(Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.)
Yes ______ No ___X___
UNAUDITED CONSOLIDATED CONDENSED INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND FOR THE THREE
MONTH PERIODS THEN ENDED
PRESENTED WITH COMPARATIVE FIGURES
GLOSSARY OF TERMS
The following are not technical definitions, but they are helpful for the reader’s understanding of some terms used in the notes to the unaudited consolidated condensed interim financial statements of the Company.
Terms | Definitions | |
BLL | Bodega Loma La Lata S.A. | |
CAMMESA | Compañía Administradora del Mercado Eléctrico Mayorista S.A. | |
CIESA | Compañía de inversiones de energía S.A. | |
Citelec | Compañía Inversora en Transmisión Eléctrica Citelec S.A. | |
CPB | Central Piedra Buena S.A. | |
CTG | Central Térmica Güemes S.A. | |
CTLL | Central Térmica Loma La Lata S.A. | |
CYCSA | Comunicación y Consumos S.A. | |
EASA | Electricidad Argentina S.A. | |
Edenor | Empresa Distribuidora y Comercializadora Norte S.A. | |
ENRE | National Regulatory Authority of Electricity | |
FOCEDE | Fund works of consolidation and expansion of electrical distribution | |
FOTAE | Works Administration Trust Transport for Electricity Supply | |
FONINVEMEM | Fund for Investments required to increase the electric power supply in the WEM | |
FRD | Flow for debt repayment | |
HIDISA | Hidroeléctrica Diamante S.A. | |
HINISA | Hidroeléctrica Los Nihuiles S.A. | |
IEASA | IEASA S.A. | |
INDISA | Inversora Diamante S.A. | |
INNISA | Inversora Nihuiles S.A. | |
IPB | Inversora Piedra Buena S.A. | |
LVFVD | Sales Liquidations with Maturity Date to be Defined | |
MEM | Wholesale Electricity Market |
2
GLOSSARY OF TERMS: (Continuation)
Terms | Definitions | |
MMC | Cost Monitoring Mechanism | |
NIC | International Accounting Standards | |
PACOSA | Pampa Comercializadora S.A. | |
PEPASA | Petrolera Pampa S.A. | |
PEPCA | PEPCA S.A. | |
PISA | Pampa Inversiones S.A. | |
PP | Pampa Participaciones S.A. | |
PP II | Pampa Participaciones II S.A. | |
PUREE | Rational Use of Electricity Programme | |
Salaverri, Dellatorre, Burgio & Wetzler | Salaverri, Dellatorre, Burgio y Wetzler Malbran Abogados Sociedad Civil | |
SE | Secretary of Energy | |
TGS | Transportadora de Gas del Sur S.A. | |
The Company / Group | Pampa Energía S.A. and its subsidiaries | |
Transba | Empresa de Transporte de Energía Eléctrica por Distribución Troncal de la Provincia de Buenos Aires Transba S.A. | |
Transelec | Transelec Argentina S.A. | |
Transener | Compañía de Transporte de Energía Eléctrica en Alta Tensión Transener S.A. | |
VCP | Short-term securities |
3
UNAUDITED CONSOLIDATED CONDENSED INTERIM STATEMENT
OF FINANCIAL POSITION
As of March 31, 2015
presented with comparative figures
(In Argentine Pesos (“$”) – unless otherwise stated)
Note |
|
03.31.2015 |
12.31.2014 | ||
ASSETS |
|
|
|||
NON CURRENT ASSETS |
|
|
|||
Investments in joint ventures |
8 |
|
225,342,690 |
|
226,894,893 |
Investments in associates |
9 |
|
135,010,833 |
|
133,169,584 |
Property, plant and equipment |
10 |
|
9,983,966,273 |
|
9,218,099,975 |
Intangible assets |
11 |
|
865,018,547 |
|
872,384,099 |
Biological assets |
|
|
1,884,278 |
|
1,894,481 |
Financial assets at fair value through profit and loss |
27 |
|
1,509,101,724 |
|
963,012,962 |
Deferred tax assets |
12 |
|
114,653,686 |
93,681,916 | |
Trade and other receivables |
13 |
|
1,002,774,181 |
954,842,893 | |
Total non current assets |
|
|
13,837,752,212 |
12,463,980,803 | |
|
|
| |||
CURRENT ASSETS |
|
|
| ||
Biological assets |
|
|
435,768 |
198,470 | |
Inventories |
|
|
150,604,674 |
135,570,860 | |
Financial assets at fair value through profit and loss |
27 |
|
1,808,680,890 |
1,028,577,127 | |
Trade and other receivables |
13 |
|
3,412,979,283 |
2,896,835,156 | |
Cash and cash equivalents |
|
|
306,988,958 |
335,234,106 | |
Total current assets |
|
|
5,679,689,573 |
4,396,415,719 | |
Total assets |
|
|
19,517,441,785 |
16,860,396,522 |
4
UNAUDITED CONSOLIDATED CONDENSED INTERIM STATEMENT
OF FINANCIAL POSITION
(Continuation)
Note |
|
03.31.2015 |
12.31.2014 | ||
SHAREHOLDERS´ EQUITY |
|
|
|||
Share capital |
|
|
1,314,310,895 |
1,314,310,895 | |
Additional paid-in capital |
|
|
342,984,871 |
342,984,871 | |
Legal reserve |
|
|
14,304,190 |
14,304,190 | |
Voluntary reserve |
|
|
271,779,611 |
271,779,611 | |
Reserve for directors’ options |
|
|
266,060,067 |
266,060,067 | |
Retained earnings |
|
|
1,645,102,785 |
743,159,355 | |
Other comprehensive loss |
|
|
(31,956,254) |
(32,191,096) | |
Equity attributable to owners of the company |
|
|
3,822,586,165 |
2,920,407,893 | |
Non-controlling interest |
|
|
893,490,078 |
633,431,122 | |
Total equity |
|
|
4,716,076,243 |
3,553,839,015 | |
|
|
||||
LIABILITIES |
|
|
|||
NON CURRENT LIABILITIES |
|
|
|||
Trade and other payables |
14 |
|
2,165,851,653 |
1,909,433,852 | |
Borrowings |
15 |
|
4,177,897,564 |
3,731,267,723 | |
Deferred revenue |
|
|
123,036,267 |
109,089,120 | |
Salaries and social security payable |
|
|
67,763,458 |
62,858,307 | |
Defined benefit plans |
|
|
200,187,634 |
196,587,957 | |
Deferred tax liabilities |
12 |
|
475,599,556 |
470,584,488 | |
Taxes payable |
|
|
613,467,329 |
274,654,874 | |
Provisions |
16 |
|
147,689,959 |
119,455,898 | |
Total non current liabilities |
|
|
7,971,493,420 |
6,873,932,219 | |
|
|||||
CURRENT LIABILITIES |
|
||||
Trade and other payables |
14 |
|
5,086,540,869 |
4,536,471,292 | |
Borrowings |
15 |
|
880,596,484 |
839,303,970 | |
Deferred revenue |
|
|
763,684 |
763,684 | |
Salaries and social security payable |
|
|
577,700,127 |
725,274,898 | |
Defined benefit plans |
|
|
40,678,019 |
26,759,690 | |
Taxes payable |
|
|
208,424,009 |
231,928,622 | |
Derivative financial instruments |
|
|
12,348,372 |
47,880,462 | |
Provisions |
16 |
|
22,820,558 |
24,242,670 | |
Total current liabilities |
|
|
6,829,872,122 |
6,432,625,288 | |
Total liabilities |
|
|
14,801,365,542 |
13,306,557,507 | |
Total liabilities and equity |
|
|
19,517,441,785 |
16,860,396,522 |
The accompanying notes are an integral part of these condensed interim financial statements
5
UNAUDITED CONSOLIDATED CONDENSED INTERIM
STATEMENT OF COMPREHENSIVE INCOME (LOSS)
For the three month periods ended March 31, 2015
presented with comparative figures
(In Argentine Pesos (“$”) – unless otherwise stated)
|
Note |
|
03.31.2015 |
03.31.2014 | |
|
|
|
|
| |
Revenue |
17 |
|
1,699,898,218 |
1,431,407,198 | |
Cost of sales |
18 |
|
(1,577,294,144) |
(1,318,458,161) | |
Gross profit (loss) |
|
|
122,604,074 |
112,949,037 | |
|
|
|
|||
Selling expenses |
19 |
|
(192,870,532) |
(154,943,617) | |
Administrative expenses |
20 |
|
(247,006,162) |
(162,965,956) | |
Other operating income |
21 |
|
93,254,817 |
40,262,452 | |
Other operating expenses |
21 |
|
(94,029,393) |
(60,581,456) | |
Share of profit (loss) of joint ventures |
8 |
|
3,548,527 |
(25,376,176) | |
Share of (loss) profit of associates |
9 |
|
1,841,249 |
(7,507,198) | |
Operating loss before higher costs recognition and SE Resolution No. 32/15 |
|
|
(312,657,420) |
(258,162,914) | |
Income recognition on account of the RTI - SE Resolution 32/15 |
2 |
|
1,333,877,372 |
- | |
Higher Costs Recognition - SE Resolution No. 250/13 and subsequent Notes |
2 |
|
186,595,975 |
- | |
Operating income |
|
|
1,207,815,927 |
(258,162,914) | |
|
|
|
|||
Financial income |
22 |
|
56,907,883 |
46,755,412 | |
Financial cost |
22 |
|
(339,793,108) |
(254,811,406) | |
Other financial results |
22 |
|
556,236,325 |
(300,734,023) | |
Financial results, net |
|
|
273,351,100 |
(508,790,017) | |
Profit before income tax |
|
1,481,167,027 |
(766,952,931) | ||
|
|
|
|||
Income tax and minimun national income tax |
|
|
(319,195,902) |
47,183,816 | |
Profit (loss) for the year from continuing operations |
|
|
1,161,971,125 |
(719,769,115) | |
|
|
|
|||
Other comprehensive (loss) income |
|
|
|||
Items that will not be reclassified to profit or loss |
|
|
|||
Remeasurements related to defined benefit plans |
|
|
409,389 |
- | |
Income tax |
|
|
(143,286) |
- | |
Other comprehensive income of the year |
|
|
266,103 |
- | |
Comprehensive income of the year |
|
|
1,162,237,228 |
(719,769,115) |
6
UNAUDITED CONSOLIDATED CONDENSED INTERIM
STATEMENT OF COMPREHENSIVE INCOME (LOSS)
(Continuation)
Note |
|
03.31.2015 |
03.31.2014 | ||
Total Profit (loss) of the year attributable to: |
|
|
|||
Owners of the company |
|
|
901,943,430 |
(390,105,226) | |
Non - controlling interest |
|
|
260,027,695 |
(329,663,889) | |
|
|
|
1,161,971,125 |
(719,769,115) | |
|
|
|
|||
Total comprehensive income (loss) of the year attributable to: |
|
|
|||
Propietarios de la Sociedad |
|
|
902,178,272 |
(390,105,226) | |
Participación no controladora |
|
|
260,058,956 |
(329,663,889) | |
|
|
|
1,162,237,228 |
(719,769,115) | |
|
|
|
|||
Earing (Loss) per share attributable to the equity holders of the company during the year |
|
|
|||
Basic earnings (loss) per share from continuing operations |
23 |
|
0.6862 |
(0.2968) | |
Diluted earnings (loss) per share from continuing operations |
23 |
|
0.5807 |
(0.2968) |
The accompanying notes are an integral part of these condensed interim financial statements.
7
UNAUDITED CONSOLIDATED CONDENSED INTERIM STATEMENT OF CHANGES IN EQUITY
For the three month period ended March 31, 2015
presented with comparative figures
(In Argentine Pesos (“$”) – unless otherwise stated)
|
Attributable to owners |
|
|
|
| ||||||||||||||
Equity holders of the company |
Retained earnings |
Non-controlling interest |
Total equity | ||||||||||||||||
Share capital |
Additional paid-in capital and other reserves |
Legal reserve |
Voluntary reserve |
Reserve for directors’ options |
Other comprehensive (loss) income |
Retained earnings (Accumulated losses) |
Subtotal |
||||||||||||
Balance as of December 31, 2013 |
1,314,310,895 |
263,489,911 |
- |
- |
259,351,053 |
(24,385,321) |
286,083,801 |
2,098,850,339 |
775,971,764 |
2,874,822,103 | |||||||||
- |
- |
- |
- |
- |
- |
- |
|
- |
|||||||||||
Reserve for directors’ options |
- |
- |
- |
- |
2,236,338 |
- |
- |
2,236,338 |
- |
2,236,338 | |||||||||
Sale of interest in subsidiaries |
- |
462,407 |
- |
- |
- |
- |
- |
462,407 |
886,971 |
1,349,378 | |||||||||
Change of interest in subsidiaries |
- |
12,919,857 |
- |
- |
- |
- |
- |
12,919,857 |
87,077,643 |
99,997,500 | |||||||||
Loss for the period of three months |
- |
- |
- |
- |
- |
- |
(390,105,226) |
(390,105,226) |
(329,663,889) |
(719,769,115) | |||||||||
Comprehensive (loss) profit for the three months |
- |
- |
- |
- |
- |
- |
(390,105,226) |
(390,105,226) |
(329,663,889) |
(719,769,115) | |||||||||
|
|||||||||||||||||||
Balance as of March 31, 2014 |
1,314,310,895 |
276,872,175 |
- |
- |
261,587,391 |
(24,385,321) |
(104,021,425) |
1,724,363,715 |
534,272,489 |
2,258,636,204 | |||||||||
|
|
|
|
|
|
|
| ||||||||||||
Reserve for directors’ options |
- |
- |
- |
- |
4,472,676 |
- |
- |
4,472,676 |
- |
4,472,676 | |||||||||
Sale of interest in subsidiaries |
- |
66,437,696 |
- |
- |
- |
- |
- |
66,437,696 |
6,927,959 |
73,365,655 | |||||||||
Change of interest in subsidiaries |
- |
(325,000) |
- |
- |
- |
- |
- |
(325,000) |
(324,999) |
(649,999) | |||||||||
Dividends attributables to non-controlling interest |
- |
- |
- |
- |
- |
- |
- |
- |
(16,632,046) |
(16,632,046) | |||||||||
Constitution of legal reserve - Shareholders’ meeting 04.30.2014 |
- |
- |
14,304,190 |
- |
- |
- |
(14,304,190) |
- |
- |
- | |||||||||
Constitution of voluntary reserve - Shareholders’ meeting 04.30.2014 |
- |
- |
- |
271,779,611 |
- |
- |
(271,779,611) |
- |
- |
- | |||||||||
Profit for the nine months |
- |
- |
- |
- |
- |
- |
1,133,264,581 |
1,133,264,581 |
116,044,820 |
1,249,309,401 | |||||||||
Other comprehensive loss for the period of nine months |
- |
- |
- |
- |
- |
(7,805,775) |
- |
(7,805,775) |
(6,857,101) |
(14,662,876) | |||||||||
Comprehensive (loss) profit for the year |
- |
- |
- |
- |
- |
(7,805,775) |
1,133,264,581 |
1,125,458,806 |
109,187,719 |
1,234,646,525 | |||||||||
Balance as of December 31, 2014 |
1,314,310,895 |
342,984,871 |
14,304,190 |
271,779,611 |
266,060,067 |
(32,191,096) |
743,159,355 |
2,920,407,893 |
633,431,122 |
3,553,839,015 |
8
UNAUDITED CONSOLIDATED CONDENSED INTERIM STATEMENT OF CHANGES IN EQUITY
(Continuation)
Attributable to owners |
|
|
|
| |||||||||||||||
Equity holders of the company |
Retained earnings |
Non-controlling interest |
Total equity | ||||||||||||||||
Share capital |
Additional paid-in capital and other reserves |
Legal reserve |
Voluntary reserve |
Reserve for directors’ options |
Other comprehensive (loss) income |
Retained earnings (Accumulated losses) |
Subtotal |
||||||||||||
Balance as of December 31, 2014 |
1,314,310,895 |
|
342,984,871 |
|
14,304,190 |
|
271,779,611 |
|
266,060,067 |
|
(32,191,096) |
|
743,159,355 |
|
2,920,407,893 |
|
633,431,122 |
|
3,553,839,015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the three months |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
901,943,430 |
|
901,943,430 |
|
260,027,695 |
|
1,161,971,125 | |
Other comprehensive profit for the period of three months |
- |
|
- |
|
- |
|
- |
|
- |
|
234,842 |
|
- |
|
234,842 |
|
31,261 |
|
266,103 |
Comprehensive profit for the year |
- |
|
- |
|
- |
|
- |
|
- |
|
234,842 |
|
901,943,430 |
|
902,178,272 |
|
260,058,956 |
|
1,162,237,228 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of March 31, 2015 |
1,314,310,895 |
|
342,984,871 |
|
14,304,190 |
|
271,779,611 |
|
266,060,067 |
|
(31,956,254) |
|
1,645,102,785 |
|
3,822,586,165 |
|
893,490,078 |
|
4,716,076,243 |
The accompanying notes are an integral part of these condensed interim financial statements.
9
UNAUDITED CONSOLIDATED CONDESED INTERIM
STATEMENT OF CASH FLOWS
For the three month period ended March 31, 2015
presented with comparative figures
(In Argentine Pesos (“$”) – unless otherwise stated)
|
Note |
|
03.31.2015 |
|
03.31.2014 |
Cash flows from operating activities: |
|
|
|
| |
Total profit (loss) for the period |
|
|
1,161,971,125 |
|
(719,769,115) |
Adjustments to reconcile net (loss) profit to cash flows generated by operating activities: |
|
|
- |
|
- |
Income tax and minimum notional income tax |
|
|
319,195,902 |
|
(47,183,816) |
Accrued interest |
|
|
271,340,608 |
|
203,840,397 |
Depreciations and amortizations |
18, 19 and 20 |
|
133,775,951 |
|
102,795,722 |
Reserve for directors’ options |
20 |
|
- |
|
2,236,338 |
(Recovery) Constitution of accruals, net |
|
1,686,428 |
|
6,688,471 | |
Constitution of provisions, net |
|
21,229,015 |
|
23,579,328 | |
Share of (loss) profit of joint ventures and associates |
8 y 9 |
|
(5,389,776) |
|
32,883,374 |
Accrual of defined benefit plans |
18, 19 and 20 |
|
32,130,892 |
|
12,584,862 |
Net foreing currency exchange difference |
22 |
|
70,191,707 |
|
621,423,212 |
Income from measurement at present value |
22 |
|
(14,200,244) |
|
(16,087,693) |
Changes in the fair value of financial instruments |
22 |
|
(613,820,515) |
|
(256,891,654) |
Result from repurchase of corporate bonds |
22 |
|
- |
|
(47,752,340) |
Results from property, plant and equipment sale and decreases |
21 |
|
333,811 |
|
(5,407,001) |
Consumption of materials |
|
|
1,221,484 |
|
2,373,699 |
Revenue recognition from CAMMESA finance |
|
|
(4,350,625) |
|
(4,350,624) |
Higher Costs Recognition - ES Resolution No. 250/13 and subsequent Notes |
2 |
|
(186,595,975) |
|
- |
Revenue recognition on account of the RTI - Res. SE No. 32/15 |
2 |
|
(464,803,241) |
|
- |
Provision for decommissioning of wells |
|
|
1,592,687 |
|
- |
Recovery of expenses |
|
|
- |
|
(2,831,319) |
Other finance results |
|
|
2,463,516 |
|
- |
Compensation agreements |
19, 20 and 21 |
|
34,565,420 |
|
4,960,672 |
Other expenses FOCEDE |
|
|
8,733,299 |
|
- |
Other |
|
|
155,553 |
|
187,615 |
|
|
|
|
|
|
Changes in operating assets and liabilities: |
|
|
|
|
|
Increase (Decrease) in trade receivables and other receivables |
|
|
(751,350,633) |
|
(189,488,144) |
Increase in inventories |
|
|
(14,772,530) |
|
(30,384,630) |
Decreace in biological assets |
|
|
(237,299) |
|
(215,771) |
(Decrease) Increase in trade and other payables |
|
|
(467,751,701) |
|
77,013,072 |
Increase (Decrease) in deferred income |
|
|
13,947,147 |
|
(190,920) |
(Decrease) Increase in salaries and social security payable |
|
|
(142,671,915) |
|
(100,324,429) |
Decrease in defined benefit plans |
|
|
(14,203,495) |
|
(4,899,086) |
Increase (Decrease) in taxes payable |
|
|
(27,411,898) |
|
1,509,668 |
Decrease in provisions |
|
|
(5,048,099) |
|
(1,392,084) |
Income tax paid |
|
|
(398,470) |
|
(821,830) |
Funds obtained from PUREE (ES Resolution No. 1037/07) |
|
|
25,612,143 |
|
110,430,039 |
Subtotal before variations of debts with CAMMESA |
|
|
(612,859,728) |
|
(225,483,987) |
Increase in account payable and loans with CAMMESA |
|
|
1,404,932,105 |
|
725,519,853 |
Net cash generated by operating activities |
|
|
792,072,377 |
|
500,035,866 |
10
UNAUDITED CONSOLIDATED CONDESED INTERIM
STATEMENT OF CASH FLOWS (Continuation)
|
Note |
|
03.31.2015 |
|
03.31.2014 |
Cash flows from investing activities: |
|
|
|
|
|
Purchases of property, plant and equipment acquisition |
|
|
(586,313,064) |
|
(285,610,411) |
Purchases of financial assets at fair value |
|
|
(36,015,620) |
|
(37,714,921) |
Purcahses of derivative financial instruments |
|
|
(24,069,570) |
|
- |
Proceeds from property, plant and equipment sale |
|
|
33,760 |
|
18,839 |
Proceeds from financial assets at fair value sale |
|
|
135,762,308 |
|
68,631,764 |
Proceeds from financial assets' amortization |
|
|
1,556,932 |
|
1,329,548 |
Proceeds from financial assets' interest |
|
|
31,362 |
|
79,332 |
Constitution of guarantee deposits |
|
|
218,153,735 |
|
- |
Recovery (Subscription) of investment funds, net |
|
|
(774,206,733) |
|
(102,018,169) |
Capital contribution in joint ventures |
|
|
(475,000) |
|
- |
Net cash used in investing activities |
|
|
(1,065,541,890) |
|
(355,284,018) |
|
|
|
|
| |
Cash flows from financing activities: |
|
|
|
|
|
Proceeds from borrowings |
|
|
824,989,006 |
|
70,955,915 |
Payment of borrowings |
|
|
(469,169,536) |
|
(355,334,787) |
Payment of borrowings' interests |
|
|
(114,494,001) |
|
(123,166,334) |
Proceeds from sale of interest in subsidiaries |
|
|
- |
|
1,375,641 |
Proceeds from sale of interest in subsidiaries |
|
|
- |
|
99,997,500 |
Proceeds from change in ownership in a subsidiary without loosing control |
|
|
- |
|
(526,000) |
Payment for repurchase of corporate bonds |
|
|
- |
|
(7,640,300) |
Net cash used in financing activities |
|
|
241,325,469 |
|
(314,338,365) |
|
|
|
|
| |
(Decrease) Increase in cash and cash equivalent |
|
|
(32,144,044) |
|
(169,586,517) |
|
|
|
|
| |
Cash and cash equivalents at the beginning of the year |
|
|
335,234,106 |
|
341,668,865 |
Foreing currency exchange difference generated by cash and cash equivalents |
|
|
3,898,896 |
|
29,148,590 |
(Decrease) Increase in cash and cash equivalents |
|
|
(32,144,044) |
|
(169,586,517) |
Cash and cash equivalents at the end of the year |
|
|
306,988,958 |
|
201,230,938 |
|
|
|
|
| |
Cash and cash equivalents at the end of the year in the statement of financial position |
|
|
306,988,958 |
|
201,230,938 |
Cash and cash equivalents at the end of the year |
|
|
306,988,958 |
|
201,230,938 |
|
|
|
|
| |
Significant Non-cash transactions: |
|
|
|
|
|
Acquisition of property, plant and equipment through an increase in trade payables |
|
|
(227,572,706) |
|
(6,995,186) |
Borrowing costs capitalized in property, plant and equipment |
|
|
(71,382,330) |
|
(3,141,407) |
Decrease in PUREE related liability (Res. ES No. 250/13,subsequent Notes and Res. ES No. 32/15) |
|
|
10,618,797 |
|
- |
Decrease from offsetting of liability with CAMMESA for electricity purchases against receivables (Res. ES No. 250/13, subsequent Notes and Res. ES No. 32/15) |
|
|
(196,905,603) |
|
- |
Decrease in borrowings through offsetting trade receivables |
|
|
(23,445,272) |
|
- |
Decrease in financial assets at fair value repurchased notes |
|
|
- |
|
91,637,990 |
Increase in financial assets at fair value from subsidiary sale |
|
|
- |
|
(462,407) |
Increase in other receivables from subsidiary sale |
|
|
- |
|
(12,919,857) |
11
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
For the three month periods ended March 31, 2015
presented with comparative figures
(In Argentine Pesos (“$”) – unless otherwise stated)
NOTE 1: GENERAL INFORMATION
The Company is an integrated electricity company which, through its subsidiaries and joint ventures, is engaged in of the electricity generation, transmission and distribution in Argentina.
In the generation business, the Company has an installed capacity of approximately 2,217 MW, which accounts for approximately 7.1% of the installed capacity in Argentina.
In the transmission business, the Company joint-controls Citelec, which is the controlling company of Transener, that performs the operation and maintenance of the high-tension transmission network in Argentina which covers 12,279 km of lines of its own, as well as 6,159 km of high-tension lines belonging to Transba in the province of Buenos Aires. Both companies together carry 90% of the electricity in Argentina.
In the distribution business, the Company, through Edenor, distributes electricity among over 2.8 million customers throughout the northern region of Buenos Aires City, the north and northwest of Greater Buenos Aires.
In other sectors, the Company conducts financial investment operations, oil and gas exploration and exploitation, and it keeps investments in other companies that have complementary activities.
NOTE 2: REGULATORY FRAMEWORK
The main regulatory provisions affecting the electricity market and the activities of the company have been detailed in the financial statements for the year ended December 31, 2014, with the exception of the changes stated below.
2.1 Generation
Receivables from WEM generators
As of March 31, 2015 and December 31, 2014, the Company, throught its subsidiaries generation, holds receivables with CAMMESA which, at nominal value, together with accrued interest, amount to a total $ 965.6 and $ 797.4 million, with an estimated recoverable value of $ 824.6 and $ 745.6 million, respectively. The following detailed integration:
a. LVFVDs pursuant to ES Resolution No. 406/03 2004-2006. They have been assigned to FONINVEMEM in the amount of $ 62.7 million and $ 66 million including interest, and their estimated recoverable value amounts to $ 53.3 million and $ 54.8 million, respectively.
b. LVFVDs pursuant to ES Resolution No. 406/03 2008-2011. They have been allocated to the “2014 Agreement” in the amount of $ 421.3 million and $ 408.5 million including interest, and their estimated recoverable value amounts to $ 420 million and $ 397.8 million, respectively.
12
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 2: (Continuation)
c. LVFVDs pursuant to ES Resolution No. 406/03 2012-2013 and ES Resolution No. 95/13. These have been allocated to the “2014 Agreement” in the amount of $ 264.3 million and $ 228.6 million including interest, and their estimated recoverable value amounts to $ 234 million and $ 198.8 million, respectively
d. LVFVDs for Maintenance Remuneration in the amount of $ 117.7 million and $ 94.3 million, respectively, bound to cancel the funding approved by the SE previously authorized for maintenance works, are valued at their face value plus interest, net of adjustments made.
2.2 Distribution
a. PUREE - MMC
The impact of SE Resolution 250/13, subsequent Notes and SE Resolution 32/2015 on the Statement of financial position is summarized below:
|
2013 | ||||
|
Res SE 250/13 (1) |
|
Nota SE 6852/13 |
|
Subtotal |
Other receivables |
|
|
|
|
|
Cost Monitoring Mechanism |
2,254,953 |
|
723,629 |
|
2,978,582 |
Net interest CMM - PUREE |
172,939 |
|
24,571 |
|
197,510 |
Other payables - PUREE |
(1,387,037) |
|
(274,068) |
|
(1,661,105) |
Trade payables - CAMMESA |
(678,134) |
|
(474,132) |
|
(1,152,266) |
LVFVD to be issued |
362,721 |
|
- |
|
362,721 |
2014 | |||||||
Nota SE 4012/14 |
|
Nota SE 486/14 |
|
Nota SE 1136/14 |
|
Subtotal | |
Other receivables |
|
|
|
|
|
|
|
Cost Monitoring Mechanism |
735,534 |
|
833,660 |
|
702,733 |
|
2,271,927 |
Net interest CMM - PUREE |
108,218 |
|
36,231 |
|
13,337 |
|
157,786 |
Other payables - PUREE |
(168,426) |
|
(187,665) |
|
(217,919) |
|
(574,010) |
Trade payables - CAMMESA |
(1,038,047) |
|
(682,226) |
|
(498,151) |
|
(2,218,424) |
LVFVD to be issued |
(362,721) |
|
- |
|
- |
|
(362,721) |
2015 |
|
| |
Res. SE 32/15 |
|
Total | |
Other receivables |
|
|
|
Cost Monitoring Mechanism |
186,596 |
|
5,437,105 |
Net interest CMM - PUREE |
(309) |
|
354,987 |
Other payables - PUREE |
10,619 |
|
(2,224,496) |
Trade payables - CAMMESA |
(196,906) |
|
(3,567,596) |
LVFVD to be issued |
- |
|
- |
(1) Includes CMM amount receivable recognized in prior fiscal years for $ 45.5 million
13
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 2: (Continuation)
b. SE Resolution 32/15
On March 11, 2015, the SE issued SE Resolution 32/15, whereby it
a) Grants a temporary increase in income to Edenor effective as from February 1, 2015, and on account of the Tariff Structure Review, in order for Edenor to cover the expenses and afford the investments associated with the normal provision of the public service, object of the concession, and on an account of the RTI.
The additional income will arise from the difference between the “Theoretical electricity rate schedule” included in the resolution and the electricity rate schedule currently applied to each customer category, according to the ENRE´s (National Electricity Regulatory Agency) calculations, which are to be informed to the SE and CAMMESA on a monthly basis. The above-mentioned funds will be contributed by the Federal Government and transferred to Edenor by CAMMESA.
b) Establishes that, as from February 1, 2015, the PUREE (Program for the Rational Use of Electricity Power) related funds to which SE Resolution 745/05 refers (Note 2.c.IV) will be regarded as part of Edenor’s income on account of the RTI and earmarked to cover the higher costs of the provision of the public service, object of the concession.
c) Authorizes Edenor to offset, until January 31, 2015, the PUREE-related debts against and up to the amount of the CMM established receivables, including interest, if any, on both concepts.
d) Instructs CAMMESA to issue LVFVD (Sale Settlements with Maturity Dates to be Determined) in favor of Edenor for the surplus amounts in favor of Edenor, resulting from the offsetting process indicated in the preceding paragraph, and for the amounts owed by Edenor under the Loans for consumption (Mutuums) granted for higher salary costs.
e) Instructs CAMMESA to implement a payment plan to be defined with Edenor, with the prior approval of the SE, for the settlement of the remaining balances in favor of the MEM.
f) Establishes that Edenor will neither distribute dividends nor use the income deriving from this resolution as detailed in paragraph a) to pay loans with financial entities, restructure financial debts, acquire other companies, grant loans, or carry out other transactions that are not strictly related to the payment of its obligations with the MEM, the payment of salaries of Edenor’s own or hired personnel or the making of payments to suppliers of goods and/or services related to the provision of the public service of electricity distribution.
g) Establishes that Edenor shall observe the provisions of clause 22.1 of the Adjustment Agreement and suspend any administrative claim and/or judicial action it may have brought against the Federal Government, the SE and/or the ENRE in relation to the compliance with clause 4.2 of the Adjustment Agreement and the provisions of clauses of this resolution.
The following table summarized the impacts of SE Resolution 32/2015 except as mentioned in Note 2.a. in the Statement of Financial Position and the Statement of Comprehensive Income (Loss).
14
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 2: (Continuation)
|
|
31.03.2015 |
Other receivables |
|
|
Increase in other receivables from additional income |
a) |
377,739 |
Total other receivables |
|
377,739 |
|
|
|
Other payables |
|
|
Decrease in funds obtained from PUREE |
b) |
(160,837) |
Total other payables |
|
(160,837) |
|
|
|
Other income |
||
Additional increase from the difference between the electricity rate schedules |
a) |
708,237 |
Funds obtained from PUREE |
b) |
160,837 |
Decrease in loans for comsuption (Mutuums) granted for higher salary costs |
d) |
464,803 |
Total other income |
1,333,877 |
At the date of issuance of these financial statements, Edenor Management is analyzing the steps to be followed as indicated in section 14 of SE Resolution 32/15 in relation to that which has been detailed in the preceding caption g).
At the date of presentation of these financial statements, Edenor has received $ 708.2 million as temporary increase in income, in accordance with that which has been indicated in the preceding caption a) of this note, for the months of February and March 2015.
c) Loans for consumption (mutuums) and assignments of secured receivables
At the date of issuance of these condensed interim financial statements, there are no significant changes with respect to the situation reported by Edenor as of December 31, 2014, except for the following:
1) Extraordinary Investment Plan - Temporary insufficiency of the revenue deriving from the FOCEDE
On January 13 and March 13, 2015, the loan for consumption (mutuum) agreement was extended, as instructed by the Energy Secretariat to CAMMESA, for an additional amount of $ 1.04 billion and $ 304.7 million, respectively.
As of March 31, 2015, the debt related to this concept amounts to $ 714.5 million (comprised of $ 677.8 million principal and $ 36.7 million in accrued interest) which is disclosed in the Other non-current payables account.
2) Higher salary costs
SE Resolution 32/15, mentioned before, resolves that (LVFVD) be issued in favor of Edenor for the amounts generated from this Loan for consumption (Mutuum) received by Edenor to afford the salary increases deriving from the application of Resolution 836/14 of the Ministry of Labor, Employment and Social Security; allowing Edenor to offset them against the outstanding balances for this concept.
15
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 2: (Continuation)
In this regard, as of March 31, 2015, Edenor made the pertinent recordings, fully settling the $ 484.4 million liability for this concept, thus generating a positive result of $ 464.8 million relating to the principal received and interest accrued during fiscal year 2014, which has been disclosed in income on account of the RTI – SE Res. 32/15 line item of the income statement, and a positive result of $ 19,6 million, relating to interest accrued during the first quarter of 2015, which has been disclosed in the Financial expenses line item of the income statement.
2.3 Transmission
On March 17, 2015 Transener and Transba executed with CAMMESA the Addenda the Mutuum (Loan) Contracts (New Addenda), by which it was agreed to grant a new loan in the amount of $ 563.6 million and $ 178.3 million to Transener and Transba, respectively, corresponding to: i) the outstanding of the Mutuum (Loan) Contracts as of January 30, 2015; and ii) receivables acknowledged by the ES and the ENRE on account of cost variations for the June 2014-November 2014 period. In addition, the assignment as collateral of the receivables recognized on account of higher costs as at November 30, 2014 pursuant to the Instrumental Renewal Agreement in order to cancel the amounts to be received by application of New Addenda signed.
At the end of each period, the results generated by the recognition of costs by the ES and the ENRE up to the amounts collected through Mutual Contracts have been accounted for in Transener and Transba’s financial statements. Consequently, Transener has recorded revenues from sales amounting to $ 111.7 million and $ 112.6 million, as well as accrued interest for $ 28.9 million and $ 52.7 million for the three months period ended March 31, 2015 and 2014, respectively. Likewise, Transba has disclosed revenues from sales amounting to $ 72.2 million and $ 27.4 million, and interest income amounting to $ 10.5 million and $ 12.3 million for the same periods, respectively. Liabilities for all disbursements received have been cancelled through the cession of receivables recognized for higher costs, pursuant to the Agreement and the Renewal Agreement.
NOTE 3: BASIS OF PRESENTATION
These interim condensed consolidated financial statements for the three month periods ended on March 31, 2015 have been prepared in accordance with the provisions of IAS 34 "Interim Financial Reporting".
This unaudited consolidated condensed interim financial information should be read in conjunction with the consolidated financial statements of the Company as of December 31, 2014, which have been prepared in accordance with IFRS. These unaudited consolidated condensed interim financial statements are expressed in Argentine pesos. They have been prepared under the historical cost convention, modified by the measurement of financial assets at fair value.
These unaudited consolidated condensed interim financial statements for the three month periods ended March 31, 2015 have not been audited. The Company’s management estimates they include all the necessary adjustments to present fairly the results of operations for each period. The income for the three month periods ended March 31, 2015, does not necessarily reflect in proportion the Company’s results for the complete year.
16
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 3: (Continuation)
These unaudited consolidated condensed interim financial statements have been approved for their issuance by the Company’s Board of Directors on May 11, 2015.
Comparative information
Balances as of December 31, 2014 and for the three month periods ended on March 31, 2014, included in these unaudited consolidated condensed interim financial statements for comparative purposes, are derived from the financial statements at those dates. Certain reclassifications have been made to those financial statements to keep the consistency in the presentation with the amounts of the current period
NOTE 4: ACCOUNTING POLICIES
The accounting policies applied in these consolidated condensed interim financial statements are consistent with those used in the financial statements for the last fiscal year prepared under IFRSs, which ended on December 31, 2014, except for the changes described below.
Income recognition on account of the RTI - SE Resolution 32/15
The recognition established by Resolution 32/15 falls within the scope of IAS 20 “Accounting for Government Grants and Disclosure of Government Assistance”, since it implies a compensation to cover the costs and investments associated with the normal performance of the provision of the public service concession.
Their recognition is made at fair value when there is reasonable assurance that will be collected and have met the service.
Such concept has been disclosure in the line, "Income recognition on account of the RTI - SE Resolution 32/15" line item of the Condensed Interim Statement of Comprehensive Income (Loss).
NOTE 5: CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS
The preparation of these consolidated condensed interim financial statements requires the Company’s Management to make future estimates and assessments, to apply critical judgment and to establish assumptions affecting the application of accounting policies and the amounts of disclosed assets and liabilities, and income and expenses.
Mentioned estimates and judgments are evaluated on a continuous basis and are based on past experiences and other reasonable factors under the existing circumstances. Actual future results might differ from the estimates and evaluations made at the date of preparation of these unaudited consolidated condensed interim financial statements.
17
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 5: (Continuation)
In the preparation of these unaudited consolidated condensed interim financial statements, management judgements on applying the Company’s accounting policies and sources of information used for the respective estimates are the same as those applied in the Consolidated Financial Statements for the year ended December 31, 2014, except as mentioned below:
Impairment of long-lived assets
From the implementation of SE Res. 32/15 which established a temporary increase in income as from February 1, 2015, the projected and discounted cash flows used by the Company to determine the recoverability of property and equipment have been updated.
The future increase in electricity rates used by the Company to assess the recoverability of its long-lived assets as of March 31, 2015 is based on the rights to which the Company is entitled, as stipulated in the Concession Agreement and the agreements described in Note 2 to the financial statements as of December 31, 2014. Furthermore, the actions taken to maintain and guarantee the provision of the public service, the presentations made before regulatory authorities, the status quo of the discussions that are being held with government representatives, the announcements made by government officials concerning possible changes in the sector’s revenues to restore the economic and financial equation, and certain adopted measures, such as those described in Notes 2 to these financial statements, have also been considered. The Company Management estimates that it is reasonable to expect that new increases in revenues will be obtained as from 2016.
In spite of the current economic and financial situation described in Note 1 to these financial statements, the Company has made its projections under the assumption that the electricity rates will be improved according to the circumstances. However, the Company may not ensure that the future performance of the variables used to make its projections will be in line with what it has estimated. Therefore, significant differences may arise in relation to the estimates used and assessments made at the date of preparation of these financial statements.
In order to contemplate the estimation risk contained in the projections of the aforementioned variables, the Company has considered three different probability-weighted scenarios. Although in all of them it is estimated that the Company will succeed in reaching an acceptable agreement with the Government resulting in a gradual tariff increase, the Company has considered different timing and magnitude of an increase in the DAV (Distribution Added Value).
The scenarios considered are as follow:
a) Scenario called Pessimistic scenario: in this scenario, the Company contemplates the effects of SE Resolution 32/15 and assumes modest electricity rate increases as from 2016 as a result of the gradual implementation of an RTI. CAMMESA’s financial assistance, as regards the reception of the loan for consumption (mutuum) for the Extraordinary Investment Plan, is maintained. In 2017, the accumulated debt for energy purchases begin to be paid and past higher real costs (not covered by the CMM) would be recognized, which would allow for the offsetting of the accumulated debts with CAMMESA for interest accrued. Probability of occurrence assigned 20%.
18
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 5: (Continuation)
b) Scenario called Intermediate scenario: in this case, the Company contemplates the effects of SE Resolution 32/15 and assumes reasonable electricity rate increases as from 2016, as a result of the gradual implementation of an RTI. CAMMESA’s financial assistance, as regards the reception of the loan for consumption (mutuum) for the Extraordinary Investment Plan, is maintained. In 2017, the accumulated debt for energy purchases begin to be paid and past higher real costs (not covered by the CMM) would be recognized, which would allow for the offsetting of the accumulated debts with CAMMESA for interest accrued. Probability of occurrence assigned 65%.
c) Scenario called Optimistic scenario: in this case, the Company contemplates the effects of SE Resolution 32/15 and assumes increases higher than those of the intermediate scenario as from 2016, as a result of the gradual implementation of an RTI. CAMMESA’s financial assistance, as regards the reception of the loan for consumption (mutuum) for the Extraordinary Investment Plan, is maintained. In 2017, the accumulated debt for energy purchases begin to be paid and past higher real costs (not covered by the CMM) would be recognized, which would allow for the offsetting of the accumulated debts with CAMMESA for interest accrued. Probability of occurrence assigned 15%.
The Company has assigned to these three scenarios the previously described percentages of probability of occurrence based mainly on the experience with past delays in the tariff renegotiation process, the present economic and financial situation, the status quo of the conversations that are being held with the Federal Government and the need to maintain the public service, object of the concession, in operation.
An after tax discount rate (WACC) in pesos stated in nominal terms of 24.5% has been used in all the scenarios.
Sensitivity analysis:
The main factors that could result in impairment charges in future periods are: i) a distortion in the nature, opportunity and modality of the electricity rate increases and recognition of cost adjustments, and ii) the development of the costs to be incurred. These factors have been taken into account in the aforementioned weight of scenarios. Due to the inherent uncertainty involved in these assumptions, the Company estimates that any sensitivity analysis that considers changes in any of them considered individually could lead to distorting conclusions.
Based on the conclusions previously mentioned, the valuation of property, plant and equipment, taken as a whole, does not exceed its recoverable value, which is measured as the value in use as of March 31, 2015.
Furthermore, the management understands that although these estimates may show an increase in the CGU’s value, actual measures obtained so far are insufficient to consider a sustainable recovery which may lead to the reversal of the impairment loss recognized by the Company during fiscal year 2011.
19
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 5: (Continuation)
Going concern
Edenor’s financial statements have been prepared in accordance with the accounting principles applicable to a going concern, assuming that Edenor will continue to operate normally during fiscal year 2015 because in Edenor’s opinion SE Resolution 32/15 provides greater certainty concerning the financial conditions existing prior to the issuance thereof and constitutes a reasonable basis for the commencement of the RTI.
NOTE 6: FINANCIAL RISK MANAGEMENT
The Company’s activities are subject to several financial risks: market risk (including the exchange rate risk, the interest rate risk and the price risk), credit risk and liquidity risk.
No significant changes have arisen in risk management policies since the last year.
NOTE 7: INVESTMENTS IN SUBSIDIARIES
(a) Subsidiaries information
Unless otherwise indicated, the capital stock of the subsidiaries consists of common shares, each granting the right to one vote. The country of the registered office is also the principal place where the subsidiary develops its activities.
|
|
|
|
|
03.31.2015 |
12.31.2014 | ||
|
|
Country |
Main activity |
% Participation |
% Participation | |||
BLL |
|
Argentina |
|
Winemaking |
100.00% |
100.00% | ||
CTG |
|
Argentina |
|
Generation |
90.42% |
90.42% | ||
CTLL |
|
Argentina |
|
Generation |
100.00% |
100.00% | ||
IEASA |
|
Argentina |
|
Investment |
100.00% |
100.00% | ||
INDISA |
|
Argentina |
|
Investment |
91.60% |
91.60% | ||
INNISA |
|
Argentina |
|
Investment |
90.27% |
90.27% | ||
IPB |
|
Argentina |
|
Investment |
100.00% |
100.00% | ||
PACOSA |
|
Argentina |
|
Distributor |
100.00% |
100.00% | ||
PEPASA (1) |
|
Argentina |
|
Oil |
49.74% |
49.74% | ||
PEPCA |
|
Argentina |
|
Investment |
100.00% |
100.00% | ||
PISA |
|
Uruguay |
|
Investment |
100.00% |
100.00% | ||
PP |
|
Argentina |
|
Investment |
100.00% |
100.00% | ||
PP II |
|
Argentina |
|
Investment |
100.00% |
100.00% | ||
Transelec |
|
Argentina |
|
Investment |
100.00% |
100.00% |
20
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 8: INVESTMENTS IN JOINT VENTURES
|
Note |
|
03.31.2015 |
03.31.2014 | |
At the beginning of the year |
|
|
226,894,893 |
188,644,285 | |
Capital increase |
26.g |
|
475,000 |
- | |
Other increases |
|
|
- |
2,631,742 | |
Other decreases |
|
|
(5,575,730) |
- | |
Participation in other comprehensive income |
|
|
3,548,527 |
(25,376,176) | |
At the end of the year |
|
|
225,342,690 |
165,899,851 |
The Company has a co-controlling interest in Citelec, Transener’s controlling company.
The percentage share is 50%. The stock capital is composed of common shares, each granting the right to one vote. It is registered in Argentina, which is also the principal place where it develops its activities.
For the valuation, its Financial Statements as of March 31, 2015 have been used, which disclose the following items: Capital Stock in the amount of $ 553.3 million, profit for the year in the amount of $ 9.1 million and Shareholders’ Equity in the amount of $ 334.8 million.
The following chart includes a reconciliation of the equity method value and the book value of the Company’s interest in it:
|
|
|
03.31.2015 |
03.31.2014 | |
Equity method |
|
|
168,315,197 |
102,882,934 | |
Adjustments (1) |
|
|
57,027,493 |
63,016,917 | |
Total investments in joint ventures |
|
|
225,342,690 |
165,899,851 |
(1) Includes adjustments for repurchase of corporate bonds and depreciation of property, plant and equipment.
NOTE 9: INVESTMENTS IN ASSOCIATES
|
|
03.31.2015 |
03.31.2014 | |
At the beginning of the year |
|
133,169,584 |
134,774,654 | |
Share of (loss) profit |
|
1,841,249 |
(7,507,198) | |
At the end of the year |
|
135,010,833 |
127,267,456 |
The Company holds an interest in only one associated company. Through PEPCA, the Company has a 10% interest in CIESA, a company holding 51% of TGS’s capital stock. TGS is the most important gas transportation company in the country, and it operates the biggest pipeline system in Latin America. In turn, it is the leading company in the production and marketing of natural gas liquids both for the domestic and the export market. It also provides comprehensive solutions in the natural gas area and, since 1998, TGS has also landed in the telecommunications area through its subsidiary Telcosur S.A.
21
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 9: (Continuation)
The capital stock of the associated company is composed of common shares, each granting the right to one vote. The associated company is registered in Argentina, which is also the principal place where it develops its activities.
For the valuation of its interest in the associate, the financial statements as of March 31, 2015 have been used, which disclose the following items: Capital Stock in the amount of $ 638.9 million , profit for the period in the amount of $ 18.4 million and Shareholders’ Equity in the amount of $ 1.002 million.
The following chart includes a reconciliation of the equity method value and the book value of the Company’s interest in them:
|
|
03.31.2015 |
03.31.2014 | |
Equity method |
|
100,191,337 |
|
92,447,960 |
Adjustments (1) |
|
34,819,496 |
|
34,819,496 |
Total investments in associates |
|
135,010,833 |
127,267,456 |
(1) Includes the increased value of investments in associated companies.
22
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 10: PROPERTY, PLANT AND EQUIPMENT
|
|
Original Values |
||||||||
Type of good |
|
At the beginning |
Increases |
Decreases |
|
Transfers |
At the end | |||
|
|
|||||||||
|
|
|||||||||
Land |
|
24,568,246 |
|
- |
|
- |
|
- |
24,568,246 | |
Buildings |
|
369,648,826 |
|
- |
|
- |
|
4,898,198 |
374,547,024 | |
Generation equipment and machinery |
|
2,310,992,875 |
|
462,814 |
|
(763,415) |
|
3,341,032 |
2,314,033,306 | |
Work and compulsory work performed |
|
7,533,912 |
|
- |
|
- |
|
- |
7,533,912 | |
High, medium and low voltage lines |
|
2,477,342,509 |
|
9,598,785 |
|
(2,650,726) |
|
167,610,410 |
2,651,900,978 | |
Substations |
|
1,068,956,758 |
|
- |
|
- |
|
38,221,609 |
1,107,178,367 | |
Transforming chamber and platforms |
|
608,521,395 |
|
- |
|
(60,544) |
|
36,525,012 |
644,985,863 | |
Meters |
|
711,410,784 |
|
- |
|
- |
|
10,107,176 |
721,517,960 | |
Wells |
|
462,012,725 |
|
14,523,339 |
|
- |
|
- |
476,536,064 | |
Casks |
|
89,571 |
|
- |
|
- |
|
- |
89,571 | |
Mining property |
|
334,147,113 |
|
15,292,040 |
|
- |
|
- |
349,439,153 | |
Gas plant |
|
4,156,943 |
|
2,525,792 |
|
- |
|
- |
6,682,735 | |
Vehicles |
|
131,665,346 |
|
26,693 |
|
(779) |
|
30,721 |
131,721,981 | |
Furniture and fixtures and software equipment |
|
161,524,463 |
|
449,833 |
|
(57,143) |
|
7,071,020 |
168,988,173 | |
Communication equipments |
|
57,932,395 |
|
12,108 |
|
- |
|
73,485 |
58,017,988 | |
Materials and spare parts |
|
236,683,467 |
|
17,433,680 |
|
(1,221,484) |
|
57,714 |
252,953,377 | |
Tools |
|
30,157,577 |
|
89,952 |
|
- |
|
221,168 |
30,468,697 | |
Work in progress |
|
2,203,929,609 |
|
810,534,807 |
|
(155,558) |
|
(191,599,899) |
2,822,708,959 | |
Advances to suppliers |
|
218,768,681 |
|
23,744,301 |
|
- |
|
(76,557,646) |
165,955,336 | |
|
|
|
|
|
|
|
|
|
||
Total at 03.31.2015 |
|
11,420,043,195 |
894,694,144 |
(4,909,649) |
- |
12,309,827,690 | ||||
Total at 03.31.2014 |
|
8,616,516,627 |
295,916,631 |
(7,111,552) |
|
- |
|
8,905,321,706 |
Borrowing costs capitalized in the book value of property, plant and equipment during the period ended March 31, 2015 and 2014 amounted to $ 52.3 and $ 21.6 million respectively.
Labor costs capitalized in the book value of property, plant and equipment during the period ended March 31, 2015 and 2014 amounted to $ 71.4 and $ 3.1 million respectively
23
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 10: (Continuation)
|
|
Depreciation |
Net book values | |||||||||
Type of good |
|
At the beginning |
Decreases |
|
For the period |
At the end |
At the end |
|
At 12.31.2014 | |||
|
|
| ||||||||||
|
|
| ||||||||||
Land |
|
- |
|
- |
|
- |
|
- |
24,568,246 |
24,568,246 | ||
Buildings |
|
(79,986,503) |
|
- |
|
(4,375,648) |
|
(84,362,151) |
290,184,873 |
289,662,323 | ||
Generation equipment and machinery |
|
(497,494,132) |
|
80,359 |
|
(29,605,031) |
|
(527,018,804) |
1,787,014,502 |
1,813,498,743 | ||
Work and compulsory work performed |
|
(3,610,765) |
|
- |
|
(103,787) |
|
(3,714,552) |
3,819,360 |
3,923,147 | ||
High, medium and low voltage lines |
|
(659,482,619) |
|
2,317,353 |
|
(24,614,249) |
|
(681,779,515) |
1,970,121,463 |
1,817,859,890 | ||
Substations |
|
(249,330,673) |
|
- |
|
(9,874,702) |
|
(259,205,375) |
847,972,992 |
819,626,085 | ||
Transforming chamber and platforms |
|
(149,731,976) |
|
26,364 |
|
(5,891,271) |
|
(155,596,883) |
489,388,980 |
458,789,419 | ||
Meters |
|
(228,200,710) |
|
- |
|
(10,129,407) |
|
(238,330,117) |
483,187,843 |
483,210,074 | ||
Wells |
|
(123,718,574) |
|
- |
|
(18,345,812) |
|
(142,064,386) |
334,471,678 |
338,294,151 | ||
Casks |
|
(37,126) |
|
- |
|
(4,478) |
|
(41,604) |
47,967 |
52,445 | ||
Mining property |
|
(40,579,609) |
|
- |
|
(9,411,541) |
|
(49,991,150) |
299,448,003 |
293,567,504 | ||
Gas plant |
|
(593,369) |
|
- |
|
(845,498) |
|
(1,438,867) |
5,243,868 |
3,563,574 | ||
Vehicles |
|
(38,768,503) |
|
779 |
|
(6,031,479) |
|
(44,799,203) |
86,922,778 |
92,896,843 | ||
Furniture and fixtures and software equipment |
|
(85,856,034) |
|
57,143 |
|
(5,555,542) |
|
(91,354,433) |
77,633,740 |
75,668,429 | ||
Communication equipments |
|
(31,987,738) |
|
- |
|
(836,951) |
|
(32,824,689) |
25,193,299 |
25,944,657 | ||
Materials and spare parts |
|
- |
|
- |
|
- |
|
- |
252,953,377 |
236,683,467 | ||
Tools |
|
(11,186,178) |
|
- |
|
(740,489) |
|
(11,926,667) |
18,542,030 |
18,971,399 | ||
Work in progress |
|
(1,378,711) |
|
- |
|
(34,310) |
|
(1,413,021) |
2,821,295,938 |
2,202,550,898 | ||
Advances to suppliers |
|
- |
|
- |
|
- |
|
- |
165,955,336 |
218,768,681 | ||
|
|
|
||||||||||
Total at 03.31.2015 |
|
(2,201,943,220) |
2,481,998 |
(126,400,195) |
(2,325,861,417) |
9,983,966,273 |
| |||||
Total at 03.31.2014 |
|
(1,713,855,268) |
1,913,487 |
|
(95,419,964) |
(1,807,361,745) |
7,097,959,961 |
| ||||
Total at 12.31.2014 |
|
|
|
|
|
|
|
9,218,099,975 |
24
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 11: INTANGIBLE ASSETS
|
|
Original Values | ||
Type of good |
At the beginning |
|
At the end | |
| ||||
| ||||
Concession agreements |
950,767,632 |
|
950,767,632 | |
Goodwill |
5,627,370 |
|
5,627,370 | |
Rights over arbitration proceedings |
108,754,000 |
|
108,754,000 | |
Intangibles identified in acquisitions of distribution's segment companies |
8,834,040 |
|
8,834,040 | |
Total at 03.31.2015 |
1,073,983,042 |
1,073,983,042 | ||
Total at 03.31.2014 |
1,299,523,361 |
|
1,299,523,361 |
|
|
Amortizations | ||||
Type of good |
At the beginning |
|
For the year |
|
At the end | |
|
| |||||
|
| |||||
Concession agreements |
(194,973,412) |
|
(6,813,424) |
(201,786,836) | ||
Goodwill |
- |
|
- |
- | ||
Rights over arbitration proceedings |
- |
|
- |
- | ||
Intangibles identified in acquisitions of distribution's segment companies |
(6,625,531) |
|
(552,128) |
(7,177,659) | ||
Total at 03.31.2015 |
(201,598,943) |
(7,365,552) |
(208,964,495) | |||
Total at 03.31.2014 |
(397,677,048) |
|
(7,365,554) |
|
(405,042,602) |
Valores residuales | ||||
Type of good |
|
At the end |
|
At 12.31.2014 |
|
| |||
| ||||
Concession agreements |
748,980,796 |
|
755,794,220 | |
Goodwill |
5,627,370 |
5,627,370 | ||
Rights over arbitration proceedings |
108,754,000 |
108,754,000 | ||
Intangibles identified in acquisitions of distribution's segment companies |
1,656,381 |
2,208,509 | ||
Total at 03.31.2015 |
865,018,547 |
|||
Total at 03.31.2014 |
894,480,759 |
|||
Total at 12.31.2014 |
872,384,099 |
25
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 12: DEFERRED TAX ASSETS AND LIABILITIES
The composition of the deferred tax assets and liabilities is as follows:
|
|
03.31.2015 |
12.31.2014 | |
Tax los-carryforwards |
|
120,104,864 |
115,375,625 | |
Trade and other receivables |
|
34,516,703 |
34,497,413 | |
Derivative financial instruments |
|
93,769 |
2,463,777 | |
Financial assets at fair value through profit and loss |
|
3,211,732 |
2,063,417 | |
Trade and other payables |
|
371,203,188 |
347,324,494 | |
Salaries and social security payable |
29,875,202 |
20,935,459 | ||
Defined benefit plans |
84,302,978 |
78,171,676 | ||
Taxes payable |
36,370,900 |
31,430,789 | ||
Provisions |
59,197,223 |
50,152,653 | ||
Other |
|
207,300 |
3,239,902 | |
Deferred tax asset |
|
739,083,859 |
685,655,205 | |
|
|
|||
|
|
|||
Property, plant and equipment |
|
(642,912,181) |
(623,497,888) | |
Intangible assets |
|
(234,847,876) |
(236,676,501) | |
Trade and other receivables |
|
(198,212,095) |
(176,859,967) | |
Borrowings |
|
(23,987,009) |
(18,951,331) | |
Other |
(70,568) |
(6,572,090) | ||
Deferred tax liabilities |
|
(1,100,029,729) |
(1,062,557,777) |
Deferred tax assets and liabilities are offset in the following cases: a) when there is a legally enforceable right to offset tax assets and liabilities; and b) when deferred income tax charges are associated with the same fiscal authority. The following amounts, determined after their adequate offset, are disclosed in the statement of financial position:
|
|
03.31.2015 |
12.31.2014 | |
Deferred tax asset |
|
114,653,686 |
|
93,681,916 |
Deferred tax liabilities |
|
(475,599,556) |
|
(470,584,488) |
Net deferred tax liabilities |
|
(360,945,870) |
|
(376,902,572) |
26
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 13: Trade and Other receivables
Non Current |
Note |
|
03.31.2015 |
12.31.2014 | |
|
|
||||
Res. No. 406/03 Inc c) CAMMESA consolidated receivables |
2 |
|
567,066,857 |
553,279,918 | |
Present value discount |
2 |
|
(21,191,955) |
(34,635,539) | |
Additional Compensation Trust Resolution No. 95/13 |
2 |
|
170,418,486 |
138,977,852 | |
Present value discounted Resolution No. 95/13 |
2 |
|
(19,802,339) |
(17,156,517) | |
Trade receivables, net |
|
696,491,049 |
640,465,714 | ||
|
|
||||
Tax credits: |
|
||||
- Value added tax |
|
12,163,613 |
14,610,909 | ||
- Sales tax |
|
17,866,848 |
16,183,868 | ||
- Income tax and minimum notional income tax |
|
293,208,770 |
295,302,026 | ||
- Tax on banking transactions |
|
18,718,159 |
16,093,219 | ||
- Allowance for tax credits |
|
(115,981,950) |
(107,111,954) | ||
Financial credit |
|
72,222,764 |
71,191,721 | ||
Other |
|
8,084,928 |
8,107,390 | ||
Other receivables, net |
|
306,283,132 |
314,377,179 | ||
|
|
||||
Total Non Current |
|
1,002,774,181 |
954,842,893 | ||
|
|
||||
Current |
|
|
|||
|
|
||||
Receivables from energy distribution |
|
992,781,578 |
945,666,193 | ||
Receivables from MAT |
|
80,471,098 |
48,626,021 | ||
CAMMESA |
|
1,029,930,773 |
1,004,349,392 | ||
Res. No. 406/03 Inc. c) consolidated receivables |
2 |
|
10,876,737 |
10,905,524 | |
Nonrecurring maintenance remuneration |
2 |
|
117,257,021 |
94,253,852 | |
Receivables from oil, gas and liquid sales |
|
28,812,512 |
38,783,748 | ||
Debtors in litigation |
|
22,525,568 |
21,965,685 | ||
Receivables from administrative services |
|
3,009,413 |
15,174 | ||
Related parties |
25.h |
|
10,717,379 |
9,627,015 | |
Other |
|
2,676,187 |
2,814,648 | ||
Allowance for doubtful accounts |
|
(80,948,425) |
(91,117,582) | ||
Trade receivables, net |
|
2,218,109,841 |
2,085,889,670 |
27
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 13: (Continuation)
|
Note |
|
03.31.2015 |
12.31.2014 | |
Tax credits: |
|
|
|
|
|
- Value added tax |
|
235,076,377 |
208,466,098 | ||
- Sales tax |
|
5,158,431 |
5,405,113 | ||
- Income tax and minimum notional income tax |
|
407,763 |
369,418 | ||
- Withholding of social security contributions |
|
289,305 |
3,138,459 | ||
- Other tax credits |
|
306,284 |
159,957 | ||
- Allowance for tax credits |
|
(443,955) |
(443,955) | ||
Advances to suppliers |
|
19,894,206 |
14,183,290 | ||
Advances to employees |
|
1,497,376 |
2,547,431 | ||
Related parties |
25.h |
|
7,988,706 |
8,213,140 | |
Prepaid expenses |
|
29,766,884 |
34,785,413 | ||
Receivables from electric activities |
|
54,843,314 |
48,581,474 | ||
Financial credit |
|
9,825,871 |
6,657,699 | ||
Guarantee deposits |
|
140,492,453 |
389,927,105 | ||
Judicial deposits |
|
10,314,431 |
11,900,401 | ||
Credit with FOCEDE(1) |
|
220,037,624 |
- | ||
Credits for Compensation of Excess Gas Injection Resolution No. 1/13 |
|
84,490,778 |
80,677,392 | ||
Credit for additional incomes Res. SE N° 32 |
2 |
377,738,850 |
- | ||
Receivables from the sale of financial instruments |
30,140,906 |
28,701,997 | |||
Other |
|
14,639,310 |
7,441,697 | ||
Allowance for other receivables |
|
(47,595,472) |
(39,766,643) | ||
Other receivables, net |
|
1,194,869,442 |
810,945,486 | ||
|
|
||||
Total Current |
|
3,412,979,283 |
2,896,835,156 |
(1) As of march 31, 2015, the net position held by Edenor with the FOCEDE is comprised of the following:
|
|
03.12.2015 | |
Fixed charge Resolution 347/12 charged to customers and not transferred |
(3,817) | ||
Funds received in excess of the amount transferred to the FOCEDE for fixed charge Resolution 347/12 |
(37,442) | ||
Receivable from funds pending collection for Extraordinary Investment Plan |
367,731 | ||
Provision for FOCEDE expenses |
(106,434) | ||
Total liability with FOCEDE |
220,038 |
28
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 13: (Continuation)
The movements in the allowance for the impairment of receivables is as follow:
|
|
|
03.31.2015 |
03.31.2014 | |
At the beginning |
|
|
91,117,582 |
77,200,000 | |
Allowance for impairment |
|
|
477,041 |
5,793,928 | |
Decreases |
|
(4,751,271) |
(487,801) | ||
Reversal of unused amounts |
|
(5,894,927) |
(35,006) | ||
At the end of the year |
|
|
80,948,425 |
82,471,121 |
The movements in the allowance for the impairment of other receivables is as follow:
|
|
|
03.31.2015 |
03.31.2014 | |
At the beginning |
|
|
147,322,552 |
114,078,973 | |
Allowance for impairment |
|
|
16,700,449 |
9,826,039 | |
Decreases |
|
(1,064) |
- | ||
Reversal of unused amounts |
|
(560) |
- | ||
At the end of the year |
|
|
164,021,377 |
123,905,012 |
NOTE 14: TRADE AND OTHER PAYABLES
Non Current |
|
03.31.2015 |
12.31.2014 | ||
|
|
||||
Suppliers |
|
272,608 |
364,852 | ||
Customer contributions |
|
61,712,676 |
118,297,671 | ||
Funding contributions for substations |
|
51,700,000 |
51,700,000 | ||
Customer guarantees |
|
62,307,383 |
60,742,930 | ||
Accounts payable |
|
175,992,667 |
231,105,453 | ||
|
|
||||
Fines and bonuses |
|
1,079,888,771 |
1,032,193,134 | ||
Loan (mutuum) with CAMMESA |
|
714,504,946 |
506,753,360 | ||
Compensation agreements |
52,664,727 |
33,741,205 | |||
Liability with FOTAE |
142,800,542 |
105,640,700 | |||
Other liabilities |
|
1,989,858,986 |
1,678,328,399 | ||
|
|
|
| ||
Total Non Current |
|
2,165,851,653 |
1,909,433,852 |
29
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 14: (Continuation)
Current |
Note |
|
03.31.2015 |
12.31.2014 | |
|
|
||||
Suppliers |
|
1,385,156,903 |
1,408,516,910 | ||
CAMMESA (1) |
|
3,183,380,255 |
2,562,949,421 | ||
Customer contributions |
|
194,157,685 |
148,075,761 | ||
Funding contributions substations |
|
19,775,104 |
18,431,955 | ||
Fees and royalties |
|
2,970,534 |
5,648,300 | ||
Customer advances |
|
1,029,827 |
1,199,336 | ||
Customer guarantees |
|
1,422,791 |
1,540,082 | ||
Related parties |
25.h |
|
672,931 |
384,534 | |
Accounts payable |
|
4,788,566,030 |
4,146,746,299 | ||
|
|
|
|||
PUREE |
|
- |
17,521,570 | ||
ENRE Fines and bonuses |
|
66,304,560 |
70,588,565 | ||
Advances for work to be executed |
|
6,408,596 |
10,650,017 | ||
Guarantees executed |
|
176,328,758 |
170,912,175 | ||
Liability with FOCEDE (2) |
- |
85,386,048 | |||
Compensation agreements |
|
43,447,114 |
27,805,216 | ||
Other |
|
5,485,811 |
6,861,402 | ||
Other liabilities |
|
297,974,839 |
389,724,993 | ||
|
|
||||
Total Current |
|
5,086,540,869 |
4,536,471,292 |
(1) As of March 31, 2015 and December 31, 2014 net of $ 3.6 billion and $ 3.4 billion, respectively, offset in accordance with the provisions of SE Resolution 250/13, subsequent Notes and Resolution 32/15.
(2) As of March 31, 2015 and December 31, 2014, net of $ 2.2 billion and $ 2.2 billion, respectively, offset in accordance with the provisions of SE Resolution 250/13, subsequent Notes and SE Resolution 32/15.
(3) As of December 31, 2014, the net position held by the Company with the FOCEDE is comprised of the following:
Correspond to: |
|
12.31.2014 | |
Fixed charge Resolution 347/12 charged to customers and not transferred |
|
6,105 | |
Funds received in excess of the amount transferred to the FOCEDE for fixed charge Resolution 347/12 |
|
74,713 | |
Receivable from funds pending collection for Extraordinary Investment Plan |
|
(93,133) | |
Provision for FOCEDE expenses |
|
97,701 | |
Total liability with FOCEDE |
|
85,386 |
30
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 15: BORROWINGS
Non Current |
Note |
03.31.2015 |
12.31.2014 | ||
Financial borrowings |
|
863,365,851 |
794,104,954 | ||
Corporate bonds |
|
3,121,011,895 |
2,743,759,769 | ||
Related parties |
25.h |
|
193,519,818 |
193,403,000 | |
|
4,177,897,564 |
3,731,267,723 |
Current |
|
||||
|
|||||
Bank overdrafts |
|
1,462,564 |
52,941,170 | ||
VCP |
|
299,776,621 |
207,923,095 | ||
Financial borrowings |
|
211,707,564 |
209,355,993 | ||
Corporate bonds |
|
85,423,803 |
99,385,972 | ||
Related parties |
25.h |
|
282,225,932 |
269,697,740 | |
|
880,596,484 |
839,303,970 |
The main variations in the Group's financial structure during the three month period ended March 31, 2015 and until the date of issuance of these unaudited consolidated condensed interim financial statements are described below:
15.1 Generación
15.1.1. CTLL
Cammesa Financing
LDLATG02 Major Overhaul
On March 5, 2015, CTLL executed a loan agreement with CAMMESA to finance a major overhaul of this unit for a total amount in pesos equivalent to US$ 11.8 million and $ 7.2 million, in both cases plus VAT.
The financing will be repaid in 36 monthly, equal and consecutive installments, with the application of a rate equivalent to the mean yield obtained by CAMMESA from its financial placements with the WEM, maturing as from the economic transaction for the month following the conclusion of the works. The Maintenance Remuneration provided for by ES Resolution No. 529/14 will be allocated to the cancellation of the granted financing.
CTLL guarantees a 90% net power capacity minimum availability for the unit as from the month following its entry into service and until the termination of the repayment period.
As of the issuance of these Condensed Interim Financial Statements, CTLL has received partial advances in the amount of $ 49 million, $ 9 million of which have been offset with receivables from the Maintenance Remuneration as of March 31, 2015.
31
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 15: (Continuation)
2014 Agreement
As of the issuance of these Condensed Interim Financial Statements, CTLL has received partial advances in the amount of $ 577.3 million under the Assignment Agreement executed with CAMMESA on December 1, 2014.
Pursuant to the New Power Generation Plant Construction and Equipment Supply Agreement, as of the issuance hereof CTLL has made payments in the amount of $ 515.7 million.
15.1.2 CTG
Issuance of Corporate Bonds
Under the Simple Corporate Bonds Program (that is, corporate bonds non-convertible into shares) for up to US$ 50 million (or its equivalent in other currencies) on March 6, 2015 CTG issued Class 6 Corporate Bonds for a face value of $ 91,025,000 maturing within a term of 18 months and accruing interest at a 28% annual nominal fixed rate during the first six months and at the Private Badlar rate plus a 500 basis points spread during the remaining twelve months. Interest will be payable on a quarterly basis.
With the net proceeds of the issue, CTG proceeded to cancel the principal and interest of the Class 4 Corporate Bonds and partially prepay the loan finance mentioned below.
Bank borrowings
On March 20, 2015, CTG prepaid the entire syndicated loan for an amount equivalent to $ 58.8 million of net proceeds from the issuance of Class 6 Corporate Bonds and equity.
15.1.3 CPB
Financing of Major Maintenance Works
As at the issuance of its financial statements, CPB has received partial advances from CAMMESA amounting to $ 166.2 million, out of which $ 106.4 million have been early cancelled with receivables generated by the Maintenance Remuneration. As at these financial statements' closing date, CPB has not generated a positive FRD for the early cancellation of the financing
32
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 15: (Continuation)
15.2 Holding and others
15.2.1 PEPASA
VCPs Global Programme
On February 26, 2015, PEPASA issued VCP Serie 11: for a nominal value of $ 89.9 million at the fixed rate of 28% and finally maturing on 12 months from the date of issue.
The funds raised through the issuance of these VCP be allocated for investments in physical assets, integration of working capital and / or debt refinancing.
Corporate Bonds Programme
On Febraury 26, 2015, Under the Program of Corporate B (not convertible into shares) up to US $ 125 million dated April 24, 2014 PEPASA issued the following Corporate Bonds:
- Corporate bonds Class 4: for a nominal value of $ 51 million, at the fixed rate of 27.48% during the first 9 months and at the Private Badlar rate plus 5% during the nine months remaining. finally maturing on August 26, 2016.
- Corporate bonds Class 5: for a nominal value of de U$S 18.6 million converted to an initial exchange rate of $ 8.7008, at the fixed rate of 5% and finally maturing on November 26, 2016.
The proceeds from the issuance of those Corporate Bonds will be used for investment in physical assets and / or integration of working capital.
33
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 16: BORROWINGS
Non current | ||||||
For contingencies |
For decomissioning of wells |
Total | ||||
At the beginning of the year |
|
116,832,696 |
|
2,623,202 |
119,455,898 | |
Increases |
17,603,407 |
|
10,631,033 |
28,234,440 | ||
Decreases |
|
(379) |
|
- |
(379) | |
At the end of the period |
|
134,435,724 |
13,254,235 |
147,689,959 | ||
|
||||||
Current |
||||||
For contingencies |
||||||
At the beginning of the year |
24,242,670 |
|||||
Increases |
3,625,608 |
|||||
Decreases |
(5,047,720) |
|||||
At the end of the period |
22,820,558 |
NOTE 17: REVENUE
|
03.31.2015 |
03.31.2014 | |
|
|||
Sales of energy to the SPOT Market |
296,887,074 |
152,077,923 | |
Energy sales Resolution No. 220/07 |
210,399,389 |
190,876,592 | |
Sales of energy to MAT |
513,130 |
43,253,598 | |
Energy plus sales |
114,409,556 |
89,284,223 | |
Other sales |
2,205,085 |
2,919,133 | |
Generation subtotal |
624,414,234 |
478,411,469 | |
|
|
||
Energy sales |
949,774,903 |
886,627,084 | |
Right of use of posts |
17,690,924 |
12,801,352 | |
Connection and reconnection charges |
1,149,164 |
1,136,631 | |
Distribution subtotal |
968,614,991 |
900,565,067 | |
|
|
||
Gas sales |
90,555,379 |
33,696,210 | |
Oil and liquid sales |
7,664,471 |
4,748,813 | |
Administrative services sales |
5,674,689 |
10,625,258 | |
Other sales |
15,500 |
- | |
Holding and others subtotal |
103,910,039 |
49,070,281 | |
|
|||
Intersegment sales |
2,958,954 |
3,360,381 | |
|
|||
Total revenue |
1,699,898,218 |
1,431,407,198 |
34
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 18: COST OF SALE
|
03.31.2015 |
03.31.2014 | |
Inventories at the beginning of the year |
135,570,860 |
114,615,289 | |
Plus: Charges for the period |
|||
Purchases of inventories and of energy from the distribution segment |
538,044,483 |
470,077,305 | |
Salaries and social charges |
445,614,871 |
299,376,256 | |
Other social benefits |
5,588,955 |
3,750,381 | |
Accrual of defined benefit plans |
25,542,472 |
10,274,191 | |
Fees and compensations for services |
141,580,083 |
199,354,103 | |
Property, plant and equipment depreciations |
115,987,244 |
88,131,337 | |
Intangible assets amortization |
7,365,552 |
7,365,554 | |
Depreciation of biological assets |
10,204 |
10,204 | |
Gas consumption |
36,211,958 |
25,159,133 | |
Purchase of energy |
47,127,319 |
80,129,714 | |
Transport of energy |
2,351,866 |
8,034,092 | |
Material consumption |
69,161,935 |
46,972,096 | |
Penalties |
59,902,655 |
45,953,552 | |
Compression cost |
1,722,070 |
- | |
Gathering |
1,050,040 |
- | |
Maintenance |
15,778,819 |
10,788,847 | |
Royalties and fees |
22,537,077 |
13,864,795 | |
Gas production |
14,351,558 |
4,884,562 | |
Rental and insurance |
13,883,828 |
14,822,454 | |
Surveillance and security |
13,556,991 |
7,334,138 | |
Taxes, rates and contributions |
5,304,203 |
4,065,203 | |
Communications |
3,046,272 |
3,437,269 | |
Other |
6,607,503 |
5,056,991 | |
Subtotal |
1,054,283,475 |
878,764,872 | |
|
|||
Less: Inventories at the end of the period |
(150,604,674) |
(144,999,305) | |
Total cost of sales |
1,577,294,144 |
1,318,458,161 |
35
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 19: SELLING EXPENSES
|
|
03.31.2015 |
03.31.2014 | ||
Salaries and social charges |
64,127,827 |
48,785,319 | |||
Other social benefits |
56,635 |
26,278 | |||
Accrual of defined benefit plans |
2,593,732 |
1,298,121 | |||
Fees and compensations for services |
73,089,242 |
54,289,066 | |||
Compensation agreements |
10,831,155 |
1,083,374 | |||
Property, plant and equipment depreciations |
6,348,838 |
3,140,167 | |||
Taxes, rates and contributions |
18,269,987 |
27,627,089 | |||
Communications |
10,210,503 |
9,382,649 | |||
Penalties |
110,000 |
3,110,000 | |||
Doubtful accounts |
7,045,969 |
5,952,894 | |||
Surveillance and security |
10,270 |
121,226 | |||
Other |
176,374 |
127,434 | |||
Total selling expenses |
|
|
192,870,532 |
154,943,617 |
NOTE 20: ADMINISTRATIVE EXPENSES
|
03.31.2015 |
03.31.2014 | |||
Salaries and social charges |
|
134,350,282 |
66,653,664 | ||
Other social benefits |
|
2,663,207 |
2,175,244 | ||
Accrual of defined benefit plans |
|
3,994,688 |
1,012,550 | ||
Fees and compensations for services |
39,068,839 |
46,628,154 | |||
Compensation agreements |
14,383,876 |
3,877,298 | |||
Directors and Sindycs fees |
7,658,930 |
5,653,132 | |||
Reserve for directors’ options |
|
- |
2,236,338 | ||
Property, plant and equipment depreciations |
|
4,064,113 |
4,148,460 | ||
Material and spare parts consumption |
|
|
4,340,810 |
3,106,086 | |
Maintenance |
|
|
552,487 |
532,762 | |
Transport and per diem |
|
|
1,208,898 |
1,089,456 | |
Rental and insurance |
17,591,381 |
11,830,428 | |||
Surveillance and security |
5,875,409 |
4,367,538 | |||
Taxes, rates and contributions |
4,129,162 |
4,007,357 | |||
Communications |
1,742,126 |
2,037,097 | |||
Advertising and promotion |
2,032,899 |
959,374 | |||
Other |
3,349,055 |
2,651,018 | |||
Total administrative expenses |
247,006,162 |
162,965,956 |
36
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 21: OTHER OPERATING INCOME AND EXPENSES
Other operating income |
|
|
03.31.2015 |
03.31.2014 | |
Insurance recovery |
- |
6,329,578 | |||
Recovery of expenses |
104,112 |
4,034,673 | |||
Recovery of receivables |
5,894,926 |
64,221 | |||
Surplus Gas Injection Compensation Res. No. 1/13 |
65,278,757 |
13,853,354 | |||
Commissions on municipal tax collection |
3,317,012 |
2,935,097 | |||
Services to third parties |
16,845,232 |
4,596,711 | |||
Profit of property, plant and equipment sale |
33,760 |
5,592,627 | |||
Other |
|
|
1,781,018 |
2,856,191 | |
Total other operating income |
|
|
93,254,817 |
40,262,452 | |
|
|
|
|||
Other operating loss |
|
|
|||
Provision for contingencies |
|
(21,229,015) |
(23,551,866) | ||
Voluntary retirements - bonus |
|
(3,246,558) |
(3,359,188) | ||
Decreaeses in property, plant and equipment |
(367,571) |
(185,626) | |||
Indemnities |
(2,412,558) |
(1,480,848) | |||
Allowance for uncollectible tax credits |
(537,009) |
(799,798) | |||
Net expense for technical functions |
(2,707,101) |
(2,571,990) | |||
Tax on bank transactions |
|
(34,331,839) |
(21,293,938) | ||
Other expenses FOCEDE |
|
(8,733,299) |
- | ||
Cost for services provides to third parties |
|
(7,492,991) |
(2,630,908) | ||
Compensation agreements |
(9,350,389) |
- | |||
Donations and contributions |
(1,865,605) |
(1,562,896) | |||
Other |
|
(1,755,458) |
(3,144,398) | ||
Total other operating loss |
|
|
(94,029,393) |
(60,581,456) |
37
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 22: FINANCIAL RESULTS
Finance income |
|
03.31.2015 |
03.31.2014 | |
Comercial interest |
|
48,763,624 |
33,374,117 | |
Financial interest |
8,140,277 |
13,232,060 | ||
Other interest |
|
3,982 |
149,235 | |
Total finance income |
|
56,907,883 |
46,755,412 | |
|
|
|||
Finance cost |
|
|||
Comercial interest |
|
(114,334,405) |
(92,042,763) | |
Fiscal interest |
|
(16,075,394) |
(13,404,633) | |
Financial interest |
|
(192,053,640) |
(142,896,392) | |
Other interest |
|
(3,269,825) |
(114,684) | |
Taxes and bank commissions |
|
(11,528,191) |
(5,061,648) | |
Other financial costs |
|
(2,531,653) |
(1,291,286) | |
Total financial cost |
|
(339,793,108) |
(254,811,406) | |
|
|
|||
Other financial results |
|
|||
Foreing currency exchange difference |
|
(70,191,707) |
(621,423,212) | |
Result from repurchase of corporate bonds |
|
- |
47,752,340 | |
Changes in the fair value of financial instruments |
|
613,820,515 |
256,891,654 | |
Discounted value measurement |
|
14,200,244 |
16,087,693 | |
Other financial results |
|
(1,592,727) |
(42,498) | |
Total other financial results |
|
556,236,325 |
(300,734,023) | |
|
|
|||
Total financial results, net |
|
273,351,100 |
(508,790,017) | |
|
|
38
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 23: EARNING (LOSS) PER SHARE
a) Basic
Basic earnings (loss) per share are calculated by dividing the result attributable to the Company’s equity interest holders by the weighted average of outstanding common shares during the period.
b) Diluted
Diluted earnings (loss) per share are calculated by adjusting the weighted average of outstanding common shares to reflect the conversion of all dilutive potential common shares. The Company has a kind of dilutive potential common shares, which consist on share purchase options.
Potential common shares will be deemed dilutive only when their conversion into common shares may reduce the earnings per share or increase losses per share of the continuing business. Potential common shares will be deemed anti-dilutive when their conversion into common shares may result in an increase in the earnings per share or a decrease in the losses per share of the continuing operations.
The calculation of diluted earnings (loss) per share does not entail a conversion, the exercise or another issuance of shares which may have an anti-dilutive effect on the losses per share, or where the option exercise price is higher than the average price of ordinary shares during the period, no dilutive effect is recorded, being the diluted earning (loss) per share equal to the basic. Therefore, the basic and diluted results per share are the same for continuing operations during the three month period ended March 31, 2014,
03.31.2015 |
03.31.2014 | ||
Earnings attributable to the equity holders of the company during the period from continuing operations |
901,943,430 |
(390,105,226) | |
Weighted average amount of outstanding shares |
1,314,310,895 |
1,314,310,895 | |
Basic earnings (loss) per share from continuing operations |
0.6862 |
(0.2968) | |
|
|||
|
03.31.2015 |
|
|
Earnings attributable to the equity holders of the company during the period for continuing operations |
901,943,430 |
||
Weighted average amount of outstanding shares |
1,314,310,895 |
||
Adjustments for stock options |
239,010,637 |
||
Weighted average amount of outstanding shares for diluted profit per share |
1,553,321,532 |
||
Diluted earnings per share from continued operations |
0.5807 |
39
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 24: SEGMENT INFORMATION
The Company is engaged on the electricity sector, with a participation in the electricity generation, transmission and distribution segments through different legal entities. Accordingly, the following business segments have been identified by means of its subsidiaries and based on the nature, customers and risks involved:
Generation, conformed by direct and indirect equity interest in CPB, CTG, CTLL, HINISA, HIDISA, PACOSA and investments in shares in other companies related to the electricity generation sector.
Transmission, conformed by indirect equity interest through Citelec in Transener and its subsidiaries. For the purposes of presenting segment information the indirect equity interest has been consolidated proportionally.
Distribution, conformed by indirect equity interest in EASA and Edenor.
Holding and others, conformed by financial investment operations, holding activities, oil and gas exploitation, and other businesses.
The Company manages its segments to the net income level of reporting.
40
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 24: (Continuation)
Consolidated profit and loss information at March 31, 2015 |
|
Generation |
Transmission |
Distribution(1) |
Holding and others |
Eliminations |
Consolidated | |||||
Revenue |
|
624,414,234 |
159,287,650 |
968,614,991 |
103,910,039 |
- |
1,856,226,914 | |||||
Intersegment sales |
|
- |
645,546 |
- |
35,267,833 |
(32,308,879) |
3,604,500 | |||||
Cost of sales |
|
(303,630,319) |
(135,797,728) |
(1,230,909,310) |
(73,490,797) |
30,736,282 |
(1,713,091,872) | |||||
Gross profit (loss) |
320,783,915 |
24,135,468 |
(262,294,319) |
65,687,075 |
(1,572,597) |
146,739,542 | ||||||
|
| |||||||||||
Selling expenses |
|
(5,243,229) |
- |
(171,379,125) |
(16,248,178) |
- |
(192,870,532) | |||||
Administrative expenses |
|
(62,627,064) |
(25,946,380) |
(138,283,221) |
(47,649,005) |
1,572,597 |
(272,933,073) | |||||
Other operating income |
|
398,432 |
214,627 |
26,944,637 |
65,911,749 |
- |
93,469,445 | |||||
Other operating expenses |
|
(17,809,988) |
(3,577,402) |
(64,263,934) |
(11,946,181) |
- |
(97,597,505) | |||||
Share of loss of associates |
|
- |
- |
- |
1,841,249 |
- |
1,841,249 | |||||
Operating profit (loss) before higher costs recognition and SE Resolution No. 32/15 |
|
235,502,066 |
(5,173,687) |
(609,275,962) |
57,596,709 |
- |
(321,350,874) | |||||
Income recognition on account of the RTI - SE Resolution 32/15 |
|
- |
- |
1,333,877,372 |
- |
- |
1,333,877,372 | |||||
Higher Costs Recognition - SE Resolution No. 250/13 and subsequent Notes |
|
- |
- |
186,595,975 |
- |
- |
186,595,975 | |||||
Operating profit (loss) |
235,502,066 |
(5,173,687) |
911,197,385 |
57,596,709 |
- |
1,199,122,473 | ||||||
|
| |||||||||||
Financial income |
|
52,527,709 |
50,944,173 |
18,087,503 |
5,011,228 |
(18,718,557) |
107,852,056 | |||||
Financial cost |
|
(80,154,010) |
(13,596,865) |
(209,268,252) |
(69,087,571) |
18,718,557 |
(353,388,141) | |||||
Other financial results |
|
(14,457,620) |
(17,713,539) |
(57,503,108) |
628,197,053 |
- |
538,522,786 | |||||
Financial results, net |
|
(42,083,921) |
19,633,769 |
(248,683,857) |
564,120,710 |
- |
292,986,701 | |||||
Profit (Loss) before income tax |
193,418,145 |
14,460,082 |
662,513,528 |
621,717,419 |
- |
1,492,109,174 | ||||||
|
| |||||||||||
Income tax |
|
(45,813,835) |
(5,696,234) |
(251,050,405) |
(22,331,662) |
- |
(324,892,136) | |||||
Profit (Loss) for the year from continuing operations |
147,604,310 |
8,763,848 |
411,463,123 |
599,385,757 |
- |
1,167,217,038 | ||||||
|
| |||||||||||
Adjustment non-controlling interest in joint ventures |
|
- |
(5,245,913) |
- |
- |
- |
(5,245,913) | |||||
Total profit (loss) of the period |
147,604,310 |
3,517,935 |
411,463,123 |
599,385,757 |
- |
1,161,971,125 | ||||||
|
| |||||||||||
Depreciation and amortization (2) |
|
37,280,099 |
11,108,406 |
67,419,164 |
29,076,688 |
- |
144,884,357 |
41
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 24: (Continuation)
Consolidated profit and loss information at March 31, 2015 |
|
Generation |
Transmission |
Distribution(1) |
Holding and others |
Eliminations |
Consolidated | |||||
Total profit (loss) attributable to: |
|
|||||||||||
Owners of the Company |
|
136,491,227 |
3,517,935 |
183,733,342 |
578,200,926 |
- |
901,943,430 | |||||
Non - controlling interest |
|
11,113,083 |
- |
227,729,781 |
21,184,831 |
- |
260,027,695 | |||||
Consolidated statement of financial position as of March 31,2015 |
||||||||||||
Assets |
5,410,690,313 |
|
1,177,992,059 |
|
9,459,185,782 |
|
5,408,869,115 |
|
(945,644,851) |
20,511,092,418 | ||
Liabilities |
3,657,406,569 |
|
823,979,393 |
|
9,599,338,417 |
|
2,490,258,035 |
|
(945,644,851) |
15,625,337,563 | ||
|
| |||||||||||
Additional consolidated information as of March 31, 2015 |
||||||||||||
Increases in property, plant and equipment |
|
388,748,274 |
|
25,499,165 |
|
334,288,062 |
|
171,657,808 |
|
- |
920,193,309 | |
(1) Includes financial results generated by financial debt issued by EASA for Ps. 58.4 million and other consolidation adjustments. | ||||||||||||
(2) Includes amortizations and depreciation of fixed assets, intangible assets and biological assets (recognized in cost of sales, administrative expenses and selling expenses) and charge for reserve for Director´s options (recognized in administrative expenses). |
42
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTA 26: (Continuación)
Consolidated profit and loss information at March 31, 2014 |
|
Generation |
|
Transmission |
|
Distribution(1) |
|
Holding |
|
Eliminations |
|
Consolidated |
Revenue |
|
478,411,469 |
|
141,686,870 |
|
900,565,067 |
|
49,070,281 |
|
- |
1,569,733,687 | |
Intersegment sales |
|
- |
|
294,873 |
|
- |
|
28,065,674 |
|
(24,705,293) |
3,655,254 | |
Cost of sales |
|
(279,856,592) |
|
(115,001,686) |
|
(1,032,816,924) |
|
(29,385,267) |
|
23,600,622 |
(1,433,459,847) | |
Gross profit (loss) |
|
198,554,877 |
|
26,980,057 |
|
(132,251,857) |
|
47,750,688 |
|
(1,104,671) |
139,929,094 | |
|
|
|
|
|
|
|
|
|
|
|
||
Selling expenses |
|
(17,019,577) |
|
- |
|
(133,154,455) |
|
(4,769,585) |
|
- |
(154,943,617) | |
Administrative expenses |
|
(41,475,160) |
|
(18,586,551) |
|
(92,508,979) |
|
(29,871,889) |
|
901,434 |
(181,541,145) | |
Other operating income |
|
14,611,271 |
|
- |
|
8,119,049 |
|
17,532,132 |
|
- |
40,262,452 | |
Other operating expenses |
|
(23,063,177) |
|
(8,463,272) |
|
(36,099,412) |
|
(1,412,779) |
|
- |
(69,038,640) | |
Share of profit of associates |
|
- |
|
- |
|
- |
|
(7,507,198) |
|
- |
(7,507,198) | |
Operating profit (loss) |
|
131,608,234 |
|
(69,766) |
|
(385,895,654) |
|
21,721,369 |
|
(203,237) |
|
(232,839,054) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income |
|
37,662,601 |
|
54,142,519 |
|
20,342,132 |
|
3,328,134 |
|
(14,577,455) |
|
100,897,931 |
Financial cost |
|
(70,130,658) |
|
(13,489,300) |
|
(170,160,182) |
|
(29,298,441) |
|
14,780,692 |
|
(268,297,889) |
Other financial results |
|
(248,210,546) |
|
(100,502,601) |
|
(397,511,651) |
|
344,988,174 |
|
- |
|
(401,236,624) |
Financial results, net |
|
(280,678,603) |
|
(59,849,382) |
|
(547,329,701) |
|
319,017,867 |
|
203,237 |
|
(568,636,582) |
(Loss) Profit before income tax |
|
(149,070,369) |
|
(59,919,148) |
|
(933,225,355) |
|
340,739,236 |
|
- |
|
(801,475,636) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax |
|
48,024,229 |
|
12,596,579 |
|
14,147,736 |
|
(14,988,149) |
|
- |
|
59,780,395 |
(Loss) Profit for the year from continuing operations |
|
(101,046,140) |
|
(47,322,569) |
|
(919,077,619) |
|
325,751,087 |
|
- |
|
(741,695,241) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustment non-controlling interest in joint ventures |
|
- |
|
21,926,126 |
|
- |
|
- |
|
- |
|
21,926,126 |
Total (loss) profit of the period |
|
(101,046,140) |
|
(25,396,443) |
|
(919,077,619) |
|
325,751,087 |
|
- |
|
(719,769,115) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization (2) |
|
33,185,994 |
|
10,649,982 |
|
59,244,514 |
|
10,365,214 |
|
- |
|
113,445,704 |
43
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 24: (Continuation)
Consolidated profit and loss information at March 31, 2014 |
|
Generation |
|
Transmission |
|
Distribution(1) |
|
Holding |
|
Eliminations |
|
Consolidated |
Total (loss) profit attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
Owners of the Company |
|
(98,902,398) |
|
(25,396,443) |
|
(576,603,147) |
|
310,796,762 |
|
- |
|
(390,105,226) |
Non - controlling interest |
|
(2,143,742) |
|
- |
|
(342,474,472) |
|
14,954,325 |
|
- |
|
(329,663,889) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated statement of financial position as of December 31,2014 |
|
|
|
|
|
|
|
|
|
|||
Assets |
5,146,025,095 |
|
1,244,965,218 |
|
8,066,880,278 |
|
4,377,104,999 |
|
(910,030,330) |
17,924,945,260 | ||
Liabilities |
3,540,787,854 |
|
900,141,394 |
|
8,616,187,612 |
|
2,059,587,013 |
|
(910,030,330) |
14,206,673,543 | ||
|
|
|
|
|
|
|
|
|
||||
Additional consolidated information as of March 31, 2014 |
|
|
|
|
|
|
|
|
|
|||
Increases of property, plant and equipment |
|
17,600,755 |
108,370,673 |
274,982,304 |
3,333,572 |
- |
404,287,304 | |||||
|
|
|
|
|
||||||||
(1) Includes financial results generated by financial debt issued by EASA for Ps. 175.6 million and other consolidation adjustments. | ||||||||||||
(2) Includes amortizations and depreciation of fixed assets, intangible assets and biological assets (recognized in cost of sales, administrative expenses and selling expenses) and charge for reserve for Director´s options (recognized in administrative expenses). |
44
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 24: (Continuation)
Accounting criteria used by the subsidiaries for the measuring of results, assets and liabilities of the segments are consistent with those used in the consolidated financial statements. Transactions between different segments are conducted under market conditions. Assets and liabilities are assigned based on the segment’s activity.
The segment called “Electricity transmission”, which corresponds to the Company’s indirect interest in Citelec and its subsidiaries, has been included as a reportable segment since it is considered as such in the reports received by the Executive Director. Since the stake in such companies constitutes an interest in a joint venture, it is not consolidated and it is valued according to the equity method of accounting in the consolidated statement of Income and Financial position.
In this sense, the reconciliation between the segment information and the consolidated statement of Income is presented below:
Consolidated profit and loss information at March 31, 2015 |
Segment information |
Results from interest in joint ventures |
Consolidated comprehensive total income | |||
Revenue |
1,856,226,914 |
(159,287,650) |
1,696,939,264 | |||
Intersegment sales |
3,604,500 |
(645,546) |
2,958,954 | |||
Cost of sales |
(1,713,091,872) |
135,797,728 |
(1,577,294,144) | |||
Gross profit (loss) |
146,739,542 |
(24,135,468) |
122,604,074 | |||
Selling expenses |
(192,870,532) |
- |
(192,870,532) | |||
Administrative expenses |
(272,933,073) |
25,926,911 |
(247,006,162) | |||
Other operating income |
93,469,445 |
(214,628) |
93,254,817 | |||
Other operating expenses |
(97,597,505) |
3,568,112 |
(94,029,393) | |||
Share of profit of joint ventures |
- |
3,548,527 |
3,548,527 | |||
Share of loss of associates |
1,841,249 |
- |
1,841,249 | |||
Operating (loss) profit before higher costs recognition and SE Resolution No. 32/15 |
(321,350,874) |
8,693,454 |
(312,657,420) | |||
Income recognition on account of the RTI - SE Resolution 32/15 |
1,333,877,372 |
- |
1,333,877,372 | |||
Higher Costs Recognition - SE Resolution No. 250/13 and subsequent Notes |
186,595,975 |
- |
186,595,975 | |||
Operating profit |
1,199,122,473 |
8,693,454 |
1,207,815,927 | |||
Financial income |
107,852,056 |
(50,944,173) |
56,907,883 | |||
Financial cost |
(353,388,141) |
13,595,033 |
(339,793,108) | |||
Other financial results |
538,522,786 |
17,713,539 |
556,236,325 | |||
Financial results, net |
292,986,701 |
(19,635,601) |
273,351,100 | |||
Profit (Loss) before income tax |
1,492,109,174 |
(10,942,147) |
1,481,167,027 | |||
Income tax |
(324,892,136) |
5,696,234 |
(319,195,902) | |||
Profit (Loss) for the period from continuing operations |
1,167,217,038 |
(5,245,913) |
1,161,971,125 | |||
Adjustment non-controlling interest in Joint Ventures |
(5,245,913) |
5,245,913 |
- | |||
Profit for the period |
1,161,971,125 |
- |
1,161,971,125 | |||
Depreciation and amortization |
144,884,357 |
(11,108,406) |
133,775,951 |
45
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 24: (Continuation)
Consolidated statement of financial position as of March 31,2015 |
Segment information |
|
Assets and liabilities from interest in joint ventures |
|
Consolidated Statements of financial position | |
Assets |
20,511,092,418 |
(993,650,633) |
19,517,441,785 | |||
Liabilities |
15,625,337,563 |
(823,972,021) |
14,801,365,542 | |||
Additional consolidated information as of March 31, 2015 |
Segment information |
Assets and liabilities from interest in joint ventures |
Note 10 | |||
Property, plant and equipment increases |
920,193,309 |
(25,499,165) |
894,694,144 |
Consolidated profit and loss information at March 31, 2014 |
|
Segment information |
Results from interest in joint ventures |
Consolidated comprehensive total income | ||
Revenue |
|
1,569,733,687 |
|
(141,686,870) |
|
1,428,046,817 |
Intersegment sales |
|
3,655,254 |
|
(294,873) |
|
3,360,381 |
Cost of sales |
|
(1,433,459,847) |
115,001,686 |
(1,318,458,161) | ||
Gross loss |
|
139,929,094 |
|
(26,980,057) |
|
112,949,037 |
|
|
|
|
|
|
|
Selling expenses |
|
(154,943,617) |
|
- |
|
(154,943,617) |
Administrative expenses |
|
(181,541,145) |
|
18,575,189 |
|
(162,965,956) |
Other operating income |
|
40,262,452 |
|
- |
|
40,262,452 |
Other operating expenses |
|
(69,038,640) |
|
8,457,184 |
|
(60,581,456) |
Share of profit (loss) of joint ventures |
|
- |
|
(25,376,176) |
|
(25,376,176) |
Share of profit of associates |
|
(7,507,198) |
|
- |
|
(7,507,198) |
Operating loss |
|
(232,839,054) |
|
(25,323,860) |
|
(258,162,914) |
|
|
|
|
|
|
|
Financial income |
|
100,897,931 |
|
(54,142,519) |
|
46,755,412 |
Financial cost |
|
(268,297,889) |
|
13,486,483 |
|
(254,811,406) |
Other financial results |
|
(401,236,624) |
|
100,502,601 |
|
(300,734,023) |
Financial results, net |
|
(568,636,582) |
|
59,846,565 |
|
(508,790,017) |
(Loss) Profit before income tax |
|
(801,475,636) |
|
34,522,705 |
|
(766,952,931) |
|
|
|
|
|
|
|
Income tax |
|
59,780,395 |
|
(12,596,579) |
|
47,183,816 |
(Loss) Profit for the period from continuing operations |
|
(741,695,241) |
|
21,926,126 |
|
(719,769,115) |
|
|
|
|
|
| |
Adjustment non-controlling interest in Joint Ventures |
|
21,926,126 |
|
(21,926,126) |
|
- |
Loss for the period |
|
(719,769,115) |
|
- |
|
(719,769,115) |
|
|
|
|
|
|
|
Depreciation and amortization |
|
113,445,704 |
|
(10,649,982) |
|
102,795,722 |
46
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 24: (Continuation)
Consolidated statement of financial position as of December 31,2014 |
|
Segment information |
|
Assets and liabilities from interest in joint ventures |
|
Consolidated Statements of financial position |
Assets |
|
17,924,945,260 |
(1,064,548,738) |
16,860,396,522 | ||
Liabilities |
|
14,206,673,543 |
(900,116,036) |
13,306,557,507 | ||
|
|
|||||
Additional consolidated information as of March 31, 2014 |
Segment information |
Assets and liabilities from interest in joint ventures |
Note 10 | |||
Property, plant and equipment increases |
404,287,304 |
(108,370,673) |
295,916,631 |
NOTE 25: RELATED PARTIES´ TRANSACTIONS
a) Sales of goods and services
03.31.2015 |
03.31.2014 | |||
Joint ventures |
| |||
Transener |
2,958,954 |
3,360,381 | ||
- |
- | |||
Other related parties |
||||
TGS |
19,087,427 |
- | ||
CYCSA |
298,872 |
299,455 | ||
22,345,253 |
3,659,836 |
Correspond to gas sale, advisory services in technical assistance for the operation, maintenance and management of the transport system of high-voltage electricity.
b) Purchases of goods and services
03.31.2015 |
03.31.2014 | |||
Joint ventures |
|
| ||
Transener |
(645,544) |
(294,873) | ||
|
|
|||
Other related parties |
||||
SACME |
(7,152,979) |
(4,488,739) | ||
TGS |
(696,284) |
- | ||
|
|
(8,494,807) |
(4,783,612) |
Correspond to maintenance, and operation and monitoring system for transmitting electricity.
47
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 25: (Continuation)
c) Fees for services
|
03.31.2015 |
03.31.2014 | ||
Other related parties |
|
| ||
Salaverri, Dellatorre, Burgio & Wetzler |
(20,000) |
(42,861) | ||
|
(20,000) |
(42,861) |
Correspond to fees for legal advice.
d) Other operating income
03.31.2015 |
03.31.2014 | |||
Other related parties |
| |||
PYSSA |
- |
2,100 | ||
- |
2,100 |
Correspond to royalties for the use of the distribution network.
e) Other operating expenses
03.31.2015 |
03.31.2014 | |||
Other related parties |
| |||
Fundación |
(1,183,000) |
(1,486,000) | ||
(1,183,000) |
(1,486,000) |
Correspond to donations.
f) Financial cost
03.31.2015 |
03.31.2014 | |||
Other related parties |
| |||
PYSSA |
(21,207) |
(22,118) | ||
TGS |
(3,766,290) |
(3,334,986) | ||
Orígenes Retiro |
(10,729,112) |
(13,260,470) | ||
(14,516,609) |
(16,617,574) |
Correspond mainly to interest on loans received.
g) Capital Suscription
03.31.2015 |
03.31.2014 | |||
Joint ventures |
| |||
Citelec |
475,000 |
- | ||
475,000 |
- |
48
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 25: (Continuation)
h) Balances with related parties:
As of March 31, 2015 |
|
Trade receivables |
Other receivables |
Accounts payable |
Borrowings | |||||
|
Current |
Current |
Current |
Current |
Non Current | |||||
Joint ventures |
|
|
||||||||
Transener |
|
3,669,173 |
- |
494,837 |
- |
- | ||||
Other related parties |
|
|||||||||
CYCSA |
|
361,635 |
85,666 |
- |
- |
- | ||||
Directors |
|
- |
4,344,050 |
- |
- |
- | ||||
Orígenes Retiro |
|
- |
- |
- |
106,492 |
|
193,519,818 | |||
TGS |
|
6,686,571 |
3,558,990 |
178,094 |
282,119,440 |
- | ||||
|
|
10,717,379 |
7,988,706 |
672,931 |
282,225,932 |
193,519,818 |
As of December 31, 2014 |
|
Trade receivables |
Other receivables |
Accounts payable |
Borrowings | |||||
|
Current |
Current |
Current |
Current |
Non Current | |||||
Joint ventures |
|
|
| |||||||
Citelec |
|
- |
250,000 |
- |
- |
- | ||||
Transener |
|
3,539,690 |
- |
163,093 |
- |
- | ||||
Other related parties |
|
|||||||||
CYCSA |
|
241,090 |
170,051 |
- |
- |
- | ||||
Directors |
|
- |
4,344,050 |
- |
- |
- | ||||
Orígenes Retiro |
|
- |
- |
- |
- |
193,403,000 | ||||
TGS |
|
5,846,235 |
3,449,039 |
221,441 |
269,697,740 |
- | ||||
|
|
9,627,015 |
8,213,140 |
384,534 |
269,697,740 |
193,403,000 |
49
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 26: ASSETS AND LIABILITIES IN FOREIGN CURRENCY
Type |
Amount of foreign currency |
Exchange rate (1) |
Total |
Total | |||||
ASSETS |
|||||||||
NON CURRENT ASSETS |
|
|
|
|
|
|
|||
|
|
|
|
|
|
||||
Other receivables |
|
||||||||
Third parties |
U$S |
85,703 |
8.722 |
747,502 |
|
3,530,984 | |||
Total non current assets |
747,502 |
|
3,530,984 | ||||||
| |||||||||
CURRENT ASSETS |
| ||||||||
|
| ||||||||
Financial assets at fair value through profit and loss |
U$S |
8,611,513 |
8.722 |
75,109,621 |
|
118,252,993 | |||
Trade and other receivables |
|
| |||||||
Related parties |
U$S |
1,224,554 |
8.772 |
10,741,786 |
|
10,089,975 | |||
Third parties |
U$S |
3,857,887 |
8.722 |
33,648,496 |
|
18,439,637 | |||
EUR |
3,420 |
9.3552 |
31,993 |
|
521,398 | ||||
£ |
7,358 |
13.064 |
96,125 |
|
96,987 | ||||
U$ |
3,213 |
0.339 |
1,090 |
|
- | ||||
Cash and cash equivalents |
U$S |
21,787,261 |
8.722 |
190,028,499 |
|
133,809,244 | |||
EUR |
14,378 |
9.355 |
134,509 |
|
147,584 | ||||
U$ |
129,314 |
0.339 |
43,871 |
|
14,508 | ||||
Total current assets |
309,835,990 |
|
281,372,326 | ||||||
Total assets |
310,583,492 |
|
284,903,310 |
LIABILITIES |
|||||||||
| |||||||||
NON CURRENT LIABILITIES |
|
| |||||||
|
| ||||||||
Trade and other payables |
|
| |||||||
Third parties |
U$S |
250,116,073 |
8.822 |
2,206,523,989 |
|
1,972,069,983 | |||
Total non current liabilities |
2,206,523,989 |
1,972,069,983 |
50
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 26: (Continuation)
Type |
Amount of foreign currency |
Exchange rate (1) |
Total |
Total | |||||
CURRENT LIABILITIES |
| ||||||||
| |||||||||
Trade and other payables |
| ||||||||
Third parties |
U$S |
35,171,458 |
8.822 |
310,282,589 |
405,629,479 | ||||
EUR |
1,074,283 |
9.485 |
10,189,045 |
23,059,419 | |||||
£ |
- |
0.000 |
- |
1,161,726 | |||||
CHF |
30,321 |
9.073 |
275,215 |
262,367 | |||||
NOK |
68,200 |
1.101 |
75,066 |
78,830 | |||||
SEK |
490,921 |
1.022 |
501,805 |
- | |||||
U$ |
24,129 |
0.339 |
8,186 |
11,942 | |||||
Borrowings |
| ||||||||
Third parties |
U$S |
32,161,357 |
8.772 |
282,119,436 |
269,697,740 | ||||
Related parties |
U$S |
7,731,886 |
8.822 |
68,210,702 |
83,237,348 | ||||
Salaries and social security payable |
| ||||||||
Third parties |
U$ |
1,396,261 |
0.339 |
473,694 |
209,039 | ||||
| |||||||||
Total current liabilities |
672,135,738 |
783,347,890 | |||||||
Total liabilities |
2,878,659,727 |
2,755,417,873 | |||||||
| |||||||||
(1) The exchange rates used correspond to December 31, 2014 released by the National Bank for U.S. dollars (U$S), euro (EUR), sterling pounds (£) swiss francs (CHF), norwegian kroner (NOK) and uruguayan pesos (U$). For balances with related parties, the exchange rate used is the average. | |||||||||
51
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 27: FINANCIAL INSTRUMENTS
The following chart shows the Company’s financial assets and liabilities measured at fair value and classified according to their hierarchy as of March 31, 2015 and December 31, 2014.
|
|
|
|
|
|
|
|
|
As of March 31, 2015 |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
Assets |
|
|||||||
Financial assets at fair value through profit and losss |
|
|||||||
Corporate securities |
|
501,625 |
- |
- |
501,625 | |||
Government securities |
|
221,498,996 |
- |
- |
221,498,996 | |||
Shares |
|
137 |
- |
70,630 |
70,767 | |||
Trust |
|
- |
1,509,031,094 |
- |
1,509,031,094 | |||
Investment funds |
|
1,586,680,132 |
- |
- |
1,586,680,132 | |||
Cash and cash equivalents |
|
|||||||
Investment funds |
|
98,363,478 |
- |
- |
98,363,478 | |||
Other receivables |
|
|||||||
Investment funds as collateral |
|
49,912,669 |
- |
- |
49,912,669 | |||
Total assets |
|
1,956,957,037 |
1,509,031,094 |
70,630 |
3,466,058,761 | |||
|
|
|||||||
Liabilities |
|
|
| |||||
Derivative financial instruments |
|
- |
12,348,372 |
- |
|
12,348,372 | ||
Total liabilities |
|
- |
12,348,372 |
- |
12,348,372 | |||
|
|
|
|
|
|
|
|
|
As of December 31, 2014 |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
Assets |
|
|||||||
Financial assets at fair value through profit and losss |
|
|
|
|
|
|||
Corporate securities |
|
505,553 |
- |
- |
505,553 | |||
Government securities |
|
235,522,555 |
1,546,355 |
- |
237,068,910 | |||
Shares |
|
61,629,484 |
- |
70,630 |
61,700,114 | |||
Trust |
|
- |
962,942,332 |
- |
962,942,332 | |||
Investment funds |
|
729,373,180 |
- |
- |
729,373,180 | |||
Cash and cash equivalents |
|
|||||||
Investment funds |
|
135,536,579 |
- |
- |
135,536,579 | |||
Other receivables |
|
|||||||
Investment funds as collateral |
|
53,238,417 |
- |
- |
53,238,417 | |||
Total assets |
|
1,215,805,768 |
|
964,488,687 |
|
70,630 |
|
2,180,365,085 |
|
||||||||
Liabilities |
|
| ||||||
Derivative financial instruments |
- |
47,880,462 |
- |
|
47,880,462 | |||
Total liabilities |
- |
47,880,462 |
- |
47,880,462 |
52
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 27: (Continuation)
The techniques used for the measurement of assets at fair value with changes in profits/ losses, classified as Level 2, are detailed below:
- Public debt securities: at the present value of contractual cash flows, applying a discount rate derived from other similar debt securities’ observable market prices.
- Trusts: it was determined based on the fair value measurement of the underlying, which amounts to 40% of CIESA’s shares. To determine this value, a measurement of the fair value of CIESA’s main assets and liabilities was performed. CIESA’s main asset is its stake in TGS, which has been measured at the value of this company’s American Depositary Receipt. CIESA’s main liability is its financial debt, which has been measured at its book value, which does not significantly differ from its market value.
- Derivative Financial Instruments: calculated from variations between market prices at the closing date of the period or their sale date, and the amount at the time of perfection.
NOTE 28: CONTINGENCIAS
As at the issuance date of these condensed interim consolidated financial statements, there are no significant changes regarding the situation disclosed by the Company as at December 31, 2014 with the exception of the following:
28.1 CTLL
Legal Proceedings for breach of the joint venture established by Isolux Corsan Argentina S.A. and Tecna Estudios y Proyectos de Ingeniería S.A. (jointly, the “Contractor”)
Regarding the legal controversy between CTLL and the Contractor, the Secretariat of the Court of Arbitration of the International Chamber of Commerce has again put off the deadline for the issuance of the arbitration award until May 29, 2015.
28.2 Edenor
Legal action brought by Edenor (“EDENOR S.A. VS FEDERAL GOVERNMENT – MINISTRY OF FEDERAL PLANNING / PROCEEDING FOR THE DETERMINATION OF A CLAIM AND MOTION TO LITIGATE IN FORMA PAUPERIS”)
On June 28, 2013, the Edenorinstituted these proceedings for the recognizance of a claim and the related leave to proceed in forma pauperis, both pending in the Federal Court of Original Jurisdiction in Contentious and Administrative Federal Matters No. 11 – Clerk’s Office No. 22.
Purpose of the main proceedings: To sue for breach of contract due to the Federal Government’s failure to perform in accordance with the terms of the “Memorandum of Understanding concerning the Renegotiation of the Concession Agreement” (“Acta Acuerdo de Renegociación del Contrato de Concesion” – Adjustment Agreement) entered into with Edenor in 2006, and for damages caused as a result of such breach.
53
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 28: (Continuation)
Procedural stage of the proceedings: On November 22, 2013, Edenor amended the complaint so as to extend it and claim more damages as a consequence of the Federal Government’s omission to perform the obligations under the aforementioned “Adjustment Agreement”. On February 3, 2015, the court hearing the case ordered that notice of the complaint be served to be answered within the time limit prescribed by law, which at the date of issuance of these financial statements has already taken place.
Provisional Remedy: In the same action, in February 2014, Edenor applied for the immediate granting of a provisional remedy in order to maintain an efficient and safe service, requesting that until judgment is passed on the merits of the case, the Federal Government be compelled to provide Edenor with economic assistance, whether by means of a temporary rate adjustment or through government grants. After notice was served upon and answered by the Federal Government – Ministry of Federal Planning, on May 27, 2014, the court hearing the case rejected the provisional remedy sought by Edenor, decision which was confirmed by Division V of the Appellate Court and notified to Edenor on December 19, 2014.
Resolution 32 of the Energy Secretariat: On March 13, 2015, the Official Gazette published SE Resolution No. 32, which approved a temporary increase in Edenor’s income in order for the latter to cover the expenses and afford the investments associated with the functioning of the electricity distribution service it provides and established that Edenor would be required to observe the provisions of Clause 22.1 of the Adjustment Agreement with regard to the administrative claims and/or judicial actions it might have brought against the Federal Government, the Energy Secretariat and/or the ENRE concerning compliance with Clause 4.2 of the Adjustment Agreement, i.e. the non implementation of the Cost Monitoring Mechanism (CMM). To date, the Company is analyzing the scope of that requirement and assessing whether it is in agreement with the law.
Conclusion: It is estimated that this action will not be terminated in 2015.
Study, Review and Inspection of Works in Public Spaces Fees (TERI)
At the date of issuance of these condensed interim financial statements, Edenor has received assessments and demand for payment notices from the Government of the City of Buenos Aires for a total amount of $ 35.8 million for this concept.
In Edenor’s opinion these fees are not applicable in accordance with federal regulations, the case law and the procedural status of judicial decisions. Therefore, the Management of the Company as well as its external legal advisors believe that there exist good reasons to support Edenor’s position and have this tax claim rejected by a court of law. Therefore, the probability of an outflow of resources on account of such contingency has been regarded as low.
54
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 29: ECONOMIC AND FINANCIAL SITUATION OF GENERATION D, TRANSMISSION AND ISTRIBUTION SEGMENTS
29.1 Generation
During the fiscal year ended December 31, 2014, HIDISA and HINISA have recorded gross operating losses. During the three-month period ended March 31, 2015, their economic and financial situation continued deteriorating, as evidenced by gross operating losses and the resulting funds operating deficit. This situation is mainly attributable to the negative impact ES Resolution No. 95/13 has had on these subsidiaries’ remuneration as from the month of November, 2013.
As both companies have been expressing in the different presentations made to CAMMESA and the ES, a tariff adjustment taking into consideration each plant’s technical and operating conditions is imperative.
The new remuneration scheme implemented pursuant to ES Resolution SE Nº 95/13, as amended by ES Resolution No. 529/14, does not allow these subsidiary companies to generate sufficient income to cover for their operating costs or afford the minimum maintenance costs necessary to guarantee normal operating conditions.
29.2 Distribution
In fiscal years 2014, 2012 and 2011, Edenor recorded negative operating and net results, and both its liquidity level and working capital, even in fiscal year 2013, were severely affected. This situation is due mainly to both the continuous increase of its operating costs that are necessary to maintain the level of the service, and the delay in obtaining rate increases and/or recognition of its real higher costs (“CMM”), as stipulated in Section 4 of the Adjustment Agreement, including the review procedure in the event of deviations exceeding 5%.
In spite of the above-mentioned situation, it is worth mentioning that, in general terms, the quality of the electricity distribution service has been maintained and the constant year-on-year increase in the demand for electricity that has accompanied the economic growth and the standard of living of the last years has also been satisfied. Due to both the continuous increase recorded in the costs associated with the provision of the service and the need for additional investments to meet the increased demand, Edenor has adopted a series of measures aimed at mitigating the negative effects of this situation on its financial structure, minimizing the impact thereof on the sources of employment, the execution of the investment plan or the carrying out of the essential operation and maintenance works that are necessary to maintain the provision of the public service in a satisfactory manner in terms of quality and safety.
Edenor has made a series of presentations before control agencies, regulatory authorities and courts in order to jointly instrument the necessary mechanisms to contribute to an efficient and safe provision of the distribution service, the maintenance of the level of investments and the compliance with the increased demand.
55
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 29: (Continuation)
Although the partial recognition of higher costs (as stipulated in Section 4.2 of the Adjustment Agreement) for the period May 2007 through January 2015, implemented by SE Resolution 250/13 and SE Notes 6852/13, 4012/14, 486/14,1136/14 and SE resolution 32/15 represented a significant step towards the recovery of Edenor’s economic and financial situation, the effects thereof did not allow for the absorption of neither operating nor investment costs or for the payment of financial services. However, the constant increase in the operating costs that are necessary to maintain the level of the service, and the delay in obtaining genuine rate increases will continue to deteriorate Edenor’s operating results, demonstrating that this recognition has been insufficient to restore the balance that the economic and financial equation of the public service, object of the concession, requires.
As a consequence of that which has been previously described, Edenor has permanently maintained during the last four fiscal years a working capital deficit, inasmuch as it had neither the necessary nor the adequate conditions to come to the financial market to make up the deficit of both its operations and the investment plans necessary to maintain the quality of the service, object of the concession. As of March 31, 2015, the negative working capital amounts to $1,917.6 million.
In view of the above, Edenor obtained from the Federal Government the granting of loans for consumption (mutuums) in order to be able to afford specific aspects, such as: a) the salary increases granted to Edenor employees represented by the Sindicato de Luz y Fuerza (Electric Light and Power Labor Union) as from May 1, 2014 and other benefits, applicable also to those contractors whose employees are included in the collective bargaining agreements of the aforementioned union (Note 2.c); and b) the investment plan due to the temporary insufficiency of the funds obtained from the fixed charges established by Resolution 347/12 (Note 2.c.).
Additionally, on March 13, 2015, the Official Gazette published SE Resolution 32/15, issued by the SE, which, addressing the need for the adjustment of the economic and financial situation of distribution companies and considering it necessary that urgent and temporary measures should be adopted in order to maintain the normal provision of the public service, object of the concession (Note 2).
Based on the cost increase estimates and financial projections made by Edenor, considering the measures of SE Resolution 32/15, the Board of Directors believes that financial resources will be available, at least during fiscal year 2015, to cover not only the operating costs and debt interest payments, but also part of the investment plans, if the payment plan to be defined with CAMMESA (Wholesale Electric Market Management Company) for the settlement of the remaining debt with the MEM (Wholesale Electric Market) conforms to the generation of surplus cash flows. Compliance with the investment plans will depend on whether the assistance received until now under the respective Loan for consumption (Mutuum) continues.
Although these temporary measures help decrease the degree of uncertainty concerning Edenor’s financial ability for the next 2015 fiscal year, the Board of Directors believes that the sustainable recovery of the economic and financial equation of the public service, object of the concession, will fundamentally depend on the application of a RTI that takes into consideration the permanent development of operating costs, that allows for the payment of the required investments to meet the increasing demand with the quality levels stipulated in the Concession Agreement, that makes it possible to have access to financing sources and cover the corresponding costs and that allows, at the same time, for the generation of a reasonable return on the investment.
56
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 29: (Continuation)
The Company Board of Directors will continue to take steps before the regulatory authority aimed not only at monitoring the compliance with and effectiveness of the temporary measures adopted until now but also at obtaining compliance with the provisions of both the Adjustment Agreement and SE Resolution 32/15 concerning the carrying out of the RTI.
To date, the outcome of the RTI continues to be uncertain as to both its timing and final form.
Furthermore, although the conditions of uncertainty existing in previous fiscal years have been mitigated as compared to short-term projections by the temporary measures adopted by the Federal Government, it cannot be assured that such measures will continue to be effective after this first year of application inasmuch as the effectiveness thereof will depend on the increase of costs in subsequent periods and the availability of resources of the Federal Government to absorb them and, at the same time, continue with the assistance provided through the Loans for consumption (Mutuums), until the RTI is resolved in a satisfactory manner.
NOTE 30: WORKING CAPITAL DEFICIT
As of March 31, 2015 the working capital of the company was negative, amounting to $1,150.2 million. This deficit has been generated in the Distribution segment, mainly through its indirect subsidiary Edenor, as a result of its current economic and financial situation, which is detailed in Note 29. This deficit has been partially offset with the remaining segments, which have a positive working capital.
NOTE 31: DOCUMENTATION KEEPING
On August 14, 2014, the National Securities Commission issued General Resolution No. 629, which introduces modifications to the provisions applicable to the keeping and conservation of corporate and accounting books and commercial documentation. To such effect, the Company and its subsidiaries Edenor, CTG, CTLL, EASA and PEPASA have sent non-sensitive work papers and information corresponding to the periods not covered by the statute of limitations for their keeping in the Iron Mountain Argentina S.A.’s data warehouses located at the following addresses:
- Azara 1245 –C.A.B.A.
- Don Pedro de Mendoza 2163 –C.A.B.A.
- Amancio Alcorta 2482 C.A.B.A.
- San Miguel de Tucumán 601, Carlos Spegazzini, Municipality of Ezeiza, Province of Buenos Aires.
On February 5, 2014, Iron Mountain S.A.’s warehouse located at Azara 1245 suffered a publicly known accident.
However, according to an internal study conducted by the Company and timely reported to the National Securities Commission on February 12, 2014, approximately 15% of the documentation which the Company, CTG, CTLL, EASA and PEPASA have deposited with Iron Mountain S.A. may be located at the warehouse where the incident took place.
57
NOTES TO THE UNAUDITED CONSOLIDATED CONDENSED INTERIM
FINANCIAL STATEMENTS
(in Argentine Pesos (“$”) – unless otherwise stated)
NOTE 31: (Continuation)
On February 18, 2014, Edenor informed the National Securities Commission that the accident may have affected between 20% and 30% of all the documentation sent to Iron Mountain S.A. for its custody.
As at the issuance of these financial statements, the Company has been informed that according to Iron Mountain’s records, the boxes are probably located in the areas where the incident took place, although they aren’t able to provide more detailed information until they are granted access to the facilities.
A list of the documentation delivered for keeping, as well as the documentation provided for in Section 5.a.3) Article I, Chapter V, Title II of the PROVISIONS (2013 regulatory provisions and amending rules), is available at the Company headquarters.
NOTE 32: EVENTS AFTER THE REPORTING PERIOD
Issuance of PEPASA’s VCPs and Corporate Bonds
On April 30, 2015, PEPASA issued the following financing:
- Series 12 VCPs: for a face value of Ps. 137 million, accruing interest at a 28.5% annual nominal fixed rate and maturing 360 calendar days from their issuance date. Interest will be payable on a quarterly basis.
- Class 6 Corporate Bonds: for a face value of $ 49.9 million, at a 27.25% % annual nominal fixed rate during the first 9 months and at the Badlar rate plus a 4.5% spread during the remaining 9 months. Bonds will mature on October 30, 2016, and interest will be payable on a quarterly basis.
Furthermore, PEPASA has cancelled Series 8 VCPs for a face value of Ps. 122.9 million, Ps. 7.5 million and Ps. 7.9 million of which have been exchanged with the subscription of Series 12 VCPs and Class 6 Corporate Bonds respectively.
58
Free translation from the original in Spanish for publication in Argentina
REPORT ON CONSOLIDATED CONDENSED INTERIM FINANCIAL STATEMENTS´REVIEW
To the Shareholders, President and Directors
Pampa Energía S.A.
Legal address: Ortiz de Ocampo 3302, Building 4
Autonomous City of Buenos Aires
Tax Code No. 30-52655265-9
Introduction
We have reviewed the consolidated condensed interim financial statements of Pampa Energía S. A. and its subsidiaries (hereinafter “PESA” or “the Company”) which includes the consolidated condensed interim statement of financial position as of March 31, 2015, the consolidated condensed interim statement of comprehensive income for the three-month period ended March 31, 2015, and the consolidated condensed interim statements of changes in equity and cash flows for the three-month period then ended and explanatory selected notes.
The amounts and other information related to fiscal year 2014 and its interim periods, are an integral part of the financial statements previously mentioned and therefore should be considered in relation to those financial statements.
Directors´ responsibility
Company´s Board of Directors is responsible for the preparation and presentation of the financial statements in accordance with the International Financial Reporting Standards (IFRS), adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) as the applicable accounting framework and incorporated by the National Securities Commission (CNV) to their regulations, as they were approved by the International Accounting Standards Board (IASB), and, therefore, it’s responsible for the preparation and presentation of the consolidated condensed interim financial statements mentioned in the first paragraph in accordance with IAS 34 “Interim Financial Information”.
Scope of our review
Our review was limited to the application of the procedures established in International Standard on Review Engagements 2410 “Review of interim financial information performed by the independent auditor of the entity”, which was adopted as standard of review in Argentina through Technical Pronouncement No. 33 of the FACPCE as was approved by International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists in making inquiries to Company´ staff responsible for the preparation of the information included in the consolidated condensed interim financial statements and the performance of analytical procedures and other review procedures. This review is substantially less in scope than an audit performed in accordance with International Auditing Standards; consequently, a review does not allow us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Therefore, we do not express an audit opinion on the consolidated financial position, consolidated comprehensive income and consolidated cash flows of the Company.
59
Conclusion
Based on our review, nothing has come to our attention that would cause us to believe that the consolidated condensed interim financial statements mentioned in the first paragraph of this report, are not prepared in all material respects, in accordance with IAS 34.
Report of compliance with regulations in force
In compliance with regulations in force, we report that:
a) the consolidated condensed interim financial statements of PESA are pending of being transcribed into the “Inventory and Balance Sheet” book and comply, except for the aforementioned, as regards to those matters that are within our competence, with the provisions of the Corporations Law and pertinent resolutions of the CNV;
b) the separate condensed interim financial statements of PESA, except for what was mentioned in a), derive from accounting records carried in all formal respects in accordance with legal regulations;
c) we have read the summary of activities, on which, as regards those matters that are within our competence, we have no observations to make;
d) as of March 31, 2015 the liabilities accrued in favor of the Argentine Integrated Social Security System according to the Company’s accounting records amounted to $ 585,612, which were not yet due at that date..
Autonomous City of Buenos Aires, May 11, 2015
PRICE WATERHOUSE & CO. S.R.L.
(Partner) |
Andrés Suarez
|
60
Pampa Energía S.A. | ||
By: |
/s/ Ricardo Torres
|
|
Name: Ricardo Torres
Title: Chief Executive Officer |
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will a ctually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.