Interim report
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NPG CO. TRANSELECTRICA SA Half-yearly Report January - June 2025 referință (03-01-24) 29,80 final perioadă (31-12-24) 37,70 minim (29-03-24) 28,20 maxim (20-08-24) 48,60
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Key figures 3 Financial data 4 Operational data 21 ETG Development 26 Significant events 32 Other Aspects 40 Annexes 46
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Half-yearly report January - June 2025 REPORT ON THE ECONOMIC - FINANCIAL ACTIVITY OF NPG CO. "TRANSELECTRICA" SA in accordance with the provisions of art. 67 of Law no. 24/ 2017 amended by Law no. 11/2025 on the capital market and Regulation no. 5/ 2018 issued by the Financial Supervisory Authority (ASF) for the period ending June 30, 2025 Report date: August 14, 2025 Company name: NPG CO. TRANSELECTRICA SA, a company managed under a two-tier system Headquarters: Bucharest, 2 – 4 Olteni Str., Sector 3 , Postal Code 030786 Telephone/fax: number 021 303 5611/ 021 303 5610 Code with the NOTR: 13328043 Order number with the TR: J2000008060404 LEI code (Legal Entity Identifier) 254900OLXOUQCC90M036 Date of establishment of the Company: 31.07.2000/ GEO 627 Share Capital: RON 733,031,420, subscribed and paid up Regulated market on which the issued securities are traded: Bucharest Stock Exchange, Premium category Main characteristics of the securities issued: 73,303,142 shares with a par value of 10 RON/share, dematerialised, registered, ordinary, indivisible, freely tradable shares since 29.08.2006 under the symbol TEL Market value: RON 4,178,279,094.00 (57.00 RON/share at 30.06.2025) Accounting standard applied: International Financial Reporting Standards Auditing: The half-yearly financial statements as at 30.06.2025 are unaudited. The amounts corresponding to December 31, 2024 are audited by the external financial auditor.
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Half-yearly report January - June 2025 RESPONSIBLE PERSONS' STATEMENT To the best of our knowledge, the standalone simplified interim financial statements as at and for the six - month period ended June 30, 2025 have been prepared in accordance with International Accounting Standard 34 - "Interim Financial Reporting", and they provide a true and fair view of the financial position and profit and loss account of NPG CO. Transelectrica SA. This report contains accurate and complete information on the economic and financial situation and activity of NPG CO. Transelectrica SA. Bucharest, August 05, 2025 Ștefăniță MUNTEANU Directorate Chairman Victor MORARU Cătălin-Constantin NADOLU Cosmin-Vasile NICULA Florin-Cristian TĂTARU Directorate Member Directorate Member Directorate Member Directorate Member
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Half-yearly report January - June 2025 Page | 3 KEY FIGURES FINANCIAL HIGHLIGHTS OPERATIONAL RON 2.922 mn ▼ -38% Revenues 2.14% * ▼ - 0.13 pp OTC y/y y/y RON 456 mn ▲ 4% EBITDA 20.73 ▼ -0.4% Transported energy*** y/y TWh y/y RON 256 mn ▼ -3% Net profit y/y TWh 25.87 ▲ 2% Charged energy volume** y/y INVESTMENTS RON 197 mn ▼ -23% Acquisition of tangible and intangible assets y/y RON 319 mn ▼ -11% Fixed assets recorded in the accounts (commissioning) y/y OTC - Own Technological Consumption * Share of own technological consumption in the electricity taken by the electricity transmission grid (transported energy) . Data as of June 2025 are preliminary ** Charged quantity is defined as the quantity of electricity withdrawn from the electricity grids of public interest (transmission and distribution grids), less electricity exports *** Quantity transported is defined by the quantity of energy physically transported on the transmission grid Note: For ease of reading and understanding of the results, some figures presented in graphs and/or tables use million RON as the unit of measure and are rounded to this unit. This convention of presentation may, in some cases, lead to minor differences be tween the totalizing figures, the totals obtained by summing the component elements and the calculated percentages. Key figures H1 2025 vs H1 2024
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Half-yearly report January - June 2025 Page | 4 The summary of financial results as of June 30, 2025 is presented below. The semestrial financial results as of June 30, 2025 are unaudited and the expanded version of the quarterly financial results for the same period is presented in the Appendices to this Report. Standalone profit and loss account [million RON] H1 2025 H1 2024 Δ Δ (%) 1 2 3=1-2 4=1/2 Charged energy volume [TWh] 25.87 25.40 0.5 1.8% ALLOWED PROFIT ACTIVITIES Operating revenues 1,151 1,205 (54) (4%) Transmission and other revenues on the electricity market, of which: 1,119 1,046 73 7% Regulated tariff 925 801 124 16% Other revenues on the electricity market* 42 143 (101) (70%) Interconnection 151 102 49 48% Other revenues 32 159 (127) (80%) Operating expenses (741) (716) (24) (3%) System operating expenses (358) (355) (3) (1%) Repairs and maintenance expenses (60) (52) (8) (15%) Personnel expenses (202) (187) (14) (8%) Other expenses (121) (121) 1 0% EBITDA 410 489 (79) (16%) Depreciation (192) (172) (20) (12%) EBIT 218 317 (99) (31%) ZERO PROFIT ACTIVITIES Operating revenue 1,772 3,480 (1,709) (49%) System services revenues 281 251 30 12% Balancing market revenues 1,491 3,229 (1,739) (54%) Operational costs (1,726) (3,530) 1,805 51% System services expenses (235) (301) 66 22% Balancing market expenses (1,491) (3,229) 1,738 54% EBIT 46 (50) 96 193% ALL ACTIVITIES (PROFIT ALLOWED AND ZERO PROFIT) Operating revenues 2,922 4,685 (1,763) (38%) Operating expenses (2,466) (4,246) 1,780 42% EBITDA 456 439 18 4% Depreciation (192) (172) (20) (12%) EBIT 264 267 (3) (1%) Financial result 25 16 9 56% EBT- Profit before income tax 290 283 6 2% Income tax (33) (20) (13) (68%) Net profit 256 264 (7) (3%) * (+)Revenues positive impact, (+)Expenses negative impact **Energy market (ITC, reactive energy, OTC sales, energy swaps, emergency aid) Financial data
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Half-yearly report January - June 2025 Page | 5 Standalone statement of financial position [million RON] H1 2025 2024 Δ Δ (%) 1 2 3=1-2 4=1/2 Non-current assets Tangible assets 5,805 5,775 30 0,5% Assets representing rights of use under a lease - buildings 6 6 0 7% Intangible assets 296 312 (17) (5%) Financial assets 90 86 4 5% Total 6,197 6,179 18 0,3% Current assets Inventories 49 47 2 4% Trade and other receivables 2,672 3,779 (1,107) (29%) Cash and cash equivalents 971 672 299 45% Total 3,691 4,497 (806) (18%) Total assets 9,888 10,676 (788) (7%) Shareholders' Equity 5,794 5,815 (21) (0%) Non-current liabilities Long term deferred revenues 671 537 133 25% Long term borrowings 2 8 (6) (75%) Other non-current liabilities 329 338 (9) (3%) Total 1,001 883 118 13% Current liabilities Trade and other liabilities 2,988 3,862 (873) (23%) Short-terrm borrowings 19 24 (6) (24%) Other loans and assimilated debts - Current building lease liabilities 7 7 - 4% Other current liabilities 75 73 2 2% Capital gains tax payable 4 13 (9) (71%) Total 3,092 3,978 (886) (22%) Total liabilities 4,094 4,861 (768) (16%) Total shareholder's equity and liabilities 9,888 10,676 (788) (7%) Standalone cash flow statement [million RON] H1 2025 H1 2024 Δ Δ (%) Net cash from operating activities 480 281 199 71% Net cash used in investment activity (162) (235) 73 31% Net cash used in financing activities (18) (38) 19 52% Net increase/decrease in cash and cash equivalents 299 8 291 n/a Cash and cash equivalents as of January 1st 672 519 152 29% Cash and cash equivalents at the end of the period 971 527 444 84%
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Half-yearly report January - June 2025 Page | 6 OPERATIONAL RESULTS I. Volume of charged energy In H1 2025, the total amount of electricity charged for electricity market services ( 25.87 TWh) showed a slight increase of 1.8% compared to the same period in 2024 (the difference between the two periods was 0.5 TWh). Allowed profit segment Operating revenues The allowed profit activities segment recorded a 4% decrease in revenues (RON 1,151 million in H1 2025 compared to RON 1,205 million in H1 2024) mainly due to a RON 44 million decrease in revenues from OTC transactions, a RON 44 million decrease in conjunctural revenues from emergency aid (RON 60 million) and OTC capitalization (- RON 23 million). Operating revenues from activities with profit allowed (RON million) The increase in revenues from transmission and other energy market revenues (RON 1,119 million in H1 2025 compared to RON 1,046 million in H1 2024) was mainly influenced by the increase in the quantity of electricity, as well as by the tariff approved by ANRE, which led to an appreciation of revenues from regulated tariff by RON 124 million (+16%) compared to the same period of the previous year. Between January-June 2025, revenues from the allocation of interconnection capacity increased from RON 102 million in H1 2024 to RON 151 million in H1 2025 (+48%). The interconnection capacity allocation market is fluctuating, with prices evolving according to demand and the need of electricity market participants to purchase interconnection capacity. Thus, the growth over the analyzed period has been influenced by the supply and demand price formation model. The implicit allocations, where capacity and energy are provided simultaneously, are strongly influenced by changes in the price of electricity on the European exchanges. The interconnection capacity allocation mechanism consists in organizing annual, monthly, daily and intra - day auctions. Auctions on the Romania -Serbia border, long-term auctions on the borders with Hungary and Bulgaria and short -term auc tions on the borders with Moldova and Ukraine are explicit - only transmission capacity is auctioned, while daily (borders with Hungary and Bulgaria) and intra -day (borders with Hungary and Bulgaria) auctions are implicit - they are allocated simultaneously with energy and capacity, through the coupling mechanism. On June 8, 2022, the Core FB MC (Core Flow -Based Market Coupling) was put into operation, thus initiating the day-ahead flow-based market coupling in the Core capacity calculation region. The Flow-Based Market Coupling mechanism optimizes the European electricity market for 13 countries ( Austria, Belgium, Croatia, Czech Republic, France, Germany, Hungary, Luxembourg, Netherlands, Poland, Romania, Slovakia, and Slovenia). On March 18, 2025, the Intraday Auctions (IDA) project was launched for Romania's bidding borders (Romania - Bulgaria and Romania -Hungary). In accordance with Article 55 of Commission Regulation (EU) 2015/1222 of July 24, 2015 establishing guidelines on capacity allocation and con gestion management it is necessary to set intraday capacity prices. Thus, on the basis of ACER Decision No 01/2019 on the Methodology for intrazonal intrazonal capacity pricing, an auction mechanism has been introduced to fulfill this objective. This is the so called Intra-Trading Auction - "IDA" which means the implicit auction of intra -Trading Transactions for the simultaneous matching of orders from different bidding zones and allocation of available intra -Trading Transzonal Intra -Trading Capacity at the bidding zone borders by applying a market coupling mechanism. Starting from 2025, by ANRE Decision no. 2624/10.12.2024 for the approval of the method for covering the expenses forecast for 2025 from the revenues obtained from the allocation of cross -border interconnection capacity, it was approved to incur ETG maintenance expenses for certain major and minor maintenance projects from the revenues obtained from the allocation of cross-border interconnection capacity. Extending market coupling has the effect of making energy prices uniform across Europe, which is also one of the main objectives of Regulation (EU) 2015/1222 42 159 32 102 801 H1 2024 151 925 H1 2025 1.205 1.151 143 -54 Other Other revenue electricity market* Interconnection Transmission tariff * ITC , reactive energy, Grid losses transactions, energy exchanges, emergency energy assistance
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Half-yearly report January - June 2025 Page | 7 "establishing guidelines on capacity allocation and congestion management". Revenues from Inter TSO Compensation (ITC) amounted to 14.4 million RON in H1 2025, higher (+2.7 million RON) compared to the same period in 2024 when they amounted to 11.6 million RON, and mostly originate from scheduled electricity exchanges with countries considered perimeter countries of the mechanism, namely Ukraine and Republic of Moldova. As of July 01, 2024, Ukraine joined the ITC mechanism and was no longer considered a perimeter country. As a result, the exchanges taken into account were only those with the Republic of Moldova. In general, Romania is a paying country under the mechanism, but exceptionally, income can also be recorded from monthly settlements. Revenues recorded under the ITC mechanism showed an increase in H1 2025 with the following mentions: although the energy exchanges with the perimeter countries taken into account were only those with the Republic of Moldova, they increased by about 2 times; the tariff value for exchanges with perimeter countries was 2.5 EUR/MWh until May 14, 2025 and 1.5 EUR/MWh from May 15, 2025 onwards, comp ared to 3 EUR/MWh in 2024. Revenues from the trading of energy for own technological consumption ( OTC) were mainly derived from the sale of surplus energy resulting from the difference between the long and medium -term forecast and the short -term forecast ( per settlement interval) on the Intra -day Market managed by OPCOM and respectively from the difference between the forecast OTC and the OTC actually realized ( per settlement interval) on the Balancing Market. In H1 2025, the Company recorded lower revenues from energy trading for OTC (RON 26.1 million) compared to the same period of 2024 (RON 70.1 million), i.e. - RON -44 million. Revenues from trading on the Intrad ay Market were about 16% higher than the revenues realized in the similar period of the previous year, as a result of the increase in energy sold on the intraday market following forecast corrections as close as possible to the time of delivery, as well as slightly higher prices on this market. Revenues from transactions on the Balancing Market were 3 times lower, given that the OTC recorded in H1 2025 was lower than in the same period of the previous year. Given the increase in the share of solar and wind power generation, there is an increase in the supply of energy in the peak intervals and an increase in the share of very low and even negative price intervals for short-term market prices. Revenues from emergency aid In the January-June 2025 period, there were revenues from emergency aid in the amount of RON 0.3 million compared to RON 60 million revenues recorded in January-June 2024. In H1 2025, emergency aid was granted to Serbia (month of March) due to the accidental shutdown of groups in this country. Revenues from capitalization of own technological consumption (OTC) Starting from September 30, 2022, the Company applies the provisions of GEO no. 119/2022, whereby the additional costs of electricity purchase incurred in the period from January 1, 2022 to March 31, 2025 to cover own technological consumption, compared to the costs recognized in regulated tariffs, are capitalized on a quarterly basis and the assets resulting from capitalization are depreciated over a period of 5 years from the date of capitalization. Thus, the Company recorded in H1 2025 income from OTC capitalization in the amount of RON 0.9 million (compared to RON 23.9 million income recorded in H1 2024), representing additional OTC calculated as the difference between the net cost of OTC acquisition and the cost of OTC included in the regulated tarif f, for the period from January 01 to March 31, 2025. Operating expenses In the segment of activities with profit allowed, expenses (including depreciation and amortization) increased by 5% (RON 933 million in H1 2025 compared to RON 888 million in H1 2024), mainly influenced by the increase in ETG maintenance and repair expenses, personnel expenses , depreciation and amortization and system operation expenses. Of the system operating expenses category, the largest impact was ITC expenses. Operating costs of activities with profit allowed (million RON) OTC: In the period January-June 2025, the costs of energy purchase to cover own technological 172 192 121 121 52 60 187 202 355 H1 2024 358 H1 2025 888 933 System operating expenses Personnel expenses Repairs and maintenance expenses Other operating expenses Depreciation
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Half-yearly report January - June 2025 Page | 8 consumption amounted to RON 288 million, lower by 3% (- RON 8 million) compared to the amount of RON 296 million recorded in H1 2024, considering a number of aspects, mainly: due to its characteristics, OTC in the Electricity Transmission Grid ( ETG) is strongly dependent on weather conditions, on the structure of electricity production and consumption at the national level, on the distribution of electricity flows in the internal transmission grid and on the interconnection lines with neighboring power systems, its value being very little to not controllable at all in the conditions of an interconnected and coupled regional power market; as a result of weather conditions and flows on interconnection lines, the OTC value recorded in the first semester of 2025 was 6% lower than that recorded in the previous year; compared to 2025, in the first three months of 2024, following the provisions of GEO no. 153/2022 amending and supplementing GEO no. 27/2022, NPG CO. Transelectrica SA purchased electricity to cover 75% of the quantity related to the OTC forecast validated by the Centralized Electricity Purchase Mechanism (MACEE), at the regulated price of 450 RON/MWh; Starting April 1, 2024, the centralized electricity purchase mechanism (MACEE) was amended by GEO no. 32/2024, in the sense of: reducing the regulated purchase price to 400 RON/MWh removing the obligation for generators to participate in the mechanism changing the period of application of the mechanism from 31.03.2025 to 31.12.2024 allowing other producers with production capacities below 10MW to participate in the mechanism. The changes introduced by GEO 32/2024 led to a gradual exit from the support scheme and a return to competitive market mechanisms. As a result, as of 01.01.2025, the energy needed to cover the OTC was purchased in a proportion of about 50% through bilateral contracts, at an average price for the first semester of 2025 of 478 RON/MWh. The removal of the price-regulated MACEE mechanism, increased consumption and low temperatures in February, as well as lower hydropower generation have led to increased imports and higher energy prices in the short -term markets compared to the same period in 2024. The price of DAM is highly dependent on weather conditions (droughts, precipitation, extreme events) and European ma rket prices. The Day -ahead market is an unpredictable market with a high degree of volatility, with prices increasing by as much as 30 - 40% within a week. From July 01, 2024, a number of changes to the Regulation on Terms and Conditions for Balancing Parties, in line with the requirements of the European Codes, came into force, which have led to very high prices in the Balancing Market. These prices show a high degree of volatility and uncertainty, but are still below the 2024 peaks. The technological own consumption recorded in the analyzed period was about 6% lower than in the same period of 2024, leading to lower costs resulting from the coverage of energy imbalances in this market compared to the same period of 2024. The average net price of energy purchased on all markets in H1 2025 was 589 RON/MWh, higher than the price in the same period of 2024, i.e. 478 RON/MWh. Average purchase prices* (RON/MWh) *the average price was calculated at net value (purchases - sales) The acquisition mix (net quantitative) shows the following components in the two periods analyzed: OTC purchase mix by markets (net quantities, GWh) Inter TSO Compensation (ITC) expenses In the period January-June 2025 these expenses were higher by 11 million RON compared to the same period of the previous year. They are established in the framework of mechanism of compensation/dispensation of the effects of the use of the transmission electricity network (ETG) for electricity transits between the TSOs that have joined this mechanism within the ENTSO-E. 445 464 871 478 665 Forward contracts DAM + Intraday Balancing 1.172 +7% +43% +35% H1 2024 H1 2025 62% 75% 30% 18% 8% 7%H1 2024 H1 2025 473 444 FM DAM/IM Balancing
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Half-yearly report January - June 2025 Page | 9 The factors influencing the values of costs/revenues with the ITC mechanism are the electricity exchanges - import, export, transit on the NES interconnection lines, correlated with the electricity flows transited at the level of all countries participating in the mechanism. Energy consumption expenses - consumption of internal services of ETG stations In order to carry out the activity of electricity transmission i n stations and to operate the National Energy System safely, the Company has to purchase electricity to cover the consumption of internal services consumption in high voltage stations under the Company's management. These expenses decreased by the amount of RON 4.9 million in H1 2025 (RON 20.6 million) compared to H1 2024 (RON 25.6 million). OTC expenses transit RED (acc. to ANRE decision) In June 2025, OTC expenses related to additional transits of electricity from the networks of concessionary distribution operators at the voltage level of 110 kV (for the quota assigned to the OTS) were recorded in the amount of RON 17.4 million. By ANRE Decisions no. 278 0/20.12.2024 and no. 2781/20.12.2024, the forecast OTC quantities and the corresponding costs related to the additional transits of electricity from the 110 kV electricity grids for 2025 were approved for the companies Rețele Electrice România S.A. and Distribuție Energie Oltenia S.A. The expenses for repairs and maintenance of ETG amounted to RON 58 million, higher by RON 11 million compared to H1 2024. Starting from 2025, by ANRE Decision no. 2624/10.12.2024 for the approval of the method for covering the expenses forecast for 2025 from the revenues obtained from the allocation of cross -border interconnection capacity, it was approved to incur ETG maintenance expenses for certain major and minor maintenance projects from the revenues obtained from the allocation of cross-border interconnection capacity. Depreciation and amortization expenses show an increase of RON 20 million mainly influenced by t he recording of depreciation and amortization expenses (RON +10 million), calculated at the revalued value of tangible assets as at December 31, 2024, correlated with the commissioning of investment works and the receipt of assets. At the same time in H1 2025 the expenses with amortization of intangible assets -OTC additional intangible assets amounted to RON 45.5 million and showed an increase compared to H1 2024 ( RON +10 million). The additional costs with the purchase of electricity realized in the period from January 1, 2022 to March 31, 2025, in order to cover own technological consumption, compared to the costs included in the regulated tariffs, were capitalized on a quarterly basis, and the assets resulting from the capitalization are amortized over a period of 5 years from the date of capitalization. Allowed profit operating result The allowed profit activities recorded a positive result in the amount of RON 218 million in H1 2025, down by RON 99 million compared to the result in the amount of RON 317 million achieved in H1 2024, in the context of a decrease in operating revenues by RON 54 million and an increase in operating expenses (including depreciation and amortization) by RON 45 million. EBIT structure profit activities allowed (million RON) Zero profit segment The segment of zero-profit activities recorded a decrease in revenues (RON -1,709 million) from RON 3,480 million in H1 2024 to RON 1,772 million in H1 2025, mainly due to the decrease in revenues on the balancing market (RON -1,739 million) due to the prices recorded on the balancing market, concomitant with the appreciation in revenues from system services (RON +30 million), at the tariff approved by ANRE, co mpared to the same period of the previous year , in the context of a 1.8% increase in the quantity. The segment of zero-profit activities also recorded a significant decrease in costs (RON -1,805 million) driven by the lower amount of expenses on the balancing market. Balancing market revenues/expenses were more than 2 times lower in H1 2025 compared to H1 2024. The balancing market was mainly influenced by the following: The evolution of contractual imbalances recorded at the level of electricity suppliers on the balancing market; the evolution of hydraulicity; developments in electricity generation and consumption; there has been a continuation of accelerated growth in installed power at prosumers; 1.205 888 1.151 933 Revenues Expenses -4% +5% 317 218 EBIT -31% H1 2024 H1 2025
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Half-yearly report January - June 2025 Page | 10 an improvement in control/monitoring at the suppl ier level for the output of prosumers they have in their portfolio and increased concern at the supplier level for estimating/adjusting prosumers' output forecasts in relation to their contractual position; For the next period from 2025 it is important to correctly assess the production -consumption balancing, and the most important elements that will have a significant impact on the evolution of the balancing market are: The regional and European context of the evolution of the electricity market, ANRE's regulatory framework for adjusting the functioning of the balancing market, consumption trends and the impact of prosumers on the electricity market, precipitation and temperature forecasts, solar and wind production trends, hydro developments, national electricity generation and consumption trends, behavior of market participants, the evolution of contracting in pre-balancing markets. Revenues from system services increased by 30% compared to the same period last year (RON 281 million in H1 2025 compared to RON 251 million in H1 2024), driven by the increase in the amount of electricity delivered to consumers ( +1.8%) at the tariffs approved by ANRE for these services. The purchase of system services/balancing capacity is carried out by the Company based on the needs established by the National Energy Dispatching (NED), an organizational unit within the Company, which is responsible for ensuring the stability and safety of the NES operation, in confomitate with the provisions of ANRE Order n o. 127/08.12.2021 for the approval of the Regulation on terms and conditions for balancing service providers and frequency stabilization reserve providers and the Regulation on terms and conditions for parties responsible for balancing and for the amendment and repeal of some orders of the President of ANRE, with subsequent amendments and additions. In H1 2025, the Company has contracted reactive power from the Hydroelectric Power Generation Company "Hidroelectrica" SA., according to: ANRE Decision No. 2281/2024, on granting the exemption for the transmission and system operator to purchase reactive electricity for voltage regulation in the network on the basis of the market, Transelectrica's Decisions approving the maximum prices for the purchase of reactive energy system service for voltage regulation in the transmission grid; the achievements confirmed by the National Energy Dispatch. The amount of expenses on system services/balancing capacity in H1 2025, showed a decrease (22%) compared to the same period in 2024. On the balancing capacity market, in line with the trend on the balancing market in H1 2025, there has been a downward trend in the purchase price for RRFa in the upward and downward trend in the upward trend for RRFa in the upward and downward trend in the downward trend for RRfm in the downward trend since May 2025: the average purchase price in the first semester of 2025 for RRFa at growth - 60.51 RON/hMW, the average purchase price in the first semester of 2025, for RRFa at reduction - 62.75 RON/hMW; the average purchase price in the first semester of 2025, for RRFm at increase - 36.57 RON/hMW; average purchase price in the first semester of 2025, for RRFm at reduction - 38.09 RON/hMW. For the following period of 2025 , we estimate that a significant impact on the evolution of the costs for the purchase of system services/balancing capacity through daily and directional auctions at Transelectrica level will have: - The market behavior of registered participants in the balancing capacity market, - ANRE's regulatory framework for the electricity market, price evolution on the balancing market, - as well as the regional and European context of the evolution of the electricity market. Operating result - zero profit EBIT generated by the zero-profit activities recorded a positive result in H1 2025 in the amount of RON 46 million, compared to H1 2024 (RON -50 million). For the system services activity, according to ANRE regulations the surplus/deficit of income compared to of the recognized costs resulting from the performance of this activity is to be compensated by ex -post tariff correction (negative/posit ive correction) applied by ANRE in the tariff in the years following the one in which the respective surplus/deficit was recorded. The surplus/deficit of income compared to the costs resulting from the carrying out of this activity is calculated by tariff programming periods. II. Financial Result The net financial result recorded in H1 2025 in the net amount of RON 25 million, compared to the result of
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Half-yearly report January - June 2025 Page | 11 RON 16 million in the same period last year, was mainly influenced by the dividends received from the subsidiary OPCOM SA in the amount of RON 22 million, as well as by the increase in interest income received during the period under review. In the two periods analyzed, the level of income and expenses from exchange rate differences was mainly influenced by the volume of transactions related to the market coupling business segment in conjunction with the evolution of the exchange rates of the national currency against the euro. The evolution of the RON/EUR and RON/USD exchange rates in H1 2025 is shown in the following graph: Exchange rate evolution III. Company gross profit (EBT) Total operating revenue The total operating revenues realized in H1 2025 recorded a 38% decrease compared to the same period of the previous year (RON 2,922 million in H1 2025 compared to RON 4,685 million in H1 2024), in the context of the significant impact of the reduction in revenues from zero -profit activities as well as of the conjunctural revenues ( emergency aid , other conjunctural revenues). Total operating expenses Total operating expenses (including depreciation and amortization) incurred in H1 2025 decreased by 40% compared to the same period of the previous year RON 2,658 million in H1 2025 compared to RON 4,418 million in H1 2024 in the context of the significant impact of the reduction in expenses from zero -profit activities. The gross result recorded a higher amount during the period under review, from RON 283 million in H1 2024 to RON 290 million in H1 2025, mainly due to a 1.8% increase in the quantity of electricity delivered to consumers, higher regulated tariff revenues, interconnection revenues and revenues from system services. The dynamics between the result recorded in H1 2025 compared to H1 2024, broken down by the constituent components of the result, is shown in the following chart: Dynamics of EBT components (million RON) IV. Net result The gross result influenced by the corporate income tax amounting to 33 million RON in H1 2025 compared to 20 million RON in H1 2024 leading to a net result at the end of H1 2025 amounting to 256 million RON, down from 264 million RON in H1 2024. 4,30 4,40 4,50 4,60 4,70 4,80 4,90 5,00 5,10 5,20 jan feb mar EURO USD apr may jun EBT H1 2024 9 Net financial result EBIT zero profit EBIT allowed profit EBT H1 2025 283 290 96 99
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Half-yearly report January - June 2025 Page | 12 FINANCIAL POSITION I. Non-current assets Non-current assets recorded in the first semester of 2025 compared to December 2024, a slight increase in the amount of RON 18 million, determined by the increase in the net value of tangible \ assets (RON +30 million) concomitant with the decrease in the net value of intangible fixed assets (RON -17 million). Assets related to rights of use of leased assets - buildings Assets related to the rights of use of leased assets - buildings represent the right of use of the premises leased by the Company in the Platinum office building, in accordance with IFRS 16 - Leases. As of October 01, 2020 the lease agreement valid for a period o f 5 years entered into force. As of June 30, 2025, the net accounting value of the right to use the premises leased by the Company in the Platinum office building amounts to RON 7 million. Intangible assets Intangible assets in progress at June 30, 2025 show a balance of RON 28 million represented by projects in progress, the most significant of which are: - Modernization of the electronic messaging system within CN Transelectrica SA - RON 12.9 million; - Development of dedicated software necessary to determine the quantities of reserves using the probabilistic method - RON 5.9 million; - Power Quality Monitoring System (PQMS) - 3 million RON; - Development of MARI platform - RON 2.5 million; - Program for the off -line calculation of short -circuit currents, verification of protection settings, determination of system equivalents and simulation of fault scenarios in power grids - RON 2.6 million. In the first semester of 2025, there were transfe rs from intangible assets in progress to intangible assets in the amount of RON 13.2 million, of which the most important are: - Replacement of hardware components, updating and development of the specific applications of the Balancing Market Platform - II DAMAS, component of purchase of migration and upgrade services, specific applications of the Balancing Market - RON 11.5 million; - Off-line program for the realization of individual network models, steady-state calculation, cross-border capacity calculation, conversion module format CGMES (according to ENTSO -E requirements), in order to program and operate the NES on various time horizons - 1.1 million RON. As of September 30, 2022, the Company applies the provisions of GEO no. 119/2022, whereby the additional costs with the purchase of electricity realized in the period from January 1, 2022 to March 31, 2025, in order to cover its own technological consumption and technological consumption, respectively, compared to the costs included in the regulated tariffs, are capitalized on a quarterly basis. Thus, the capitalized costs are amortized over a period of 5 years from the date of capit alization and are remunerated at 50% of the regulated rate of return approved by the National Energy Regulatory Authority, applicable during the amortization period of such costs and are recognized as a separate component. At June 30, 2025, for the first half of 2025, additional OTC capitalization income in the amount of RON 0.9 million (non-monetary in nature) was recorded, representing additional costs of electricity purchase to cover own technological consumption compared to the cost recognized in the tariff. The net accounting value of intangible assets resulting from the capitalization of additional OTC amounted to RON 253 million. II. Current assets Current assets as of June 30, 2025 (RON 3,691 million) decreased by 18% compared to December 31, 2024 (RON 4,497 million), due to the decrease in receivables. Trade receivables decreased by 19% compared to December 31, 2024 (RON 2,702 million at December 31, 2024 compared to RON 2,179 million at June 30, 2025). The most significant developments were: operational activity customers which, due to the decrease in the volume of transactions resulting from the coupling of energy markets (Q2 2025 compared to Q4 2024) , generated a lower balance of receivables from operational activity (RON 1, 413 million as at June 30, 2025 compared to RON 1,899 million as at December 31, 2024). Customers - balancing market which, due to the decrease in the volume of transactions in the balancing market in the second quarter of 2025 compared to the fourth quarter of 2024, also led to a decrease in the balance of customers' receivables from contracts concluded for this type of activity (RON 641 million as of June 30, 2025 compared to
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Half-yearly report January - June 2025 Page | 13 RON 668 million as of December 31, 2024). The main customers in balance on the electricity market are represented by: Bursa Română de Mărfuri, IBEX, MAVIR, Ciga Energy SA, Electrica Furnizare SA, Hidroelectrica, OPCOM, RAAN, PPC ENERGIE SA, JAO. Their share is 62.8% of total trade receivables. Customers - support scheme , which recorded a decrease in the first semester of 2025 (RON -12 million) mainly determined by the decrease in the invoiced amount for the collection of the monthly contribution. The Company carries out the activities related to the bonus support scheme for the promotion o f high - efficiency cogeneration, as administrator of the support scheme, in accordance with the provisions of HGR no. 1215/2009, "the main tasks being the monthly collection of the cogeneration contribution and the monthly payment of bonuses". As of June 30 , 2025, the Company has receivables receivable in the amount of RON 121 million, represented by invoices issued related to the bonus support scheme for the promotion of high efficiency cogeneration, of which mainly: - overcompensation for the period 2011 -2013 in the amount of RON 76.70 million, respectively from RAAN - RON 63.46 million and CET Govora SA - RON 13.23 million; - undue bonus for 2014 in the amount of RON 3.91 million, respectively from RAAN - RON 1.98 million and CET Govora - RON 1.93 million; - undue bonus for 2015 in the amount of RON 0.56 million, respectively from CET Govora - RON 0.53 million, Interagro - RON 0.03 million; - undue bonus for 2020 in the amount of RON 0.52 million from Donau Chem; - uncollected contribution for cogeneration from suppliers of electricity consumers in the amount of RON 20.5 million, respectively from: Transenergo Com - RON 5.9 million, Petprod - RON 4.4 million, Romenergy Industry - RON 2.7 million, RAAN - RON 2.4 million, UGM Energy - RON 1.5 million, CET Govora - RON 0.9 million, KDF Energy - RON 0.5 million, etc. Up to the date of this report, the Company has collected all the receivables related to overcompensation of the activity related to the support scheme for 2024 (amount of RON 8.6 million) from Contourglobal Solutions, as well as the amount of RON 8.4 million from the undue bonus established by ANRE Decisions for 2024, from the following producers: Bepco SRL, Electro Energy Sud, Electrocentrale București, Electrocentrale Craiova, Electroutil aj SA, Municipiul Iași, Soceram SA, Termoficare Oradea, Thermoenergy Group and Vest Energo. Other receivables as of June 30, 2025, amounting to RON 221 million decreased by 5% (RON -10 million) compared to the amount recorded as of December 31, 2024 and mainly include: sundry debtors (RON 117 million), of which: late payment penalties assessed on defaulting customers in the amount of RON 81 million (of which RON 25. 85 million are penalties related to the support scheme). The highest late payment penalties were recorded by customers: Romelectro ( RON 24.5 million ), RAAN (RON 16.9 million), Electromontaj ( RON 11.5 million ), CET Govora ( RON 9.6 million), OPCOM ( RON 4.3 million), Total Electric Oltenia ( RON 3.3 million ), Multiservice G&G SRL ( RON 2.2 million ), Petprod (RON 1.9 million ), ISPE Proiectare și Consultanță (RON 1.1 million ), GE Digital Services Europe ( RON 0.8 million). Impairment adjustments were recorded for penalties calculated for late payment of receivables from operating activities compensation due from suppliers for non -delivery of electricity: Arelco Power (RON 0.99 million), Enol Grup (RON 2.54 million) and Next Energy Partners (RON 8.39 million). The receivable to be recovered from OPCOM representing VAT related to the contribution in kind to the subsidiary's share capital in the amount of RON 4.52 million. amounts received as a subsidy in the amount of 38.1 million RON related to the ETG connection contracts; expenses recorded in advance in the amount of RON 22.4 million mainly represented by the pole tax (RON 10.9 million), domestic and international contributions (RON 4 million), taxes and duties related to 2025 (RON 2.1 million), OTC (RON 1.9 million), ANRE annual contribution related to 2025 (RON 1.3 million), insurance policies (RON 1.1 million), rent and maintenance of office building (RON 0.8 million) and others; other social receivables in the amount of RON 4.6 million representing sick leave paid by the employer to employees, amounts to be recovered from the National Health Insurance House, in accordance with the legislation in force. Advances to suppliers paid at June 30, 2025 represented by debtor suppliers for services rendered in the amount of RON 287 million decreased significantly (RON -483 million) compared to December 2024 when they amounted to RON 770 million.
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Half-yearly report January - June 2025 Page | 14 The balance mainly represents amounts from the transactions related to the price coupling mechanism ICP - Interim Cou pling Project, SIDC - Single Intraday Coupling, SDAC - Single Day-ahead Coupling and IDA - "IntraDay Auction" (MAVIR - RON 201 million, IBEX - RON 70.2 million and JAO - RON 15.5 million). The kick-off of the successful SDAC Single Day -ahead Coupling SDAC Single Day -ahead Coupling took place on October 28, 2021 and is the result of the cooperation between the Designated Electricity Market Operators (DSOs) and the Transmission and System Operators (TSOs) from Bulgaria and Romania, respectively IBEX EAD, OPCOM SA, ESO EAD and Transelectrica. The aim of the SDAC is to create a single pan -European cross -border day -ahead energy market. As the transfer agent for Romania's bidding zone, NPG CO. Transelectrica SA has the role of settling the energy traded between OPCOM SA and IBEX. The launch of Flow Based Market Cuupling in the Core region on 08 June 2022 represented the transition from the ICP - Interim Coupling Project to FBMC - Flow Based Market Cuupling, optimizing the European electricity market for 13 countries: Austria, Belgium, Croatia, Czech Republic, France, Germany, Hungary, Luxembourg, the Netherlands, Austria, Belgium, Croatia, Czech Republic, France, Germany, Hungary, Luxembourg, the Netherlands, Poland, Romania, Slovakia, Slovenia and Romania. In the FBMC project, Transelectrica acts as both Shipper (Transfer Agent) and CCP - Central Counterparty. As CCP, the Company has the t ask of transferring the financial flows generated by the electricity flows as a result of the coupling process. Since March 18, 2025, a new coupled electricity market, IDA - "IntraDay Auction", which involves cross - border transactions of electricity, betwe en OPCOM and the electricity markets of neighboring EU countries, Hungary and Bulgaria, has been put into operation. Also in this activity, the Company retains its role as Shipper (Transfer Agent). VAT recoverable in the amount of RON 184 million is related to the settlements for the period March - June 2025, of which up to the date of this report, the amount of RON 58 million has been collected, representing the value added tax claimed for refund for March 2025. Impairment adjustments existing in the balance at June 30, 2025, calculated for trade receivables and related penalties, amount to RON 198 million. The highest are recorded for JAO (RON 30.6 million), CET Govora (RON 24.6 million), Romelectro (RON 24.5 million), Arelco Power (RON 14.5 million), Total Electric Oltenia SA (RON 14.9 million) , Romenergy Industry (RON 13.5 million ), Elsaco Energy (RON 9.3 million), OPCOM (RON 9.1 mill ion), RAAN (RON 8.5 million), Next Energy Partners (RON 8.4 million). Liabilities Non-current liabilities in the amount of RON 1,001 million as of June 30, 2025 increased by 13% compared to the amount recorded as of December 31, 2024, which was RON 883 million. Interest-bearing liabilities As of June 30, 2025, the amount of non-current borrowings decreased compared to December 31, 2024 (-6 million RON), mainly due to repayments under existing loan agreements , while the amount of current borrowings also decreased by 24%. Between January and June 2025, current liabilities decreased by 22% from RON 3,978 million at December 31, 2024 to RON 3,092 million at June 30, 2025, mainly due to a decrease in trade and other payables. Impact in the evolution of trade payables had: suppliers on the energy market which decreased by RON 663 million and recorded a balance amounting to RON 1,590 million as at June 30, 2025 compared to RON 2,253 million as at December 2024. This evolution was mainly influenced by: - The decrease in the balance of liabilities related to operating activities by RON 544 million, influenced by the supply and demand pricing model for electricity market coupling. The implicit allocations, in which capacity and energy are simultaneously provided for, were strongly influenced by changes in the price of electricity on the European power exchanges. Suppliers on the electricity market are mainly represented by: MAVIR, IBEX, Hidroelectrica SA, OPCOM, S Complexul Energia Oltenia SA, CIGA Energy SA, Bursa Română de Mărfuri, Joint Allocation Office, Nova Power&Gas, OMV Petrom SA. At June 30, 2025, their share in total energy suppliers is 69%. - The decrease in the balance "Balancing market liabilities" by RON 85 million was mainly determined by the decrease in the volume of transactions recorded on the balancing market in the second quarter of 2025 compared to the fourth quarter of 2024. - The decrease in liabilities related to the support scheme to suppliers (producers) by RON 34 million was determined by the decrease in the amount of the
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Half-yearly report January - June 2025 Page | 15 monthly bonus for high efficiency cogeneration in June 2025 compared to December 2024. suppliers of fixed assets decreased by 10% (RON -15 million) due to the payments that fell due, suppliers other activities also decreased by 13% ( RON -10 million), mainly represented by the category of debts related to services rendered by third parties not due. "other liabilities" decreased by 14% (RON -191 million), from the balance of RON 1,372 million at December 31, 2024 to RON 1,181 million at June 30, 2025. The structure of "other liabilities" is as follows: sundry creditors in the amount of RON 285 million (decreased by RON 100 million compared to December 31, 2024) and are mainly represented by the net position of the support scheme on high efficiency cogeneration, debt position (RON 265.7 million), contracts for solution studies for connection to ETG (RON 16.4 million), royalty Q2 2025 (RON 1.8 million), guarantees and other (RON 1 million), Trade receivables as of June 30, 2025 amounting to RON 389 million ( decreased by RON 445 million compared to December 31, 2024) and mainly represent amounts received in advance under transactions related to price coupling mechanisms amounting to RON 386.44 million ICP (Interim Coupling Project), SIDC (Single Intraday Coupling), SDAC (Single Day -ahead Coupling), FBMC (Flow Based Market Coupling) and IDA (Intra Day Auction ), from: BRM (RON 293.8 million), IBEX (RON 46.1 million), MAVIR (RON 21.3 million), JAO (RON 1.2 million) and OPCOM (RON 24.1 million), the dividends due to the Company's shareholders as of June 30, 2025 in the amount of RON 279.4 million, increased significantly ( RON 0.1 million as of December 31, 2024). the liability for fixed assets related to the rights of use of leased assets - buildings, in accordance with IFRS 16 - Leases, amounted to RON 7 million, other current liabilities in the amount of RON 219.9 million are mainly represented by guarantees of good payment of electricity market contracts concluded by Transelectrica in the amount of RON 197 million, VAT not chargeable in the reporting period in the amount of RON 17 million and the estimated global minimum tax for the Group, as a result of the application of the provisions of Law no. 431/2023 on ensuring a global minimum level of taxation of multinational enterprise groups and large national groups in the amount of RON 5.6 million. III. Shareholders' equity Shareholders' equity decreased slightly, mainly due to the recording of the distribution of net profit for 2024 as dividends to be distributed to shareholders in 2025 in the amount of RON 279 million. Thus equity at the end of the first half of 2025 amounted to RON 5, 794 million compared to RON 5,815 million at December 31, 2024.
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Half-yearly report January - June 2025 Page | 16 SHARE EVOLUTION Symbol: TEL ISIN: ROTSELACNOR9 Type: Shares Segment: Main Category: Premium Status: Tradeable The first half of 2025 started with a trading price of 37.70 RON/share, opening the path towards the maximum price of the period of 57.00 RON/share recorded at the end of the period on June 30, 2025 which generated a maximum return to shareholders of about 51%. The final price of the period gave TEL shares a market capitalization of RON 4,178 million. The variation in the return on TEL shares compared to the BET , BET-NG and BET -EF oscillated during the period under analysis and recorded on June 30, 2025, a positive evolution with an increase of 39 p.p. compared to the BET, BET-NG and BET-EF. The trading of TEL shares during the first semester of 2025 on the Romanian stock market recorded 17,500 transactions with an average number of 146 transactions/day and 2,464,296 shares traded, with a total value of RON 115,944 thousand. TEL share evolution Transelectrica shares are part of the structure of the following stock market indices: BET | BET -TR | BET - TRN | BET-XT | BET-XT-TR | BET-XT-TRN | BETPlus | BET-NG | BET -EF | BET -BK. The most representative for the Company are: BET index (Bucharest Exchange Trading - the benchmark index of the capital market that reflects the evolution of the 20 most liquid companies listed on the regulated market of the BVB), the BET -NG index (Bucharest Exchange Trading Energy & Related Utilities - sector index reflecting t he evolution of energy and utilities companies listed on the regulated market of the BVB). the BET -EF index (Bucharest Exchange Trading Energy, Utilities And Financials Index - sector index that reflects the evolution of companies in the energy, utilities and financials sectors, excluding investment funds listed on the regulated market of the BVB). According to the latest periodic adjustment date recorded on June 13, 2025, TEL shares have a weight of 2.00% in the BET index, 3.46% in the BET-NG index and 2.57% in the BET-EF index. Internationally, TEL shares are included in the MSCI Frontier and MSCI Romania indices. The evolution of the TEL share in relation to these two indices is shown in the graph opposite: -6% 0% 6% 12% 18% 24% 30% 36% 42% 48% 54% TEL vs BSE Indexes (01.01.2025-30.06.2025) TEL% BET% BET-NG% BET-EF% TEL 51,2% BET 12,0% BET-NG 12,4% BET-EF 12,5% 10 lei 20 lei 30 lei 40 lei 50 lei 60 lei TEL reference (30-12-24) 37,70 the final period (30-06-25) 57,00 minimum (03-01-25) 39,10 maximum (30-06-25) 57,00
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Half-yearly report January - June 2025 Page | 17 MAIN RISKS AND UNCERTAINTIES Analyzing decision -making issues under conditions of risk involves an assessment of decision alternatives and their consequences, taking into account the uncertainty of the effects of decisions. Risk management at Company level involves the identification, evaluation and implementation of control measures to optimize results, in accordance with legal provisions and accepted volatility limits. The identified risks are periodically and systematically analyzed, recorded in the Risk Register and monitored through specific sheets and plans for the implementation of control measures. From a financial risk management perspective, the Company's financial results in the first half of 2025 were exposed to a number of risks generated both by the financial instruments used and by the specific operating framework of a regulated monopoly. These risks include: investment risk, foreign currency risk, liquidity risk, counterparty risk, risk relating to provisions in financing agreements, credit rating deterioration risk (a significant event during the period), interest rate risk, regulatory risk, risk of non -compliance with legal requirements and tax risk. The main risks identified and their specific analysis for the first half of 2025 are presented below: Interest rate fluctuation In order to limit the impact of interest rate fluctuations on the Company's liquidity, non-current borrowings with fixed interest rates were contracted and the most favorable interest rates were negotiated for current borrowings. In the first six months of 2025, interest rates on the domestic money market showed relative stability, with ROBOR 1M fluctuating between 5 .8% and 6.91%, with an average value of 6.14%. The Company is exposed to interest rate risk primarily through its short -term floating rate revolving line of credit, which was undrawn as of June 30, 2025. The non-current euro-denominated borrowings are fixed rate. The Company continuously monitors macr oeconomic indicators and this risk did not materialize during the period under review. exchange rate movements Currency risk expresses a probability of incurring losses from international trade contracts or other economic relations (depreciation RON vs. currencies), due to the change in the exchange rate in the period between the conclusion of the contract and its maturity. One way to avoid such effects is to include a currency clause or price revision clause in the contract. The application of various ex tra-contractual measures may relieve the Company from the presence of negative effects. To limit the impact of exchange rate fluctuations, the Company negotiates, through its specialized department, the best exchange rates and constantly monitors macroeconomic indicators. To honor its obligations in foreign currency, the Company has opened fo reign currency accounts with commercial banks within the Romanian banking system. Overall, currency risk in the first 6 months of 2025 was determined by a combination of internal and external factors, including fiscal policies, the domestic political situation and global financial market trends. Although the NBR ensured that the exchange rate remained stable, economic and political uncertainties, in particular the presidential elections in May, contributed to increased volatility. In the first half of 20 25, the Company managed currency exposure mainly stemming from payments for equipment imports and potential revenues from interconnection contracts. Fluctuations in the leu/currency exchange rate during this period had a significant impact, with the average Euro exchange rate for the first half of 2025 being RON 5.0042. 5,7994 5,7796 5,7729 5,7320 6,8557 6,9115 5,9328 5,9321 5,9181 5,8970 7,0176 7,1235 5,9922 6,0017 5,9881 5,9865 7,1205 7,1965 0 5 10 15 20 25 Jan Feb Mar Apr May Jun ROBOR 1M ROBOR 3M ROBOR 6M
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Half-yearly report January - June 2025 Page | 18 provisions in the financing agreements Under the financing agreements, there are clauses on compliance with certain financial indicators (covenants), the breach of which may entail, subject to prior notice and a reasonable time, early payment of the financing facilities. Some financing facilities also contain penalty clauses in the event of early repayment. In the first half of 2025, the Company has complied with the covenants (covenants) stipulated in the existing financing agreements, maintaining a very low leverage ratio. credit risk : a fin ancial loss due to the inability or unwillingness of a contractual partner to fulfill its contractual obligations. This risk arises mainly from trade receivables. The invoicing and collection process from customers was efficient during the period under rev iew, with payment deadlines being met or insignificant deviations occurring. price risk Transelectrica is not directly exposed to fluctuations in energy market prices, as its revenues are largely derived from regulated tariffs for electricity transmission services. However, market volatility may indirectly affect the Company by influencing energy demand. If energy prices increase significantly on the free market, consumers may try to reduce their consumption or migrate to cheaper contracts, which may alter the volume of energy transported by Transelectrica. National and European energy policies, governmental decisions and ANRE (National Energy Regulatory Authority) regulations can influence prices, such as energy transition policy or changes in taxes and duties. Increases or decreases in renewable generation capacity (wind, solar) can lead to significant fluctuations in energy prices, especially during periods of extreme weather (wind or solar). One measure to manage this risk is to work with ANRE to peri odically adjust electricity transmission tariffs to reflect operating costs and necessary investments, taking into account fluctuations in the energy market. Investments in technology and advanced energy management can make the Company more flexible in the face of energy market fluctuations. Due to the unpredictability of the energy market (which can result in significant cost increases associated with OTC), this risk can affect the Company in a variety of ways, and its impact can be magnified by the volatility of domestic and international energy markets. In the first half of 2025, energy prices on the domestic and international markets showed a slight upwar d trend. Although Transelectrica is not directly exposed, the evolution of prices is monitored to assess the potential indirect impact on volumes transported. counterparty risk This is the risk that, in a financial transaction, the counterparty does not fulfill its contractual obligations. Assessing the creditworthiness of the counterparty (credit ratings, financial analysis) and requesting guarantees are measures that the Company uses to monitor, manage and deal with this type of risk. In the short term, Transelectrica has contracted a line of credit to finance the bonus support scheme for high efficiency cogeneration, with a variable interest rate calculated according to the ROBOR 1M reference. In the contractual relationships carried out in the first half of 2025, the Company carefully monitored counterparty risk. No other significant counterparty risk exposures were identified, given the high quality of most of the trading partners. macroeconomic risk - budget deficit According to the most recent forecasts from the European Commission and economic observers, Romania's budget deficit for 2025 is estimated at around 8.6% of GDP. This projection takes into account the fiscal consolidation package implemented at the end of 2024, but signals that a significant correction from the government's original target of 7% of GDP is needed. Addressing this imbalance will require either austerity measures or tax increases. In order to finance the budget deficit, Romania has increased the level of public debt to 54.6% of GDP in January 2025, according to Finance Ministry data, with clear prospects of an increase to 60%+ this year. This increase in debt has raised questions about long - term fiscal sustainability and contributed to fina ncial market volatility. 4,9751 4,9770 4,9768 4,9773 5,0690 5,0500 4,8092 4,7800 4,6044 4,4408 4,4923 4,3797 4 4,2 4,4 4,6 4,8 5 5,2 Jan Feb Mar Apr May Jun Ron/Eur Ron/USD
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Half-yearly report January - June 2025 Page | 19 The lack of deficit reduction measures could lead to the suspension of EU funds, financing interest rate hikes and credit rating downgrades, affecting Transelectrica directly and indirectly through various economic, fiscal and regulatory channels. Transelectrica, being involved in grid modernization and European interconnection projects, may be affected by delays in strategic projects. A large deficit usually leads to higher interest rates on the domestic market. In the case of investment loans from Transelectrica (e.g. network modernization projects, digitalization, etc.), the Company may face higher interest rates, thus increasing the cost of capital. Budget deficits are often associated with a depreciation of the leu, which affects companies with cost components in foreign currency. Although the impact of a budget deficit is significant, Transelectrica has several advantages: The activity of electricity transmission is an activity of general interest in the field of electricity, authorized and monitored by a public authority, with the character of a natural monopoly; It has ANRE regulations that provide a certain stability of revenues; It is listed on the BVB, so has relatively good access to capital. These risks may influ ence the Company's ability to invest, maintain its profit margins and deliver returns to shareholders. The Company attaches great importance to analyzing the risk environment and early identification of possible risks that may arise in the future as well as the use of early warning systems. The Company does not limit itself to dealing with the consequences of events that might occur, but adopts a reactive management style, implementing preventive measures, taken in advance, aimed at mitigating the occurrence of possible risks. risk of non-compliance with legal requirements The risk of Transelectrica not complying with legal requirements refers to the possibility of not complying with certain obligations under national or European legislation, which may have significant consequences for its business. The liquidity of the Company could be affected by penalties caused by non -compliances signaled during the periodic control activities of the authorized bodies (ANAF, CCR, MFP, etc). liquidity risk - this represents the risk that Transelectrica may not be able to honor its payment obligations when due. A prudent liquidity risk management policy involves maintaining a sufficient level of cash, cash equivalents and financial availability through adequately contracted credit facilities. The Company monitors th e level of projected cash inflows from the collection of trade receivables as well as the level of projected cash outflows for the payment of trade and other payables. The Company pays particular attention to effective cash management by effectively managi ng cash flows and optimizing surplus liquidity to meet financial obligations as they fall due, as well as the availability, if necessary, to draw on appropriate credit facility financing. For situations requiring working capital financing, the Company util izes current borrowings in the form of revolving lines of credit. During the first half of 2025, the Company maintained an adequate level of liquidity. Operating cash flows were positive, ensuring the Company's ability to honor its short-term obligations. Other risks that may influence the Company's financial performance include: risk of deterioration in credit rating as a result of worsening financial indicators, the macroeconomic and political climate and/or worsening of the Company's financial performance. This risk reflects a complex of factors, with a potential effect on the increase of financing costs in the credit market, which may significantly affect the Company in view of a possible need for capital to be attracted to finance the investment plan un der the ETG 2024-2033 Development Plan. On March 18, 2025, Moody's rating agency revised the credit rating outlook from "stable" to "negative" for the Company, maintaining the long -term credit rating at Baa3 and BCA at ba1. This change is a direct consequ ence of the change in the outlook of Romania's sovereign rating by Moody's on March 14, 2025. By monitoring the elements analyzed by the rating agency, such as liquidity, revenues, debt structure, covenants, working capital, the Company is not in financial distress but the change in outlook as a result of the sovereign rating may influence financing costs and a decrease in investor interest.
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Half-yearly report January - June 2025 Page | 20 investment risk In the first half of 2025, Transelectrica continued the implementation of its investment plan (CAPEX) for the modernization and expansion of the transmission network, constantly monitoring the execution status of major projects and the evolution of costs. Efforts were focused on meeting deadlines and early identification of any potential risks of budget overruns or delays. The Company also carried out regular reviews of the profitability prospects of these investments, thereby ensuring prudent capital allocation and seeking to maximize long-term economic benefits. During the period under r eview ( H1 2025), Transelectrica has actively monitored the performance of subsidiaries providing essential services, assessing their ability to support the operations of the parent company. Efforts were focused on ensuring the continuity and quality of the services provided, early identification of potential operational or financial risks at the level of the subsidiaries and implementation of the necessary preventive measures to minimize the impact on Transelectrica's business. Thanks to the proactive ma nagement of risks associated with the investment in assets and the subsidiaries' performance, the potential negative impact was effectively mitigated during the first half of 2025. technical and operational risks The materialization of risks of a technica l nature or resulting from non -compliance with existing procedures or systems, generated by employee behavior or external events, could negatively impact the Company's business. During the period under review, the risk exposure remained at a similar level as in the previous year. No major technical or operational events with significant financial impact were identified in the first half of 2025. legislative risk Refers to the possibility that changes in government legislation, regulations or policies could adversely affect the Company. In 2025, the Government implemented several changes affecting income taxes, VAT and corporate taxes. These changes were often implemented in a short timeframe and required companies to adapt quickly, increasing the risks of non -compliance due to the difficulty in understanding and implementing the new regulations. According to Emergency Ordinance No. 156/2024, published in Official Gazette No. 1,334 of December 31, 2024, the tax rate on dividend income was increased from 8% to 10%, starting with dividends distributed after January 1, 2025. This change applies to all dividends distributed, regardless of the year in which the profit was realized. However, for dividends distributed on the basis of interim financial statements prepared during 2024, the tax ra te remains at 8%, with no subsequent recalculation after regularization based on the annual financial statements. The Company continuously monitors and adapts to new tax and regulatory changes to ensure compliance with new legislative requirements. No si gnificant instances of non -compliance were identified in the first half of 2025 as all tax returns were filed on time. The introduction of new taxes, such as the "pole tax" (construction tax), may create uncertainty and risks regarding the financial impact borne by the Company, which owns extensive infrastructure ( stations, transformer stations, power lines, etc.). The Ministry of Finance has set a reduction to 0.5% - tax for private companies, and 0.25% for state -owned companies. This tax measure may dis courage investment and affect long-term economic development.
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Half-yearly report January - June 2025 Page | 21 NES ENERGY BALANCE Analyzing the changes in the components of the energy balance in January - June 2025 compared to the same period in 2024, there is a slight decrease by 0.6% in net domestic consumption 1 and a decrease by 10% in net energy production. Physical cross -border trade in physical exports was down 11% in H1 2025 compared to the same period in 2024, while imports increased by 54%. Energy balance (TWh) In terms of electricity consumption at the NES level, January ( -1.76%) and March ( -3.71%), May ( -2.53%) and June ( -9.52%), recorded decreases in consumption, except for February (+6.12%) and April (+1.12%) which recorded increases in consumption. The significant increase in consumption recorded in February 2025 was largely influenced by the average monthly temperature, which recorded -2.10⁰C compared to February 2024, which recorded +6.0⁰C. As for the consumption decreases in the mentioned months, they have a decreasing trend from one month to the next, as the daily solar radiation range increases in length with another words, along with the increase in prosumer energy production (the amo unt that is not 1 the values do not include the consumption related to own services in the power generation plants; the net consumption value includes losses in the transmission and distribution networks, consumption of pumped storage hydro stations and storage consumption measured), there is a decrease in the measured consumption at the national level. The months January through April 2025 include the energy injected into the grid by prosumers, but without their internal consumption. As for the net energy produced for May and June, this does not include the quantities of energy fed into the grid by prosumers. Also, for June 2025 the values for renewables and hydro are provisional and do not include the quantities of energy fed into the grid by storage batteries. PRODUCTION MIX Regarding the generation mix, in the period January to June 2025 compared to the same period of 2024, there was a decrease on all components respectively, from Thermo sources 3% , Nuclear 1%, Hydro 25%, Renewables 2%. At the end of the first semester of 2025, the production from batteries totaled 68.95 GWh, while the value recorded for prosumers was 434 GWh. Analyzing the weights of the components of the net generation mix for the period January to June 2025, it can be observed that the largest share of 32% is accounted for by the Thermo component followed by Hydro component 27%, while Renewables and Nuclear have a share of 19% and 20% respectively. Net electricity generation mix (TWh) NATIONAL PRODUCTION PARK In the period January to June 2025, the installed capacity of thermal power plants , compared to the same period in 2024, showed a slight increase of about 0.2%, from 5,477 MW installed on June 30, 2024 to 5,490 MW installed on June 30, 2025. As of May 14, 2025, installed capacity at storage facilities totaled 240.7 MW, and as of June 1, 2025, installed capacity at prosumers totaled 2,726 MW Operational data 26.13.3H1 2025 23.65.7 26.33.7H1 2024 26.23.7 Import Net internal production Export Net internal consumption
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Half-yearly report January - June 2025 Page | 22 On July 01, 2025, the gross installed capacity in the NES totaled 19,246 MW, with the following structure by primary energy sources: coal - 2,762 MW (2,162 MW net), hydrocarbons - 2,727 MW (2. 198 MW net), nuclear - 1.413 MW (1.300 MW net), hydro - 6.686 MW (6.363 MW net), wind - 3.091 MW (3. 034 MW net), photovoltaic - 2.427 MW (2. 326 MW net), biomass - 139 MW (127 MW net). The installed capacity for the period January-June 2025 compared to January-June 2024 is shown in the following graphs: Installed capacity H1 2025 (19,246 MW. gross value) Installed capacity H1 2024 (18,319 MW. gross value) CROSS-BORDER FLOWS The physical flows of both imports and exports on each border are shown below: Physical flows (GWh) The distribution of import (H1 2025: 5.7 TWh, H1 2024: 3.7 TWh) / export (H1 2025: 3.3 TWh, H1 2024: 3.7 TWh) physical flows on the interconnection lines in the period January - June 2025 compared to January - June 2024 is as follows: export decreased on the border with Bulgaria, Hungary, Ukraine and increased on the border with Serbia and Moldova, and imports increased on the border with Bulgaria, Serbia, Hungary, Ukraine and decreased on the border with Moldova. Specifically, compared to January-June 2024, physical export flows decreased on the border with Bulgaria (-39% -760GWh), Hungary ( -17% -18GWh) and Ukraine (-67% -142GWh) and increased on the border with Serbia (+131% +324GWh ) and Moldova (14% +171 GWh). Compared to H1 2024, there was a 56% increase in import trade and a 34% decrease in energy transited, against the backdrop of much lower hydro compared to last year at this time of year and generally lower domestic electricity consumption compared to the same period in 2024 , except in February and April when consumption increased at the NES level. The trade includes the amount of electricity imported and exported as a result of Transelectrica S.A.'s participation as an operational member in the European Imbance Netting (IGCC) platform, starting December 17, 2021. On July 01, 2024, at 00:00, the RFP -TEL frequency - exchange power regulator block belonging to Transelectrica S.A., was updated in terms of the activation of RRFa type reserves, their activation being carried out in the order of merit of the prices offered by 28.5% 7.3% 29.4% 34.7% 54.6% 2.5% 42.9% Wind Biomass Photovoltaic 5,657 Thermal Nuclear Renewable Hydro 29.9% 7.7% 26.1% 36.2% 63.2% 2.9% 34.0% Wind Biomass Photovoltaic 4,790 Thermal Nuclear Renewable Hydro 831 248 794 212 825572 971 69 Serbia import 105 87 Hungary export Hungary import 1,925 Bulgaria export Bulgaria import Serbia export Ukraine export Ukraine import Moldova export 98 57 1,172 1,805 1,165 1,537 1,376 1,2181,389 Moldova import -18 +633 -760 +706 +324 +177 -142 +552 +171 -41 H1 2024 H1 2025
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Half-yearly report January - June 2025 Page | 23 the participants, with the optimization cycle at 4 seconds. With this update, Transelectrica, the Romanian Transmission and System Operator, complies with the legal obligations established by the European Commission Regulation (EU) 2017/2195 of August 2, 2017 establishing a guideline for the operation of the electricity transmission system (Article 21), being technically ready to join the European balancing platform for the automatically ac tivated frequency restoration reserve, PICASSO. On the Hungarian border, the utilization is 100%, both import and export, as the short -term auctions are implicit (capacity and energy are allocated simultaneously), and since January 2023, the long -term auctions have completely switched from the Physical Capacity Rights allocation mechanism to the Financial Capacity Rights allocation mechanism (the capacity allocated in the annual and monthly auctions is no longer a physical right that can be used by the participant, but only a financial right of the participant). Total allocated capacity utilisation (%) The degree of utilization of the total capacity rights on a border and direction, is the ratio expressed as a percentage between the energy corresponding to the realized (notified) trade on a monthly basis and the energy corresponding to the total capacity rights. OWN TECHNOLOGICAL CONSUMPTION Due to its characteristics, the Own Technological Consumption (OTC) in the Electricity Transmission Grid (ETG) is strongly dependent on weather conditions, on the structure of electricity production and consumption at national level, on the distribution of electricity flows in the internal transmission grid and on the interconnection lines with neighboring power systems, its value being very little to not controllable in the conditions of an interconnected and coupled regional energy market. Factors that significantly influenced the OTC in the January - June 2025 period, such as precipitation and the distribution of cross -border physical flows, are not under Transelectrica's control. OTC EVOLUTION FACTORS In January 2025 the OTC decreased compared to January 2024 by 8%, as a result of more advantageous physical import/export flows on the interconnection lines on the borders with Ukraine, Hungary and Republic of Moldova, which led to reduced transmission of energy at a distance fr om the sources, and weather conditions characterized by lower precipitation amounts, which led to lower corona losses. The percentage of losses relative to energy entering the ETG decreased from 2.25% in 2024 to 2.09% in 2025. Energy entering the contour decreased by 0.8% in January 2025 (31.4 GWh) compared to the same period in 2024, as a result of a 17.6% (583.5 GWh) increase in energy received from ETG-connected generators and a 29.4% (69 GWh) increase in energy received from DERs, as energy received fr om imports increased by 119.2% (621.1 GWh). In February 2025 OTC decreased compared to February 2024 by 9%, as a result of more favorable physical import/export flows on the interconnection lines on the borders with Ukraine and Hungary, which led to reduce d transmission of distant energy to sources, and much more favorable weather conditions characterized by lower precipitation amounts, which led to lower corona losses. The percentage of losses relative to energy entering the ETG decreased from 2.17% in 202 4 to 1.95% in 2025. 81.3 Moldova export 48.8 Moldova import Bulgaria export 100.0100.0 Hungary export 77.2 100.0100.0 Hungary import 33.6 28.2 35.3 34.2 Bulgaria import 22.2 16.2 Serbia export 30.7 21.1 Serbia import 53.2 49.2 Ukraine export 73.3 81.3 Ukraine import 35.4 0pp 0pp -5pp -1pp -6pp -10pp -4pp +8pp +46pp -28pp H1 2024 H1 2025
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Half-yearly report January - June 2025 Page | 24 The energy entering the contour increased by 1.2% (44.5 GWh) in February 2025 compared to the same period in 2024, as a result of an increase also of 133.7% (592.7 GWh) in energy received from imports, while energy received from ETG-connected generators decreased by 13.8% (402.7 GWh) and energy received from DERs decreased by 51.7% (145.4 GWh). In March 2025 the OTC increased compared to March 2024 by 3.2%, mainly as a result of more unfavorable physical import/export flows on the inter connection lines on the borders with Serbia and Bulgaria, which led to increased transmission of energy away from the sources, and more unfavorable weather conditions characterized by higher precipitation amounts, which led to increased corona losses. The percentage of losses relative to energy entering the ETG increased from 2.24% in 2024 to 2.31% in 2025. Energy entering the con contour decreased by 0.2% (6.3 GWh) in March 2025 compared to the same period in 2024, as a result of a 14.5% (412.2 GWh) decrease in energy received from ETG-connected generators and a 4.3% (11.2 GWh) decrease in energy received from DERs, as energy received from imports increased by 78.6% (417.2 GWh). In April 2025 the OTC increased compared to April 2024 by 0.8%, as a result of a 3.7% increase in energy entering the ETG contour, as physical import/export flows were more advantageous on interconnection lines on all borders except the one with the Republic of Moldova, leading to a reduction in the transmission of energy away from the sources, and weather conditions were characterized by lower precipitation amounts, which led to a decrease in the corona losses. The percentage of losses relative to energy entering the ETG decreased from 2.44% in 2024 to 2.37% in 2025. Energy entered into the contour increased by 0.76% in April 2025 (116.7 GWh) compared to the same period in 2024, as a result of a 38% (256.2 GWh) increase in energy received from imports, as energy received from DERs decreased by 9.9% (29.3 GWh) and energy received from ETG-connected generators decreased by 5.1% (110.2 GWh). In May 2025 the OTC increased compared to May 2024 by 1.1%, as a result of a 5.4% increase in energy entering the ETG contour, as well as weather conditions characterized by higher precipitation amounts, which led to higher corona losses, as physical import/export flows were more advantageous on interconnection lines on all borders, leading to a reduction in the transmission of energy away from sources. The percentage of losses relative to energy entering the ETG decreased from 2. 36% in 2024 to 2.27% in 2025. The energy entered into the meter increase d by 5.39% in May 2025 (160.8 GWh) compared to the same period in 2024, as a result of a 2.18% (42.6 GWh) increase in energy received from generators connected to the ETG, a 14.88% (38.0 GWh) increase in energy received from the DER, and a 10.33% (80.2 GWh) increase in energy received from imports. In June 2025 the OTC decreased compared to June 2024 by 24.7%, as a result of the decrease in the energy entering the ETG contour, more advantageous physical import/export flows on the interconnection lines on the borders with Ukraine, Hungary and Serbia, which led to a reduction in the transmission of energy distant from the sources, and weather conditions characterized by lower precipitation amounts, which led to a decrease in the corona losses. The percentage of losses relative to energy entering the ETG decreased from 2.21% in 2024 to 1.88% in 2025. The energy entered into the meter decreased by 11.26% in June 2025 (375. 8 GWh) compared to the same period in 2024, as a result of a 20.54% (481.9 GWh) decrease in energy received from generators connected to the ETG, while energy received from imports increased by 7.68% (59.5 GWh) and energy received from DERs increased by 21.41% (46.6 GWh). 252 240 H1 221 204 H2 473 444 Total -5% -8% -6% 2,22 2,34 2,272,11 2,18 2,14 H1 H2 Total -0,11pp -0,16pp -0,13pp 2024 2025 *Grid losses physical value = Grid losses purchased value - Grid losses value sold Grid losses* (GWh) OTC (%)
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Half-yearly report January - June 2025 Page | 25 Conclusions For the first half of 2025 as a whole, the OTC in the ETG decreased by 6% compared to the same period of 2024, as a result of the decrease in the energy entering the ETG in June, but mainly due to more advantageous physical flows on the interconnection lines, particularly those on the borders with Ukraine and Hungary, and more favorable weather conditions in January, February, April and June, characterized by lower amounts of precipitation, which led to a reduction in the corona losses. Relative to the energy entering the ETG contour, losses decreased from 2.27% to 2.14%, as the energy entering the ETG in the first half of 2025 was only 0.4% below the previous year.
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Half-yearly report January - June 2025 Page | 26 FIXED ASSETS RECORDED IN THE ACCOUNTS The total net value of tangible assets showed an appreciation at June 30, 2025 compared to December 31, 2024 being driven by the increase in the value of tangible assets in progress concurrent with the recording of depreciation of tangible assets. The value of fixed assets recorded in the accou nts in January-June 2025 amounted to RON 319.5 million (RON 358.7 million in the same period of 2024), a decrease of RON 39 million. The largest transfers from tangible assets in progress to tangible assets are mainly represented by the commissioning of investment objectives, the most significant of which are listed below: Transition to 400 kV voltage of the axis Porțile de Fier - Reșița - Timișoara - Săcălaz - Arad - Stage I - 400kV s.c. OHL Porțile de Fier - (Anina) - Reșița - RON 176.8 million; Increasing the operational reliability of the Argeș - Vâlcea network area, realization of the 400 kV Arefu Station and installation of a 400 MVA, 400/220 kV 400/220 kV HV - RON 83.4 million; 400 kV d.c. Gutinaș - Smârdan OHL (Phase I of financing) - RON 30.7 million; Increasing the transmission capacity of the 220 kV Stejaru - Gheorgheni - Fântânele - 14.8 million RON; Optimization of the operation of the existing 400kV OHL in the NES, used in interconnection and for power evacuation from the Cernavodă nuclear power plant and renewable energy plants in Dobrogea, by installing on-line systems (SMART GRID type) - RON 4.8 million; Replacement of the interior heating and air conditioning installation of the administrative building of Bucharest's U.T.T headquarters ( S.F+P.T+C.S ) - RON 2.7million; Site clearance and realization of coexistence conditions between DN 69 connection road with A1 and 220 kV Arad - Calea Aradului OHL - RON 1.9 million; The purchase of the 49.6% share -part held by Smart SA in the Păltiniș Training Center - RON 1.7 million; Refurbishment of the 400 kV Isaccea Station - Phase I - Replacement of compensation coils, related cells and 400 kV Stupina cell - RON 1 million. TANGIBLE AND INTANGIBLE ASSETS Purchases of tangible and intangible fixed assets in H1 2025 amounted to RON 196.6 million, down compared to the same period of 2024 when purchases amounted to RON 256.2 million. The balance of tangible fixed assets under construction according to the financial position as at June 30, 2025, amounting to RON 834 million, is represented by projects in progress, the most significant of which are listed below: 400 kV d.c. Gutinaș - Smârdan OHL – RON 281.7 million; Retrofitting of the 400/110 kV Pelicanu transformer station - RON 66.2 million; Installation of two modern means of reactive power compensation in the 400/220/110/20kV stations Sibiu Sud and Bradu - RON 58.8 million; Increasing the degree of security of supply to consumers in the southern area of Bucharest, connected to the 400/220/110 KV South Bucharest station - RON 58.6 million; 220 kV double circuit Ostrovu Mare – ETG OHL (H.CA no. 17/2007) - RON 50 million; Connection to the ETG of CEE 300 MW Ivești, CEE 88 MW Fălciu 1 and CEE 18 MW Fălciu 2 through the new (400)/220/110 kV Banca Station - RON 46.9 million; Upgrading of Isaccea 400 kV Station - Phase II - RON 43.5 million; Upgrade of the 400/110/20 kV Smârdan Station - RON 39.8 million; 400 kV Station Stâlpu - RON 38.3 million; 110 kV Medgidia Sud - RON 26.7 million; Upgrading of the 110 kV Timișoara 110 kV station and upgrading to 400 kV of the Porțile de Fier - Anina - Reșița - Timișoara - Săcălaz - Arad axis, phase II: 400 kV Timișoara station - RON 9.4 million; Power Quality Monitoring System (PQMS) - RON 8.6 million. ETG Development
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Half-yearly report January - June 2025 Page | 27 ANNUAL INVESTMENT PROGRAM The breakdown of investment expenditure as of June 30, 2025 by main chapters of the annual investment program is as follows: No. Categories of expenses Scheduled* Realized (million RON) (million RON) H1 2025 H1 2024 Grand total (A+B) 726.3 212.95 236.98 A Company's own expenses 613.00 201.56 220.70 B Investments financed from connection tariff 113.30 11.38 16.28 (*) PAI 2025 rev. A2 Thus, the degree of realization of the annual investment program as of June 30, 2025 is 29.3% compared to the Program and 49.0% compared to the budgeted Quarter I + II under the Grand Total and 32.9% compared to the Program and 51.0% compared to the budgeted Quarter I + II under the category of Company's own expenses. The realized value of the investments in the continued is RON 171.03 million and represents 84.9% of the Company's own investment expenses realized in 2025. The realized value of the investments financed from the connection tariff is RON 11.38 million, corresponding to the requests for execution of some works for network relocation or connection to the network of some producers. The investment program for 202 5 was revised twice until 30.06.2025. The Company's development plan for the next 10 years includes a complex investment program, which aims at strengthening energy security, digitalization and implementation of the SMART GRID concept, which will generate, on the one hand, increased capacity for integration of renewable energy into the system and on the other hand, increased interconnection capacity. With regard to the ETG's capacity to integrate new renewable generation units, the wind and solar potential of the Dobrogea (south -east of the country) and Banat (south -west of the country) regions should be mentioned. These regions, already congested, no longer allow for the integration of new capacity, but taking into account the investments underway as well a s those planned for these two regions alone, by 2027, there will be around 5,000 MW of additional capacity available. CONTRACTUAL ASPECTS The most important investment contracts signed in H1 2025 are: Transition to 400 kV of the Porțile de Fier - Anina - Reșița - Timișoara - Săcălaz - Arad axis. 400 kV Timișoara – Arad OHL, (stage III) – RON 185.21 million, Upgrading to 400 kV of the Teleajen station and modernization of the 110 kV Teleajen station - RON 161.95 million, 400 kV Suceava - Balti OHL for the portion of the project on the territory of Romania - RON 133.43 million. EUROPEAN FUNDS Cooperation between Transelectrica and the Politehnica University of Bucharest Investment in training young people is a basic objective for the Company. Transelectrica participates in the selection process initiated by the Politehnica University of Bucharest for the establishment and operationalization of a Consortium for the creation of a complet e professional route for technical education, where, together with UPB, it has submitted the application for funding for the implementation of the "Campus Dual Politehnica Bucharest" project. The project will run for a period of 3 years (maximum implementation deadline: until June 30, 2026). Starting from November 2023 and until now, NPG CO. Transelectrica S.A. is organizing internships for a number of 5 students enrolled in dual education at the Technical College of Post and Telecommunications "Gheorghe Airinei". Between January and June 2025, the 11 students of the "Gheorghe Airinei" Technical College of Post and Telecommunications in Bucharest, with whom we concluded individual contracts for practical training in dual education, continued their internshi ps within the Company. Meetings were also held for the appointment of specialists from the Company to be associate teachers in the dual degree program "Renewable Energy and Sustainable Technologies".
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Half-yearly report January - June 2025 Page | 28 In May 2025, the dual master's degree program "Renewable Energy Systems" at the National University of Science and Technology Politehnica Bucharest was approved by government decision. The first admission session for this master's program was also held in May, and the admission committee included a representat ive of the Company. Modernization Fund Currently 11 Financing Contracts are in progress: 1. Construction of a new 400 kV (d.c.) Medgidia Sud - Constanța Nord overhead power line, equipped with a single circuit; 2. Construction of a new 400 kV (1c) overhead power line Gădălin - Suceava, including interconnection to NES; 3. Stage II "Axul Banat", Construction of a new 400 kV overhead power line Reșița - Timișoara/Săcălaz, Upgrading of 110 /220 kV Timișoara station and conversion to 400 kV; 4. Stage III "Axul Banat", Construction of a new 400 kV overhead power line Timișoara/Săcălaz - Arad, Upgrading of Arad 110kV station to 400kV and construction of a new 400 kV Săcălaz station; 5. Upgrade to 400 kV the Brazi Vest -Teleajen-Stâlpu axis; 6. Pilot project - Upgrading of the 220/110/20 kV Alba Iulia station to a digital station concept; 7. Installation of two modern means of reactive power compensation in 400/220/110/20 kV Sibiu Sud and 400/220/110/20 kV Bradu stations; 8. Optimization o f the operation of the existing 400 kV OHL in the NES , used in interconnection and for power evacuation from the Cernavodă nuclear power plant and renewable energy plants in Dobrogea, by installing on -line monitoring systems (SMART GRID type); 9. Digitalization of the ETG through the installation of 2 online systems for Metering and management of electricity metering data on the wholesale market, and for Power Quality Monitoring; 10. DigiTEL Green pilot project - Retrofitting of the 220/110/20 kV Mostiștea station into a digital and low environmental impact station concept; 11. DigiTEL Power Lines of the Future Pilot Project - Transition of the 400 kV Isaccea -Tulcea West OHL from single circuit to double circuit. In January -June 2025, for projects 1 -11, in accordance with the provisions of the Financing Contracts, semi-annual progress reports for the second semester of 2024 and annual reports for 2024, as well as other categories of information requested by the Ministry (reports related to public procurem ent procedures, etc.) were prepared and submitted to the Ministry of Energy. Also, the Financing Contracts Officers participate, on a regular basis, in online technical meetings with the representatives of the Ministry of Energy in order to monitor the co ntracts financed from the Modernization Fund. In the period January -June 2025, Pre-financing Requests / Reimbursement Requests have been submitted for a total amount of 46.725.028,50 RON. Project " 400 kV d.c. Gutinaș Smârdan OHL" As regards the Project " 400 kV d.c. Gutinaș Smârdan OHL", financed by the Operational Program Large Infrastructure 2014 -2020, Priority Axis 8 - Intelligent and sustainable electricity and natural gas transmission systems, Specific Objective 8.1 - Increase the capacity of the National Energy System for the takeover of energy produced from renewable resources, in the period June-September 2024, 2 (two) reimbursement requests with a total reimbursed amount of 27.590.123,87 RON were submitted to the Managing Authority - POIM. With the signing of Financing Contract No. 146 of December 12, 2024, the Gutinaș -Smârdan 400 kV double circuit Overhead Power Line (OHL) project entered the Phase II of implementation starting January 1, 2025. This phase is financed by the Sustainable Development Program 2021 -2027 (code MySMIS2021+: 326878), benefiting from a non - reimbursable allocation of RON 100,339,057.89 from the Cohesion Fund. The initial phase, completed on December 31, 2024, was supported by the Operational Program Large Infrastructure 2014 -2020 (code MySMIS2014+: 129245), with a funding of RON 138,136,986.79 from the European Regional Development Fund. The public launch of the second phase was marked by the publication of the announcement in the national
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Half-yearly report January - June 2025 Page | 29 press on March 6, 2025, followed by the organization, on March 26, 2025, of the official meeting to start the execution of the Grant Contract No. 146/2024. In June 2025, the amount of RON 7,211,894.87, representing the non -reimbursable expenditure related to Reimbursement Request No. 1, financed by the PDD program 2021-2027, was received. The implementation of the Government Decision no. 174/2025 of February 27, 2025 was initiated, which approves the definitive removal of 0.1941 ha from the national forest fund and the temporary occupation of 32.6358 ha for the realization of the 400 kV d.c. Gutinaș-Smârdan OHL. The land concerned, locate d in the counties of Bacău, Vrancea and Galați, is to be handed over to NPG CO. "Transelectrica" S.A. within a maximum of 180 days of the entry into force of the decision, in compliance with the obligations regarding forest regeneration and compensation. REPowerEU Plan The REPowerEU Plan sets out a series of measures aimed at rapidly reducing Russia's dependence on fossil fuels and accelerating the green transition, while increasing the resilience of the EU energy system. The objective of the REPowerEU -funded investment is to increase flexibility and address bottlenecks in the electricity grid to accelerate the integration of additional renewable energy capacity and increase grid resilience, while strengthening cyber security by improving the ability to respond to cyber attacks. Following the signing of the Financing Contract between the General Secretariat of the Government (Reform and/or Investment Coordinator) and NPG CO. Transelectrica S.A. (Beneficiary) on 09.04.2024, related activities were carried out for the implementation of Investment 5. Digitalization, efficiency and modernization of the national electricity transmission grid (allocation EUR 56,237,200), financed b y the National Recovery and Resilience Plan, related to Component 16. REPowerEU , comprising the following Subinvestments: - Sub-investment 5a. - Installation of photovoltaic power plants (CEF) and electricity storage facilities to supply internal services installed in NPG CO. Transelectrica S.A. stations (allocation EUR 29,557,000); - Sub-investment 5b. - SMART SA - subsidiary NPG CO. Transelectrica S.A. (allocation EUR 18,240,000); - Subinvestment 5c. - Optimization of the communication network and creation of a data center -Teletrans SA, subsidiary NPG CO. Transelectrica S.A. (allocation EUR 8,440,200). On 09.04.2024 the Financing Contract for the implementation of this investment was signed betwe en NPG CO. Transelectrica S.A. and the General Secretariat of the Government, as the Coordinator of the reform and/or investment. Between January and March 2025, weekly and bimonthly reports on the status of the implementation of Investment 5 were submitted to the General Secretariat of the Government. Also, for Subinvestment 5a. - Installation of photovoltaic power plants (PPPs) and electricity storage facilities for the supply of internal services installed in Transelectrica stations during the reference period, transfer requests amounting to RON 597,595.04 were prepared and submitted. Horizon Program The Company's representatives participate in the Consortia formed for the development of the TwinEU and SmarTWin projects funded by the European Union's Horizon Research - Innovation Program. The TwinEU (Digital Twin for Europe) project, financed by the Horizon Europe program, started on 01.01.2024 and will run for 36 months. - The company is part of the consortium fo rmed for the development of this project, - which brings together 71 partners from Europe, including transport and system operators, technology companies, universities and research institutes, European associations, solution developers. - The objective of t he project is to increase the efficiency and penetration of smart technologies in electricity grids leading to a truly smart grid. The project results are expected to contribute to the development of new smart grid architectures and their integration into the European digital infrastructure.
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Half-yearly report January - June 2025 Page | 30 - The benefits for the Company consist in training and familiarizing the staff with the technical solutions for developing the transmission grid using Smart technologies and the benefits they can bring to the system, giv en the need to find solutions for integrating renewable energy at the quotas set in the National Integrated Energy and Climate Change Plan (PNIESC) for 2030 and to meet the obligations imposed by ANRE - In the first quarter of 2024, the Company received the pre-financing in the amount of EUR 65,625, representing 75% of the estimated budget amount on reimbursement, with the project activity during 2024 continuing according to schedule. During the period January -June 2025, project activity continued on schedule with the Company's representatives actively contributing to the ongoing actions. Projects of Common Interest Project of Common Interest CARMEN (Carpathian Modernized Energy Network) During 2024, the Company resumed the process of obtaining financing through the European Interconnection Facility (CEF). The process of preparation of the joint financing application of the partners involved in the project (Delgaz Grid S.A., NPG CO. "Transelectrica" S.A. and Elektroenergien Sistemen Operator EAD) was start ed within the call for projects opened on 30.04.2024. Within the CARMEN Project, NPG CO. "Transelectrica" - S.A. included the following Investment Objectives: - "Optimization of voltage regulation and power quality parameters through the installation of FACTS type equipment in Gutinaș and Roșiori stations; - "Modernization and increase of the transmission capacity of the 220 kV OHL: Fântânele - Ungheni," - "National Synchrophasor Platform connected to the International Platform for Synchrophasor Data Exchange (IPDE); - "Installations for the regulation of active power flows in order to limit congestion in the ETG". Following the analysis of the application preparation process and the opportunity to access funding, it was decided to postpone its submission to 2024, concluding that the chances of success will be higher in the next call, scheduled for 2025. Thus, for the CARMEN (Carpathian Modernized Energy Network) project , the process of preparing the application for financing through the Connecting Europe Facility (CEF) was carried out from January to June 2025. Events In relation to the elements, events or factors of uncertainty that have influenced the activity during the first semester of 2025 , the following can be mentioned: Volatility in the construction and energy materials market, as well as the current geopolitical context, caused a dramatic increase in prices, impacting the value of the company's contribution to project financing. Long delays in the approval by the authorized institutions of the draft normative acts regulating the transfer of the right of administration, on behalf of the Romanian State, of some land located in the corridor of the overhead power li nes being built by NPG CO. Transelectrica S.A., This has caused delays in the company's ability to provide contractors with access to these plots of land, resulting in long delays in the implementation of projects and in compliance with the deadlines for commissioning overhead power line investment projects, which in turn has caused some delays in compliance with the schedule for reimbursement of eligible amounts for projects with non -reimbursable financing. As a consequence of this, Transelectrica had to t ake into account the risk of not being able to fully benefit from the European non - reimbursable funds allocated to it, with a negative effect also on Romania's absorption rate of European funds. Outlook 2025 The company is considering the following: The approach to non -reimbursable funding opportunities covers two levels:
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Half-yearly report January - June 2025 Page | 31 - The monitoring process of non -reimbursable funding opportunities launched by funding authorities at national and European level, which is ongoing, - the identification of funding opportuni ties which is carried out in relation to the development priorities of the Company, as well as to the needs identified in terms of support for their implementation. Continuing a good inter -institutional collaboration, with the Ministry of Investment and European Projects, the Ministry of Energy, the Ministry of Economy, the General Secretariat of the Government and other governmental entities, in order to ensure the necessary legal framework for the implementation of pr ojects of common interest and national importance that the Company implements. FINANCIAL INVESTMENTS OF THE COMPANY At the European level, the energy sector is undergoing a process of transformation, emphasizing the transition from a predominantly national model of evolution and development of the energy sector, to a model of integrated and coordinated development at the European level that ensures unified development at the continental level but also allows adaptation to national specifications while pursuing the legitimate interests of the European states. In this context the Company is affiliated to the following entities: TSCNET JAO GECO POWER COMPANY TSCNET (TSCNET Services GmbH) It was set up to serve the Transmission System Operators (TSOs) in the East -Central-West region of Europe (CORE region) for the coordinated implementation of the European network codes. The affiliation is made with the participation in the shareholding of TS CNET through a share purchase transaction in the company. Resolution No. 9 of the AGEA of June 05, 2018 approved the affiliation of the Company to the CORE Region Security Coordination Center TSCNET through participation in the share capital with a contrib ution of 470,500 EUR (1 share - 2,500 EUR). JAO (Joint Allocation Office) Since 2019, the auctions for long -term capacity allocation are coordinated by the JAO which has been designated as the Operator of the Single Allocation Platform (SAP). Transelectrica was invited by the JAO to become part of its shareholder. Resolution No. 10 of the AGEA of August 20, 2018 approved the Company's affiliation to the Joint Allocation Office (JAO) shareholder with a cash subscription in the amount of EUR 259, 325, and 50 shares were allocated to it. GECO POWER COMPANY The General Shareholders' Meeting held on August 12, 2024 resolved by HAGEA No. 4, the Company's participation in the share capital of a new company, together with the other relevant parties designated at the level of the Republic of Azerbaijan, Georgia, and Hungary. The Company , together with Azerenerji Open Joint Stock Company, JSC Georgian State Electrosystem and MVM Energy Private Limited Liability Company, established a limited liability company with registered office in Romania, organized and operating under the Romanian law , with a total share capital of RON 15 million divided into 1,500,000 shares of RON 10 each, in which the Company's contribution is RON 3.75 million, corresponding to 375,000 shares of RON 10 each and representing a participation in the share capital as well as in the profit/loss of 25%.
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Half-yearly report January - June 2025 Page | 32 JANUARY - JUNE 2025 Resolution No. 1 of the Ordinary General Meeting of Shareholders of January 15, 2025 The Ordinary General Meeting of Shareholders of the Company held on January 15, 2025: Approved the key performance indicators resulting from the Management Plan, did not approve the fixed remuneration of the members of the Company's Supervisory Board as RON 42,350 gross/month, did not approve the setting of the general limits of remuneration and other benefits to be granted by NPG CO. Transelectrica S.A. to the members of the Directorate, including the fixed remuneration, as well as other benefits granted to them, approved the setting of February 06, 2025 as the record date of the shareholders on which the effects of the Ordinary General Meeting of Shareholders' Resolution will be reflected. Planning investment s of over RON 9.4 billion for the development of the electric transmission grid On January 20, 2025, in a press release, Transelectrica informed the interested parties that it will implement a plan for the development of the Electric Transmission Grid for the period 2024 -2033, approved by the National Energy Regulatory Authority, in t he amount of RON 9.49 billion, more than RON 2 billion more than the previous plan. The new plan includes investment projects already underway, as well as 12 new projects, structured along 4 priority development axes: ETG, security of supply, integration of renewable and new generation in Dobrogea and Moldova and increasing interconnection capacity. The value of the ETG Development Plan for the period 2024-2033 registers an increase of 2.3 billion RON compared to the value of the previous plan for the period 2022 -2031, and the structure of investment expenditure, in terms of priority objectives pursued, is: Investment works aimed at upgrading the existing electric transmission networks ( ETG) - 30% of the total amount of investments planned in the period is allocated; Investment works aiming at integrating generation from renewable sources and other new plants - 28% of the total amount of investments planned in the period is allocated; Planned investments aimed at increasing interconnection capacity - 26% of the total value of planned investments in the period is allocated; Investments to increase the security of electricity supply - 13% of the total amount of investments planned in the period is allocated. Thus, the Company proposes for the next 10 years investment projects worth almost 2.7 billion RON for the integration of new renewable energy production units, both in Dobrogea and Moldova, as well as in other areas. The ETG Development Plan for the period 2024 -2033 includes projects of European interest that contribute to the implementation of the European Union's strategic priorities on trans-European energy infrastructure in the following investment clusters: Project 138 " Black Sea Corridor", Project 144 "Mid Continental East Corridor", Project 259 Hungary - Romania and Project 341 North CSE Corridor. Moody's confirms Baa3 rating, stable outlook The Company has informed its shareholders and stakeholders that on 20.01.2025 i t has been notified that Moody's Investors Service International Rating Agency has published the confirmation of the long -term rating "Baa3", while maintaining the stable outlook. Resita-Pancevo 400 kV Overhead Line has been put into commercial operation According to the Company's press release, on January 29, 2025, the second circuit of the 400 kV Resita (RO) - Pancevo (RS) 400 kV overhead double -circuit power line (OHL), i.e. circuit 1, entered commercial operation, marking an important step in strengthening the interconnection of the Romanian and Serbian transmission electricity grids. Significant events
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Half-yearly report January - June 2025 Page | 33 Last November last year, circuit 2 of the 400 kV Reșița - Pancevo OHL was commerci ally operationalized, following the partial commissioning of the new 400 kV Reșița station. With the full commercial operationalization of the 400 kV Reșița - Pancevo 400 kV OHL, Romania's cross - border exchange capacity with Serbia reaches 1000 MW. Thus, the 400 kV Reșița -Pancevo 400 kV OHL becomes the 11th 400 kV interconnection line between Romania and neighboring countries, reaffirming Transelectrica's commitment to energy infrastructure development and regional electricity market integration. The Reșița-Pancevo 400 kV OHL has a total length of 131 kilometers, of which 63 kilometers on Romanian territory. The entry into full commercial operation of the interconnection line between Reșița and Pancevo was realized within the framework of the second phase of the project for the construction of the 400 kV level in the Reșița Electricity Transformer Station, which will be fully completed by the end of the first quarter of this year. Upgrading of Stâlpu Station and construction of the new 400 kV station Through a press release issued on January 31, 2025, the Company announced that it is starting the execution works for the investment on the construction of the "400 kV Stâlpu Electricity Station" and for the investment on the "Modernization of 110 kV and m edium voltage cells in Stâlpu Station". Following the signing of the contract for the execution and finalization of the works, which took place in January, Transelectrica's management and the members of the team responsible for the implementation of the i nvestment had the first meeting with the representatives of the contractor, namely Electromontaj SA. The realization of the investment for the modernization of the existing Stâlpu station and the construction of the new 400 kV station are based on the nee d to evacuate the energy produced in the Dobrogea area by the future groups 3 and 4 of the Cernavodă Nuclear Power Plant, the realization and connection to the grid of the new renewable energy power plants, as well as the need to strengthen the security of supply to consumers. Thus, the completion of the new 400 kV Stâlpu station will enable the connection of the 400 kV Cernavodă - Stâlpu overhead power line, which is currently completed and connected to the Gura Ialomiței station, as well as the connection of the Brazi Vest - Teleajen - Stâlpu OHL axis, after the completion of the 400 kV voltage transition works, which are ongoing at this date. The execution works, worth about 95 million RON, are scheduled for completion in January 2027. Registration with O NRC Geco Power Company - Green Energy Corridor Power Company The Company informed the investing public on January 31, 2025 about the registration at the Commercial Register Office of the Bucharest Court of the Joint Venture company, namely "GECO POWER COMPANY-Green Energy Corridor Power Company. Resolution No. 2 of the Ordinary General Meeting of Shareholders of February 24, 2025 The Ordinary General Shareholders' Meeting of the Company's shareholders convened on February 24, 2025: approved the performance by "Transelectrica" of financial operations and services with cash on hand in RON or foreign currency, the decision for each treasury operation of this type (including foreign exchange and constitution of bank deposits) being within the com petence of the Directorate, up to a maximum limit of up to RON 500,000,000 (or equivalent in euro) per transaction; approved the purchase by the Company of the services of legal assistance and representation before the courts in order to defend the Company 's interests in the case subject of file no. 28414/3/2024, up to a limit of RON 50,000, including all expenses incurred in representing the Company in court until a final judgment is rendered;
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Half-yearly report January - June 2025 Page | 34 approved the appointment of PKF FINCONTA SRL as the financial a uditor of NPG CO. Transelectrica S.A., for a period of 12 months, but not later than 31.12.2025; approved the content of the addendum to the mandate contract concluded between the members of the Supervisory Board and the Company by including the indicators approved by the Resolution of the General Shareholders' Meeting No. 1/15.01.2025 and the authorization of the representative of the General Secretariat of the Government in the General Shareholders' Meeting to sign on behalf of the Company the addendums to the mandate contracts with the persons appointed as members of the Supervisory Board. Moody's revised the outlook from " stable" to "negative" The Company has informed shareholders and stakeholders that the international rating agency Moody's Investors Service (Moody's) has revised the outlook on the Company's credit rating from "stable" to "negative". This change is a direct consequence of the change in the outlook of Romania's sovereign rating by Moody's, announced on March 14, 2025. The long -term credit rating of "Transelectrica" S.A. was maintained at Baa3, and the Basic Credit Assessment (BCA) was confirmed at Ba1. Refurbishment of the 220/110/20 kV Baru Mare transformer station Transelectrica has inaugurated the completion of the process of refurbishment of the 220/110/20 kV Baru Mare 220/110/20 kV station, an important project for the safe and stable operation of the region's electricity grid. With this investment, the Company has completed the modernization process of all the transformer stations in Hunedoara County, strengthening the energy infrastructure in the area. Resolution No. 3 of the Ordinary General Meeting of Shareholders of April 1, 2025 The Ordinary General Sharehol ders' Meeting of the Company's shareholders convened on April 1, 2025: approved the establishment of the Investment Program for the financial year 2025 and the estimates for the years 2026 and 2027; approved the Company's Income and Expenditure Budget for the year 2025 and the estimates for the years 2026 and 2027; approved the reconfirmation, in accordance with art. 38 and art. 39 of GEO no. 109/2011, as amended and supplemented, of point 10 of the OGMS Resolution no. 3 of April 29, 2024, namely: the establishment, the general limits of the remuneration and other benefits to be granted by NPG CO. TRANSELECTRICA S.A. to the members of the Directorate, including fixed remuneration , variable remuneration and other benefits granted to them. Majority shareholder request The Company has informed the investing public that on April 08, 2025 it has registered the address of the majority shareholder (legally represented through the General Secretariat of the Government), having as subject Memorandum on: Mandating the representatives of the State in the General Meeting of Shareholders/Board of Directors, as the case may be, in national companies, national companies and companies with full or majority State capital, as well as in autonomous regions, to take the necessary measures to distribute a minimum of 90% of the net profit realized i n 2024 as dividends/payments to the State budget, in order to carry out its provisions. The majority shareholder's request and the Company's response are posted on the Company's website, in the Investor Relations/ AGM/Materials section, related to the annual AGM convened for April 29 (30), 2025. NES restoration exercise successfully carried out at the Porțile de Fier I hydropower plant Nearly 100 technical specialists and dispatchers from the national power system, from Transelectrica, Hidroelectrica, OMV Petrom, Romgaz, CE Oltenia, CNE Cernavodă, DEER, PPC Rețele Electrici, Distribuție Energie Oltenia, Delgaz Grid, Nova Power&Gas and Monsson, carried out on April 8, 2025, a NES restoration exercise from the Porțile de Fier I Hydroelectric Power Plant, with feed from the Serbian system. Owners of large storage facilities were also invited to this restoration exercise, since in the context of the integration of increasing volumes of renewable energy into the system, the role of storage is becoming increasingly important for system security. The exercise organized at the Porțile de Fier I Hydroelectric Power Plant involved the start -up of a group with a Serbian power supply from the Djerdap I CHP and involved dispatchers from Transelectrica - DEN, Hidroelectrica - Porțile de Fier I CHP and the Serbian National Energy Dispatcher.
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Half-yearly report January - June 2025 Page | 35 Throughout the exercise, the energy installations behaved according to the designed and expected parameters and the action was successful. We mention that the NES restoration actions are organized as a result of th e legal obligations that Transelectrica has as a Transmission and System Operator, member of the European interconnected grid, in accordance with the provisions of the European Regulation 2196/2017. In addition, another objective of exercises of this type is to train and prepare the operational and technical personnel of the entities of the National Energy System, a task under the responsibility of Transelectrica. Defense and restoration are essential activities, which allow emergency situations to be man aged and the system to be returned to normal operation. Successfully overcoming the challenges posed by historically low consumption The National Energy System (NES) has successfully overcome the unprecedented technical challenges during the first two days of the Easter holidays, when electricity consumption reached historic lows amid the overlapping of Easter celebrations for Orthodox and Catholic Christians. On Sunday, the First Day of Easter, consumption dropped to around 2,500 MW - the lowest level ever, and on Monday, the Second Day of Easter, between 12:00 and 13:00, instantaneous minimum consumption was 2,701 MW. Storage facilities played an important role in balancing the system, with their consumption exceeding 130 MW on both days, 135 MW on Su nday and 133 MW on Monday. This balancing of the system under exceptional conditions was possible thanks to the extraordinary collaboration and constant involvement of the NES entities, authorities, producers and grid operators, but above all thanks to th e professionalism, vigilance and dedication of the colleagues who were present on duty. Resolution No. 4 of the Ordinary General Meeting of Shareholders of April 29, 2025 The ordinary general meeting of the Company's shareholders held on April 29, 2025: did not approve the separate financial statements of NPG CO. "Transelectrica"-S.A. for the financial year 2024; did not approve the consolidated financial statements of NPG CO. "Transelectrica"-S.A in accordance with the International Financial Reporting Standards as adopted by the European Union as at and for the financial year ended December 31, 2024; did not approve the consolidated financial statements prepared in accordance with OMFP no. 2844/2016 for the approval of the accounting regulations in compliance with the International Financial Reporting Standards as at and for the financial year ended December 31, 2024; did not approve the distribution of the accounting profit remaining after deduction of corporate income tax as at December 31, 2024 in the amount of RON 585,924,311; did not approve the gross dividend per share out of the accounting profit as of December 31, 2024 in the amount of RON 2.12; did not approve the discharge of the members of the Directorate and the members of the Supervisory Board for the financial year 2024; approved the Remuneration Report for the financial year 2024; approved the "Remuneration policy for the members of the executive and non -executive management of NPG CO. "Transelectrica"- S.A. revised to March 2025; did not approve the Annual Report on the individual financial statements of the Company for the financial year ended December 31, 2024; did not approve the Annual Report on the consolidated financial statements prepared in accordance with International Fin ancial Reporting Standards as adopted by the European Union of the Company for the financial year ended December 31, 2024; did not approve the Annual Report on the consolidated financial statements of the Company prepared in accordance with OMFP no. 2844/2 016
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Half-yearly report January - June 2025 Page | 36 for the approval of the accounting regulations in conformity with International Financial Reporting Standards as adopted by the European Union for the financial year ended December 31, 2024; did not approve the Consolidated Sustainability Report of NPG CO. "Transelectrica"-S.A. for the year 2024; did not approve the setting of June 05, 2025 as the "ex date", the calendar date from which the Company's shares subject of the Resolution of the Ordinary General Shareholders' Meeting shall be traded without t he rights deriving from the said Resolution; approved the setting of June 06, 2025 as the record date of the shareholders on which the effects of the Resolution of the Ordinary General Meeting of Shareholders will be reflected; did not approve the setting of June 26, 2025 as the "date of payment" of the gross dividend per share out of the profit recorded as at December 31, 2024. Clarifications, right to reply, article published by the Association of Energy Prosumers and Consumers In view of the press release entitled " Transelectrica: EUR 18 million wrongly received in 2024 ", published by the Association of Energy Consumers and Consumers and containing tendentious statements with the potential to mislead the public opinion and unduly affect the image of the National Electricity Transmission Company Transelectrica SA, the Company deemed it necessary to provide some essential clarifications, in the spirit of transparency and fair information. Thus, by means of the press release published on the Company's website, it was reiterated that the revenues of the National Electricity Transmission Company Transelectrica SA are regulated and controlled by the National Energy Regulatory Authority (ANRE), which approves the tariffs charged by Transelectrica for the transmission of electricity and for the purchase of system services. Also, with regard to the tariff for the transmission of electricity, the tariff sizing criterion is the coverage of the costs necessary for the development, maintenance and operation of the electricity transmission network with which the public electricity transmission service is provided and with regard to the tariff for the purchase of system services, the dimensioning criterion of the tariff is the coverage of the costs for the purchase f rom authorized third party suppliers (electricity generators, electricity storage facilities, controllable electricity consumers) of the system services necessary for the smooth and safe operation of the National Energy System. The full press release can be consulted on the Company's website at https://web.transelectrica.ro/noutati/lista_noutati.html Resolution No. 5 of the Ordinary General Meeting of Shareholders of June 11, 2025 The Ordinary General Meeting of Shareholders of the Company held on June 11, 2025: approved the separate financial statements of NPG CO. "Transelectrica"-S.A. for the financial year 2024; approved the Consolidated Financial Statements of NPG CO. "Transelectrica"-S.A. prepared in accordance with the International Financial Reporting Standards adopted by the European Union as at and for the financial year ended December 31, 2024; approved the Consolidated Financial Statements prepared in accordance w ith the OMFP no. 2844/2016 for the approval of the accounting regulations in compliance with the International Financial Reporting Standards as at and for the financial year ended December 31, 2024; Approved the distribution of the accounting profit remaining after deduction of corporate income tax as at December 31, 2024 (90% as per the majority shareholder Memorandum ) in the amount of RON 585,924,311; approved the gross dividend per share out of the profit recorded as at 31.12.2024 in the amount of RON 3.81; discharged the members of the Directorate and the members of the Supervisory Board for the financial year 2024; approved the Annual Report on the Company's individual financial statements for the financial year ended December 31, 2024; The annual repor t on the consolidated financial statements prepared in accordance with International Financial Reporting Standards as adopted by the European Union of the Company for the financial year ended December 31, 2024; Annual Report on the consolidated financial statements of the Company prepared in accordance with OMFP No. 2844/2016 for the approval of the accounting regulations in conformity with International Financial Reporting Standards as
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Half-yearly report January - June 2025 Page | 37 adopted by the European Union for the financial year ended December 31, 2024; Consolidated Sustainability Report of NPG CO. "Transelectrica"- S.A. for the year 2024; Approved the setting of July 31, 2025 as the "payment date" of the gross dividend per share from the profit recorded as of December 31, 2024. 70 years of uninte rrupted operation of the National Energy Dispatcher , a benchmark for Romania's energy safety and security The National Electricity Transmission Company Transelectrica S.A. has marked 70 years since the first shift, on June 13, 1955, within the National Energy Dispatching System (DEN) - the key structure that ensures, in real time, the safety of the national power system and its coordination in the European interconnected grid. The ann iversary was celebrated with an event that brought together government officials, officials from the energy regulator, representatives of the Parliament, leaders of the other energy system operators, as well as current and former employees of the National Energy Dispatch. The National Energy Dispatch has had an impressive evolution over the years. On February 1, 1955, the National Energy Dispatcher was established, originally as the National Energy Dispatcher Service. On the initiative of the technical leaders and dispatchers who contributed to the establishment of the National Energy Dispatcher, on June 13, 1955, the first shift was provided, which was also the official date of birth of the DEN. This moment formed the basis for the subsequent development and transformation of the management of the National Energy System. Thus, June 13, 1955 is the date that marks the starting point for the subsequent transformations and development of the management of the National Energy System (NES). The establishment of the National Energy Disp dispatcher on June 13, 1955, was imposed by the interconnection of the zonal energy systems of Transylvania and Moldavia in 1954. Clarifications on the compliance audit mission carried out by the Court of Auditors at the National Electricity Transmission Company Transelectrica SA Following the appearance in the public space of some information regarding the conclusions of a complian ce audit report drawn up by the Court of Auditors, the National Electricity Transmission Company Transelectrica SA has brought to the attention of its shareholders and investors , by means of a press release, some clarifications which can be found in full on the Company's website by accessing the following link https://www.transelectrica.ro/web/tel/rapoarte- curente. Last but not least, Transelectrica SA reaffirms its firm commitment to th e principles of transparency, accountability and correct information of investors and shareholders, ensuring that any information of interest will be communicated to the public to the extent that it is complete, certain and relevant, avoiding the creation of distorted, tense or speculative perceptions, which do not reflect reality and may unduly affect the legitimate interests of the Company and its shareholders. Complex exercise for the restoration of the National Energy System , carried out by Transelectrica in partnership with Hidroelectrica and in collaboration with the Bulgarian Transmission and System Operator On June 21, 2025, the National Electricity Transmission Company Transelectrica SA, in collaboration with SPEEH Hidroelectrica SA and the Bulgarian Transmission and System Operator - ESO - EAD, carried out the most complex exercise for the restoration of the National Electro -energetic System (NES), which involved the de -energization of the hydroelectric power plants CHE Lotru and CHE Vidraru. The activities were carried out in Vidraru Hydroelectric Power Plant, Lotru Hydroelectric Power Plant and in the adjacent network area, in the 400/220/110/20 kV Arefu Electric Transformer Station, in the 400/220/110/20 kV Sibiu Sud Electric Transform er Station, in the 400/220/110/20 kV Bradu Electric Transformer Station, in the 220/110/20 kV Târgoviște Electric Transformer Station and in the 110/20 kV Șotânga Electric Transformer Station. The purpose of the exercise was to test and validate the ability to restore the National Power System in the scenario of a major power failure, using the bottom -up method, i.e. restarting the system from the local level, using autonomous energy sources and gradually extending to the whole network. Two independent power islands were created and synchronized in the 400/220/110/20 kV Arefu 400/220/110/20 kV Electrical Transformer Station, and then synchronized with the Bulgarian power system on a specially configured technical route. The exercise is part of a series o f tests initiated by Transelectrica, in partnership with Hidroelectrica, aimed at ensuring the technical and operational preparedness of the system for emergency situations.
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Half-yearly report January - June 2025 Page | 38 The action continues similar actions previously carried out at CHE Vidraru, CHE L otru and CHE Porțile de Fier I. The NES restoration actions are carried out in compliance with the legal obligations that Transelectrica has as Transmission and System Operator, member of the European Interconnector Network, based on the European Regulatio n No. 2196/2017 on the Grid Code for Emergency and Restoration. In a regional context in which energy security is becoming increasingly important, these types of exercises contribute to strengthening rapid response capacity, improving cross -border cooperation in South - Eastern Europe, as well as increasing the resilience of the national energy system. Procedure for payment of dividends distributed under OGMSD No. 5/2025 Pursuant to Decision no. 5 of the Ordinary General Shareholders' Meeting of June 11, 2025, NPG CO. "Transelectrica" S.A. (TEL) has sent , by means of a press release , the procedure for the payment of dividends from the profit recorded as of December 31, 2024. The amount of the gross dividend for the financial year 2024 is RON 3.81 gross/share and the dividends will be paid, starting July 31, 2025 (payment date), to the shareholders registered on July 11, 2025 in the TEL Shareholders Register (ex -date June 1 0, 2025), through the Central Depository SA (DC) and the paying agent BRD - Group Société Générale (BRD). SUBSEQUENT EVENTS Resolution No. 6 of the Ordinary General Meeting of Shareholders of July 8, 2025 The Ordinary General Meeting of Shareholders of the Company, pursuant to the provisions of the Companies Act no. 31/1990, republished, as subsequently amended and supplemented, of the Law no. 24/2017 on issuers of financial instruments and market operations, republished, as subsequently amended and supplemented, and of the A.S.F. Regulation no. 5/2018 on issuers of financial instruments and market operations, as subsequently amended and supplemented, convened on July 08, 2025: approved the valuation report, in accordance with Art. 30 para. (7) and Art. (71) of GEO no. 109/2011, as subsequently amended and supplemented, drawn up by Păun Costin Mihai, member of the Supervisory Board, registered under no. 23093/30.05.2025, approved the evaluation report, in accordance with the provisions of Art. 30 para. (7) an d Art. (71) of GEO no. 109/2011, as amended and supplemented, prepared by Atanasiu Teodor, member of the Supervisory Board, registered under no. 23088/30.05.2025, approved the evaluation report, in accordance with the provisions of Art. 30 para. (7) and a rt. (71) of GEO no. 109/2011, as amended and supplemented, prepared by Vasilescu Alexandru - Cristian, member of the Supervisory Board, registered under no. 23089/30.05.2025, approved the evaluation report, in accordance with the provisions of Art. 30 para. (7) and art. (71) of GEO no. 109/2011, as amended and supplemented, prepared by Zezeanu Luminița, member of the Supervisory Board, registered under no. 23092/30.05.2025, approved the evaluation report, in accordance with the provisions of Art. 30 para. (7 ) and art. (71) of GEO no. 109/2011, as amended and supplemented, prepared by Dascăl Cătălin -Andrei, member of the Supervisory Board, registered under no. 23090/30.05.2025, approved the evaluation report, in accordance with the provisions of Art. 30 para. (7) and Art. (71) of GEO no. 109/2011, as amended and supplemented, prepared by Orlandea Virgil - Dumitru, member of the Supervisory Board, registered under no. 23091/30.05.2025, approved the evaluation report, in accordance with the provisions of Art. 30 pa ra. (7) and Art. (71) of GEO no. 109/2011, as subsequently amended and supplemented, prepared by Rusu Rareș Stelian Rareș, member of the Supervisory Board, registered under no. 23094/30.05.2025 Incident in the transmission grid in the western part of the country On July 9, 2024, the Company announced that, as a result of the extreme meteorological phenomena recorded on the afternoon of July 8, 2025 in the western part of the country, manifested by violent storms and wind gusts with speeds between 90 and 120 km/h (code red), a portion of the 220 kV Reșița - Timișoara double -circuit overhead power line ( OHL) was significantly affected, with several poles damaged, in the Timiș county. At the same time, the recent severe weather conditions of gales and strong wi nds (code red) in the west and north-west of the country also affected the 400 kV Roșiori - Gădălin overhead power line, where a pole on the line's route was damaged.
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Half-yearly report January - June 2025 Page | 39 The incident that affected the 220 kV Reșița - Timișoara 220 kV OHL did not cause interr uptions in the power supply to consumers, but temporarily affected the full availability of the transmission grid ( ETG) in the western part of the country. The intervention teams were mobilized immediately after the occurrence of the event were in the fie ld to assess the damage and establish the technical measures necessary to remedy the situation, involving all technical entities with responsibilities within Transelectrica and the subsidiary SMART SA. A permanent cooperation with the competent authorities and the local distribution operator was established to manage the situation. The National Energy System (NES) is operating in safe conditions and is constantly monitored by the National Energy Dispatcher. Mobilization for the replacement of the damaged pole on the 400 kV Overhead Power Line Gădălin - Roșiori On July 16, 2025, the intervention to replace the hig h- voltage pole of the 400 kV Gădălin - Roșiori Overhead Power Line, damaged following the violent storm in the area of Jibou, Sălaj County, was successfully completed and the line was put back into operation. The intervention, carried out by the technical teams of SMART SA, Transelectrica's subsidiary, and of the Cluj - Napoca Territorial Transmission Branch, was highly complex and took place in difficult terrain conditions, in an area difficult to access for machinery and equipment. The intervention teams were mobilized quickly and worked non -stop, in a real race against the clock, to restore the overhead power line as quickly as possible. This involved a series of complex logistical tasks, such as adapting access roads, transporting a pole more than 30 me ters high and weighing some 7.5 tons by truck over several hundred kilometers, and bringing a heavy-duty crawler crane to the site. Thanks to a coordinated and intensive effort, the line was re-energized and the safe operation of the network in the north-west of the country was fully restored. Transelectrica continuously invests in modernization, maintenance and network expansion. In the last three years, Transelectrica has built 60% of the new lines constructed in the last 20 years, i.e. 305 kilometers of 400 kV and 220 kV lines, out of a total of 496 kilometers completed since the early 2000s. By 2030, Transelectrica has more than 740 kilometers of new overhead power lines in various stages of preparation or under construction. Convening of the Ext raordinary General Meeting of Shareholders The Company's Directorate has convened, in accordance with the provisions of the Companies Law no. 31/1990, republished, as amended and supplemented, the Law no. 24/2017 on issuers of financial instruments and market operations, republished, as amended and supplemented, the A.S.F. Regulation no. 5/2018 on issuers of financial instruments and market operations, as amended and supplemented, and the Company's Articles of Incorporation in force, the Extraordinary General Shareholders' Meeting on August 18/19, 2025, with the following agenda: Approval of the acquisition by Transelectrica of the services of legal consultancy and legal assistance and representation before the Courts of Law, respectively, in order to defend the Company's interests in connection with the fulfillment and challenge, respectively, of the Romanian Court of Auditors' Plenum Decision no. 47/23.01.2025 and, in subsidiary, the Compliance Audit Report no. 6000/23.01.2025 and the Management Letter no. 6001/23.01.2025, prepared by the Court of Auditors, Report on the pur chases of products, services and works, commitments involving significant obligations of the Company with a value of more than EUR 5,000,000, as well as loans and guarantees for loans with a value of less than EUR 50,000,000.
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Half-yearly report January - June 2025 Page | 40 SHAREHOLDING STRUCTURE The Company's shareholder structure as at June 30 , 2025 is as follows: Name of shareholder No. of shares Weight in total Romanian State through SGG 43.020.309 58,7% PAVĂL Holding 4.753.567 6,5% NN Private Managed Pension Fund 4.007.688 5,5% Other shareholders - legal entities 16.584.688 22,6% Other shareholders - individuals 4.936.890 6,7% Total 73.303.142 100% COMPOSITION OF THE DIRECTORATE At the date of this report the composition of the Directorate is as follows: Ștefăniță MUNTEANU Chairman of the Directorate Cătălin-Constantin NADOLU Member of the Directorate Victor MORARU Member of the Directorate Florin-Cristian TĂTARU Member of the Directorate Vasile-Cosmin NICULA Member of the Directorate TARIFFS In accordance with the provisions of the Methodology for establishing tariffs for the electricity transmission service, approved by Order of the President of ANRE no.68/2024, the transmission tariff applied in 2025 as of January 1st was established. I)Transmission tariff applied in the second quarter of 2025 99/2024, the tariffs for the introduction of electricity into the transmission grid (T_G) and for the extraction of electricity from the grid (T_L), practiced by NPG CO. Transelectrica S.A., valid from January 01, 2025, were approved, as shown in the table below: Electricity transmission* m.u. Tariff applied in 2024 Tariff in force from January 1, 2025 according to ANRE Order no. 99/20.12.2024 Difference (%) (1) (2) (3) (4) (5)=(4)/(3) T_G (grid injection component) RON/MWh 3.82 3.29 -13.87% T_L (net extraction component) RON/MWh 27.72 33.03 19.16% *Note: As of January 1, 2025, the notion of "average transmission tariff" has been eliminated. Until January 1, 2025, ANRE approved an average value of the transmission tariff and the values of the tariffs for injection into the network T_G (tariff paid by producers) and extractio n from the network T_L (tariff paid by consumers). In the execution of transmission contracts, only the tariffs T_G and T_L are app lied. The average transmission tariff had only an indicative value and was an indicator of the evolution over time of the transmission tariff a s a whole, regardless of the way of allocating costs on the two tariffs TG and TL. The tariff components that make up the tariffs for the introduction of electricity into the transmission grid (TG) and for the extraction of electricity from the grid (T_L), practiced by NPG CO. Transelectrica S.A., valid from January 01, 2025, are presented in the tables below: Tariff components - Tariff for feeding electricity into the transmission grid (TG) Other aspects Tariff from January 01, 2025 (RON/MWh), according to ANRE Order no. 99/20.12.2024, of which: The tariff component corresponding to the OTC regulated revenue to be recovered from producers (C_OTC_P) (RON/MWh). Tariff component corresponding to the capitalized additional OTC regulated income to be recovered from producers (C_OTC_S_P) (RON/MWh) Tariff for feeding electricity into the transmission grid (T_G) 3.29 2.84 0.45
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Half-yearly report January - June 2025 Page | 41 Tariff components - Tariff for withdrawing electricity from the transmission grid (TL) The values of the annual investment plans of NPG CO. "Transelectrica" S.A. , approved by ANRE, corresponding to the fifth regulatory period (2025 - 2029), broken down by financing sources, as well as the minimum mandatory value for the total investments made from own sources for the fifth regulatory period and the minimum mandatory values for the investments made in the electricity transmission grid from own sources corresponding to the of the fifth regulatory period, remained unchanged compared to those presented in the "Report for the first quarter of 2025". Likewise, the values of the other key elements of the linearized revenues approved by ANRE for the fifth regulatory period (2025 -2029) remained unchanged compared to those presented in the "Report for the first quarter of 2025". Events subsequent to the reported period regarding the tariff for the purchase of system services : II)Tariff for purchase of system services applied in Q2 2025 Based on the provisions of the Methodology for establishing the tariff for the purchase of system services, approved by ANRE Order no.116/2022, NPG CO. Transelectrica SA submitted to ANRE, the proposal and the rationale for the tariff for the purchase of system services as of June 1, 2025. Taking into account the above mentioned and following the analysis of the elements on which the tariff is based, ANRE informed NPG CO. Transelectrica SA that the tariff for the acqui sition of system services from June 1, 2025, is 7.04 RON/MWh, approved by ANRE Order no.21/2025. System service m.u. Tariff in force (applicable from June 01 2025) acc. to ANRE Order no.21/2025 Tariff applied from September 01, 2024 to May 31, 2025 acc. to ANRE Order no.15/2024 Difference (%) (1) (2) (3) (4) (5)=(3)/(4) Tariff RON/MWh 7.04 11.51 -38,81% The negative adjustment of the tariff as of June 1, 2025, was made based on the fulfillment of the provisions of Art.22 and Art.23 of the Methodology for establishing the tariff for the purchase of system services, approved by ANRE Order no.116/2022. The aforementioned articles provide as follows: Art.22 In order to avoid the subsequent recording of a significant level of corrections due to changes in the purchase prices and/or the quantities of system services purchased referred to in Article 2, the TSO shall be obliged to calculate, for the first quarter, respectively for the first half of a tariff period t -1, the difference between the revenues and costs realized and those forecast, plus the amount of the unperformed corrections related to the previous period(s) , and to submit the calculation to ANRE on May 1, respectively August 1 of the year t-1; Art.23 In the event that the TSO finds that the value determined in accordance with the provisions of Article 22 shows a variation of more than "5% of the forecast revenues for the same period, it shall also be obliged to submit to ANRE the request for revision of the tariff for the purchase of system services, which shall include the value determined in accordance with the provisions of Article 22, valid until the end of the tariff periods. Thus, following the interim verification at the end of the first quarter of 2025 of the situation of costs and revenues related to the system services activity, ANRE adjusted accordingly the amount of the tariff starting from June 1, 2025. Tariff from January 01, 2025 (RON/MWh), according to Ordin ANRE nr. 99/20.12.2024, of which: Tariff component corresponding to nonOTC regulated revenue (CT_nonOTC) (RON/MWh) The tariff component corresponding to the OTC regulated revenue to be recovered from end customers (C_OTC_C)) (RON/MWh) Tariff component corresponding to the capitalized additional OTC regulated revenue recovered from final customers (C_OTC_S_C) (RON/MWh) Tariff for extracting electricity from the networks (T_L) 33.03 24.01 7.73 1.29
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Half-yearly report January - June 2025 Page | 42 DISPUTES The most important litigations impacting the Company are presented below: Note: For ease of reading and understanding, all amounts in this chapter are expressed in RON/eur RAAN In case file no. 9089/101/2013, on September 19, 2013, the Mehedinți Tribunal ordered the opening of the general insolvency proceedings against RAAN. On March 9, 2015, the Mehedinți Tribunal confirmed the reorganization plan of the debtor Autonomous Administration for Nuclear Activities proposed by the judicial administrator Tudor&Asociații SPRL and approved by the General Assembly of Creditors according to the minutes dated February 28, 2014. On June 14, 2016, bankruptcy proceedings were opened against RAAN. NPG CO. Transelectrica SA filed a challenge to the supplementary creditors’ list, subject of case file no. 9089/101/2013/a152 against the debtor RAAN, since the judicial liquidat or failed to register a claim in the amount of RON 78,096,209 on the grounds that “it is not recorded as owed in RAAN’s accounting records.” Furthermore, the judicial liquidator considered that the request for the registration of the amount of RON 78,096,209 in the list was submitted late, as it pertains to the period 2011 –2013, meaning the claim should have been filed at the time the insolvency proceedings were opened, namely on September 18, 2013. A timely challenge was filed against the supplemen tary creditors’ list, and the Mehedinți Tribunal admitted the request for accounting expertise. By Ruling no. 163/20.06.2019, the Mehedinți Tribunal rendered the following solution: upheld the plea of forfeiture. Partially admitted the main action as well as the related challenge. Ordered the defendant to pay the claimant the amount of RON 16,950,117.14– a claim born during the proceedings – and ordered that this amount be registered in the creditors' list against the debtor RAAN. The rest of the related claims were dismissed. Pursuant to Art. 453 para. 2 of the Civil Procedure Code, the defendant was ordered to pay the claimant RON 1,000 in court costs. With right to appeal. Delivered in a public hearing. Document: Ruling no. 163/20.06.2019. NPG CO. Transelectrica SA filed an appeal within the legal time limit. At the hearing of November 6, 2019, the Craiova Court of Appeal dismissed the appeal filed by NPG CO. as unfounded. Final decision. Ruling no. 846/06.11.2019. In the RAAN bankruptcy case, registered u nder no. 9089/101/2013, NPG CO. was registered in the creditors' list with the following claims: RON 2,162,138.86 + RON 16,951,117.14. Next procedural hearing for claim recovery, asset liquidation and other liquidation operations: 17.09.2025. There are also other court cases between RAAN and NPG CO. Transelectrica SA, deriving from Contract no. C137/08.04.2011, currently in various stages of litigation. Case file no. 28460/3/2017 – Subject: ordering the undersigned to pay the total amount of RON 12,346,063. Ruling of the Bucharest Court of Appeal on September 27, 2021: Suspended appeal proceedings until final resolution of case files no. 28458/3/2017 and no. 26024/3/2015. Ruling of May 23, 2022: Dismissed as unfounded the request for reopening the case. Maintained the suspension of the appeal proceedings. At the hearing on May 20, 2024, the appeal was admitted; the appealed judgment was changed, in the sense that: the claim was admitted. The defendant was ordered to pay the claimant the amount of RON 12,346,063.10, representing principal and penalties, with right to recourse. Ruling no. 806/20.05.2024. NPG CO. Transelectrica SA filed a recourse; no hearing date has been set. Case file no. 3694/3/2016 – Claims: 15,698,721.88 lei. Hearing on November 8, 2021: the case was suspended until the final resolution of case files no. 26024/3/2015 and no. 28458/3/2017. Ruling of June 3, 2024: appeal was admitted, and the appealed judgment was fully changed as follows: the claim was admitted. The defendant was ordered t o pay the claimant the amount of RON 12,727,101.99, representing the value of bonuses and regularization of the overcompensation for which invoices with series SRTF were issued, and the amount of RON 2,917,619.81, representing delay penalties related to the principal debt, for which invoices with series SRTF were issued. With right to recourse. Ruling no. 898/03.06.2024. NPG CO. Transelectrica SA filed a recourse with hearing date for 16.10.2025. REȘIȚA MUNICIPALITY Case file no. 2494/115/2018**, registered on the docket of the Caraș-Severin Tribunal. Subject: Through the claim, the plaintiff Municipality of Reșița requests that the defendant NPG CO. Transelectrica SA be ordered to pay the following
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Half-yearly report January - June 2025 Page | 43 amounts: RON 2,129,765.86, representing rent for the land temporarily occupied from the forest fund for 2015; RON 2,129,765.86, land rent for 2016; RON 2,129,765.86, land rent for 2018; and statutory penalty interest from the due date until full payment. Ruling of the Caraș -Severin Tribunal: Suspended t he proceedings initiated by the plaintiff Municipality of Reșița, through the Mayor, against the defendant NPG CO. Transelectrica SA, having as object claims, pursuant to Art. 413 para. (1) point 1 of the Civil Procedure Code. Appealable for the duration of the suspension of trial proceedings, before the higher court. Document: Suspension Order 22.03.2021. The suspension was ordered until the final resolution of case file no. 3154/115/2018* of the Caraș -Severin Tribunal. At the hearing on 02.03.2023, the claim proceedings were suspended again. Appealable throughout the suspension period. At the hearing of 27.06.2024, the court ordered that a copy of the notes from pages 172 –174, submitted by the defendant NPG CO. Transelectrica SA, be communicated to the expert. A copy of the clarifications submitted by the plaintiff Municipality of Reșița, following the expert’s request, was also to be delivered to the expert. On 19.09.2024, the plaintiff’s request for adjournment was granted, and a copy of the expert repo rt was ordered to be sent to the plaintiff. The discussion on the final fee for the report was postponed to allow both parties to review the report. The hearing was rescheduled, due to the absence of the expert report, for 10.10.2024. On 10.10.2024, both p laintiff and defendant were ordered to each pay 1,000 lei as expert fee. A supplemental expert report was ordered. At the hearing on 12.12.2024, a new date was scheduled for the study of the supplemental report and for the parties to formulate any objectio ns. The hearing was postponed to 13.02.2025, 20.02.2025 , and subsequently to 27.02.2025. At the hearing of 27.02.2025, the court dismissed the plea of prescription of the right of action regarding the rent claim for 2015, as well as the plea of tardiness i n amending the claim, both raised by the defendant NPG CO. Transelectrica SA . It requalified the plea of res judicata as a substantive defense relating to the positive effect of res judicata. The claim filed by the plaintiff Municipality of Reșița against the defendant NPG CO. Transelectrica SA was dismissed. Appealable within 30 days from the date of communication. At the hearing of 29.05.2025, the request to supplement the operative part of civil judgment no. 150/27.02.2025, rendered by the Caras -Severin Court in case no. 2494/115/2018**, filed by the defendant Transelectrica, was admitted. It was ordered to supplement the operat ive part with the following provision: the plaintiff was ordered to pay to the defendant the amount of RON 2500 costs consisting of expert's fees. With right of appeal within 30 days of communication. The municipality of Reşiţa has lodged an appeal. No trial date set. ANAF In 2017, the general tax inspection initiated at the headquarters of NPG CO. Transelectrica SA on 14.12.2011 was finalized. The inspection covered the period from December 2005 to December 2010. The general tax inspection started on 14.12.2011 and ended on 26.06.2017, the date of the final discussion with NPG CO. Transelectrica SA. Following the completion of the inspection, ANAF – DGAMC established additional tax payment obligations for the Company, specifically profit tax and VAT, as well as ancillary tax obligations (interest/late payment increases and late payment penalties) related to technological system services (STS) invoiced by energy suppliers, which were deemed non -deductible following the tax inspection. According to the Tax Decision No. F -MC 439/30.06.2017, in the total amount of RON 99,013,399, ANAF – DGAMC established additional tax payment obligations for the Company in the amount of RON 35,105,092, as well as ancillary tax obligatio ns (interest/late payment increases and late payment penalties) in the amount of RON 63,908,307. Mainly, the ANAF tax inspection report recorded the following additional payment obligations: profit tax in the amount of RON 13,726,800 and ancillary amounts, due for a number of unused invoices identified as missing (these were destroyed in the fire that broke out during the night of June 26 –27, 2009, at the workplace located in the Millenium Business Center building, 2 –4 Armand Călinescu Street, Sector 2, whe re the Company was operating), documents with special regime. These invoices were the subject of a dispute with ANAF, which issued a tax inspection report dated September 20, 2011, estimating collected VAT for a number of unused invoices identified as missing.
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Half-yearly report January - June 2025 Page | 44 The Company legally challenged, in accordance with Government Ordinance No. 92/2003 regarding the Fiscal Procedure Code, the Tax Decision No. F -MC 439/30.06.2017. ANAF issued Enforcement Title No. 13540/22.08.2017, under which the additional tax oblig ations established by Tax Decision No. F -MC 439/30.06.2017 were enforced. The Company requested the annulment of Enforcement Title No. 13540/22.08.2017 before the Court of Appeal – Case No. 7141/2/2017. Summary ruling: Upholds the exception of lack of mate rial competence of the Bucharest Court of Appeal – SCAF. Declines material jurisdiction to the First District Court of Bucharest for resolution of the case. Final. Delivered in public session on 08.02.2018. Document: Decision No. 478/2018 dated 08.02.2018. Following the jurisdictional declination, Case No. 8993/299/2018 was registered on the docket of the First District Court of Bucharest, whereby the Company challenged the enforcement initiated under Enforcement Title No. 13540/22.08.2017, which is based o n Tax Decision No. F -MC 439/30.06.2017 issued by ANAF – General Directorate for the Administration of Large Taxpayers. Summary ruling: Admits the request for suspension of the trial filed by the claimant. Pursuant to Art. 413 para. (1) point 1 of the Civil Procedure Code, suspends the case until the final resolution of Case No. 1802/2/2018, pending before the Bucharest Court of Appeal, 8th Administrative and Tax Litigation Division. Appealable throughout the suspension period, the appeal to be filed with th e First District Court of Bucharest. Delivered in public session. Document: Suspension Ruling – April 17, 2018. The trial was resumed, and at the hearing on 10.10.2024, for communication of the documents filed in the case by the claimant to the respondent, the case was postponed to 21.11.2024, and subsequently to 06.03.2025. On 06.03.2025, the court adjourned the case to 17.04.2025. At the hearing of 17.04.2025 the court adjourned the case to 19.06.2025 for lack of expert's report. At the hearing of 19.06.2025 the court adjourns the case for 02.10.2025. CONAID COMPANY SRL The subject of Case No. 36755/3/2018 is the acknowledgment of the unjustified refusal to conclude the addendum to RET Connection Contract C154/2012 and claims amounting to RON 17,216,093.43, the suffered loss, and EUR 100,000, representing the estimated unrealized benefit. At the hearing on 03.01.2024, the Bucharest Tribunal upheld the statute of limitations objection to the right of action, invoked in the statement of defense. Dismisses the claim as time -barred. Appealable within 30 days from communication. Decision 4/2024. Conaid Company SRL filed an appeal, with the hearing date set for 27.03.2025. At the hearing on 27.03.2025, the court admits the appeal. Annuls the appealed civil ruling and refers the case to the first instance for judgment on the merits. Appealable within 30 days from communication. OPCOM Case file no. 22567/3/2019 – Subject matter: claim for damages under common law. Obligating the defendant OPCOM SA to pay the amount of RON 4,517,460 related to invoice series TEL 16 AAA no. 19533/29.07.2016, representing the VAT value corresponding to the contribution made by NPG Transelectrica SA to the share capital of the company OPCOM SA, issued based on Loan Agreement no. 7181RO/2003, commitment for financing the investment project “Electricity Market Project.” Obligating the defendant OPCOM SA to pay the amount of RON 1,293,778.27 related to invoices TEL 19 T00 no. 17/28.01.2019 and TEL 19 T00 no. 131/10.07.2019, representing penalty legal interest calculated for the late payment of invoice series TEL 16 AAA no. 19533/29.07.2016. The court suspends the proceedings until the final resolution of case no. 31001/3/2017, regarding the action for annulment of an OPCOM General Shareholders’ Meeting resolution (in which Transelectrica is not a party, and where, on 01.02.2021, the appeals were dismissed by final decision). TMB ruling: Upholds the statute of limitation plea. Dismisses the ac tion as time -barred. Appeal may be filed within 30 days from notification, to be submitted to the Bucharest Tribunal, 6th Civil Division. Decision rendered by making the ruling available to the parties through the court registry. Document: Ruling 3021/03.12.2021. To date, the judgment rendered in this case has not been drafted. After the drafting and notification of Civil Sentence no. 3021/03.12.2021, the Company will be able to file an appeal against this ruling. Transelectrica filed an appeal. CAB ruling per Judgment no. 1532/12.10.2022: Dismisses the appeal as unfounded. Orders the appellant to pay the respondent the amount of RON 11,325.21 as court expenses. With right to lodge an appeal within 30 days from notification.
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Half-yearly report January - June 2025 Page | 45 Transelectrica filed an appeal ag ainst Civil Decision no. 1532/12.10.2022 delivered by CAB. On 19.09.2023, the High Court of Cassation and Justice upheld the appeal, quashed Decision 1532/12.10.2022 and remanded the case for retrial to the same court. Final. Judgment 1640/19.09.2023. New case file no. 22567/3/2019* – the case was remanded for retrial. At the hearing on 18.02.2025, the appeal was dismissed as unfounded. The appellant - claimant was ordered to pay the respondent -defendant the amount of RON 28,777.79 as court expenses. With the right to file an appeal within 30 days from notification. Judgment 235/18.02.2025. Case file no. 24242/3/2021 – Bucharest Tribunal, 6th Civil Division – Subject matter: the claimant OPCOM seeks the declaration of nullity of an act – in-kind contribution. On 07.11.2023, TMB ruling (brief): the inadmissibility plea was reclassified as a substantive defence. The statement of claim was dismissed as unfounded. With the right to file an appeal within 30 days from notification. Judgment 2600/07.11.2023. OPCOM fil ed an appeal. At the hearing on 13.03.2025, CAB dismissed the appeal as unfounded. Orders the claimant (OPCOM) to pay the state the amount of RON 179,550.57 as court fees. With the right to lodge a second appeal within 30 days from communication. Case f ile no. 44380/3/2024 concerns: claims and conclusion of adendum for the amount of 2.914.065,21, equivalent to the value of services for calculation of rights to be collected and payment obligations of the transactions realized by PRE and PPE + legal interest. Hearing date 30.09.2025. COURT OF AUDITORS Following an audit carried out in 2017, the Romanian Court of Auditors imposed certain measures to be implemented by the Company as a result of deficiencies identified during this audit. The Company filed several challenges against the measures ordered by the Romanian Court of Auditors (CCR) by Decision no. 8/27.06.2017, requesting their annulment, as well as the annulment of Conclusion no. 77/03.08.2017, registered with the Company under no. 29117/08.08.2017, and of the Audit Report no. 19211/26.05.2017. The challenges were pending before the Bucharest Court of Appeal, including case file no. 6581/2/2017 regarding the annulment of the findings in point 6 and of the measure set out under point II.9. At the h earing on 31.03.2023, according to the minutes dated 29.03.2023, case file no. 6581/2/2017 was assigned under the 12th Panel of the 8th Administrative and Fiscal Litigation Division as case no. 6581/2/2017*. Ruling summary: In order to allow the parties to submit written conclusions and for deliberation, the ruling was postponed to the following dates: 31.03.2023, 13.04.2023, 28.04.2023, 12.05.2023. At the hearing on 26.05.2023, the court upheld the statement of claim. Partially annulled Conclusion no. 77/0 3.08.2017 with respect to the rejection of point 6 in Objection no. 26140/17.07.2017, Decision no. 8/27.06.2017 regarding the findings under point 6 and measure II.9, and Audit Report no. 19211/26.05.2017 regarding the findings under point 3.2. Orders the defendant to pay the claimant court expenses totaling RON 10,450, representing court stamp duty and the judicial expert’s fee. With right to appeal within 15 days from notification. Judgment 920/26.05.2023. Transelectrica filed an appeal, which was dismiss ed as unfounded on 23.01.2025.Final ruling no. 288/2025. Case file no. 2153/2/2021 – Subject matter: annulment of the administrative act issued following the audit conducted by the Romanian Court of Auditors between January and July 2020, by which 10 implementation measures were ordered to be carried out by the Company, as detailed in Decision no. 15/2020. At the hearing on 10.12.2021, CAB dismissed the statement of claim filed by the Company. Transelectrica filed an appeal, dismissed as unfounded on 07.03.2024. Final ruling no. 1319/2024. OTHER The Company is involved in significant litigation, particularly regarding the recovery of receivables (e.g., Total Electric Oltenia SA, Regia Autonomă de Activități Nucleare, Energy Holding SRL, UGM Energy Trad ing SRL, CET Bacău, CET Govora, Nuclearelectrica, CET Brașov, Elsaco Energy SRL, Arelco Power SRL, Opcom, Menarom PEC SA Galați, Romelectro SA, Transenergo Com SA, ENNET GRUP SRL, PET Communication, ISPE, EXPLOCOM GK SRL, Grand Voltage and others). The Company has recorded impairment adjustments for clients and other receivables in litigation and for clients in bankruptcy. The Company is also involved in litigation with former members of the Directorate and Supervisory Board regarding the management cont racts concluded between the Company and these individuals. Provisions have been set aside for these disputes.
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Half-yearly report January - June 2025 Page | 46 Annexes
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Half-yearly report January - June 2025 Page | 1 ANNEX 1: Standalone statement of financial position [million RON] H1 2025 2024 Δ Δ (%) 1 2 3=1-2 4=1/2 ASSETS Non-current assets Tangible assets 5,805 5,775 30.2 0.5% Assets of the usage rights for leased assets - buildings 6 6 - 7% Intangible assets 296 312 (16.7) (5%) Financial assets 90 86 4 5% Total non-current assets 6,197 6,179 18 0.3% Current assets Inventories 49 47 2 4% Receivables 2,672 3,779 (1,107) (29%) Cash and cash equivalents 971 672 299 45% Total current assets 3,691 4,497 (806) (18%) Total assets 9,888 10,676 (788) (7%) SHAREHOLDERS' EQUITY AND LIABILITIES Shareholders' Equity Share capital, of which 733 733 - - Subscribed share capital 733 733 - - Share premium 50 50 - - Legal reserves 147 147 - - Revaluation reserves 1,460 1,514 (54) (4%) Other reserves 259 257 2 1% Retained earnings 3,146 3,115 32 1% Total shareholders' equity 5,794 5,815 (21) (0%) Non-current liabilities Long term deferred revenues 671 537 133 25% Long term borrowings 2 8 (6) (75%) Deferred tax liabilities 240 244 (4) (1%) Employee benefit obligations 88 88 - 0% Other non-current liabilities - 6 (6) (100%) Total long-term liabilities 1,001 883 118 13% Current liabilities Trade and other payables 2,988 3,862 (873) (23%) Other loans and assimilated liabilities - Building leasing 7 7 0.2 4% Other taxes and social security contributions 15 18 (3) (16%) Current borrowings 19 24 (6) (24%) Provisions 32 33 (0) (1%) Short-term deferred revenues 27 22 5 22% Income tax payable 4 13 (9) (71%) Total current liabilities 3,092 3,978 (886) (22%) Total liabilities 4,094 4,861 (768) (16%) Total shareholders' equity and liabilities 9,888 10,676 (788) (7%)
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Half-yearly report January - June 2025 Page | 2 ANNEX 2: Standalone profit and loss account [million RON] Indicator 2023 H1 2024 2024 H1 2025 Budgeted H1 2025 Realized H1 2025 vs H1 2024 Achieved H1 2025 vs H1 2024 (%) Realized vs Budgeted H1 2025 Realized vs Budgeted H1 2025 (%) 0 1 2 3 4 5 6=4-2 7=4/2 8=4-5 9=4/5 Operating revenues Transmission revenues 1,956 985 2,024 1,119 1,093 133 14% 26 2% System services revenues 391 312 633 282 297 (30) (10%) (15) (5%) Balancing market revenues 2,269 3,229 4,966 1,491 2,711 (1,739) (54%) (1,220) (45%) Other revenues 102 159 256 32 40 (127) (80%) (8) (20%) Total operating revenues 4,718 4,685 7,879 2,922 4,140 (1,763) (38%) (1,218) (29%) Operating expenses System operating expenses (640) (355) (716) (358) (412) (3) (1%) 54 13% Balancing market expenses (2,269) (3,229) (4,966) (1,491) (2,711) 1,738 54% 1,220 45% System services expenses (499) (301) (524) (235) (291) 66 22% 57 20% Depreciation and Amortization (334) (172) (356) (192) (193) (20) (12%) 1 1% Personnel expenses (348) (187) (373) (202) (201) (14) (8%) (1) (0%) Repairs and maintenance expenses (115) (52) (129) (60) (79) (8) (16%) 19 24% Materials and consumables (8) (3) (9) (3) (6) - 13% 3 52% Other operating expenses (270) (118) (229) (118) (161) - 0% 43 26% Total operating expenses (4,484) (4,418) (7,301) (2,658) (4,053) 1,760 (40%) 1,395 34% Operating profit 234 267 579 264 87 (3) (1%) 177 202% Financial revenues 36 20 27 55 19 35 178% 36 186% Financial expenses (36) (4) (14) (30) (2) (26) n/a (27) n/a Net financial result 0 16 13.5 25 17 9 56% 8 50% Profit before income tax 234 283 592 290 104 6 2% 185 n/a Income tax (21) (20) (6) (33) (14) (13) (68%) (19) n/a Profit for the year 214 264 586 256 90 (7) (3%) 166 n/a
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Half-yearly report January - June 2025 Page | 3 ANNEX 3: Standalone cash flow statement [million RON] H1 2025 H1 2024 Δ Cash flows from operational activities Profit of the period 256,44 263,66 (7,2) Income tax expense 33,15 19,73 13,4 Depreciation and Amortisation (including additional grid losses) 192,05 171,64 20,4 Income from the production of intangible assets (including additional grid losses) (0,92) (23,87) 22,9 Expenses with adjustments for trade receivables impairment 2,13 0,02 2,1 Revenues from reversal of adjustments for trade receivables impairment - (2,06) 2,1 Losses from various debtors 1,67 2,92 (1,25) Net expenses/income with adjustments for various debtors impairment 0,12 1,61 (1,5) Net expenditures with adjustments for inventories impairment (0,15) 0,78 (0,9) Net profit/ loss on sale of tangible assets (1,07) 4,38 (5,5) Net Expenses/Income regarding provisions for risks and expenses (0,26) (4,26) 4,0 Interest expense, interest revenue and unrealised exchange rate gains (27,55) (16,71) (10,8) Cash flows before changes to working capital 455,62 417,85 37,8 Changes in: Clients and assimilated accounts - energy and other activities 1.065,28 (473,83) 1.539,1 Clients – balancing 26,55 (786,61) 813,2 Clients – cogeneration 11,66 (16,32) 28,0 Inventories (1,61) (4,01) 2,4 Trade and other liabilities - energy and other activities (1.048,33) 249,10 (1.297,4) Liabilities - balancing (84,92) 979,60 (1.064,5) Liabilities - cogeneration (34,11) (111,54) 77,4 Other taxes and social insurance liabilities (3,01) (2,24) (0,8) Deferred revenues 132,59 51,09 81,5 Cash flows from operational activities 519,72 303,09 216,6 Interests paid (0,74) (1,23) 0,5 Income tax paid (39,14) (20,97) (18,2) Net cash generated from operational activities 479,84 280,89 199,0 Cash flows from the investment activity Acquisition of tangible and intangible assets (196,61) (256,21) 59,6 Participation titles held in Geco Power Company Corridor Power Company SRL (3,75) - (3,8) Proceeds from EC non-reimbursable financing 8,12 2,71 5,4 Proceeds from sale of tangible assets 1,38 - 1,4 Received Interests 6,24 3,43 2,8 Dividends cashed 22,12 14,65 7,5 Net cash used in the investment activity (162,50) (235,42) 72,9 Cash flows used in financing activities Repayments of non-current borrowings (12,00) (11,98) (0,02) Building lease payments (6,24) (5,33) (0,9) Dividends paid (0,01) (20,41) 20,4 Net cash used in financing activities (18,24) (37,72) 19,5 Net increase/decrease in cash and cash equivalents 299,10 7,75 291,4 Cash and cash equivalents as at January 1st 671,56 519,36 152,2 Cash and cash equivalents at the end of the period 970,66 527,10 443,6
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Half-yearly report January - June 2025 Page | 4 ANNEX 4: Economic and financial indicators according to Regulation 5/2018 ASF Indicators Calculation formula H1 2025 2024 Current liquidity indicator (x) Current assets 1.20 1.13 Current liabilities Debt ratio indicators* (x): (1) Leverage ratio indicator Borrowed equity x 100 0.47% 0.67% Equity (2) Leverage ratio indicator Borrowed equity x 100 0.47% 0.66% Employed equity Customer turnover rate (days) Average customer balance** x no.of days 68.37 51.58 Turnover Rotation speed of fixed assets (x) Turnover 0.47 1.24 Non-current assets * Within the leverage ratios, borrowed capital includes current borrowings, long -term borrowings and other similar short - and long -term borrowings/liabilities related to building leases under IFRS16. **Customers contributing to the turnover (energy, balancing, other customers, billing customers) have been taken into a ccount in the calculation of the average balance. The values corresponding to customers: uncertain, from market coupling mechanism, cogeneration scheme and overcompensation have not been included in the average balance. ANNEX 5: Constitutive acts modified between January-June 2025 At the time of writing there are no amended constitutive acts in H1 2025. ANNEX 6: Acts of appointment/revocation issued in January-June 2025 Supervisory Board At the time of preparation of this report there are no acts of appointment/revocation of the Supervisory Board. Directorate At the time of preparation of this report there are no acts of appointment/revocation of the Company's Directorate.
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Half-yearly report January - June 2025 Page | 5 ANNEX 7 REPORT (according to HAGEA no. 4/29.04.2015) on the contracts signed in Q2 2025 for the purchase of goods , services and works , the value of which exceeds 500,000 Euro/purchase (for the purchase of goods and works) and 100,000 Euro/purchase (for services) respectively No. Contract Number Subject of Contract Durati on (mont hs) Value Contract type Legal Basis Procure ment Procedure Thousand RON Thousan d EUR 0 1 2 3 4 5 6 7 8 1 C 1845/2025 Transition to 400 kV of the Porțile de Fier - Anina - Reșița - Timișoara - Săcălaz - Arad axis. 400 kV Timișoara – Arad OHL, (Stage III) 36 185.21 0.00 Works Law 99/2016+ HG 394/2016 Open tender 2 C 1592/2025 220 kV station Ostrovu Mare 24 76.94 0.00 Works Law 99/2016+ HG 394/2016 Open tender 3 BC 12/2025 Modernization of the 220 kV 110 kV command - control - protection - metering system in the 220/110/20 kV station and upgrading of the medium voltage and internal a.c. d.c. d.c. services in the 220/110/20 kV Ghizdaru station 24 39.86 0.00 Works Law 99/2016+ HG 394/2016 Open tender 4 C 1723/2025 Purchase and installation of compensation coil in 400kV Porțile de Fier station 24 28.94 0.00 Works Law 99/2016+ HG 394/2016 Open tender 5 C 1827/2025 Specialized consulting service for works/services in OHL 110 - 750 kV 48 11.12 0.00 Services Law 99/2016+ HG 394/2016 Open tender 6 SB 16/2025 Maintenance services of the crossing corridors of the 220- 400 kV OHL in areas with tree vegetation (STT Sibiu) 36 4.17 0.00 Services Law 99/2016+ HG 394/2016 Open tender 7 BA 16/2025 Increasing the transmission capacity of the 220 kV Gutinaș-Dumbrava transmission line (design) 12 3.57 0.00 Services Law 99/2016+ HG 394/2016 Open tender 8 C 1708/2025 Aerial multispectral inspection of overhead power lines (OHL) 110-220-400-750 kV 36 2.89 0.00 Services Law 99/2016+ HG 394/2016 Open tender 9 BA 17/2025 Increasing the transmission capacity of the 220 kV Dumbrava-Stejaru OHL (design) 12 2.15 0.00 Services Law 99/2016+ HG 394/2016 Open tender 10 TM 15/2025 Maintenance services of the OHL crossing lane in areas with arboreal vegetation 24 1.75 0.00 Services Law 99/2016+ HG 394/2016 Open tender 11 SB 12/2025 Increasing the transmission capacity of the 220 kV Fântânele - Ungheni (design) 9 1.45 0.00 Services Law 99/2016+ HG 394/2016 Open Tender 12 C 1682/2025 Adequacy study of the NES for the horizon 2030. in the new European legislative context on the transition to renewable energy 8 1.00 0.00 Services Law 99/2016+ HG 394/2016 Simplified procedure 13 TM 36/2025 Realization of the 400 kV Nădab-Bekescsaba OHL circuit 2 and related works in the 400 kV Nădab station (design) 9 0.98 0.00 Services Law 99/2016+ HG 394/2016 Open tender 14 BC 16/2025 Modernization of the command, control, protection and automation system in 400/220/110/10kV Bucharest Sud station (design) 10 0.72 0.00 Services Law 99/2016+ HG 394/2016 Open tender
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Half-yearly report January - June 2025 Page | 6 No. Contract Number Subject of Contract Durati on (mont hs) Value Contract type Legal Basis Procure ment Procedure Thousand RON Thousan d EUR 0 1 2 3 4 5 6 7 8 15 C 1846/2025 Subscription of autocad licenses 36 0.65 0.00 Services Law 99/2016+ HG 394/2016 Open tender 16 PT 6/3779/2025 Repair and maintenance services for fire detection and signaling subsystems and automatic fire localization and extinguishing subsystems, in the objectives belonging to the state of pitești: Arefu station, Stupărei station, Răureni station, Slatina/CE Slatina station 36 0.60 0.00 Services Law 99/2016+ HG 394/2016 Open Tender 17 CR 1753/2025 Modernization of SCCPA 220/110 kV station Ișalnița (design) 8 0.59 0.00 Services Law 99/2016+ HG 394/2016 Open tender
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Annex 6 - Glossary of terms "ANRE" National Electricity Regulatory Authority "BAR" Regulated asset base "BVB" Bucharest Stock Exchange. operator of the regulated market on which the Shares are traded "CAB" Bucharest Court of Appeal "EEC" European Economic Community "Company". "NPG CO.". "TEL" National Electricity Transmission Company Transelectrica SA "OTC" Own Technological Consumption "SB" Supervisory Board "DEN" National Energy Dispatcher "EBIT" Operating profit before interest and income tax "EBITDA" Operating profit before interest, income tax, depreciation and amortisation "EBT" Operating profit before corporate income tax "ENTSOE" European Network of Transmission System Operators for Electricity "GD" Government Decision "IFRS" International Financial Reporting Standards "LEA" Overhead power lines "Leu" or "Lei" or "RON" Romania's official currency "MFP" Ministry of Public Finance "MO" Official Journal of Romania "GO" Government Ordinance "OPCOM" Romanian Electricity Market Operator OPCOM SA "GEO" Government Emergency Ordinance "DAM" Day Ahead Market "ETG" Electricity Transmission Grid. electricity network of national and strategic interest with nominal line voltage higher than 110 kV "NES" National Energy System "RS" Secondary adjustment "RTL" Slow tertiary adjustment "SMART" Commercial Company for Maintenance Services of the Electricity Transmission Grid SMART SA "SS" System Service "TEL" Stock market indicator for Transelectrica "TSR" Total shareholder return "EU" European Union "u.m." Unit of measurement "USD" or "US dollars" US dollar. official currency of the United States of America "WACC" Weighted Average Cost of Capital