REN Redes Energéticas Nacionais, SGPS, S.A.

Transcription

1 REN Redes Energéticas Nacionais, SGPS, S.A. Consolidated Financial Statements 31 March 2017 (Translation of consolidated financial statements originally issued in Portuguese Note 31)

2 Index 1. FINANCIAL PERFORMANCE IN THE 1ST QUARTER CONSOLIDATED FINANCIAL STATEMENTS 9 3. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTH PERIOD ENDED 31 MARCH GENERAL INFORMATION 14 2 BASIS OF PRESENTATION 19 3 MAIN ACCOUNTING POLICIES 19 4 SEGMENT REPORTING 22 5 INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT 25 6 INVESTMENT IN ASSOCIATES AND JOINT VENTURES 28 7 INCOME TAX 30 8 FINANCIAL ASSETS AND LIABILITIES 35 9 ASSETS AVAILABLE FOR SALE TRADE AND OTHER RECEIVABLES DERIVATIVE FINANCIAL INSTRUMENTS CASH AND CASH EQUIVALENTS EQUITY INSTRUMENTS BORROWINGS POST-EMPLOYMENT BENEFITS AND OTHER BENEFITS PROVISIONS TRADE AND OTHER PAYABLES SALES AND SERVICES RENDERED REVENUE AND COSTS FROM CONSTRUCTION ACTIVITIES OTHER OPERATING INCOME EXTERNAL SUPPLIES AND SERVICES PERSONNEL COSTS OTHER OPERATING COSTS 56 REN - Redes Energéticas Nacionais, SGPS, S.A. 2 65

3 24 FINANCIAL COSTS AND INCOME ENERGY SECTOR EXTRAORDINARY CONTRIBUTION EARNINGS PER SHARE DIVIDENDS PER SHARE GUARANTEES GIVEN RELATED PARTIES SUBSEQUENT EVENTS EXPLANATION ADDED FOR TRANSLATION 63 REN - Redes Energéticas Nacionais, SGPS, S.A. 3 65

4 1. FINANCIAL PERFORMANCE IN THE 1ST QUARTER st quarter results In the 1st quarter of 2017, REN s net income was 13.5 million euros, 7.4 million euros (+121.5%) higher than the same period of the prior year, reflecting the strong performance of the financial results strong performance (+7.9 million euros, +33.9%), and higher operational results (+ 2.6 million euros, +2.1%). In the current year, REN acquired for 169 million euros a 42.5% stake in Electrogas, a company that offers natural gas transportation services in Chile, which represents already 1.7 million euros in EBITDA. Similarly to the previous years, the results for 2017 reflect the continuation of the Extraordinary Levy on the Energy Sector (25.8 million euros in March 2017, and 25.9 million euros in March ). Investment was 13.2 million euros, a 16.5% y.o.y increase (+1.9 million euros), and transfers to RAB reached 1.1 million euros, a 20.8% increase (+0.2 milion euros) over the same period of the prior year. In contrast, average RAB dropped by 46.8 million euros (-1.3%) to 3,495.3 million euros, reflecting the decrease in the natural gas sector. Financing conditions improved, with average cost of debt decreasing from 3.7%, in the first quarter of 2016, to 2.6%, in the first quarter of 2017, while net debt increase 2.8% (+70.3 million euros) reflecting essentially the acquisition of the Electrogas stake. MAIN INDICATORS (MILLIONS OF EUROS) March 2017 March 2016 VAR.% EBITDA % Financial income % Net income % Recurrent net income % Total Capex % Transfers to RAB 3 (at historic costs) % Average RAB (at reference costs) 3, , % Net debt 2, , % Average cost of debt 2.6% 3.7% -1.1p.p. 1 The full amount of the levy was recognized in the 1st quarter of 2017 and The revenues of 0.1 million euros in 1Q16 and 0,3 million euros in 1Q17 from electricity interconnection capacity auctions between Spain and Portugal referred to as FTR (Financial Transaction Rights), were reclassified from financial income to Revenue. 3 Includes direct acquisitions (RAB related). REN - Redes Energéticas Nacionais, SGPS, S.A. 4 65

5 OPERATIONAL RESULTS EBITDA In March 2017, EBITDA was million euros, a 2.1% increase over the same period of the previous year (2.6 million euros). EBITDA (MILLIONS OF EUROS) March 2017 March 2016 VAR.% 1) Revenues from assets % RAB remuneration % Smoothing differences (gas) % Hydro land remuneration % Lease revenues from hydro protection zone % Remuneration of fully amortized assets % Recovery of amortizations (net of investment subsidies) % Amortization of investment subsidies % 2) Revenues from OPEX % 3) Other revenues % 4) Own works (capitalised in investment) % 5) Earnings on Construction (excl. own works capitalised in investment) Concession assets % 6) OPEX % Personnel costs % External costs % 7) Construction costs Concession assets % 8) Provisions n.m 9) Impairments n.m 10) EBITDA ( ) % 4 Includes costs for training and seminars and provisions for staff costs The increase in EBITDA reflects essentially: Increase in revenues from opex (+1.9 million euros), in line with opex increase; Revenues with the 42.5% stake in Electrogas, acquired in the first quarter of 2017 (1.7 million euros); Higher REN Trading s allowed incentive (+1.3 million euros); Positive evolution of amortizations recovery (+1.0 million euros), in line with the increase in gross assets. REN - Redes Energéticas Nacionais, SGPS, S.A. 5 65

6 These effects were partially offset by the 3.0 million euros increase in the Group opex (+13.3%),which reflected the increase of (i) 0.8 million euros in non-core external costs (passthrough), and (ii) 2.4 million euros in core external costs, due to additionnal costs incurred with Electrogas acquisition, partially compensated by a 0.2 million euros reduction in personnel costs (- 1.5%). NET INCOME In the first quarter of 2017, net income delivered strong growth, reaching 13.5 million euros, a 7.4 million euros (121.5%) increase over the same period of the prior year. This growth reflected: The increase in EBITDA (+2.6 million euros), which was positively impacted by Electrogas stake results of 1.7 million euros; Better financial results (+7.9 million euros, +33.9%), driven by a lower cost of debt, which dropped to 2.6% (from 3.7% in March 2016), despite the increase in net debt of 2.8% (+70.3 million euros) to 2,543.5 million euros, reflecting the acquisition of Electrogas (169 million euros). Excluding non-recurring items, Net Income grew 7.3 million euros (+22.6%). Non-recurring items considered in the first quarter of 2017 and 2016 are as follows: i) In 2017: i) Extraordinary Levy on the Energy Sector laid down in the State Budget for 2017 (25.8 million euros) 5 ii) In 2016: i) Extraordinary Levy on the Energy Sector laid down in the State Budget for 2016 (25.9 million euros) 5 5 The full amount of the levy was recognized in the 1st quarter of 2017 and NET INCOME (MILLION EUROS) March 2017 March 2016 VAR.% EBITDA % Depreciations and amortizations % Financial income % Income tax expenses % Extraordinary levy on the energy sector % Net income % Non-recurring items % Recurrent net income % REN - Redes Energéticas Nacionais, SGPS, S.A. 6 65

7 1.2. Average RAB and Capex In the first quarter of 2017, investment was 13.2 million euros and transfers to RAB reached 1.1 million euros, 17% (+1.9 million euros) and 21% (+0.2 million euros) higher than the same period of the prior year, respectively. In electricity, investment grew 1.5 million euros (+15.1%), to 11.8 million euros. Main projects include: (i) new injector 400/60 kv in Alcochete (2.0 million euros), to feed the consumption in the regions of Montijo and Alcochete, (ii) power line Foz Tua Armamar 400 kv (1.8 million euros), to connect Foz Tua hydroelectric power plant, and (iii) reinforcement of the 400 kv axis Lavos-Rio Maior (1.1 million euros). Transfers to RAB dropped 0.6 million euros (-66.3%). In natural gas, investment was 1.3 million euros, a 0.2 million euros (+21.7%) increase, and transfers to RAB were 0.8 million euros. Average RAB was 3,495.3 million euros, a 46.8 million euros reduction (-1.3%) over the first quarter of In electricity, average RAB (excl. lands) was 2,145.6 million euros (+6.2 million euros, +0.3%), of which 1,115.0 million euros in assets remunerated at a premium rate of return, while lands reached million euros (-12.8 million euros, -4.7%). In natural gas, average RAB was 1,089.3 million euros (-40.3 million euros, -3.6%). REN - Redes Energéticas Nacionais, SGPS, S.A. 7 65

8 CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2017 REN - Redes Energéticas Nacionais, SGPS, S.A. 8 65

9 2. CONSOLIDATED FINANCIAL STATEMENTS Consolidated statements of financial position as of 31 March 2017 and 31 December 2016 (Amounts expressed in thousands of Euros teuros) Notes Mar 2017 Dec 2016 ASSETS Non current assets Property, plant and equipment Goodwill 3,302 3,397 Intangible assets 5 3,784,464 3,825,712 Investments in associates and joint ventures 6 177,427 14,657 Available-for-sale financial assets 9 150, ,118 Derivative financial instruments 11 19,605 20,425 Other financial assets Trade and other receivables 10 11,050 10,145 Deferred tax assets 7 67,706 62,825 4,214,689 4,087,871 Current assets Inventories 1,200 1,028 Trade and other receivables , ,826 Other financial assets 8-1,317 Cash and cash equivalents 12 28,237 10, , ,954 Total assets 4 4,647,726 4,549,825 EQUITY Shareholders equity: Share capital , ,000 Own shares 13 (10,728) (10,728) Reserves , ,204 Retained earnings 316, ,527 Other changes in equity Net profit for the period 13, ,183 Total equity 1,176,011 1,159,217 LIABILITIES Non current liabilities Borrowings 8 and 14 2,103,818 2,298,543 Liability for retirement benefits and others , ,673 Derivative financial instruments 11 9,515 12,212 Provisions 16 6,562 6,154 Trade and other payables 8 and , ,126 Deferred tax liabilities 7 63,091 73,027 2,650,523 2,833,735 Current liabilities Borrowings 8 and , ,594 Provisions Trade and other payables 8 and , ,539 Income tax payable 7 and 8 55,972 26,875 Derivative financial instruments , , ,873 Total liabilities 4 3,471,715 3,390,608 Total equity and liabilities 4,647,726 4,549,825 The accompanying notes form an integral part of the consolidated statement of financial position as of 31 March THE ACCOUNTANT THE BOARD OF DIRECTORS REN - Redes Energéticas Nacionais, SGPS, S.A. 9 65

10 Consolidated statements of profit and loss for the three month periods ended 31 March 2017 and 2016 (Amounts expressed in thousands of Euros teuros) Note Mar 2017 Mar 2016 (a) Sales Services rendered , ,159 Revenue from construction of concession assets 19 13,112 11,325 Gains from associates and joint ventures 6 1, Other operating income 20 5,496 5,065 Operating income 159, ,940 Cost of goods sold (46) (114) Cost with construction of concession assets 19 (10,056) (7,860) External supplies and services 21 (9,688) (6,697) Personnel costs 22 (12,162) (12,445) Depreciation and amortizations 5 (54,399) (53,561) Provisions Impairments - (94) - Other expenses 23 (3,951) (3,565) Operating costs (90,330) (84,242) Operating results 69,564 67,698 Financial costs 24 (18,708) (26,555) Financial income 24 2,944 2,987 Financial results (15,765) (23,568) Profit before income taxes 53,799 44,131 Income tax 7 (14,526) (12,109) Energy sector extraordinary contribution 25 (25,798) (25,938) Net Profit for the period 13,475 6,084 Attributable to: Equity holders of the Company 13,475 6,084 Non-controlled interest - - Consolidated profit for the period 13,475 6,084 Earnings per share (expressed in euro per share) (a) - financial information that has not been subject to audit or limited review. The accompanying notes form an integral part of the consolidated statement of profit and loss for the three month period ended 31 March THE ACCOUNTANT THE BOARD OF DIRECTORS REN - Redes Energéticas Nacionais, SGPS, S.A

11 Consolidated statements of comprehensive income for the three month periods ended 31 March 2017 and 2016 (Amounts expressed in thousands of Euros teuros) Notes Mar 2017 Mar 2016 (a) Net Profit for the year 13,475 6,084 Other income and cost recorded in equity: Items that will not be reclassified subsequently to profit or loss: Actuarial gains / (losses) - gross of tax Tax effect on actuarial gains ( (losses) 7 (52) - Items that will be reclassified subsequently to profit or loss: Currency exchange differences (Associates) (252) - Increase/(decrease) in hedging reserves - derivative financial instruments 11 3,906 (12,068) Tax effect on hedging reserves 7 and 11 (616) 2,534 Gain/(loss) in fair value reserve - available-for-sale assets (1,096) Tax effect on fair value reserves 7 and 9 (252) (1,598) Comprehensive income for the year 16,791 (6,144) Attributable to: Shareholders of the company 16,791 (6,144) Non-controlling interests ,791 (6,144) (a) - financial information that has not been subject to audit or limited review. The accompanying notes form an integral part of the consolidated statement of comprehensive income for the three month period ended 31 March THE ACCOUNTANT THE BOARD OF DIRECTORS REN - Redes Energéticas Nacionais, SGPS, S.A

12 Consolidated statements of changes in equity for the three month periods ended 31 March 2017 and 2016 (Amounts expressed in thousands of Euros teuros) Changes in the period Notes Share capital Own shares Legal Reserve Attributable to shareholders Fair Value reserve (Note 9) Hedging reserves (Note 11) Other reserves Other changes in equity Retained earnings Profit for the period Total At 1 January ,000 (10,728) 102,608 54,489 (8,960) 177, , ,115 1,161,288 Net profit of the period and other comprehensive income (2,694) (9,533) ,084 (6,144) Transfer to other reserves ,115 (116,115) - At 31 March 2016 (a) 534,000 (10,728) 102,608 51,795 (18,493) 177, ,367 6,084 1,155,145 At 1 January ,000 (10,728) 106,800 48,781 (13,858) 177, , ,183 1,159,217 Net profit of the period and other comprehensive income ,290 (252) ,475 16,791 Transfer to other reserves ,183 (100,183) - At 31 March ,000 (10,728) 106,800 48,935 (10,568) 177, ,836 13,475 1,176,011 (a) - financial information that has not been subject to audit or limited review. The accompanying notes form an integral part of the consolidated statement of changes in equity for the three month period ended 31 March THE ACCOUNTANT THE BOARD OF DIRECTORS REN - Redes Energéticas Nacionais, SGPS, S.A

13 Consolidated statements of cash flow for the three month periods ended 31 March 2017 and 2016 (Amounts expressed in thousands of Euros teuros) Cash flow from operating activities: (a) These amounts include payments and receipts relating to activities in which the Group acts as agent, income and costs being reversed in the consolidated statement of profit and loss. (b) Financial information that has not been subject to audit or limited review. Note Mar 2017 Mar 2016 (b) Cash receipts from customers 634,639 (a) 415,581 (a) Cash paid to suppliers (433,442) (a) (317,002) (a) Cash paid to employees (14,633) (14,232) Income tax received/(paid) (1,192) (47) Other receipts/(payments) relating to operating activities (2,567) (9,410) Net flows from operating activities (1) 182,805 74,890 Cash flow from investing activities: Receipts related to: Other financial assets 1,309 - Interests and other similar income - 3 Dividends 1,290 1,206 Payments related to: Investments in associates and joint ventures 6 (168,618) - Property, plant and equipment (143) (58) Intangible assets (68,730) (60,711) Net cash used in investing activities (2) (234,893) (59,560) Cash flow from financing activities: Receipts related to: Borrowings 1,112,500 1,150,000 Interests and other similar income 8 - Payments related to: Borrowings (1,022,841) (1,118,335) Interests and other similar expense (22,244) (34,032) Net cash (used in)/from financing activities (3) 67,423 (2,367) Net (decrease)/increase in cash and cash equivalents (1)+(2)+(3) 15,335 12,963 Effect of exchange rates 1,710 - Cash and cash equivalents at the beginning of the year 12 10,680 63,539 Cash and cash equivalents at the end of the period 12 27,725 76,502 Detail of cash and cash equivalents Cash Bank overdrafts 12 (512) (584) Bank deposits 12 28,217 77,065 27,725 76,502 The accompanying notes form an integral part of the consolidated statement of cash flow for the three month period ended 31 March THE ACCOUNTANT THE BOARD OF DIRECTORS REN - Redes Energéticas Nacionais, SGPS, S.A

14 3. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTH PERIOD ENDED 31 MARCH GENERAL INFORMATION (Translation of notes originally issued in Portuguese Note 31) REN Redes Energéticas Nacionais, SGPS, S.A. (referred to in this document as REN, REN SGPS, S.A., REN SGPS or the Company together with its subsidiaries, referred to as the Group or the REN Group ), with head office in Avenida Estados Unidos da América, 55 Lisbon, resulted from the spin-off of the EDP Group, in accordance with Decree-Laws 7/91 of 8 January and 131/94 of 19 May, approved by the Shareholders General Meeting held on 18 August 1994, with the objective of ensuring the overall management of the Public Electric Supply System (PES). Up to 26 September 2006 the REN Group s operations were concentrated on the electricity business through REN Rede Eléctrica Nacional, S.A. On 26 September 2006, as a result of the unbundling transaction of the natural gas business, the Group went through a significant change with the purchase of assets and financial participations relating to the transport, storage and re-gasification of natural gas activities, comprising a new business. In the beginning of 2007 the Company was transformed into a holding company and, after the transfer of the electricity business to a new company incorporated on 26 September 2006, renamed REN Serviços de Rede, S.A., changed its name to REN Rede Eléctrica Nacional, S.A. The Group presently has two main business segments, Electricity and Gas, and a secondary business of Telecommunications. The Electricity business includes the following companies: a) REN Rede Eléctrica Nacional, S.A., founded on 26 September 2006, the activities of which are carried out under a concession contract for a period of 50 years as from 2007 and establishes the global management of the Public Electricity Supply System (PES); b) REN Trading, S.A., founded on 13 June 2007, the main function of which is the management of power purchase agreements ( PPA ) from Turbogás, S.A. and Tejo Energia, S.A., which did not terminate on 30 June 2007, date of the entry into force of the new Maintenance of Contractual Equilibrium Contracts (Contratos para a Manutenção do Equilíbrio Contratual CMEC). The operations REN - Redes Energéticas Nacionais, SGPS, S.A

15 of this company include the trading of electricity produced and of the installed production capacity, with national and international distributors; c) Enondas, Energia das Ondas, S.A. was founded on 14 October 2010, its capital being fully held by REN - Redes Energéticas Nacionais, SGPS, S.A., its main activity being management of the concession to operate a pilot area for the production of electricity from sea waves. The Gas business includes the following companies: a) REN Gás, S.A. was incorporated on 29 March 2011, with the corporate purpose of promoting, developing and carrying out projects and developments in the natural gas sector, as well as defining the overall strategy and coordination of the companies in which it has direct interests; b) REN Gasodutos, S.A., was incorporated on 26 September 2006, the capital of which was paid up through carve-in of the gas transport infrastructures (network, connections and compression); c) REN Armazenagem, S.A., was incorporated on 26 September 2006, the capital of which was paid up through integration into the company of the gas underground storage assets; d) REN Atlântico, Terminal de GNL, S.A., acquired under the acquisition of the gas business, previously designated SGNL Sociedade Portuguesa de Gás Natural Liquefeito. The operations of this company comprise the supply, reception, storage and re-gasification of natural liquefied gas through the GNL marine terminal, being responsible for the construction, utilization and maintenance of the necessary infrastructures. The operations of REN Gasodutos, S.A., REN Armazenagem S.A. and REN Atlântico S.A. are made in accordance with the three concession contracts separately granted for periods of 40 years starting The telecommunications business is managed by RENTELECOM Comunicações, S.A. whose activity is the establishment, management and operation of telecommunications infrastructures and systems, the rendering of telecommunications services and optimizing the optical fibre excess capacity of the installations owned by REN Group. REN - Redes Energéticas Nacionais, SGPS, S.A

16 REN SGPS fully owns REN Serviços, S.A., a company whose purpose is the rendering of services in the energetic area and the general services of business development support to group companies and third parties, receiving a fee for the services rendered, as well as the management of financial participations in other companies. On 10 May 2013 REN Finance, B.V., a company based in Netherlands and fully owned by REN SGPS, whose purpose is to participate, finance, collaborate and lead the management of group companies, was incorporated. Additionally on 24 May 2013, together with China Electric Power Research Institute, a State Grid Group company, Centro de Investigação em Energia REN State Grid, S.A. ( Centro de Investigação ) was incorporated under a Joint Venture Agreement on which REN holds 1,500,000 shares representing 50 of the total share capital. The purpose of this company is to implement a Research and Development centre in Portugal, dedicated to the research, development, innovation and demonstration in the areas of electricity transmission and systems management, the rendering of advisory services and education and training services as part of these activities, as well as performing all related activities and complementary services to its object. On 14 December 2016, Aério Chile SPA was incorporated, a company fully owned by REN Serviços, S.A., headquartered in Santiago, Chile, whose purpose is to realize investments in assets, shares and rights of companies and associations. As of 31 March 2017 REN has also: a) 42.5% interest in the share capital of the Chilean company Electrogas, S.A., whose corporate purpose is to provide transportation services for natural gas and other fuels. This participation was acquired on February 7, 2017; b) 40% interest in the share capital of OMIP - Operador do Mercado Ibérico (Portugal), SGPS, S.A. ( OMIP SGPS ), being its purpose the management of participations in other companies as an indirect way of exercising economic activities. REN - Redes Energéticas Nacionais, SGPS, S.A

17 c) 10% interest in the share capital of OMEL - Operador do Mercado Ibérico de Energia, S.A., the Spanish pole of the Sole Operator; d) 1% interest in the share capital of Red Eléctrica Corporación, S.A. ( REE ), entity in charge of the electricity network management in Spain; e) 8.3% interest in the share capital of Coreso, S.A. ( Coreso ), entity that assists the European transmission system operators ( TSO ), in coordination and safety activities to ensure the reliability of Europe s electricity supply; f) Participations in the share capital of: (i) Hidroeléctrica de Cahora Bassa, S.A. ( HCB ) 7.5%; and (ii) MIBGÁS, S.A %. REN - Redes Energéticas Nacionais, SGPS, S.A

18 1.1 Companies included in the consolidation The following companies were included in the consolidation perimeter as of 31 March 2017 and 31 December 2016: Mar 2017 Dec 2016 % Owned % Owned Designation / adress Activity Group Individual Group Individual Parent company: REN - Redes Energéticas Nacionais, SGPS, S.A. Holding company Subsidiaries: Electricity segment: REN - Rede Eléctrica Nacional, S.A. Av. Estados Unidos da América, 55 - Lisboa REN Trading, S.A. Praça de Alvalade, nº 7-12º Dto, Lisboa Enondas - Energia das Ondas, S.A. Mata do Urso - Guarda Norte - Carriço - Pombal Telecommunications segment: RENTELECOM - Comunicações S.A. Av. Estados Unidos da América, 55 - Lisboa Other segments: REN - Serviços, S.A. Av. Estados Unidos da América, 55 - Lisboa REN Finance, B.V. De Cuserstraat, 93, 1081 CN Amsterdam, The Netherlands Natural Gas segment: REN Atlântico, Terminal de GNL, S.A. Terminal de GNL - Sines Owned by REN Serviços, S.A.: REN Gás, S.A. Av. Estados Unidos da América, 55, 12º - Lisboa Aério Chile SPA Santiago do Chile Owned by REN Gas, S.A.: REN - Armazenagem, S.A. Mata do Urso - Guarda Norte - Carriço- Pombal National electricity transmission network operator (high and very high tension) Purchase and sale, import and export of electricity and natural gas Management of the concession to operate a pilot area for the production of electric energy from ocean waves Telecommunications network operation Back office and management of participations Participate, finance, collaborate, conduct management of companies related to REN Group. Liquified Natural Gas Terminal maintenance and regasification operation Management of projects and ventures in the natural gas sector Investments in assets, shares, companies and associations Underground storage developement, maintenance and operation 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% - 100% - 100% - 100% - 100% - 100% - REN - Gasodutos, S.A. Estrada Nacional 116, km 32,25 - Vila de Rei - Bucelas There were no changes in the consolidation perimeter in 2017 with respect to what was reported on 31 December National Natural Gas Transport operator and natural gas overall manager 100% - 100% - REN - Redes Energéticas Nacionais, SGPS, S.A

19 1.2. Approval of the consolidated financial statements These consolidated financial statements were approved by the Board of Directors at a meeting held on 11 May The Board of Directors believes that the consolidated financial statements fairly present the financial position of the companies included in the consolidation, the consolidated results of their operations, their consolidated comprehensive income, the consolidated changes in their equity and their consolidated cash flows in accordance with the International Financial Reporting Standards for interim financial statements as endorsed by the European Union (IAS 34). 2 BASIS OF PRESENTATION The consolidated financial statements for the three month period ended 31 March 2016 were prepared in accordance with International Financial Reporting Standards (IFRS) for interim financial reporting as endorsed by the European Union (IAS 34), therefore do not include all information required for annual financial statements so should be read in conjunction with the annual financial statements issued for the year ended 31 December The consolidated financial statements are presented in thousands of Euros teuros, rounded to the nearest thousand. 3 MAIN ACCOUNTING POLICIES The consolidated financial statements were prepared for interim financial reporting purposes (IAS 34), on a going concern basis from the books and accounting records of the companies included in the consolidation, maintained in accordance with the accounting standards in force in Portugal, adjusted in the consolidation process so that the financial statements are presented in accordance with International Financial Reporting Standards as endorsed by the European Union in force for the years beginning as from 1 January Such standards include International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board ( IASB ), International Accounting Standards (IAS), issued by the International Accounting Standards Committee ( IASC ) and respective SIC and IFRIC interpretations, issued by the International Financial Reporting Interpretation Committee ( IFRIC ) and Standard Interpretation Committee ( SIC ), that have been endorsed by the European Union. The standards and interpretations are hereinafter referred generically to as IFRS. REN - Redes Energéticas Nacionais, SGPS, S.A

20 The accounting policies used to prepare these consolidated financial statements are consistent in all material respects, with the policies used to prepare the consolidated financial statements for the year ended 31 December 2016, as explained in the notes to the consolidated financial statements for These policies were applied consistently in the presented periods. Adoption of new standards, interpretations, amendments and revisions The following standards, interpretations, amendments and revisions have been endorsed by the European Union with mandatory application in future economic exercises: IFRS 9 Financial Instruments (replacement of IAS 39) (to be applied for periods beginning on or after 1 January 2018) - This standard establishes the requirements for the classification and measurement of financial instruments and for the application of hedge accounting rules. The future adoption of this standard is not expected to have significant impacts on REN's consolidated financial statements. IFRS 15 Revenue from Contracts with Customers (amendment to be applied for periods beginning on or after 1 January 2018) - These amendments clarify how the principles set out in the standard should be applied. The future adoption of this standard is not expected to have significant impacts on REN's consolidated financial statements. The Company did not apply any of these standards in advance in the financial statements for the three-month period ended March 31, REN - Redes Energéticas Nacionais, SGPS, S.A

21 Standards and interpretations, amended or revised not endorsed by the European Union The following standards, interpretations, amendments and revisions, with mandatory application in future years, were not, until the date of preparation of these consolidated financial statements, been endorsed by the European Union: Standard Applicable for financial years beginning on or after Resume IFRS 14 - Regulatory Deferral Accounts - IFRS 16 - Leases Amendments to IFRS 10 - Consolidated financial statements and IAS 28 - Investment in Associates and Joint Ventures Amendments to IAS 12 - Recognition of Deferred Tax Assets for Unrealised Losses Amendments to IAS 7 - Statement of Cash Flows IFRS 15 - Revenue from Contracts with Customers 01-jan jan jan jan-18 This standard establish the reporting requirements, by entities adopting IFRS for the first time, to regulated assets, allowing the maintenance of the accouting policies of the previous reporting requirements regarding the recognition, measurement, derecognition and impairment. IFRS sets for the presentation of regulated items recognized separately from the other assets and liabilities as well as expenses and income. This standard is intended to replace the actual standards of leases (IAS 17, IFRIC 4, SIC-15 and SIC-27) and clarifies the recognition, measurement, presentation and disclosure principles of leases. These amendments include clarification of various aspects related to the application of the exception for consolidation by investment entities. The purpose of this amendment is to clarify the accounting of a deferred tax asset on an unrealized loss, in a debt instrument measured at fair value. The purpose of this amendment, which is part of an ample reform project of the principles and requirements of presentation and disclosure of financial reporting (disclosure initiative) is to enable users of financial statements to evaluate changes resulting from financing activities. To this purpose, this amendment establishes additional disclosure requirements regarding financing activities. These amendments clarify how the principles set out in IFRS 15 should be applied. Amendments to IFRS 2 - Share-based payment Amendments to IFRS 4 - Insurance contracts: Application of IFRS 9 with IFRS 4 Annual improvements to IFRS ( cycle) Amendments to IFRIC 22 - Foreign Currency Transactions and Advance Consideration Amendments to IAS 40 - Investment Property 01-jan jan jan-17 and 01-jan jan jan-18 This amendment clarifies certain definitions, namely the definition of acquisition conditions and market conditions, in order to ensure consistency in the classification of share-based payments. This amendment clarifies the accounting impacts of the different effective dates of application of IFRS 4 and IFRS 9. Cyclical improvements are introduced to clarify and simplify the application of international normative. The changes introduced in the cycle focused on the revision of: (i) IFRS 1 (elimination of short-term exemptions that are no longer applicable); (ii) IFRS 12 (clarifies that disclosure requirements of IFRS 12 apply to all investments - referred to in paragraph 5 - even if classified as held for sale, for distribution to owners or discontinued operations in accordance with IFRS 5); and (iii) IAS 28 (clarifies that the option to measure an investment in an associate or joint venture held by an entity that is a venture capital organization or other qualified entity is available on an individual basis). This interpretation clarifies that relevant date for the recognition of an asset, expense or income relating to a foreign currency transaction for which an entity receives or pays in advance an amount in a foreign currency, is the date of the transaction. This amendment clarifies that a transfer of assets from or to the investment property caption should only be carried out when there is evidence of a change of use. Additionally, it is clarified that the change of intention to use is not evidence of a change of use. These standards were not yet endorsed by the European Union and, as such, were not adopted by the group in the period ended 31 March REN - Redes Energéticas Nacionais, SGPS, S.A

22 4 SEGMENT REPORTING The REN Group is organised in two main business segments, Electricity and Gas, and one secondary segment. The electricity segment includes the transmission of electricity in very high voltage, overall management of the public electricity system and management of the power purchase agreements (PPA) not terminated at 30 June 2007 and the pilot zone for electricity production from sea waves. The Gas segment includes high pressure gas transmission and overall management of the national natural gas supply system, as well as the operation of regasification at the LNG Terminal and the underground storage of natural gas. Although the activities of the LNG Terminal and underground storage can be seen as separate from the transport of gas and overall management of the national natural gas supply system, since these operations provide complementary services to same users, it was considered that it is subject to the same risks and benefits. The telecommunications segment is presented separately although it does not qualify for disclosure. Management of external loans are centrally managed by REN SGPS, S.A. for which the Company choose to present the assets and liabilities separate from its eliminations that are undertaken in the consolidation process, as used by the main responsible operating decision maker. REN - Redes Energéticas Nacionais, SGPS, S.A

23 The results by segment for the three month period ended 31 March 2017 were as follows: Electricity Gas Telecommunications Others Eliminations Group Sales and services provided (7 780) Inter-segments (7 780) - Revenues from exernal customers Revenue from construction of concession assets Cost with construction of concession assets (9 110) (946) (10 056) Gains/(losses) from associates and joint ventures External supplies and services (8 694) (5 990) (351) (3 984) (9 688) Employee compensation and benefit expense (5 042) (1 773) (63) (5 285) - (12 162) Other expenses and operating income (10) 82 (1 551) Operating cash flow Non reimbursursable expenses Depreciation and amortizations (39 309) (15 034) (2) (54) - (54 399) Impairments (94) - (94) Financial results Financial income (44 456) Financial costs (17 512) (7 835) - (37 818) (18 708) Profit before income tax Income tax expense (9 186) (4 026) (195) (1 119) - (14 526) Extraordinary contribution on energy sector (18 362) (7 435) (25 798) Profit for the year Results by segment for the three month period ended 31 March 2016 were as follows: Electricity Gas Telecommunications Others Eliminations Group Sales and services provided (7 913) Inter-segments (7 913) - Revenues from exernal customers Revenue from construction of concession assets Cost with construction of concession assets (7 184) (676) (7 860) Gains/(losses) from associates and joint ventures External supplies and services (8 145) (5 079) (385) (2 499) (6 697) Employee compensation and benefit expense (5 270) (1 963) (59) (5 152) - (12 445) Other expenses and operating income (57) (85) (1 498) Operating cash flow Non reimbursursable expenses Depreciation and amortizations (38 586) (14 915) (0) (59) - (53 561) Financial results Financial income (42 842) Financial costs (18 263) (8 711) (1) (42 421) (26 555) Profit before income tax Income tax expense (7 521) (4 445) (199) 56 - (12 109) Extraordinary contribution on energy sector (18 302) (7 635) (25 938) Profit for the year Inter-segment transactions are carried out under normal market conditions, equivalent to transactions with third parties. Revenue included in the segment Others is essentially related to the services provided by the management, consultancy and back office to Group entities as well as third parties. REN - Redes Energéticas Nacionais, SGPS, S.A

24 Assets and liabilities by segment as well as capital expenditures for the three month period ended 31 March 2017 were as follows: Electricity Gas Telecommunications Others Eliminations Group Segment assets Group investments held - 513,270-1,612,549 (2,125,819) - Property, plant and equipment and intangible assets 2,623,236 1,161, (628) 3,785,057 Other assets 542, ,506 7,565 5,282,721 (5,443,805) 862,668 Total assets 3,165,918 2,148,670 7,602 6,895,788 (7,570,252) 4,647,726 Total liabilities 2,571,353 1,008,883 5,320 5,336,912 (5,450,753) 3,471,715 Capital expenditure - total 11,777 1, ,199 Capital expenditure - property, plant and equipment (note 5) Capital expenditure - intangible assets (note 5) 11,777 1, ,114 Investments in associates , ,427 Investments in joint ventures ,000-3,000 Assets and liabilities by segment as well as capital expenditures for the year ended 31 December 2016 were as follows: Electricity Gas Telecommunications Others Eliminations Group Segment assets Group investments held - 533,685-1,453,960 (1,987,645) - Property, plant and equipment and intangible assets 2,650,536 1,175, ,826,290 Other assets 575, ,059 6,998 4,891,800 (5,191,807) 723,535 Total assets 3,226,022 2,149,964 6,998 6,346,295 (7,179,452) 4,549,825 Total liabilities 2,635, ,642 2,973 5,009,973 (5,191,808) 3,390,608 Capital expenditure - total Capital expenditure - property, plant and equipment (note 8) 157,494 13, ,461 Capital expenditure - intangible assets (note 8) ,494 13, ,247 Investments in associates Investments in joint ventures ,666-11, ,991-2,991 The liabilities included in the segment Others are essentially related to external borrowings obtained directly by REN SGPS, S.A. and REN Finance, B.V. for financing the several activities of the Group. The captions of the statement of financial position and profit and loss for each segment result of the amounts considered directly in the individual financial statements of each company that belongs to the Group included in the perimeter of each segment, corrected with the reversal of the intrasegment transactions. REN - Redes Energéticas Nacionais, SGPS, S.A

25 5 INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT During the three month period ended 31 March 2017, the changes in intangible assets and property, plant and equipment in the period were as follows: 1 January 2017 Changes 31 March 2017 Property, plant and equipment Cost Accumulated depreciation Net book value Additions Disposals and write-offs Transfers Depreciation charge Depreciation - disposals, writeoffs and other reclassifications Cost Accumulated depreciation Net book value Transmission and electronic equipment 103 (103) (103) 0 Buildings and other construction 931 (453) (453) 479 Transport equipment 299 (217) (65) - (51) (213) 65 Office equipment 27 (9) (3) - (9) 3 64 (15) 49 1,360 (782) (68) - (60) 58 1,377 (784) 593 Intangible assets Cost 1 January 2017 Changes 31 March 2017 Accumulated amortization Net book value Additions Disposals and write-offs Transfers Amortization charge Amortization - disposals, writeoffs and other reclassifications Cost Accumulated amortization Net book value Concession assets 7,365,215 (3,618,333) 3,746, (163) 969 (54,339) 141 7,366,110 (3,672,531) 3,693,579 Concession assets in progress 78,831-78,831 13,025 - (969) ,886-90,886 7,444,045 (3,618,333) 3,825,712 13,114 (163) - (54,339) 141 7,456,996 (3,672,531) 3,784,464 Total of property, plant and equipment and intangible assets 7,445,405 (3,619,115) 3,826,290 13,199 (231) - (54,399) 199 7,458,373 (3,673,315) 3,785,057 REN - Redes Energéticas Nacionais, SGPS, S.A

26 During the year ended 31 December 2016, the changes in intangible assets and property, plant and equipment in the year were as follows: 1 January 2016 Changes 31 December 2016 Property, plant and equipment Cost Accumulated depreciation Net book value Additions Disposals and write-offs Transfers Depreciation charge Depreciation - disposals, writeoffs and other reclassifications Cost Accumulated depreciation Net book value Transmission and electronic equipment 103 (103) (103) - Buildings and other construction 1,038 (469) (313) - (205) (453) 479 Transport equipment 302 (201) (12) - (29) (217) 81 Office equipment 27 (4) (5) - 27 (9) 18 1,470 (776) (325) - (239) 233 1,360 (782) 578 Intangible assets Cost 1 January 2016 Changes 31 December 2016 Accumulated amortization Net book value Additions Disposals and write-offs Transfers Amortization charge Amortization - disposals, writeoffs and other reclassifications Cost Accumulated amortization Net book value Concession assets 7,212,146 (3,404,818) 3,807,329 2,524 (1,104) 151,648 (214,524) 1,009 7,365,215 (3,618,333) 3,746,882 Concession assets in progress 61,756-61, ,723 - (151,648) ,831-78,831 7,273,902 (3,404,818) 3,869, ,247 (1,104) - (214,524) 1,009 7,444,045 (3,618,333) 3,825,712 Total of property, plant and equipment and intangible assets 7,275,373 (3,405,593) 3,869, ,461 (1,429) - (214,763) 1,241 7,445,405 (3,619,115) 3,826,290 REN - Redes Energéticas Nacionais, SGPS, S.A

27 The additions registered in three month period ended 31 March 2017 refer essentially to rights over the investments on construction/renovation and expansion of electrical and gas transportation grid. The main additions verified in the periods ended 31 March 2017 and 31 December 2016 are made up as follows: Mar 2017 Dec 2016 Electricity segment Power line construction (150 KV, 220 KV and others) 1,007 9,674 Power line construction (400 KV) 3,433 39,982 Construction of new substations 2,314 10,313 Substation Expansion 3,046 78,351 Other renovations in substations 336 5,094 Improvements to telecommunications and information system 719 8,607 Pilot zone construction - wave energy Improvements in buildings related to concession 789 3,530 Other assets 87 1,735 Gas segment Expansion and improvements to gas transmission network ,281 Construction project of cavity underground storage of natural gas in Pombal 184 1,629 Construction project and operating upgrade - LNG facilities 225 1,842 Others segment Other assets Total of additions 13, ,461 The main transfers during the periods ended 31 March 2017 and 31 December 2016 are made up as follows: Mar 2017 Dec 2016 Electricity segment Power line construction (150 KV, 220 KV and others) - 11,505 Power line construction (400 KV) - 39,829 Substation Expansion - 68,929 Other renovations in substations - 4,744 Telecommunications and information system - 8,992 Buildings related to concession - 4,402 Other assets under concession Gas segment Expansion and improvements to natural gas transmission network 708 9,640 Construction project of cavity underground storage of natural gas in Pombal 54 2,275 Construction project and operating upgrade - LNG facilities - 1,298 Total of transfer ,648 REN - Redes Energéticas Nacionais, SGPS, S.A

28 The intangible assets in progress at 31 March 2017 and 31 December 2016 are as follows: Mar 2017 Dec 2016 Electricity segment Power line construction (150KV/220KV e 400KV) 33,582 29,142 Substation Expansion 26,785 23,502 New substations projects 17,168 14,854 Other projects 1,485 1,127 Improvements in buildings related to concession 1,915 1,086 Gas segment Expansion and improvements to natural gas transmission network 6,935 6,459 Construction project of cavity underground storage of natural gas in Pombal 2,350 2,220 Construction project and operating upgrade - LNG facilities Total of assets in progress 90,886 78,831 Financial costs capitalized in intangible assets in progress in the period ended 31 March 2017 amounted to 486 thousand Euros (2.951 thousand Euros as of 31 December 2016), while overhead and management costs capitalized amounted to 2,571 thousand Euros (13,079 thousand Euros as of 31 December 2016) (Note 19). As of 31 March 2017 and 31 December 2016, the net book value of the intangible assets financed through lease contracts was as follows: Mar 2017 Dec 2016 Cost 6,257 6,153 Accumulated depreciation and amortization (2,552) (2,506) Net book value 3,705 3,647 6 INVESTMENT IN ASSOCIATES AND JOINT VENTURES At 31 March 2017 and 31 December 2016, the financial information regarding the financial interest held is as follows: Financial information Capital owned 31 March 2017 Non- Non- Total Group share Head Current Current current Current current Net Share comprehe Carrying of profit / Company Activity office assets assets assets liabilities liabilities Revenues profit/(loss) capital nsive % amount (loss) Equity method: Associate: OMIP - Operador do Mercado Ibérico (Portugal), SGPS, S.A. Holding company Lisbon 2, ,627 1, , , Electrogas, S.A. Transport Gas Chile 19,892 18,188 55,756 25,271 19,387 8,109 4,047 29,286 4, ,664 1, ,427 1,818 Joint venture Centro de Investigação em Energia REN - STATE GRID, S.A. Research & Development Lisbon 3,000 5, , , ,427 1,826 REN - Redes Energéticas Nacionais, SGPS, S.A

29 Financial information Capital owned 31 December 2016 Non- Non- Total Group share Head Share Current current Current current Net Share comprehe Carrying of profit / Company Activity office capital assets assets liabilities liabilities Revenues profit/(loss) capital nsive % amount (loss) Equity method: Associate: OMIP - Operador do Mercado Ibérico (Portugal), SGPS, S.A. Holding company Lisbon 2, ,302 1, ,638 1,070 29,681 30, , Joint venture Centro de Investigação em Energia REN - STATE GRID, S.A. Research & Development Lisbon 3,000 6,409 1,109 1, ,902 1,603 5,989 7, , (a) The company granted an option to sell of 5% of this participation. 14,657 1,314 Associates The changes in the caption Investments in associates during the period ended 31 March 2017 was as follows: Investments in associates At 1 January ,395 Effect of aplying the equity method 515 Others (1,244) At 31 December ,666 Effect of aplying the equity method 1,818 Dividends allocation (7,422) Acquisition of interest of Electrogas 168,618 Conversion of financial statements into foreign currency (252) At 31 March ,427 On February 7, 2017, the Group acquired an interest of 42.5% in the capital of the chilean company - Electrogas S.A., by USD 180,000,000 (168,618 thousand Euros). This company owns a gas pipeline in the central zone of Chile and its social object is the transport of natural gas and other fuel. Joint ventures The movement in the caption Investments in joint ventures during the period ended 31 March 2017 was as follows: Investments At 1 January ,193 Effect of aplying the equity method 798 At 31 December ,991 Effect of aplying the equity method 8 At 31 March ,000 REN - Redes Energéticas Nacionais, SGPS, S.A