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Soecietatea Energetica Electrica S.A.

M&A Activity May 25, 2023

2280_rns_2023-05-25_0016787d-f182-46fc-bef7-bf26f8edc329.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: 24 May 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 Compania Nationala de Transport al Energiei Electrice Transelectrica S.A. (TEL)

Electrica informs its shareholders and investors about the conclusion/execution, in the period 26 January 2023 - 23 May 2023, of some transactions between EFSA, Electrica's subsidiary, and TEL, whose cumulated value exceeds the threshold of 5% of Electrica's net assets, according to Electrica's individual financial statements at 31 December 2022, respectively exceeds the value of RON 199,818,824.

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 attached.

Note: In this current report are included some invoices related to 17-18 January 2023, which were registered after the current report published on 26 January 2023 on BVB with Iris code C9087 and on LSE with RNS Number 0166O.

Also, in the current report published on 26 January, 2023, several invoices in the amount of RON 28,886.17 th were included on the Contract no. 35/ 12 February 2021, instead of Convention 416 / 20 December 2013.

CFO Stefan Frangulea

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
58.95 1-Jan-14 31-Dec-23 27,614 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 Contract
59819/970/30Dec
2022
Electricity transport and
system services
(it replaces the contract
C416 / 20 Dec 2013)
69,808.33 1-Jan-23 Undetermined 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
3 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
85,159.09 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
4 Contract 35 / 12
Feb 2021
Contribution to high
efficiency cogeneration
16,258.28 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.

Annex: Details regarding the transactions concluded by EFSA with TEL in the period 26 January - 23 May 2023 of the kind listed in Art. 108 of Law No. 24/2017

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
5 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
58,013.93 1-Sep-20 Undetermined until its
termination by any of
the parties
N/A 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
6 Contract no. 321 /
20Jul2004 TN
AA no. 15 /
30Jul2020
Contract no. 575 /
6Nov2017 - MN
AA Nr.2 /
18Apr2019
Re-invoicing – pensioners
energy quota
-35.25 20-Jul.-04
07-Nov.-17
During the period GD
1041/2003 and GD
1461/200
N/A Ctr. No. 321: penalties in the amount of 0.05% of the value of
the contract related to the month in which non-fulfilment was
found, for each day of delay, until the actual fulfillment of the
obligation, but not more than this value.
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
7 Convention No. 301 / 12Apr2022 Re-invoicing utilities 75.71 1-Mar-22 Indefinite, until
terminated by any of
the parties with 30
days notice,
bankruptcy,
dissolution or by
additional act with the
agreement of the
parties
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 26 January - 23 May 2023: RON 229,339.05 th

Due and not due mutual receivables EFSA from TEL at 22 May 2023: RON -27.53 th Due and not due mutual debts EFSA to TEL at 22 May 2023: RON -44.38 th

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