REPOWER

Financial statements of Repower AG

General information

The company was established in 1904 under the name of Kraftwerke Brusio AG. In 2000, Kraftwerke Brusio AG (Poschiavo) merged with AG Bündner Kraftwerke (Klosters) and Rhätische Werke für Elektrizität (Thusis) to form Rätia Energie AG. In 2010 the company was renamed Repower AG. The purpose of the company is to generate, transmit, distribute, trade in and sell energy and provide services directly or indirectly in this connection.

In the 2015 financial year, wholly-owned subsidiary Repower Schweiz AG was merged with Repower AG.

Accounting principles

These financial statements were prepared in accordance with the provisions of Swiss law, in particular the provisions governing commercial accounting and financial reporting (Art. 957 to 962 of the Swiss Code of Obligations).

First application of new financial reporting law

The 2015 financial statements were prepared for the first time in accordance with the provisions of Swiss financial reporting law (Title Thirty-Two of the Code of Obligations). To enable comparison, the data contained in the balance sheet and income statements for previous years have been adapted to the structure laid down in the new rules. The prior-year period affected in the balance sheet and income statement are marked with an asterisk (*).

Accounting and valuation principles

The main items are recognised as follows:

Cash and cash equivalents

Cash and cash equivalents comprise cash holdings and bank and postal account balances, and are recognised on the balance sheet at nominal value.

Current assets with a stock exchange price

Derivative financial instruments held for trading with a directly observable market price or directly observable input parameters are recognised at fair value. Fluctuation reserves are not created.

Hedging transactions

Future cash flows in foreign currencies can be hedged. The corresponding derivative is recognised in profit or loss on the occurrence of the underlying transaction.

Trade accounts receivable

Trade accounts receivable are recognised at nominal value and impaired if necessary. The amount at the end of the period is subjected to a flat rate impairment at a rate accepted for tax purposes.

Other receivables

Other receivables are measured at nominal values. Any counterparty risks are accounted for by means of necessary impairment.

Inventories and non-invoiced services

Inventories and non-invoiced services are recognised at acquisition or production cost taking account of economically necessary impairments. Otherwise impairment is done at a rate accepted for tax purposes.

Prepaid expanses and accrued income/deferred income and accrued expenses

Prepaid expenses and accrued income/deferred income and accrued expenses comprise the asset and liability items resulting from the accrual and deferral of individual items of expense and income in accordance with the accrual and matching principle. The origination costs of interest-bearing liabilities are capitalised under prepaid expenses and accrued income. Prepaid expenses and accrued income/deferred income and accrued expenses are recognised at nominal values.

Financial assets and shareholdings

Financial assets and shareholdings are recognised at cost taking account of necessary impairment. Financial assets and shareholdings are measured on a unit of account basis.

Tangible assets

Tangible assets are recognised at acquisition or production cost less accumulated depreciation and any impairment losses. Amortisation is done on a straight-line basis over the subsequent useful life.

Category Useful life
   
Power plants 20 – 80 years depending on the type of facility and concession period
Grids 15 – 40 years
Land Indefinite; any impairments are recognised immediately
Buildings 30 – 60 years
Plant and business equipment 3 – 20 years
Assets under construction category when available for use; any impairments are recognised immediately Reclassification to the corresponding

Intangible assets

Intangible assets are amortised on a straight-line basis. If there are indications of overvaluation, necessary impairments are taken into account.

Current liabilities

Current liabilities are recognised at nominal value.

Non-current liabilities

Non-current liabilities comprise a) long-term, interest-bearing financial liabilities at nominal value and b) other non-interest-bearing long-term liabilities.

Provisions

A provision is a probable liability on the basis of a past event; the amount of the liability and/or the date on which it will fall due is uncertain but can be estimated. The amount of provisions is based on the management's assessment, and reflects the future outflows of funds that can be anticipated as of the balance sheet date.

Further notes

Net release of hidden reserves

In the reporting year, no hidden reserves were released (previous year: CHF 28.4 million before deferred tax).

Employee information

In the year under review and the previous year Repower AG had more than 250 full-time positions on annual average.

Direct and indirect shareholdings

Direct and indirect shareholdings
Company Head office Currency Issued capital Capital and share of the vote in %
      31.12.2015 31.12.2014 31.12.2015 31.12.2014
             
Direct participations            
Repower Schweiz AG Klosters CHF - 250,000 - 100.00%
connecta ag Ilanz CHF 100,000 100,000 100.00% 100.00%
Ovra electrica Ferrera SA Trun CHF 3,000,000 3,000,000 49.00% 49.00%
SWIBI AG Landquart CHF 500,000 500,000 76.68% 76.68%
Alvezza SA in Liquidation Disentis CHF 500,000 500,000 62.00% 62.00%
Elbe Beteiligungs AG in Liquidation Poschiavo CHF 1,000,000 1,000,000 100.00% 100.00%
Lagobianco SA Poschiavo CHF 1,000,000 1,000,000 100.00% 100.00%
Repartner Produktions AG Poschiavo CHF 20,000,000 20,000,000 59.00% 59.00%
Rhiienergie AG Tamins CHF 915,000 915,000 21.73% 21.73%
Swisscom Energy Solutions AG Ittigen CHF 13,342,325 13,342,325 35.00% 35.00%
Repower Deutschland GmbH Dortmund EUR 25,000 25,000 100.00% 100.00%
Repower Italia S.p.A. Milan EUR 2,000,000 2,000,000 100.00% 100.00%
MERA S.r.l. Milan EUR 100,000 100,000 100.00% 100.00%
SEI S.p.A. Milan EUR 120,000 120,000 57.50% 57.50%
EL.IT.E. S.p.A. Milan EUR 3,888,500 3,888,500 46.55% 46.55%
Repower Trading Česká republika s.r.o. Prague CZK 3,000,000 3,000,000 100.00% 100.00%
S.C. Repower Vanzari Romania S.R.L. Bukarest RON 165,000 165,000 100.00% 100.00%
Repower Serbia d.o.o. Beograd Belgrade EUR 20,000 20,000 100.00% 100.00%
Repower Macedonia DOOEL Skopje Skopje EUR 19,970 19,970 100.00% 100.00%
Repower Polska Sp. z.o.o. Warschau PLN - 75,050 - 100.00%
Repower Adria d.o.o Sarajevo BAM 1,000,000 1,000,000 100.00% 100.00%
Repower Hrvatska d.o.o. Zagreb HRK 366,000 366,000 100.00% 100.00%
Repower Furnizare România S.r.l. Bucharest RON 45,510,000 45,510,000 100.00% 100.00%
             
Indirect participations            
Elbe Finance Holding GmbH & Co KG Dortmund EUR 25,000 25,000 100.00% 100.00%
Elbe Finance Holding Verwaltungs-GmbH Dortmund EUR 25,000 25,000 100.00% 100.00%
Repower Wind Deutschland GmbH Dortmund EUR 25,000 25,000 59.00% 59.00%
Repower Wind Prettin GmbH Dortmund EUR 25,000 25,000 59.00% 59.00%
Repower Wind Lübbenau GmbH Dortmund EUR 25,000 25,000 59.00% 59.00%
Repower GuD Leverkusen Verwaltungs-GmbH Dortmund EUR - 25,000 - 100.00%
Repower GuD Leverkusen GmbH & Co. KG Dortmund EUR - 25,000 - 100.00%
Repower Vendita Italia S.p.A. Milan EUR 4,000,000 4,000,000 100.00% 100.00%
Repower Produzione Italia S.p.A. Milan EUR - 120,000 - 100.00%
SET S.p.A. Milan EUR 120,000 120,000 61.00% 61.00%
Energia Sud S.r.l. Milan EUR 1,500,000 1,500,000 100.00% 100.00%
SEA S.p.A. Milan EUR 120,000 120,000 100.00% 100.00%
REC S.r.l. Milan EUR 10,000 10,000 100.00% 100.00%
Immobiliare Saline S.r.l. Milan EUR 10,000 10,000 100.00% 100.00%
REV S.r.l. Milan EUR 10,000 10,000 100.00% 100.00%
Energia Eolica Pontremoli S.r.l. Milan EUR 50,000 50,000 100.00% 100.00%
Aerochetto S.r.l. Catania EUR 2,000,000 2,000,000 39.00% 39.00%

Contingent liabilities, sureties, guarantee obligations and pledges in favour of third parties

Joint liability for VAT Group taxation with connecta ag, SWIBI AG, Elbe Beteiligungs AG in liquidation, Lagobianco SA, Repartner Produktions AG and Ovra electrica Ferrera SA.

To the benefit of Group companies, letters of intent and financing agreements amounting to MCHF 0.5, MEUR 223 and MRON 35 (equivalent to MCHF 245) respectively were concluded (previous year: MEUR 202, equivalent to MCHF 242).

Mortgage assignments were pledged as security for an interest-free investment loan of TCHF 850 running from 2007 to 2020.

During the year under review receivables included MCHF 9.3 in pledges lodged in the context of business, specifically trading operations.

Lease liabilities

The maturities of lease liabilities that do not mature or cannot be terminated within twelve months break down as follows:

  31.12.2015 31.12.2014*
     
Leasing liabilities    
Between 1 year 1,268 1,976
1-5 years 3,888 4,601
Over 5 years 4,301 5,163
Total 9,457 11,740

Pension fund liabilitiy

On the balance sheet date there is a liability to the pension fund of TCHF 405 (previous year: TCHF 450).

Related parties

Receivables and liabilities vis-à-vis direct or indirect participants and management bodies and vis-à-vis undertakings in which there is a direct or indirect participation are shown separately in the notes to the financial statements.

Management bodies and participants are the members of the board of directors and shareholders (Note 17) of Repower AG and the auditors.

Participations are defined as participations held directly and indirectly.

Events ocurring after the balance sheet date

In January and February 2016 the forward prices of electricity continued to fall, which in conjunction with energy forwards and futures resulted in an increase in negative replacement values for Repower in relation to these transactions. On the basis of an existing commitment to furnish cash collateral, Repower's liabilities vis-à-vis an energy trading counterparty prompted a payment of MEUR 81.2 in 2016 to this counterparty. The cash payment will continue to increase if energy prices continue to fall. Paid cash collateral is reimbursed if energy prices rise. The upper limit of the amount to be lodged is MEUR 100.

Non-subsidised power generation, particularly large hydro, is under heavy pressure. If electricity prices remain low and other measures cannot be found to improve the earning capacity of facilities, this could lead to further asset impairment. This applies analogously to the possibility of further provisions for onerous energy procurement contracts.

Disclosures in accordance with art. 663C of the swiss code of obligations at 31 december of the financial year

Disclosures in accordance with art. 663C of the swiss code of obligations at 31 december of the financial year
  Shares 2015 Shares 2014 PC 2015 PC 2014
         
Dr. Eduard Rikli, BoD chairman 100 100 - -
Placi Berther 9 9 - -
Rolf W. Mathis 5 5 - -
Roger Vetsch 25 25 - -
Peter Molinari 15 15 - -
  Shares 2015 Shares 2014 PC 2015 PC 2014
         
Kurt Bobst, CEO 50 50 100 100
Felix Vontobel 50 50 50 50
Fabio Bocchiola 5 5 - -
Giovanni Jochum 25 25 300 300

There are no other items which require disclosure.