the amounts payable to this producer the costs, which in its opinion would be due, incurred with (i) financing of the social tariff and (ii) with the tax on petroleum products and energy and with the rate of carbon. Also, these two entities stated its intention to renegotiate the CAE, in order to reflect in the amounts payable the costs incurred with the financing of ECES.
According to the CAE, Tejo Energia and Turbogás act as producers and sellers and REN Trading as purchaser of the energy produced in power plants. REN Eléctrica is jointly and severally liable with REN Trading, regarding the execution of the CAE with Tejo Energia and Turbogás. According to the information received, the total costs incurred by these companies until 31 March 2023 amounts to, approximately, 107 million Euros.
REN Trading and REN Elétrica consider that, with the existing legal framework, this possibility depends on the recognition that the associated charges can be considered as general costs of the national electricity system, the only way to guarantee the economic neutrality of REN Trading's contractual position.
All of these disputes were brought by Tejo Energia and Turbogás and contested by REN Eléctrica and REN Trading, and the outcome is pending resolution.
At 31 March 2023 and 31 December 2022, the REN Group had given the following bank guarantees:
| Beneficiary | Scope | Mar 2023 | Dec 2022 |
|---|---|---|---|
| European Investment Bank (EIB) | To guarantee loans | 217,090 | 216,338 |
| General Directorate of Energy and Geology To guarantee compliance with the contract relating to the public service concession | 24,028 | 24,028 | |
| Tax Authority and Customs | Ensure the suspension of tax enforcement proceedings | 30,446 | 25,881 |
| Judge of District Court | Guarantee for expropriation processes | 6,523 | 6,141 |
| Mibgás | To guarantee the liabilities incurred from the participation in the gas organized market | 4,000 | 4,000 |
| Municipal Council of Seixal | Guarantee for litigation | 3,133 | 3,133 |
| Portuguese State | Guarantee for litigation | 2,232 | 2,232 |
| Municipal Council of Maia | Guarantee for litigation | 1,564 | 1,564 |
| Municipal Council of Odivelas | Guarantee for litigation | 1,119 | 1,119 |
| EP - Estradas de Portugal | Guarantee for litigation | 629 | 603 |
| Municipal Council of Porto | Guarantee for litigation | 368 | 368 |
| 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 |
| EDP - Gestão da Produção de Energia, S.A. | Guarantee obligations assumed by the Payer in the contract for the Provision of Communications Services |
123 | 123 |
| Lisbon Maritime Customs | Constitution of possible customs debts | 115 | - |
| Others (loss then 100 thousand Euros) | Guarantee for litigation | 270 | 270 |
| 292,194 | 286,354 |
At 31 March 2023 and 31 December 2022, the shareholder structure of Group REN was as follows:
| Mar 2023 | Dec 2022 | |||
|---|---|---|---|---|
| Number of | Number of | |||
| shares | % | shares | % | |
| 166,797,815 | 25.0% | 166,797,815 | 25.0% | |
| 80,100,000 | 12.0% | 80,100,000 | 12.0% | |
| 49,835,065 | 7.5% | 49,568,307 | 7.0% | |
| 35,496,424 | 5.3% | 35,496,424 | 5.3% | |
| 33,359,563 | 5.0% | 33,359,563 | 5.0% | |
| 3,881,374 | 0.6% | 3,881,374 | 0.6% | |
| 297,721,021 | 44.6% | 297,987,779 | 44.7% | |
| 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.
REN has not established any specific retirement benefit system for the Board of Directors.
Remuneration of the Board of Directors of REN, SGPS in the three-month period ended 31 March 2023 amounted to 673 thousand Euros (803 thousand Euros at 31 March 2022), as shown in the following table:
| Mar 2023 | Mar 2022 | ||
|---|---|---|---|
| Remuneration and other short term benefits | 420 | 420 | |
| Management bonuses (estimate) | 254 | 383 | |
| 673 | 803 |
During the three-month period ended 31 March 2023, there were no transactions carried out by members of the corporate bodies.
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 (Note 3.2) in the 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.
During the three-month periods ended 31 March 2023 and 2022, Group REN carried out the following transactions with reference shareholders, qualified shareholders and related parties:
| Mar 2023 | Mar 2022 | |
|---|---|---|
| Sales and services provided | ||
| Invoicing issued - REE | 18 | 321 |
| Invoicing issued - Centro de Investigação em Energia REN - State Grid | 31 | 35 |
| Other operating income | ||
| Invoicing issued - OMIP | 24 | - |
| 72 | 356 |
| Mar 2023 | Mar 2022 | |
|---|---|---|
| External supplies and services | ||
| Invoicing received - REE | 57 | - |
| Invoicing received - Centro de Investigação em Energia REN - State Grid | 25 | 26 |
| Invoicing received - CMS Rui Pena & Arnaut1 | 20 | 20 |
| 103 | 46 |
The balances at 31 March 2023 and 31 December 2022 resulting from transactions with related parties were as follows:
| Mar 2023 | Dec 2022 | |
|---|---|---|
| Trade and other receivables | ||
| REE - Dividends | - | 1,477 |
| Centro de Investigação em Energia REN - State Grid - Other receivables | 25 | 145 |
| REE - Trade receivables | 18 | 119 |
| 42 | 1,740 | |
| Trade and other payables | ||
| Centro de Investigação em Energia REN - State Grid - Other payables | 127 | 102 |
| REE - Trade payables | 57 | - |
| CMS - Rui Pena & Arnaut - Trade payables 1 | 4 | 4 |
| SPECO - Shandong Power Equipment CO - Trade payables 2 | 615 | 375 |
| 804 | 480 |
The Portuguese State, through Decree-Law no. 84-D/2022, of 9 December 2022, established a transitional regime to stabilize the price of natural gas for consumption carried out in 2023, through the discount on the price of natural gas , equivalent to the difference between the price of the energy component, shown on the invoice, and its reference value, as provided for in article 3 of this decree-law.
The beneficiaries of the transitional price stabilization regime are legally constituted legal persons, consumers of high, medium and low pressure gas at delivery points with annual consumption greater than 10,000 m3, with the exception of the entities referred to in number 2 of article 2.th.
The discount is applied directly by the suppliers in the month following the billing of the respective consumption, once the invoice has been paid by the customer, and the discount must be expressly identified on the invoice in which it is reflected.
Suppliers inform, on the first working day of each week, the Global Technical Manager of the National Gas System ("GTG") regarding the quantities and discount values to be applied to the billing issued in the previous week, including the total consumption of their portfolio from clients. Based on the information transmitted, the GTG transfers, within 10 days to the suppliers, the amounts referring to the support to be granted for each identified billing cycle.
As mentioned in the aforementioned Decree-Law, more precisely in Article 7, it is the responsibility of REN Gasodutos, as Global Technical Manager of the National Gas System, to interact with suppliers in order to operationalize the application of this decree- law. It is REN Gasodutos' responsibility to transfer the funds provided by the Portuguese State for the purposes of this decree-law, and such amounts cannot be used for other purposes. The amount transferred by the Government is deposited in a dedicated bank account, with accounting separation in relation to other activities carried out by the Company.
1 Entity related to the Administrator José Luís Arnaut. During 2023, the contract for the provision of legal advisory services in the area of law and public procurement, approved by the board of directors of the company REN Serviços, SA and awarded to the law firm CMS Rui Pena and Arnaut, an entity related to the Director José Luís Arnaut, remained in force. The contract was signed in 2020, for a period of three years.
2 Subsidiary entity of the shareholder State Grid Europe Limited. The operations with this entity are related to acquisitions of concession assets in progress. Also, this entity presents guarantees amounting to 223 thousand Euros.
On 29 December 2022, the Company received the amount of 1,000,000 thousand Euros, recorded under the caption Transitory gas price stabilization regime - Decree-Law no. 84-D/2022, both in assets and in liabilities, taking into account the need for accounting separation in relation to the other activities carried out by the Company, as mentioned above and mentioned in paragraph 3 of article 7 of the aforementioned decree-law.
Payments of the amounts corresponding to natural gas consumption billed in 2023 begin in February of the same year and can be settled by the end of January 2024. If the amount transferred under this decree-law is not exhausted, REN transfers the respective remainder in favor of the Portuguese State, as referred to in paragraph 5 of article 7 of the referred Decree-Law.
As of 31 March 2023, the Company has already made payments in accordance with the aforementioned Decree-Law, as such the amount recorded in "Transitional gas price stabilization regime - Decree-Law 84-D/2022", both in assets and in liabilities, is 946,898 thousand Euros.
On 2 April 2023, following the Proposal for Tariffs and Prices for natural gas in the gas year 2023-2024 and parameters for the regulation period between 2024 and 2027 announced by ERSE, under the terms and for the purposes of Article 17.º of Regulation (EU) no. 596/2014 of the European Parliament and Council, of 16 April 2014, and other regulations in force, REN - Redes Energéticas Nacionais, SGPS, S.A. disclosed to the market and the general public the Technical Note sent by ERSE (also published in full for reference).
There were no other events that gave rise to adjustments or additional disclosures in the Company's consolidated financial statements for the three-month period ended 31 March 2023.
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) Ana da Cunha Barros (Member of the Board of Directors) João Faria Conceição (Member of the Board of Directors and Chief Operational Officer) Jorge Magalhães Correia (Member of the Board of Directors) Gonçalo Morais Soares (Member of the Board of Directors and Chief Financial Officer) Maria Estela Barbot (Member of the Board of Directors) Guangchao Zhu (Vice-President of the Board of Directors designated by State Grid International Development Limited) Shi Houyun (Member of the Board of Directors) José Luis Arnaut (Member of the Board of Directors) Manuel Sebastião (Member of the Board of Directors and Chairman of the Audit Committee) Yang Qu (Member of the Board of Directors) Rosa Freitas Soares (Member of the Board of Directors and of the Audit Committee) Ana Pinho Gonçalo Gil Mata
(Member of the Board of Directors)
(Member of the Board of Directors and of the Audit Committee)
Note – The remaining pages of this Report & Accounts were initialled by the members of the Executive Committee and by the Certified Accountant, Pedro Mateus.
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