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REG - Soc EnergElectricaSA - Related parties transactions - EFSA - OPCOM

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RNS Number : 4593L  Societatea Energetica Electrica SA  05 September 2023

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: 5 September 2023

Company name: Societatea Energetica Electrica S.A. (Electrica)

Headquarters: 9 Grigore Alexandrescu Street, 1(st) 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 1 July - 31 August 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 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.

According to the contractual conditions between EFSA and OPCOM in the
conventions in the table in the annex, invoices are issued with the date of
the last day of the month of delivery and are sent electronically either in
the first three working banking days of the following month, or in the first 5
working days of the following month for which the services are provided/months
of delivery/months in which the transactions are carried out (see the column
"Terms and payment methods"). Thus, some of the invoices included in this
report were received and registered after 31 August 2023 (the date when the
reporting threshold was exceeded), this represents the reason for the date of
this report.

 

CFO

Stefan Frangulea

Annex: Details regarding the transactions concluded by EFSA with OPCOM in the
period 1 July - 31 August 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. 65/7473/ 3 Feb 2023                       Sell - purchase of electricity - DAM + IM                                      165,516.83                       1 Jan 2023                undetermined  82,041                See Note 1 below     The buyer must ensure the necessary financial availability to debit the

                                                                                                                                                                                                  account opened at the Settlement Bank, at the amount requested by OPCOM S.A.
                                                             Transaction and administration tariff                                                                                                                                                              through the direct debit instruction calculated according to the Daily
                                                                                                                                                                                                                                                                Settlement Notes, at the terms provided in the SEPA Direct Debit Mandate and
                                                                                                                                                                                                                                                                to document, monthly, the collection of rights and the payment of mutual
                                                                                                                                                                                                                                                                obligations, of equal value, by accessing the compensation/regularization
                                                                                                                                                                                                                                                                mechanisms provided in the "Procedure regarding receipts and payments related
                                                                                                                                                                                                                                                                to transactions on the Market..."

                                                                                                                                                                                                                                                                OPCOM S.A. issues the invoices dated the last day of the month of delivery and
                                                                                                                                                                                                                                                                sends them, signed electronically, by email, to the Participants in the first
                                                                                                                                                                                                                                                                three banking days of the month following the month of delivery.

                                                                                                                                                                                                                                                                The 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.
 2. Convention PC OTC, PCCB-LE-FLEX, PCCB-NC 963/28Dec.2022  Centralized Market organization and administration services with continuous    12.81                            28 Dec 2022               undetermined  N/A                   See Note 2 below     The invoice related to the bilateral T trans value (to which VAT is added, as
                                                             double negotiation of bilateral and forward electricity contracts                                                                                                                                  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 PCSCV/ PC ESRE CV                             Centralized Market organization and administration services                    162.13                           28 Dec 2022               undetermined  N/A                   See Note 3 below

 962/ 28Dec2022                                              for electricity from renewable sources supported through green certificates
 4. Agreement                                                Data access and reporting for compliance with the provisions on the integrity  1.90                             7 July 2021               undetermined  N/A                   See Note 4 below     The invoice will be issued and sent electronically (by e-mail) by OPCOM within

                                                           and transparency of the wholesale energy market (REMIT)                                                                                                                                            no more than 5 working days from the date of receipt of the invoice from ACER
 81670/1 Oct 2011                                                                                                                                                                                                                                               and will contain the breakdown of the fee charged by ACER in 2021 by

                                                                                                                                                                                                                                                              component.
 AD3/1274/7Jul2021

                                                                                                                                                                                                                                                                The Market Participant undertakes to pay the invoice in full by bank transfer,
                                                                                                                                                                                                                                                                with a payment order, within a maximum of 5 working days from the date of its
                                                                                                                                                                                                                                                                receipt.
 5. Agreement 55659/27Dec2022 MACEE                          Sale/purchase of electricity through                                           143,222.93                       1 Mar 2023                31 Jan 2023   25,250                                     The buyer has the obligation to have and maintain a cash account (lei) at a

                                                                                                                                                                                                  commercial bank in Romania and to conclude a SEPA Direct Debit Mandate by
 AD4/26Apr2023                                               The annual mechanism for the centralized purchase of electricity (MACEE)                                                                                                                           which he authorizes that OPCOM S.A. to issue whenever necessary an IDD on his

                                                                                                                                                                                                                                                              account in accordance with the provisions imposed under the Procedure
 AD5/25May2023                                                                                                                                                                                                                                                  regarding collections and payments related to sales and purchases through
                                                                                                                                                                                                                                                                MACEE.

                                                                                                                                                                                                                                                                The Seller issues the invoice for the value of the electricity sold, with the
                                                                                                                                                                                                                                                                date of the last day of the month of delivery for which it is issued, and
                                                                                                                                                                                                                                                                sends it to the Buyer, signed electronically, by email, in the first 4 bank
                                                                                                                                                                                                                                                                working days of the month following the month of delivery.
 6. Convention 52627/12Dec2022 MACEE                         Organization and administration services of the Centralized Electricity        10.13                            12 Dec 2022               31 Dec 2023   115,000                                    The invoice related to the bilateral T trans value (to which VAT is added, as
                                                             Purchase Mechanism (MACEE)                                                                                                                                                                         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.
 Seller: EFSA

 Buyer: OPCOM
 7. Convention No. 65/7473/ 3 Feb 2023                       Sell - purchase of electricity - DAM + IM                                      853.24                           1 Jan 2023                undetermined  N/A                   N/A                  DAM Participants issue the invoices, with the date of the last day of the

Trading and administration tariff                                                                                                                                                                 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.

Total executed amount during 1 July - 31 August 2023: RON 309,779.96 th.

Due and not due mutual receivables of EFSA from OPCOM at 30 Aug 2023: RON
-20.06 th.

Due and not due mutual debts of EFSA to OPCOM at 30 Aug 2023: RON -83,789.55
th.

 

Note 1: The letter of bank payment guarantee/financial guarantee in the form
of a cash deposit remitted to the account of OPCOM S.A. will be executed on
the working banking day following the day on which the refusal to execute the
IDD was received.

Note 2: To pay, within five (5) working days from the date of transmission of
the request by OPCOM, the penalty provided by the Procedure.

Note 3: To pay the equivalent of the penalty, if, due to his fault, a
transaction on PCSCV is canceled.

Note 4: OPCOM has the right to suspend the execution of the obligations
assumed by the Agreement if the Beneficiary of the Services does not fulfill
his payment obligation in full, within a maximum of 5 (five) working days from
the date of receipt of the invoice, without prior notification being
necessary. During the suspension period, i.e. starting with the date
immediately following the deadline of maximum 5 (five) working days
(offer/transaction day, as the case may be) for the fulfillment of the payment
obligations, OPCOM is exonerated from any responsibility for the non-execution
of the obligations assumed by the Agreement. The suspension of the execution
of OPCOM's obligations will last until the moment when the Beneficiary of the
Services fully pays the outstanding amounts due to OPCOM.

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