M&A Activity • Aug 2, 2022
M&A Activity
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To: Romanian Financial Supervisory Authority (FSA)
Bucharest Stock Exchange (BSE)
London Stock Exchange (LSE)
Current report in compliance with the Law 24/2017 on issuers of financial instruments and market operations, ASF Regulation no. 5/2018, and the Bucharest Stock Exchange Code
Report date: 2 August 2022
Company name: Societatea Energetica Electrica S.A. (Electrica)
Headquarters: 9 Grigore Alexandrescu Street, 1st District, Bucharest, Romania
Phone/fax no.: 004-021-2085999/ 004-021-2085998
Fiscal Code: RO 13267221
Trade Register registration number: J40/7425/2000
Subscribed and paid in share capital: RON 3,464,435,970
Regulated market where the issued securities are traded: Bucharest Stock Exchange (BVB) and London Stock Exchange (LSE)
Electrica informs its shareholders and investors about the conclusion, on 31 July 2022, of several transactions between EFSA, Electrica's subsidiary, and OPCOM, which have a value that, cumulated with the rest of the transactions concluded/executed in the period 1 June 2022 – 30 July 2022 exceed the threshold of 5% of Electrica's net assets, according to Electrica's individual financial statements for 2021, respectively exceeds the value of RON 206,175,420.
Details regarding the transactions concluded on 31 July 2022, together with the rest of the transactions already concluded in the period 1 June 2022 – 30 July 2022, containing information about the date of execution, type of transaction, description of its scope, total value of the transaction, expiry date, mutual debts and receivables, guarantees, penalties, payment due dates and methods are presented in the Annex.
Chief Executive Officer Alexandru-Aurelian Chirita Annex: Details regarding the transactions concluded by EFSA with OPCOM in the period 1 June 2022 - 31 July 2022 of the kind listed in Art. 108 of Law No. 24/2017
| No. | Agreement Type and No., execution date |
Scope of the transactions | Total amount (RON th) |
Date of entry into force |
Expiry date |
Guarantees (RON th.) |
Payment due dates and payment methods | |
|---|---|---|---|---|---|---|---|---|
| Buyer: OPCOM | ||||||||
| 1 | Convention no. 38156/ 18 Aug 2021 |
Sell - purchase of electricity - DAM |
50,594.40 | 18-Aug-21 | undeter mined |
- | DAM participants issue invoices, with the date of the last day of the delivery month and send them to OPCOM S.A. by e mail / fax, in the first three working banking days of the month following the month of delivery and in original or with electronic signature, at the latest by the 10th of the month following the month of delivery. Payment is made latest by the 10th calendar day of the following month. |
|
| 2 | Convention for Participation on the Intraday Market no. 38103/ 17 Aug 2021 |
Sell of electricity – IM | 4,192.76 | 17-Aug-21 | undeter mined |
- | IM Participants issue the invoices, with the date of the last day of the delivery month and send them to OPCOM S.A. by e mail / fax, in the first three working banking days of the month following the month of delivery and in original or with electronic signature, at the latest by the 10th of the month following the month of delivery. Payment is made latest by the 10th calendar day of the following month. |
| No. | Agreement Type and No., execution date |
Scope of the transactions | Total amount (RON th) |
Date of entry into force |
Expiry date |
Guarantees (RON th.) |
Payment due dates and payment methods |
|---|---|---|---|---|---|---|---|
| Buyer: EFSA | |||||||
| 3 | Convention no. 38156/ 18 Aug 2021 |
Sell - purchase of electricity - DAM |
274,739.22 | 18-Aug-21 | undeter mined |
25,000.00 | OPCOM S.A. issues the invoices with the date of the last day of the delivery month and sends them, electronically signed, by e-mail, to the DAM Participants in the first three working banking days of the month following the delivery month. The DAM participant has the obligation to ensure the necessary funds in the current account opened with the Settlement Bank, in order to debit the amounts Penalties: Major non-fulfillment of the payment obligation entitles OPCOM to suspend the PZU Participant's right to trade for a maximum of one month. The suspension is lifted after the payment has been made. The situation in which the DAM participant's account does not have sufficient funds for the the payment obligation constitutes a situation of non fulfillment of the obligations by a DAM Participant, having as a consequence the refusal by the Bank to execute the direct debit instruction and the issuance by OPCOM of the request of payment in execution for the outstanding amount. |
| 4 | Convention no. 38156/ 18 Aug 2021 |
Trading and administrative tariff - DAM |
17.01 | 18-Aug-21 | undeter mined |
- | OPCOM S.A. issues the invoices with the date of the last day of the delivery month and sends them, electronically signed, by email, to the Participants in the IM in the first three working banking days of the month following the month of delivery. The IM participant has the obligation to ensure the necessary funds in the current account opened at the Settlement Bank, in order to debit the amounts related to the value of the net payment obligations. |
| No. | Agreement Type and No., execution date |
Scope of the transactions | Total amount (RON th) |
Date of entry into force |
Expiry date |
Guarantees (RON th.) |
Payment due dates and payment methods |
|---|---|---|---|---|---|---|---|
| 5 | PCCB-NC Convention no. 38105/ 17 Aug 2021 PCCB LE FLEX Convention no. 38104/ 17 Aug2021 CM OTC Convention no. 38107/ 17 Aug2021 CMUS SU Convention No. 20013/2018 GCM Convention No. 38108/ 17 Aug 2021 CM ESRE GC Convention No. 38106/ 17 Aug2021 |
Trading tariff CMBC-CN Trading tariff CMBC-EA FLEX Trading tariff CM-OTC Trading tariff CMUS Trading tariff GCM Trading tariff CM ESRE CV |
249.90 | 17 Aug 2021 17 Aug 2021 17 Aug 2021 20 apr 2018 17 Aug 2021 17 Aug 2021 |
undeter mined |
- | The invoice is sent electronically (by e-mail) in the first 3 working days of the month following the month in which the transactions were made. Payment by bank transfer, with payment order, in maximum 5 working days from the date of receipt of the invoice. |
| 6 | Convention for Participation on the Intraday Market no. 38103/ 17 August 2021 |
Sell of electricy – IM | 4,263.87 | 17-Aug-21 | undeter mined |
3,500.00 | OPCOM S.A. issues the invoices with the date of the last day of the delivery month and sends them, electronically signed, by email, to the Participants in the IM in the first three working banking days of the month following the month of delivery. The IM participant has the obligation to ensure the necessary funds in the current account opened at the Settlement Bank, in order to debit the amounts related to the value of the net payment obligations. |
| 7 | Convention for Participation on the Intraday Market no. 38103/ 17 August 2021 |
Trading and administrative tariff - IM |
1.26 | 17-Aug-21 | undeter mined |
- | The invoice is issued and sent electronically (by e-mail) in the first 3 working days of the month following the month in which the electricity sale / purchase transactions were made. The payment by the participant to the respective market is made by bank transfer, with payment order, in maximum 5 (five) working days from the date of receipt of the invoice. |
| 8 | NGM Convention – short term 42678/2019 NGM Convention – long term 42679/2019 |
NGM Trading tariff - REMIT tariff |
1.07 | 26-Aug-19 | undeter mined |
- | The invoice is sent electronically (by e-mail), monthly, to the contractual partner, in the first 5 working days of the month following the month for which the services are provided. Payment is made in maximum 5 working days from the date of receipt of the invoice. |
Total executed during reporting period 1 June – 31 July 2022: RON 334,059.48 th Due and not due mutual receivables of EFSA to OPCOM on 29 iulie 2022: RON 1496,88 th Due and not due mutual debts of EFSA to OPCOM on 29 July 2022: RON 139,504.71 th
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