HALF-YEAR REPORT 2013 CEZ GROUP CEZ GROUP
Presentation of CEZ Group CEZ Group is an established, integrated energy conglomerate, headquartered in the Czech Republic, with operations in a number of Central and Southeastern European countries and Turkey. The Group s core business is the generation, distribution, trade in and sales of electricity and heat, trade in and sales of natural gas, and coal extraction. CEZ Group has 27,000 employees. The largest shareholder of its parent company, ČEZ, a. s., is the Czech Republic with a nearly 70% stake in the Company s share capital. Shares of ČEZ, a. s. are traded on the Prague and Warsaw stock exchanges and included in the PX and WIG-CEE exchange indices. A key part of the CEZ Group mission is to maximize the return on investments and to ensure the longterm growth of value for its shareholders. In its business activities, CEZ Group embraces the principles of sustainable development, supports energy efficiency, promotes new technologies, and operates its power facilities in compliance with safety standards. Its corporate culture focuses on safety, performance, and continual growth in internal efficiency; however, CEZ Group s business activities are also governed by strict ethical standards that include responsible behavior toward the surroundings, society, and the environment. CEZ Group companies in the Czech Republic generate and distribute electricity and heat, trade in electricity and other commodities, sell electricity, heat, and natural gas to end customers, and are involved in coal extraction. Their power generation portfolio consists of nuclear, coal-fired, gas, hydroelectric, and other renewable sources. CEZ Group s power generation portfolio and distribution grids are being renewed, upgraded, and developed extensively to ensure continuity of its successful market presence in the Czech Republic, which it considers crucial in terms of its business. CEZ Group Energy Operations, by Country Abroad, CEZ Group focuses mainly on Central and Southeastern European markets. It is mainly involved in the distribution, sales, and generation of electricity from coal and renewable sources and in trading in electricity and other commodities. CEZ Group s subsidiaries in the Netherlands and Ireland are ownership intermediaries and companies providing financing. Presentation of CEZ Group 1
CEZ Group is the owner or co-owner of production and generation assets in Poland, Romania, Bulgaria, Hungary, Slovakia and Turkey. In Poland, CEZ Group has two coal-fired power plants and two hydropower plants near the country s border with the Czech Republic and a developer preparing the construction of wind turbines. In Romania, CEZ Group is involved in the generation of electricity from renewable sources, especially wind, as well as in electricity distribution and sales. In Bulgaria, it distributes and sells electricity in the western part of the country, generates electricity in a coal-fired power plant, and is involved in the development of renewable sources. In Turkey, CEZ Group and its local partner operate a distribution company, generate electricity in gas-fired and hydroelectric power plants and wind parks, and are preparing to build new power plants. In many European countries, CEZ Group trades in electricity and other commodities on wholesale markets. CEZ Group sells electricity or natural gas to end customers in the Czech Republic as well as Romania, Bulgaria, Turkey, Hungary, Poland, and Slovakia, in particular. 2 Presentation of CEZ Group
Table of Contents Statutory Declaration of Persons Responsible for the CEZ Group Half-Year Report... 4 Selected Indicators of CEZ Group... 5 Shares... 7 Selected Events... 9 Developments in the World Markets... 11 Development of CEZ Group s Strategy... 12 Financial Performance of CEZ Group... 14 CEZ Group Capital Expenditures... 29 CEZ Group Energy Procurement and Disposition... 30 CEZ Group in the Czech Republic... 33 Business Environment in the Energy Sector... 33 Power Production & Trading... 35 Distribution and Sale... 38 Mining... 41 FutureMotion... 42 CEZ Group Abroad... 43 Poland... 43 Bulgaria... 44 Romania... 47 Turkey... 50 Other Countries... 51 Albania... 52 Changes in CEZ Group Ownership Interests... 53 General Meeting and Changes in Governance Bodies... 55 Litigation and Other Proceedings... 58 Contacts... 63 Method Used to Calculate Key Indicators of CEZ Group... 64 Interim Consolidated Financial Statements... 65 Identification of ČEZ, a. s.... 89 Table of Contents 3
Selected Indicators of CEZ Group Selected Indicators of CEZ Group in Accordance with IFRS Units H1 2012 H1 2013 Index 2013/2012 % Electricity generated (gross) GWh 35,727 34,347 96.1 Installed capacity MW 15,688 15,785 100.6 Electricity sold 1) GWh 21,578 18,969 87.9 Heat sold TJ 8,829 14,907 168.8 Gas sold 1) GWh 3,016 3,306 109.6 Operating revenues CZK millions 113,024 113,105 100.1 of which: sales of electricity CZK millions 93,912 94,537 100.7 and related services EBITDA 2) CZK millions 48,316 49,249 101.9 EBIT CZK millions 35,439 35,181 99.3 Net income CZK millions 27,162 28,601 105.3 of which: net income attributable CZK millions 27,680 28,592 103.3 to equity holders of parent company Earnings per share basic CZK / share 51.8 53.5 103.3 Dividend per share ČEZ, a. s. (gross) 3) CZK / share 45.00 40.00 88.9 Return on Equity (ROE), net 4) % 19.9 17.5 87.9 Net debt / EBITDA 4) 1 1.6 1.7 110.6 Capital expenditure 5) CZK millions (22,936) (18,952) 82.6 Investments 6) CZK millions (3,348) (975) 29.1 Net cash provided by operating activities CZK millions 28,274 29,490 104.3 Work force head count as of June 30 persons 31,461 27,018 85.9 1) Sold to end customers (outside CEZ Group) 2) Change of EBITDA calculation method, see Method Used to Calculate Key Indicators 3) Approved in the given year 4) Moving in the last 12 months 5) Additions to property, plant, and equipment and intangibles 6) Acquisition of subsidiaries, associates, and joint-ventures, net of cash acquired (under these acquisition) CEZ Group Operating Revenues (CZK billions) H1 2012 113.0 H1 2013 113.1 0 20 40 60 80 100 120 Selected Indicators of CEZ Group 5
CEZ Group EBITDA (CZK billions) H1 2012 48.3 H1 2013 49.2 0 10 20 30 40 50 CEZ Group Net Income (CZK billions) H1 2012 27.2 H1 2013 28.6 0 10 20 30 Credit Rating Standard & Poor s reaffirmed its long-term credit rating of A- with a stable outlook on January 29, 2013. Moody s reaffirmed its long-term credit rating of A2 on May 13, 2013, changing the outlook to negative. 6 Selected Indicators of CEZ Group
Shares The shares of 4 companies within the CEZ Group are publicly traded. 1) ČEZ, a. s. As at June 30, 2013, the total stated capital of ČEZ, a. s. was CZK 53,798,975,900. The company s stated capital comprises 537,989,759 shares with a nominal value of CZK 100. Structure of Shareholders by Entity Type (%) Stake in stated capital Stake in voting rights Stake in stated capital Stake in voting rights at June 19, 2012 1) at June 12, 2013 2) Legal entities, total 93.82 93.78 92.78 92.72 of which: Czech Republic 69.78 70.29 69.78 70.29 ČEZ, a. s. 0.72 0.72 Other legal entities 23.32 23.49 22.28 22.43 Private individuals, total 6.18 6.22 7.22 7.28 1) Strike date for participation in the 20 th Annual General Meeting 2) Strike date for participation in the 21 st Annual General Meeting Entities Holding Over 3% of the Shares of ČEZ, a. s. as at June 12, 2013 As at the above date, ČEZ, a. s. had records of the following entities: 1. Czech Republic, represented by the Ministry of Finance of the Czech Republic, the Ministry of Labor and Social Affairs of the Czech Republic, and the Office for Government Representation in Property Affairs with a combined total stake of 69.78% in the stated capital. 2. Chase Nominees Limited, with a registered office in London, Great Britain, with a stake of 3.94% in the stated capital. Treasury Shares There were 3,875,021 treasury shares on the asset account of ČEZ, a. s. with the Central Securities Depository at the beginning of 2013 and the balance did not change by June 30, 2013. No beneficiary made a claim to shares of ČEZ, a. s. under the option incentive program during H1 2013. Shares 7
Development of ČEZ share price compared to PX and Bloomberg European Utilities indices, % 110% 90% 70% 50% PX Bloomberg European Utilities Index ČEZ Payout of Dividends to Shareholders The General Meeting held on June 19, 2013 approved the payout of dividends in the amount of CZK 40 per share before tax. Entities that were shareholders of ČEZ, a. s. on the strike date, i.e. June 25, 2013, are entitled to the dividend. The dividends are payable as of August 1, 2013 and can be claimed until August 1, 2017. As at the strike date, the amount of shares entitled to dividend payout was 534,114,738 shares. 2) Akenerji Elektrik Üretim A.S. A portion of the company s shares, representing a 25.3% stake in its stated capital, has been freely traded on the Istanbul stock exchange since July 3, 2000. Their ISIN is TRAAKENR91L9. The shares are not traded on any other public markets. 3) CEZ Elektro Bulgaria AD A portion of the company s shares, representing a 33% stake in its stated capital, has been freely traded on the BSE stock exchange (Българска Фондова Борса) since October 29, 2012. Their ISIN is BG1100024113. The shares are not traded on any other public markets. The liquidity of the shares is low, as large shareholders are keeping their stakes. On February 19, 2013, following a public announcement of the then Prime Minister of the Republic of Bulgaria, Boyko Metodiev Borisov, and information in some of the public media about the Prosecutor General Office s affirmative position that the company s license should be revoked on that very day, trading with the shares was suspended according to the Stock Exchange Rules, Article 65(1)(1). The trading was suspended from February 19, 2013 to February 27, 2013. The license was not revoked but revoking proceedings were started and have not been finished yet. 4) CEZ Razpredelenie Bulgaria AD A portion of the company s shares, representing a 33% stake in its stated capital, has been freely traded on the BSE stock exchange (Българска Фондова Борса) since October 29, 2012. Their ISIN is BG1100025110. The shares are not traded on any other public markets. The liquidity of the shares is low, as large shareholders are keeping their stakes. On February 19, 2013, following a public announcement of the then Prime Minister of the Republic of Bulgaria, Boyko Metodiev Borisov, and information in some of the public media about the Prosecutor General Office s affirmative position that the company s license should be revoked on that very day, trading with the shares was suspended according to the Stock Exchange Rules, Article 65(1)(1). The trading was suspended from February 19, 2013 to February 27, 2013. The license was not revoked but revoking proceedings were started and have not been finished yet. 8 Shares
Selected Events Selected Events in H1 2013 January - Standard & Poor s affirmed its A- rating with a stable outlook - Control of the Albanian subsidiary CEZ Shpërndarje Sh.A. was lost due to license revocation by the Albanian regulatory authority ERE. Company management was assumed by an administrator appointed by the regulatory authority. - The Ministry of the Environment of the Czech Republic issued a favorable opinion within the environmental impact assessment (EIA) of the construction of two units at the Temelín Nuclear Power Plant. February - Start of revocation proceedings concerning the licenses for the distribution and sales of electricity held by CEZ Group companies in Bulgaria during an unstable political situation in the country. March - A long-term contract concluded between ČEZ, a. s. and the mining company Vršanská uhelná from the Czech Coal group for coal deliveries to the Počerady Power Plant, including an option contract for contingent future sale of the power plant - Contract on the sale of the Chvaletice Power Plant concluded with Litvínovská uhelná a.s. (Severní energetická a.s. since August 2, 2013) - Completion of the preliminary evaluation of bids for the construction of new Units 3 & 4 at the Temelín Nuclear Power Plant and handover of the evaluation to the bidders. April - 1 st place in a Project of the Year competition for heat supply systems in the Development of Heat Supply Systems category. The award was won by ČEZ Teplárenská, a.s. for the project to connect the city of Bílina to distance heating from the Ledvice Power Plant. May - Initiation of international arbitration against the Republic of Albania, in which ČEZ, a. s. claims compensation for damage arising from failure to protect its investment in the distribution and sales company CEZ Shpërndarje Sh.A. - Juice retail customer program launched - Memorandum signed with the Moravia-Silesia Region (as the first region) and the statutory city of Ostrava, concerning their entry into CEZ Group s Electromobility project. June - The ordinary ČEZ, a. s. General Meeting was held. - The process of sale of the Dětmarovice Power Plant was abandoned in its final stage due to GASCONTROL s withdrawal. Selected Events Until the Closing Date for the Half-Year Report July - Information about postponing the expected deadline for agreement with the contractor for the new Units 3 & 4 of the Temelín Nuclear Power Plant was published - A single operation control system was put into operation for the whole distribution area of ČEZ Distribuce Selected Events 9
- Announcement of intention to provide mobile phone services and become a fully-fledged virtual operator in the Czech Republic. August - The letter of the European Commission s approval of the sale of the Chvaletice Power Plant was received, which fulfilled the second and last condition precedent for the settlement of the sale - Increasing the output of Unit 2 of the Temelín Nuclear Power Plant by utilizing project reserves initiated - A complaint and initiative sent to the European Commission against Romania on grounds of restriction of support for electricity generation from renewable sources. 10 Selected Events
Developments in the World Markets H1 2013 on the world markets related to energy (electricity, coal, allowances, natural gas) continued to be characterized by falling prices, or stagnating prices in the case of natural gas. Electricity and Greenhouse Gas Emission Allowances During the period in question, the price of the EEX BL 2014 one-year forward power contract was falling evenly, from EUR 45/MWh to EUR 37.5/MWh at the end of the half-year. Electricity generated from renewable energy sources is becoming an ever more important pricing factor. Prices on the spot electricity market were at a higher level due to a long and harsh winter, starting to decrease no sooner than in mid-april. On the market in greenhouse gas emission allowances, long-term surplus of allowances played a crucial role. The price of a forward contract with delivery in December 2013 gradually dropped from EUR 6.5 per ton to EUR 4.75 per ton in mid-april. The European Parliament then did not support a proposal for backloading 900 million tons of allowances and the price fell sharply by another EUR 2 per ton. The vote in the Parliament was followed by a discussion about a compromise backloading proposal, which resulted in a slight growth in the price of emission allowances and they were traded above the level of EUR 4 per ton at the end of the half-year. The European Parliament passed the compromise proposal on July 3. Negotiations with the European Commission and Member States will follow. Coal, Oil, and Gas The price of API2 Rotterdam coal continued its downward trend. An important role was played by imports of cheap U.S. coal, made possible by the rapid development of shale gas extraction in the United States of America. Oil, in the case of the basic Brent front month contract, fell from USD 110/bl to USD 100/bl during H1 2013. A major role was played by the decelerating global growth of economy. European natural gas, one-year NCG Cal-14 contract, stagnated during the period in question. Its price was affected by the extreme winter and low imports to Europe but also by low demand with the opposite effect. Developments in the World Markets 11
Development of CEZ Group s Strategy Development Objectives The implementation of CEZ Group s development objectives continues especially in the five main development areas at a rate adjusted to the developments in the market environment. Considering the prevailing uncertainty of developments on the European energy market, CEZ Group is placing more emphasis on changing its risk profile and improving its performance. In the area of the new nuclear power plant, the procedure of tendering for the construction of Units 3 & 4 of the Temelín Nuclear Power Plant continues. However, ČEZ, a. s. does not intend to take the final and binding decision on investment in the new nuclear power units, having negotiated a good EPC contract, until the new investment is brought into line with the new State Energy Policy and more precise regulatory and legislative conditions for the investment are defined by the Czech authorities. In the area of provision of fuels, an important long-term contract was concluded between ČEZ, a. s. and the mining company Vršanská uhelná from the Czech Coal group. The contract ensures coal deliveries for the Počerady Power Plant for nearly 50 years ahead. Concluded agreements include option parameters for contingent future sale of the power plant (in 2016 or 2024). One of the crucial parts of the performance strategic area is the Service Provisioning Strategy in CEZ Group project. On January 1, 2013, ČEZ Korporátní služby, s.r.o. commenced its operation as CEZ Group s shared services center, focusing on selected ancillary services. It covers the previous activities of ČEZ Správa majetku, complemented with accounting and HR services previously included in the Finance division of ČEZ, a. s. On July 1, 2013 ČEZ Měření was merged with ČEZ Distribuční služby. The project of a shared services center focusing on customer service also reached a major milestone in H1 2013 when the Board of Directors of ČEZ, a. s. approved the method and progress chart for implementing more efficient customer service in CEZ Group. The preparation of selected projects continued in the area of regional power and renewable energy resources, specifically in the area of renewable energy sources in Poland. We expect a decision on the actual construction to be made once all parameters of the new Energy Act and the Renewable Sources Act have been clarified. The large group of Czech households that CEZ Group supplies electricity to should become a stepping-stone to offering new customer solutions. Starting this fall, its potential will be tested by the offer of services of a virtual telecommunication operator that CEZ Group is preparing for households and small businesses in the Czech Republic. Unlike existing virtual operators, it will create subscription plans and select its target market segments independently of any real mobile phone network operator. Developments in Regulation The business environment in the energy sector is highly influenced by the European Union s policies, characterized by market liberalization and integration as well as climate policy. The policy sets a 3x20 goal, envisaging a 20% share of renewable energy sources in energy consumption, 20% reduction of carbon dioxide emissions, and 20% energy savings to be achieved by 2020. Especially the development of electricity generation from renewable sources, whose volume should be about two times higher than today, has and will have profound impacts on the electricity market. Electricity generated from renewable sources enters the electricity market at a price of zero, as the production is subsidized and paid for outside the exchange. This drives the price of electricity on the wholesale market down, cutting back on the space for conventional power that does not receive any aid. However, the lowering market price of electricity has no effect on the price for end customers, as the growth of the end price is determined by the growing volume of aid for renewable sources. However, as the volume of unpredictable production from renewable sources grows, there is additional need for flexible capacity that can cater for peaks in electricity consumption and serves as a reserve for such unstable generation. Yet the deformed market does not provide the price signals necessary for maintaining the capacity on a market basis. A number of European countries are thus considering the introduction of capacity payments that should ensure sufficient reserve capacities, as further expansion of renewable energy sources will increase the pressure on decline in the market prices of electricity and will not allow getting a return on investments in new plants by simply selling the 12 Development of CEZ Group s Strategy
electricity generated by them on the exchange. The capacity regulation is shaping up most significantly in Germany, where power plants cannot be shut down without the approval of transmission system operators. However, the European Commission prefers consumption control, storage of surplus energy generated off-peak, and stronger interconnection of transmission systems. The European Union fulfills its commitment to decrease CO 2 emissions in the industrial and energy sectors chiefly through its system of trading in CO 2 allowances, EU-ETS (EU Emissions Trading Scheme). The European Commission's efforts to aid the current low prices resulting from the economic crisis by various reforms are meeting resistance of some member states that worry about their adverse impacts, especially on industry. This was one of the reasons why the proposed backloading (temporary withdrawal of a portion of allowances from the system) was passed by the European Parliament only at the second attempt and in a less ambitious form in July 2013. How greenhouse gas emissions are reduced in the European Union is important for energy companies, including ČEZ, a. s., because of investment in new plants and the economic effectiveness of existing low-emission plants. CEZ Group is finishing the construction of a new gas-fired power plant in Počerady and has implemented upgrades and other measures in its nuclear and coal-fired plants to increase their efficiency and reduce their emissions. The rate of return of the expenditure will be higher if the prices of allowances are higher. In late March 2013, the European Commission published its Green Paper A 2030 Framework for Climate and Energy Policies. This is a consultation document that opens public discussion across the European Union about the main aspects of future development after 2020 and specific steps and targets up to 2030. The document builds on previous discussions on the European Union s long-term strategy towards a low-carbon economy and low-carbon energy (according to the 2050 Roadmap), the European Union s strategy in transportation, and other strategies. A significant role is played by the decision to abandon nuclear power in some countries such as Germany, where the zero-emission production of nuclear power plants is subsequently replaced by emission-loaded generation in coalfired power plants. Considering the uncertain economic development, seeking a consensus on the long-term orientation of the EU s energy industry will be difficult. A Brief Forecast of the Development of the Power Sector from CEZ Group s Perspective Europe s energy sector will continue to be affected in particular by the future macroeconomic development and the focus of the EU s energy policy. Since the two factors do not always act in the same direction and it is not obvious which one will be dominant, the prediction of future development has a large degree of uncertainty. The economy of the EU s member states is stagnating and is still very unlikely to grow significantly this year. The uncertainty about the development of the debt crisis manifests itself in worse access to financing by banks, restricted household consumption, and postponement of investments by businesses. Government spending will also be reduced due to continued pressure on the stabilization of budgets. All of this adversely affects the level of economic activity and subsequently the rate of growth in electricity consumption. Generation of electricity at subsidized plants and the effect of other regulatory measures keep increasing dramatically in the European Union, which lowers the wholesale price, sometimes even down to negative figures. The frequency of these phenomena endangering the future of the wholesale market is on the increase. In addition, the rapid development of renewable energy sources also makes heavier demands on subsidies, which results in growth of the regulated components of the price of electricity and an excessive burden on many countries budgets. Development of CEZ Group s Strategy 13
Financial Performance of CEZ Group As of June 30, 2013, the consolidated CEZ Group comprised a total of 112 companies, with 93 companies fully consolidated and 19 associates and joint-ventures consolidated using the equity method. CEZ Group consolidated unit as of June 30, 2013 The companies of the consolidated accounting unit of CEZ Group are divided into seven operating segments. Power Production & Trading Central Europe ČEZ, a. s. A.E. Wind sp. z o.o. Areál Třeboradice, a.s. Baltic Green I sp. z o.o. Baltic Green II sp. z o.o. Baltic Green III sp. z o.o. CEZ Bosna i Hercegovina d.o.o. CEZ Deutschland GmbH CEZ Chorzow B.V. CEZ MH B.V. CEZ Nowa Skawina S.A. CEZ Poland Distribution B.V. CEZ Produkty Energetyczne Polska sp. z o.o. CEZ Silesia B.V. CEZ Srbija d.o.o. CEZ Towarowy Dom Maklerski sp. z o.o. CEZ Trade Albania Sh.P.K. CEZ Trade Romania S.R.L. ČEZ Bohunice a.s. ČEZ Energetické produkty, s.r.o. ČEZ Energo, s.r.o. ČEZ Obnovitelné zdroje, s.r.o. ČEZ OZ uzavřený investiční fond a.s. ČEZ Teplárenská, a.s. Eco-Wind Construction S.A. Elektrárna Dětmarovice, a.s. Elektrárna Chvaletice a.s. Elektrárna Mělník III, a. s. Elektrárna Počerady, a.s. Elektrárna Tisová, a.s. Elektrociepłownia Chorzów ELCHO sp. z o.o. Elektrownia Skawina S.A. Elektrownie Wiatrowe Lubiechowo sp. z o.o. Energetické centrum s.r.o. Energotrans, a.s. F.W. Tolkowiec sp. z o.o. Farma Wiatrowa Leśce sp. z o.o. Farma Wiatrowa Wilkolaz-Bychawa sp. z o.o. MARTIA a.s. Mega Energy sp. z o.o. PPC Úžín, a.s. Tepelné hospodářství města Ústí nad Labem s.r.o. Teplárna Trmice, a.s. CM European Power International B.V. *) CM European Power Slovakia s.r.o. *) Power Production & Trading Southeastern Europe CEZ Bulgarian Investments B.V. ECO Etropol AD Free Energy Project Oreshets EAD M.W. Team Invest S.R.L. NERS d.o.o. Ovidiu Development S.R.L. Taidana Limited TEC Varna EAD TMK Hydroenergy Power S.R.L. Tomis Team S.R.L. Aken B.V. *) Akenerji Dogal Gaz Ithalat Ihracat ve Toptan Ticaret A.S. *) Akenerji Elektrik Enerjisi Ithalat Ihracat ve Toptan Ticaret A.S. *) Akenerji Elektrik Üretim A.S. *) Akka Elektrik Üretim A.S. *) Akkur Enerji Üretim Ticaret ve Sanayi A.S. *) AK-EL Kemah Elektrik Üretim ve Ticaret A.S. *) AK-EL Yalova Elektrik Üretim A.S. *) Egemer Elektrik Üretim A.S. *) Mem Enerji Elektrik Üretim Sanayi ve Ticaret A.S. *) 14 Financial Performance of CEZ Group
Jadrová energetická spoločnosť Slovenska, a. s. *) JESS Invest, s. r. o. *) MOL CEZ European Power Hungary Kft. *) Distribution & Sale Central Europe CEZ Magyarország Kft. CEZ Slovensko, s.r.o. CEZ Trade Polska sp. z o.o. ČEZ Distribuce, a. s. ČEZ Prodej, s.r.o. Mining Central Europe CEZ International Finance B.V. Severočeské doly a.s. LOMY MOŘINA spol. s r.o. *) Other Central Europe Centrum výzkumu Řež s.r.o. CEZ Finance Ireland Ltd. CEZ International Finance Ireland Ltd. CEZ Polska sp. z o.o. ČEZ Distribuční služby, s.r.o. ČEZ Energetické služby, s.r.o. ČEZ ENERGOSERVIS spol. s r.o. ČEZ ICT Services, a. s. ČEZ Korporátní služby, s.r.o. ČEZ Logistika, s.r.o. ČEZ Měření, s.r.o. ČEZ Zákaznické služby, s.r.o. PRODECO, a.s. SD 1.strojírenská, a.s. SD Autodoprava, a.s. SD Kolejová doprava, a.s. SD KOMES, a.s. SD Rekultivace, a.s. STE obchodní služby spol. s r.o. v likvidaci ŠKODA PRAHA a.s. ŠKODA PRAHA Invest s.r.o. Telco Pro Services, a. s. ÚJV Řež, a. s. *) associate or joint-venture Distribution & Sale Southeastern Europe CEZ Distributie S.A. CEZ Elektro Bulgaria AD CEZ Razpredelenie Bulgaria AD CEZ Trade Bulgaria EAD CEZ Vanzare S.A. Shared Services Albania Sh.A. Akcez Enerji A.S. *) Sakarya Elektrik Dagitim A.S. *) Sakarya Elektrik Perakende Satis A.S. *) Other Southeastern Europe CEZ Bulgaria EAD CEZ Romania S.A. CEZ RUS OOO CEZ Ukraine LLC Financial Performance of CEZ Group 15
CEZ Group Results of Operations Net profit grew year-on-year by CZK 1.4 billion to CZK 28.6 billion. Earnings before interest, taxes, depreciation and amortization, and impairments, profit/loss from sale of fixed assets (EBITDA) grew year-on-year by CZK 0.9 billion to CZK 49.2 billion. The growth in net profit resulted mainly from the termination of operations in Albania, or more precisely the exclusion of CEZ Shpërndarje from the consolidated group. The acquisition of Energotrans in June 2012 also has a positive effect, comparing H1 2013 and H1 2012. The better results were also helped by a decrease in the additional costs of the purchases of RESs (renewable energy sources) and CHP (combined heat and power) resulting from the takeover of the purchases by the state-owned company OTE. Conversely, a year-on-year decrease in the realization prices of electricity, a decrease in the generation of electricity, and developments on the emission allowances market had a negative effect. Net Income Breakdown Net Income Breakdown (CZK billions) 2.1 Total revenues H1 2012 77.5 6.2 27.2 113.0 0.7 H1 2013 77.9 5.9 28.6 113.1 0 20 40 60 80 100 120 operating expenses other income (expenses) income taxes net income Other net expenses and revenues accounted for a net year-on-year increase in profit of CZK 1.4 billion, in particular thanks to the exclusion of CEZ Shpërndarje from the consolidated group (CZK 1.8 billion). The gift tax on emission allowances decreased by CZK 0.5 billion year-on-year, which was the result of its abolition as of 2013. Another positive effect was that of the balance of exchange rate gain/loss and financial derivatives, which grew by CZK 0.4 billion year-on-year, mainly thanks to RON falling against EUR year-on-year, which affected the revaluation of EUR loans in Romania. The profit/loss from associates and joint-ventures affected the year-on-year change in profit negatively by CZK 0.7 billion. The deterioration of the 2013 results in Turkey resulted mainly from exchange rate losses on USD loan revaluation as well as worse operating results of hydropower plants production due to extreme drought. The net balance of interest income and expense negatively affected other expenses and revenues by CZK 0.5 billion due to growing interest expense resulting from a higher volume of bonds issued. Profit from sales of liquid securities decreased slightly, by CZK 0.1 billion. Income taxes were down by CZK 0.3 billion year-on-year due to an increase in non-taxable revenues and expenses. Comprehensive Income Total comprehensive income, net of tax, amounting to CZK 26.8 billion was up CZK 1.2 billion year-onyear; the net income was up CZK 1.4 billion year-on-year and changes in equity lowered the comprehensive income by CZK 0.2 billion. Changes in the fair value of available-for-sale financial 16 Financial Performance of CEZ Group
assets and operations related to cash flow hedges reduced the comprehensive income by CZK 1.3 billion and CZK 0.8 billion year-on-year, respectively. Differences resulting from conversions of local currencies in relation to the inclusion of foreign subsidiaries in the consolidated results of CEZ Group increased the comprehensive income by CZK 1.4 billion year-on-year; deferred taxes and other movements increased it by CZK 0.5 billion. Assets and capital structure Assets (CZK billions) 9.7 Total assets as of December 31, 2012 336.2 73.9 75.1 141.2 636.1 10.3 as of June 30, 2013 325.8 83.6 62.9 181.1 663.7 0 100 200 300 400 500 600 700 property, plant and equipment, net nuclear fuel, net construction work in progress other non-current assets current assets CEZ Group s consolidated assets grew by CZK 27.6 billion in comparison to the end of 2012, to CZK 663.7 billion. Property, plant, and equipment, nuclear fuel, and construction work in progress decreased by CZK 0.1 billion, to CZK 419.7 billion. However, the relatively small change was the result of substantial movements in both directions. Drops in assets occurred mainly as a result of the exclusion of CEZ Shpërndarje from the consolidated group and reclassification of the Chvaletice Power Plant as an asset for sale in current assets. An increase of assets resulted mainly from an increase in construction work on plant renewal in progress. Other non-current assets dropped by CZK 12.2 billion, primarily in connection with the reclassification of a long-term receivable from MOL into current assets (in the amount of CZK 14.7 billion) and a decrease in the value of investment in associates and joint-ventures of CZK 0.4 billion (due to reduced earnings of the Turkish companies). However, the drop was partly compensated by an increase in long-term receivables of CZK 2.9 billion, especially from derivatives, due to an increased intensity of trading. Current assets increased by CZK 39.9 billion during H1 2013 to CZK 181.1 billion, due primarily to a CZK 14.6 billion increase in cash and cash equivalents and a CZK 6.5 billion increase in the volume of short-term securities (with respect to the approved amount of dividends). Receivables from trade derivatives grew by CZK 12.0 billion (due to a higher volume of trading and re-valuation of hedges); however, liabilities grew as well. Receivables (together with unbilled electricity and impairments) grew by CZK 5.7 billion (largely due to the reclassification of the receivable from MOL from long-term to short-term, only partly compensated by a decrease in receivables related to CEZ Shpërndarje and lower receivables of ČEZ, a. s.). Income tax receivables increased by CZK 3.1 billion. Assets classified as held for sale were up CZK 1.7 billion, relating to the planned sale of the Chvaletice Power Plant (not approved by the European Commission as of June 30). Inventories of emission allowances, fossil fuels, and materials dropped by CZK 3.7 billion. Financial Performance of CEZ Group 17
Equity and Liabilities (CZK billions) 21.8 Total equity and liabilities as of December 31, 2012 254.2 241.1 119.0 636.1 26.2 as of June 30, 2013 261.0 248.8 127.7 663.7 0 200 400 600 800 equity long-term liabilities deferred tax liability current liabilities Equity, including non-controlling interests, grew by CZK 6.8 billion to CZK 261.0 billion in H1 2013. The growth of equity results from net income in H1 2013 amounting to CZK 28.6 billion, reduced by the approved dividend of CZK 21.4 billion. The loss of control over the subsidiary CEZ Shpërndarje (excluded from the consolidated group) increased the value of non-controlling interests by CZK 1.3 billion. Other comprehensive income reduced the equity by CZK 1.8 billion, particularly due to hedge accounting operations. Other effects increased the equity by CZK 0.1 billion. Long-term liabilities grew by CZK 7.7 billion to CZK 248.8 billion, most significantly due to new bond issues (by CZK 13.5 billion) and fuel security of CZK 1.3 billion received from Vršanská uhelná. In contrast, long-term bank and other loans decreased by CZK 4.8 billion and there was also a decrease resulting from exchange rate effects and transfer of bonds to the current portion (cumulative effect of CZK 2.3 billion). Deferred tax liability grew by CZK 4.4 billion to CZK 26.2 billion. This resulted mainly from differences in the tax calculation methods during the year and at the end of the previous year, as taxes are not divided into payable and deferred during the year but the whole tax expense is reported as deferred. Current liabilities rose by CZK 8.7 billion to CZK 127.7 billion. The rise was caused primarily by increased payables to shareholders resulting from approved dividends amounting to CZK 21.4 billion; at the same time, liabilities from derivatives, including options, grew by CZK 10.2 billion due to a greater volume of trading. In addition, the balance of short-term bank loans and the current portion of long-term debt grew by CZK 3.0 billion and the balance of liabilities related to assets held for sale grew by CZK 0.5 billion as a result of the decision to sell the Chvaletice Power Plant. In contrast, trade payables, including received advances on electricity, dropped by CZK 16.4 billion, and unbilled goods and services dropped by CZK 6.0 billion. In addition, emission allowance provisions and other provisions dropped by CZK 3.8 billion due to, among other things, the exclusion of CEZ Shpërndarje from the consolidated group, and other current liabilities decreased by CZK 0.2 billion. 18 Financial Performance of CEZ Group
Cash Flows Cash Flows (CZK billions) H1 2012 (24.5) 15.6 28.3 H1 2013 (22.4) 7.5 29.5-30.0-20.0-10.0 0.0 10.0 20.0 30.0 40.0 50.0 investing activities financing activities, including net effect of currency translation in cash operating activities Net cash flow from operating activities for H1 2013 was up CZK 1.2 billion year-on-year. Earnings before taxes grew by CZK 1.2 billion while income tax paid dropped by CZK 0.6 billion; interest paid grew by CZK 0.6 billion, dividends received decreased by CZK 0.3 billion. Depreciation and amortization increased by CZK 1.1 billion year-on-year and impairments and provisions grew by CZK 2.5 billion. Earnings from the exclusion of CEZ Shpërndarje amounting to CZK 1.8 billion had the opposite effect (N.B.: from the point of view of statement items; the actual decrease in cash and cash equivalents resulting from the exclusion of CEZ Shpërndarje amounted to CZK 151 million). The effect of profit/loss in Turkey amounting to CZK 0.7 billion was positive. Other effects amounted to CZK -0.1 billion. A growth in working capital decreased cash flows from operating activities by CZK 2.1 billion year-onyear, in particular due to an increase of CZK 9.9 billion in the balance of receivables and payables, incl. accruals and advances. However, there was a positive effect of a decrease of CZK 3.0 billion in the inventories of fossil fuels and materials and a decrease of CZK 4.8 billion in securities and emission allowances. Cash used for investing activities decreased by CZK 2.1 billion year-on-year to CZK 22.4 billion. The main reason was capital expenditure (CAPEX) decreased by CZK 4.0 billion year-on-year; at the same time, the cost of acquisition of subsidiaries dropped by CZK 2.4 billion (especially as a result of the acquisition of Energotrans in 2012). The balance of loans granted and repayments thereof decreased by CZK 2.8 billion as a result of higher repayments in 2012 (MIBRAG). Other effects, especially revenues from the sale of fixed assets and the sale of subsidiaries decreased by CZK 1.5 billion yearon-year (in connection with the sale of MIBRAG, incl. the planned Profen plant). Net cash flow from financing activities was down CZK 8.1 billion year-on-year. The main reason was a year-on-year growth in repayments and lower loans (CZK -8.6 billion), partially compensated by security for coal delivery received from Vršanská uhelná (CZK +1.3 billion); other effects accounted for CZK -0.2 billion. The net effect of currency translation in cash decreased cash flows by CZK 0.6 billion year-on-year. As a result of the above-mentioned effects, the net increase in cash and equivalents dropped by CZK 4.7 billion year-on-year. Sources and Use of Funds In H1 2013, CEZ Group generated CZK 29.5 billion from operating activities, earned CZK 7.5 billion from financing activities, and spent CZK 22.4 billion on investing activities. The remaining CZK 14.6 billion is the net increase in cash and equivalents. Financial Performance of CEZ Group 19
Segment Analysis Segment Revenues other than intersegment Intersegment revenues Total revenues EBITDA Depreciation and amortization and other items * EBIT Income tax Net income CAPEX Work force head count as of June 30 CZK millions CZK millions CZK millions CZK millions CZK millions CZK millions CZK millions CZK millions CZK millions persons Power Production & Trading CE H1 2012 39,621 23,932 63,553 32,426 (7,369) 25,057 (3,982) 31,310 13,125 7,688 H1 2013 35,273 21,759 57,032 29,321 (8,295) 21,026 (3,448) 25,659 12,396 7,558 Distribution & Sale CE H1 2012 50,794 2,752 53,546 8,090 (1,769) 6,321 (1,176) 5,042 3,476 1,463 H1 2013 57,533 1,924 59,457 10,663 (1,851) 8,812 (1,457) 7,176 3,239 1,486 Mining CE H1 2012 2,480 3,293 5,773 2,983 (1,025) 1,958 (506) 2,015 807 3,459 H1 2013 2,343 3,382 5,725 2,815 (1,243) 1,572 (302) 1,713 645 3,446 Other CE H1 2012 1,441 19,397 20,838 3,325 (1,023) 2,302 (476) 1,813 11,085 8,570 H1 2013 1,360 18,757 20,117 2,783 (1,018) 1,765 (394) 1,394 9,959 8,829 Power Production & Trading SEE H1 2012 1,243 540 1,783 1,298 (524) 774 12 81 2,795 533 H1 2013 441 926 1,367 1,995 (721) 1,274 (142) 326 291 452 Distribution & Sale SEE H1 2012 17,436 280 17,716 152 (1,134) (982) (81) (745) 1,606 8,527 H1 2013 16,148 382 16,530 1,468 (906) 562 (175) 2,138 1,598 4,049 Other SEE H1 2012 9 1,114 1,123 80 (33) 47 (5) 61 491 1,221 H1 2013 7 1,088 1,095 63 (34) 29 (4) 24 508 1,198 Elimination H1 2012 (51,308) (51,308) (38) (38) 2 (12,415) (10,449) H1 2013 (48,218) (48,218) 141 141 (26) (9,829) (9,684) Consolidated H1 2012 113,024 0 113,024 48,316 (12,877) 35,439 (6,212) 27,162 22,936 31,461 H1 2013 113,105 0 113,105 49,249 (14,068) 35,181 (5,948) 28,601 18,952 27,018 Published values were adjusted in connection with the final valuation of acquisitions (Energotrans, a.s. and Eco-Wind Construction S.A.). The calculation of EBITDA was modified in 2013; see Method Used to Calculate Key Indicators. The same method was used to recalculate 2012. * Depreciation and amortization, adjusting items, and profit/loss from sale fixed assets. 20 Financial Performance of CEZ Group
Financial Results by Segment In 2013, the most important segment in the long term, Power Production & Trading Central Europe, was affected primarily by the impact of decreasing market prices of electricity and emission allowances, only partially softened by the weakening CZK/EUR exchange rate. Electricity consumption in the Czech Republic declined slightly by 0.3% year-on-year and electricity generation decreased by 1.0 TWh (-3%) year-on-year. The decrease in production at conventional plants amounting to 1.8 TWh (comprehensive refurbishment of the Prunéřov II Power Plant) was only partly substituted by increased generation in hydro (+0.5 TWh) and nuclear (+0.3 TWh) plants. The cumulatively negative effect of the above resulted in a decrease of CZK 3.9 billion in EBITDA, especially for ČEZ, a. s. (including the spun-off power plants in Chvaletice, Počerady, and Dětmarovice). The acquisition of Energotrans, which has been included in the consolidated results of CEZ Group since June 2012, had a positive effect on the production of electricity and heat in the yearon-year comparison, increasing EBITDA by CZK 1.0 billion (i.e. +0.7 TWh / +5.9 TJ). The volume of electricity generated in Poland grew by 0.2 TWh (+17%) year-on-year; however, EBITDA dropped by CZK 0.2 billion (-39%). The reason was the suspension of the assignment of free emission allowances since January 1, 2013 and the resulting need to purchase them. The drop in the prices of color certificates also had a negative effect. The Distribution & Sale Central Europe segment faced high numbers of changes of electricity and gas suppliers once again in 2013. The transfer of the organization of the state-guaranteed mandatory purchases of electricity from renewable sources to the state-owned company OTE and higher revenues for reserved capacity had a positive effect. About 200,000 clients changed their electricity supplier and about 170,000 clients changed their gas supplier during H1 2013. However, ČEZ Prodej confirmed its leading position both in electricity and among alternative suppliers of natural gas. As a result of the above effects, especially the lower purchased volumes of power from renewable sources, Distribution s EBITDA in the Czech Republic grew by CZK 2.3 billion in spite of a slight decrease of 0.1 TWh (-1%) in the volume of electricity distributed. The EBITDA from electricity and gas sales in the Czech Republic and Slovakia grew by CZK 0.3 billion year-on-year in spite of declining volumes of electricity sold (-0.4 TWh, i.e. -3.6% y-o-y) thanks to a growing number of customers and higher volumes of gas delivered (+0.3 TWh, i.e. +10% y-o-y). The Mining Central Europe segment was affected by a drop in the market prices of coal as well as ČEZ s lower demand for coal in 2013. However, the drop was successfully counterbalanced by external sales. The lower demand for coal resulted from lower generation in conventional plants within CEZ Group (due to the comprehensive refurbishment of the Prunéřov II Power Plant). Severočeské doly extracted a total of 12.0 million tons of coal, 6% less year-on-year. Therefore, EBITDA decreased by CZK 0.2 billion. The Other Central Europe segment reported EBITDA decrease by CZK 0.5 billion year-on-year in 2013, due to e.g. an increase in the cost of IT services and reclamation. The situation in the Power Production & Trading Southeastern Europe segment was characterized by an increase in the volume of production from renewable sources in Romania, where all turbines of the Fântânele-Cogealac wind farm began generating power. EBITDA grew by CZK 0.6 billion year-on-year thanks to an increased volume of generation (by 0.2 TWh or 41%). Generation in Bulgaria dropped by 0.8 TWh (84%) year-on-year due to lower activation of cold reserve, saving operating fuel expenses and increasing revenues for availability, which resulted in a slight EBITDA increase of CZK 0.1 billion. A major positive year-on-year change (CZK +1.3 billion) was experienced in the EBITDA of the Distribution & Sale Southeastern Europe segment thanks to the exclusion of the Albanian distribution and sales company CEZ Shpërndarje from the consolidated results in January 2013. In electricity distribution and sales in Bulgaria, the regulatory authority decreased household prices in March 2013, in the middle of a regulatory period. Another negative effect was that of higher expenses on purchases of electricity from renewable sources, which were not compensated in the prices charged to end customers in H1 2013. The EBITDA of Bulgarian companies thus decreased by CZK 0.3 billion year-on-year. The sales of electricity in Romania are challenged by higher impairments for electricity receivables related to worsened payment behavior and slower repayment of debts by the Romanian state railways group as the largest customer. Not even a higher margin on electricity sales could prevent a year-on-year drop of CZK 0.8 billion in EBITDA; however, it was considerably contributed by one-shot settlement of the debts of the Romanian state railways in H1 2012. Financial Performance of CEZ Group 21
Related Parties Overview of Receivables and Liabilities to Related Parties (in CZK millions) Receivables Liabilities December 31, 2012 June 30, 2013 December 31, 2012 June 30, 2013 Akcez Enerji A.S. 89 96 33 90 Akenerji Elektrik Üretim A. S. 22 22 648 CM European Power International B.V. 520 468 CM European Power Slovakia s.r.o. 698 671 LOMY MOŘINA spol. s r.o. 3 3 13 10 OSC, a.s. 33 6 SINIT,a.s. 21 1 14 4 TI Energo, s.r.o. 1) 38 46 1 2 Výzkumný a zkušební ústav Plzeň s.r.o. 1 22 13 Others 16 19 27 21 Total 1,407 1,327 791 146 1) Change the name of the company - formerly Teplo Ivančice, s.r.o. Sales to and Purchases from Related Parties (in CZK millions) Sales to related parties Purchases from related parties H1 2012 H1 2013 H1 2012 H1 2013 Akcez Enerji A.S. 81 7 Akenerji Elektrik Üretim A. S. 37 37 In PROJEKT LOUNY ENGINEERING s.r.o. 12 14 LOMY MOŘINA spol. s r.o. 15 14 107 90 Mitteldeutsche Braunkohlengesellschaft GmbH 1) 62 MOL - CEZ European Power Hungary Kft. 29 OSC, a.s. 27 12 SINIT,a.s. 1 3 11 41 TI Energo, s.r.o. 2) 22 2 8 Výzkumný ústav pro hnědé uhlí a.s. 1 1 11 10 Others 27 32 13 26 Total 191 128 233 201 1) Related party until June 29, 2012 2) Change the name of the company - formerly Teplo Ivančice, s.r.o. Expected Economic and Financial Situation CEZ Group expects a slight year-on-year downturn at the level of consolidated financial indicators of performance for the entire year 2013. It anticipates achieving consolidated earnings before interest, taxes, depreciation and amortization, impairments, and profit/loss from sale of fixed assets (EBITDA) in the amount of CZK 81.0 billion, which represents a year-on-year decrease of 5.6%. CZK 37.5 billion is expected to be achieved at the level of consolidated net income, i.e. 6.6% less year-on-year. These expectations reflect the continued stagnation of the economy in European countries and especially the impacts of development in the energy market. The most significant negative factors for the prediction of the year-on-year decrease in performance are the trend of declining electricity realization prices and a decline in the production of coal-fired power plants in the Czech Republic, due to the ongoing comprehensive refurbishment of the Prunéřov II Power Plant, among other things. CEZ Group is also negatively affected by the lower allocation of emission allowances for power generation, uncertain future of the system of trading in emission allowances in the European Union, as well as deterioration of national regulatory conditions in Southeastern Europe. CEZ Group also expects a year-on-year growth in depreciation in connection with the ongoing extensive investment program and completion of individual investments. The main step with a positive impact on year-on-year results was the termination of CEZ Group s operations in Albania, on account of the loss that CEZ Group incurred there in 2012 and because of the exclusion of CEZ Shpërndarje from the consolidated group in January 2013. Other positive effects include, in particular, correction factors and a legislative change in the RES & CHP purchases 22 Financial Performance of CEZ Group
administration in the area of distribution in the Czech Republic, as well as trading in emission allowances (using the CER Gate). The inclusion of Energotrans in the Group is also expected to have a positive effect. The current prediction of the annual financial results in 2013 is exposed on a number of risks, especially the risk of creating impairments for fixed assets due to the trend of declining electricity prices, macroeconomic development, and regulation of the energy sector in Europe. A significant external factor will be the development of regulation of CO 2 emissions, development of regulation and support for nuclear power in Europe, and the overall development of Eurozone countries economy. Financial Performance of CEZ Group 23
List of Bonds Outstanding as at June 30, 2013 Issued by CEZ Group Security Issuer ISIN Issue date Volume Interest Maturity Form Face value Manager Administrator Market Traded since Issue rating (S&P/Moody s) 7 th bond issue 1) ČEZ, a. s. CZ0003501058 January 26, 1999 4 th Eurobond issue 2) ČEZ, a. s. XS0271020850 October 17, 2006 CZK 2.5 billion CPI + 4.2% 2014 booked to owner CZK 1,000,000 EUR 372.2 million ING Barings Capital Markets 4.125% 2013 booked to owner EUR 50,000 Société Générale Corporate & Investment Banking Citibank, a.s. PSE Official Free Market RM-Systém Deutsche Bank Luxembourg S.A., Deutsche Bank AG Bourse de Luxembourg January 26, 1999 December 5, 2001 October 17, 2006 N/A / N/A A-/A2 6 th Eurobond issue ČEZ, a. s. XS0376701206 July 18, 2008 EUR 600 million 6.00% 2014 booked to owner EUR 50,000 BNP Paribas, Deutsche Bank AG, ING Bank N.V., Erste Bank 7 th Eurobond issue 3) 8 th Eurobond issue 4) 11 th Eurobond issue ČEZ, a. s. XS0384970652 September 17, 2008 ČEZ, a. s. XS0387052706 September 22, 2008 JPY 12 billion 3.005% 2038 booked to owner JPY 1,000,000,000 Citigroup Global Markets Limited EUR 6 million zero coupon 2038 booked to owner EUR 100,000 Citigroup Global Markets Limited ČEZ, a. s. XS0430082932 May 26, 2009 EUR 600 million 5.75% 2015 booked to owner EUR 50,000 Banca IMI S.p.A., Citigroup Global Markets Limited, HSBC Bank plc, ING Bank N.V., Erste Group Bank AG 12 th Eurobond ČEZ, a. s. XS0447067843 September 8, issue 3) 2009 13 th Eurobond ČEZ, a. s. XS0458257796 October 19, issue 5) 2009 14 th Eurobond issue ČEZ, a. s. XS0462797605 November 4, 2009 JPY 8 billion 2.845% 2039 booked to owner JPY 1,000,000,000 Citigroup Global Markets Limited EUR 750 million 5.00% 2021 booked to owner EUR 50,000 BNP Paribas, Société Générale, The Royal Bank of Scotland plc, Erste Group Bank AG EUR 50 million 6M Euribor + 1.25% 2019 booked to owner EUR 50,000 Citigroup Global Markets Limited Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg July 18, 2008 A-/A2 September 17, 2008 September 22, 2008 A-/A2 N/A / N/A May 26, 2009 A-/A2 September 8, 2009 October 19, 2009 November 4, 2009 A-/A2 A-/A2 A-/A2 1) Bonds issued with a rate of 9.22%, switched to a variable interest rate of CPI + 4.2% in 2006. 2) Issue bought back in January 2012; original volume of issue was EUR 500 million. 3) Proceeds from the issue in Japanese yen were swapped for euro through a Credit Linked Swap. 4) The yield is given by the difference between the issue price (EUR 1,071,696) and face value (EUR 6,000,000) of the bond. 5) Eurobonds in the amount of EUR 60 million and then EUR 90 million were issued in February 2010 and added to the EUR 600 million issue of October 19, 2009. The volume of the issue increased to EUR 750 million. 24 Financial Performance of CEZ Group
Security Issuer ISIN Issue date Volume Interest Maturity Form Face value Manager Administrator Market Traded since Issue rating (S&P/Moody s) 19 th Eurobond issue ČEZ, a. s. XS0502286908 April 16, 2010 EUR 750 million 4.875% 2025 booked to owner EUR 50,000 Bayerische Landesbank, Erste Group Bank AG, HSBC Bank plc, Société Générale, Uni Credit Bank AG 20 th Eurobond issue 6) ČEZ, a. s. XS0521158500 June 28, 2010 EUR 750 million 4.500% 2020 booked to owner EUR 50,000 Citigroup Global Markets Limited, Crédit Agricole Corporate and Investment Bank, Deutsche Bank AG, London Branch, Erste Group Bank AG, The Royal Bank of Scotland plc 1 st NSV (Namensschuldver schreibungen) issue 2 nd NSV (Namensschuldver schreibungen) issue ČEZ, a. s. XF0000NS9FM8 November 29, 2010 ČEZ, a. s. XF0000NS9TZ1 January 31, 2011 21 st Eurobond ČEZ, a. s. XS0592280217 February 17, issue 7) 2011 22 nd Eurobond issue 23 rd Eurobond issue EUR 40 million 4.500% 2030 Global Depository Receipt EUR 40 million 4.75% 2023 Global Depository Receipt JPY 11.5 billion 2.160% 2023 booked to owner JPY 100,000,000 ČEZ, a. s. XS0622499787 May 3, 2011 CZK 1.25 billion 4.600% 2023 booked to owner CZK 5,000,000 Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Bourse de Luxembourg Bourse de Luxembourg April 16, 2010 A-/A2 June 28, 2010 A-/A2 EUR 500,000 N/A N/A N/A N/A N/A / N/A EUR 500,000 N/A N/A N/A N/A N/A / N/A Credit Agricole Corporate and Investment Bank Česká spořitelna, a.s. ČEZ, a. s. XS0630397213 May 27, 2011 EUR 500 million 3.625% 2016 booked to owner EUR 100,000 Banka IMI S.p.A., BNP Paribas, Erste Group Bank AG, HSBC Bank plc, UniCredit Bank AG, Commerzbank Aktiengesellschaft 24 th Eurobond ČEZ, a. s. XS0635263394 June 21, 2011 EUR 100 million 2.15% * Index issue 8) Ratio CPI 25 th Eurobond issue ČEZ, a. s. XS0713866787 December 5, 2011 Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG 2021 booked to owner EUR 100,000 Barclays Bank plc Deutsche Bank Luxembourg S.A., Deutsche Bank AG EUR 50 million 4.102% 2021 booked to owner EUR 100,000 UBS Limited Deutsche Bank Luxembourg S.A., Deutsche Bank AG Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg February 17, 2011 A-/A2 May 3, 2011 A-/A2 May 27, 2011 A-/A2 N/A N/A A-/A2 December 5, 2011 N/A / N/A 6) Eurobonds in the amount of EUR 250 million were issued in December 2010 and added to the EUR 500 million issue of June 28, 2010. The volume of the issue increased to EUR 750 million. 7) Proceeds from the issue were swapped for the euro. 8) Using a swap, the inflation-linked coupon was fixed at a value that ensures an effective fixed interest expense for ČEZ regardless of changes in inflation. Financial Performance of CEZ Group 25
Security Issuer ISIN Issue date Volume Interest Maturity Form Face value Manager Administrator Market Traded since Issue rating (S&P/Moody s) 3 rd NSV (Namensschuldver schreibungen) issue 1 st US bond issue 9), 10) 2 nd US bond issue 9), 10) 26 th Eurobond issue 27 th Eurobond issue ČEZ, a. s. XF0000B03489 April 2, 2012 EUR 40 million 4.7% 2032 Global Depository Receipt EUR 1,000,000 ČEZ, a. s. US157214AA57 April 3, 2012 USD 700 million 4.25% 2022 booked to owner USD 200,000 Barclays Bank plc, Citigroup Global Markets Inc., Goldman Sachs International, SG Americas Securities, LLC ČEZ, a. s. US157214AB31 April 3, 2012 USD 300 million 5.625% 2042 booked to owner USD 200,000 Barclays Bank plc, Citigroup Global Markets Inc., Goldman Sachs International, SG Americas Commerzbank AG N/A N/A N/A N/A / N/A Securities, LLC Citibank, N.A., London Branch Citibank, N.A., London Branch ČEZ, a. s. XS0814711775 August 8, 2012 EUR 50 million 4.375% 2042 booked to owner EUR 100,000 UBS Limited Deutsche Bank Luxembourg S.A., Deutsche Bank AG ČEZ, a. s. XS0818793209 August 20, 2012 28 th Eurobond ČEZ, a. s. XS0822571799 September 3, issue 11) 2012 EUR 50 million 4.5% 2047 booked to owner EUR 100,000 UBS Limited Deutsche Bank Luxembourg S.A., Deutsche Bank AG EUR 80 million 4.383% 2047 booked to owner EUR 100,000 UniCredit Bank AG Deutsche Bank Luxembourg S.A., Deutsche Bank AG Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg Bourse de Luxembourg April 3, 2012 A-/A2 April 3, 2012 A-/A2 August 8, 2012 A-/A2 August 20, 2012 A-/A2 September 3, 2012 A-/A2 9) The issue was made within a non-public offer of bonds to qualified institutional buyers pursuant to Rule 144A of the United States Securities Act of 1933, as amended ( Securities Act ) and outside the United States to certain non-us entities pursuant to Regulation S of the Securities Act. 10) Proceeds from the issue were swapped for euro. 11) Eurobonds in the amount of EUR 20 million were issued in November 2012 and added to the EUR 60 million issue of September 3, 2012. The volume of the issue increased to EUR 80 million. 26 Financial Performance of CEZ Group
Security Issuer ISIN Issue date Volume Interest Maturity Form Face value Manager Administrator Market Traded since Issue rating (S&P/Moody s) 29 th Eurobond issue 4 th NSV (Namensschuldver schreibungen) issue 12) ČEZ, a. s. XS0840265739 October 9, 2012 ČEZ, a. s. XFCA00H08349 XFCA00H08356 XFCA00H08364 December 10, 2012 EUR 150 million 3M Euribor + 0.36% EUR 61 million 4.27% 2047 Global Depository Receipt 2014 booked to owner EUR 100,000 Československá obchodní banka, a.s. Deutsche Bank Luxembourg S.A., Deutsche Bank AG Bourse de Luxembourg October 9, 2012 A-/A2 EUR 500,000 UniCredit Bank AG N/A N/A N/A N/A / N/A 5 th NSV (Namensschuldver schreibungen) issue 13) ČEZ, a. s. XS0920182374 XS0920710570 March 26, 2013 EUR 30 million 3.55% 2038 Global Depository Receipt EUR 1,000,000 Citigroup Global Markets Limited N/A N/A N/A N/A / N/A 30 th Eurobond issue ČEZ, a. s. XS0940293763 June 5, 2013 EUR 500 million 3.00% 2028 booked to owner EUR 100,000 Commerzbank Aktiengesellschaft, Deutsche Bank AG, London Branch, Erste Group Bank AG, ING Bank N.V., The Royal Bank of Scotland plc, Banca IMI S.p.A., Crédit Agricole Corporate and Investment Bank Deutsche Bank Luxembourg S.A., Deutsche Bank AG Bourse de Luxembourg June 5, 2013 A-/A2 12) The volume of the issue was divided into three receipts. 13) The volume of the issue was divided into two receipts. Financial Performance of CEZ Group 27
ČEZ, a. s. has not issued any convertible bonds. Under the issue terms, the bonds are not guaranteed by the State. The 5th NSV (Namensschuldverschreibungen) issue was issued in March 2013. The 30th Eurobond issue was issued under the EMTN program in June 2013. 28 Financial Performance of CEZ Group
CEZ Group Capital Expenditures Capital Expenditures (CZK millions) H1 2012 H1 2013 Additions to property, plant, and equipment 22,655 *) 18,694 of which: nuclear fuel procurement 1,954 2,305 Additions to intangibles 281 258 Additions to long-term financial assests 499 1,118 Change in balance of liabilities attributable to capital 1,978 1,314 expenditure Additions to property, plant, and equipment and other 25,413 21,384 non-current assets Investments 3,348 975 Capital expenditures, total 28,761 22,359 *) Adjustment due to the conversion of the final valuation of the acquisition of Eco-Wind Construction S.A. In H1 2013, CEZ Group companies spent a total of CZK 18,952 million on additions to property, plant, and equipment and intangibles (CAPEX), which is CZK 3,984 million less than in the same period of 2012. Additions to Property, Plant and Equipment and Intangibles (CAPEX), by Type (CZK millions) Central Europe Southeastern Europe Total H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 Nuclear energy (including fuel 4,256 3,650 4,256 3,650 procurement) Coal and CCGT power plants 9,010 8,930 1 9,011 8,930 of which: new-build 6,296 4,381 6,296 4,381 renewal and other 2,715 4,549 1 2,716 4,549 Hydro sources, not including 19 37 19 37 renewables Renewables 115 20 2,833 295 2,948 315 Distribution of electricity 3,476 3,228 1,577 1,581 5,053 4,809 Distribution of heat 55 116 55 116 Mining 801 627 801 627 Environmental 36 19 36 19 Information systems 222 248 7 18 229 266 Other 516 169 12 14 528 183 Total 18,506 17,044 4,430 1,908 22,936 18,952 The expected amount of capital expenditure on the CEZ Group s fixed assets in 2013 is CZK 51.8 billion. Capital expenditure goes primarily to the construction and reconstruction of conventional and nuclear plants, as well as to the maintenance of existing plants and the reconstruction and construction of distribution grids. CEZ Group Capital Expenditures 29
CEZ Group Energy Procurement and Disposition Electricity Procured and Sold (GWh) H1 2012 H1 2013 Index 2013/2012 (%) Electricity procured 32,289 31,086 96.3 Generated in-house 35,727 34,347 96.1 In-house and other (3,438) (3,261) 94.9 consumption, including pumping in pumped-storage plants Sold to end customers (21,578) (18,969) 87.9 Wholesale balance (6,183) (9,480) 153.3 Sold in the wholesale market (113,942) (90,314) 79.3 Purchased in the wholesale 107,759 80,834 75.0 market Grid losses (4,528) (2,637) 58.2 30 CEZ Group Energy Procurement and Disposition
Electricity Generation, by Source of Energy (GWh) Czech Republic Poland Bulgaria Romania Total H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 Nucelar 14,862 15,176 14,862 15,176 Coal 16,889 15,147 885 1,157 927 143 18,701 16,447 Hydro 1,144 1,638 3 3 29 1,176 1,641 Biomass 196 121 235 154 431 275 Photovoltaic 75 57 2 3 77 60 Wind 6 5 455 684 461 689 Natural gas 18 58 18 58 Biogas 1 1 1 1 Total 33,191 32,203 1,123 1,314 929 146 484 684 35,727 34,347 Electricity Sold to End Customers (GWh) Czech Republic Poland Bulgaria Romania Albania Other countries H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 H1 2012 H1 2013 Large end-customers 5,160 5,168 112 196 1,509 1,505 568 515 415 1,379 1,080 9,135 8,464 Retail-commercial 1,704 1,481 1,456 1,366 466 462 367 7 35 4,000 3,344 Residential customers 4,274 4,110 2,333 2,218 825 768 963 47 65 8,443 7,161 End customers, total 11,138 10,759 112 196 5,298 5,089 1,859 1,745 1,745 0 1,433 1,180 21,578 18,969 Total CEZ Group Energy Procurement and Disposition 31
Heat Supplies of Heat from Power-Heating Plants (TJ) Heat Supply External Heat Sales (outside CEZ Group) H1 2012 H1 2013 H1 2012 H1 2013 ČEZ, a. s. 1) 6,138 5,879 633 484 ČEZ Energetické služby, s.r.o. 43 43 38 38 ČEZ Energo, s.r.o. 209 354 201 297 ČEZ Telárenská, a.s. 1) 157 211 3,591 5,025 Elektrárna Dětmarovice, a.s. 300 6 Elektrárna Chvaletice a.s. 102 87 5 4 Elektrárna Počerady, a.s. 1) 129 31 Energetické centrum s.r.o. 62 65 61 64 Energotrans, a.s. 5,952 5,914 Teplárna Trmice, a.s. 1) 1,306 1,738 1,299 Czech Republic, total 8,017 14,758 5,828 11,863 Elektrociepłownia Chorzów ELCHO sp. z o.o. 1,411 1,436 1,382 1,407 Elektrownia Skawina S.A. 1,641 1,666 1,615 1,636 Poland, total 3,052 3,102 2,997 3,043 TEC Varna EAD 4 1 4 1 Bulgaria, total 4 1 4 1 Central Europe, total 11,069 17,860 8,825 14,906 Southeastern Europe, total 4 1 4 1 CEZ Group, total 11,073 17,861 8,829 14,907 1) Heat generation and/or infrastructure ownership change in 2012 Natural Gas Natural Gas Procured and Sold (GWh) H1 2012 H1 2013 Index 2013/2012 (%) Procured: 9,957 200,574 > 500 of which: external suppliers 9,822 200,299 > 500 OTE 135 275 203.7 Removed from storage 605 1,249 206.4 Sold (9,037) (200,550) > 500 of which: trading (5,915) (197,002) > 500 external large end-customers (1,197) (657) 54.9 medium end-customers (327) (365) 111.6 small end-customers (347) (419) 120.7 residential customers (1,145) (1,865) 162.9 OTE (106) (242) 228.3 Placed in storage (1,227) (721) 58.8 Consumed in-house (298) (552) 185.2 32 CEZ Group Energy Procurement and Disposition
CEZ Group in the Czech Republic Business Environment in the Energy Sector Legislative and Conceptual Framework for the Energy Sector H1 2013 did not see any major changes in energy legislation. On August 16, 2013, the Chamber of Deputies of the Parliament of the Czech Republic passed an amendment to Act No. 165/2012 Coll., on promoted energy sources. It is aimed primarily at discontinuing operating support for renewable sources newly put into operation. There will be no support for solar and biogas power plants put into operation after the effective date of the amendment, which can be expected in October or November 2013, and wind turbines, geothermal plants, and biomass plants put into operation on January 1, 2016 or later, with the exception that those wind turbines, geothermal plants, and biomass plants that will hold an authorization (for plants with installed capacity of more than 100 kw) or a permit (for plants with installed capacity up to 100 kw) for the construction of an electricity generation plant at the amendment s effective date can be finished and put into operation after the amendment s effective date and be eligible for support according to the existing rules. The only renewable sources eligible for operating support after the amendment s effective date will be new small hydropower plants with installed capacity up to 10 MW. The draft act envisages that the contribution to renewable sources paid by electricity consumers will not be increased any more, fixing it at CZK 495/MWh, and the remaining necessary funds will be provided from the national budget for subsidizing a portion of electricity prices for customers and for financing operating support for heat. The amendment to the Act also terminates operating support for biomethane and decentralized generation of electricity. Last but not least, the amendment clearly defines who and to what extent will pay the contribution to the support for renewable sources. The act still needs to be passed by the Senate and the President of the Czech Republic. Work is still in progress on a document that is not legislative but is crucial for the energy sector, i.e. the State Energy Policy and its amendment. On November 7, 2012, the Government acknowledged an update to it and ordered a strategic environmental assessment (SEA, to be completed by September 30, 2013). On June 26, the Ministry of the Environment published the conclusion of an inquiry procedure with 27 recommendations for the completion of the SEA. Considering the results of the inquiry procedure, the updated State Energy Policy cannot be approved sooner than in 2014. The most important changes must be expected in connection with amendments to legislation related to Act No. 89/2012 Coll., Civil Code ( New Civil Code ). Associated amendments to a number of acts have already been passed during 2013 but rather cardinal associated amendments are still in the legislative process. In connection with the New Civil Code coming into effect on January 1, 2014, the entire CEZ Group is preparing for the practical implementation of this crucial regulation of private law. The law will affect more or less all areas of CEZ Group s business, e.g. contractual obligations or consumer protection. Due to their possible impacts on CEZ Group s business, it is also worth mentioning that there have been amendments to decrees related to an amendment of Act No. 183/2006 Coll., act on land-use planning and building regulations (Building Act). These decree amendments were necessitated by the 2012 amendment to the Building Act. Macroeconomic Development The Czech economy has been in the longest recession in history; the decline of Q1 2013 (1.3% y-o-y over Q1 2012) was the sixth in a row. The economy is thus more than 3% below the level of a local peak in H2 2011 and even more than 4% below the level before the beginning of the crisis in 2008. The decline was caused mainly by weak domestic demand, resulting from a combination of several factors. Strict fiscal policy resulted in restriction of government spending, which thus could not compensate the slump in the private sector s demand. Because of households caution, the savings rate grew at the expense of consumption and households demand more or less stagnated. Uncertainty about the future made companies restrict capital expenditures significantly. The weak domestic demand could not be counterbalanced even by the external sector, where export potential is limited by the unfavorable situation in the economies of European countries. CEZ Group in the Czech Republic 33
In spite of the significant and unexpected decline in Q1, there are first positive signals suggesting a possible turning point in H2 2013 (although the economy is very likely to slump some more annually in 2013). The weakening Czech Koruna and expected improvement in the economic situation in the European Union s member states could improve exports. Domestic demand is probably also over the hump. Household consumption has been growing slightly for the last two quarters, certain relief is planned in the fiscal area, and also investments seem to be stabilized. The slump in Q1 2013 was thus caused by mainly by different levels of inventories, which is rather a one-shot issue. The weak performance of the economy is reflected in electricity consumption, which stagnated in 2012 in comparison with 2011 and has been down by 1.3% from 2012 during the first six months of this year (however, the weather also played a role here). A slight decrease in electricity consumption due to the downturn in economic activity can be expected for the whole 2013. 34 CEZ Group in the Czech Republic
Power Production & Trading Installed Capacity As of June 30, 2013, CEZ Group operated generation units with a total installed electrical capacity of 13,171 MW in the Czech Republic. This included 4,040 MW in nuclear power plants, 7,061 MW in coal-fired and gas-fired power plants and heating plants, 1,935 MW in hydroelectric and pumpedstorage power plants, and 135 MW in other power plants with renewable energy sources. The installed capacity dropped by 64 MW year-on-year, mainly due to the shutdown and subsequent sale of the CCGT installation at the Trmice Heating Plant (-70 MW); the growth portion is related to the installation of new CHP units of the subsidiary ČEZ Energo, s.r.o. Generation of Electricity Electricity Generated by CEZ Group in the Czech Republic, Gross (GWh) 1,225 Total H1 2012 14,862 17,104 33,191 1,701 H1 2013 15,176 15,326 32,203 0 10,000 20,000 30,000 40,000 nuclear power plants coal, gas, CCGT power plants hydro, photovoltaic, wind, and biogas power plants In H1 2013, CEZ Group power plants in the Czech Republic generated 32,203 GWh of electricity, which was a drop by 988 GWh year-on-year. The drop in production was mainly attributable to coalfired, gas-fired, and CCGT power plants, where generation dropped by 1,778 GWh year-on-year. The main reason was the shutdown of three units at the Prunéřov Power Plant due to ongoing comprehensive refurbishment. Hydroelectric power plants generated more electricity thanks to favorable hydrologic conditions. The growth of production at nuclear power plants is related to the stabilization of their operation, with unit capacity increased in the previous years. Capital Expenditures Construction of a CCGT Installation at Počerady Power Plant The boiler was installed; a substantial portion of power plant equipment was completed. The steam turbine was put into operation and tested in July. Pre-comprehensive testing of the power plant is underway. Pilot operation is expected to commence in November 2013. Construction of a New 660MW Unit at Ledvice Power Plant Installation work continued on the pressure system, FGD, critical pipework, and coal feeding equipment. The power plant is expected to be put into pilot operation as at December 31, 2014. Comprehensive Renewal of Prunéřov II Power Plant All permits necessary for construction have been issued during the project legal process. Complaints against all the permits have been lodged with the administrative court. CEZ Group in the Czech Republic 35
Disassembly was finished. Pressure assemblies of steam generators are being installed, FGD absorbers are under construction, the reconstruction of cooling tower 23 is near completion. Dukovany Nuclear Power Plant Generators at Unit 2 were repaired and equipment of the instrumentation and control system of Unit 3 was renovated during shutdowns. Temelín Nuclear Power Plant A portion of fuel was replaced during a shutdown of Unit 2. Construction of New Units at the Temelín Nuclear Power Plant On January 18, 2013, the Ministry of the Environment of the Czech Republic published a favorable opinion on the environmental impact assessment (EIA) of the construction of TPP Units 3 & 4. On March 25, 2013, ČEZ, a. s. sent a notification of the result of the assessment and the preliminary evaluation of bids to the bidders that continue with the public contract after AREVA NP SAS was excluded in October 2012. The notification, together with an invitation to negotiations, was sent to the consortium of Westinghouse Electric Company, LLC and Westinghouse Electric Company Czech Republic and the consortium of ŠKODA JS, Atomstroyexport, and JSC OKB Gidropress. The assessment and preliminary evaluation is an interim step in the tendering process, to be followed by negotiations with both bidders to improve the bids in every part. On July 24, 2013, the Chairman of the Office for the Protection of Competition dismissed the appeal of AREVA NP SAS against the confirmation of the decision on exclusion from the tendering process that was issued by the Office on February 25, 2013. The excluded bidder announced its intention to bring an action against the Office s decision before the Regional Court in Brno. Preparations for the authorization and licensing process continued, projects for associated and induced investments were prepared, and some of them were also implemented. The nuclear installation siting proceedings at the State Office for Nuclear Safety were suspended on February 7, 2013 as the State Office for Nuclear Safety requested amending some data. Safety of Operated Nuclear Power Plants Measures from Stress Tests of Nuclear Power Plants The National Action Plan (NAcP) of measures resulting from stress tests performed at nuclear power plants was discussed with the governmental supervision body and approved at the beginning of 2013. The philosophy of implementation was prepared and requirements were defined for necessary analyses, organizational measures, and technical requirements for backup (diverse) and alternative means and measures. (Backup means are stationary facilities creating another barrier in case the project safety systems fail; alternative means are mobile devices/stations prepared in case the intended project and backup means completely fail to fulfill any of their functions.) Individual items of the preparation and subsequent implementation of specific projects were initiated. The first revision is being prepared in collaboration with the governmental supervision body, reflecting development in the areas concerned and outputs of the European Commission s review of the NAcP in April 2013. Despite some implementation and business risks, defined actions are taken in line with the specified schedule. International Reviews and Related Activities A Follow-Up WANO Peer Review (WPR) was conducted at the Temelín Nuclear Power Plant in February 2013, examining the implementation of recommendations in the areas for improvement identified during the 2011 WPR. The review stated positive development in the implementation of defined areas and the need to keep implementing related measures. In April 2013, there was an IAEA mission focusing on a seismic review of the site of the Temelín Nuclear Power Plant with the aim of evaluating the situation in five previously unfinished areas from the previous 2003 IAEA expert mission and reviewing compliance with the requirements of IAEA safety standards. Two areas were evaluated as completely solved and three as partially solved. An action plan of measures was prepared for the implementation of the remaining areas. 36 CEZ Group in the Czech Republic
The Dukovany Nuclear Power Plant hosted an IAEA OSART Follow-Up mission in June 2013. The goal of the mission was to review the situation in the areas recommended for implementation during the 2011 OSART mission. The mission (24 months after the formulation of the original mission s findings) found that 64% of the findings were implemented completely and the progress in the implementation of the remaining 36% was satisfactory. A Periodic Safety Review (PSR) of the Dukovany Nuclear Power Plant was initiated prior to the expected extension of its operating life by obtaining a license for operation after 2015. The objective of the PSR is to review the plant s safety and compliance with applicable legislation; the review will also take into account new documents published by the IAEA and WENRA (Western European Nuclear Regulators Association, an association of supervision bodies from all member states of the European Union with operated or decommissioned nuclear power plants and Switzerland) reflecting the development in safety requirements following the accident in the Fukushima nuclear power plant in Japan. In response to in-house findings and outputs of international missions, a project named Improving the Level of Occupational Safety and Health was started in April 2013, aiming at promoting and strengthening the proper conduct of nuclear plant staff, including contractors. Based on an initial analysis, the basic elements of the project were defined: safety requirements and expectations, safety marking, personal protective equipment, staff preparation, communication presentation of project goals and objective, introduction of preventive and corrective measures, and enforcement of safe conduct. CEZ Group in the Czech Republic 37
Distribution and Sale Distribution of Electricity In the Czech Republic, distribution of electricity within CEZ Group is secured by ČEZ Distribuce, a. s., which distributed 16.8 TWh of electricity to customers in H1 2013. There was a decrease in the supply on the high and medium voltage level. By contrast, there was an increase on the low-voltage level, which however resulted partially from the effects of temperature. Electricity Distributed by CEZ Group in the Czech Republic (GWh) H1 2012 16,884 H1 2013 16,786 0 5,000 10,000 15,000 The operation of a new, unified control system for the high, medium, and low voltage distribution grid of ČEZ Distribuce started in July 2013. It replaced previous five different operation control systems. Its key benefits include uniform data, single operation control system for the entire distribution area of ČEZ Distribuce, and continuous updating, synchronization, and necessary back-up of data. In addition to implementation of other Smart Grid projects, the new system will allow optimization of distribution grid control and a higher level of safety, as well as cooperation among regions, including full control in the event of a failure or natural disaster. Capital Expenditures Capital expenditures of ČEZ Distribuce, a. s. amounted to CZK 3.4 billion in H1 2013, i.e. 7% less year-on-year. The flow of investments was mainly directed into low and medium-voltage power lines and transformer station construction. CZK 1.3 billion was allocated to construction projects based on customer requirements. Sales Electricity Sold to End Customers In the Czech Republic, CEZ Group sells electricity largely through ČEZ Prodej, s.r.o., which sold a total of 10.4 TWh to end customers outside of CEZ Group in H1 2013. ČEZ Prodej, s.r.o. thus remained the market leader even though it experienced a decrease of 0.5 TWh in comparison with the same period of 2012. The main reason for the decrease is a lower number of customers; however, the number of customers switching to a different supplier was successfully reduced in comparison with H1 2012. Nevertheless, the fight for customers in energy markets is not over; there were 208,000 electricity supplier changes in the Czech Republic in H1 2013. A retail customer program named Juice was introduced on May 1, 2013 (offering discounts at partners in the Czech Republic). Smaller amounts of electricity were also sold to end customers by ČEZ, ČEZ Energo, Elektrárna Počerady, Elektrárna Dětmarovice, Energotrans, Elektrárna Chvaletice, Teplárna Trmice and Energetické centrum in H1 2013. 38 CEZ Group in the Czech Republic
Electricity Sold to End Customers in the Czech Republic (GWh) 221 Total H1 2012 10,898 11,138 19 293 H1 2013 10,405 61 10,759 0 2,000 4,000 6,000 8,000 10,000 12,000 ČEZ Prodej, s.r.o. ČEZ, a. s. other CEZ Group companies Sales of Natural Gas Since its successful entry into the natural gas market in the Czech Republic in 2010, CEZ Group (through ČEZ Prodej, s.r.o.) has constantly bolstered and increased its share in the end customer market. It has registered a growth in the number of end customers and volume of gas delivered in all customer segments. In the household category alone, more than 50,000 new contracts were received in H1 2013. At the end of June 2013, ČEZ Prodej delivered gas to almost 300,000 connection points. ČEZ Prodej offers a wide portfolio of products and services to prospective natural gas customers. For small end customers, it is especially the Comfort product line that guarantees the customer at least 5% savings in comparison with the basic product line of dominant suppliers in the distribution area concerned for one year. Trading in Electricity and Other Commodities Trading on the Wholesale Market in Electricity and Other Energy Commodities Trading on the wholesale markets in electricity and other energy commodities in each European country where CEZ Group operates is organized centrally by the parent company ČEZ. This involves the following business activities: - selling electricity generated by corporate plants on wholesale markets - selling ancillary services provided by CEZ Group s plants - procuring electricity on the wholesale market for the purpose of sales to end customers - trading in electricity, EUAs, CERs, natural gas, and black coal on the wholesale market on the company s own account. When operating on the markets of individual countries, CEZ Group companies must respect the specific situation resulting from local energy legislation, the status of electricity market liberalization, the balance between supply and demand, the possibilities of trans-border supplies, and other factors. In 2013, ČEZ, a. s. is selling electricity for 2014, 2015, and 2016 on PXE using standard exchange products (annual, quarter, month) and on the OTC market. ČEZ, a. s. continues to sell ancillary services provided by its power plants mostly to the transmission system operator, ČEPS, a.s. Trading on the Company s Own Account Trading on the company s own account serves mainly to make an additional profit by taking advantage of arbitrage opportunities or other forms of speculative trading on wholesale markets. It serves partly as hedges for future sales of electricity generated by corporate plants (up to 2020) or hedges for future provisioning of electricity for end customers and partly for purchases of additional electricity in the event of unavailability of corporate power plants. CEZ Group in the Czech Republic 39
ČEZ, a. s. trades on its own account primarily in its traditional commodities such as electricity or emission allowances. Another traded commodity is natural gas in the form of futures products on IntercontinentalExchange (ICE) in London, the European Energy Exchange (EEX) in Leipzig, and other trading platforms. Last but not least, ČEZ, a. s. trades in black coal using futures-type products on ICE in London and the OTC market in commodity coal swaps. All trading and dealing activities have a specific risk management framework on the stop-loss and value at risk basis, which define allowed products, time frames, and especially market and credit rules and limits. 40 CEZ Group in the Czech Republic
Mining Coal Mining and Sales The CEZ Group company engaged in lignite mining is Severočeské doly. It sold 827,000 tons of coal less year-on-year, due to a decrease in sales to members of CEZ Group as well as external customers. In CEZ Group, the main reason was the shutdown of three units of the Prunéřov II Power Plant (coal was still delivered during H1 2012). External customers purchased less volume of sorted coal. A new mining license for Nástup Tušimice Mines became valid in May, effective till 2029. Coal reserves in that mine amounted to 461 million tons as of January 1, 2013, which is sufficient to cover the useful life of the upgraded power plants of Tušimice and Prunéřov. Coal Sales in the Czech Republic by Customers ( 000 tons) 173 Total H1 2012 9,639 1,048 1,998 12,858 H1 2013 9,217 920 1,669 225 12,031 0 2,000 4,000 6,000 8,000 10,000 12,000 14,000 members of CEZ Group power plants and power-heating plants (over 50 MW) other dealers, including sources up to 50 MW export Capital Expenditures In H1 2013, Severočeské doly invested CZK 698.9 million in capital construction. The major part of capital construction consisted of projects reacting to the progress of extraction in the two mines. Mining, processing, and crushing equipment was delivered, renovated, and upgraded. A major item was the performance of stability measures at overburden benches and mine drainage. The construction of the Emerán mine water treatment plant for the Bílina Mine was finished in June. CEZ Group in the Czech Republic 41
FutureMotion This is a strategic initiative that originated four years ago as CEZ Group s response to new trends in energy and related technologies. The following programs, in particular, are developed as part of the initiative: Electromobility The construction of the backbone infrastructure of charging stations continues under the Electromobility project. CEZ Group currently operates 35 public charging stations (including one fastcharging station) and 6 private charging stations catering for the needs of partners. Negotiations about expanding the network into additional locations are underway. A new distribution tariff named Electromobility was launched on July 1, 2013; ČEZ Prodej offers a new product line, etarif FIX, based on the distribution tariff. An important part of the project is collaborating with electric car manufacturers to ensure the charging infrastructure s compatibility with marketed cars and share experiences with car operation and knowledge of users expectations and requirements, which could be used as a basis for creating a more comprehensive package of services for the end user. Major car manufacturers involved in the pilot project include Peugeot, Škoda Auto, OPEL, and Mercedes-Benz. Co-operation was also established with manufacturers and dealers of electric scooters and electric bikes. At the level of regions and cities, co-operation was established with the Moravia-Silesia Region and the statutory city of Ostrava, for which electromobility provides a partial solution for the area suffering from air pollution. Pardubice, Prague 14, and Prague Velká Chuchle became new partners. CEZ Group shares its experiences with similar projects in Europe, including co-operation on the Eurelectric platform. Smart Region Under the Smart Region project in Vrchlabí, tests of communication technology were successfully finished and the basic parameters of protection and automation elements for island operation were tested in H1 2013. WiMAX communication and an optical link required for fast switching actions in the distribution grid were then put into operation in the field. No-load tests of the generation plant (cogeneration unit) for the prepared island operation were conducted successfully. Work on the standardization of medium voltage at the level of 35 kv, i.e. replacement of cables and retrofitting of distribution transformer stations, also continued as scheduled. Progress was also made in the accomplishment of objectives of the Grid4EU project, the largest European Smart Grids project, to which CEZ Group contributes significantly with its knowledge obtained from the Smart Region project. 42 CEZ Group in the Czech Republic
CEZ Group Abroad Poland Generation of Electricity Installed Capacity As at June 30, 2013, CEZ Group companies owned power plants with a total installed capacity of 730.9 MW in Poland: coal-fired power plants with 728.4 MW and hydropower plants with 2.5 MW. Generation of Electricity In H1 2013, CEZ Group power plants in Poland generated 1,314 GWh of electricity, i.e. 191 GWh (17%) more than in the same period of 2012, thanks especially to a lower price of coal negotiated for the Skawina power plant. Unfavorable development of market conditions resulted in a decrease of about one-third in the volume of electricity generated by biomass combustion. A new small hydropower plant at Borek Szlachecki with an installed capacity of 885 kw started production in May, generating 0.7 GWh of electricity by June 30, 2013. The Skawinka small hydropower plant generated 2.6 GWh of electricity in H1. Electricity Generated in Poland, Gross (GWh) 3 Total H1 2012 1,120 1,123 3 H1 2013 1,311 1,314 0 200 400 600 800 1,000 1,200 coal-fired power plants hydro power plants Electricity Sold to End Customers Electricity is sold to end customers in Poland by CEZ Trade Polska sp. z o.o., which supplied 196 GWh to its customers in H1 2013. Heat In H1 2013, Polish power plants supplied 3,043 TJ of heat, i.e. 46 TJ (1.5%) more than in the same period of 2012. Capital Expenditures CEZ Group companies made capital expenditures of CZK 47 million in Poland in H1 2013. The largest portion of the capital expenditures was spent on the completion of the small hydropower plant at Borek Szlachecki and in relation to the construction of medium-voltage lines for the Grudziądz wind parks project. Also, an analysis of the development possibilities of the heat market of the ELCHO power plant was made. Other capital expenditures were related to the completion of wet deslagging equipment at the Skawina power plant. CEZ Group Abroad Poland 43
Bulgaria CEZ Group Operations in Bulgaria On February 19, 2013 the State Energy and Water Regulatory Commission (Държавна комисия за енерго и водно регулиране), i.e. the Bulgarian energy regulatory authority (SEWRC), decided to start the revoking process for the electricity distribution license of CEZ Razpredelenie Bulgaria AD and the electricity sales license of CEZ Elektro Bulgaria AD. The companies allegedly violated the Energy Act by a breach of their obligations related to the exchange of metering equipment, a breach of their obligation to disclose information to the SEWRC, and a breach of rules when awarding public contracts. Both companies submitted their objections and written statements to the regulatory authority within the statutory deadline. A public hearing of representatives of the CEZ Group companies before the SEWRC was held on April 16, 2013. No decision on the issue was made by the closing date for the Half-Year Report. On February 27, 2013, the Prosecutor General Office started an inspection at all three distribution companies in the country (CEZ, ENERGO-PRO, and EVN Groups) as well as the SEWRC itself and the state-owned energy company NEK EAD. On April 3, 2013, the Prosecutor s office announced its intention to institute several prosecutions. These should only pertain to CEZ Group companies awarding of public contracts, i.e. an issue that is not directly related to their licensed activities. Parliament approved an amendment to the Energy Act on February 28, 2013, allowing the regulatory authority to change the price of electricity at any time. The SEWRC decided to decrease electricity prices for households in the distribution area of CEZ Razpredelenie Bulgaria AD by 7.17% with effect from March 5, 2013. The decrease of prices was fully borne by distribution companies. This tariff decision was to apply until June 30, 2013; after the change of the Act, the regulatory authority took the opportunity to extend the regulated period by one month. On March 26, 2013 the Commission for Protection of Competition (Комисия за защита на конкуренцията), i.e. Bulgaria s anti-monopoly body, initiated investigation of all three distribution companies in the country (of CEZ, ENERGO-PRO, and EVN Groups) on suspicion of taking concerted action to make a change of the supplier more difficult for consumers. The premises of all the companies were searched based on a judicial approval. The proceedings were still underway as at the closing date for the Half-Year Report. On March 29, 2013, ČEZ, a. s. sent a complaint to the European Commission including a list of facts that in the company s opinion give evidence that the methods of license granting and revocation in the energy industry as well as some other official procedures violate Bulgaria s and the European Union s law and the Treaty on the Functioning of the European Union (in the area of freedom of establishment and free movement of capital). What is particularly contested is the way in which the license revoking procedure began, initiated by the Prime Minister and called for by the Prosecutor General instead of an independent energy regulatory authority. In CEZ s opinion, such acts violate the European Union s law whose individual provisions, however, have not been incorporated in Bulgaria s law yet. In addition, most of the alleged wrongdoings of the Bulgarian members of CEZ Group cannot be grounds for license revocation under Bulgaria s law. The European Commission is reviewing the complaint. On July 29, 2013, the regulatory authority issued a new price decision, reducing the final prices of electricity all around with effect from August 1, 2013; however, this decrease is distributed among all market participants and its impact on CEZ Group companies will be neutral if they are compensated for purchases of electricity generated from renewable sources in compliance with applicable methodology. In its sub-parameters, the regulatory authority s decision standardizes the overall regulatory conditions for electricity distribution and sales in Bulgaria. Sales companies are newly assigned a certain margin, which amounts to 3% for CEZ Elektro Bulgaria AD. Generation of Electricity Installed Capacity CEZ Group owns the Varna coal-fired power plant with 1,260MW installed capacity and the Oreshets photovoltaic power plant with 5MW installed capacity in Bulgaria. 44 CEZ Group Abroad Bulgaria
Generation of Electricity The Varna Power Plant produced 143 GWh of electricity in H1 2013, i.e. 784 GWh less than in the same period of 2012. The main reason for the decrease in production is zero activation of cold reserve by the Bulgarian operator ESO EAD (Електроенергиен Системен Оператор ЕАД) in H1 2013 and lower production for the regulated market quota. The Oreshets photovoltaic power plant generated approx. 3 GWh of electricity in H1. Electricity Generated in Bulgaria, Gross (GWh) 2 Total H1 2012 927 929 3 H1 2013 143 146 0 200 400 600 800 1,000 coal-fired power plants photovoltaic power plants Distribution of Electricity In Bulgaria, electricity is distributed by CEZ Razpredelenie Bulgaria AD, which distributed a total volume of 4,627 GWh of electricity to end customers in H1 2013, i.e. 202 GWh less year-on-year. The main reasons for the decrease were higher temperatures in winter 2013 and slightly lower consumption by corporate customers at the low-voltage level. Electricity Distributed to End Customers in Bulgaria (GWh) H1 2012 4,829 H1 2013 4,627 0 1,000 2,000 3,000 4,000 5,000 Electricity Sold to End Customers Electricity is sold in Bulgaria by CEZ Elektro Bulgaria AD, which sold a total of 4,525 GWh of electricity in H1 2013, i.e. 244 GWh less than in the same period of 2012. The reason for the lower sales were climatic conditions, especially higher temperatures at the beginning of 2013. Electricity is also sold to end customers in Bulgaria by CEZ Trade Bulgaria EAD, which sold 564 GWh of electricity in H1 2013. CEZ Group Abroad Bulgaria 45
Electricity Sold to End Customers in Bulgaria (GWh) Total H1 2012 4,769 529 5,298 H1 2013 4,525 564 5,089 0 1,000 2,000 3,000 4,000 5,000 6,000 CEZ Elektro Bulgaria CEZ Trade Bulgaria Capital Expenditures CEZ Group companies made capital expenditures of CZK 602 million in Bulgaria in H1 2013. The capital expenditures were primarily directed at improving the distribution grid, in particular constructing medium and low-voltage networks, increasing grid density by adding new transformers, connecting new customers, purchasing energy facilities and replacing and relocating existing customers meters. 46 CEZ Group Abroad Bulgaria
Romania Business Environment in Romania On June 4, 2013, the Romanian government approved a change in the promotion of electricity generation from renewable sources coming into force on July 1, 2013, affecting both newly prepared and operated plants. The change consists in postponing the allocation of a portion of green certificates, among other things. Wind parks and new small hydropower plants (up to 10 MW) have their original allocation temporarily decreased by 1 green certificate per MWh, photovoltaic plants by two green certificates per MWh. The withheld certificates should be allocated to wind parks from January 1, 2018 and in other cases from March 31, 2017. ANRE, the regulatory authority, will only include new plants in the RES promotion system up to the volume specified by the government in the National Action Plan for each calendar year. Producers can no longer trade their green certificates directly since the centralized market organized by the market operator OPCOM became the only platform for trading in them. In addition, green certificates are no longer provided to photovoltaic power plants built on farmland (according to land classification as at July 1, 2013) and to renewable sources with installed capacity higher than 10 MW (5 MW for photovoltaic sources) for electricity creating imbalance in the power grid, which may have a significant impact on wind parks production. Suppliers of electricity to end customers, who are required by law to purchase green certificates, can no longer include a penalty for insufficient purchases in their customers bills. With effect from July 1, 2013, the regulatory authority decreased average electricity prices for customers with a regulated tariff (i.e. households and others without access to the free market) by 1.3%. The reasons for the decrease were not announced. On July 11, 2013, a memorandum of understanding was signed concerning Romania s and Poland s accession to the common daily market in electricity that currently includes the Czech Republic, Hungary, and Slovakia (market coupling). Based on the target model, the interconnection of national markets in electricity should concern daily trading in electricity and implicit allocations of cross-border capacities. On April 16, 2013, CEZ Group sent a complaint and initiative to the European Commission against Romania in relation to the restriction of support for renewable sources using green certificates. A new government measure changes the existing support scheme in such a manner that interferes with investors legitimate expectations and violates the Treaty on the Functioning of the European Union (in the area of freedom of establishment and free movement of capital) and other principles that the European Union is based on. CEZ Group asked the European Commission to verify the compatibility of the implementation of the new public aid scheme with EU law. The European Commission is now reviewing the complaint and initiative. Generation of Electricity Installed Capacity CEZ Group companies in Romania had an installed capacity of 618 MW as of June 30, 2013, with 600 MW in wind parks and 18 MW in small hydropower plants. However, the small hydropower plants have been out of service since July 2012, undergoing a planned upgrade. Generation of Electricity For the Fântânele & Cogealac wind farm, 2013 is the first year of the full operation of all 240 wind turbines. They generated 684 GWh of electricity in H1, which was a year-on-year increase of 229 GWh. CEZ Group Abroad Romania 47
Electricity Generated in Romania, Gross (GWh) Total H1 2012 455 29 484 H1 2013 684 684 0 100 200 300 400 500 600 wind power plants hydro power plants Distribution of Electricity Electricity is distributed in Romania by CEZ Distributie S.A.; the volume of electricity distributed in H1 2013 was 3,236 GWh. The year-on-year decrease by 365 GWh resulted mainly from lower consumption by major customers at the high-voltage level; however, lower consumption was also seen at companies at medium voltage and households. Electricity Distributed to End Customers in Romania (GWh) H1 2012 3,601 H1 2013 3,236 0 1,000 2,000 3,000 4,000 Electricity Sold to End Customers CEZ Group sells electricity in Romania mainly through the sales company CEZ Vanzare S.A., which sold a total of 1,745 GWh to end customers in H1 2013. This was a year-on-year decrease of 91 GWh, resulting from lower consumption of households. TMK Hydroenergy Power did not make any sales in H1 2013 due to an ongoing planned upgrade of its small hydropower plants. 48 CEZ Group Abroad Romania
Electricity Sold to End Customers in Romania (GWh) 23 Total H1 2012 1,836 1,859 0 H1 2013 1,745 1,745 0 500 1,000 1,500 2,000 CEZ Vanzare TMK Hydroenergy Power Capital Expenditures CEZ Group companies made capital expenditures of CZK 1,306 million in Romania in H1 2013. The capital expenditures went mainly into distribution assets (CZK 1,000 million), especially new electric meters, the upgrade of the set of small hydropower plants of TMK Hydroenergy Power S.R.L. (CZK 151 million), and the finishing of the construction of the Fântânele & Cogealac wind farm (CZK 145 million). CEZ Group Abroad Romania 49
Turkey Generation of Electricity Installed Capacity Generation of electricity is secured by Akenerji Elektrik Üretim A.Ş. and its subsidiary companies, Akkur Enerji Elektrik Üretim A.Ş and Mem Enerji Elektrik Üretim A.Ş. Akenerji owns 3 CCGT, 1 wind, and 2 hydroelectric power plants. Akkur and Mem operate another 6 hydroelectric power plants. The Çerkezköy CCGT plant is no longer in operation and is planned to be sold. The installed capacity of power plants co-owned by CEZ Group in Turkey grew year-on-year to a total of 738 MW as the Gökkaya hydroelectric plant with a capacity of 28 MW was put into operation in September 2012. Generation of Electricity Generation of electricity in hydroelectric plants was negatively affected by extreme drought in H1 2013; therefore, it grew less than what would be expected from the increase in the installed capacity of the power plants of this type. The total power production of Akenerji Group was 1,136 GWh in H1 2013, including 743 GWh in hydroelectric power plants, 372 GWh in gas-fired power plants, and 21 GWh in wind power installations. By contrast, production in H1 2012 was 1,366 GWh (680 GWh hydro + 664 GWh gas-fired + 22 GWh wind). The decrease in production was connected with a substantial drop in electricity prices, which resulted from movements of the price of natural gas. Distribution & Sale of Electricity Electricity is distributed in Turkey by regulated regional distribution companies. One of them is Sakarya Elektrik Dagıtım A.Ş. (SEDAŞ), indirectly controlled by ČEZ and its Turkish partner AKKÖK. The current regulatory period (beginning in 2011) guarantees SEDAŞ higher operating expense allowable in tariffs than previous tariff rules. Distribution tariffs are regulated nationwide through an inter-region balancing allowance. The volume of electricity distributed to end customers in H1 2013 was 4,015 GWh, which is a year-on-year increase of more than 2%. As a result of unbundling (split of original distribution and sales companies and establishing separate sales companies) separate sales company Sakarya Elektrik Perakende Satis A.Ş. (SEPAŞ) originated, which has been selling electricity to end customers since the beginning of 2013, mainly in the distribution area of SEDAŞ but it has also got customers in areas covered by other distribution companies. The above-mentioned drop in electricity prices allowed realizing an additional margin by purchasing cheap electricity on the spot market. The amount of electricity sold in H1 2013 was 4,307 GWh, which is a year-on-year increase of almost 10%. Capital Expenditures The largest investment project is the construction of a CCGT power plant with 872MW capacity in Hatay on the southeast coast of Turkey. This will be an exceptionally efficient power plant, with efficiency exceeding 57% and at least a 30-year service life. Project execution was initiated in October 2011 and commissioning is planned for July 2014. Another prepared capital expenditure is the construction of a pumped-storage power plant with 241MW installed capacity in the Erzincan province in eastern Turkey. 50 CEZ Group Abroad Turkey
Other Countries Bosnia and Herzegovina On grounds of a breach of the Implementation Agreement for the Gacko project in the Republika Srpska in Bosnia and Herzegovina and non-acceptance of the put-option by MH ERS, ČEZ, a. s. initiated arbitration proceedings against the Government of the Republika Srpska in Bosnia and Herzegovina, MH ERS, and RiTE Gacko in 2009, seeking payment of an amount of more than EUR 58 million for loss of profit, damages, and the value of its stake. An interim decision of the court of arbitration excluded the Republika Srpska in Bosnia and Herzegovina from the proceedings in 2011. Other respondents remain parties to the proceedings before the International Court of Arbitration of the International Chamber of Commerce in Paris with the place of arbitration in Vienna. A hearing on the merits was held in June 2013; the decision of the arbitral tribunal is expected no sooner than the end of 2013. Hungary The project for the construction of a CCGT plant with a planned installed capacity of 850 MW at Százhalombatta is suspended and a decision on resuming or selling it will be taken on the basis of current market conditions. In Hungary, CEZ Magyarország Kft. delivered 439 GWh of electricity to end customers in H1 2013. Slovakia The project for the construction of a CCGT plant with a planned installed capacity of 850 MW at Slovnaft is suspended and a decision on resuming or selling it will be taken on the basis of current market conditions. ČEZ Slovensko, s.r.o. continued to sell electricity and natural gas to customers in the household and SMB segments in H1 2013 but only within a limited scope due to applicable price regulation. Total deliveries to all customer segments in H1 2013 were 742 GWh of electricity and 874 GWh of gas. CEZ Group Abroad Other Countries 51
Albania CEZ Group Operations in Albania In December 2012, the Albanian energy regulatory authority Enti Rregullator i Energjise (ERE) initiated the procedure for revoking the distribution license of CEZ Shpërndarje Sh.A. (76% stake of ČEZ, a. s. and 24% stake of the Albanian Government) on grounds of alleged non-compliance with license conditions. On January 21, 2013, ERE decided to revoke CEZ Shpërndarje s licenses for the distribution and sales of electricity to tariff customers and appointed an administrator of CEZ Shpërndarje. The administrator took over the management of the company, including decision-making authority and responsibility for its operations. ČEZ, a. s. thus effectively lost control over CEZ Shpërndarje, while all rights of the governance bodies of CEZ Shpërndarje as well as the shareholder rights of its owners devolved to the administrator. In order to protect its shareholders rights, ČEZ, a. s. filed an appeal against the appointment and powers of the administrator. On February 7, 2013, ČEZ, a. s. paid off the debts of CEZ Shpërndarje to the International Financial Corporation and the European Bank for Reconstruction and Development arising from the credit agreement made between the two banks and CEZ Shpërndarje in June 2011 and a written agreement made between ČEZ, a. s., and the two banks on July 20, 2012. The two banks then canceled the unused portion of the credit line originally defined by the credit agreement. Arbitration in Albania ČEZ, a. s. officially notified the Albanian Government of its intent to conduct international arbitration proceedings on grounds of failure to protect its investment in the distribution company by sending a Notice of Dispute, which was delivered to the Albanian party on February 11, 2013. ČEZ, a. s. also declared it was prepared to resolve the dispute amicably, also through mediation. The delivery date was the beginning of a three-month cooling-off period during which it was possible to conduct negotiations about the method of amicable dispute resolution. The period expired to no effect on May 12, 2013 no agreement was reached. On May 16, 2013 the Albanian party was delivered a Notice of Arbitration by which ČEZ, a. s. officially commenced arbitration proceedings against the state of Albania under the Energy Charter Treaty according to the rules of the United Nations Commission on International Trade Law (UNCITRAL). Both parties have appointed their arbitrators. The quantification of and evidence for the amount of the claim, together with the complete pleading on the merits, will be submitted once the arbitral tribunal is duly constituted and detailed rules of procedure, together with the arbitration timetable including milestones, are fixed. This could be at the end of September/start of October 2013. Distribution and Sales of Electricity to End Customers Due to the loss of control over CEZ Shpërndarje Sh.A. in early 2013, no financial or technical data of the company is included in the consolidated data of CEZ Group in H1 2013. In H1 2012, the company distributed 1,745 GWh of electricity to end customers and sold them the same amount. 52 CEZ Group Abroad Albania
Changes in CEZ Group Ownership Interests Czech Republic H1 2013 - January 1 Incorporation of Telco Pro Services, a. s. as a wholly-owned subsidiary of ČEZ ICT Services, a. s. - January 1 ČEZ Správa majetku, s.r.o. renamed to ČEZ Korporátní služby, s.r.o. - January 1 Purchase of a 50% stake in ENERGIE KRUPKA, s.r.o. from the city of Krupka by ČEZ Teplárenská, a.s., achieving a 100% stake. - February 1 Stated capital of Elektrárna Dětmarovice, a.s. increased by contribution of the organizational unit Dětmarovice Power Plant from the assets of ČEZ, a. s. - April 12 Purchase of 0.1% stake in ČEZ Obnovitelné zdroje, s.r.o.by ČEZ, a. s. from ČEZ Korporátní služby, s.r.o. This made ČEZ, a. s. the sole owner. - April 30 Stake of Severočeské doly a.s. in SD - KOMES, a.s. increased from 92.65% to 100%. - May 30 TEPLO IVANČICE, s.r.o. renamed to TI Energo, s.r.o. - June 28 Purchase of 85% equity share in Areál Třeboradice, a.s. by Energotrans, a.s. from Pražská teplárenská a.s. H2 2013 Until the Closing Date for the Half-Year Report - July 1 Merger by acquisition of ČEZ Měření, s.r.o. and ČEZ Distribuční služby, s.r.o.; the acquiring company is ČEZ Distribuční služby, s.r.o. - July 1 Merger by acquisition of SD - 1. strojírenská, a.s. and PRODECO, a.s.; the acquiring company is PRODECO, a.s. Albania H1 2013 - January 21 Loss of control over CEZ Shpërndarje Sh.A. following the appointment of an administrator and initiation of receivership, even though ČEZ, a. s. keeps its 76% stake. - March 21 CEZ Albania Sh. A. renamed to Shared Services Albania Sh. A. Poland H1 2013 - April 19 Purchase of Baltic Green I sp. z o.o., Baltic Green II sp. z o.o., and Baltic Green III sp. z o.o. from CEZ Poland Distribution by Eco-Wind Construction S.A., which became their 100% owner. Slovakia H1 2013 - June 1 Dissolution of CM European Power International s. r. o. by merger with CM European Power Slovakia, s. r. o. Changes in CEZ Group Ownership Interests 53
Turkey H1 2013 - In February and March, Akenerji Elektrik Üretim A.S. became the 100% owner of some of its subsidiaries of which it previously was by far the majority shareholder. These were Akenerji Dogal Gaz Ithalat Ihracat ve Toptan Ticaret A.S., AK-EL Kemah Elektrik Üretim ve Ticaret A.S., Akkur Enerji Üretim Ticaret ve Sanayi A.S., and Akenerji Elektrik Enerjisi Ithalat Ihracat ve Toptan Ticaret A.S. - April 26 The 45% stake in Akcez Enerji A.S. previously held by Akenerji Elektrik Üretim A.S. was divided between ČEZ, a. s. and Akkök Sanayi Yatırım ve Geliştirme A.Ş. These companies had already been its shareholders; their stakes in the company grew by 22.5% each. 54 Changes in CEZ Group Ownership Interests
General Meeting and Changes in Governance Bodies General Meeting The 21 st Annual General Meeting of ČEZ, a. s. was held on June 19, 2013. Among other things, the General Meeting: - Heard the Report of the Board of Directors on the Company s Business Operations and the State of Its Assets for the Year 2012, the Summary Explanatory Report Pursuant to Section 118(8) of the Act on Capital Market Undertakings, the Report of the Supervisory Board on the Results of Its Inspection Activities, and the Report of the Audit Committee on the Results of Its Activities. - Approved the financial statements of ČEZ, a. s. and the consolidated financial statements of CEZ Group as at December 31, 2012. - Approved the distribution of its 2012 profit as follows:: - Dividend of CZK 40 per share (before tax) - Total amount of dividends, calculated from the total number of shares outstanding, of CZK 21,519,590,000 (CZK 21,364,590,000 without the dividend on treasury shares) - Bonuses for members of the Board of Directors and Supervisory Board of CZK 25,500,000 - Retained earnings of CZK 13,790,630,000 The strike date for dividend payout is June 25, 2013. Entities that were shareholders of the Company on that date are entitled to the dividend. The dividends are payable from August 1, 2013 to August 1, 2017. The dividend on treasury shares held by the Company as of the strike date will not be paid out. The amount corresponding to the dividend on treasury shares held by the Company as of the strike date for dividend payout will be transferred to the retained earnings account. The General Meeting of ČEZ, a. s. approved an equal distribution of bonuses among members of the Board of Directors and Supervisory Board. The share of each board member is determined according to the time over which he or she served in the relevant body in the year 2012. Members of the Supervisory Board are not eligible for bonuses where the provision of bonuses is not permitted by law. - Appointed Ernst & Young Audit, s.r.o as the auditor that will perform the statutory audit for the accounting period of the calendar year of 2013. - Approved funds appropriated for gifts in 2014, amounting to CZK 221 million. - Confirmed Václav Pačes as a member of the Supervisory Board of ČEZ, a. s. - Removed Robert Vacek from the Supervisory Board of ČEZ, a. s. - Elected Jiřina Vorlová as a member of the Supervisory Board of ČEZ, a. s. - Elected Radek Neužil and Alena Kochová as members of the Audit Committee of ČEZ, a. s. - Approved contracts on service on the Supervisory Board between ČEZ, a. s. and Lubomír Poul, Václav Pačes, Radek Mucha, and Jiří Novotný and Amendment 1 to the contract on service on the Supervisory Board between ČEZ, a. s. and Vladimír Hronek. - Approved a contract on service on the Audit Committee between ČEZ, a. s. and Jiřina Vorlová. General Meeting and Changes in Governance Bodies 55
Changes in the Company s Governance Bodies in H1 2013 / Until the Closing Date for the Half-Year Report Supervisory Board Changes in positions of current members of the Supervisory Board of ČEZ, a. s.: Vladimír Hronek Vice-Chairman of the Supervisory Board since March 20, 2013 member of the Supervisory Board elected by employees since September 30, 2010 Members of the Supervisory Board of ČEZ, a. s. whose membership began: Václav Pačes Vice-Chairman of the Supervisory Board since May 29, 2013 co-opted member of the Supervisory Board since March 20, 2013 (confirmed as a member of the Supervisory Board by the General Meeting on June 19, 2013) Radek Mucha member of the Supervisory Board elected by employees since April 11, 2013 Jiří Novotný member of the Supervisory Board elected by employees since April 11, 2013 Vladimír Říha co-opted member of the Supervisory Board since August 1, 2013 (Supervisory Board s decision from June 27, 2013) Jiřina Vorlová elected member of the Supervisory Board by the General Meeting since June 19, 2013 Members of the Supervisory Board of ČEZ, a. s. whose membership was terminated: Ivo Foltýn resigned from membership of the Supervisory Board, as notified on March 20, 2013. In addition, he is not a member of the Audit Committee. Petr Gross member of the Supervisory Board elected by employees from January 22, 2009 to April 11, 2013 (expiry of membership) Lubomír Klosík Vice-Chairman of the Supervisory Board from January 27, 2011 to April 11, 2013 member of the Supervisory Board elected by employees from January 22, 2009 to April 11, 2013 (expiry of membership) Jan Kohout member of the Supervisory Board from November 22, 2010 to August 22, 2013 (member resignation dated July 9, 2013) Robert Vacek member of the Supervisory Board from June 26, 2012 to June 19, 2013 (removed by the General Meeting on June 19, 2013) Jiřina Vorlová member of the Supervisory Board from June 19, 2013 to July 31, 2013 (member resignation dated June 27, 2013) Board of Directors Members of the Board of Directors of ČEZ, a. s. whose membership began: Ladislav Štěpánek member of the Board of Directors since June 27, 2013 56 General Meeting and Changes in Governance Bodies
Members of the Board of Directors of ČEZ, a. s. whose membership was terminated: Vladimír Hlavinka member of the Board of Directors from January 1, 2008 to January 31, 2013 Audit Committee Members of the Audit Committee of ČEZ, a. s. whose membership began: Alena Kochová elected member of the Audit Committee by the General Meeting since June 19, 2013 Radek Neužil elected member of the Audit Committee by the General Meeting since June 19, 2013 Members of the Audit Committee of ČEZ, a. s. whose membership was terminated: Lubomír Klosík Vice-Chairman of the Audit Committee from March 8, 2012 to June 19, 2013 member of the Audit Committee from May 13, 2009 to June 19, 2013 (expiry of membership) Drahoslav Šimek member of the Audit Committee from May 13, 2009 to June 19, 2013 (expiry of membership) Top Management Members of the top management of ČEZ, a. s. whose membership began: Ladislav Štěpánek Director of Production since July 1, 2013 appointed to manage Production from February 1, 2013 Members of the top management of ČEZ, a. s. whose membership was terminated: Vladimír Hlavinka Director of Production from January 1, 2008 to January 31, 2013 General Meeting and Changes in Governance Bodies 57
Litigation and Other Proceedings Litigation Czech Republic 1. ČEZ, a. s. is a party to suits relating to the realization of takeover offers and squeeze-outs of minority shareholders: A suit seeking review of the adequacy of consideration and award of the right to a different amount of consideration arising from a takeover offer for shares of Severomoravská energetika, a. s. made in 2005. The proceedings are pending before the court of first instance. Should the complainants win the suit, the total additional payment could be up to CZK 1,081 million. The outcome of the proceedings is impossible to predict. A suit seeking review of the adequacy of consideration and award of the right to a different amount of consideration in the process of squeeze-out in Severočeské doly a.s. The proceedings are pending before the court of first instance. Should the complainants win the suit, the total additional payment could be up to CZK 1,736 million. The outcome of the proceedings is impossible to predict. A suit against ČEZ Teplárenská, a.s. seeking review of the adequacy of consideration and award of the right to a different amount of consideration in the process of squeeze-out in United Energy, a.s. The proceedings are pending before the court of first instance. The possible impact of this suit on ČEZ Teplárenská, a.s. or ČEZ, a. s. is impossible to determine at this phase of the proceedings. The outcome of the proceedings is impossible to predict. 2. In the case of General Meetings of Severočeské doly a.s. and United Energy, a.s. (ČEZ Teplárenská, a.s. is the legal successor) that decided on squeeze-outs, minority shareholders filed suits seeking that the resolutions of these General Meetings be declared null and void. 3. In insolvency proceedings against Lignit Hodonín, s.r.o., ČEZ, a. s. submitted a claim for over CZK 115 million, CZK 23 million of which is loss arising from failure to pay for electricity supplied. The remainder of the claim consists of sanctions ensuing from signed contracts. The submitted claim was recognized in full. The debtor s enterprise was sold on September 2, 2010 and the insolvency proceedings were terminated with only claims against the bankrupt s estate and other equalized claims being settled due to insufficient assets. The claims of ČEZ, a. s. were not among those claims. At the same time, the insolvency administrator filed a suit against ČEZ, a. s. for damages amounting to CZK 196.2 million, allegedly resulting from abuse of a dominant position by ČEZ, a. s. in determining the purchase price of lignite deliveries. ČEZ, a. s. denies the claim in full. By a resolution of the Municipal Court in Prague from May 17, 2012, a new claimant replaced the original claimant in the proceedings, namely UVR Mníšek pod Brdy a.s., which bought the debtor s enterprise. UVR Mníšek pod Brdy a.s. entered all claims bought within the debtor s enterprise into a newly established company. That company assigned the contested claim further, to FORMOSANA LIMITED, United Kingdom. No hearing of the case has been ordered yet. 4. ČEZ, a.s. faces 15 lawsuits initiated by the same claimant, Lesy České republiky s.p. All the suits have the same grounds, namely a claim for compensation of damage caused by the operations of ČEZ, a. s. to forest crops in 1997 and 1999-2010. The oldest suit is from 1999 and the latest one is from 2012. The total amount claimed is CZK 235.8 million plus accessions thereof. 5. Since June 2010, ČEZ Prodej, s.r.o. has been involved in a lawsuit with Správa železniční dopravní cesty, státní organizace (SŽDC), in which it is seeking CZK 805 million in damages. The suit is held by the City Court in Prague with ČEZ Prodej, s.r.o. as the claimant. A compulsory payment order was issued in the case, SŽDC filed a protest; the judicial proceedings are still underway. The ground of the suit is a breach of an electricity supply contract by SŽDC, consisting in failure to take deliveries of the agreed amount of electricity in 2010, and the resulting damage. 6. Since January 2013, ČEZ Prodej, s.r.o. has been involved in a lawsuit with Správa železniční dopravní cesty, státní organizace (SŽDC), in which it is seeking CZK 857 million in damages. The suit is held by the City Court in Prague with ČEZ Prodej, s.r.o. as the claimant. No hearing of the case has been ordered yet; the ground of the suit is a breach of an electricity supply contract by SŽDC, 58 Litigation and Other Proceedings
consisting in failure to take deliveries of the agreed amount of electricity in 2011, and the resulting damage. 7. Since May 2012, ČEZ Prodej, s.r.o. has been involved in a lawsuit with VÍTKOVICE, a.s., held by the Regional Court in Ostrava, in which it is seeking CZK 407 million in damages as a result of a breach of an electricity supply contract in 2011; in addition, CZK 10 million is claimed from the company on account of unpaid but consumed electricity in 2011. A compulsory payment order was issued in the case against which the defendant filed a protest. 8. In insolvency proceedings against MORAVIA ENERGO, a.s., ČEZ, a. s. submitted a claim for CZK 1,505.9 million, which was fully recognized. In August 2011, a partial distribution resolution was issued, according to which the claim of ČEZ, a. s. was settled in the amount of CZK 71.3 million. The bankruptcy court approved the final report by its resolution from November 2012 and approved a distribution resolution based thereon in April 2013, according to which ČEZ, a. s. was paid CZK 64 million from the distributed proceeds. The insolvency proceedings were terminated by a bankruptcy discharge resolution on July 25, 2013. 9. In insolvency proceedings against PLP a.s., Teplárna Trmice, a.s. submitted an unsecured claim for CZK 191 million, consisting of losses arising from failure to pay for electricity, heat, and raw water supplied, and a claim for CZK 59 million arising from the penalty requested. Both claims were recognized in review hearings that took place in H1 2011. In March 2013, an enterprise sale contract was signed as part of the realization of the debtor s assets in the insolvency proceedings. The enterprise of the debtor, PLP a.s., was realized for USD 10,000,000.00 in line with the instructions of the secured creditor, Československá obchodní banka, and in compliance with the resolution of the Regional Court in Ústí nad Labem. A motion to render the proceeds to the secured creditor is being prepared; considering the amount of the secured creditor s claim and the proceeds, the settlement of the claim of Teplárna Trmice, a.s. will be none. 10. On October 15, 2010, ČEZ, a. s. filed an action against Czech Coal a.s., Czech Coal Services a.s., and Vršanská uhelná a.s. for protection against unfair competition, in which it sought adequate satisfaction amounting to CZK 11 billion; at the same time, it claimed a penalty of approximately CZK 336 million and damages amounting to approximately CZK 14 million. In March 2013, the parties made a settlement agreement, which included withdrawal of the action from October 15, 2010, among other. Following the withdrawal of the action, the judicial proceedings were legitimately discontinued in May 2013. 11. There is a dispute between ČEZ, a. s. and Sokolovská uhelná, právní nástupce, a.s. (SU) over the quantity and price of lignite supplied by SU for ČEZ, a. s., under a long-term purchase contract (valid until lignite reserves in SU mines are depleted or until 2027). SU is questioning the validity of the longterm purchase contract. In connection with the dispute, ČEZ, a. s. already initiated a lawsuit with SU in July 2011, in which ČEZ, a. s. is seeking the recovery of unjust enrichment resulting on the part of SU from payments for lignite deliveries from January 2011 to May 2011, totaling approx. CZK 56 million with accessions thereof. The case is heard by the Regional Court in Plzeň, which has not decided yet. 12. In December 2010, Údržba krajin s.r.o. filed an action against ČEZ Distribuční služby, s.r.o., seeking payment of CZK 396 with accessions in compensation for damage (alleged loss of profit) resulting from an alleged breach of a framework contract on renewal of forest tracks in protection zones of power lines. The case is heard by the Regional Court in Ostrava; no hearing of the case has been ordered yet. In February 2013, the Regional Court dismissed the application of Údržba krajin s.r.o. for exemption from court fees; the decision was confirmed by the High Court in Olomouc in May 2013. Romania 13. The Romanian company Electrica S.A. filed an action against ČEZ, a. s. with the International Court of Arbitration of the International Chamber of Commerce in Paris in October 2012, seeking payment of EUR 18.8 million (approx. CZK 0.5 billion). Electrica S.A. claims that ČEZ, a. s. breached its obligations arising from the Privatization Agreement dated April 5, 2005, under which ČEZ, a. s. acquired a share in the claimant s subsidiary, Electrica Oltenia S.A., from Electrica S.A. Among other things, ČEZ, a. s. allegedly breached its obligation to inform the claimant about specified affairs of Electrica Oltenia S.A. ČEZ, a. s. considers the claim of Electrica S.A. unsubstantiated; in its response Litigation and Other Proceedings 59
to the action, it rejected the claim in full and proposed that the action be dismissed. In July 2013, Electrica S.A. changed the legal qualification of its alleged claim (instead of contractual penalty compensation for damage is applied for), altering and extending its action so that it is now seeking payment of EUR 81.6 million (approx. CZK 2 billion). Permitting the action alteration and extension is subject to the approval of the arbitral tribunal. ČEZ, a. s. considers such action alteration and extension impermissible and proposed that the alteration and extension of the action should not be permitted in its response. As at August 16, 2013, the arbitral tribunal has not decided on permitting the action alteration and extension. The arbitration is expected to finish in 2014. Bulgaria 14. CEZ Razpredelenie Bulgaria AD, CEZ Elektro Bulgaria AD, and TPP Varna appealed against the decision of the State Energy and Water Regulatory Commission (SEWRC), stipulating prices for the period from July 1, 2011 to June 30, 2012. The Commission did not approve the prices (required revenues) proposed by the three companies and breached a number of substantive and procedural laws in its decision-making. The Supreme Administrative Court opened three sets of judicial proceedings based on the complaint of each company. In the case of CEZ Elektro Bulgaria AD, the complaint was dismissed in the first instance. CEZ Elektro Bulgaria AD appealed against this first instance decision. In the case of TPP Varna EAD, the court requested a judicial accounting expert opinion, which it received; the issue of a first instance decision is awaited. 15. CEZ Razpredelenie Bulgaria AD, CEZ Elektro Bulgaria AD, and TPP Varna EAD appealed against the decision of the State Energy and Water Regulatory Commission stipulating amounts of electricity ( quotas ) for the period from July 1, 2012 to June 30, 2013. None of the three companies had its proposed amounts of electricity, which affect required revenues, approved by the Commission. Partial proceedings were initiated in the case; the issue of a first instance decision is awaited. 16. CEZ Razpredelenie Bulgaria AD appealed against the decision of the State Energy and Water Regulatory Commission stipulating prices with effect from March 5, 2013. By this decision, the Commission decreased the prices and breached a number of substantive and procedural laws. 17. CEZ Elektro Bulgaria AD filed an action against the Methodology for Compensating the Public Supplier and End Suppliers, which stipulates an obligation to purchase electricity from renewable sources and cogeneration plants at preferential prices. According to the Methodology, CEZ Elektro Bulgaria AD does not receive full compensation for its expenses incurred for purchases of such electricity. The Supreme Administrative Court revoked the above-mentioned Methodology in its first instance decision. The State Energy and Water Regulatory Commission appealed against the decision. The case is awaited to be decided in the second instance. 18. The City Court of Sofia opened judicial proceedings against CEZ Bulgaria EAD on grounds of an action filed by shareholders of CEZ Razpredelenie Bulgaria AD: several Doverie pension funds, pursuant to Section 118(1) in connection with Section 114 of the Securities Act (ZVNCP). In their motion, the pension funds request that the competent court should declare SLAs (agreements between a service provider and its customer) concluded between CEZ Bulgaria EAD and CEZ Razpredelenie Bulgaria AD null and void. They argue that CEZ Razpredelenie Bulgaria AD is a publicly traded company and pursuant to the provisions of the ZVNCP, transactions exceeding 2% of corporate assets that were concluded during the last closed accounting period between related parties are subject to approval by the general meeting of shareholders. 19. The City Court of Sofia received an action of a shareholder of CEZ Razpredelenie Bulgaria AD for nullification of the resolution of the General Meeting held on June 26, 2013 concerning the SLArelated item of the General Meeting s agenda. 20. CEZ Razpredelenie Bulgaria AD lodged an appeal with the City Court of Sofia against the decision of the chairman of the State Energy and Water Regulatory Commission (SEWRC) to award a fine in administrative proceedings for non-disclosure of information about concluded contracts on the pursuit of licensed activities by third parties. 21. CEZ Razpredelenie Bulgaria AD lodged an appeal with the City Court of Sofia against the warning of the chairman of the State Energy and Water Regulatory Commission (SEWRC) in administrative proceedings concerning disclosure of information with a delay of several hours. 60 Litigation and Other Proceedings
22. CEZ Elektro Bulgaria EAD lodged an appeal with the City Court of Sofia against the warning of the chairman of the State Energy and Water Regulatory Commission (SEWRC) in administrative proceedings concerning disclosure of information with a delay of several hours. Austria 23. In the litigation of the State of Upper Austria v. ČEZ, a. s. initiated in 2001 and demanding ceaseand-desist from generating alleged ionizing radiation from the Temelín Nuclear Power Plant, the court of first instance finished the hearing of the case in October 2011 and on January 4, 2012, the Linz Regional Court delivered a judgment dismissing the action on account of arguments presented by ČEZ, a. s., based primarily on previous judgments of the European Court of Justice and documents related to the Protocol of Melk. The State of Upper Austria filed an appeal, which was dismissed by the Linz Court of Appeal on April 12, 2012. The State of Upper Austria filed an appellate review with the Supreme Court in Vienna within the statutory time limit, which was also dismissed, on September 19, 2012. Furthermore, the complainant decided to use an extraordinary remedial measure, i.e. re-trial. The Linz Regional Court rejected the motion for re-trial in November 2012. The State of Upper Austria lodged an appeal against this decision with the Linz Court of Appeal, which dismissed the appeal in February 2013. The State of Upper Austria filed an extraordinary appellate review in this case with the Supreme Court in Vienna. The Supreme Court in Vienna dismissed the appellate review of the State of Upper Austria on May 15, 2013, bringing the lawsuit to a definite end. Albania CEZ Shpërndarje Sh.A. is a party to several lawsuits concerning, in particular, relations with the energy regulatory authority and other government entities. Following a complete loss of effective control over the company by ČEZ, a. s. on January 21, 2013, when the regulatory body ERE issued a decision to revoke its licenses for the operation of a distribution network and sales of electricity to end customers and appointed an administrator, who assumed all powers of the company s governance bodies and shareholders on the ground of these decisions and thus has actual control over the company, ČEZ, a. s. lacks full and up-to-date information concerning litigations of CEZ Shpërndarje Sh.A. specifically. Other Proceedings On November 24, 2009, ČEZ, a. s. received a decision of the European Commission (Commission) dated November 16, 2009, ordering it, together with its subsidiaries and other controlled undertakings, to submit to inspections pursuant to Article 20(4) of Council Regulation (EC) No. 1/2003 on the implementation of the rules on competition laid down in Articles 81 and 82 of the EC Treaty (now Articles 101 and 102 of the Treaty on the Functioning of the European Union). A similar inspection also took place in Severočeské doly a.s. On July 2011, the Commission issued a Decision on the Opening of Proceedings pursuant to Chapter III of Council Regulation (EC) No. 1/2003 against ČEZ, a.s. and the entities controlled by it. By contrast with the initial focus of the inspection, the Commission restricted the scope of investigation to a suspected breach of Article 102 of the Treaty on the Functioning of the EU (abuse of a dominant position). The suspicion concerned alleged preventing of entry of competitors into the wholesale electricity generation market, consisting in ČEZ a. s. reserving transmission grid capacities greater than needed for its existing and prepared projects. In June 2012, ČEZ, a. s. presented to the Commission a proposal for commitments in which it undertook to sell one of its coal-fired power plants. On July 10, 2012, the European Commission invited comments on the proposed commitments of ČEZ, a. s. in a Market Test Notice, containing an overview of the proposed measures, published in the Official Journal of the EU. According to the contents of the proposed commitments, the company could choose which of the power plants in Počerady, Chvaletice, Tisová together with Mělník III, or Dětmarovice it would sell. However, the Commission revised the proposed measures in late 2012, excluding the Dětmarovice power plant from the group of power plants that could be sold to terminate the Commission s proceedings against CEZ Group. Following mutual approval of the revised proposal for measures, the Commission issued a decision in April 2013, making the offered commitments legally binding for ČEZ, a. s. and thus terminating the process of Commission inspections of ČEZ, a. s. pursuant to Council Regulation (EC) No. 1/2003 on the implementation of the rules on competition laid down in Articles 81 and 82 of the EC Treaty (now Articles 101 and 102 of the Treaty on the Functioning of the European Union) by a settlement, without finding any infringement of the competition law by ČEZ, a. s. Litigation and Other Proceedings 61
Terminating such proceedings by a settlement is common practice in the EU s competition law. In such a case, the Commission will accept the commitments offered by the investigated entity and terminate the proceedings if it comes to the conclusion that the settlement results in sufficient increase in competition on the market so that no further investigation is needed. ČEZ, a. s. thus eliminated the risk of having to go through the lengthy and costly process of proving that it did not infringe any antitrust rules, while making a sale in line with its own development strategy for coal-fired plants, i.e. operating only modern low-emission plants with secured fuel supplies. To fulfill the obligation of ČEZ, a. s., the sale of the Chvaletice power plant to Litvínovská uhelná a.s. was chosen from the available options. On June 10, 2013, ČEZ, a. s. submitted a reasoned proposal for purchaser approval and transaction documents concerning the sale of the Chvaletice power plant to Litvínovská uhelná a.s. to the European Commission. In late July 2013, the European Commission approved the purchaser, which meant complete fulfillment of the commitments of ČEZ, a. s. pursuant to the European Commission s decision. Approval of the Czech Office for the Protection of Competition, which was also necessary, was issued in late May 2013. The handover of the Chvaletice power plant to the new owner, Litvínovská uhelná a.s, which changed its name to Severní energetická a.s. in August 2013, is planned for September 2, 2013. 62 Litigation and Other Proceedings
Contacts Contacts CEZ Group press spokespeople Ladislav Kříž Barbora Půlpánová ladislav.kriz@cez.cz barbora.pulpanova@cez.cz +420 211 042 383 +420 211 042 603 List of area contacts in the Czech Republic www.cez.cz/cs/kontakty/promedia.html Investor relations Barbara Seidlová barbara.seidlova@cez.cz +420 211 042 529 Dana Fuková dana.fukova@cez.cz +420 211 042 514 Website www.cez.cz Pavel Foršt pavel.forst@cez.cz +420 211 043 362 Martin Schreier martin.schreier@cez.cz +420 211 042 612 ČEZ Foundation www.nadacecez.cz +420 211 046 720 Customer line for the Czech Republic ČEZ Zákaznické služby, s.r.o. Mailing address: ČEZ Zákaznické služby, s.r.o. Guldenerova 2577/19 326 00 Plzeň +420 840 840 840 Customer line for Bulgaria Customer line for Hungary Customer line for Romania Customer line for Slovakia Web Sales Office zaklienta@cez.bg 0700 10 010 (when calling from Bulgaria) sales@cez.hu +36 1 266 9324 cez_crc@cez.ro 0251-929 (when calling from Romania) cez@cez.sk 0850 888 444 (when calling from Slovakia) www.cez.cz/cs/prozakazniky/virtualni-obchodnikancelar.html CEZ Group Ombudsman in the Czech Republic Josef Sedlák www.cez.cz/edee/qf/ cs/quickforms/ombudsman Mailing address: Ombudsman ČEZ Hvězdova 1716/2b 140 62 Praha 4 No phone contact CEZ Group Ombudsman in Bulgaria (Енергиен Омбудсман на ЧЕЗ) Radoslav Dimitrov cez.ombudsman@cez.bg Mailing address: G. S. Rakovski 140 1000 Sofia 02 8958 450 Fax: 02 8959 770 (when contacted from Bulgaria) Contacts 63
Method Used to Calculate Key Indicators of CEZ Group Indicator EBIT (Operating Income) EBITDA (Operating Income Before Depreciation and Amortization, Impairments, and Asset Sales) Earnings After Taxes (Net Income) Basic Earnings Per Share (EPS) Gross Dividend Per Share (DPS) Net Debt Net Debt / EBITDA Definition Earnings Before Taxes and Other Expenses and Revenues Earnings Before Taxes and Other Expenses and Revenues + Depreciation and Amortization + Impairments and Asset Sales 1) Total Revenues Total Expenses Net Return on Equity (ROE) Net Income / Average Equity 3) Net Income of Parent Company Shareholders / Average Number of Outstanding Shares Dividend granted in the current year, before taxes, on outstanding shares (paid in the year in question from the previous year s profit) Long-Term Debt, Net of Current Portion + Current Portion of Long- Term Debt + Short-Term Loans (Cash and Cash Equivalents + Highly Liquid Financial Assets 2) ) Net Debt / (Earnings Before Taxes and Other Expenses and Revenues + Depreciation and Amortization + Impairments and Asset Sales) CAPEX (Capital Expenditure) Expenditure on Acquisition of Property, Plant, and Equipment + Intangible Assets + Nuclear Fuel + Advance Payments for Fixed Assets Financial Investments Expenditure on acquisition of subsidiaries, associates, and jointventures, net of owned cash (excluding available for sale securities) 1 ) The definition of EBITDA was adjusted in 2013 to include not only the original depreciation and amortization but also other, mostly non-cash operations related to fixed assets, especially impairments, as well as profit/loss from sale of fixed assets. 2 ) The definition of highly liquid financial assets was expanded in 2012 to cover held-to-maturity debt securities with maturity within 1 year. The change was applied to past periods as well. 3 ) Average equity attributable to parent company shareholders (without non-controlling interests). Average Value = (Value at the End of Previous Year + Value at the End of Current Year) / 2 64 Method Used to Calculate Key Indicators of CEZ Group
Interim Consolidated Financial Statements CEZ GROUP INTERIM CONSOLIDATED FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AS OF JUNE 30, 2013 Interim Consolidated Financial Statements 65
CEZ GROUP CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2013 in CZK Millions June 30, 2013 December 31, 2012 Assets Property, plant and equipment: Plant in service 647,587 656,757 Less accumulated provision for depreciation (321,841) (320,574) Net plant in service 325,746 336,183 Nuclear fuel, at amortized cost 10,334 9,702 Construction work in progress 83,604 73,869 Total property, plant and equipment 419,684 419,754 Other non-current assets: Investment in associates and joint-ventures 13,945 14,383 Investments and other financial assets, net 27,469 38,406 Intangible assets, net 21,025 21,604 Deferred tax assets 527 750 Total other non-current assets 62,966 75,143 Total non-current assets 482,650 494,897 Current assets: Cash and cash equivalents 32,553 17,957 Receivables, net 60,430 54,763 Income tax receivable 4,880 1,798 Materials and supplies, net 7,497 7,671 Fossil fuel stocks 2,468 4,032 Emission rights 10,257 12,153 Other financial assets, net 58,015 39,476 Other current assets 3,273 3,323 Assets classified as held for sale (Note 6) 1,700 - Total current assets 181,073 141,173 Total assets 663,723 636,070 The accompanying notes are an integral part of these interim consolidated financial statements. 66 Interim Consolidated Financial Statements
CEZ GROUP CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2013 Continued June 30, 2013 December 31, 2012 Equity and liabilities Equity: Equity attributable to equity holders of the parent: Stated capital 53,799 53,799 Treasury shares (4,382) (4,382) Retained earnings and other reserves 206,071 200,818 Total equity attributable to equity holders of the parent 255,488 250,235 Non-controlling interests 5,506 3,984 Total equity 260,994 254,219 Long-term liabilities: Long-term debt, net of current portion (Note 8) 182,383 176,106 Accumulated provision for nuclear decommissioning and fuel storage 42,405 42,415 Other long-term liabilities 23,998 22,559 Total long-term liabilities 248,786 241,080 Deferred tax liability 26,218 21,828 Current liabilities: Short-term loans (Note 9) 1,740 4,784 Current portion of long-term debt (Note 8) 17,960 12,005 Trade and other payables 88,566 73,267 Income tax payable 642 1,615 Accrued liabilities 18,332 27,272 Liabilities directly associated with assets classified as held for sale (Note 6) 485 - Total current liabilities 127,725 118,943 Total equity and liabilities 663,723 636,070 The accompanying notes are an integral part of these interim consolidated financial statements. Interim Consolidated Financial Statements 67
CEZ GROUP CONSOLIDATED STATEMENT OF INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2013 in CZK Millions 1-6/2013 1-6/2012 (restated *) 4-6/2013 4-6/2012 (restated *) Revenues: Sales of electricity and related services 94,537 93,912 45,732 46,238 Gains and losses from electricity, coal and gas derivative trading, net 4,823 3,977 1,975 (520) Sales of gas, coal, heat and other revenues 13,745 15,135 5,419 6,513 Total revenues 113,105 113,024 53,126 52,231 Operating expenses: Fuel (6,938) (7,930) (2,953) (3,028) Purchased power and related services (39,424) (39,930) (18,972) (18,270) Repairs and maintenance (2,060) (2,000) (1,242) (1,249) Depreciation and amortization (14,114) (12,994) (7,108) (6,512) Impairment of plant, property and equipment and intangible assets including goodwill (2) 96 5 5 Salaries and wages (8,872) (8,865) (4,615) (4,533) Materials and supplies (3,236) (2,318) (1,542) (1,196) Emission rights, net 1,498 797 (451) 432 Other operating expenses (4,776) (4,441) (2,401) (2,272) Total expenses (77,924) (77,585) (39,279) (36,623) Income before other income (expenses) and income taxes 35,181 35,439 13,847 15,608 Other income (expenses): Interest on debt, net of capitalized interest (2,284) (1,900) (1,135) (960) Interest on nuclear and other provisions (901) (1,029) (451) (518) Interest income 741 915 385 512 Foreign exchange rate gains (losses), net 21 (382) (177) (220) Gain (Loss) on sale and loss of control of subsidiaries, associates and joint-ventures (Note 4) 1,785 - - - Other income (expenses), net 243 (120) 944 751 Share of profit (loss) from associates and joint ventures (237) 451 (434) 195 Total other income (expenses) (632) (2,065) (868) (240) Income before income taxes 34,549 33,374 12,979 15,368 Income taxes (5,948) (6,212) (2,228) (2,609) Net income 28,601 27,162 10,751 12,759 Net income attributable to: Equity holders of the parent 28,592 27,680 10,785 12,862 Non-controlling interests 9 (518) (34) (103) Net income per share attributable to equity holders of the parent (CZK per share) Basic 53.5 51.8 20.2 24.1 Diluted 53.5 51.8 20.2 24.1 Average number of shares outstanding (000s) Basic 534,115 534,115 534,115 534,115 Diluted 534,115 534,120 534,115 534,115 * Certain numbers shown were restated due to the final report of fair value of Eco-Wind Construction S.A. and Energotrans, a.s. as of the acquisition date and do not correspond to the interim consolidated financial statements as of June 30, 2012. The accompanying notes are an integral part of these interim consolidated financial statements. 68 Interim Consolidated Financial Statements
CEZ GROUP CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2013 in CZK Millions 1-6/2013 1-6/2012 (restated *) 4-6/2013 4-6/2012 (restated *) Net income 28,601 27,162 10,751 12,759 Other comprehensive income - items that may be reclassified subsequently to income statement: Change in fair value of cash flow hedges recognized in equity (672) 1,119 245 (6,582) Cash flow hedges removed from equity (2,531) (3,519) (545) (3,713) Change in fair value of available-for-sale financial assets recognized in equity (486) 793 (365) 678 Available-for-sale financial assets removed from equity (25) (24) (4) (17) Translation differences 851 (313) (851) 1,897 Translation differences removed from equity 229 - - - Share on equity movements of associates and jointventures 96 2 11 1 Deferred tax relating to other comprehensive income (Note Chyba! Nenalezen zdroj odkazů.) 706 (309) 128 1,830 Other comprehensive income, net of tax (1,832) (1,633) (1,381) (5,906) Total comprehensive income, net of tax 26,769 25,529 9,370 6,853 Total comprehensive income attributable to: Equity holders of the parent 26,628 26,092 9,373 6,820 Non-controlling interests 141 (563) (3) 33 * Certain numbers shown were restated due to the final report of fair value of Eco-Wind Construction S.A. and Energotrans, a.s. as of the acquisition date and do not correspond to the interim consolidated financial statements as of June 30, 2012. The accompanying notes are an integral part of these interim consolidated financial statements. Interim Consolidated Financial Statements 69
CEZ GROUP CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED JUNE 30, 2013 in CZK Millions Stated capital Treasury shares Attributable to equity holders of the parent Translation difference Cash flow hedge reserve Availablefor-sale and other reserves Retained earnings Total Noncontrolling interests Total equity December 31, 2011 (restated *) 53,799 (4,382) (10,647) (4,826) 950 191,931 226,825 5,365 232,190 Net income - - - - - 27,680 27,680 (518) 27,162 Other comprehensive income - - (268) (1,944) 622 2 (1,588) (45) (1,633) Total comprehensive income - - (268) (1,944) 622 27,682 26,092 (563) 25,529 Dividends - - - - - (24,035) (24,035) (4) (24,039) Share options - - - - 42-42 - 42 Transfer of forfeited share options within equity - - - - (169) 169 - - - Put options held by non-controlling interest - - - - - 73 73 12 85 Acquisition of non-controlling interests - - - - - (78) (78) (14) (92) June 30, 2012 (restated *) 53,799 (4,382) (10,915) (6,770) 1,445 195,742 228,919 4,796 233,715 * Certain numbers shown were restated due to the final report of fair value of Eco-Wind Construction S.A. and Energotrans, a.s. as of the acquisition date and do not correspond to the interim consolidated financial statements as of June 30, 2012. The accompanying notes are an integral part of these interim consolidated financial statements. 70 Interim Consolidated Financial Statements
CEZ GROUP CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED JUNE 30, 2013 in CZK Millions Continued Stated capital Treasury shares Attributable to equity holders of the parent Translation difference Cash flow hedge reserve Availablefor-sale and other reserves Retained earnings Total Noncontrolling interests Total equity December 31, 2012 53,799 (4,382) (11,977) 1,506 1,802 209,487 250,235 3,984 254,219 Net income - - - - - 28,592 28,592 9 28,601 Other comprehensive income - - 949 (2,595) (413) 95 (1,964) 132 (1,832) Total comprehensive income - - 949 (2,595) (413) 28,687 26,628 141 26,769 Dividends - - - - - (21,365) (21,365) (4) (21,369) Share options - - - - 19-19 - 19 Transfer of forfeited share options within equity - - - - (56) 56 - - - Put options held by non-controlling interest - - - - - (16) (16) 9 (7) Loss of control of subsidiary - - - - - - - 1,341 1,341 Acquisition of a subsidiary - - - - - - - 49 49 Acquisition of non-controlling interests - - - - - (13) (13) (14) (27) June 30, 2013 53,799 (4,382) (11,028) (1,089) 1,352 216,836 255,488 5,506 260,994 The accompanying notes are an integral part of these interim consolidated financial statements. Interim Consolidated Financial Statements 71
CEZ GROUP CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2013 in CZK Millions 1-6/2013 1-6/2012 (restated *) Operating activities: Income before income taxes 34,549 33,374 Adjustments to reconcile income before income taxes to net cash provided by operating activities: Depreciation, amortization and asset write-offs 14,114 13,007 Amortization of nuclear fuel 1,449 1,423 Gain on fixed asset retirements, net (1,904) (85) Foreign exchange rate losses (gains), net (21) 382 Interest expense, interest income and dividend income, net 1,200 682 Provision for nuclear decommissioning and fuel storage (130) 31 Valuation allowances, other provisions and other adjustments (3,380) (5,841) Share of (profit) loss from associates and joint-ventures 237 (451) Changes in assets and liabilities: Receivables 5,423 4,757 Materials and supplies (29) (1,049) Fossil fuel stocks 1,591 (465) Other current assets (19,119) (18,765) Trade and other payables 4,810 3,545 Accrued liabilities (2,545) 4,222 Cash generated from operations 36,245 34,767 Income taxes paid (4,910) (5,494) Interest paid, net of capitalized interest (2,532) (1,961) Interest received 687 692 Dividends received - 270 Investing activities: Net cash provided by operating activities 29,490 28,274 Acquisition of subsidiaries, associates and joint-ventures, net of cash acquired (975) (3,348) Disposal of subsidiaries, associates and joint-ventures, net of cash disposed of (151) 686 Additions to property, plant and equipment and other non-current assets, including capitalized interest (21,384) (25,413) Proceeds from sale of fixed assets 1,175 2,261 Loans made (904) (1,319) Repayment of loans 530 3,752 Change in decommissioning and other restricted funds (716) (1,167) Total cash used in investing activities (22,425) (24,548) The accompanying notes are an integral part of these interim consolidated financial statements. 72 Interim Consolidated Financial Statements
CEZ GROUP CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2013 continued 1-6/2013 1-6/2012 (restated *) Financing activities: Proceeds from borrowings 54,432 58,384 Payments of borrowings (48,114) (43,420) Proceeds from other long-term liabilities 1,327 86 Payments of other long-term liabilities (123) (56) Dividends paid to Company s shareholders (39) (44) (Dividends paid to) contributions received from non-controlling interests, net (4) (4) Total cash provided by financing activities 7,479 14,946 Net effect of currency translation in cash 52 645 Net increase in cash and cash equivalents 14,596 19,317 Cash and cash equivalents at beginning of period 17,957 22,062 Cash and cash equivalents at end of period 32,553 41,379 Supplementary cash flow information Total cash paid for interest 4,488 3,948 * Certain numbers shown were restated due to the final report of fair value of Eco-Wind Construction S.A. and Energotrans, a.s. as of the acquisition date and do not correspond to the interim consolidated financial statements as of June 30, 2012. The accompanying notes are an integral part of these interim consolidated financial statements. Interim Consolidated Financial Statements 73
CEZ GROUP NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 1. The Company ČEZ, a. s. ( ČEZ or the Company ) is a Czech joint-stock company, owned 69.8% (70.3% of voting rights) at June 30, 2013 by the Czech Republic represented by the Ministry of Finance. The remaining shares of the Company are publicly held. The address of the Company's registered office is Duhová 2/1444, Praha 4, 140 53, Czech Republic. The Company is a parent company of the CEZ Group ( the Group ), which is primarily engaged in the business of production, distribution and sale of electricity. 2. Summary of Significant Accounting Policies 2.1. Financial Statements The interim consolidated financial statements for the six months ended June 30, 2013 have been prepared in accordance with IAS 34 and have not been audited by an independent auditor. The interim consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group s annual financial statements as of December 31, 2012. Certain numbers as of June 30, 2012 were restated due to the final purchase price allocation of Eco- Wind Construction S.A. and Energotrans, a.s. as of the acquisition date and do not correspond to the interim consolidated financial statements as of June 30, 2012. The presentation of the Statement of income was changed in 2013 and the comparative previous period was restated to provide comparative information on the same basis. The change in the presentation consists in new separate line for impairment losses (and its reversals) of property, plant and equipment and intangible assets, which were presented on the line Other operating expenses in previous financial statements, and impairment losses of goodwill, which were presented on the separate line Goodwill impairment in previous financial statements. 2.2. Significant Accounting Policies The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those followed in the preparation of the Group s annual financial statements for the year ended December 31, 2012. 3. Seasonality of Operations The seasonality within the segments Power Production and Trading and Distribution and Sale usually takes effect in such a way that the revenues and operating profits of these segments for the 1st and 4th quarters of a calendar year are slightly higher than the revenues and operating profits achieved in the remaining period. 74 Interim Consolidated Financial Statements
4. Changes in the Group Structure Acquisitions of subsidiaries from third parties in the first half of 2013 On June 28, 2013, the Group acquired an 85% interest in Areál Třeboradice, a.s., which deals with the asset management of property mainly used as a reserve source of heat for Prague. The fair values of acquired identifiable assets and liabilities as of the date of acquisition were as follows (in CZK millions): Areál Třeboradice Share acquired in 2013 85% Property, plant and equipment 399 Intangible assets 1 Cash and cash equivalents 6 Receivables, net 1 Deferred tax liability (72) Trade and other payables (11) Total net assets 324 Share of net assets acquired 275 Goodwill 7 Total purchase consideration 282 Less: Cash and cash equivalents in the subsidiary acquired (6) Cash outflow on acquisition of the subsidiary 276 If the combination had taken place at the beginning of the year 2013, the profit for CEZ Group as of June 30, 2013 would have been CZK 28,589. The amount of goodwill recognized as a result of the business combination comprises the value of expected synergies arising from the acquisition. Acquisitions of non-controlling interests from third parties in the first half of 2013 On March 19, 2013 the Group decided to acquire the non-controlling interest in company SD - KOMES, a.s through the squeeze-out transaction which increases the ownership interest from 92.65% to 100%. Furthermore the Group additionally increased purchase price for previously acquired non-controlling interest in a subsidiary Eco-Wind Construction S.A. ("EWC"). The following table summarizes the critical terms of these transactions (in CZK millions): SD - KOMES EWC Total Share of net assets acquired 14-14 Amount directly recognized in equity - 13 13 Total purchase consideration 14 13 27 Interim Consolidated Financial Statements 75
The following table summarizes the cash flows related to acquisitions during the first half of 2013 (in CZK millions): Investment in subsidiaries 282 Acquisitions of non-controlling interests 27 Change in payables from acquisitions 676 Received cash and cash equivalents previously used on acquisitions in progress (4) Less cash acquired (6) Total cash outflows on acquisitions 975 76 Interim Consolidated Financial Statements
Loss of control of subsidiary CEZ Shpërndarje Sh.A. On January 21, 2013 the Albanian regulator decided to revoke the CEZ Shpërndarje Sh.A. s license for the distribution and sale of electricity to tariff customers and appointed the administrator of CEZ Shpërndarje Sh.A. As a result, the Group lost control of CEZ Shpërndarje Sh.A. as of the same date. The administrator took control over the company including the decision making powers and responsibility for its operations. Both the rights of statutory bodies of CEZ Shpërndarje Sh.A. and the ČEZ shareholder rights were transferred to the administrator. As a result of the loss of control, the Group has recognized the following items (in CZK millions): Derecognized balance sheet items: Plant in service 6,479 Less accumulated provision for depreciation (2,138) Net plant in service 4,341 Construction work in progress 77 Total property, plant and equipment 4,418 Intangible assets, net 26 Total non-current assets 4,444 Cash and cash equivalents 151 Receivables, net 2,699 Income tax receivable 396 Materials and supplies, net 64 Other current assets 456 Total current assets 3,766 Total assets 8,210 Long-term debt, net of current portion 2,114 Other long-term liabilities 2 Total long-term liabilities 2,116 Current portion of long-term debt 349 Trade and other payables 5,747 Accrued liabilities 4,253 Total current liabilities 10,349 Total liabilities 12,465 Net excess of derecognized liabilities over assets 4,255 Less: Non-controlling interest (1,341) Translation differences (229) Recognition of provision for issued guarantee (900) Gain from loss of control of CEZ Shpërndarje Sh.A. 1,785 The amount of cash and cash equivalents disposed of in relation to loss of control CZK 151 million was presented on statement of cash flows in the line item Disposal of subsidiaries, associates and joint-ventures, net of cash disposed of. Interim Consolidated Financial Statements 77
5. Investments in Subsidiaries, Associates and Joint-ventures The interim consolidated financial statements include the financial figures of ČEZ, a. s. and the subsidiaries, associates and joint-ventures listed in the following table: Subsidiaries Country of incorporation % equity interest % voting interest December June 30, 31, 2012 2013 June 30, 2013 December 31, 2012 A.E. Wind sp. z o.o. Poland 75.00% 75.00% 100.00% 100.00% Areál Třeboradice, a.s. Czech Republic 85.00% - 85.00% - Baltic Green I sp. z o.o. Poland 75.00% 100.00% 100.00% 100.00% Baltic Green II sp. z o.o. Poland 75.00% 100.00% 100.00% 100.00% Baltic Green III sp. z o.o. Poland 75.00% 100.00% 100.00% 100.00% Centrum výzkumu Řež s.r.o. Czech Republic 52.46% 52.46% 100.00% 100.00% CEZ Bosna i Hercegovina d.o.o. Bosnia and Herzegovina 100.00% 100.00% 100.00% 100.00% CEZ Bulgaria EAD Bulgaria 100.00% 100.00% 100.00% 100.00% CEZ Bulgarian Investments B.V. Netherlands 100.00% 100.00% 100.00% 100.00% CEZ Deutschland GmbH Germany 100.00% 100.00% 100.00% 100.00% CEZ Distributie S.A. Romania 100.00% 100.00% 100.00% 100.00% CEZ Elektro Bulgaria AD Bulgaria 67.00% 67.00% 67.00% 67.00% CEZ Finance Ireland Ltd. Ireland 100.00% 100.00% 100.00% 100.00% CEZ Hungary Ltd. Hungary 100.00% 100.00% 100.00% 100.00% CEZ Chorzow B.V. Netherlands 100.00% 100.00% 100.00% 100.00% CEZ International Finance B.V. Netherlands 100.00% 100.00% 100.00% 100.00% CEZ International Finance Ireland Ltd. Ireland 100.00% 100.00% 100.00% 100.00% CEZ MH B.V. Netherlands 100.00% 100.00% 100.00% 100.00% CEZ Nowa Skawina S.A. Poland 100.00% 100.00% 100.00% 100.00% CEZ Poland Distribution B.V. Netherlands 100.00% 100.00% 100.00% 100.00% CEZ Polska sp. z o.o. Poland 100.00% 100.00% 100.00% 100.00% CEZ Produkty Energetyczne Polska sp. z o.o. Poland 100.00% 100.00% 100.00% 100.00% CEZ Razpredelenie Bulgaria AD Bulgaria 67.00% 67.00% 67.00% 67.00% CEZ Romania S.A. Romania 100.00% 100.00% 100.00% 100.00% CEZ RUS OOO Russia 100.00% 100.00% 100.00% 100.00% CEZ Shpërndarje Sh.A. 1) Albania 76.00% 76.00% - 76.00% CEZ Silesia B.V. Netherlands 100.00% 100.00% 100.00% 100.00% CEZ Slovensko, s.r.o. Slovakia 100.00% 100.00% 100.00% 100.00% CEZ Srbija d.o.o. Serbia 100.00% 100.00% 100.00% 100.00% CEZ Towarowy Dom Maklerski sp. z o.o. Poland 100.00% 100.00% 100.00% 100.00% CEZ Trade Albania Sh.P.K. Albania 100.00% 100.00% 100.00% 100.00% CEZ Trade Bulgaria EAD Bulgaria 100.00% 100.00% 100.00% 100.00% CEZ Trade Polska sp. z o.o. Poland 100.00% 100.00% 100.00% 100.00% CEZ Trade Romania S.R.L. Romania 100.00% 100.00% 100.00% 100.00% CEZ Ukraine LLC Ukraine 100.00% 100.00% 100.00% 100.00% CEZ Vanzare S.A. Romania 100.00% 100.00% 100.00% 100.00% ČEZ Bohunice a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Distribuce, a. s. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Distribuční služby, s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Energetické produkty, s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Energetické služby, s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Energo, s.r.o. Czech Republic 50.11% 50.11% 50.11% 50.11% ČEZ ENERGOSERVIS spol. s r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ ICT Services, a. s. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Korporátní služby, s.r.o. 2) Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Logistika, s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% 78 Interim Consolidated Financial Statements
Subsidiaries Country of incorporation % equity interest % voting interest December June 30, 31, 2012 2013 June 30, 2013 December 31, 2012 ČEZ Měření, s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Obnovitelné zdroje, s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ OZ uzavřený investiční fond a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Prodej, s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Teplárenská, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% ČEZ Zákaznické služby, s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% ECO Etropol AD Bulgaria 100.00% 100.00% 100.00% 100.00% Eco-Wind Construction S.A. Poland 75.00% 75.00% 75.00% 75.00% Elektrárna Dětmarovice, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% Elektrárna Chvaletice a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% Elektrárna Mělník III, a. s. Czech Republic 100.00% 100.00% 100.00% 100.00% Elektrárna Počerady, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% Elektrárna Tisová, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% Elektrociepłownia Chorzów ELCHO sp. z o.o. Poland 100.00% 100.00% 100.00% 100.00% Elektrownia Skawina S.A. Poland 100.00% 100.00% 100.00% 100.00% Elektrownie Wiatrowe Lubiechowo sp. z o.o. Poland 75.00% 75.00% 100.00% 100.00% Energetické centrum s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% Energotrans, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% Farma Wiatrowa Leśce sp. z o.o. Poland 75.00% 75.00% 100.00% 100.00% Farma Wiatrowa Wilkolaz-Bychawa sp. z o.o. Poland 75.00% 75.00% 100.00% 100.00% Free Energy Project Oreshets EAD Bulgaria 100.00% 100.00% 100.00% 100.00% F.W. Tolkowiec sp. z o.o. Poland 75.00% 75.00% 100.00% 100.00% MARTIA a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% Mega Energy sp. z o.o. Poland 75.00% 75.00% 100.00% 100.00% M.W. Team Invest S.R.L. Romania 100.00% 100.00% 100.00% 100.00% NERS d.o.o. Bosnia and Herzegovina 51.00% 51.00% 51.00% 51.00% Ovidiu Development S.R.L. Romania 100.00% 100.00% 100.00% 100.00% PPC Úžín, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% PRODECO, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% SD - 1.strojírenská, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% SD - Autodoprava, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% SD - Kolejová doprava, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% SD - KOMES, a.s. Czech Republic 100.00% 92.65% 100.00% 92.65% SD - Rekultivace, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% Severočeské doly a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% Shared Services Albania Sh.A. 3) Albania 100.00% 100.00% 100.00% 100.00% STE - obchodní služby spol. s r.o. v likvidaci Czech Republic 100.00% 100.00% 100.00% 100.00% ŠKODA PRAHA a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% ŠKODA PRAHA Invest s.r.o. Czech Republic 100.00% 100.00% 100.00% 100.00% Taidana Limited Cyprus 100.00% 100.00% 100.00% 100.00% TEC Varna EAD Bulgaria 100.00% 100.00% 100.00% 100.00% Telco Pro Services, a. s. Czech Republic 100.00% - 100.00% - Tepelné hospodářství města Ústí nad Labem s.r.o. Czech Republic 55.83% 55.83% 55.83% 55.83% Teplárna Trmice, a.s. Czech Republic 100.00% 100.00% 100.00% 100.00% TMK Hydroenergy Power S.R.L. Romania 100.00% 100.00% 100.00% 100.00% Tomis Team S.R.L. Romania 100.00% 100.00% 100.00% 100.00% ÚJV Řež, a. s. Czech Republic 52.46% 52.46% 52.46% 52.46% Interim Consolidated Financial Statements 79
Associates and joint-ventures Country of incorporation % equity interest % voting interest December June 30, 31, 2012 2013 June 30, 2013 December 31, 2012 Akcez Enerji A.S. Turkey 50.00% 50.00% 50.00% 50.00% Aken B.V. Netherlands 37.36% 37.36% 50.00% 50.00% Akenerji Dogal Gaz Ithalat Ihracat ve Toptan Ticaret A.S. Turkey 37.36% 37.36% 50.00% 50.00% Akenerji Elektrik Enerjisi Ithalat Ihracat ve Toptan Ticaret A.S. Turkey 37.36% 33.63% 50.00% 45.00% Akenerji Elektrik Üretim A.S. Turkey 37.36% 37.36% 37.36% 37.36% Akka Elektrik Üretim A.S. Turkey 33.63% 33.63% 45.00% 45.00% Akkur Enerji Üretim Ticaret ve Sanayi A.S. Turkey 37.36% 37.15% 50.00% 49.71% AK-EL Kemah Elektrik Üretim ve Ticaret A.S. Turkey 37.36% 37.36% 50.00% 50.00% AK-EL Yalova Elektrik Üretim A.S. Turkey 37.36% 37.36% 50.00% 50.00% CM European Power International B.V. Netherlands 50.00% 50.00% 50.00% 50.00% CM European Power International s.r.o. 4) Slovakia - 50.00% - 50.00% CM European Power Slovakia s.r.o. Slovakia 50.00% 50.00% 50.00% 50.00% Egemer Elektrik Üretim A.S. Turkey 37.36% 37.36% 50.00% 50.00% Jadrová energetická spoločnosť Slovenska, a. s. Slovakia 49.00% 49.00% 50.00% 50.00% JESS Invest, s. r. o. Slovakia 49.00% 49.00% 50.00% 50.00% LOMY MOŘINA spol. s r.o. Czech Republic 51.05% 51.05% 50.00% 50.00% Mem Enerji Elektrik Üretim Sanayi ve Ticaret A.S. Turkey 37.09% 37.09% 49.64% 49.64% MOL - CEZ European Power Hungary Ltd. Hungary 50.00% 50.00% 50.00% 50.00% Sakarya Elektrik Dagitim A.S. Turkey 50.00% 50.00% 50.00% 50.00% Sakarya Elektrik Perakende Satis A.S. Turkey 50.00% 50.00% 50.00% 50.00% The equity interest represents effective ownership interest of the Group. 1) 2) 3) 4) The Group lost control over CEZ Shpërndarje Sh.A. on January 21, 2013. The former company name ČEZ Správa majetku, s.r.o. was changed to ČEZ Korporátní služby, s.r.o. in January 2013. The former company name CEZ Albania Sh.A. was changed to Shared Services Albania Sh.A. in March 2013. The company merged with the succession company CM European Power Slovakia, s.r.o. with the effective date of June 1, 2013. 80 Interim Consolidated Financial Statements
6. Assets classified as held for sale In March 2013 ČEZ concluded an agreement with Litvínovská uhelná a.s. to sell its subsidiary Elektrárna Chvaletice a.s. which operates a coal fired power plant in East Bohemia. The completion of this transaction is expected to occur in the first half of September 2013. The sale of company Elektrárna Chvaletice a.s. is also related to ČEZ s decision to put an end to the European Commission s investigation launched in 2009, and to do so by means of a settlement agreement, in which ČEZ agreed to sell one of its coal-fired power plants (see also Note 13). At March 31, 2013 the Group classified its subsidiary Elektrárna Chvaletice a.s. as a disposal group held for sale. The assets classified as held for sale at June 30, 2013 and December 31, 2012 are as follows: June 30, 2013 December 31, 2012 Property, plant and equipment 1,447 - Other non-current assets 24 - Receivables, net 85 Other current assets 144 - Assets classified as held for sale 1,700 - Long-term liabilities (60) - Deferred tax liability (118) - Trade and other payables (34) - Other short-term liabilities (273) - Liabilities directly associated with assets classified as held for sale (485) - Net assets classified as held for sale 1,215 - The assets and results associated with the assets classified as held for sale are reported in the operating segment Power Production and Trading / Central Europe. 7. Equity On June 19, 2013 the Annual Shareholders Meeting of ČEZ, a. s. approved the dividends per share of CZK 40.0. The total amount of dividend approved amounts to CZK 21,365 million. Interim Consolidated Financial Statements 81
8. Long-term Debt Long-term debt at June 30, 2013 and December 31, 2012 is as follows (in CZK millions): June 30, 2013 December 31, 2012 4.125% Eurobonds, due 2013 (EUR 372 million) 9,654 9,345 6.000% Eurobonds, due 2014 (EUR 600 million) 15,545 15,048 3.005% Eurobonds, due 2038 (JPY 12,000 million) 2,404 2,653 5.825% Zero Coupon Eurobonds, due 2038 (EUR 6 million) 36 34 5.750% Eurobonds, due 2015 (EUR 600 million) 15,545 15,054 2.845% Eurobonds, due 2039 (JPY 8,000 million) 1,604 1,770 5.000% Eurobonds, due 2021 (EUR 750 million) 19,413 18,804 6M Euribor + 1.25% Eurobonds, due 2019 (EUR 50 million) 1,294 1,253 3M Euribor + 0.36% Eurobonds, due 2014 (EUR 150 million) 3,892 3,771 4.875% Eurobonds, due 2025 (EUR 750 million) 19,363 18,755 4.500% Eurobonds, due 2020 (EUR 750 million) 19,271 18,656 2.160% Eurobonds, due 2023 (JPY 11,500 million) 2,306 2,545 4.600% Eurobonds, due 2023 (CZK 1,250 million) 1,248 1,247 3.625% Eurobonds, due 2016 (EUR 500 million) 12,907 12,493 2.150%*IRp Eurobonds, due 2021 (EUR 100 million) 2,595 2,514 4.102% Eurobonds, due 2021 (EUR 50 million) 1,292 1,252 4.250% U.S. bonds, due 2022 (USD 700 million) 13,745 13,193 5,625% U.S. bonds, due 2042 (USD 300 million) 5,883 5,649 4.375% Eurobonds, due 2042 (EUR 50 million) 1,270 1,230 4.500% Eurobonds, due 2047 (EUR 50 million) 1,270 1,230 4.383% Eurobonds, due 2047 (EUR 80 million) 2,076 2,011 4.500% registered bonds, due 2030 (EUR 40 million) 1,014 982 4.750% registered bonds, due 2023 (EUR 40 million) 1,024 991 4.700% registered bonds, due 2032 (EUR 40 million) 1,031 999 4.270% registered bonds, due 2047 (EUR 61 million) 1,554 1,506 3.550% registered bonds, due 2038 (EUR 30 million) 775-3.000% Eurobonds, due 2028 (EUR 500 million) 12,762-9.220% Debentures, due 2014 (CZK 2,500 million) 1) 2,500 2,499 Total bonds and debentures 173,273 155,484 Less: Current portion (16,046) (9,345) Bonds and debentures, net of current portion 157,227 146,139 Long-term bank and other loans: Total long-term bank and other loans 27,070 32,627 Less: Current portion (1,914) (2,660) Long-term bank and other loans, net of current portion 25,156 29,967 Total long-term debt 200,343 188,111 Less: Current portion (17,960) (12,005) Total long-term debt, net of current portion 182,383 176,106 1) Since 2006 the interest rate has changed to consumer price index in the Czech Republic plus 4.20%. 82 Interim Consolidated Financial Statements
9. Short-term Loans Short-term loans at June 30, 2013 and December 31, 2012 are as follows (in CZK millions): June 30, 2013 December 31, 2012 Short-term bank loans 323 4,304 Bank overdrafts 1,417 480 Total 1,740 4,784 10. Share Options At June 30, 2013 and December 31, 2012, the aggregate number of share options granted to members of Board of Directors and selected managers was 2,338 thousand and 2,443 thousand, respectively. The following table shows changes during the first half of 2013 in the number of granted share options and the weighted average exercise prices of these options: Board of Directors 000s Number of share options Selected managers 000s Total 000s Weighted average exercise price (CZK per share) Share options at December 31, 2012 1,657 786 2,443 852.85 Options granted 220 200 420 598.07 Forfeited share options (445) (80) (525) 1,036.31 Share options at June 30, 2013 1,432 906 2,338 765.88 As at June 30, 2013 and December 31, 2012 the exercise prices of outstanding options were in the following ranges (in thousand pieces): June 30, 2013 December 31, 2012 CZK 500 900 per share 1,808 1,688 CZK 900 1,400 per share 530 755 Total 2,338 2,443 In the period of six months ended June 30, 2013 and 2012, the Company recognized a compensation expense of CZK 19 million and CZK 42 million, respectively, related to the granted options. Interim Consolidated Financial Statements 83
11. Income Taxes Tax effects relating to each component of other comprehensive income are the following (in CZK millions): Before tax amount 1-6/2013 1-6/2012 Net of Before Tax tax tax Tax effect amount amount effect Net of tax amount Change in fair value of cash flow hedges recognized in equity (672) 127 (545) 1,119 (213) 906 Cash flow hedges removed from equity (2,531) 481 (2,050) (3,519) 669 (2,850) Change in fair value of available-for-sale financial assets recognized in equity (486) 92 (394) 793 (152) 641 Available-for-sale financial assets removed from equity (25) 6 (19) (24) 5 (19) Translation differences 851-851 (313) - (313) Translation differences removed from equity 229-229 - - - Share on equity movements of associates and joint-ventures 96-96 2-2 Total (2,538) 706 (1,832) (1,942) 309 (1,633) 84 Interim Consolidated Financial Statements
12. Segment Information The Group reports its result based on operating segments which are defined with respect to geographical location of the assets with similar economic environment and characteristics, e.g. similar long-term average gross margins, similar nature of the products and services and with regard to regulatory environment. The Group has identified seven reportable segments on this basis: Power Production and Trading / Central Europe Distribution and Sale / Central Europe Mining / Central Europe Other / Central Europe Power Production and Trading / South East Europe Distribution and Sale / South East Europe Other / South East Europe The Group accounts for intersegment revenues and transfers as if the revenues or transfers were to third parties, that is, at current market prices or where the regulation applies at regulated prices. The Group evaluates the performance of its segments and allocates resources to them based on EBITDA (income before income taxes and other income (expenses) plus depreciation and amortization). EBITDA is considered a key performance indicator and therefore is the subject of particular interest of management within the Group and during the external communication. Definition of EBITDA in CEZ Group was revised and compared to previously reported amounts till 2012, it was changed. The change was made with regard to the usual international practice of companies in the industry. While EBITDA is used by many analysts in basic evaluation of ability to generate cash, impairment losses of property, plant and equipment and intangible assets and other non-cash expenses related to property, plant and equipment and intangible assets have been excluded from EBITDA. Furthermore, other related non-recurring items, especially gain / loss from sale of property, plant and equipment and intangible assets, have also been excluded from EBITDA. This provides greater comparability with other companies in the energy sector. The reconciliation of EBITDA to income before other income (expenses) and income taxes summarizes the following table (in CZK millions): 1-6/2013 1-6/2012 Income before other income (expenses) and income taxes (EBIT) 35,181 35,439 Depreciation and amortization 14,114 12,994 Impairment of plant, property and equipment and intangible assets including goodwill 2 (96) (Gain) loss on sale of property, plant and equipment * (48) (21) EBITDA 49,249 48,316 * Item (Gain) loss on sale of property, plant and equipment is presented in the statement of income as part of the line item Other operating expenses. Interim Consolidated Financial Statements 85
The following tables summarize segment information by operating segments for the six months ended June 30, 2013 and 2012 and at December 31, 2012 (in CZK millions): June 30, 2013: Power Production and Trading CE Distribution and Sale CE Mining CE Other CE Power Production and Trading SEE Distribution and Sale SEE Other SEE Combined Elimination Consolidated Sales other than intersegment sales 35,273 57,533 2,343 1,360 441 16,148 7 113,105-113,105 Intersegment sales 21,759 1,924 3,382 18,757 926 382 1,088 48,218 (48,218) - Total revenues 57,032 59,457 5,725 20,117 1,367 16,530 1,095 161,323 (48,218) 113,105 EBITDA 29,321 10,663 2,815 2,783 1,995 1,468 63 49,108 141 49,249 Depreciation and amortization (8,299) (1,855) (1,247) (1,047) (724) (908) (34) (14,114) - (14,114) Impairment of non-current assets - - - 1 5 (8) - (2) - (2) EBIT 21,026 8,812 1,572 1,765 1,274 562 29 35,040 141 35,181 Interest on debt and provisions (3,100) (198) (122) (14) (300) (14) (30) (3,778) 593 (3,185) Interest income 1,087 4 137 10 12 61 23 1,334 (593) 741 Gain from loss of control - - - - - 1,785-1,785-1,785 Share of profit (loss) from associates and joint-ventures 21-3 - (174) (87) - (237) - (237) Income taxes (3,448) (1,457) (302) (394) (142) (175) (4) (5,922) (26) (5,948) Net income 25,659 7,176 1,713 1,394 326 2,138 24 38,430 (9,829) 28,601 Identifiable assets 260,238 73,786 21,240 11,548 30,833 25,013 71 422,729 (3,045) 419,684 Investment in associates and jointventures 4,416 - - 189 6,061 3,279-13,945-13,945 Unallocated assets 230,094 Total assets 663,723 Additions to non-current assets 12,396 3,239 645 9,959 291 1,598 508 28,636 (9,684) 18,952 86 Interim Consolidated Financial Statements
June 30, 2012 (restated *): Power Production and Trading CE Distribution and Sale CE Mining CE Other CE Power Production and Trading SEE Distribution and Sale SEE Other SEE Combined Elimination Consolidated Sales other than intersegment sales 39,621 50,794 2,480 1,441 1,243 17,436 9 113,024-113,024 Intersegment sales 23,932 2,752 3,293 19,397 540 280 1,114 51,308 51,308 - Total revenues 63,553 53,546 5,773 20,838 1,783 17,716 1,123 164,332 (51,308) 113,024 EBITDA 32,426 8,090 2,983 3,325 1,298 152 80 48,354 (38) 48,316 Depreciation and amortization (7,387) (1,775) (1,023) (1,103) (524) (1,149) (33) (12,994) - (12,994) Impairment of non-current assets - 1 (7) 107 - (5) - 96-96 EBIT 25,057 6,321 1,958 2,302 774 (982) 47 35,477 (38) 35,439 Interest on debt and provisions (2,855) (112) (153) (25) (218) (79) 12 (3,430) 501 (2,929) Interest income 1,079 13 236 30 14 67 (23) 1,416 (501) 915 Share of profit (loss) from associates and joint-ventures (59) - 32-178 300-451 - 451 Income taxes (3,982) (1,176) (506) (476) 12 (81) (5) (6,214) 2 (6,212) Net income 31,310 5,042 2,015 1,813 81 (745) 61 39,577 (12,415) 27,162 Additions to non-current assets 13,125 3,476 807 11,085 2,795 1,606 491 33,385 (10,449) 22,936 December 31, 2012: Power Production and Trading CE Distribution and Sale CE Mining CE Other CE Power Production and Trading SEE Distribution and Sale SEE Other SEE Combined Elimination Consolidated Identifiable assets 258,548 72,390 21,838 13,366 30,391 28,027 76 424,636 (4,882) 419,754 Investment in associates and jointventures 4,243-185 - 6,413 3,542-14,383-14,383 Unallocated assets 201,933 Total assets 636,070 * Certain numbers shown were restated due to the final report of fair value of Eco-Wind Construction S.A. and Energotrans, a.s. as of the acquisition date and do not correspond to the interim consolidated financial statements as of June 30, 2012. Interim Consolidated Financial Statements 87
13. Events after the Balance Sheet Date On August 1, 2013 ČEZ received a letter from the European Commission, in which the European Commission approves the sale of Elektrárna Chvaletice to the company Litvínovská uhelná a.s. (the former company name Litvínovská uhelná a.s. was changed to Severní energetická a.s. on August 2, 2013). 88 Interim Consolidated Financial Statements
Identification of ČEZ, a. s. ČEZ, a. s. Duhová 2/1444 140 53 Praha 4 Czech Republic Registered in the Commercial Register kept by the Municipal Court in Prague, Section B, File 1581 Established: 1992 Legal form: joint-stock company Company ID No: 452 74 649 VAT No. CZ45274649 Bank details: KB Prague 1, account No. 71504011/0100 Phone: +420 211 041 111 Fax: +420 211 042 001 Internet: www.cez.cz E-mail: cez@cez.cz Closing date of the 2013 Half-Year Report: August 16, 2013 Identification of ČEZ, a. s. 89