Company Quick10K Filing
Edenor
20-F 2020-12-31 Filed 2021-04-26
20-F 2019-12-31 Filed 2020-04-27
20-F 2018-12-31 Filed 2019-04-30
20-F 2017-12-31 Filed 2018-04-27
20-F 2016-12-31 Filed 2017-04-28
20-F 2015-12-31 Filed 2016-04-28
20-F 2014-12-31 Filed 2015-05-12
20-F 2013-12-31 Filed 2014-04-28
20-F 2012-12-31 Filed 2013-04-30
20-F 2011-12-31 Filed 2012-04-26
20-F 2010-12-31 Filed 2011-06-14
20-F 2009-12-31 Filed 2010-06-08

EDN 20F Annual Report

Part I
Item 1. Identity of Directors, Senior Management and Advisors
Item 2. Offer Statistics and Expected Timetable
Item 3. Key Information
Item 4. Information on The Company
Item 4A. Unresolved Staff Comments
Item 5. Operating and Financial Review and Prospects
Item 6. Directors, Senior Management and Employees
Item 7. Major Shareholders and Related Party Transactions
Item 8. Financial Information
Item 9. The Offer and Listing
Item 10. Additional Information
Item 11. Quantitative and Qualitative Disclosures About Market Risk
Item 12. Description of Securities Other Than Equity Securities
Part II
Item 13. Defaults, Dividend Arrearages and Delinquencies
Item 14. Material Modifications To The Rights of Security Holders and Use of Proceeds
Item 15. Controls and Procedures
Item 16A. Audit Committee Financial Expert
Item 16B. Code of Ethics
Item 16C. Principal Accountant Fees and Services
Item 16D. Exemptions From The Listing Standards for Audit Committees
Item 16E. Purchases of Equity Securities By The Issuer and Affiliated Purchasers
Item 16F. Change in Registrant's Certifying Accountant
Item 16G. Corporate Governance
Item 16 H. Mine Safety Disclosures
Part III
Item 17. Financial Statements
Item 18. Financial Statements
Item 19. Exhibits
EX-12.1 exhibit12_1.htm
EX-12.2 exhibit12_2.htm
EX-13.1 exhibit13_1.htm

Edenor Earnings 2014-12-31

Balance SheetIncome StatementCash Flow

20-F 1 ednform20f_2014.htm FORM 20-F 2014 ednform20f_2014.htm - Generated by SEC Publisher for SEC Filing  

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 20-F

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2014 Commission File number: 001-33422

Empresa Distribuidora y Comercializadora Norte S.A.
(Exact name of registrant as specified in its charter)

Distribution and Marketing Company of the North S.A.

Argentine Republic

(Translation of registrant’s name into English)

(Jurisdiction of incorporation or organization)

Avenida Del Libertador 6363

Ciudad de Buenos Aires, C1428ARG

Buenos Aires, Argentina
(Address of principal executive offices)

Leandro Montero

Tel.: +54 11 4346 5511 / Fax: +54 11 4346 5325 Avenida Del Libertador 6363 (C1428ARG)
Buenos Aires, Argentina

Chief Financial Officer

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class:

Name of each exchange on which registered

Class B Common Shares

New York Stock Exchange, Inc.*

American Depositary Shares, or ADSs, evidenced by American Depositary Receipts, each representing 20 Class B Common Shares

New York Stock Exchange, Inc.

*    Not for trading, but only in connection with the registration of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission.

__________

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: N/A

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: 462,292,111 Class A Common Shares, 442,210,385 Class B Common Shares and 1,952,604 Class C Common Shares

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes o No þ

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Sections 13 or 15(d) of the Securities Exchange Act of 1934.  Yes o No þ

Note:  Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.  Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o Accelerated filer þ Non-accelerated filer o

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:  U.S. GAAP o
International Financial Reporting Standards as issued by the International Accounting Standards Board
þ Other o

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow: Item 17 o Item 18 o

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).  Yes o No þ

 

 
 

 

  Part I   
Item 1.  Identity of Directors, Senior Management and Advisors  1 
Item 2.  Offer Statistics and Expected Timetable  1 
Item 3.  Key Information  1 
Item 4.  Information on the Company  30 
Item 4A.  Unresolved Staff Comments  61 
Item 5.  Operating and Financial Review and Prospects  61 
Item 6.  Directors, Senior Management and Employees  99 
Item 7.  Major Shareholders and Related Party Transactions  109 
Item 8.  Financial Information  113 
Item 9.  The Offer and Listing  119 
Item 10.  Additional Information  122 
Item 11.  Quantitative and Qualitative Disclosures about Market Risk  149 
Item 12.  Description of Securities Other than Equity Securities  151 
 
  Part II   
Item 13.  Defaults, Dividend Arrearages and Delinquencies  152 
Item 14.  Material Modifications to the Rights of Security Holders and Use of Proceeds  152 
Item 15.  Controls and Procedures  152 
Item 16A.  Audit Committee Financial Expert  153 
Item 16B.  Code of Ethics  154 
Item 16C.  Principal Accountant Fees and Services  154 
Item 16D.  Exemptions from the Listing Standards for Audit Committees  154 
Item 16E.  Purchases of Equity Securities by the Issuer and Affiliated Purchasers  154 
Item 16F.  Change in Registrant’s Certifying Accountant  154 
Item 16G.  Corporate Governance  154 
Item 16H.  Mine Safety Disclosures  158 
 
  Part III   
Item 17.  Financial Statements  159 
Item 18.  Financial Statements  159 
Item 19.  Exhibits  159 
Index to Financial Statements 

 

 

 
 

Table of Contents

 

 

PART I

Item 1.         Identity of Directors, Senior Management and Advisors

Not applicable.

Item 2.         Offer Statistics and Expected Timetable

Not applicable.

Item 3.         Key Information

In this annual report, except as otherwise specified, references to “we”, “us”, “our” and “the Company” are references to (i) Empresa Distribuidora y Comercializadora Norte S.A., or “Edenor”, on a standalone basis prior to March 1, 2011, (ii) Edenor, Empresa Distribuidora Eléctrica Regional S.A. (“Emdersa”) and Aeseba S.A. (“Aeseba”), between March 1, 2011 and March 31, 2013, (iii) Edenor and Emdersa”, between March 1, 2011 and September 30, 2013, and (iv) Edenor on a standalone basis, from October 1, 2013 through the date of filing of this annual report. References to Edenor, Emdersa and/or Aeseba on a standalone basis are made by naming each company as the case may be. For more information, see “Item 4 - Information on the Company - History and Development of the Company.”

FORWARD‑LOOKING STATEMENTS

This annual report includes forward‑looking statements, principally under the captions “Item 3. Key Information - Risk Factors”, “Item 4. Information on the Company” and “Item 5. Operating and Financial Review and Prospects”. We have based these forward‑looking statements largely on our current beliefs, expectations and projections about future events and financial trends affecting our business.  Forward‑looking statements may also be identified by words such as “believes,” “expects,” “anticipates,” “projects,” “intends,” “should,” “seeks,” “estimates,” “future” or similar expressions. Many important factors, in addition to those discussed elsewhere in this annual report, could cause our actual results to differ materially from those expressed or implied in our forward‑looking statements, including, among other things:

·         the outcome and timing of the integral tariff revision process (Revisión Tarifaria Integral or “RTI”) and, more generally, uncertainties relating to future government approvals to increase or adjust our tariffs;

·         general political, economic, social, demographic and business conditions in the Republic of Argentina, or Argentina and particularly in the geographic market we serve;

·         the impact of regulatory reform and changes in the regulatory environment in which we operate;

·         electricity shortages;

·         potential disruption or interruption of our service;

·         restrictions on the ability to exchange Pesos into foreign currencies or to transfer funds abroad;

·         the revocation or amendment of our concession by the granting authority;

·         our ability to implement our capital expenditure plan, including our ability to arrange financing when required and on reasonable terms;

·         fluctuations in exchange rates, including a devaluation of the Peso;

·         the impact of high rates of inflation on our costs;

·         our ability to access to financing under reasonable terms; and

·         additional matters identified in “Risk factors”.

 

 

1

 


 
 

Table of Contents

 

 

 

                                                 

Forward‑looking statements speak only as of the date they were made, and we undertake no obligation to update publicly or to revise any forward‑looking statements after we file this annual report because of new information, future events or other factors. In light of these limitations, undue reliance should not be placed on forward‑looking statements contained in this annual report.

SELECTED FINANCIAL DATA

The following tables present our summary financial data for the years ended December 31, 2014, 2013, 2012 and 2011. This information should be read in conjunction with our audited financial statements as of December 31, 2014 and 2013 and for each of the three years in the period ended December 31, 2014 (the Financial Statements”), the related notes thereto and the information under “Item 5. Operating and Financial Review and Prospects.ˮ included elsewhere in this annual report. The financial data as of December 31, 2014, has been derived from our Financial Statements.

Our 2014 financial statements have been prepared in accordance with IFRS, as issued by the IASB, and these have been approved by resolution of the board of directors’ meeting held on May 8, 2015.  See “Item 18 – Financial Statements”.

The selected statement of comprehensive (loss) income data for the years ended December 31, 2014, 2013, 2012 and 2011, and the selected statement of financial position data as of December 31, 2014, 2013, 2012 and 2011 have been prepared in accordance with International Financing Reporting Standards (“IFRSˮ), as issued by the International Accounting Standards  Board (“IASBˮ), and have been derived from our financial statements, which were audited by Price Waterhouse & Co. S.R.L. (“PwC”), member firm of PricewaterhouseCoopers network. The financial data as of December 31, 2011 and 2012 is derived from our audited consolidated financial statements that are not included in this annual report, which were also audited by PwC.

We have not included selected financial data as of and for the year ended December 31, 2010, as we began presenting our financial statements in accordance with IFRS for the fiscal year ending December 31, 2012, with an official IFRS “adoption date” of January 1, 2012 and a “transition date” to IFRS of January 1, 2011. Based on such adoption and transition dates, we were not required to prepare financial statements in accordance with IFRS as of and for the year ended December 31, 2010 and therefore are unable to present selected financial data in accordance with IFRS for this period without unreasonable effort and expense.

We have prepared our annual financial statements for the fiscal year ended December 31, 2014 included herein, in accordance with the accounting principles applicable to a going concern. In our opinion, the issuance of Resolution No. 32/15 in March 2015 by the Argentine Secretariat of Energy (the “SE”) provided a greater degree of certainty with respect to our financial conditions and prospects for 2015 compared to the situation existing prior to its issuance and we understand it constitutes a reasonable basis for the commencement of the RTI. Our independent auditors, PwC, issued a report dated May 12, 2015 on our 2014 financial statements, in which, without qualifying its opinion, they drew attention to the situation explained in Note 1 to our 2014 financial statements (as discussed below) in relation to our economic and financial situation and prospects. Resolution No. 32/15 granted us a temporary increase in income through additional funding from CAMMESA, applicable retroactively as from February 1, 2015, to pay for costs and investments associated with the regular provision of the public service of distribution of energy on account of the future RTI. Although Resolution No. 32/15, Resolution No. 250/13 and Notes No. 6,852/13, No. 4,012/14, No. 486/14 and No. 1,136/14 of the SE have provided additional sources of income, most of these adjustments have not been incorporated into our tariff structure and if inflation levels during the coming years continue the trend of inflation during 2014, the temporary increase provided by Resolution No. 32/15 may prove insufficient to support the real variation in costs.

 

As discussed in Note 1 to the 2014 financial statements, based on the estimated cost increases and financial projections made by us, in light of Resolution No. 32/15 of the SE, our board of directors understands that financial resources are expected to be available, at least during fiscal year 2015, to cover not only our operating costs and debt interest payments during 2015, but also part of our investment plans, assuming that the payment plan to be agreed upon with CAMMESA under Resolution No. 32/15 for the cancellation of the outstanding debt with the Wholesale Electricity Market (the “WEM”) takes into consideration our expected capacity to generate surplus cash flows to service such outstanding debt with the WEM. Compliance with our investment plans will depend on whether the Argentine government continues funding our investment plans (see “Item 5.  Operating and Financial Review and Prospects – Liquidity and Capital Resources – Sources and Uses of Funds”). Although these temporary measures decreased the degree of uncertainty surrounding our financial capacity for the 2015 fiscal year, our board of directors believes that the sustainable recovery of the economic and financial equation of the public service we render, will fundamentally depend on the application of a RTI that takes into consideration the permanent development of operating costs, allows for the payment of the required investments to meet the increasing demand with the quality levels stipulated in the Concession Agreement, makes it possible to have access to financing sources and cover the corresponding costs and allows, at the same time, for the generation of a reasonable return on investments. See “Item 3: Key Information - Risk Factors - Risks Relating to Our Business - Failure or delay to negotiate further improvements to our tariff structure, including increases in our distribution margin, and/or to have our tariffs adjusted to reflect increases in our distribution costs in a timely manner or at all, has affected our capacity to perform our commercial obligations and could also have a material adverse effect on our capacity to perform our financial obligations.”

2

 


 
 

Table of Contents

 

 

The losses recorded by us as of December 31, 2014 exceed 100% of our reserves and more than 50% of our capital stock. As a result, as of December 31, 2014 we were subject to compliance with the provisions of Section 206 of the Argentine Corporations Law which provides for a mandatory capital stock reduction in such cases. However in our shareholder’s meeting held on April 28, 2015 it was decided not to proceed with the mandatory stock reduction, considering the better results in the first quarter of 2015 and our board of directors was instructed to assess whether in succeeding quarters the Company qualifies for mandatory capital stock reduction and convene, in such case, an extraordinary shareholders’ meeting to reconsider this issue. See “Item 18: Financial Statements.” 

Our 2014 financial statements are included in this annual report beginning on page F-1.

In accordance with the decision of the board of directors to divest and sell the subsidiary Aeseba as of March 31, 2013 and the subsidiaries Emdersa Holding S.A. (Emdersa Holdingˮ or “EHSA”), including Emdersa and its subsidiaries, Empresa Distribuidora de San Luis S.A. (“Edesal”), Empresa Distribuidora de La Rioja S.A. (“Edelar”), Empresa Distribuidora de Salta S.A. (“Edesa”) and Emdersa Generación Salta S.A. (“EGSSA”), as of December 31, 2011, we have classified the corresponding assets and liabilities associated to these subsidiaries in the consolidated financial statements as of December 31, 2012 and 2011 as “Assets of disposal groups classified as held for sale” and “Liabilities of disposal groups classified as held for sale”. As of October 11, 2011, October 25, 2011 and May 10, 2012 the Company sold its direct and indirect stake in EGSSA, Edesal and Edesa, respectively. The corresponding charges to results have been included within “Loss (profit) from discontinued operations” line item in our consolidated statements of comprehensive loss for the years ended December 31, 2012 and 2011. As of April 5, 2013, the Company sold its stake in Aeseba. The corresponding charges to results have been included within “Loss from Discontinued operations” line item in our consolidated statements of comprehensive loss for the year ended December 31, 2013.

 

In this annual report, except as otherwise specified, references to “$”, “U.S.$” and “Dollars” are to U.S. Dollars, and references to “Ps.” and “Pesos” are to Argentine Pesos.  Solely for the convenience of the reader, Peso amounts as of and for the year ended December 31, 2014 have been translated into U.S. Dollars at the selling exchange rate for U.S. Dollars quoted by Banco de la Nación Argentina (the “Banco Nación”) on December 31, 2014, which was  Ps. 8.551 to U.S. $1.00, unless otherwise indicated. The U.S. Dollar equivalent information should not be construed to imply that the Peso amounts represent, or could have been or could be converted into, U.S. Dollars at such rates or any other rate. See “Item 3. Key Information - Exchange Rates” and “Item 3.  Key Information - Risk Factors - Risks Relating to Argentina - Fluctuations in the value of the Argentine Peso could adversely affect the Argentine economy, which could, in turn adversely affect our results of operations.”

Certain figures included in this annual report have been subject to rounding adjustments. Accordingly, any discrepancies between the totals and the sums of amounts are due to rounding.

3

 


 
 

Table of Contents

 

Statement of comprehensive (loss) income *

   

2014

 

2014

 

2013

 

2012

 

2011

   

US$

 

Ps.

 

Ps.

 

Ps.

 

Ps.

Continuing operations

                   

Revenue from sales (1)

 

420.8

 

3,598.4

 

3,440.7

 

2,976.2

 

2,302.0

Electric power purchases

 

(219.6)

 

(1,878.1)

 

(2,050.3)

 

(1,740.2)

 

(1,130.9)

Subtotal

 

201.2

 

1,720.3

 

1,390.4

 

1,236.0

 

1,171.1

Transmission and distribution expenses

 

(330.4)

 

(2,825.1)

 

(2,055.3)

 

(1,344.1)

 

(970.5)

Gross (loss) income

 

(129.2)

 

(1,104.8)

 

(664.9)

 

(108.1)

 

200.6

   

 

 

 

 

 

 

 

 

 

Selling expenses

 

(76.9)

 

(657.9)

 

(548.3)

 

(352.9)

 

(261.9)

Administrative expenses

 

(58.1)

 

(496.8)

 

(324.8)

 

(249.4)

 

(196.6)

Other operating income

 

6.1

 

52.4

 

61.6

 

32.3

 

22.5

Other operating expense

 

(37.3)

 

(318.7)

 

(142.8)

 

(150.3)

 

(93.8)

Gain from acquisition of companies

 

-

 

-

 

-

 

-

 

435.0

Revenue from non-reimbursable customer
contributions

 

0.1

 

0.8

 

0.7

 

-

 

-

Operating loss before SE Resolution 250/13 and subsequents Notes

 

(295.3)

 

(2,525.0)

 

(1,618.5)

 

(828.4)

 

105.8

Higher costs recognition - SE Resolution 250/13 and subsequents Notes

 

265.7

 

2,271.9

 

2,933.1

 

-

 

-

Operating (loss) profit

 

(29.6)

 

(253.1)

 

1,314.6

 

(828.4)

 

105.8

                     

Financial income (2)

 

27.9

 

239.0

 

287.1

 

75.5

 

53.5

Financial expenses (3)

 

(69.2)

 

(592.0)

 

(504.9)

 

(226.0)

 

(150.6)

Other financial expense

 

(38.4)

 

(328.0)

 

(273.1)

 

(168.1)

 

(93.5)

Net financial expense (income)

 

(79.7)

 

(681.0)

 

(490.9)

 

(318.6)

 

(190.6)

(Loss) Profit before taxes

 

(109.3)

 

(934.1)

 

823.7

 

(1,147.0)

 

(84.8)

 

                   

Income tax

 

18.1

 

154.4

 

44.1

 

116.7

 

(82.2)

(Loss) Profit for the year from continuing operations

 

(91.2)

 

(779.7)

 

867.8

 

(1,030.3)

 

(167.0)

 

                   

Discontinued operations

 

-

 

-

 

(95.1)

 

16.9

 

(124.4)

(Loss) Profit for the year

 

(91.2)

 

(779.7)

 

772.7

 

(1,013.4)

 

(291.4)

                     

(Loss) Profit for the year attributable to:

                   

Owners of the Company

 

(91.2)

 

(779.7)

 

771.7

 

(1,016.5)

 

(304.1)

Non-controlling interests

 

-

 

-

 

1.0

 

3.1

 

12.7

(Loss) Profit for the year

 

(91.2)

 

(779.7)

 

772.7

 

(1,013.4)

 

(291.4)

 

4

 


 
 

Table of Contents

 

Statement of comprehensive (loss) income * (continued)

   

2014

 

2014

 

2013

 

2012

 

2011

   

US$

 

Ps.

 

Ps.

 

Ps.

 

Ps.

Other comprehensive income

                   

Items that will not be reclassified to profit or loss

                   

Results related to benefit plans

 

(2.0)

 

(17.8)

 

(21.0)

 

7.9

 

(10.2)

Tax effect of actuarial income (losses) on benefit plans

 

0.7

 

6.2

 

7.4

 

(2.8)

 

3.6

Total other comprehensive loss from discontinued operations

 

-

 

-

 

-

 

(2.1)

 

(5.7)

Total other comprehensive (losses) income

 

(1.3)

 

(11.6)

 

(13.6)

 

3.0

 

(12.3)

                     
                     
                     

Comprehensive income for the year attributable to:

                   

Owners of the parent

 

(92.5)

 

(791.3)

 

758.1

 

(1,013.2)

 

(315.4)

Non-controlling interests

 

-

 

-

 

1.0

 

2.8

 

11.7

Comprehensive income for the year

 

(92.5)

 

(791.3)

 

759.1

 

(1,010.4)

 

(303.7)

                     

(Loss) Profit for the year attributable to the owners of the parent

                   

Continuing operations

 

(92.5)

 

(791.3)

 

757.1

 

(1,025.1)

 

(173.6)

Discontinued operations

 

-

 

-

 

1.0

 

11.9

 

(141.8)

   

(92.5)

 

(791.3)

 

758.1

 

(1,013.2)

 

(315.4)

                     

Basic and diluted (loss) earnings per share:

                   

Basic and diluted (loss) earnings per share from continuing operations

 

(0.10)

 

(0.87)

 

0.97

 

(1.15)

 

(0.19)

Basic and diluted (loss) earnings per share from discontinued operations

 

-

 

-

 

(0.11)

 

0.02

 

(0.15)

                     

Basic and diluted (loss) earnings per ADS (4):

                   

Basic and diluted (loss) earnings per ADS from continuing operations

 

(4.20)

 

(36.03)

 

40.11

 

(47.61)

 

(7.72)

Basic and diluted (loss) earnings per ADS from discontinued operations

 

-

 

-

 

(4.45)

 

0.64

 

(6.34)

 

(*)       Certain amounts of the presented financial data for comparative purposes (2013, 2012 and 2011) have been reclassified (with regard to the consolidated financial statements as of such dates) following the disclosure criteria used for the financial statements as of December 31, 2014, mainly due to discontinued operations.

(1)     Revenue from operations is recognized on an accrual basis and derives mainly from electricity distribution. Such revenue includes electricity supplied, whether billed or unbilled, at the end of each year, and has been valued on the basis of applicable tariffs and the charges determined by the Resolution 347/12.

(2)     Includes interest on cash equivalents for the years ended December 31, 2014, 2013 and 2012 for Ps. 3.4 million, Ps. 2.9 million and Ps. 32.6 million, respectively. Also includes net interest relating to the CMM and the PUREE for Ps.157.8 million in 2014 and Ps. 197.5 million in 2013.

(3)     Net of interest capitalized at December 31, 2014, 2013, 2012 and 2011 for Ps. 100.1 million, Ps. 24.5 million, Ps. 25.4 million and Ps. 16.1 million, respectively.

(4)     Each ADS represents 20 Class B common shares.

 

 

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Table of Contents

 

 

Statement of financial position

 

 

 

2014

 

2014

 

2013

 

2012

 

2011

 

 

US$

 

Ps.

 

Ps.

 

Ps.

 

Ps.

ASSETS

 

 

 

   

 

 

 

 

 

Non-current assets

 

 

 

   

 

 

 

 

 

Property, plant and equipment

 

778.0

 

6,652.5

 

5,189.3

 

4,344.6

 

3,995.3

Intangible assets

 

-

 

-

 

-

 

845.8

 

793.0

Interest in joint ventures

 

-

 

0.4

 

0.4

 

0.4

 

0.4

Deferred tax asset

 

10.2

 

87.2

 

-

 

-

 

-

Other receivables

 

29.1

 

249.2

 

199.4

 

195.0

 

50.3

Trade receivables

 

-

 

-

 

-

 

2.0

 

45.7

Total non-current assets

 

817.3

 

6,989.3

 

5,389.1

 

5,387.8

 

4,884.7

 

 

 

 

   

 

 

 

 

 

Current assets

 

 

 

   

 

 

 

 

 

Assets under construction

 

-

 

-

 

-

 

84.5

 

45.5

Inventories

 

8.7

 

74.0

 

83.9

 

85.0

 

45.3

Other receivables

 

29.3

 

250.3

 

522.1

 

127.2

 

76.3

Trade receivables

 

103.3

 

882.9

 

803.1

 

889.4

 

534.7

Financial assets at fair value through profit or loss

 

29.8

 

254.4

 

216.4

 

3.4

 

2.1

Derivative financial instruments

 

-

 

-

 

-

 

-

 

1.3

Cash and cash equivalents

 

20.9

 

179.1

 

243.5

 

71.1

 

130.5

Total current assets

 

192.0

 

1,640.7

 

1,869.0

 

1,260.6

 

835.7

Assets of disposal group classified as held for sale

 

-

 

-

 

-

 

223.4

 

1,291.1

TOTAL ASSETS

 

1,009.3

 

8,630.0

 

7,258.1

 

6,871.8

 

7,011.5

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

 

 

   

 

 

 

 

 

Capital and reserves attributable to the owners

 

 

 

   

 

 

 

 

 

Share capital

 

104.9

 

897.0

 

897.0

 

897.0

 

897.0

Adjustment to share capital

 

46.5

 

397.7

 

397.7

 

397.7

 

986.1

Additional paid-in capital

 

0.4

 

3.5

 

3.5

 

3.5

 

21.8

Treasury stock

 

1.1

 

9.4

 

9.4

 

9.4

 

9.4

Adjustment to treasury stock

 

1.2

 

10.3

 

10.3

 

10.3

 

10.3

Other comprehensive (loss) income

 

(4.7)

 

(39.9)

 

(28.3)

 

(14.6)

 

64.0

Accumulated deficit

 

(104.4)

 

(893.0)

 

(113.3)

 

(885.1)

 

(557.3)

Equity attributable to the owners

 

45.0

 

385.0

 

1,176.3

 

418.2

 

1,431.3

Non-controlling interest

 

-

 

-

 

-

 

71.1

 

415.9

TOTAL EQUITY

 

45.0

 

385.0

 

1,176.3

 

489.3

 

1,847.2

 

 

 

 

   

 

 

 

 

 

 

 

 

 

   

 

 

 

 

 

LIABILITIES

 

 

 

   

 

 

 

 

 

Non-current liabilities

 

 

 

   

 

 

 

 

 

Trade payables

 

27.0

 

231.1

 

220.8

 

155.3

 

87.7

Other payables (1)

 

192.3

 

1,644.6

 

944.7

 

1,894.8

 

1,373.7

Borrowings

 

186.9

 

1,598.4

 

1,309.9

 

1,350.7

 

1,189.9

Deferred revenue

 

12.8

 

109.1

 

33.7

 

264.4

 

174.8

Salaries and social security taxes payable

 

7.4

 

62.9

 

26.0

 

17.5

 

23.6

Benefit plans

 

17.6

 

150.4

 

102.7

 

97.4

 

83.5

Deferred tax liability

 

-

 

-

 

73.4

 

230.4

 

348.7

Tax liabilities

 

0.4

 

3.2

 

4.4

 

10.0

 

17.7

Provisions

 

13.1

 

112.1

 

83.1

 

80.0

 

66.1

Total non-current liabilities

 

457.5

 

3,911.8

 

2,798.7

 

4,100.5

 

3,365.7

                     

Current liabilities

 

 

 

   

 

 

 

 

 

Trade payables

 

385.9

 

3,299.6

 

2,481.2

 

1,208.5

 

623.7

Other payables (1)

 

21.9

 

187.1

 

147.2

 

150.4

 

128.6

Borrowings

 

4.0

 

34.0

 

40.6

 

103.1

 

59.0

Derivative financial instruments

 

0.7

 

5.9

 

-

 

-

 

-

Deferred revenue

 

0.1

 

0.8

 

-

 

-

 

-

Salaries and social security taxes payable

 

71.4

 

610.6

 

420.9

 

383.6

 

275.8

Benefit plans

 

1.2

 

10.6

 

-

 

15.0

 

11.3

Tax liabilities

 

18.8

 

160.5

 

182.5

 

253.6

 

147.7

Provisions

 

2.8

 

24.1

 

10.7

 

10.5

 

10.3

Total current liabilities

 

506.8

 

4,333.2

 

3,283.1

 

2,124.7

 

1,256.4

Liabilities of disposal group classified as held for sale

 

-

 

-

 

-

 

157.3

 

542.2

TOTAL LIABILITIES

 

964.3

 

8,245.0

 

6,081.8

 

6,382.5

 

5,164.3

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

1,009.3

 

8,630.0

 

7,258.1

 

6,871.8

 

7,011.5

 

(1)       Includes the amounts collected through the Program for the Rational Use of Electricity Power (PUREE). As of December, 31, 2014 and 2013 net of Ps. 2,235.1 million and Ps. 1,661.1 million, respectively, compensated pursuant to Resolution 250/2013 and Notes 6852/2013, 4012/14, 486/14 and 1136/14, which as of December 31, 2014, 2013, 2012 and 2011 amounted to Ps. 17.5 million, Ps. 108.6 million, Ps. 1,352 million and Ps. 928.7 million, respectively, included under current and non-current liabilities. Edenor is permitted to retain funds from the PUREE that it would otherwise be required to transfer to CAMMESA according to Resolution SS.EE. 1037/07.

 

6

 


 
 

Table of Contents

 

Cash flow

 

 

 

2014

 

2014

 

2013

 

2012

 

2011

 

 

US$

 

Ps.

 

Ps.

 

Ps.

 

Ps.

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

(Loss) Profit for the year

 

(91.2)

 

(779.7)

 

772.7

 

(1,013.4)

 

(291.4)

Adjustments to reconcile net (loss) profit to net cash flows provided by operating activities:

 

 

 

 

 

 

 

 

 

 

Depreciation of property, plant and equipment

 

27.8

 

237.6

 

212.1

 

192.6

 

184.8

Loss on disposals of property, plant and equipment

 

0.1

 

1.0

 

1.2

 

1.8

 

1.8

Net accrued interest

 

39.1

 

334.1

 

196.6

 

182.6

 

95.3

Exchange differences

 

50.0

 

427.9

 

365.8

 

192.9

 

100.5

Income tax

 

(18.1)

 

(154.4)

 

(44.1)

 

(116.7)

 

82.2

Allowance for the impairment of trade and other receivables, net of recovery

 

2.3

 

19.7

 

33.7

 

54.4

 

13.2

Adjustment to present value of receivables

 

(0.9)

 

(8.1)

 

(2.4)

 

2.2

 

(1.2)

Provision for contingencies

 

8.8

 

75.4

 

36.0

 

24.8

 

16.6

Other expenses - FOCEDE

 

11.4

 

97.7

 

-

 

-

 

-

Changes in fair value of financial assets

 

(7.9)

 

(67.6)

 

(16.1)

 

(39.1)

 

(14.8)

Accrual of benefit plans

 

6.0

 

51.4

 

22.5

 

20.4

 

9.9

Gain from acquisition of companies

 

-

 

-

 

-

 

-

 

(435.0)

Higher costs recognition - SE Resolution 250/13 and subsequents Notes

 

(265.7)

 

(2,271.9)

 

(2,933.1)

 

-

 

-

Net gain from the repurchase of Corporate Notes

 

(5.2)

 

(44.4)

 

(88.9)

 

-

 

(6.5)

Discontinued operations

 

-

 

-

 

168.6

 

287.8

 

349.8

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

 

Increase in trade receivables

 

(6.5)

 

(55.3)

 

(48.5)

 

(306.0)

 

(63.6)

Increase in other receivables

 

(14.9)

 

(127.9)

 

(111.7)

 

(15.6)

 

(44.0)

Decrease (Increase) in inventories

 

1.2

 

9.9

 

(42.7)

 

(18.3)

 

(10.5)

Increase in assets under construction

 

-

 

-

 

-

 

-

 

(8.6)

Increase (Decrease) in deferred revenue

 

8.9

 

76.2

 

(0.7)

 

16.9

 

17.5

(Decrease) Increase in trade payables

 

(61.8)

 

(528.4)

 

(87.0)

 

207.7

 

195.6

Increase in salaries and social security taxes payable

 

26.5

 

226.7

 

95.3

 

88.8

 

63.7

Decrease in benefit plans

 

(1.3)

 

(11.0)

 

(7.9)

 

(4.0)

 

(2.7)

(Decrease) Increase in tax liabilities

 

(3.4)

 

(28.7)

 

(44.9)

 

43.4

 

(19.2)

Increase in other payables

 

19.0

 

162.3

 

262.0

 

40.9

 

120.2

Funds obtained from the program for the rational use of electric power (PUREE) (SE Resolution No. 1037/07)

 

56.5

 

482.9

 

491.9

 

410.7

 

338.0

Net decrease in provisions

 

(3.9)

 

(33.0)

 

(25.3)

 

(12.1)

 

(11.0)

Subtotal before variations of debts with Cammesa

 

(223.2)

 

(1,907.6)

 

(794.9)

 

242.7

 

680.5

Increase in account payable and other liabilities with Cammesa

 

404.1

 

3,455.5

 

2,231.5

 

295.7

 

10.1

Net cash flows provided by operating activities

 

180.9

 

1,547.9

 

1,436.6

 

538.4

 

690.6

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

Acquisitions of property, plant and equipment

 

(163.7)

 

(1,400.1)

 

(892.4)

 

(537.9)

 

(434.7)

Net (payment for) collection of purchase / sale of financial assets at fair value

 

(7.6)

 

(64.6)

 

(97.4)

 

37.8

 

443.5

Payment for adquisition of companies

 

-

 

-

 

-

 

-

 

(442.9)

Payment for adquisition of additional non-controlling interests

 

-

 

-

 

-

 

-

 

(6.4)

Loans granted

 

-

 

-

 

-

 

(0.5)

 

(39.7)

Collection of financial receivables with related companies

 

-

 

-

 

2.1

 

142.4

 

90.6

Collection for sales of discontinued operations

 

-

 

-

 

-

 

-

 

126.7

Incorporation of Cash and Cash equivalents in acquired companies

 

-

 

-

 

-

 

-

 

119.0

Collection of receivables from sale of subsidiaries - SIESA

0.4

 

3.0

 

2.9

 

-

 

-

Discontinued operations

 

-

 

-

 

(124.2)

 

(232.1)

 

(610.9)

Net cash flows used in investing activities

 

(170.9)

 

(1,461.7)

 

(1,109.0)

 

(590.3)

 

(754.8)

 

  

7

 


 
 

Table of Contents

 

Cash flow (continued)

 

   

2014

 

2014

 

2013

 

2012

 

2011

   

US$

 

Ps.

 

Ps.

 

Ps.

 

Ps.

Cash flows from financing activities

                   

Loans taken

 

-

 

-

 

-

 

0.8

 

298.2

Repayment of principal on loans

 

-

 

(0.4)

 

(25.5)

 

(36.5)

 

(252.5)

Payment of interest on loans

 

(18.2)

 

(155.3)

 

(177.0)

 

(128.9)

 

(127.9)

Discontinued operations

 

-

 

-

 

25.4

 

136.8

 

55.9

Net cash flows used in financing activities

 

(18.2)

 

(155.7)

 

(177.1)

 

(27.8)

 

(26.3)

                     

Net (decrease) / increase in cash and cash equivalents

 

(8.2)

 

(69.5)

 

150.5

 

(79.7)

 

(90.4)

                     

Cash and cash equivalents at beginning of year

 

28.5

 

243.5

 

71.1

 

130.5

 

246.0

Cash and cash equivalents at beginning of year included in assets of disposal group classified as held for sale

 

-

 

-

 

11.2

 

28.3

 

-

Exchange differences in cash and cash equivalents

 

0.6

 

5.1

 

10.7

 

3.2

 

3.3

Net (decrease) increase in cash and cash equivalents

 

(8.2)

 

(69.5)

 

150.5

 

(79.7)

 

(90.4)

Cash and cash equivalents at the end of year

 

20.9

 

179.1

 

243.5

 

82.3

 

158.8

                     
                     

Cash and cash equivalents at the end of the year in the statement of financial position

 

20.9

 

179.1

 

243.5

 

71.1

 

130.5

Cash and cash equivalents at the end of the year included in assets of disposal group classified as held for sale

 

-

 

-

 

-

 

11.2

 

28.3

Cash and cash equivalents at the end of the year

 

20.9

 

179.1

 

243.5

 

82.3

 

158.8

                     
                     

Supplemental cash flows information

                   

Non-cash operating, investing and financing activities

                   
                     

Financial costs capitalized in property, plant and equipment

(14.5)

 

(123.9)

 

(24.5)

 

(6.4)

 

4.1

                     

Acquisitions of property, plant and equipment through increased trade payables

 

(16.9)

 

(144.8)

 

(126.4)

 

-

 

-

                     

Decrease from offsetting of PUREE-related liability against receivables (SE Resolution 250/13 and SE Notes 6852/13 and 4012/14)

 

(67.1)

 

(574.0)

 

(1,661.1)

 

-

 

-

                     

Decrease from offsetting of liability with CAMMESA for electricity purchases against receivables (SE Resolution 250/13 and SE Notes 6852/13 and 4012/14)

 

(259.4)

 

(2,218.4)

 

(1,152.3)

 

-

 

-

                     

Decrease in financial assets at fair value from repurchase of Corporate Notes

 

10.7

 

91.6

 

165.1

 

-

 

-

                     
                     

Increase in financial assets at fair value from subsidiary sale

 

-

 

-

 

(334.3)

 

-

 

-

                     

Decrease of other receivables for collection of corporate notes with related companies

 

-

 

-

 

52.8

 

-

 

-

                     

Net increase of trade receivables from assets of disposal group classified as held for sale

 

-

 

-

 

(44.6)

 

-

 

-

                     

Acquisitions of property, plant and equipment through increased debt FOTAE

 

(3.8)

 

(32.9)

 

(49.0)

 

-

 

-

                     

Acquired Companies

                   

Cash and Cash equivalents

 

-

 

-

 

-

 

-

 

119.0

Property, plant and equipment

 

-

 

-

 

-

 

-

 

1,881.4

Inventories

 

-

 

-

 

-

 

-

 

4.3

Trade receivables

 

-

 

-

 

-

 

-

 

255.3

Other receivables

 

-

 

-

 

-

 

-

 

84.6

Trade payables

 

-

 

-

 

-

 

-

 

(257.8)

Borrowings

 

-

 

-

 

-

 

-

 

(450.0)

Deferred tax liability

 

-

 

-

 

-

 

-

 

(78.8)

Other liabilities

 

-

 

-

 

-

 

-

 

(331.0)

Net Assets

 

-

 

-

 

-

 

-

 

1,227.0

Non-controlling interests

 

-

 

-

 

-

 

-

 

(230.0)

Net assets acquired

 

-

 

-

 

-

 

-

 

997.0

Bargain Purchase

 

-

 

-

 

-

 

-

 

435.0

Cash Paid

 

-

 

-

 

-

 

-

 

(562.0)

Cash and cash equivalents in acquired companies

 

-

 

-

 

-

 

-

 

119.0

Net Cash Flow for acquisition of companies

 

-

 

-

 

-

 

-

 

(443.0)

 

8

 


 
 

Table of Contents

 

 

 

Year ended December 31,

 

2014

 

2013

 

2012

 

2011

 

2010

Operating data

                 

Energy sales (in GWh):

21,312

 

21,674

 

20,760

 

20,098

 

19,293

Residential

9,114

 

9,114

 

8,662

 

8,139

 

7,796

Small Commercial

1,714

 

1,780

 

1,688

 

1,601

 

1,543

Medium Commercial

1,712

 

1,828

 

1,717

 

1,700

 

1,634

Industrial

3,431

 

3,458

 

3,335

 

3,442

 

3,378

Wheeling System(1)

4,213

 

4,374

 

4,261

 

4,156

 

3,891

Public Lighting

678

 

683

 

668

 

656

 

654

Shantytowns

430

 

417

 

409

 

384

 

377

Others (2)

20

 

20

 

20

 

20

 

20

Customers (in thousands) (3)

2,801

 

2,773

 

2,726

 

2,699

 

2,662

Energy Losses (%)

14.30%

 

13.00%

 

13.30%

 

12.60%

 

12.50%

MWh sold per employee

4,938

 

6,024

 

7,088

 

7,188

 

7,124

Customers per employee

649

 

771 

 

931

 

965

 

971

 

(1)       Wheeling system charges represent our tariffs for large users, which consist of a fixed charge for recognized technical losses and a charge for our distribution margins but exclude charges for electric power purchases, which are undertaken directly between generators and large users.

(2)       Represents energy consumed internally by us and our facilities.

(3)       We define a customer as one meter. We may supply more than one consumer through a single meter. In particular, because we measure our energy sales to each shantytown collectively using a single meter, each shantytown is counted as a single customer.

 

 

 

 

 

EXCHANGE RATES

                                                                                                                       

From April 1, 1991 until the end of 2001, the Convertibility Law established a fixed exchange rate under which the Central Bank of Argentina (Banco Central de la República Argentina, the “Central Bank”) was obliged to sell U.S. Dollars at a fixed rate of one Peso per U.S. Dollar (the “Convertibility Regime”).  On January 6, 2002, the Argentine Congress enacted the Public Emergency Law No. 25,561 (the “Public Emergency Law”), formally putting an end to the Convertibility Regime and abandoning over ten years of U.S. Dollar-Peso parity.  The Public Emergency Law grants the Executive Branch of the Argentine government the power to set the exchange rate between the Peso and foreign currencies and to issue regulations related to the foreign exchange market.  The Public Emergency law has been extended until December 31, 2015.  For a brief period following the end of the Convertibility Regime, the Public Emergency Law established a temporary dual exchange rate system.  Since February 2002, the Peso has been allowed to float freely against other currencies, although the government has the power to intervene by buying and selling foreign currency for its own account, a practice in which it engages on a regular basis.

9

 


 
 

Table of Contents

 

The following table sets forth the annual high, low, average and period-end exchange rates for U.S. Dollars for the periods indicated, expressed in Pesos per U.S. Dollar at the purchasing exchange rate and not adjusted for inflation.  When preparing our financial statements, we utilize the selling exchange rates for U.S. Dollars quoted by the Banco Nación to translate our U.S. Dollar denominated assets and liabilities into Pesos.  The Federal Reserve Bank of New York does not report a noon buying rate for Pesos.

 

   

Low

 

High

 

Average

 

Period End

   

(Pesos per U.S. Dollar)

Year ended December 31,

               

2010

 

3.79

 

3.99

 

3,91(1)

 

3.98

2011

 

3.97

 

4.30

 

4,13(1)

 

4.30

2012

 

4.30

 

4.92

 

4,55(1)

 

4.92

2013

 

4.93

 

6.52

 

5,48(1)

 

6.52

2014

 

6.54

 

8.56

 

8,23(1)

 

8.55

                 

Month

       

October 2014

 

8,45(2)

 

8,50(2)

 

8.48

 

8.50