Significant events
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January 25, 2011
On 23 November 2010, Terna undersigned the definitive agreement for the strategic partnership with the transmission operator of Montenegro, CrnoGorski Elektroprenosni Sistem AD (“CGES”), and the government of Montenegro, acting in the capacity of majority shareholder of CGES; this agreement refers to the construction of the new electrical connection between Italy – Montenegro and the strategic TERNA-CGES partnership. The transaction was completed on 25 January 2011 following the occurrence of the conditions precedent. The stipulation was completed following the approval, on the part of the shareholders’ meeting of CGES, of the share capital increase for Terna and the adoption of new Articles of Association. Terna therefore became the shareholder of CGEs with 22.09% of the share capital.
January 28, 2011
The company RTR S.r.l., in view of the sale, signed a refinancing contract with a term of 18 years aimed to refinance the investments sustained to develop the photovoltaic plant portfolio held by Rete Rinnovabile S.r.l. on a project financing no recourse basis.
February 14, 2011
Terna presented to financial analysts the Company’s 2011-2015 Business Plan, after approval of the plan by the Board of Directors on that same date.
March 8, 2011
The subsidiary SunTergrid S.p.A. formed “Nuova Rete Solare S.r.l.”.
March 8, 2011
Terna launched a bond issue on the market in euros, at a fixed rate, with expiry in 10 years, for a total of € 1.25 billion under the scope of its Euro Medium Term Notes (EMTN) programme. This has been assigned an A+ rating for Standard and Poor’s, A2 for Moody’s and A+ for Fitch. The bond is intended to finance the grid development investments envisaged in the parent’s business plan.
March 17, 2011
Terna was proud to open the new SA.PE.I. power line. SA.PE.I is an acronym for SArdegna-PEnisola-Italiana (Sardinia – Italian - Peninsula) and this is the first ever direct electrical connection to be created between Sardinia and mainland Italy, and the most important and technologically advanced high voltage power line ever to be developed in Italy.
18 March 2011
Nuova Rete Solare S.r.l. purchased from Rete Rinnovabile S.r.l., the photovoltaic projects relating to the plants of Fiumesanto-Sapei (Sardinia), Codrongianos (Sardinia) and Ceprano (Lazio) in various stages of development at the date of the transfer.
March 31, 2011
The transfer to RTR Acquisition S.r.l. (an indirect subsidiary of Terra Firma Investment (GP) 3 Limited) of 100% of the share capital of Rete Rinnovabile S.r.l. (“RTR S.r.l.”) was completed. The sale of the investment in RTR S.r.l. has resulted in total net income of around € 204 million and a reduction in the effective net financial debt of continuing operations of the Terna group for more than € 200 million.
April 8, 2011
The syndicated bank loan taken out with Banco Bilbao Vizcaya Argentaria S.A, Mediobanca, Intesa Sanpaolo, BNL, Unicredit and Monte dei Paschi di Siena S.p.A. for a total amount of € 750 million was repaid. On the same date a line of € 500 million signed with Cassa Depositi e Prestiti was used.
13 May 2011
The Ordinary Shareholders’ Meeting of Terna S.p.A. in addition to approving the statutory financial statements at 31 December 2010 and resolving a dividend for the whole of 2010 of €0.21 per share, also appointed the new Board of Directors, standing auditors and PricewaterhouseCoopers S.p.A. to carry out the statutory audit of the accounts.
18 May 2011
The subsidiary Nuova Rete Solare S.r.l. completed the acquisition from TRE S.p.A. - Tozzi Renewable Energy of 100% of the shares of Reno Solar 2 S.r.l.
20 May 2011
Terna renewed its bond issue programme named the “Euro Medium Term Note Programme” (EMTN) worth €4 billion.
23 May 2011
Terna acquired from Tirreno Power S.p.A. 1.5% of the share capital in CESI S.p.A., with total equity investment owned by Terna in the associate of 41.406% of the share capital.
23 May 2011
S&P reviewed the outlook of the Republic of Italy from stable to negative, confirming the ratings 'A + / A-1 +'. In compliance with the criteria of the Agency for "government-related entities", S&P has reviewed Terna outlook from stable to negative, to reflect the action taken on the Italian Government. At the same time, S&P confirmed the business rating of Terna at "A + / A-1", as it reflects the company's vision of an excellent level with regard to the group business risk profile and an interim level of financial risk profile.
1 June 2011
Nuova Rete Solare S.r.l. purchased from SunPower Malta Limited, a company subject to the management and coordination of SunPower Corporation, the 100% of the shares of Lira PV S.r.l.
7 June 2011
Nuova Rete Solare S.r.l. completed the purchase from the company Margherita S.r.l., of the entire shares of Solar Margherita S.r.l.
15 June 2011
Terna provided a loan of €250 million to the subsidiary Nuova Rete Solare S.r.l.. This loan, intended to cover the finance needs to develop the investment programme undertaken by NRTS is interest bearing to an amount calculated as the EURIBOR six-month rate plus a 2.40% spread. It was made with an initial duration of 18 years, although it is expected to be repaid earlier, without a penalty and, in particular, early repayment is compulsory if the control structure changes.
16 June 2011
The subsidiary Nuova Rete Solare S.r.l. purchased from the associate Rete Solare S.r.l., the photovoltaic projects relating to the plants of Villabona (Veneto) and Selargius (Sardinia), the latter already connected with RTN.
20 June 2011
In compliance with its methodology for government-related issuers, the ratings agency Moody's placed Terna’s long-term and short-term rating (A2 and P-1 respectively) under observation with a view to possibly downgrading the company, in the wake of Moody’s downgrading the rating of the Republic of Italy (Aa2) on 17 June.
22 June 2011
Terna incorporated TERNA Crna Gora d.o.o. in Montenegro, a limited liability company organised under the laws of Montenegro. The new company will be in charge of carrying out the activities for the authorisation, development and management of transmission infrastructures of the Italy-Montenegro electrical interconnection in the territory of Montenegro. TERNA Crna Gora will also be dealing with the promotion and development of new investment opportunities in the transmission sector associated with the development and management of new interconnection lines linking Montenegro with bordering countries and RES plant connection infrastructures in the same countries.
July 21, 2011
The Authority for Electricity and Gas (AEEG) has published the consultation document “Criteria for the definition of fees for the provision of transmission, distribution and metering services of electricity for the period 2012-2015” proposing initial directions related to cost determination for electricity transmission, distribution and metering services. Future consultation documents will deal with incentive mechanisms aiming at investment promotion, discipline of economic conditions for the connection service and regulation of system costs.
July 25, 2011
Terna S.p.A. signed an agreement with the European Investment Bank for a €325 million loan aiming at strengthening the Italian electricity transmission system to guarantee the safety and efficiency standards required from a transmission service. The loan will mature in 2030. The economic conditions include an annual cost for the loan equal to the Euribor 6-month rate, increased by a margin of 50 basis points.
July 28, 2011
The subsidiary NRTS signed a loan contract with a duration of 18 years. The total maximum value of the refinancing transaction amounts to €252 million aims to refinance the investments sustained to develop the photovoltaic plant portfolio held by Rete Rinnovabile using non-recourse project financing. On 10 August 2011, the subsidiary NRTS repaid a share early (of €230 million) of the €250 million obtained by Terna on 15 June 2011. It is specified that following the disbursement of the new loan on 20 October 2011, on that same date, NRTS repaid the residual share (€20 million) of the inter-company loan to Terna.
September 14, 2011
The "corrective manoeuvre bis" approved by Italian Law Decree no. 138 of 13 August 2011, converted into Law by Parliament on 14 September, amongst other matters, amended regulations of the "Robin Hood" tax, establishing an increase for three financial years, from the current additional IRES rate of 6.5% to 10.5% as well as the extension of this additional rate to include companies from the electricity and gas distribution and transmission companies and to companies in the renewable energies sector. It therefore follows that for Terna and the subsidiary TELAT, the total IRES tax rate comes to 38%.
September 16, 2011
The deed of merger by incorporation of the subsidiaries Reno Solar 2 S.r.l, Lira PV S.r.l and Solar Margherita S.r.l into NRTS S.r.l was stipulated, with effect from 19 September 2011.
October 24, 2011
In implementation of the agreement signed on 29 July 2011, SunTergrid S.p.A. and RTR Holding III S.r.l. (the "Buyer"), a subsidiary of Terra Firma, completed the transfer to the Buyer of 100% of the share capital of Nuova Rete Solare S.r.l. The agreed price (the "Enterprise Value") of the transaction amounted to €264 million.