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Soecietatea Energetica Electrica S.A.

M&A Activity Sep 22, 2022

2280_rns_2022-09-22_040f9c48-0410-436d-bb25-265cca80443a.pdf

M&A Activity

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To: Romanian Financial Supervisory Authority (ASF) Bucharest Stock Exchange (BVB) 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: 22 September 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)

Significant events to be reported: Transactions with related parties according to Art. 108 of Law No. 24/2017 concluded by Electrica Furnizare SA (EFSA), subsidiary of Societatea Energetica Electrica SA (Electrica) with Compania Nationala de Transport al Energiei Electrice Transelectrica S.A. (TEL)

Electrica informs its shareholders and investors about the conclusion, on 21 September 2022, of several transactions between EFSA, Electrica's subsidiary, and TEL, which have a value that, cumulated with the rest of the transactions concluded/executed in the period 22 July 2022 - 21 September 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 21 September 2022, together with the rest of the transactions already concluded in the period 22 July 2022 - 21 September 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

No. Transaction/
Agreement Type
and Date
Scope of the
transactions
Total amount
(RON th)
Date of entry
into force
Expiry date Guarantees
(RON th.)
Penalties Payment due dates and
payment methods
Buyer: EFSA
Seller: TEL
1 Convention No.
416 / 20 Dec 2013
Electricity transport
and system services
51,635.33 1-Jan-14 31-Dec-23 27,506 In case of non-fulfillment within 5 calendar days from the
due date of the obligations, the beneficiary pays in addition
to the amount due, a penalty interest on this amount,
corresponding as a percentage of interest due for non
payment of obligations to the state budget, for each day
delay, starting with the day following the date of the deadline
until the day of payment (exclusive). The total value of the
penalties may not exceed the value of the amount due
Payment is made within a
maximum of 10 days from
receipt of the invoice
2 Convention No.
275 / 19 oct 2020
Sale and purchase of
electricity between the
parties, as a result of
production /
consumption
imbalances of PRE that
were offset by
Transelectrica on the
balancing market in
accordance with the
provisions of the
regulations in force
114,303.71 1-Sep-20 Undetermined
until its
termination by any
of the parties
45,828 In case of non-payment of invoices on time, PRE pays a
penalty equal to an additional amount compared to the
amount due to be paid and includes interest accrued for any
amounts due and unpaid, calculated as a percentage of the
delay penalty charged for non-payment of obligations to the
state budget, starting with the day following the deadline on
which the payments should have been made and ending with
the day preceding the day on which the outstanding amounts
were actually paid
Payment is made within a
maximum of 5 working days
from date of issuing the invoice
3 Contract 35 / 12
Feb 2021
Contribution to high
efficiency cogeneration
23,875.06 12-Feb-21 18 months from
the date of
termination of
state aid
established by
Government
Decision no.
1215/2009
N/A In case of non-payment of due invoices, the guilty party has
the obligation to pay penalty interest charged for late
payment, equal to the level of delay interest charged for non
payment of obligations to the state budget, for each day of
delay after the due date, until on the day of payment
(exclusively). The total value of the penalty interest may not
exceed the value of the amount due.
The contributor pays the
invoices sent by the
administrator of the support
scheme within 7 days from their
receipt, but not later than the
20th day of each month
following the month of the
consumption.
No. Transaction/
Agreement Type
and Date
Scope of the
transactions
Total amount
(RON th)
Date of entry
into force
Expiry date Guarantees
(RON th.)
Penalties Payment due dates and
payment methods
Buyer: TEL
Seller: EFSA
4 Convention No.
275 / 19 oct 2020
Sale and purchase of
electricity between the
parties, as a result of
production /
consumption
imbalances of PRE that
were offset by
Transelectrica on the
balancing market in
accordance with the
provisions of the
regulations in force
32,025.07 1-Sep-20 Undetermined
until its
termination by any
of the parties
N/A In case of non-payment of invoices on time, TEL pays a
penalty equal to an additional amount compared to the
amount due to be paid and includes interest accrued for any
amounts due and unpaid, calculated as a percentage of the
delay penalty charged for non-payment of obligations to the
state budget, starting with the day following the deadline on
which the payments should have been made and ending with
the day preceding the day on which the outstanding amounts
were actually paid
Payment is made within a
maximum of 5 working days
from date of issuing the invoice
5 Contract no. 321 /
20.07.2004 TN
AA no. 15 /
30.07.2020
Contract no. 575 /
06.11.2017 - MN
AA Nr.2 /
18.04.2019
Re-invoicing –
pensioners energy
quota
- 20-Jul.-04
07-Nov.-17
During the period
GD 1041/2003 and
GD 1461/200
N/A Ctr. No. 321: penalitati in valoare de 0,05% din valoarea
contractului aferenta lunii in care s-a constatat
neindeplinirea, pentru fiecare zi de intarziere, pana la
indeplinirea efectiva a obligatiei, dar nu mai mult de aceasta
valoare.
Ctr. No. 575: penalties equal to the interest due for late
payment of obligations to the state budget, for each day of
delay, starting with the day following the deadline on which
the payments should have been made and ending with the
day on which the outstanding amounts were actually paid,
inclusding payment date. The total amount of the penalties
shall not exceed the invoice amount.
Ctr. 321: until the 25th of the
month following the reference
month
Ctr. 575: within 30 calendar
days from the date of issue
6 Convention No.
301 / 12.04.2022
Re-invoicing utilities 39.71 1-Mar-22 N/A If the invoices are not honored within the stipulated term, the
supplier is entitled to claim penalties of 0.02% for each day
of delay, calculated at the amount of the unpaid amount. The
value of the calculated penalties may not exceed the amount
of the unpaid amount
The payment term is 15 days
from the date of registration of
the documents re-invoiced by
CN de Transport a Energiei
Electrica Transelectrica SA.

Total executed during reporting period 22 July 2022 - 21 September 2022: RON 221,879 th

Due and not due mutual receivables at 20 September 2022: RON -6,698 th

Due and not due mutual debts at 20 September 2022: RON 2,367 th

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