Site colours:
Zoom:

Review of transactions for 3Q 2020

1. Significant transactions:

For the reporting quarter the above mentioned transactions were not closed

2. Related party transactions:

Item No. Date of the transaction Date of approval (obtaining consent to conclude the transaction) The body of the company that made the decision to grant consent to the transaction Subject of the transaction and its essential terms Information about the person (persons) related to the transaction, grounds of relation

1.

16.07.2020

28.05.2020

Board of Directors of

IDGC of Centre, PJSC

(Minutes of 28.05.2020 № 26/20)

The interest-free loan Agreement is concluded on the following essential conditions:

Essential conditions:

Borrower: IDGC of Centre, PJSC.

Lender: PJSC Rosseti.

Loan amount: up to 4 900 000 000 rubles.

Special purpose: to finance the Target Program for improving the reliability of power supply to consumers in the Tver region for the period of 2018-2020 and other measures related to ensuring reliable and uninterrupted power supply to the Tver region (including reimbursement of costs incurred in 2018-2020 before the conclusion date of the loan agreement).

Loan type: an interest-free loan.

Loan agreement term – 9 years.

Responsibility of the parties: if the Borrower violates the terms of repayment of the loan amount, the Borrower shall pay the Lender a penalty in the amount of 0.1% (zero point one tenth of a percent) of the unpaid amount for each day of delay.

Additional conditions:

- the loan is provided in one or several tranches on the basis of the Borrower’s applications agreed by the Lender;

- a loan tranche withdrawal period – from the date of the agreement conclusion until 31.12.2020;

- repayment of the principal amount is carried out annually, starting from 2022, no later than 20 December of the corresponding year, in the amount of at least 1/7 of the principal amount under the agreement as of 01.01.2022. The final repayment of the principal debt is carried out no later than 9 years from the conclusion date of the agreement;

- in case of violation by the Borrower of the terms of the loan agreement, the Lender is entitled to reclaim the loan debt ahead of schedule;

- The Borrower has the right to early (in whole or in part) repay the loan debt.

1.      PJSC Rosseti - the controlling entity of the Company, simultaneously being a party to the transaction.

2.      Andrey Vladimirovich Mayorov - Member of the Board of Directors of IDGC of Centre, PJSC, simultaneously being Member of the Management Board of PJSC Rosseti;

3.      Larisa Anatolievna Romanovskaya - Member of the Board of Directors of IDGC of Centre, PJSC, simultaneously being Member of the Management Board of PJSC Rosseti.

 

2.

23.07.2020

22.06.2020

Board of Directors of

IDGC of Centre, PJSC (Minutes of 22.06.2020 № 28/20)

The cash loan Agreement with interest is concluded on the following essential conditions:

Essential conditions:

Parties of the Agreement:

«Lender» - IDGC of Centre, PJSC;

«Borrower» - JSC “Sanatorium “Energetik”.

Subject and price of the Agreement:

The Lender transfers to the Borrower’s ownership funds in the amount not exceeding 340 000 000 (Three hundred forty million) rubles, and the Borrower agrees to return the loan amount received with interest as stipulated by the Agreement.

The Borrower pays the Lender interest at the rate of 7,6 % (Seven point six percent) per annum. The calculation and accounting of interest for the use of each tranche is carried out separately.

Interest is calculated in rubles on the amount of money actually received, starting from the day following the day the money is credited to the Borrower’s account, up to the date of the actual repayment, including the date of repayment. The interest calculation period is set as the calendar month.

Accrued interest on the loan is paid at a time on the date of final repayment of the loan debt.

The Lender has the right to unilaterally change the interest rate on the loan in case of a change in the key rate of the Bank of Russia or another indicator reflecting the cost of attracting credit (borrowed) resources, without registration of this change by an amendment.

The Borrower agrees to repay the loan amount with interest no later than 5 years from the date of conclusion of the Agreement.

By agreement of the parties, other forms, methods and payment options that are not prohibited by the legislation of the Russian Federation may be applied and used to repay the loan amount and interest under the Agreement.

By agreement of the parties, the loan amount can be repaid by the Borrower ahead of schedule.

Loan disbursement procedure:

The loan is provided in tranches on the basis of a tranche application.

The Lender has the right to refuse to grant the loan amount in case of disagreement with the conditions set forth in the application.

Other conditions recognized by the Parties as material:

The Lender has the right at any time to refuse to execute the Agreement unilaterally out of court, having notified the Borrower in writing 3 (three) days before the date of the alleged refusal to execute the Agreement. The Agreement shall be deemed terminated after 3 (three) days from the date of receipt by the Borrower of a written notice of refusal to execute the Agreement. In case of termination of the Agreement by the Lender unilaterally out of court, the Borrower shall, on the day of termination of the Agreement, return the loan amount received under the Agreement with accrued interest at the time of termination of the Agreement.

Responsibility of the Parties:

In case of violation by the Borrower of the terms for repayment of the loan amount, the Borrower shall pay the Lender a penalty in the amount of 0,1 % (zero point one tenth) of the outstanding loan amount and interest for each day of delay until the full fulfillment of obligations.

Duration of the Agreement:

The Borrower agrees to repay the loan amount with interest no later than 5 years from the date of conclusion of the Agreement.

PJSC Rosseti - the controlling entity of IDGC of Centre, PJSC, since another controlled entity of PJSC Rosseti (indirectly through IDGC of Centre, PJSC) – JSC “Sanatorium “Energetik”, is a party to the deal with IDGC of Centre, PJSC.

3.

26.08.2020

21.08.2020

Board of Directors of

IDGC of Centre, PJSC

(Minutes of 21.08.2020

№ 38/20)

 

The cash loan Agreement with interest is concluded on the following essential conditions:

Essential conditions:

Parties of the Agreement:

IDGC of Centre, PJSC (the Lender);

LLC BryanskElectro (the Borrower).

Subject and price of the Agreement:

The Lender transfers to the Borrower the ownership of funds in an amount not exceeding 1 939 000 000,00 (One billion nine hundred thirty-nine million) rubles, and the Borrower undertakes to repay the loan amount received with interest within the period specified in the Agreement.

For using the loan, the Borrower shall pay the Lender interest in the amount of 6,2 % (Six point two tenths of a percent) per annum. Interest for the use of each tranche is accrued and recorded separately.

Interest is calculated in rubles on the amount of money actually received, starting from the day following the day the money is credited to the Borrower’s account, up to the date of the actual repayment, including the date of repayment. The interest calculation period is set as the calendar month.

Interest is paid monthly, no later than the 15th day of the month following the month for which the interest is paid.

The Lender has the right to unilaterally change the interest rate on the loan in the event of a change in the key rate of the Bank of Russia or another indicator reflecting the cost of attracting credit (borrowed) resources, without formalizing this change by an amendment.

The Borrower undertakes to repay the principal amount of the loan no later than 5 years from the date of the Agreement. At the same time, the debt of the Borrower to the Lender under the Agreement as of 31 December 2021 cannot exceed 1 539 million rubles, and as of 31 December 2022 it cannot exceed 989 million rubles.

By agreement of the parties, other forms, methods and payment options not prohibited by the legislation of the Russian Federation may be applied and used to return the loan amount and interest under the Agreement.

By agreement of the parties, the loan amount may be repaid by the Borrower ahead of schedule.

Intended use of the loan: fulfillment of the Borrower’s obligations to pay under the Purchase and Sale Agreement (immovable property) dated 23.06.2020 № 3496/1 in the amount of 1 304 604 792,22 rubles and the Purchase and Sale Agreement (movable property) dated 23.06.2020 № 3496/2 in the amount of 820 044 299,81 rubles, concluded with LLC Bryanskoblelectro.

Loan granting procedure:

The loan is provided in tranches on the basis of a tranche application.

The Lender has the right to refuse to provide the loan amount in case of disagreement with the conditions set forth in the application.

Other conditions recognized by the Parties as material:

The Lender has the right at any time to refuse to execute the Agreement unilaterally out of court, having notified the Borrower in writing 3 (three) days before the date of the alleged refusal to execute the Agreement. The Agreement shall be deemed terminated after 3 (three) days from the date of receipt by the Borrower of a written notice of refusal to execute the Agreement. In case of termination of the Agreement by the Lender unilaterally out of court, the Borrower shall, on the day of termination of the Agreement, return the loan amount received under the Agreement with accrued interest at the time of termination of the Agreement.

Responsibility of the Parties:

In case of violation by the Borrower of the terms for repayment of the loan amount, the Borrower shall pay the Lender a penalty in the amount of 0,1 % (zero point one tenth of a percent) of the outstanding loan amount and interest for each day of delay until the full fulfillment of obligations.

Duration of the Agreement:

The Agreement comes into force from the moment of its signing and is valid until the performance of the Borrower’s obligations to the Lender. The Agreement will be deemed fulfilled when the Borrower performs the obligation to return the loan amount and pay all interest accrued until the loan amount is repaid and other payments accrued are made in accordance with the terms of the Agreement.

PJSC Rosseti - the controlling entity of IDGC of Centre, PJSC, simultaneously controlling (indirectly through IDGC of Centre, PJSC and JSC “Sanatorium “Energetik”) LLC BryanskElektro, is a party to the deal.

3. Transactions closed by the Company with state owned companies:

Item No. No., date of the agreement Parties to the agreement Subject of the agreement Price of the agreement

1.

Agreement dated 12.08.2020
№ 7700/00156/20

IDGC of Centre, PJSC - «Customer»,

Federal State Budgetary Institution "Polyclinic No. 3" of the Administrative Department of the President of the Russian Federation - «Contractor»

Provision of medical services for periodic medical examination and mandatory psychiatric examination of car drivers of the executive office of the Company

143 007,49 RUB, VAT exempt

2.

Agreement dated 01.07.2020
№ 035/20/7/7700/00136/20

IDGC of Centre, PJSC - «Customer»,

Federal State Unitary Enterprise "Research and Production Enterprise "Gamma" - «Contractor»

Provision of a set of special scientific and technical services (work) in the field of information security

441 684,00 RUB, incl. VAT 20 % - 73 614,00 RUB

3.

Agreement dated 01.07.2020
№ 2937-А7700/00133/20

IDGC of Centre, PJSC - «Customer»,

State Unitary Enterprise of Moscow for operation of communication collectors "Moscollector" - «Enterprise»

Provision of services for technical operation of collectors in connection with the presence in the Enterprise’s collectors of the Customer’s communications and laying by the Customer of new communications in the Enterprise’s collectors

2 272,94 RUB, incl. VAT 20 % - 378,82 RUB

4.

Agreement dated 13.07.2020
№ 860/7700/00144/20

IDGC of Centre, PJSC - «Customer»,

Federal State-Funded Healthcare Institution "Treatment and Rehabilitation Centre of the Ministry of Economic Development of the Russian Federation" - «Contractor»

Provision of medical services to the Customer’s employees upon request without signs of acute respiratory viral infection

No more than 498 000,00 RUB, VAT exempt

5.

Agreement dated 01.08.2020
№ 869/7700/00165/20

IDGC of Centre, PJSC - «Customer»,

Federal State-Funded Healthcare Institution "Treatment and Rehabilitation Centre of the Ministry of Economic Development of the Russian Federation" - «Contractor»

Provision of medical services to the Customer’s employees upon request without signs of acute respiratory viral infection

No more than 498 000,00 RUB, VAT exempt

6.

Agreement dated 24.07.2020
№ 4600/03960/20

IDGC of Centre, PJSC (Kurskenergo branch) - «Customer»,

Federal State Unitary Enterprise "Okhrana" of the Russian Guard - «Contractor»

Provision of services for monitoring and maintenance of alarm systems

1505848,04 RUB, incl. VAT 20% - 250974,68 RUB

4. Transactions of the Company with shareholders of the Company holding at least 5% of voting shares of the Company:

see point 1 of section 2 «Related party transactions»

5. Internal corporate transactions:

see point 1 of section 2 «Related party transactions».

6. Revenue-intensive transactions closed by the Company:

Item No No., date of the agreement Parties to the agreement Subject of the agreement Price of the agreement Related parties Information on approval by the management bodies of the Company

1.

Amendment dated 21.09.2020 № DC 7700/00070/20 to Credit Agreement

№ KC-25350/0018/B-19 dated 04.09.2019

VTB Bank (PJSC) – «Creditor»;

IDGC of Centre, PJSC - «Borrower»

On amendments to the terms of the Loan Agreement on the provision of a loan within the aggregate lending limit, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 10.09.2020 № 26/20

2.

Amendment dated 21.09.2020 № DC 7700/00066/20 to Credit Agreement
№ KC-25350/0012/B-18

dated 04.12.2018

VTB Bank (PJSC) – «Creditor»;

IDGC of Centre, PJSC - «Borrower»

On amendments to the terms of the Loan Agreement on the provision of a loan within the aggregate lending limit, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 10.09.2020 № 26/20

3.

Amendment dated 21.09.2020 № DC 7700/00068/20 to Credit Agreement

№ KC-25350/0014/B-18

dated 04.12.2018

VTB Bank (PJSC) – «Creditor»;

IDGC of Centre, PJSC - «Borrower»

On amendments to the terms of the Loan Agreement on the provision of a loan within the aggregate lending limit, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 10.09.2020 № 26/20

4.

Amendment dated 21.09.2020 № DC 7700/00067/20 to Credit Agreement

№ KC-25350/0013/B-18

dated 04.12.2018

VTB Bank (PJSC) – «Creditor»;

IDGC of Centre, PJSC - «Borrower»

On amendments to the terms of the Loan Agreement on the provision of a loan within the aggregate lending limit, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 10.09.2020 № 26/20

5.

Amendment dated 21.09.2020 № DC 7700/00071/20 to Credit Agreement № KC-25350/0001/B-20

dated 23.01.2020

VTB Bank (PJSC) – «Creditor»;

IDGC of Centre, PJSC - «Borrower»

On amendments to the terms of the Loan Agreement on the provision of a loan within the aggregate lending limit, in terms of the condition «interest rate for using a loan»

-

-

not required

6.

Amendment dated 21.09.2020 № DC 7700/00069/20 to Credit Agreement

№ KC-25350/0017/B-19

dated 04.09.2019

VTB Bank (PJSC) – «Creditor»;

IDGC of Centre, PJSC - «Borrower»

On amendments to the terms of the Loan Agreement on the provision of a loan within the aggregate lending limit, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 10.09.2020 № 26/20

7.

Amendment dated 21.09.2020 № DC 7700/00065/20 to Credit Agreement

№ KC-TSV-725350/2018/00024

dated 27.04.2018

VTB Bank (PJSC) – «Creditor»;

IDGC of Centre, PJSC - «Borrower»

On amendments to the terms of the Loan Agreement on the provision of a loan within the aggregate lending limit, in terms of the condition «interest rate for using a loan»

-

-

not required

8.

Amendment dated 09.07.2020 № 1/DC 7700/00041/20 to Agreement on opening a credit line dated 10.05.2018 № 6768

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

not required

9.

Amendment dated 09.07.2020 № 1/DC 7700/00047/20 to Agreement on opening a credit line dated 26.12.2017 № 6577

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

10.

Amendment dated 09.07.2020 № 1/DC 7700/00048/20 to Agreement on opening a credit line dated 26.12.2017 № 6578

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

11.

Amendment dated 09.07.2020 № 1/DC 7700/00049/20 to Agreement on opening a credit line dated 26.12.2017 № 6579

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

12.

Amendment dated 09.07.2020 № 3/DC 7700/00043/20 to Agreement on opening a credit line dated 30.09.2016
№ 00690016/60001100

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

13.

Amendment dated 09.07.2020 № 2/DC 7700/00052/20 to Agreement on opening a credit line dated 02.09.2017 № 7023

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

14.

Amendment dated 09.07.2020 № 3/DC 7700/00046/20 to Agreement on opening a credit line dated 30.09.2016
№ 00680016/60001100

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

15.

Amendment dated 09.07.2020 № 2/DC 7700/00053/20 to Agreement on opening a credit line dated 02.09.2019 № 7022

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

16.

Amendment dated 09.07.2020 № 3/DC 7700/00045/20 to Agreement on opening a credit line dated 30.09.2016 № 00700016/60001100

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

17.

Amendment dated 09.07.2020 № 1/DC 7700/00042/20 to Agreement on opening a credit line dated 06.02.2020 № 7766

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

not required

18.

Amendment dated 09.07.2020 № 1/DC 7700/00050/20 to Agreement on opening a credit line dated 26.12.2017 № 6588

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

19.

Amendment dated 09.07.2020 № 1/DC 7700/00051/20 to Agreement on opening a credit line dated 26.12.2017 № 6589

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

20.

Amendment dated 09.07.2020 № 3/DC 7700/00044/20 to Agreement on opening a credit line dated 30.09.2016 № 00670016/60001100

Sberbank of Russia (PJSC) - «Creditor»; IDGC of Centre, PJSC - «Borrower»

On amendments to the Agreement on opening a credit line, in terms of the condition «interest rate for using a loan»

-

-

Minutes of the Management Board of IDGC of Centre, PJSC dated 16.03.2020 № 06/20

7. Transactions of the Company with members of the Board of Directors of the Company and members of the management bodies of the Company:

For the reporting quarter the above mentioned transactions were not closed