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Soecietatea Energetica Electrica S.A.

M&A Activity Feb 1, 2023

2280_rns_2023-02-01_7ed8195a-2b81-4e6c-b778-e45ae4952388.pdf

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, FSA Regulation no. 5/2018 on issuers of financial instruments and market operations, and the Bucharest Stock Exchange Code

Report date: 1 February 2023

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 (BSE) 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 OPCOM

Electrica informs its shareholders and investors about the conclusion/execution, in the period 23 December 2022 – 31 January 2023, of some transactions between EFSA, Electrica's subsidiary, and OPCOM, whose cumulated value exceeds the threshold of 5% of Electrica's net assets, according to Electrica's individual financial statements at 30 June 2022, respectively exceeds the value of RON 199,059,726.

Details regarding these transactions, 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 below.

Note: Some invoices issued between 23 December 2022 and 4 January 2023 were received, for reasons independent of EFSA, after 4 January 2023, so the transactions related to these invoices were included in this report.

CFO Stefan Frangulea

Annex: Details regarding the transactions concluded by EFSA with OPCOM in the period
23
December 2022 –
1
February 2023
of the kind listed in Art. 108
of Law No. 24/2017
Agreement Type and
No., execution date
Scope of the
agreement
Value
of
transactions
(RON th.)
Date of
entry into
force
Expiry date Guarantees
(RON th.)
Penalties
(RON th.)
Payment due dates and payment methods
Buyer: EFSA
Seller: OPCOM
1. Convention No.
38156/ 18 Aug 2021
Sell -
purchase of
electricity –
DAM
Transaction and
administration tariff
-
DAM
215,304.94 18 August
2021
undetermined 35,000 See Note 1
below
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 related to the value of the net payment obligations.
2. Conventi0n
PCB 963/
28Dec2022
Prestarea de OPCOM
a serviciilor de
organizare si
administrare a Pietei
Centralizate
Bilaterale cu
negociere
27.60 17
Aug
2021
undetermined N/A - The invoice related to the bilateral T transactions
value (to which
VAT is added, as the case may be) is 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.
Payment by bank transfer, with payment order, within a maximum
of 5 working days from the date of receipt of the invoice.
3. Convention
PCCB LE
FLEX 38104/
17Aug2021
Trading tariff
PCCB
LE FLEX
27.86 17 Aug
2021
undetermined N/A -
4. Convention PC ESRE
CV 962/ 28Dec2022
Centralized Market
organization and
administration
services
for electricity from
renewable sources
supported through
green certificates
12.54 28
Dec
2022
undetermined N/A - DAM participants issue invoices, with dates of the last day of the
delivery month, and send them to
OPCOM S.A. by email/fax, in
the first three bank working days of the month following the
month of delivery and in original or with an electronic signature,
at the latest by the 10th of the month following the month of
delivery.
Payment is made by the 10th
calendar day of the following month.
5. Convention
52627/12Dec2022
Trading tariff -
The
annual mechanism
for the centralized
purchase of
electricity -
MACEE
88.38 12 Dec
2022
31 Dec 2023 N/A -
Agreement Type and
No., execution date
Scope of the
agreement
Value
of
transactions
(RON th.)
Date of
entry into
force
Expiry date Guarantees
(RON th.)
Penalties
(RON th.)
Payment due dates and payment methods
6. Convention NGM –
long term 42679/2019
NGM Trading tariff -
REMIT tariff
0.53 26 August
2019
undetermined N/A - 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
and it will
include 1/12 of the annual value of each tariff (to which VAT is
added as the case may be).
Payment is made in maximum 5
working days from the date of receipt of the invoice.
7. Convention for
Participation on the
Intraday Market no.
38103/ 17 Aug 2021
Sell -
purchase of
electricity –
IM
Trading
and
administrative
tariffs

IM
1.56 17 August
2021
undetermined 17,401 See Note 1
below
OPCOM issues invoices dated the last day of the month of
delivery and sends them, electronically signed, by email to the
Participants on
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
availability in the current account opened at the Settlement Bank,
in order to debit the amounts related to the value of the net
payment obligations.
The payment of the transaction and administration fee invoice -
IM
is made by the participant in the respective market, in full by
bank transfer, with payment order, within a maximum of 5
working days from the date of receipt of the invoice.
Seller: EFSA
Buyer: OPCOM
8. Convention No.
38156/ 18 Aug 2021
Sell -
purchase of
electricity -
DAM
4.33 18 August
2021
undetermined N/A - DAM participants issue invoices, with dates of the last day of the
delivery month, and send them to OPCOM S.A. by email/fax, in
the first three bank working days of the month following the
month of delivery and in original or with an electronic signature,
at the latest by the 10th of the month following the month of
delivery. Payment is made by the 10th calendar day of the
following month.

Total executed amount during 23 December 2022 – 1 February 2023: RON 215,467.74 th. Due and not due mutual receivables of EFSA from OPCOM at 30 Jan 2023: RON -689.04 th. Due and not due mutual debts of EFSA to OPCOM at 30 Jan 2023: RON -227,902.81 th.

Note 1: Major non-fulfillment of the payment obligation entitles OPCOM to suspend the DAM/IM Participant's right to trade for a maximum of one month. The suspension is lifted after the payment has been made. It constitutes a situation of non-fulfillment of the obligations by a DAM/IM Participant, the situation in which the DAM/IM participant's account does not have sufficient availability related to the payment obligation, having as a consequence the Bank's refusal to execute the direct debit instruction and the issuance by OPCOM of the request of payment in execution for the amount owed

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