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ANNUAL
FINANCIAL
REPORT
2013
FLUXYS
4th financial year
Reports to the Annual General Meeting of 13 May 2014
4th financial year
1
Contents
Fluxys in a nutshell
I. ANNUAL REPORT
1. Market context and challenges
11
13
1.1. Global trend in supply and demand
13
1.2. What future for gas-fired power stations in Europe?
13
1.3. Where will Europe's natural gas come from in the future?
14
1.4. Considerable potential for natural gas as a transport fuel
15
1.5. Short-term market growing
15
1.6. Challenging times currently facing gas storage
16
1.7. Opportunities on the LNG market
16
1.8. Building bridges between markets
17
2. Focal areas in 2013
18
2.1. Keeping financials solid
18
2.2. Strong human capital base
19
2.3. Connecting markets
21
2.4. Connecting markets with new sources
24
2.5. Flexible service offer
26
2.6. Competitive tariffs
27
2.7. Promoting liquid trading points
28
2.8. Investments
28
2.9. Fluxys awarded TSO of the year
29
3. Fluxys group – 2013 results (in IFRS)
2
5
30
3.1. Consolidation scope
30
3.2. Summary consolidated income statement
32
3.3. Summary of consolidated balance sheet
34
3.4. Change in equity
36
3.5. Summary consolidated cash flow statement
37
3.6. Results of subsidiaries
37
Fluxys annual financial report 2013
4. Fluxys SA –2013 results (Belgian GAAP)
41
5. Outlook 2014
41
6. Principal risks, uncertainties and opportunities
42
6.1. The framework
42
6.2. General implementation
42
6.3. Overview of the major risk areas
43
7. Significant events after the balance sheet date
46
7.1. Fluxys and Snam sign MoU to combine their international assets in Europe
46
7.2. Fluxys and Yamal LNG sign cooperation agreement on LNG transshipment
46
8. Research and development
47
9. Corporate governance
48
9.1. Changes in shareholder structure
48
9.2. Remuneration
48
II. CONSOLIDATED FINANCIAL STATEMENTS UNDER IFRS
51
1. General information on the company
52
2. Consolidated financial statements of the Fluxys group under IFRS
53
3. Notes
62
4. Statutory auditor’s report
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159
3
III. STATUTORY ACCOUNTS OF FLUXYS SA UNDER BELGIAN GAAP
4
163
1. Balance Sheet
165
2. Income statement
166
3. Appropriation account
167
4. Capital at the end of the period
168
5. Income tax expense
169
6. Workforce
170
Fluxys annual financial report 2013
Fluxys in a nutshell
OUR VISION
OUR VALUES
Europe needs natural gas and Fluxys
Customer focus – We listen to our external
bridges the markets – Natural gas will remain
and internal customers’ needs and keep to our
a core component of the energy mix in
commitments. This approach provides the
tomorrow’s low-carbon economy. As a natural
driving force enabling us to achieve the results
gas infrastructure company for Europe, Fluxys
we strive for.
aims to bridge the markets so that suppliers can
Cohesion – Within our own entity and beyond,
move natural gas flexibly from any border to
we strive for cooperation and team spirit to
their customers and between gas trading
jointly achieve our desired results.
places.
Professionalism & commitment – We are
committed to achieving our results by adopting
an efficient approach and ensuring we are
OUR MISSION
guided by best practices in everything we do.
We systematically develop our expertise and
Connect and promote liquid trading points
continually seek creative solutions at a
and ensure security of supply
reasonable cost.

Operate infrastructure safely, efficiently and
Safety and environment – We jointly give
sustainably
priority to the safety of our facilities because we

Provide competitive and quality services
are responsible for the transmission of an
tailored to market expectations
energy that entails risks. In the same spirit of
Create long-term value for all shareholders
sustainability, we strive to minimise the


environmental impact of our operations whilst
keeping a close eye on welfare at work.
Good neighbourly relations – We provide
services of general economic interest and have
to ensure our activities are properly integrated
in society. Through open dialogue, we want to
establish good relations and cooperate with all
those affected by the construction and
operation of our facilities.
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OUR STRATEGY
Three activities. Fluxys is active in three core
Further expand towards a broad asset base
activities, namely transmission, storage and
in natural gas infrastructure. Fluxys wants to
LNG terminalling. This combined know-how is a
play an active role through profitable long-term
major asset in the European market and
investments, not least in the consolidation
enables a diversified portfolio of activities to
process under way in the European market.
provide a better return.
Strengthen our expertise and partnerships.
Remain competitive in the market. Fluxys’
To implement its strategy, Fluxys values the
focus is on security of supply, well-functioning
development of its employees’ know-how and
markets and tariffs that are as competitive as
builds strong alliances with solid partners.
possible.
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Fluxys annual financial report 2013
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STRUCTURE OF THE GROUP AS AT 26 MARCH 2014
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Fluxys annual financial report 2013
CORPORATE BODIES AS AT 26 MARCH 2014
Board of Directors
Appointment and Remuneration Committee
Daniel Termont, Chairman of the Board of
Christian Viaene, Chairman
Directors
Mireille Deziron
Claude Grégoire, Vice-Chairman of the Board of
Luc Hujoel
Directors
Walter Peeraer, invited in an advisory capacity
Walter Peeraer, Managing Director
Jean-Jacques Cayeman
Anne Vander Schueren, Human Resources
François Fontaine
Manager, acts as secretary to the Appointment
Luc Hujoel
and Remuneration Committee.
Luc Janssens
Patrick Moenaert
Josly Piette
Managing Director
Yves Rheault
The Managing Director is supported in the day-
Macky Tall
to-day and operational management of the
Christian Viaene
company by a management team.
Aart Geens, federal government representative
acting in an advisory capacity
Walter Peeraer, Managing Director and
Chairman of the Management team
Nicolas Daubies, Company Secretary & Legal
Pascal De Buck, Director Business Development
Manager, acts as secretary to the Board of
& Strategy
Directors.
Paul Tummers, Chief Financial Officer
Peter Verhaeghe, Director Technical Operations
Audit Committee
Jean-Jacques Cayeman, Chairman
Ludo Kelchtermans
Yves Rheault
Walter Peeraer, invited in an advisory capacity
Nicolas Daubies, Company Secretary & Legal
Manager, acts as secretary to the Audit
Committee.
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10
Fluxys annual financial report 2013
I.
ANNUAL REPORT
4th financial year
11
In accordance with the Belgian Company Code, the Board of Directors is pleased to be able to present the
annual report for the financial year 2013 for your company and the group and to submit for your
approval the annual accounts for the period ending 31 December 2013.
Significant events after the balance sheet date:
-
Fluxys and Snam sign MoU to combine their international assets in Europe: see p. 46
-
Fluxys and Yamal LNG sign cooperation agreement on LNG transshipment: see p. 46
Declaration regarding the financial year closed on 31 December 2013
I, Walter Peeraer, Managing Director, hereby attest that to my knowledge:
a)
the annual accounts, drawn up in accordance with the applicable standards for annual accounts,
give a true and fair view of the company’s assets, liabilities, financial position and profit or loss
and those of the companies included in the consolidation scope;
b)
the annual report gives a fair review of the development and performance of the business and of
the position of the company itself and of the companies included in the consolidation scope,
together with a description of the principal risks and uncertainties that they face.
Brussels, 26 March 2014
Walter Peeraer
Managing Director
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Fluxys annual financial report 2013
1. Market context and challenges
1.1
GLOBAL TREND IN SUPPLY AND
DEMAND
The successful development of shale gas in the
In contrast to the USA and Asia, demand for
United States has had huge consequences for
natural gas in Europe is stagnating. The
the global market. The price of natural gas in
economic and financial crisis continues to
the United States is currently substantially
impact natural gas consumption by industry and
lower than in Europe, which has led to a
natural gas is being pushed out of the energy
significant increase in demand for natural gas
mix for power generation.
on the US market, where power generation has
made a massive shift from coal to natural gas.
This has, in turn, resulted in large quantities of
cheap coal being exported to Europe and
1.2
WHAT FUTURE FOR GAS-FIRED
POWER STATIONS IN EUROPE?
elsewhere.
The difficult conditions faced by gas-fired power
Natural gas consumption in Asia has been rising
generation in Europe are the outcome of a
for a number of years: industrial development
combination of market factors. The European
in China, India and South Korea is driving
emissions trading scheme has failed to achieve
demand up and since the Fukushima disaster in
its objective and the combination of rock-
2011, gas-fired power stations in Japan have
bottom carbon prices and low coal prices (due
been operating at full capacity. The relative
to the influx of cheap coal from the USA) has
scarcity of natural gas supply entails that the
become an incentive to invest in coal-fired
gas price in Asia is higher than in Europe.
power stations.
The price differences between the major
Furthermore, the European market model for
consumption areas have led producing countries
electricity is inadequate for integrating
to send LNG initially intended for Europe and
renewable generation: it is based on the
the United States to Asia and South America.
marginal cost (primarily the fuel cost) of
This trend is clearly visible at the Zeebrugge
generating electricity, whereas renewable
LNG terminal, where loading services have been
generation, by its very nature, does not have
extremely popular in the past two years.
such a cost. Moreover, the model has no
mechanism to remunerate the backup capacity
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required to compensate for the intermittency of
renewable generation.
1.3
WHERE WILL EUROPE’S NATURAL
GAS COME FROM IN THE FUTURE?
On top of this, subsidy schemes for renewable
Although demand is not rising in Europe as it is
generation are creating imbalances on the
in the USA and Asia, the gap between supply
market as well. This has already had a clear
and demand is still growing since natural gas
impact: so far, European gas-fired power
production – particularly in the Netherlands and
stations with a total capacity of 30 MW have
the United Kingdom – continues to decline.
been taken out of action or decommissioned
Additional volumes of natural gas have to be
altogether, while new coal-fired power stations
imported to Europe from more distant sources
with a total capacity of 11 GW are set to be
in order to meet demand.
commissioned in the coming years.
In view of this situation, Fluxys is investing in
In the light of a number of European countries’
projects to provide access to these new
decisions to decommission nuclear power
sources: we are participating to the construction
plants, a clear perspective is urgently needed
of an LNG terminal in Dunkirk, France, we have
for investments in new gas-fired power stations.
upped our stake in the NEL pipeline in
In any case, substantial structural measures are
Germany, we are looking into channelling
required to enable natural gas to compete on a
natural gas from Italy to Northern Europe (i.e.
level playing field with other power generation
in the opposite direction compared to current
technologies. These measures include, first and
physical flows) and we are now also a partner in
foremost, a radical reform of the emissions
the TAP project in Southern Europe. Through
trading system so that there is a real incentive
the TAP project, we are contributing to the
for industry to invest in low-carbon applications.
establishment of the long-awaited Southern Gas
It is also essential that the European electricity
Corridor that will open up Azerbaijan as a new
model be redesigned to ensure that renewable
natural gas source for Europe and, in a later
generation and the backup capacity it requires
stage, may connect into sources in the greater
can be integrated properly.
Caspian Sea region, the Middle East and the
eastern Mediterranean.
As production is being phased out at the
Groningen field in the Netherlands, up to
40 billion cubic metres of natural gas a year will
gradually have to be sought from other sources
between 2020 and 2035 and supplied to the
German, Belgian and French markets. Thanks to
its portfolio of infrastructure and capacity in
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Fluxys annual financial report 2013
both pipelines and LNG facilities, Fluxys is in an
excellent position to offer these markets
1.5
SHORT-TERM MARKET GROWING
alternative supply solutions.
Europe’s gas trading places are flourishing.
There is sustained growth in both traded
1.4
CONSIDERABLE POTENTIAL FOR
volumes and liquidity, and prices are largely
NATURAL GAS AS A TRANSPORT
congruent: when the difference in the natural
FUEL
gas prices at two trading places is greater than
the cost of transporting gas between them,
CO2 emissions from natural gas are up to 25%
natural gas flows to the market with the highest
lower than from other fossil fuels, and
price, unless there is congestion, of course. This
emissions impacting health are significantly
favourable development at gas trading places
lower too. Natural gas therefore has a huge
makes European gas price indexes more robust,
potential as a fuel for transport. The challenge
and as a result, they are increasingly being
consists in developing the necessary
used to fully or partly replace oil-linked prices in
infrastructure so that cars, trucks and ships can
long-term contracts between suppliers and
fill up with natural gas easily. At the moment,
producers.
this market is facing a chicken-and-egg
situation: investments are not forthcoming
The rise in liquidity coupled with stagnating
because of the limited amount of ships or
demand for natural gas in Europe also makes
vehicles, and potential users are reluctant to
suppliers increasingly prefer short-term
switch to natural gas due to the lack of
capacity. Against this backdrop, infrastructure
refuelling infrastructure.
companies must constantly adapt their range of
short-term services to suit the market’s needs,
Fluxys wants to help break this market
whilst ensuring that their prices remain
stalemate by taking the appropriate measures,
competitive. This shift to a short-term market
including investments in a second jetty at
makes revenue more volatile and requires a
Zeebrugge LNG terminal and Belgium’s first
cautious investment policy.
LNG refuelling station for trucks. As regards
LNG as a fuel for shipping, Fluxys is open to
working with partners in order to develop LNG
bunkering facilities at various ports.
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1.6
CHALLENGING TIMES CURRENTLY
FACING GAS STORAGE
solar combined with coal-fired power stations
produces more CO2 than wind and solar
combined with natural gas-fired power stations.
There is currently a relative oversupply of
storage on offer in Europe. In addition to this,
stagnating demand for natural gas is creating
an oversupply of natural gas on the markets,
1.7
OPPORTUNITIES ON THE LNG
MARKET
which in turn causes the price differences
between summer and winter to be lower than
With its activities at the Zeebrugge terminal and
the cost of storage. Additionally, Fluxys’ storage
the terminal under construction at Dunkirk,
activity in Belgium is also in competition with
Fluxys has a strong position on the LNG
non-regulated storage services elsewhere in
terminalling market and will soon be able to
Europe. In the face of stiff competition, Fluxys
offer Europe two gateways to the global LNG
has innovated its storage services offer and
market. We will build on this robust position by
managed to achieve a good sales figure
flexibly taking advantage of new opportunities
compared with other storage sites.
and trends.
Dwindling production at the Groningen gas field
In this vein, Fluxys is well on track to further
looks set to open up new storage opportunities
diversify its Zeebrugge LNG terminal into a hub
in the future. In the past, the field has provided
for small-scale LNG, thus tapping into the
a considerable degree of flexibility, but as
potential offered by that market. Similar
production continues to decline, both demand
initiatives are being taken for the Dunkirk
and flexibility will have to be met by other
terminal and, as mentioned already, Fluxys is
means.
looking to put its LNG expertise to good use by
working with partners to develop LNG bunkering
Natural gas-fired power stations are another
facilities in various ports.
source of new demand for flexibility. As the
proportion of renewable electricity generation
Recently, Fluxys took an important first step
continues to increase and gas-fired power
towards launching a new activity at the
stations operate as a backup, larger quantities
Zeebrugge terminal. In early April 2014, Fluxys
of natural gas will have to be supplied flexibly to
signed a cooperation agreement with Yamal
these plants. Although gas-fired power
LNG, the company currently building an LNG
generation is going through a difficult period at
production terminal on the Yamal peninsula in
present, the current situation in which
Russia, with a view to developing LNG
renewable generation is in effect being
transshipment services. If we succeed in
supplemented by electricity from coal-fired
attracting transshipment services, this will be
power stations is socially untenable: wind and
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Fluxys annual financial report 2013
an important new project for both Fluxys and
2014, the group concluded an agreement with
the port of Zeebrugge.
its Italian alliance partner to assess and
evaluate how international assets outside Fluxys
and Snam’s home markets of Belgium and Italy
1.8
BUILDING BRIDGES BETWEEN
may be combined. Such a combination would
MARKETS
create a European operator that could make a
significant contribution to establishing better
The third package of European regulatory
connections between markets, improve grid
measures for energy is pushing the natural gas
flexibility (such as with the reverse flow project
market to become an integrated market with a
between Italy and Belgium) and offer innovative
number of major players. Against this backdrop,
cross-border services at competitive tariffs.
Fluxys has formed solid partnerships with other
market players in recent years and, in March
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2. Focal areas in 2013
2.1
KEEPING FINANCIALS SOLID
group in the scope of its international
development projects in the past and can
Fluxys has the financial resources to acquire,
provide added value to diversify the group's
operate and develop natural gas transmission
funding needs.
infrastructure. In order to be prepared for the
investments needed to implement its
The credit facilities enable the group to move
international strategy, Fluxys has built up a
swiftly on investment opportunities and
balanced financing approach. It therefore has a
acquisition projects: they provide at pre-agreed
robust gearing of equity to borrowed funds. In
conditions direct and certain access to liquidities
addition, its borrowed funds are diversified,
to bridge the implementation of long-term
which means that the group is not solely
financings.
dependent on bank financing. In its financing,
Fluxys’ priority is always to strike a right
balance between cost, duration, liquidity and
A more international dimension: non-
diversification of financing sources.
Belgian activities account for 49% share of
net profit
Fluxys secures favourable €500 million
The operating profit of the entities Fluxys and
club deal until 2016
Fluxys Finance, and the Fluxys Europe segment
amounts to €140.6 million in 2013, compared to
In October 2013, Fluxys secured an agreement
€178.7 million in 2012. And the operating profit
with a group of five leading international banks
of Fluxys Belgium amounts to €144.5 million in
on a three-year syndicated revolving credit line
2013, compared to €178 million in 2012. These
(a so-called 'club deal') worth €500 million. This
decreases are mainly a consequence of the
deal covers Fluxys' need for short-term
falling FluxSwiss results and the result of the
financing, given that its existing club deal ends
regulated activities of Fluxys Belgium. Those
in May 2014, and brings the group's total
were negatively influenced by a drop of the
undrawn credit facilities to an amount of
regulated return in connection with the
€600 million.
historically low OLO interest rates in 2013.
The bank club is composed of the following
Bookrunners – Mandated Lead Arrangers: BNP
Paribas Fortis, CA-CIB, ING, Mizuho and RBS.
These banks have proven their support to the
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Fluxys annual financial report 2013
2.2
STRONG HUMAN CAPITAL BASE
Employees and management become
shareholders through capital increase
In November 2012 and again in February 2013,
Fluxys employees and management were given
the opportunity to become shareholders in the
group. A considerable portion of the employees
and management in Belgium, France, the United
Kingdom, Germany and Switzerland took part in
the plan and in so doing gave themselves the
opportunity to participate in laying the
foundations for the group's growth potential. By
taking the step to become shareholder, they
demonstrated their loyalty to and confidence in
Fluxys.
Staff trends
Fluxys is mainly present in Belgium, but the
number of active employees elsewhere in
Western Europe continues to increase, with
colleagues in the United Kingdom, in France, in
Luxembourg and, since the end of 2011, in
Germany and in Switzerland.
Skilled and motivated employees
Fluxys can count on the expertise, commitment
and motivation of over 1,150 employees in
Belgium, France, Germany, Switzerland, the
United Kingdom and Luxembourg. Around 25%
have been recruited over the past five years. To
develop its employees' potential and to promote
each individual's professional growth, Fluxys
operates a range of integration, training and
skills programmes.
In 2013, Fluxys welcomed 58 new employees in
its subsidiaries, engaged as reinforcements or
as a replacement for retired workers.
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The average age in the group is almost 42 years
old. To preserve and to further develop our
knowledge, a balanced distribution of employee
ages and seniority is very important to us.
The proportion of women has remained
relatively constant in recent years:
approximately 20%. But the content of their
function has evolved: there are now 25% who
exercise a management function.
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Fluxys annual financial report 2013
2.3
CONNECTING MARKETS
Creating reverse-flow capacity for transmission
from Italy through Switzerland to Germany and
Project for gas transmission between Italy
Belgium will strengthen the diversification of
and the United Kingdom
sources since it will open up additional supply
options to North-West Europe from emerging
In January 2013, Fluxys Belgium, FluxSwiss,
sources such as Libya, the Caspian region and
Fluxys TENP and Snam Rete Gas organised two
LNG-producing countries. It will also increase
joint information sessions for grid-users
market liquidity in that major gas trading points
interested in reserving transmission capacity
in Italy, Germany, Belgium and the United
from Italy to Germany, France and Belgium via
Kingdom will be fully interconnected.
Switzerland. Together, the system operators
have developed a project to enable natural gas
to flow from Italy to northern Europe, where
Dunkirk-Zeebrugge connection takes shape
traditionally flows have always been in the
opposite direction.
Fluxys Belgium and the French transmission
system operator GRTgaz are working to provide
The information sessions formed part of a
new capacity linking the LNG terminal in
coordinated market process. Various market
Dunkirk with the Zeebrugge area. GRTgaz will
parties are very interested in the project, but
be laying a pipeline connecting their network to
due to a number of uncertainties – for example
the French-Belgian border, while Fluxys Belgium
regarding the fact that natural gas in France is
will build a new interconnection point in
odorised and the uncertainty surrounding exit
Alveringem and from there lay a pipeline further
tariffs applied to flows from Italy to Switzerland
down to Maldegem. That pipeline will connect
– grid users were reluctant to enter into a
with the east/west transmission axis through
binding commitment. These uncertainties are
Belgium, enabling grid users to forward their
being lifted and the system operators anticipate
gas to other European markets. This additional
being able to launch an open season in the
infrastructure will require an investment of
summer of 2014. In a first phase, the aim is to
€150 million on the part of Fluxys Belgium.
devise a solution for which a lower level of
investment is required than under the original
plan, with a view to making a decision in the
summer of 2014.
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Both TSOs are working together with a view to
-
having the new capacity ready for
commissioning by late 2015 coinciding with the
commissioning of the Dunkirk LNG terminal.
The prolonged cold weather meant that UK
storage facility levels were very low at the
-
end of the winter.
During the period in question, very little LNG
Fluxys Belgium plans to successfully complete
was being shipped to the United Kingdom;
the permitting process for the Alveringem-
which fits with the situation that since 2012,
Maldegem pipeline by the end of 2014, meaning
volumes of LNG shipped to Europe have
that construction works should be able to
been declining due to more favourable prices
commence in the spring of 2015. To that effect,
on Asian markets.
on 28 February 2014 the Flemish government
-
And in addition, due to maintenance work,
enacted the regional land-use plan for the
several sources of natural gas were
pipeline between Alveringem and Maldegem. In
unavailable to the UK market.
the meantime, all the relevant preparations will
be made, including conducting archaeological
A few months later, at the end of May, gas
surveys of the ground and clearing remnants of
flows via the Interconnector were completely
war.
reversed and peaks were recorded in
transmission from the UK to continental Europe.
At that particular time, demand for transmission
UK-Belgium connection remains highly
capacity to Germany was extremely high and
flexible
capacity sales on the Prisma platform
skyrocketed.
At the end of the winter, natural gas usually
flows from the United Kingdom to continental
In 2013, the connection between the UK and
Europe. However, in March 2013, unlike in
continental European markets via the
previous years, peak volumes of gas through
Interconnector and the Fluxys grid in Belgium
the Interconnector pipeline flowed in the
thus proved itself to be extremely flexible in
opposite direction. This was due to a
coping with unprecedented market contexts.
concurrence of circumstances:
During the year, Belgium became on the whole
-
Like its neighbours, the United Kingdom
a net exporter of natural gas to the United
experienced a long, harsh winter which
Kingdom: in 2012 Belgium had imported a net
pushed up demand for natural gas in the
volume of 35.6 TWh of natural gas from the UK,
UK.
compared to a net export of 8.3 TWh in 2013.
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Fluxys annual financial report 2013
Fluxys Europe acquired ConocoPhillips’ 10%
Fluxys acquires Finpipe from ENI and
stake in Interconnector (UK) on 26 February
Electrabel
2013. The move increased Fluxys Europe’s
direct participation in IUK to 25%. Together
On 9 July 2013, Fluxys acquired ENI's and
with Snam, Fluxys also holds a share of 31.5%
Electrabel's stakes (63% and 37% respectively)
in Interconnector (UK) and shareholder Caisse
in Finpipe. Finpipe owns the RTR pipeline
de dépôt et placement du Québec holds a
operated by Fluxys Belgium and connecting
33.5% stake in the company.
Zeebrugge and Eynatten on the Belgian-German
border.
Prisma provides simplified management of
cross-border flows
Project to merge Interconnector and
Zeebrugge Beach trading areas
Fluxys Belgium and Fluxys TENP were two of a
number of TSOs involved in setting up the
Interconnector (UK) Ltd and Fluxys Belgium are
Prisma European Capacity Platform, coupling
looking into how a new market model could be
the gas markets of seven countries in the heart
constructed if the Interconnector and
of Europe and thus simplifying mutual cross-
Zeebrugge Beach trading areas were to be
border flows in line with the agreed European
merged by the end of 2015. Such a merger
Network Code.
would mark the first time in Europe that crossborder market areas have been combined to
Fluxys TENP currently offers all its capacity
form a new entry/exit area with a view to
through Prisma. In 2013, Fluxys Belgium began
improving the services offered to the market.
offering short-term products at interconnection
Under the new model, Zeebrugge Beach would
points between the Belgian grid and the grids of
become a virtual trading point, there would be a
the Netherlands, Germany and France. This
robust connection between the UK, Belgian and
approach means that it is much easier for grid
Dutch trading areas, and it would be possible to
users to reserve capacity on both sides of the
implement the Network Codes for the
border in one go. In 2014, Fluxys Belgium will
Interconnector.
be extending its range of services by offering
short-term products at other interconnection
points, as well as monthly and quarterly
products.
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Moving towards an integrated European
gas market
2.4
CONNECTING MARKETS WITH NEW
SOURCES
In line with to the third package of European
legislative measures on energy, Europe’s
Fluxys participates in the TAP project
transmission system operators are working on
Network Codes which will set out the rules for
In mid-2013, Fluxys became a partner in the
gas market intergration in 12 different areas.
Trans Adriatic Pipeline (TAP) project to lay a
They are working together as part of the
pipeline to carry natural gas from the vast Shah
European Network of Transmission System
Deniz II gas field in Azerbaijan to southern Italy
Operators for Gas (ENTSOG). After the approval
via Greece, Albania and the Adriatic Sea. TAP is
in 2012 of the first Network Code on capacity
one component of the infrastructure which will
allocation mechanisms for existing capacity,
form a gas corridor in southern Europe and via
ENTSOG published in November 2013 the final
which it will be possible to convey natural gas
version of the Network Code on balancing. In
from Azerbaijan to many European markets.
December 2013, ENTSOG then submitted a new
version of the Network Code on interoperability
The choice of the Shah Deniz II field for the TAP
and data exchange rules to ACER. Furthermore,
project as the preferred route to bring gas from
in late 2013 ENTSOG was invited by the
Azerbaijan to Europe dovetails with the joint
European Commission to draw up a Network
project of Fluxys and Snam to enable gas flows
Code on harmonised tariff structures for natural
in the opposite direction, i.e. from Italy to
gas, a draft version is to be submitted to ACER
Germany, Belgium and the United Kingdom.
by the end of 2014. In addition ENTSOG has
Involvement in the project also marks further
been given the task to work out a Network Code
development in Fluxys' strategy to link up
on capacity allocation mechanisms for
markets and in doing so to bolster security of
incremental capacity by the end of 2014. Fluxys
supply and market liquidity in Europe.
taken a head start with the implementation of a
number of Network Codes, for example by
The TAP will connect with the TANAP (Trans
introducing its entry/exit system in Belgium and
Anatolian Pipeline) near the Turkish-Greek
participating in the Prisma platform.
border at Kipoi, cross Greece, Albania and the
Adriatic Sea, before coming ashore in Southern
Italy. Designed to expand the capacity from 10
to 20 bcm per year, TAP will open up the socalled Southern Gas Corridor, enhancing
Europe's energy security by providing a new
source of gas.
24
Fluxys annual financial report 2013
The pipeline will accommodate the supply of
Construction of new LNG terminal at
natural gas from Azerbaijan to a wide array of
Dunkirk well under way
markets in Europe:
-
-
TAP’s routing can facilitate gas supply to
Fluxys holds a 25% stake in the company
several southeastern European countries,
building the new LNG terminal at Dunkirk. This
including Albania, Bosnia and Herzegovina,
new terminal unlocks yearly an additional
Bulgaria, Croatia and Montenegro among
13 billion m³ of LNG that will become available
others.
for the French market. Through new
TAP’s landfall in Italy, the third largest gas
interconnections with the Fluxys grid, this
market in Europe, provides opportunities for
source will also be available to the broader
further transport of Caspian natural gas to
Northwestern European market.
some of Europe's largest markets such as
Germany, France and the UK, and also to
Works are on track for the terminal to be
Switzerland and Austria.
commissioned by late 2015. The staff who will
be operating the new facility have also begun
Together with the South Stream project, TAP
their thorough training, part of which is being
will constitute an additional supply line from
conducted at the LNG terminal in Zeebrugge.
emerging gas sources to Europe and is an ideal
starting point for Fluxys' involvement in the
further development in the southern European
NEL fully operational and Fluxys increases
region.
its share
TAP’s shareholders are Shah Deniz shareholders
The North European Gas Pipeline (NEL) receives
BP (20%), SOCAR (20%), Statoil (20%) and
gas flows from the North Stream pipeline, which
Total (10%), and Fluxys (16%), E.ON (9%) and
carries additional volumes of natural gas from
Axpo (5%).
Russia to Europe via the Baltic Sea. The NEL
enables additional volumes of natural gas from
Siberia to be conveyed to northwest Germany,
and, through its interconnections, provides
access for additional flow to the Belgian, Dutch,
French and UK markets. After the partial
commissioning of NEL in late 2012, the
pipeline's full capacity has been available for
commercial operation since early November
2013.
4th financial year
25
In October 2013, Fluxys increased its
FluxSwiss reacted swiftly to this challenging
shareholding in the NEL by acquiring a 4.87%
situation and prevented any shortfall from
share from E.ON, meaning that Fluxys
happening by selling large quantities of short-
Deutschland now manages 68 GW of capacity in
term capacity between Germany and Italy.
the NEL. Following on from the certification of
Fluxys TENP and Fluxys Belgium, Fluxys
Deutschland is now also a certified transmission
Fluxys TENP also surpasses sales targets
system operator.
In 2013, Fluxys TENP's two-pronged strategy
bore fruit: the usage of the TENP pipeline was
2.5
FLEXIBLE SERVICE OFFER
very high, all firm capacity was sold as was a
considerable volume of interruptible capacity,
Solid commercial strategy paying off in
and the company successfully highlighted the
Switzerland
benefits of its services on offer and favourable
tariffs through proactive market prospecting.
During the first half of 2013, prices on the
This approach produced the desired result: its
Italian gas trading point PSV were only little
sales targets were surpassed substantially and
higher than on its German counterpart NCG,
customer numbers rose by over 60% in 2013.
which meant that short-term demand for
transporting natural gas from Germany to Italy
via the Swiss Transitgas pipeline was subdued.
Rapidly expanding market for natural gas
In March, the spread between NCG and PSV
as a transport fuel
even turned negative. However, during the
second half of the year the situation reversed
With an emission profile that outperforms other
and by the end of 2013 FluxSwiss had been able
fossil fuels in all areas, natural gas has a very
to sell a high volume of short-term products.
promising future as a fuel for transport. Fluxys
Belgium was active on various fronts in 2013
In late 2013, the Italian system operator Snam
with a view to developing this market and all
introduced a new balancing regime encouraging
the evidence suggests that it is definitely
grid users to balance their incoming and
picking up. There was considerable interest in
outgoing flows on the grid within a shorter time
natural gas-powered cars at the Brussels Motor
frame. At the same time, the Italian
Show in early 2014, and a record number of
government decided to introduce a cap on the
trucks loaded at the Zeebrugge LNG terminal to
quantity of natural gas allowed to be withdrawn
supply, for example, filling stations for LNG-
from storage facilities. The combined effect of
powered trucks and to industrial sites as far
both measures prompted a significant rise in
away as Spain, Germany and Poland. A
demand for natural gas on the Italian market.
milestone was reached with Fluxys's decision to
26
Fluxys annual financial report 2013
invest in the construction of an LNG filling
2.6
COMPETITIVE TARIFFS
station in Veurne for haulage company Eric
Mattheeuws.
Tariffs among the most competitive in
Europe
In the shipping industry, too, there is growing
interest in LNG and Fluxys is examining with the
In Belgium and Germany, Fluxys is making a
various port authorities the investments needed
concerted effort to keep a competitive edge in
to develop LNG as a shipping fuel in Belgian
terms of tariffs. Back in late 2012 when the new
ports.
entry-exit market model was introduced, Fluxys
Belgium already reduced transmission tariffs by
approximately 6% compared with the previously
approved tariffs, and in 2013 a new proposal
has been launched to reduce the transmission
component of the storage tariff by almost 28%.
For its part, in 2012 Fluxys TENP reduced all its
tariffs by an average of 20% and tightened up
its pricing further still in 2013: on average, the
company has been able to keep its tariffs stable
in real terms (taking into account inflation),
making them considerably more competitive
than those of many other system operators in
Germany.
Particular efforts help to boost efficiency
Fluxys is striving to become more efficient,
achieve higher levels of performance and
become stronger in order to grow sustainably
and strengthen its position on the natural gas
market. It has therefore launched a programme
to enhance efficiency. Spread over a period of
three years, a series of measures will be
introduced to reduce operating costs by 10%
without compromising on safety.
4th financial year
27
2.7
PROMOTING LIQUID TRADING
PEGAS will further bolster liquidity at
POINTS
Belgian trading points
From mid-2014 onwards, traders on the Belgian
Further gas trading growth on ZTP and
trading points ZTP and Zeebrugge Beach will be
Zeebrugge Beach
able to conduct their transactions via the PanEuropean Gas Cooperation (PEGAS) platform.
As operator of both Zeebrugge Beach and the
With 140 members at present, PEGAS will boost
Zeebrugge Trading Point (ZTP), the subsidiary
transactions on Belgian trading points
Huberator provides a wide range of services for
substantially.
companies that trade volumes of gas. At the
end of 2013, Huberator counted 82 hub
customers. In 2013, a total of 771 TWh was
2.8
INVESTMENTS
traded on Zeebrugge Beach and ZTP combined,
which is an increase of almost 3% compared
In 2013, Fluxys carried out investment projects
with 2012 and it is the largest volume ever
totalling € 181.2 million. Fluxys invests in its 3
traded. A total of 52 companies are active on
main activities, natural gas transmission and
Zeebrugge Beach, trading an average volume of
storage and LNG terminalling. Of the total sum
2 TWh of natural gas a day. Building on its
invested, 55.6% went on infrastructure projects
promising start in late 2012, in 2013 ZTP
in Belgium and 44.4% on infrastructure projects
successfully confirmed its profile as an
and new shareholdings outside Belgium.
attractive trading place with
-
-
25 companies from different market
segments (producers, users and traders)
System operators in North-West Europe
that are active on the ZTP trading place;
publish a joint investment programme
a steady increase in traded volumes
throughout the year, and an average daily
On 5 November 2013, gas transmission system
traded volume of 335 GWh in early 2014.
operators in North-West Europe published the
NW GRIP (Gas Regional Investment Plan NorthWest Europe) for the period 2013-2022. A total
of 15 gas TSOs from nine countries are united
in the Gas Regional Initiative Northwest:
Belgium, Denmark, Germany, France, the
Republic of Ireland, Luxembourg, the
Netherlands, the UK and Sweden. The NW GRIP
2013 provides an overview of all relevant
developments in the region and specifically
28
Fluxys annual financial report 2013
focuses on projects that will have a direct
impact on capacity at the region's internal and
2.9
FLUXYS AWARDED TSO OF THE
YEAR
external borders.
Fluxys received at the European Gas Conference
in Vienna on 29 January 2014 the ‘TSO of the
year’ award celebrating the dedication, triumphs
and excellence of TSOs pioneering innovation,
inspiring others and achieving growth in the
European gas market.
This award is a tremendous thumbs-up for all
the men and women of Fluxys in Belgium,
Germany, Switzerland, the UK and France and
their commitment to develop our company as a
genuine European TSO. It is also an
encouragement to continue on our trail of
building strong partnerships in the industry and
to keep focused on connecting markets, gas
trading places and gas sources.
4th financial year
29
3. Fluxys group – 2013 results (in IFRS)
3.1
CONSOLIDATION SCOPE
The consolidation scope underwent the following
changes in 2013:
Fluxys
Fluxys Deutschland
Finpipe GIE: Fluxys and Fluxys Finance have
Fluxys Deutschland has increased its share of
acquired respectively 99% and 1% of the
joint ownership in the NEL (North European Gas
economic interest grouping Finpipe in July 2013
Pipeline) from 4.87% in the fourth quarter 2013
for an amount of €23.2 million. Finpipe is the
to bring it to a total of 23.87%. The joint
company giving the RTR installation in finance
ownership of NEL is integrated in the financial
lease to Fluxys Belgium. This contract contains
statements of Fluxys Deutschland.
a purchase option in 2015. This company is fully
consolidated.
Sale of Fluxys & Co in 2013
Fluxys Europe:
At the end of the fiscal year 2012, the group
has decided to proceed to the sale of the
Interconnector (UK) Ltd: Fluxys Europe has
subsidiary Fluxys & Co. The assets and liabilities
acquired an additional 10% stake in
of this company consisted of a 49% stake in the
Interconnector (UK) Ltd at the beginning of
Norwegian partnership Patrederiet BW Gas
2013. The total percentage directly held by
Fluxys DA, which owns BW GDF Suez LNG
Fluxys Europe in this company consequently
Boston and the financial instruments related
amounts to 25%. Interconnector (UK) is
thereto. For this reason these assets and
accounted for using the equity method.
liabilities were transferred on 31 December
2012 to ‘Assets intended for sale’ and ‘Liabilities
related to assets intended for sale’
30
Fluxys annual financial report 2013
Fluxys Belgium has exercised the put option in
Other participations
respect of GDF SUEZ. On 18 January 2013 the
company Fluxys & Co has been sold for an
Fluxys Europe has taken a 16% stake in the
amount of €70 million. The contribution of this
company ‘Trans Adriatic Pipeline’ (TAP),
company to the net result of the fiscal year
infrastructure to transmit gas from Azerbaijan
2012 amounted to €3.6 million.
to Europe via the Southern Corridor. By way of
this participation, the group pursues its strategy
which is to connect the markets in order to
enhance security of supply and liquidity in
Europe. This participation is not accounted for
using the equity method in the financial
statements of 2013, as the significant influence
is not yet demonstrated.
4th financial year
31
3.2
SUMMARY CONSOLIDATED INCOME STATEMENT
Fluxys’ consolidated income statement under IFRS
In thousands of €
935,448
22,080
-90,720
-224,092
-136,966
-13,005
-225,856
19,757
-1,535
285,111
3,581
6,982
-100,040
44,012
31-12-2012
revised
996,703
33,026
-61,414
-256,956
-135,701
-9,664
-229,563
23,167
-2,939
356,659
8,373
12,866
-102,797
14,450
239,646
289,551
-58,854
180,792
137,669
43,123
-81,159
208,392
152,911
55,481
31-12-2013
Operating revenue
Other operating income
Consumables, merchandise and supplies used
Miscellaneous goods and services
Employee expenses
Other operating charges
Net depreciation and amortisation
Net provisions
Impairment losses
Profit from continuing operations
Change in the fair value of financial instruments
Financial income
Financial expenses
Income from equity afffiliates
Profit from continuing operations after the net
financial result
Income tax expenses
Net profit for the period
Fluxys share
Non-controlling interests
Operating revenue. Operating revenue
Net profit for the period. The consolidated
amounted to €935,448,000 in 2013, compared
net profit was €180,792,000 in 2013 compared
with €996,703,000 in 2012, and comprised:
with €208,392,000 in 2012. The decrease of the
-
€616,483,000 from transmission, storage
profit is mainly due to the decrease of the profit
and terminalling activities in Belgium and
of FluxSwiss and the profit of the regulated
additional activities, i.e. 65.9% of the total
activities in Belgium.Those are negatively
-
operating revenue; and
impacted by the decline of the regulated yield
€318,965,000 from non-regulated activities
related to the historically low rates of the
in Belgium and from activities outside
Belgian government bonds (OLOs) registered in
Belgium, i.e. 34.1% of the total operating
2013.
revenue.
32
Fluxys annual financial report 2013
Consolidated statement of comprehensive income
In thousands of €
180,792
31-12-2012
revised
208,392
9,760
1,573
-3,326
-535
-14,813
-5,414
7,001
4,399
6,470
-4,531
2,346
-1,355
-3,102
38
4,336
-5,825
185,128
202,567
139,563
149,462
45,565
53,105
31-12-2013
Net profit for the period
Items that will not be reclassified subsequently to
profit or loss
Actuarial gains/losses on provisions for employee
benefits
Income tax expense on these variances
Items that may be reclassified subsequently
to profit or loss
Net investments in foreign operations – Translation
adjustments
Net investments in foreign operations – Hedging
instruments
Cash flow hedges
Other comprehensive income from companies
accounted for using the equity method
Income tax expense on other comprehensive
income
Other comprehensive income
Comprehensive income for the period
Fluxys share
Non-controlling interests
Consolidated statement of comprehensive
investments in CHF and GBP. It also includes
income. Other comprehensive income
changes in the fair value of instruments for
incorporates changes in the fair value of
converting the floating interest rate on loans
instruments acquired to hedge the foreign-
into a fixed rate.
exchange risk faced by the Group in its
4th financial year
33
3.3
SUMMARY OF CONSOLIDATED BALANCE SHEET
Consolidated balance sheet assets for Fluxys under IFRS
In thousands of €
31-12-2013
I. Non-current assets
Property, plant and equipment
Intangible assets
Goodwill
Investments accounted for using the equity method
Other financial assets
Finance lease receivables
Loans and receivables
Deferred tax assets
Ohter non current assets
II. Current assets
Inventories
Other current financial assets
Finance lease receivables
Income tax receivables
Trade and other receivables
Short-term investments
Cash and cash equivalents
Other current assets
Assets held for sale
Total assets
5,070,478
3,617,985
725,639
1,924
461,975
56,314
19,975
161,174
7,252
18,240
502,920
49,407
526
2,874
3,311
102,083
170,725
153,794
20,200
0
5,573,398
31-12-2012
revised
4,898,948
3,631,567
777,713
1,924
340,556
10,919
22,850
103,556
9,863
0
841,855
53,787
256
2,453
9,570
93,176
22,905
541,617
7,924
110,167
5,740,803
Non-current assets. Tangible assets include
transmission and storage network in Belgium
transmission assets (in Belgium, Germany,
and for the operation of the LNG terminal in
Switzerland, and our share in the pipeline between
Zeebrugge.
the Netherlands and the UK), storage assets at
Loenhout and terminalling assets at Zeebrugge.
The item ‘Investments accounted for using the
equity method’ mainly encompasses
Intangible assets are largely derived from
investments in Interconnector (UK) Ltd,
business combinations, and more particularly
Transitgas, TENP KG and Dunkerque LNG
from the entry of a proportion of the price paid
at the economic value of the goodwill of the
Current assets. The decrease in ‘Cash and
acquired companies, as well as such intangible
cash equivalents’ is mainly due to investments
assets as operating licences for the gas
made during the financial year.
34
Fluxys annual financial report 2013
Fluxys equity and liabilities under IFRS
In thousands of €
2,163,664
31-12-2012
revised
2,128,515
1,856,410
1,825,028
1,779,472
90,507
-13,569
307,254
3,076,455
2,351,894
4,316
50,828
3,833
665,584
333,279
192,771
8,009
3,550
156
39,126
86,676
2,991
0
5,573,398
1,776,899
50,445
-2,316
303,487
3,177,359
2,431,887
6,884
48,066
11,171
679,351
434,929
183,490
17,869
3,350
111
76,500
108,254
3,455
41,900
5,740,803
31-12-2013
I. Equity
Equity attributable to the parent company’s
shareholders
Share capital and share premiums
Retained earnings
Translation adjustments
Non-controlling interests
II. Non-current liabilities
Interest-bearing liabilities
Provisions
Provisions for employee benefits
Other financial liabilities
Deferred tax liabilities
III. Current liabilities
Interest-bearing liabilities
Provisions
Provisions for employee benefits
Other current financial liabilities
Income tax payables
Current trade and other payables
Other current liabilities
Liabilities related to assets held for sale
Total equity and liabilities
Equity. (See ‘Change in equity’ table below)
Current liabilities. The downward trend in
current liabilities results out of enrolments
Non-current liabilities. The downward trend
received and paid related to the financial year
in non-current liabilities is mainly due to the
2011. The decrease of the investments in
decrease in liabilities related to lease financing.
tangible fixed assets in 2013 explains the
evolution of debts to suppliers. Finally, the sale
of the company Fluxys & Co in January 2013
explains the balance of the variation.
4th financial year
35
3.4
CHANGE IN EQUITY
Change in equity
In thousands of €
Equity attributable to
the parent company’s
shareholders
Noncontrolling
interests
Total equity
1,825,028
303,487
2,128,515
CLOSING BALANCE AS AT 31-12-2012
revised
1. Comprehensive income for the financial year
2. Dividends paid
139,563
45,565
185,128
-110,754
-42,193
-152,947
3. Change in scope
0
0
0
4. Capital increases
2,573
0
2,573
0
395
395
1,856,410
307,254
2,163,664
5. Other changes
CLOSING BALANCE AS AT 31-12-2013
In 2012 and 2013, Fluxys carried out capital
These capital increases are part of the group’s
increases for a total amount of €145.5 million,
objective to maintain a solvency ratio of at least
of which €34.7 million uncalled. As a result of
one-third equity.
these capital increases the Société Fédérale de
Participations et d’Investissement (SFPI) has
Non-controlling interests amounting to
entered the capital of Fluxys as the employees
€307,254 thousand represent the 10.03% stake
of the group.
held in Fluxys Belgium SA and its subsidiaries as
well as the 49.8% stake and 5.0% stake
On 31 December 2013, the shareholder
respectively held in FluxSwiss and Huberator.
structure of Fluxys is as follows:
- 77.73%:
- 19.97%:
Publigaz
Caisse de dépôt et placement
du Québec
- 2.14%:
SFPI
- 0.16%:
Employees and management
36
Fluxys annual financial report 2013
3.5
SUMMARY CONSOLIDATED CASH FLOW STATEMENT
Summary of the consolidated cash flow statement
In thousands of €
31-12-2013
Cash and cash equivalents at the start of the period
Cash flows from operating activities (1)
Cash flows used in investment activities (2)
Cash flows used in financing activities (3)
Increase/decrease in cash
Translation adjustments in cash and cash equivalents
Cash and cash equivalents at the end of the period
31-12-2012
541,617
revised
259,608
382,665
470,580
-367,223
-348,421
-401,979
159,850
-386,537
282,009
-1,286
0
153,794
541,617
(1) Cash flows from operating activities also include changes in the working capital requirement.
(2) This amount takes disinvestments into account.
(3) These include dividends paid.
3.6
RESULTS OF SUBSIDIARIES
Fluxys Belgium SA (consolidated subsidiary
Fluxys LNG SA (consolidated subsidiary –
– Fluxys stake 89.97%). Fluxys Belgium is
Fluxys Belgium stake 99.99%, Flux Re
the independent operator of the natural gas
stake 0.01%). Fluxys LNG owns and operates
transmission and storage infrastructure in
the LNG terminal in Zeebrugge and sells
Belgium. Fluxys Belgium’s equity was
terminalling capacity and related services.
€810.1 million at 31 December 2013, compared
Fluxys LNG’s equity was €216.8 million at
with €852.5 million the previous year. The net
31 December 2013, compared with
profit for financial year 2013 was €55.7 million,
€225.9 million the previous year. The net profit
compared with €72.6 million in 2012.
for financial year 2013 was €13.9 million,
compared with €13.8 million in 2012.
4th financial year
37
Flux Re (consolidated subsidiary – Fluxys
Gas Management Services Limited
Belgium stake 100%). Flux Re is a
(consolidated subsidiary – Fluxys Europe
reinsurance company established under
stake 100%). All players in the natural gas
Luxembourg law in October 2007. Flux Re’s
chain, including producers, LNG importers,
equity was €4.8 million at 31 December 2013,
traders, suppliers and end users, can
just as the previous year.
subcontract follow-up of nominations for their
natural gas movements and transfers to the
operational support services offered by Gas
Fluxys Finance SA (consolidated subsidiary
Management Services Limited (GMSL). GMSL’s
– Fluxys stake 99.999%, Fluxys Europe
equity was €5.2 million at 31 December 2013,
stake 0.001%). Fluxys Finance is responsible
compared with €4.9 million the previous year.
for the consolidated management of the
The net profit for financial year 2013 was
liquidity of the Fluxys group, attending to the
€4.6 million, compared with €4.4 million in
group’s financing needs, and managing the
2012.
financial risks at all levels of the group.
Fluxys Finance’s equity was €122.3 million at
31 December 2013, compared with
Fluxys BBL BV (consolidated subsidiary –
€122.0 million the previous year. The net profit
Fluxys Europe stake 100%). Fluxys BBL is a
for financial year 2013 was €5.7 million,
company established under Dutch law. The
compared with €7.2 million in 2012.
company holds a 20% stake in BBL Company
VOF, which operates and commercialises the
subsea natural gas pipeline between Bacton and
Fluxys Europe BV (consolidated subsidiary
Balgzand. Fluxys BBL’s equity was €46.3 million
– Fluxys stake 100%). Fluxys Europe is a
at 31 December 2013, compared with
company established under Dutch law. It
€37 million the previous year. The net profit for
incorporates Fluxys’ non-regulated activities in
financial year 2013 was €9.2 million, compared
Belgium and its activities outside Belgium.
with €8.0 million in 2012.
Fluxys Europe’s equity was €408.6 million at
31 December 2013, compared with
€377.1 million the previous year. The net profit
for financial year 2013 was €51.5 million,
compared with €13.5 million in 2012.
38
Fluxys annual financial report 2013
Fluxys Deutschland GmbH (consolidated
subsidiary – Fluxys Europe stake 100%).
Fluxys Deutschland is a company established
Dunkerque LNG SAS (consolidated using
under German law, which incorporates the
the equity method – Fluxys Europe stake
23.87% stake in the North European Gas
25%). Dunkerque LNG SAS is a company
Pipeline (NEL). Fluxys Deutschland’s equity was
established under French law and is owner of
€98.9 million at 31 December 2013, compared
the LNG terminal project in Dunkirk.
with €78.4 million the previous year. The net
Dunkerque LNG’s equity was €344.9 million at
loss for financial year 2013 was € 4.5 million
31 December 2013, compared with
compared to € 3.2 million in 2012.
€105.4 million the previous year. The net loss
for financial year 2013 was € 20.9. million
compared to € 10.7 million in 2012.
FluxSwiss SAGL (consolidated subsidiary –
Fluxys Europe stake 50.2%). FluxSwiss is a
company established under Swiss law. It owns
Gaz-Opale SAS (consolidated using the
46% of Transitgas AG and as an independent
equity method – Fluxys Europe stake 49%,
transmission system operator has the right to
Dunkerque LNG stake 51%). Gaz-Opale is a
commercialise 90% of capacity in the Transitgas
company established under French law and was
pipeline. FluxSwiss’ equity was CHF 431.8
set up by Fluxys, in partnership with
million at 31 December 2013 compared with
Dunkerque LNG, to oversee operation of the
CHF 457.7 million the previous year. The net
LNG terminal. Gaz-Opale’s equity was
profit for financial year 2013 was CHF 40.9
€0.2 million at 31 December 2013, just as the
million compared with CHF86.1 million the
previous year.
previous year..
Huberator (consolidated subsidiary –
Fluxys TENP GmbH (consolidated
Fluxys Europe stake 90%). Huberator is the
subsidiary – Fluxys Europe stake 100%).
operator of Zeebrugge Beach and Zeebrugge
Fluxys TENP is a company established under
Trading Point (ZTP) and provides a package of
German law. It has a 49% stake in the owner of
services to customers trading volumes of gas.
the TENP pipeline, TENP KG, and a 50% stake in
Huberator’s equity was €0.4 million at
TENP GmbH, which operates the pipeline.
31 December 2013, compared with €4.2 million
Fluxys TENP’s equity was €49.4 million at
the previous year. The net profit for financial
31 December 2013, compared with
year 2013 was €4.4 million, compared with
€45.4 million the previous year. The net profit
€5.2 million in 2012.
for financial year 2013 was €4.1 million,
compared with €8.0 million in 2012.
4th financial year
39
Interconnector (UK) Limited (consolidated
C4Gas (non-consolidated company – Fluxys
using the equity method - Fluxys Europe
Europe stake 10%). C4Gas is a public limited
stake 25% on 31 December 2013).
company that is jointly managed with GDF
Interconnector (UK) Limited (IUK), a company
SUEZ. The company mission is to improve
established under British law in 1994, operates
purchases and increase supply chain efficiencies
the 235-km subsea natural gas pipeline and the
in the European gas transportation industry.
coastal landing terminals at Bacton in the
The company provides added value services for
United Kingdom and Zeebrugge for the
both suppliers and buyers of gas industry
transmission of natural gas in both directions
related products and services.
between the United Kingdom and continental
Europe. The equity of Interconnector (UK)
Limited amount to GBP 49.2 million on 31
Finpipe (consolidated company – Fluxys SA
December 2013, compared with GBP65.3 million
stake 99%, Fluxys Finance stake 1%).
the previous year. The net profit for financial
Finpipe GIE: Fluxys and Fluxys Finance have
year 2013 was GBP 90.7 million, compared with
acquired respectively 99% and 1% of the
GBP84.4 million in 2012.
economic interest grouping Finpipe in July 2013
for an amount of €23.2 million. Finpipe is the
company giving the RTR installation in finance
Gasbridge 1 and Gasbridge 2 (Gasbridge 1
lease to Fluxys Belgium. This contract contains
consolidated subsidiary & Gasbridge 2
a purchase option in 2015. This company is fully
consolidated using the equity method –
consolidated. Finpipe’s equity was €12.4 million
Fluxys Europe stake in each 50%).
at 31 December 2013. The net profit for
Gasbridge 1 and Gasbridge 2 were set up to
financial year 2013 was €2.8 million.
acquire shareholdings in Interconnector (UK),
Huberator and Interconnector Zeebrugge
Terminal, in partnership with Snam. Gasbridge
1 and 2 have a combined stake of 31.5% in
Interconnector (UK). The equity of each of the
Gasbridges was €127.1 million at 31 December
2013. The net profit of each of the Gasbridges
for financial year 2013 was €6.7 million.
40
Fluxys annual financial report 2013
TAP (non-consolidated company – Fluxys
which is to connect the markets to enhance
Europe stake 16%).
security of supply and liquidity in Europe. This
Fluxys Europe has taken a 16% stake in the
participation is not accounted for using the
company ‘Trans Adriatic Pipeline’ (TAP),
equity method in the financial statements of
infrastructure to transmit gas from Azerbaijan
2013, as the significant influence is not yet
to Europe via the Southern Corridor. By way of
demonstrated.
this participation, the group pursues its strategy
4. Fluxys SA – 2013 results (Belgian GAAP)
Fluxys’ net profit for 2013 was €125,953
thousand compared with €264,800 thousand in
If the proposal for the allocation of the profit is
2012. The profit for the financial year mainly
accepted at the General Meeting, the gross
consists of the dividends paid by Fluxys Belgium
dividend for 2013 financial year will be
(€101,147 thousand), Fluxys Europe (€20,000
€119,655 thousand.
thousand) and by Fluxys Finance (€6,897
thousand).
5. Outlook 2014
Given the expansion of the company’s business
dividend at the end of the 2014 financial year
activities and barring any unforeseen
that is at least equal to the recurring dividend
circumstances, Fluxys expects to pay out a
for 2013 if OLO rates remain at the same level.
4th financial year
41
6. Principal risks, uncertainties and opportunities
6.1
THE FRAMEWORK
more acceptable level if necessary and about
emerging risks. The impact of all risks is
Legal aspects. Fluxys is a company created in
evaluated either semi-quantitatively (impact as
Belgium and therefore subject to the Belgian
a percentage of the EBITDA) or qualitatively
legislation. In addition to its Articles of
(impact on reputation). Beside the evaluation of
Association, Fluxys developed a corporate
the impact, an estimate of the likelihood of the
governance charter that describes, within the
risk to become a fact is also made.
confinements of the Belgian law, the company’s
functioning. Among others, the corporate
Risks are grouped in three categories:
governance charter holds internal organisation
1. Non-acceptable risks, i.e. risks with often a
rules for the Audit Committe and the
high likelihood of occurring and a high
Appointment and remuneration Committee, set
impact; these risks must be softened /
up in the heart of the Board of Directors.
mitigated to reduce either the likelihood or
the impact, or both. For each of these risks,
Code of Conduct. Furthermore, Fluxys has
the business unit manager and/or risk owner
established a Code of Conduct, describing the
examines the possibilities to mitigate these
principles of integrity, ethics and general
risks and an action plan is developed to
conduct that are applicable for all employees of
reduce the risk.
the Fluxys organisation.
2. Medium risks, i.e. risks that require a close
follow-up of actual measures in place to
reduce the risks. Additional measures may
6.2
GENERAL IMPLEMENTATION
be desired and should be considered on two
dimensions: cost versus resulting reduction
Guideline. Fluxys has established a risk
management system on the basis of the COSO
framework. A guideline describes which risk
of likelihood or impact and technical
feasibility.
3. Low risks, i.e. risks with a low impact and/or
management related activities have to be
likelihood. For these risks a close follow-up
performed when and by whom.
of actual measures in place is normally
sufficient and no additional measures are
In each subsidiary a risk owner has been
required as the risk is acceptable. However,
designated. On an annual basis, this risk owner
the principles of continuous improvement
is to inform the Fluxys risk manager about the
also apply for these risks.
status of the already identified risks, the
ongoing action plans to further reduce risks to a
42
Fluxys annual financial report 2013
In addition to the annual update of the risk
The market dynamic also brings with it a raft of
register, risk information as well as information
opportunities. For example, Zeebrugge as a
on action plans to reduce risks is shared with
logistical hub will gain even greater clout from
the Internal Audit Department, allowing the
the new transmission capacity to be built
department to follow up on the effectiveness
between Dunkirk and Zeebrugge and from the
and efficiency of the mitigating actions.
expansions of the network in Germany and
Furthermore, on a quarterly basis, all
Switzerland, where the group also had the
subsidiaries are to report on any ongoing or
opportunity to sell short-term capacity.
new legal proceedings with an estimation of the
impact and likely outcome, to enable the
Where the TAP project is concerned, the
necessary actions and provisions to be
political risks are covered by an
undertaken.
Intergovernmental Agreement (IGA) between
Switzerland, Italy, Albania and Greece, and a
Reporting to the Audit Committee. Every
Host Government Agreement (HGA) with
year the Audit Committee is informed about the
Albania and Greece. In 2013, these treaties
risk management method and the most
were ratified by the countries involved. As a
important risks as well as the mitigating
result, the TAP project has taken on
measures.
international significance and will benefit from a
high level of protection, for example as regards
pipeline routes and taxation.
6.3
OVERVIEW OF THE MAJOR RISK
AREAS
To develop its activities, Fluxys also looks for
strong financial and industrial partners such as
Growth in activity. In a bid to safeguard its
GIP and Snam to collaborate with.
future growth and profitability on a European
gas market undergoing sweeping changes,
Macro-economic and cyclical risks. The
Fluxys wishes to seize opportunities to invest in
economic crisis is depressing the demand for
new and existing network or pipeline projects.
natural gas. This could lead to a reduction in
Implementing such projects could give rise to
booked capacities and could affect the
various risks and uncertainties, such as
consolidated results of the Fluxys group.
differences in corporate culture, services,
regulation and markets as well as operational
and technical risks. Fluxys conducts an in-depth
potential risk analysis for each project. The risks
associated with projects in which Fluxys takes
part are no greater than the risk profile
accepted by the shareholders.
4th financial year
43
Commercial risk. The current market situation
longer being covered through long-term
puts both transmission and storage of natural
contracts. By monitoring the market closely
gas under pressure, which has an impact on the
and organising targeted marketing
amount of capacity actually reserved. In this
campaigns on the one hand, and offering
context, Fluxys and its subsidiaries are working
competitive tariffs on the other, Fluxys is
hard to make their services even more
reducing the associated risks as far as
attractive and to keep their tariffs as
possible.
competitive as possible.
-
-
Given the overall bleak economic situation in
Regulatory framework. The Fluxys group
Europe, demand for natural gas is falling. As
operates in an ever more tightly regulated
a result, certain projects for new
sector. In Belgium, Fluxys Belgium and
connections on the Fluxys Belgium grid are
Fluxys LNG are subject to the Gas Act of
being postponed.
12 April 1965 concerning the transmission of
As CO2 certificate prices are too low, natural
gaseous and other products by pipeline, as
gas-fired power stations are facing stiff
subsequently amended. Natural gas
competition from other means of electricity
transmission, natural gas storage and LNG
generation (renewable energy and coal).
terminalling activities are regulated in Belgium.
The result is that a number of existing
Subsidiaries in the rest of the European Union
power stations are being temporarily, and in
are subject to the regulatory framework of their
some cases permanently, shut down and
respective host countries.
new power plant projects are being
-
postponed. This of course affects the
The regulatory framework for activities in
amount of capacity being reserved.
Belgium and the rest of the EU is heavily
In addition, Fluxys Belgium's storage activity
governed by European law (especially Directive
is facing particularly fierce competition for
2009/73/EC concerning common rules for the
annual contracts due to an increased offer of
internal market in natural gas, and Regulation
storage and other flexibility services in
(EC) No. 715/2009 on conditions for access to
Europe, partly because the summer/winter
natural gas transmission networks), which
gas price spread is too small. For the first
Fluxys duly takes into account. Therefore, any
time ever, storage capacity at Loenhout was
change in the regulatory framework applicable
not entirely sold: for storage year 2013-
to the Fluxys group can have an impact on its
2014, all injection and sendout capacity was
activities, financial position and results.
sold but only 93% of the storage volume.
-
While the number of long-term contracts is
dwindling, the number of short-term
transmission contracts is on the rise. This
trend is resulting in grid investments no
44
Fluxys annual financial report 2013
Exchange risk. Some of the Fluxys group’s
Interest risk. Some of the Fluxys group’s
current cash flows are exchanged in currencies
current loans were taken out at floating interest
other than euro, primarily in CHF, GBP and
rates. A fluctuation in interest rates could affect
USD. Since the euro is the Fluxys group’s base
Fluxys’ income statement. However, in line with
currency, a fluctuation in the exchange rate
the group’s financial policy, these risks are
between the euro and the cash flows in foreign
hedged as much as possible by financial
currencies could affect Fluxys’ income
instruments such as interest rate swaps.
statement and consolidated balance sheet when
these currencies are converted into euro.
Counterparty risk. Cash surpluses belonging
However, in line with the group’s financial
to Fluxys group subsidiaries are deposited with
policy, these risks are hedged as much as
Fluxys Finance under cash pooling agreements.
possible by financial instruments such as foreign
For Fluxys Finance, the risk of counterparties
exchange swaps, forwards and cross currency
defaulting is very small, since Fluxys Finance
rate swaps. As far as possible, these financial
invests the cash surplus with prominent
instruments are booked according to the
financial institutions, in financial instruments
principles of hedge accounting, so that the
issued by companies with high ratings, or in
accounting impact of exchange-rate variations
financial instruments issued by companies in
on the income statement is limited.
which a creditworthy government is the
majority shareholder or which are underwritten
The USD exchange risk disappeared in the first
by a creditworthy European state.
quarter of 2013 following the sale on
18 January 2013 of Fluxys & Co, the subsidiary
To manage the risk of customer insolvency,
to which the USD exchange risk and associated
Fluxys performs a credit analysis of its customer
hedging related.
base in terms of profitability, liquidity and
solvency. This analysis is supplemented with
external credit rating information where this
exists. Major suppliers are also screened for
their financial strength and creditworthiness in
order to safeguard the long-term prospects of
the collaboration.
4th financial year
45
7. Significant events after the balance sheet date
7.1
FLUXYS AND SNAM SIGN MOU TO
COMBINE THEIR INTERNATIONAL
ASSETS IN
EUROPE
7.2
FLUXYS AND YAMAL LNG SIGN
COOPERATION AGREEMENT ON
LNG TRANSSHIPMENT
In March 2014 Fluxys and Snam signed a
In April 2014 Fluxys and Yamal LNG and Fluxys
Memorandum of Understanding have agreed to
signed an agreement outlining the parameters
assess and evaluate the set-up of a jointly
of cooperation regarding transshipment services
controlled company for the integrated
at the Zeebrugge LNG terminal for LNG shipped
management of the companies’ international
from Yamal LNG’s liquefaction terminal in
assets across Europe. The joint company under
Russia. The first train of the terminal is
consideration would combine Fluxys’ and
scheduled to be commissioned in 2017. The
Snam’s international assets located on the
transshipment platform in Europe will be an
South-North and East-West corridors with the
integral part of the logistical chain enabling LNG
exclusion of the Belgian and Italian domestic
supply from Yamal to reach the Asian-Pacific
markets and would play a key role as facilitator
countries when winter navigation is closed at
of the creation of deeper market flexibility and
the Arctic Ocean’s Northern Sea Route, thus
liquidity through an enhanced interconnection of
ensuring year-round LNG supplies to this region.
the European gas networks and markets.
Fluxys will now carry out all technical,
permitting and regulatory processes with a view
to provide LNG transshipment services.
46
Fluxys annual financial report 2013
8. Research and development
During the period under review, Fluxys was
Biogas injection. Biogas is gas produced from
involved in research and development projects
waste and, like natural gas, comprises
relating to metrology, safe operation of natural
predominantly methane. Fluxys Belgium is
gas pipelines and facilities, facility design,
involved in a study to determine the biogas
exchange of operational data and ICT
composition required for it to be injected into a
applications for customers, and new applications
natural gas grid, and to ascertain the effect of
for natural-gas use. Since 2012, the company
mixing natural gas with biogas.
increasingly has been focussing on developing
new niches for natural-gas use.
Power-to-gas. Power-to-gas is a technology
for converting surpluses of electricity generated
Study of LNG bunker terminals in the port
from renewable sources such as wind and sun
of Antwerp. Fluxys Belgium is keen to diversify
into hydrogen or synthetic natural gas. By doing
the Zeebrugge LNG terminal into a hub for
this, the gas infrastructure could be used to
small-scale LNG, primarily as a fuel for ships
temporarily store energy– which is not possible
and trucks.
with electricity. In 2014, Fluxys Belgium will be
actively seeking out partners with whom to
launch a power-to-gas project in Belgium.
Due to its low emissions, LNG is an important
alternative for shipping companies given the
more stringent sulphur-emissions legislation
In 2013, Fluxys Belgium joined forces with ten
due to come into force for the Channel, the
other European companies on the North Sea
North Sea and the Baltic Sea in 2015.
Power-to-Gas Platform. The platform is to be a
forum for all actors in the North Sea countries
to follow technological developments and share
From Zeebrugge, it is possible to supply LNG to
best practices. Within the framework of the
every port in Belgium and Northwest Europe.
platform, Fluxys Belgium is working on a joint
Against this backdrop the Port of Antwerp
study to determine the allowed level of
requested Fluxys Belgium in 2013 with
hydrogen in the different natural gas systems.
investigating the safety aspects of small-scale
The EU Member States currently apply varying
LNG facilities – bunker terminals to supply both
limits on hydrogen concentrations, and the
oceangoing and inland vessels – at various sites
study's findings should enable all these limits to
of SEVESO companies within the port area.
be harmonised. It will also identify those
4th financial year
47
applications for which further research is
required before hydrogen injection can be
considered.
9. Corporate governance
9.1
CHANGES IN SHAREHOLDER
9.2
REMUNERATION
STRUCTURE
With the exception of the Managing Director,
Employees and management become
members of the Board of Directors receive no
shareholders through capital increase
remuneration for their mandates.
In November 2012 and again in February 2013,
In 2013, the remuneration awarded to Walter
Fluxys employees and management were given
Peeraer, Managing Director of Fluxys and
the opportunity to become shareholders in the
Chairman of the Executive Board of subsidiary
group. A considerable portion of the employees
Fluxys Belgium, was spread over these two
and management in Belgium, France, the United
mandates. In 2013, Walter Peeraer received a
Kingdom, Germany and Switzerland took part in
remuneration totalling €766,331, of which
the plan and in so doing gave themselves the
€573,051 was for his position at subsidiary
opportunity to participate in laying the
Fluxys Belgium:
foundation for the group's growth potential. By
taking the step to become shareholder, they
Basic salary
demonstrated their loyalty to and confidence in
Variable remuneration
€200,070
Fluxys. Together, the new shareholders easily
Pension
€155,442
reached the limit set of almost €3 million (0.2%
Other components
of capital).
Total
€390,000
€20,819
€766,331
At the explicit request of Walter Peeraer, he
waived 10% of his basic salary for 2014 and
10% of his variable remuneration in 2013. The
ratio in the multi-employer contract was also
adjusted.
48
Fluxys annual financial report 2013
As Managing Director, Walter Peeraer is
On 31 January 2014, the cooperation between
supported by a three-member management
Fluxys and Chief Financial Officer Jean-Luc
team. Within the framework of the multi-
Vandebroek was terminated by mutual
employer contract, the remuneration of these
agreement. Paul Tummers has been serving as
members – Pascal De Buck, Peter Verhaeghe
acting CFO since that date pending his definitive
and Jean-Luc Vandebroek – for 2013 was
appointment on 26 March 2014.
spread between Fluxys and its subsidiary Fluxys
Belgium as they also are members of the Fluxys
Belgium Executive Board.
4th financial year
49
50
Fluxys – Annual financial report 2013
II. CONSOLIDATED FINANCIAL STATEMENTS UNDER
IFRS
4th financial year
51
1. General information on the company
Corporate name and registered office. The
Group activities. The Fluxys group’s activities
registered office of the parent company Fluxys
are essentially split into two arms.
SA is Avenue des Arts 31, B – 1040 Brussels,
Belgium.
The first focuses on the transmission and
storage of natural gas as well as terminalling
services for liquefied natural gas (LNG) in
Belgium. In addition to these activities which fall
under the Gas Act1, the Fluxys group also
carries out complementary services related to
these main activities.
The second covers the management of nonregulated activities in Belgium and activities
outside Belgium.
Please refer to the specific chapters in the
directors’ report for further information on these
activities.
1
Act of 12 April 1965 concerning the transmission of
gaseous and other products by pipelines, as later
amended.
52
Fluxys – Annual financial report 2013
2. Consolidated financial statements of the Fluxys group under
IFRS
A. Consolidated balance sheet
Consolidated balance sheet
Note
I. Non-current assets
In thousands of €
31-12-2012
31-12-2013
revised
5,070,478
4,898,948
Property, plant and equipment
12
3,617,985
3,631,567
Intangible assets
13
725,639
777,713
Goodwill
14
1,924
1,924
Investments accounted for using the equity method
15
461,975
340,556
16/33
56,314
10,919
Finance lease receivables
17
19,975
22,850
Loans and receivables
18
161,174
103,556
Deferred tax assets
28
7,252
9,863
Other non-current assets
27
18,240
0
Other financial assets
II. Current assets
502,920
841,855
Inventories
19
49,407
53,787
Other current financial assets
33
526
256
Finance lease receivables
17
2,874
2,453
Current tax receivable
20
3,311
9,570
Trade and other receivables
21
102,083
93,176
Short-term investments
22
170,725
22,905
Cash and cash equivalents
22
153,794
541,617
Other current assets
23
20,200
7,924
Assets held for sale
3
0
110,167
5,573,398
5,740,803
Total assets
4th financial year
53
Consolidated balance sheet
In thousands of €
Note
I. Equity
24
31-12-2012
revised
2,163,664
2,128,515
Equity attributable to the parent company’s
shareholders
1,856,410
1,825,028
Share capital and share premiums
1,779,472
1,776,899
90,507
50,445
-13,569
-2,316
307,254
303,487
3,076,455
3,177,359
Retained earnings and other reserves
Translation adjustments
Non-controlling interests
II. Non-current liabilities
Interest-bearing borrowings
25
2,351,894
2,431,887
Provisions
26
4,316
6,884
Provisions for employee benefits
27
50,828
48,066
Other non-current financial liabilities
33
3,833
11,171
Deferred tax liabilities
28
665,584
679,351
333,279
434,929
III. Current liabilities
Interest-bearing borrowings
25
192,771
183,490
Provisions
26
8,009
17,869
Provisions for employee benefits
27
3,550
3,350
Other current financial liabilities
33
156
111
Current tax payable
29
39,126
76,500
Trade and other payables
30
86,676
108,254
Other current liabilities
31
2,991
3,455
0
41,900
5,573,398
5,740,803
Liabilities related to assets held for sale
Total liabilities and equity
54
31-12-2013
3
Fluxys – Annual financial report 2013
B. Consolidated income statement
Consolidated income statement
In thousands of €
Note
31-12-2013
31-12-2012
revised
Operating revenue
4
935,448
996,703
Other operating income
5
22,080
33,026
Consumables, merchandise and supplies used
6
-90,720
-61,414
Miscellaneous goods and services
6
-224,092
-256,956
Employee expenses
6
-136,966
-135,701
Other operating charges
6
-13,005
-9,664
Net depreciation and amortisation
6
-225,856
-229,563
Net provisions
6
19,757
23,167
Impairment losses
6
Profit from continuing operations
-1,535
-2,939
285,111
356,659
Change in the fair value of financial instruments
8
3,581
8,373
Financial income
7
6,982
12,866
Financial expenses
8
-100,040
-102,797
Income from equity affiliates
9
44,012
14,450
239,646
289,551
Profit from continuing operations after the net financial
result
Income tax expenses
10
-58,854
-81,159
Net profit for the period
11
180,792
208,392
137,669
152,911
43,123
55,481
Fluxys share
Non-controlling interests
4th financial year
55
C. Consolidated statement of comprehensive income
Consolidated statement of comprehensive income
In thousands of €
11
180,792
31-12-2012
revised
208,392
26
9,760
1,573
-3,326
-535
-14,813
-5,414
Note
Net profit for the period
31-12-2013
Items that will not be reclassified subsequently to
profit or loss
Actuarial gains/losses on provisions for employee benefits
Income tax expense on these variances
Items that may be reclassified subsequently to profit
or loss
Net investments in foreign operations – Translation
adjustments
Net investments in foreign operations – Hedging instruments
33
7,001
4,399
Cash flow hedges
33
6,470
-4,531
2,346
-1,355
Other comprehensive income from companies accounted for
using the equity method
Income tax expense on other comprehensive income
-3,102
38
Other comprehensive income
4,336
-5,825
185,128
202,567
139,563
149,462
45,565
53,105
Comprehensive income for the period
Fluxys share
Non-controlling interests
56
Fluxys – Annual financial report 2013
D. Consolidated statement of changes in equity
Consolidated statement of changes in equity
I. OPENING BALANCE AS AT 31-12-2011
Cash flow
hedge
Retained
earnings
Share
premium
Share
capital
1,624,986
43,709
1. Comprehensive income for the period
0
2. Dividends paid
0
3. Change in consolidation scope
60,745
-7,031
0
152,911
-2,471
0
-158,014
0
0
0
4,147
3,501
71,228
36,976
0
0
0
0
0
0
1,696,214
80,685
59,789
-6,001
1. Comprehensive income for the period
0
0
137,669
3,849
2. Dividends paid
0
0
-110,754
0
0
0
0
0
2,382
191
0
0
4. Capital increases
5. Other variations
II. CLOSING BALANCE AS AT 31-12-2012
REVISED
3. Change in consolidation scope
4. Capital increases
5. Other variations
III. CLOSING BALANCE AS AT 31-12-2013
4th financial year
0
0
0
0
1,698,596
80,876
86,704
-2,152
57
In thousands of €
Hedges of net
investments in
foreign
operations
-3,656
Reserves
for
employee
benefits
-4,123
5,987
1,720,617
156,695
3,473
963
-5,414
149,462
53,105
202,567
0
0
0
-158,014
-63,023
-221,037
0
0
-2,889
4,759
156,710
161,469
0
0
0
108,204
0
108,204
0
0
0
0
0
0
-183
-3,160
-2,316
1,825,028
303,487
2,128,515
4,130
5,168
-11,253
139,563
45,565
185,128
0
0
0
-110,754
-42,193
-152,947
0
0
0
0
0
0
0
0
2,573
0
0
0
0
395
395
3,947
2,008
-13,569
1,856,410
307,254
2,163,664
58
Translation
adjustments
Equity attributable to the
parent company’s
shareholders
Non-controlling
interests
Total equity
1,877,312
0
2,573
Fluxys – Annual financial report 2013
E. Consolidated statement of cash flows (indirect method)
Consolidated statement of cash flows (indirect method)
In thousands of €
I. Cash and cash equivalents, beginning balance
541,617
31-12-2012
revised
259,608
II. Net cash flows relating to operating activities
382,665
470,580
1. Cash flows from operating activities
404,228
541,165
1.1. Profit from operations
285,111
356,659
1.2. Non cash adjustments
31-12-2013
187,333
199,367
1.2.1. Amortisation and depreciation
225,856
229,563
1.2.2. Provisions
-19,757
-23,167
1.2.3. Impairment losses
1.2.4. Translation adjustments
1.2.5. Other non cash adjustments
1,535
2,939
-14,812
-3,671
-5,489
-6,297
-68,216
-14,861
1.3.1. Inventories
4,380
-10,452
1.3.2. Tax receivable
6,259
0
1.3. Changes in working capital
-8,907
42,525
1.3.4. Other current assets
-11,136
692
1.3.5. Tax payable
-35,235
0
1.3.6. Trade and other payables
-21,578
-50,604
1.3.3. Trade and other receivables
1.3.7. Other current liabilities
1.3.8. Other changes in working capital
2. Cash flows relating to other operating activities
2.1. Tax receivable
2.2. Interests from marketable securities, cash and cash equivalents
2.3. Inflows related to companies accounted for using the equity
method
2.4. Other inflows (outflows) relating to other operating activities
4th financial year
-464
39
-1,535
2,939
-21,563
-70,585
-81,180
-97,293
6,758
10,805
54,246
16,758
-1,387
-855
59
Consolidated statement of cash flows (indirect method)
31-12-2013
In thousands of €
31-12-2012
revised
III. Net cash flows relating to investing activities
-367,223
-348,421
1. Acquisitions
-452,533
-366,128
-189,207
-163,506
-200,410
-197,691
1.1.Payments to acquire property, plant and equipment, and intangible
assets
1.2. Payments to acquire subsidiaries, joint ventures or associates
1.3. Payments to acquire other financial assets
2. Disposals
2.1. Proceeds from disposal of property, plant and equipment, and
intangible assets
2.2. Proceeds from disposal of subsidiaries, joint ventures or associates
2.3. Proceeds from disposal of other financial assets
3. Dividends received classified as investing activities
4. Government grants received
5. Other cash flows relating to investing activities
IV. Net cash flows relating to financing activities
1. Proceeds from cash flows from financing
-62,916
-4,931
84,714
13,742
10,845
10,792
70,000
0
3,869
2,950
39
270
557
3,695
0
0
-401,979
159,850
118,459
780,766
2,573
108,204
1.2. Proceeds from sale of shares
0
160,474
1.3. Proceeds from finance leases
2,454
2,067
1.4. Proceeds from other non-current assets
3,160
5,841
1.1. Proceeds from issuance of equity instruments
0
0
110,272
504,180
-121,661
-307,177
2.1. Repurchase of equity instruments subsequently cancelled
0
0
2.2. Purchase of treasury shares
0
0
-61,310
-78,542
1.5. Proceeds from issuance of compound financial instruments
1.6. Proceeds from issuance of other financial liabilities
2. Repayments relating to cash flows from financing
2.3. Repayment of finance lease liabilities
2.4. Redemption of compound financial instruments
2.5. Repayment of other financial liabilities
60
0
0
-60,351
-228,635
Fluxys – Annual financial report 2013
Consolidated statement of cash flows (indirect method)
31-12-2013
3. Interest
3.1. Interest paid classified as financing
In thousands of €
31-12-2012
revised
-98,010
-86,781
-98,195
-87,105
185
324
4. Dividends paid
-152,947
-221,037
5. Increase (-) / Decrease (+) of short-term investments
-147,820
-5,921
0
0
3.2. Interest received classified as financing
6. Bank overdrafts increased (decreased)
7. Other cash flows relating to financing activities
V. Net change in cash and cash equivalents
Translation adjustments in cash and cash equivalents
VI. Cash and cash equivalents, ending balance
4th financial year
0
0
-386,537
282,009
-1,286
0
153,794
541,617
61
3. Notes
NOTE 1A. SHAREHOLDER STRUCTURE AND
CAPITAL INCREASES
NOTE 1B. STATEMENT OF COMPLIANCE
WITH IFRS
Publigas established the public limited company
The consolidated financial statements of the
Fluxys on 12 July 2010, into which it transferred
Fluxys group have been prepared in accordance
its stake (89.97%) in Fluxys Belgium SA on 10
with the International Financial Reporting
September 2010.
Standards, as approved by the European Union.
All figures are stated in thousands of euros.
On 30 March 2011, Caisse de dépôt et
placement du Québec acquired a 10% stake in
Fluxys SA, by means of a €150 million capital
NOTE 1C. JUDGMENT AND USE OF
increase.
ESTIMATES
On 28 November 2011, Fluxys carried out a
The preparation of financial statements requires
second capital increase of €300 million.
the use of estimates and assumptions to
determine the value of assets and liabilities, to
In 2012 and 2013, Fluxys carried out capital
assess the positive and negative consequences
increases for a total amount of €145.5 million,
of unforeseen situations and events at the
of which €34.7 million uncalled. As a result of
balance sheet date, and to form a judgment as
these capital increases the Société Fédérale de
to the revenues and expenses of the fiscal year.
Participations et d’Investissement (SFPI) has
entered the capital of Fluxys as the employees
Significant estimates made by the group in the
of the group.
preparation of the financial statements relate
mainly to the fair value of acquired assets and
62
On 31 December 2012, the shareholder
assumed liabilities, the valuation of the
structure of Fluxys is as follows:
recoverable amount of property, plant and
- 77.73%:
Publigaz
equipment and intangible assets, and the
- 19.97%:
Caisse de dépôt et placement
valuation of provisions, in particular for litigation
du Québec
and for pension and related liabilities.
- 2.14%:
SFPI
- 0.16%:
employees and management
Fluxys – Annual financial report 2013
Due to the uncertainties inherent in all valuation
The items of the financial statements impacted
processes, the group revises its estimates on
by these adaptations are (impact on the year
the basis of regularly updated information.
2012):
Future results may differ from these estimates.

in the income statement, expenses related
to the effects of discounting are from now
Other than the use of estimates, group
presented on the basis of offset with the
management also uses judgment in defining the
expected return on hedging assets in the
accounting treatment for certain operations and
financial result of the group, without any
transactions not addressed under the IFRS
distinction between income and expenses;
standards and interpretations currently in force.

the alignment of the assumptions used to
determine the rates of return and discount
generates a decrease of €602 thousand of
the financial results of 2012, a decrease of
NOTE 1D. DATE OF AUTHORISATION FOR
the income tax expense (€205 thousand)
ISSUE
and a decrease of the net results of €397
thousand;
The Board of Directors of Fluxys SA authorised

these corrections are neutralized by the
these IFRS financial statements for issue on 26
adaptations of actuarial gains and losses
March 2014.
included in the other items of the
comprehensive income.
Consequently these amendments do not impact
NOTE 1E. CHANGES OR ADDITIONS TO
the total of the different items of the balance
THE ACCOUNTING PRINCIPLES AND
sheet of the Fluxys group. A revised
POLICIES
presentation of the financial statements 2011
does therefore not apply.
Accounting change with retroactive effect:
revision of IAS 19 on employee benefits.
The entry into force on 1 January 2013 of the
amendments to IAS 19 (IAS 19 R) requires a
correction with retroactive effect of the group’s
financial statements. The impact of these
adaptations is mainly limited to the alignment of
the expected rate of return on hedging assets
on the discount rate used to determine the
actuarial liabilities.
4th financial year
63
Other changes or additions to the accounting
At the date of authorisation of these financial
principles and policies.
statements, the standards and interpretations
listed below have been issued but are not yet
Other accounting policies have been amended
mandatory:
or supplemented to provide some clarifications

or to improve understanding. These
consequential amendments (not yet
amendments or supplements do not impact the
group’s results.
IFRS 9: Financial Instruments and
adopted at European level)

IFRS 10: Consolidated Financial Statements
(applicable for annual periods beginning on
or after 1 January 2014)

IFRS 11: Joint Arrangements (applicable for
NOTE 1F. ADOPTION OF NEW
annual periods beginning on or after 1
ACCOUNTING PRINCIPLES OR REVISED
January 2014)
IFRS STANDARDS

IFRS 12: Disclosure of Interests in Other
Entities (applicable for annual periods
Following standards and interpretations are
applicable as from 1 January 2013:
beginning on or after 1 January 2014)

Amendment to IFRS 10, IFRS 12 and IAS
27 Consolidated Financial Statements,

IFRS 13 Fair Value Measurement
Disclosure of interests in Other Entities –

Improvements to IFRS (2009-2011)
Investment Entities (applicable for annual

Amendment to IFRS 7 Financial
periods beginning on or after 1 January
Instruments: Disclosures – Offsetting of
Financial Assets and Financial Liabilities

IFRS 14: Regulatory deferral accounts
Amendments to IAS 1 Presentation of
(applicable for annual periods beginning on
Financial Statements – Presentation of
or after 1 January 2016)
Items of Other Comprehensive Income

2014)


Amendments to IAS 12 Income Taxes –
Statements (applicable for annual periods
Deferred Tax: Recovery of Underlying
Assets
Amendments to IAS 27: Separate Financial
beginning on or after 1 January 2014)

Amendments to IAS 28: Investments in

IAS 19 (revised) Employee benefits
Associates and Joint Ventures (applicable

IFRIC 20 Stripping Costs in the Production
for annual periods beginning on or after 1
Phase of a Surface Mine
January 2014)

Amendments to IAS 32 – Financial
Instruments: Presentation – Offsetting
Financial Assets and Financial Liabilities
(effective for annual periods beginning on
or after 1 January 2014)
64
Fluxys – Annual financial report 2013




Amendments to IAS 39 – Financial

Amendments to IAS 36 – Impairment of
Instruments – Novation of Derivatives and
Assets – Recoverable Amount Disclosures
Continuation of Hedge Accounting (effective
for Non-Financial Assets (effective for
for annual periods beginning on or after 1
annual periods beginning on or after 1
January 2014)
January 2014)
IFRS improvements (2010-2012) (effective

IFRIC 21 – Levies (effective for annual
for annual periods beginning on or after 1
periods beginning on or after 1 January
January 2014, but not yet adopted at
2014, but not yet adopted at European
European level)
level)
IFRS improvements (2011-2013) (effective
for annual periods beginning on or after 1
Based on current analyses, group management
January 2014, but not yet adopted at
believes that the application of these standards
European level)
and interpretations could have an impact on the
Amendments to IAS 19 – Employee
methods of consolidation of group entities,
Benefits – Employee Contributions
particularly for entities that might be classed as
(effective for annual periods beginning on
joint operations.
or after 1 July 2014, but not yet adopted at
European level)
4th financial year
65
NOTE 2. ACCOUNTING PRINCIPLES AND POLICIES
The accounting principles and policies set out
2.2. Basis of consolidation
below were approved at the Fluxys Board of
Directors meeting of 26 March 2014.
The Fluxys group’s consolidated financial
statements have been prepared in accordance
Changes or additions compared with the
with IFRS, in particular IFRS 3 (Business
previous fiscal year are underlined.
Combinations), IAS 27 (Consolidated and
Separate Financial Statements), IAS 28
(Investments in Associates) and IAS 31
2.1. General principles
(Interests in Joint Ventures).
The financial statements fairly present the
Subsidiaries (controlled by the group) are fully
Fluxys group’s financial position, results of
consolidated (IAS 27), joint ventures (jointly
operations and cash flows.
controlled) are accounted for using the equity
method (IAS 31), as are associates (over which
The group’s financial statements have been
the group has significant influence - IAS 28).
prepared on the accrual basis of accounting,
except for the statement of cash flows.
Control is defined as the power to govern the
financial and operating policies of an entity so
Assets and liabilities have not been offset
as to obtain benefits from its activities.
against each other, except when required or
allowed by an international accounting
Joint control is the contractually agreed sharing
standard.
of control.
Current and non-current assets and liabilities
Significant influence is the power to participate
have been presented separately in the balance
in the financial and operating policy decisions of
sheet of Fluxys group.
an entity, but is not control or joint control over
these policies.
The accounting policies have been applied in a
consistent manner.
66
Fluxys – Annual financial report 2013
An associate is not accounted for under the
2.5. Translation of foreign entities’
equity method if its impact on the financial
financial statements
statements is immaterial.
For consolidation purposes, the assets and
liabilities of the group’s foreign operations are
2.3. Balance sheet date
translated into euro at the exchange rate
prevailing at the balance sheet date. Income
The consolidated financial statements are
and expenses are translated at the average
prepared as of 31 December, i.e. the parent
exchange rate for the period unless the
company’s balance sheet date.
exchange rate has fluctuated significantly during
the year.
When the financial statements of a subsidiary, a
joint venture or an associate are not prepared
The group’s share of the resulting exchange
as of 31 December, interim financial statements
differences is reported as translation adjustment
are prepared as at 31 December for
in the equity section of the balance sheet,
consolidation purposes.
whereas the non-controlling interests’ share in
those differences is reported as ‘non-controlling
interests’ in equity.
2.4. Events after the balance sheet date
The carrying amount of assets and liabilities at
2.6. Business combinations
the balance sheet date is adjusted when events
after the balance sheet date provide evidence of
The group accounts for all business
conditions that existed at the balance sheet
combinations using the acquisition method. This
date.
method is also used for business combinations
under joint control in the event that the method
Adjustments can be made until the date of
accords with the substance of the transaction
authorisation for issue of the financial
and helps to give a true and fair view of the
statements by the Board of Directors.
financial position.
Other events relating to circumstances arising
The acquirer measures the identifiable assets
after balance sheet date are disclosed in the
acquired and the liabilities assumed at their
notes to the consolidated financial statements, if
acquisition-date fair values.
significant.
4th financial year
67
Goodwill represents the excess, at acquisition
date, of the cost of a business combination
compared with the net fair value of identifiable
assets, liabilities and contingent liabilities.
- If this difference is positive, goodwill is
recognised as an asset. An impairment test is
- the total fair value of the consideration
received and the fair value of any retained
participation and
- the previous carrying amount of the
subsidiary’s assets (including goodwill) and
liabilities.
carried out each year, even when there is no
indication that goodwill may have been
All amounts previously recognised in other
impaired, or more frequently if events or
items of comprehensive income relating to the
changes in circumstances indicate that
subsidiary are recognised as if the group had
goodwill may have been impaired (IAS 36 –
directly disposed of the related subsidiary’s
Impairment of assets).
assets or liabilities. They are reclassified to net
- If the difference is negative, negative goodwill
is recognised in the income statement.
results or transferred to another category of
equity in accordance with applicable IFRS.
In case of a business combination realised in
The fair value of any participation retained in
stages, the group reassesses the participation it
the former subsidiary at the date of loss of
previously held in the acquired company at the
control must be regarded as the fair value on
acquisition-date fair value and recognises any
initial recognition for subsequent recognition
gain or loss in the net results.
under IAS 39 or, where applicable, as the cost
on initial recognition of an investment in an
Changes in participations in subsidiaries of the
associate or joint venture.
group which do not result in a loss of control are
recognised as equity transactions.
2.7. Intangible assets
When the group loses control of a subsidiary, a
gain or loss is recognised in the net results and
An intangible asset is recognised as an asset if it
is calculated as the difference between:
is probable that future economic benefits
attributable to the asset will flow to the
enterprise and if the cost of the asset can be
measured reliably.
68
Fluxys – Annual financial report 2013
Intangible assets are recognised at cost in the
Intangible assets are reviewed at each balance
balance sheet (cost method), less any
sheet date to identify indications of potential
accumulated amortisation and any accumulated
impairment that may have arisen during the
impairment losses.
fiscal year. In case such indications are noted,
an estimate of the recoverable amount of the
Intangible assets with a limited useful life are
intangible assets in question is made. The
amortised over their useful life.
recoverable amount is defined as the higher of
the fair value less costs to sell of an asset and
The most important amortisation periods are:
-
its value in use.
40 years for the fixed asset ‘sole operator of
the natural gas transmission network and
The value in use is calculated by discounting
storage facilities’ in Belgium;
future cash inflows and outflows generated by
-
20 to 40 years for the customer portfolios;
the continuous use of the asset and its final
-
20 years for the fixed asset ‘sole operator of
disposal at an appropriate discounting rate.
the LNG facilities’;
-
5 years for computer software.
Intangible assets are impaired when their
carrying amount exceeds the amount that can
be recovered, as a result of obsolescence of
Intangible assets 'client portfolios' may be
these assets or due to economic or
depreciated under a diminishing balance
technological circumstances.
method which reflects more closely the way that
the Group expects to consume the future
Intangible assets with an indefinite useful life
economic benefits associated with these assets.
are subject to an annual impairment test, and
an impairment loss is recognised when their
Subsequent expenditure is capitalised if it
carrying amount exceeds their recoverable
generates economic benefits exceeding the
amount.
initial standard of performance.
The useful life, the amortisation method, as well
as the potential residual value of intangible
assets are reassessed at each balance sheet
date and revised prospectively, if applicable.
4th financial year
69
Emission rights for greenhouse gases
2.8. Property, plant and equipment
Emission rights for greenhouse gases acquired
Property, plant and equipment (PPE) is
at fair value are recognised as intangible assets
recognised as an asset if it is probable that
at their acquisition cost. Rights granted free of
future economic benefits attributable to the
charge are recognised as intangible assets at a
asset will flow to the enterprise and if the cost
nil book value.
of the asset can be measured reliably.
The emission of greenhouse gases in the
PPE is recognised at cost in the balance sheet
atmosphere is recognised as an operating
(cost method), less any accumulated
expense, the corresponding entry being a
depreciation and any accumulated impairment
liability for the obligation to deliver allowances
losses.
covering the effective emission over the period
concerned (other debts).
Subsequent expenditure is capitalised if it
generates economic benefits exceeding the
This expense is measured by reference to the
initial standard of performance.
weighted average cost of the acquired or
granted allowances.
PPE is reviewed at each balance sheet date to
identify indications of potential impairment that
This liability is derecognised on the delivery of
may have arisen during the fiscal year. In the
allowances to the government by withdrawing
event that such indications are noted, an
emission rights from intangible assets.
estimate of the recoverable amount of the PPE
in question is established. The recoverable
In case the allowances are insufficient to cover
amount is defined as the higher of the fair value
the emission of greenhouse gases during the
less costs to sell of an asset and its value in
fiscal year, the group establishes a provision.
use. The value in use is calculated by
This provision is measured by reference to the
discounting future cash inflows and outflows
market value at the balance sheet date of the
generated by the continuous use of the asset
allowances yet to be purchased.
and its final disposal at an appropriate
discounting rate.
The excess emission rights not sold on the
market are valued at the balance sheet date by
reference to the weighted average cost of the
acquired or granted allowances, or at market
value if lower than the weighted average cost.
70
Fluxys – Annual financial report 2013
Leases are classified as finance leases when the
Depreciation methods
terms of the lease transfer substantially all the
risks and rewards included in the ownership of
PPE is depreciated over its useful life.
an asset to the lessee. Assets held under these
contracts are recognised at the lower of their
Each significant component of PPE is recognised
fair value and the present value of the minimum
separately and depreciated over its useful life.
lease payments under the lease contracts. The
corresponding liability is included in the balance
The depreciation method reflects the rate at
sheet as a finance lease obligation. Lease
which the group expects to consume the future
payments are apportioned between finance
economic benefits related to the asset.
charges and a reduction of the lease obligation
so as to achieve a constant rate of interest on
The regulated investments intended to increase
the remaining balance of the liability for each
the security of supply in Europe are depreciated
period.
under a diminishing balance method, which
more accurately reflects the rate at which the
group expects to consume the future economic
Capital subsidies and tax deductions for
benefits of these assets.
investments
The main useful lives are as follows:
Subsidies related to property, plant and
-
equipment as well as contributions by third
parties in the funding of such assets are
terminalling facilities and tanks,
-
50 years for administrative buildings and
-
40 years for storage facilities,
-
33 years for industrial buildings,
deducted from the acquisition cost of these
assets.
The tax benefit arising from the deductions for
50 to 55 years for transmission pipelines,
staff housing and facilities,
-
investment reduces the gross value of the
20 years for investments related to the
extension of the Zeebrugge LNG terminal,
related assets, the corresponding entry being
-
10 years for equipment and furniture,
deferred taxes.
-
5 years for vehicles and site machinery,
-
4 years for computer hardware,
4th financial year
-
3 years for prototypes,
-
10 to 40 years for other installations.
71
The useful life, the depreciation method and the
2.10. Finance lease receivables
potential residual value of PPE are reassessed at
each balance sheet date and revised
Assets under finance lease are assets for which
prospectively, if applicable.
the group transfers substantially all risks and
rewards related to the economic ownership to
the lessee. Assets leased under such contracts
2.9. Unconsolidated investments (such as
are recognised on the balance sheet as
shares and equity rights)
receivables in an amount equal to the net
investment in the lease contract in question.
Unconsolidated equity investments are
Lease payments are apportioned between
recognised at fair value or at cost if their fair
financial income and a reduction of the lease
value cannot be reliably established.
receivable so as to achieve a constant rate of
return on the net investment by the group in
Changes in fair value are recognised directly in
the finance lease contract.
other comprehensive income until the asset is
derecognised, at which time the cumulative
When the classification of contracts under
amount in other comprehensive income is
finance lease is based on the present value of
transferred from equity to the income
the minimum lease payments, the following
statement.
criteria is adopted: a contract is considered as
finance lease if the present value of the
In case of objective indications of impairment of
minimum lease payments amounts to at least
unconsolidated equity investments, an
90% of the fair value of the leased asset at the
impairment test is carried out, and, if
inception of the lease contract.
necessary, an impairment loss is directly
recognised in the income statement.
No residual value is assumed for gas
transmission assets, due to the specific nature
of the activities concerned.
72
Fluxys – Annual financial report 2013
2.11. Inventories
When the outcome of a contract can be reliably
estimated, contract revenue and expenses are
recognised as revenue and expenses
Valuation
respectively by reference to the stage of
completion of the contract at balance sheet
Inventories are valued at the lower of cost and
date.
net realisable value.
Any expected loss is recognised immediately as
Inventories are written down to account for:
-
a reduction in net realisable value, or
-
impairment losses due to unforeseen
circumstances related to the nature or use of
an expense in the income statement.
2.12. Borrowing costs
the assets.
Borrowing costs directly attributable to the
These write-offs on inventories are recognised
acquisition, building or production of assets
to the income statement in the period in which
requiring a substantial period of time to get
they arise.
ready for their intended use (property, plant
and equipment, inventories, investment
property, etc.) are added to the costs of the
Gas inventory
assets concerned until they are ready for use or
sale.
Gas inventory changes are valued under the
weighted average cost method.
The amount of the borrowing costs to be
capitalised is the actual cost incurred in
borrowing the funds, as reduced by income
Supplies and consumables
from any temporary investment of these funds.
Supplies and consumables are valued under the
weighted average cost method.
2.13. Financial instruments
Investments
Work in progress
Investments in financial instruments with a
Work in progress for third parties is valued at
maturity date exceeding three months at their
cost, including indirectly attributable costs.
acquisition date are reported as financial assets
at fair value with changes to the income
statement.
4th financial year
73
Changes in the fair value of these financial
Gains or losses on hedging instruments
assets are directly recognised in the income
recognised directly in equity must be recognised
statement.
in the income statement when the activity
abroad leaves the consolidation scope.
Derivative instruments
Changes in the fair value of financial
instruments designated as cash flow hedges are
The Fluxys group uses derivative financial
recognised directly in group equity. The
instruments to hedge its exposure to exchange
ineffective portion of the gain or loss on the
and interest rate risks.
hedging instrument is recognised in the income
statement. If the planned transaction is no
longer likely to take place, gains or losses on
Derivative instruments not designated as
the hedging instruments which were recognised
hedging instruments
directly in equity are recognised in the income
statement.
Certain financial instruments, although hedging
clearly defined risks, do not meet the strict
criteria for the application of hedge accounting
2.14. Cash and cash equivalents
under IAS 39 (Financial Instruments:
Recognition and Measurement).
Cash and cash equivalents include marketable
securities, short-term bank deposits and
Changes in the fair value of these financial
deposits readily convertible to a known cash
instruments are directly recognised in the
amount, which are subject to an insignificant
income statement.
risk of changes in value (maximum of three
months).
Derivative instruments designated as
Cash equivalents are reported at fair value with
hedging instruments
changes to the income statement. Changes in
the fair value of these financial assets are
Changes in the fair value of financial
directly recognised in the income statement.
instruments designated as hedges of a net
investment in an activity abroad, and which
meet the associated conditions, are recognised
directly in equity provided that they relate to
the effective portion of the hedge and that the
changes in fair value result from changes in
exchange rate.
74
Fluxys – Annual financial report 2013
2.15. Trade and other receivables
No provision is recognised if the above
conditions are not met.
Trade and other receivables are stated at their
nominal value reduced by any amounts deemed
The amount recognised as a provision is the
unrecoverable.
best estimate of the expenditure required to
settle the present obligation at the balance
When the time value of money is significant,
sheet date, in other words the amount the
trade and other receivables are discounted.
enterprise reasonably expects to need to pay to
discharge the obligation at balance sheet date,
Impairment losses are recognised when the
or to transfer it to a third party at the same
carrying value of these items at balance sheet
date.
date exceeds their recoverable amount.
This estimation is based either on a request
from a third party or on estimates or detailed
2.16. Provisions
calculations. For all provisions recognised,
management considers that the probability of
Provisions are recognised as a liability in the
an outflow of resources exceeds 50%.
balance sheet when they meet the following
criteria:
‐
‐
When the time value of money is significant,
the group has a present (legal or
provisions are discounted. The discount rate
constructive) obligation arising from past
used is a rate before tax reflecting current
events, and
market estimates of the time value of money
it is probable (i.e. more likely than not) that
and taking into account any risks associated
the settlement of this obligation will lead to
with the type of liability in question.
an outflow of resources embodying economic
-
benefits, and
All risks incurred by the group that do not
the amount of the obligation can be reliably
comply with the above-mentioned criteria are
estimated.
disclosed as contingent liabilities in the Notes to
the consolidated financial statements.
Provisions for pension benefits and other
collective agreements
Some companies in the Fluxys group have
established supplementary defined benefit and
defined contribution pension plans; benefits
4th financial year
75
provided under these plans are based on the
number of years of service and the final pay.
‘Defined benefit’ pension plans enable
employees to benefit from a capital sum
calculated on the basis of a formula which takes
account of their annual salary at the end of their
career and their seniority when they retire.
‘Defined contribution’ pension plans provide
employees with a capital sum accumulated from
personal and employer contributions.
Actuarial gains and losses relating to postemployment benefits
Actuarial gains and losses arising on the
measurement of the unfunded defined benefit
obligation are recognised as provisions with a
direct impact on equity and the comprehensive
income.
2.17. Interest-bearing liabilities
Interest-bearing liabilities are recognised at the
net amount received. Following initial
Valuation
recognition, interest-bearing liabilities are
recorded at amortised cost. The difference
Pension plans are valued annually by a qualified
between the amortised cost and the redemption
actuary.
value is recognised in the income statement
under the effective interest rate method over
Regular payments made in relation to the
the term of the liabilities.
supplementary pension plans are recognised as
expenses at the time they are incurred.
2.18. Trade payables
Provisions for pensions and other collective
agreements are reported in the balance sheet in
Trade payables are stated at nominal value.
accordance with IAS 19 (Employee Benefits),
using the projected unit credit method.
When the time value of money is significant,
trade payables are discounted.
76
Fluxys – Annual financial report 2013
2.19. Foreign currency assets, rights,
target rate of return on the capital invested.
borrowings and commitments
Gains are recognised as regulatory liabilities
(current or non-current) in the balance sheet,
whereas losses are deferred as regulatory
Recognition at the date of the transaction
assets (current or non-current) in the balance
sheet.
Foreign currency receivables and payables are
measured at the exchange rate prevailing at the
transaction date.
2.21. Income taxes
Current tax liabilities are determined in
Measurement at balance sheet date
accordance with local tax regulations and are
calculated on the income of the parent company
At balance sheet date, in accordance with IAS
and its subsidiaries, and the share of the
21 (Effects of Changes in Foreign Exchange
income of the joint ventures.
Rates), monetary assets and liabilities, as well
as rights and commitments, are translated at
Deferred tax liabilities and assets reflect the
the closing rate.
future taxable and deductible temporary
differences, respectively, between the book
The resulting foreign currency transaction gains
base and the tax base of assets and liabilities.
and losses are recognised in the income
statement.
Deferred tax liabilities and assets are measured
at the enacted or substantially enacted income
tax rate applicable to the fiscal year in which
2.20. Revenue recognition
the underlying asset is expected to be realised
or the underlying liability settled.
Revenue is measured at the fair value of the
consideration received or to be received, in case
Deferred tax assets are recognised only to the
revenue is deemed to belong to the company
extent that it is probable that taxable profit will
and the fair value can be measured reliably.
be available against which the future deductible
temporary differences can be offset.
Regulated revenues received by the group may
generate a gain or a loss compared to the
4th financial year
77
NOTE 3. ACQUISITIONS, DISPOSALS AND RESTRUCTURING
3.1. Consolidation scope
The consolidation scope changed as follows in
Fluxys Deutschland:
2013:
Fluxys Deutschland has increased its share of
Fluxys:
joint ownership in the NEL (North European Gas
Pipeline) from 4.87% in the fourth quarter 2013
Finpipe GIE: Fluxys and Fluxys Finance have
to bring it to a total of 23.87%. The joint
acquired respectively 99% and 1% of the
ownership of NEL is integrated in the financial
economic interest grouping Finpipe in July 2013
statements of Fluxys Deutschland.
for an amount of €23.2 million. Finpipe is the
company giving the RTR installation in finance
lease to Fluxys Belgium. This contract contains
3.2. Sale of Fluxys & Co in 2013
a purchase option in 2015. This company is fully
consolidated.
At the end of the fiscal year 2012, the group
has decided to proceed to the sale of the
Fluxys Europe:
subsidiary Fluxys & Co. The assets and liabilities
of this company consist of a 49% stake in the
Interconnector (UK) Ltd: Fluxys Europe has
Norwegian partnership Patrederiet BW Gas
acquired an additional 10% stake in
Fluxys DA, which owns BW GDF Suez LNG
Interconnector (UK) Ltd at the beginning of
Boston and the financial instruments related
2013 for an amount of € 74.4 million. The total
thereto. For this reason these assets and
percentage directly held by Fluxys Europe in
liabilities were transferred on 31 December
this company consequently amounts to 25%.
2012 to ‘Assets intended for sale’ and ‘Liabilities
Interconnector (UK) is accounted for using the
related to assets intended for sale’
equity method.
Fluxys Belgium has exercised the put option in
respect of GDF SUEZ. On 18 January 2013 the
company Fluxys & Co has been sold for an
amount of €70 million. The contribution of this
company to the net result of the fiscal year
amounted to €3.6 million.
78
Fluxys annual financial report 2013
3.3. Other participations
which is to connect the markets to enhance
security of supply and liquidity in Europe. This
Fluxys Europe has taken a 16% stake in the
participation is not accounted for using the
company ‘Trans Adriatic Pipeline’ (TAP),
equity method in the financial statements of
infrastructure to transmit gas from Azerbaijan
2013, as the significant influence is not yet
to Europe via the Southern Corridor. By way of
demonstrated.
this participation, the group pursues its strategy
4th financial year
79
3.4. Information on investments
Fully consolidated companies
Name of the
subsidiary
Registered office
FLUXYS BELGIUM
Avenue des Arts 31
SA
B- 1040 Brussels
FLUXYS LNG SA
FLUX RE SA
Rue Guimard 4
B - 1040 Brussels
Rue de Merl 74
L - 2146 Luxembourg
FLUXYS FINANCE
Rue Guimard 4
SA
B - 1040 Brussels
FINPIPE GIE
Rue Guimard 4
B - 1040 Brussels
Company
%
number
ownership
0402 954 628
89.97 %
Gas transmission
EUR
0426 047 853
89.97 %
LNG terminalling
EUR
-
89.97 %
0821 382 439
100.00 %
0444 889 015
100.00 %
Core business
Reinsurance
company
Financial services
Leasing of facilities
and services
Currency
EUR
EUR
EUR
Closing
date
31
December
31
December
31
December
31
December
31
December
Non-regulated
FLUXYS EUROPE
Schouwburgplein 30/34
BV
NL - 3012CL Rotterdam
activities in
-
100.00 %
Belgium and
EUR
activities outside
31
December
Belgium
HUBERATOR SA
Rue Guimard 4
B - 1040 Brussels
0466 874 361
95.00 %
Gas hub
EUR
-
100.00 %
Services
GBP
-
100.00 %
‘BBL’ transmission
EUR
-
100.00 %
‘NEL’ transmission
EUR
-
100.00 %
Gas transmission
EUR
-
50.20 %
Gas transmission
CHF
Clarendon Road
GMSL Ltd
GB - Cambridge CB2
2BH
FLUXYS BBL BV
FLUXYS
DEUTSCHLAND
GmbH
Schouwburgplein 30/34
NL - 3012CL Rotterdam
Elisabethstr, 11
D - 40217 Düsseldorf
FLUXYS TENP
Elisabethstr, 11
GmbH
D - 40217 Düsseldorf
FLUXSWISS
Via della Posta 2
SAGL
CH - 6900 Lugano
80
Fluxys annual financial report 2013
31
December
31
December
31
December
31
December
31
December
31
December
Fully consolidated companies
GasBridge 1 BV
Westblaak 89
-
NL – 3012KG Rotterdam
50.00 %
Holding company
31
EUR
December
Companies accounted for using the equity method
Name of the
Registered office
company
Company
%
number
ownership
-
Core business
Currency
25.00 %
LNG
terminalling
EUR
-
61.75 %
LNG
terminalling
Services
EUR
-
50.00 %
Services
EUR
-
49.00 %
-
23.09 %
-
50.00 %
Holding
company
EUR
-
40.75 %
Gas
transmission
GBP
-
25.5 %
Gas reception
terminal
EUR
Rue de l'Hermitte 30
Dunkerque LNG SAS
Immeuble des 3 Ponts
F - 59140 Dunkerque
Rue de l'Hermitte 30
Gaz-Opale
Immeuble des 3 Ponts
F - 59140 Dunkerque
TENP GmbH
Ruhrallee 74
D - 45138 Essen
Ruhrallee 74
TENP KG
D - 45138 Essen
Transitgas AG
Baumackerstrasse 46
CH - 8050 Zurich
Westblaak 89
GasBridge 2 BV
NL – 3012KG
Rotterdam
Interconnector (UK)
Vine Street 41
Ltd
UK - London EC3N 2AA
Interconnector
Zeebrugge Terminal
SCRL
Rue Guimard 4
B – 1040 Brussels
4th financial year
Leasing of
facilities and
services
Leasing of
facilities and
services
Closing
date
31
December
31
December
31
December
31
EUR
December
31
CHF
December
31
December
30
September
30
September
81
Details regarding companies accounted for
using the equity method
In thousands of €
31-12-2013*
Dunkerque
100 %
LNG
31-12-2013*
31-12-2013*
31-12-2013*
Transitgas
TENP KG
GasBridge 2
31-12-2013*
Interconnector (UK)
Non-current assets
666,182
886,359
287,222
115,402
Current assets
179,755
62,841
35,101
11,865
76,294
0
815,307
285,709
0
506,829
437,862
7,070
16,092
28
71,816
990
64,305
74,346
0
217,895
Non-current liabilities
Current liabilities
Revenue
1,204,333
Operating expenses
-14,476
-48,920
-54,525
-72
-144,565
Net financial income
0
-13,995
-4,642
58
-2,415
0
0
0
12,525
0
4,642
-412
-4,927
0
11,736
-8,844
978
10,252
12,511
82,651
31-12-2012
31-12-2012
31-12-2012
31-12-2012
31-12-2012
Transitgas
TENP KG
GasBridge 2
933,842
301,136
125,281
Income of companies accounted for
using the equity method
Income tax expense
Net profit / loss for the period
Dunkerque
100 %
LNG
Interconnector (UK)
Non-current assets
344,379
Current assets
152,361
63,015
17,350
5,852
47,561
0
866,438
299,080
0
505,881
340,253
5,195
9,135
49
123,260
302
71,906
53,520
0
218,068
Non-current liabilities
Current liabilities
Revenue
1,342,795
Operating expenses
-5,188
-54,656
-45,815
-49
-151,047
Net financial income
-4
-15,869
-5,390
-117
-4,842
0
0
0
2,062
0
1,523
-381
-1,015
0
-8,652
-3,367
1,000
1,300
1,896
53,527
Income of companies accounted for
using the equity method
Income tax expense
Net profit / loss for the period
* figures on annual basis at 100 % subject to approval by the companies’ management bodies and general meeting
82
Fluxys annual financial report 2013
Main non-consolidated entities
Name of the entity
Registered office
Trans Adriatic Pipeline
Lindenstrasse 2
(TAP) AG
NetConnect Germany
16.00 %
CH-6340 Baar
Kaiserswerther Str, 115
GmbH & Co, KG
10.00 %
D-40880 Ratingen
Prisma European Capacity
Schillerstraße 4
Platform GmbH
D-04109 Leipzig
C4Gas SAS
% ownership
Core business
Installation of gas
transmission
Conduct market
area corporation
Transmission
11.26 %
capacity reservation
platform
Rue de La Pépinière 24
10.00 %
F-75008 Paris
Purchasing Portal
NOTE 4. OPERATING REVENUE
Analysis of revenue by business segment:
Operating revenue
In thousands of €
Note
Fluxys Belgium
4.1
Fluxys Europe and corporate
4.2
Total
31-12-2013
31-12-2012
revised
616,483
624,511
318,965
372,192
935,448
996,703
Revenue was €935,448 thousand in 2013
as well as depreciation and amortisation and the
compared with €996,703 thousand in 2012.
non-depreciated portion in the tariffs within the
decommissioned Regulated Asset Base.
4.1. The ‘Fluxys Belgium’ segment comprises
However, recovery of the latter is limited to the
transmission, storage and terminalling services
amount of the investments during the fiscal
in Belgium which are subject to the Gas Act.
year.
Revenue from these services aims to ensure a
sufficient return on capital invested and to cover
the operating charges related to these services
4th financial year
83
Revenue from this segment also includes work
4.2. The ‘Fluxys Europe’ segment comprises
and services for third parties and the provision
revenue from activities outside Belgium and
of facilities.
from non-regulated activities in Belgium. It
includes, inter alia, the revenue generated by
Revenue from this segment fell by €8,028
transmission facilities in Switzerland, Germany
thousand compared with the previous fiscal
and between Balgzand in the Netherlands and
year. On the one hand, this decline was caused
Bacton in the United Kingdom (BBL), services
by the offset effect between on the one hand,
relating to the Zeebrugge Hub and gas flow
the increase in gas sales necessary to balance
monitoring services on behalf of third parties.
the network and, on the other hand, the
negative impact on the regulated turnover of
The decline of this segment’s turnover is the
the decline of the rates of the Belgian
caused by the decline of interruptible and short-
government bonds (OLOs) and the fact that
term sales in Switzerland, mitigated by the
Fluxys & Co has left the consolidation scope.
commissioning of NEL.
NOTE 5. OTHER OPERATING INCOME
Other operating income
In thousands of €
Note
Other operating income
31-12-2013
31-12-2012
revised
22,080
33,026
Other operating income mainly comprises
The balance of the change in the other
various recoveries from insurance companies
operating income compared with the previous
and other debtors and income earned from
year is caused by the gains realized on the sale
making company property or personnel
of fixed assets, by the recovery of costs related
available to third parties.
to the decommissioning of the peak-shaving
plant at Dudzele and by the subsidiy granted to
This item contains the intervention of the
cover the study costs related to the project of a
insurances covering a part of the compensations
second pier at the Zeebrugge LNG terminal.
paid to the victims of the Ghislenghien accident,
for an amount higher in 2012 compared with
2013.
84
Fluxys annual financial report 2013
NOTE 6. OPERATING EXPENSES
Operating expenses excluding net amortisation,
depreciation and provisions
In thousands of €
Note
Consumables, merchandise and supplies used
6.1
31-12-2013
31-12-2012
-90,720
revised
-61,414
Miscellaneous goods and services
6.2
-224,092
-256,956
Employee expenses
6.3
-136,966
-135,701
Other operating expenses
6.4
Total operating expenses
Of which costs related to lease agreements
6.1. Consumables, merchandise and
-13,005
-9,664
-464,783
-463,735
-62,031
-67,270
6.2. Miscellaneous goods and services
supplies used
Miscellaneous goods and services comprise
Operating expenses are incurred in relation to
purchase of equipment, rent and rental charges
purchases of gas necessary for balancing
(see Note 32.5), maintenance and repair
activities on the gas network and the Zeebrugge
expenses, goods and services supplied to the
Hub as well as the gas consumed by the group,
company, third party remuneration, royalties
particularly in the compressor stations.
and contributions, non-personnel related
insurance costs, transport and travel expenses,
Operating expenses also include costs for
telecommunication costs, publication and
transport material taken out of inventory for
information costs and, finally, temporary and
maintenance and repair projects and costs for
support staff expenses.
work carried out on behalf of third parties.
The change in miscellaneous goods and services
The change observed in this item is mainly the
is due to the compensations paid to the victims
result of the costs related to the above-
of the Ghislenghien accident, of which the major
mentioned purchases of gas.
part has been paid in 2012, and by a decrease
of the costs related to the purchase of
transmission capacities.
4th financial year
85
The remuneration paid to Deloitte in its capacity
time equivalents), the average headcount was
as the group’s statutory auditor totalled
respectively 1,173.2 in 2013 compared with
€397,953. In addition, Deloitte performed other
1,156.9 in 2012.
tasks for which it was paid a total of €27,865.
Employee expenses have increased with €1,265
6.3. Employee expenses
thousand compared with the previous fiscal
year, mainly due to the increase of the above-
The group’s average headcount was 1,206 in
mentioned headcount.
2013 compared with 1,188 in 2012. In FTE (fullWorkforce
Fiscal year
Average headcount
Previous fiscal year
Total number
Total in
Total number
Total in
of staff
FTE
of staff
FTE
1,206
1,173.2
1,188
1,156.9
Fluxys
31
24.5
27
19.8
Executives
25
18.6
21
14.0
Employees
6
5.9
6
5.8
1,036
1,010.9
1,031
1,008.1
Executives
319
313.5
314
308.8
Employees
717
697.4
717
699.3
41
40.7
42
41.8
2
2.0
2
2.0
Fluxys Belgium
Fluxys LNG
Executives
Employees
39
38.7
40
39.8
GMSL
71
71.0
64
63.7
Executives
4
4.0
4
4.0
Employees
67
67.0
60
59.7
1
0.5
1
0.5
FluxSwiss
13
12.9
13
13.2
Fluxys TENP
10
9.7
8
8.1
3
3.0
2
1.7
Flux Re
Fluxys Deutschland
86
Fluxys annual financial report 2013
Workforce
Fiscal year
Headcount at balance sheet
Previous fiscal year
Total number
Total in
Total number
Total in
of staff
FTE
of staff
FTE
1,191
1,157.8
1,208
1,175.3
Fluxys
33
25.9
28
20.9
Executives
27
19.9
22
15.1
date
Employees
6
6.0
6
5.8
1,018
992.6
1,051
1,026.3
Executives
310
304.7
326
320.3
Employees
708
687.9
725
706.0
Fluxys Belgium
Fluxys LNG
40
40.0
39
39.0
Executives
2
2.0
2
2.0
Employees
38
38.0
37
37.0
GMSL
74
74.0
67
66.9
Executives
4
4.0
4
4.0
Employees
70
70.0
63
62.9
1
0.5
1
0.5
FluxSwiss
12
12.0
12
12.0
Fluxys TENP
10
9.8
8
7.7
3
3.0
2
2.0
Flux Re
Fluxys Deutschland
6.4. Other operating expenses
Other operating expenses include property
The latter represented an expense of
taxes, local taxes, and losses on disposal or
€3,443 thousand in 2013 compared with €1,589
retirement.
thousand in 2012.
4th financial year
87
Net depreciation, amortisation, impairment losses
and provisions
In thousands of €
Note
Depreciation and amortisation
6.5
Intangible assets
Property, plant and equipment
Impairment losses
6.6
Inventories
31-12-2013
6.7
Total depreciation, amortisation,
impairment losses and provisions
6.5. Depreciation and amortisation
revised
-225,856
-229,563
-53,273
-60,283
-172,583
-169,280
-1,535
-2,939
-1,535
-213
0
-2,726
19,757
23,167
-207,634
-209,335
Trade receivables
Provisions for liabilities and charges
31-12-2012
The depreciation of tangible assets increased
due to the commissioning of new investments,
The intangible assets resulting from the Fluxys
notably the NEL installations, at the Berneau
business combinations have been depreciated in
compressor station and storage at Loenhout, an
accordance with the accounting methods,
increase which is partly offset by the effect of
namely over 40 years for the fixed asset ‘sole
the LNG tanker leaving the consolidation scope.
operator of the natural gas transmission
network and storage facilities’ in Belgium,
6.6. Impairment losses
between 20 and 40 years for the acquired
customer portfolios and over 20 years for the
Trade receivables of which the recovery is
fixed asset ‘sole operator of the LNG facilities’.
doubtful were the subject of impairment losses
in 2012.
88
Fluxys annual financial report 2013
6.7. Provisions for liabilities and charges
results of the fiscal year as it is integrated in the
tariff calculation and is therefore deducted from
En 2013, provisions for the environment and
the regulatory receivable of the storage activity
site restoration have been used for €6.0 million
(see Notes 18 and 26).
and were reversed for €8.1 million. The latter is
related to the downward revision of the costs
The balance of the uses of provisions recognised
estimated for the decommissioning of the peak-
in 2013 mainly relates to the provisions for
shaving plant at Dudzele. This provision
employee benefits.
recovery does not have any impact on the
NOTE 7. FINANCIAL INCOME
Financial income
In thousands of €
Note
Dividends from non-consolidated companies
Financial income from lease contracts
Interest income on marketable securities, cash and cash
equivalents
Other financial income
Total
31-12-2013
31-12-2012
revised
39
270
7.1
185
324
7.2
6,758
9,341
7.3
0
2,931
6,982
12,866
7.1. Financial income from lease contracts
points). This decrease is also due to non-
related to the Interconnector Zeebrugge
recurring interest earned in 2012 in the scope of
Terminal (IZT) installations.
the sale of 49.8% in FluxSwiss.
7.2. Interest income on marketable securities,
7.3. The other financial income in 2012 mainly
cash and cash equivalents are influenced
recorded cash surpluses realised on financial
downward in 2013 compared with 2012 due to
investments and exchange differences.
lower average yields obtained (- 32 basis
4th financial year
89
NOTE 8. FINANCIAL EXPENSES AND CHANGE IN THE FAIR VALUE OF FINANCIAL
INSTRUMENTS
Financial expenses
In thousands of €
Note
Borrowing interest costs
8.1
Unwinding of discounts
8.2
Other financial expenses
Total
31-12-2013
31-12-2012
revised
-97,982
-96,755
-671
-3,719
-1,387
-2,323
-100,040
-102,797
88.1. Borrowing interest costs include interest
The issue of the €350 million bond loan in April
on the Transitgas finance lease contract, the
2012 justifies for the increase of the financial
loans from the European Investment Bank
expenses.
(EIB), the long-term debentures, the loans in
Swiss francs, regulatory liabilities and short-
8.2. The change of expenses related to the
and medium-term financing facilities put in
unwinding of discounts is analysed in Notes 26
place to cover the group’s financial needs.
Provisions and 27 Provisions for employee
benefits.
Change in the fair value of financial instruments
In thousands of €
Note
Use and change in the fair value of financial
instruments
8.3
Total
31-12-2013
31-12-2012
revised
3,581
8,373
3,581
8,373
8.3. This item shows the result related to the
group’s currency risks (USD) related to the
use of financial instruments.
revenue of the LNG tanker, call/put options
relating to the company Fluxys & Co leaving the
This item showed in 2012 the cost incurred in
consolidation scope in January 2013 (see
connection with the use – and change in the fair
Note 3).
value – of instruments used for hedging the
90
Fluxys annual financial report 2013
NOTE 9. INCOME FROM EQUITY AFFILIATES
Income from equity affiliates amounts to
Please refer to Note 15 explaining the
€44,012 thousand in 2013 compared with
movement of participations using the equity
€14,450 thousand in 2012. This change is
method.
mainly explained by the increase of our stake in
Interconnector (UK) Ltd since this year. Due to
the additional acquisition in 2013, the group
now has a 40.75% stake in this company
compared with a 30.75% stake at the end of
2012.
4th financial year
91
NOTE 10. INCOME TAX EXPENSE
Income taxe expense is analysed as follows:
Income tax expense
In thousands of €
Note
31-12-2013
31-12-2012
revised
Current tax
-79,041
Deferred tax
20,187
22,756
-58,854
-81,159
Total
10.1
-103,915
10.1. Income tax expense was €58,854
thousand in 2013, compared with €81,159
thousand in 2012. This value is explained as
follows:
Current tax
In thousands of €
Note
Income tax on the profit of the period
Taxes and withholding taxes due or paid
Excess of payment of taxes and withholding taxes
included in assets
Estimated additional tax included in liabilities
Adjustments to previous years’ taxes
Total
10.2
31-12-2013
31-12-2012
revised
-79,456
-101,279
-54,409
-65,488
0
107
-25,047
-35,898
415
-2,636
-79,041
-103,915
10.2. Current income tax decreased with
This decrease is caused mainly by the decrease
€24,874 thousand compared with the previous
of results of Fluxswiss and regulated activities in
year.
Belgium.
92
Fluxys annual financial report 2013
Deferred tax
In thousands of €
Note
Relating to origination or reversal of temporary
31-12-2013
31-12-2012
revised
19,660
22,443
10.3
24,079
26,262
Differences arising from provisions
10.3
-809
-5,323
Others
10.3
-3,610
1,504
527
313
0
0
0
0
20,187
22,756
differences
Differences arising from the valuation of property, plant
and equipment
Relating to tax rate changes or to new taxes
Relating to changes in accounting policies and
errors
Relating to changes in fiscal status of enterprise or
shareholders
Total
10.3. Deferred tax is primarily influenced by the
provisions for the definitive decommissioning of
difference between the carrying amount and the
pipelines) cause the deviations from the
tax base of property, plant and equipment and
provisions.
intangible assets.
The item ‘Others’ relates to the 5% tax on the
The uses and recoveries under local standards,
dividends from subsidiaries and the change in
which are not accepted under IFRS (notably the
value of financial instruments.
4th financial year
93
Reconciliation of expected income tax rate and effective
average income tax rate
In thousands of €
31-12-2013
Expected income tax based on applicable tax rate – Fiscal
31-12-2012
revised
-66,496
-93,507
Profit from continuing operations after net financial result
239,646
289,551
Income from equity affiliates (-)
-44,012
-14,450
Profit before taxes
195,634
275,101
Applicable tax rate
33.99 %
33.99 %
year
Reconciling items
7,227
14,984
11,605
17,795
357
1,161
Non-deductible expenses
-3,536
-3,742
Taxable dividend income
-4,343
-2,283
3,428
2,053
-284
0
Income tax as per effective average tax rate – Fiscal year
-59,269
-78,523
Profit before taxes
195,634
275,101
Average effective tax rate
30.30 %
28.54 %
0
0
415
-2,636
-58,854
-81,159
Income tax rate differences between jurisdictions
Tax-exempt income
Deductible notional interest cost
Others
Taxes on tax-exempt reserves
Adjustments to previous years’ taxes
Total income tax expense
The average effective tax rate for 2013
amounted to 30.30% compared with 28.54%
the previous year.
94
Fluxys annual financial report 2013
NOTE 11. NET PROFIT FOR THE PERIOD
Net profit for the period
In thousands of €
31-12-2013
Non-controlling interests
31-12-2012
revised
43,123
Group share
Total net profit for the period
55,481
137,669
152,911
180,792
208,392
The consolidated net profit was €180,792
The decrease of the profit is mainly due to the
thousand in 2013 compared with €208,392
decrease of the profit of Fluxswiss and the profit
thousand in 2012.
of the regulated activities in Belgium. The latter
are negatively impacted by the decline of the
regulated yield related to the historically low
rates of the Belgian government bonds (OLOs)
registered in 2013.
4th fiscal year
95
NOTE 12. PROPERTY, PLANT AND EQUIPMENT
Movements in property, plant and equipment
Land
Gas transmission
networks
Buildings
Gas storage
facilities
Gross carrying amount
At 31-12-2011
Additions
Government grants
Acquisitions through business
combinations
Disposals and retirements
Internal transfers
Changes in consolidation scope and assets
held for sale
Translation adjustments
At 31-12-2012
Additions
Government grants
Acquisitions through business
combinations
Disposals and retirements
Internal transfers
Changes in consolidation scope and assets
held for sale
Translation adjustments
At 31-12-2013
96
44,258
133,633
4,230,255
294,105
4,004
1,345
72,889
11,108
0
0
-3,695
0
0
0
0
0
-181
-330
-34,327
-2,646
0
172
195,421
78,578
0
0
0
0
18
0
5,994
0
48,099
134,820
4,466,537
381,145
825
316
124,627
3,227
0
0
-557
0
0
0
0
0
-1,729
-188
-17,010
-3,589
9
6,682
-681
431
0
0
0
0
0
-45
-14,461
0
47,204
141,585
4,558,455
381,214
Fluxys annual financial report 2013
NOTE 12, IMMOBILISATIONS CORPORELLES
In thousands of €
LNG terminal
Ships
Other installations
and machinery
Furniture,
Assets under
equipment and
construction and
vehicles
instalments paid
Total
1,000,840
100,443
46,139
41,785
364,327
6,255,785
463
1,365
36
3,895
57,746
152,851
0
0
0
0
0
-3,695
0
0
0
0
0
0
0
0
-2,559
-1,584
-283
-41,910
0
0
0
0
-274,171
0
0
-101,808
0
0
0
-101,808
0
0
0
3
14
6,029
1,001,303
0
43,616
44,099
147,633
6,267,252
8,412
0
927
4,673
38,169
181,176
0
0
0
0
0
-557
0
0
0
0
0
0
0
0
-22
-184
-1,044
-23,766
31,999
0
63
0
-38,503
0
0
0
0
0
0
0
0
0
0
-6
-39
-14,551
1,041,714
0
44,584
48,582
146,216
6,409,554
4th fiscal year
97
Movements in property, plant and equipment
Land
Buildings
Gas transmission
Gas storage
networks
facilities
Depreciation and impairment losses
At 31-12-2011
0
-64,408
-1,553,991
-163,536
Depreciation
0
-4,869
-129,434
-9,333
Impairment losses
0
0
2,894
0
Acquisitions through business combinations
0
0
0
0
Disposals and retirements
0
97
19,511
1,321
Internal transfers
0
0
0
0
0
0
0
0
Translation adjustments
0
0
-17
0
At 31-12-2012
0
-69,180
-1,661,037
-171,548
Depreciation
0
-5,039
-134,090
-10,950
Impairment losses
0
0
4,347
0
Acquisitions through business combinations
0
0
0
0
Disposals and retirements
0
162
14,340
1,909
Internal transfers
0
-137
137
0
0
0
0
0
Translation adjustments
0
0
150
0
At 31-12-2013
0
-74,194
-1,776,153
-180,589
Net carrying amount at 31-12-2013
47,204
67,391
2,782,302
200,625
Net carrying amount at 31-12-2012
48,099
65,640
2,805,500
209,597
Changes in consolidation scope and assets held
for sale
Changes in consolidation scope and assets held
for sale
98
Fluxys annual financial report 2013
In thousands of €
LNG terminal
Ships
Other installations
and machinery
Furniture,
Assets under
equipment and
construction and
vehicles
instalments paid
0
-2,514,012
Total
-640,015
-19,998
-45,606
-26,458
-21,929
-2,558
-118
-3,933
0
-172,174
0
0
0
0
0
2,894
0
0
0
0
0
0
0
0
2,558
1,581
0
25,068
0
0
0
0
0
0
0
22,556
0
0
0
0
0
0
0
-17
-661,944
0
-43,166
-28,810
0
-2,635,685
-22,984
0
-97
-3,770
0
-176,930
0
0
0
0
0
4,347
0
0
0
0
0
0
0
0
1
132
0
16,544
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
5
0
155
-684,928
0
-43,262
-32,443
0
-2,791,569
356,786
0
1,322
16,139
146,216
3,617,985
339,359
0
450
15,289
147,633
3,631,567
4th fiscal year
22,556
99
Movements in property, plant and equipment
Net carrying amount at 31-12-2013, including:
At cost
At revaluation
Net carrying amount at 31-12-2013 of assets
held under finance leases
Gas transmission
Gas storage
networks
facilities
Land
Buildings
47,204
67,391
2,782,302
200,625
47,204
67,391
2,782,302
200,625
0
0
0
0
2,639
79
808,726
0
110
0
0
0
Supplementary information
Net carrying amount of assets temporarily out of use
‘Property, plant and equipment’ mainly
In relation to investments that are currently in
comprises the group’s transmission, storage
progress or planned, the group has
(Loenhout) and terminalling (Zeebrugge)
commitments under Engineering, Procurement
facilities. The interest held by Fluxys & Co in the
and Construction contracts.
LNG ship was transferred to the item ‘Assets
intended for sale’ in late 2012 and has been
During 2013, Fluxys Belgium obtained grants
sold in January 2013 (see Note 3).
worth €557 thousand for the RTR2.
In 2013, the main items of investment were the
Retirements during the period mainly relate to
laying of transmission pipelines (mainly the NEL
pipelines that have been replaced or
installations and the pipeline Ben-Ahin-Bras)
decommissioned, parts of compressor stations
and the installation at the LNG Terminal, more
which had reached the end of their lifetime and
in particular the second jetty and the ‘Open
upgrade of the line-pack and cushion gas at
Rack Vaporizer’.
Loenhout.
100
Fluxys annual financial report 2013
In thousands of €
LNG terminal
Ships
Other installations
and machinery
Furniture,
Assets under
equipment and
construction and
vehicles
instalments paid
Total
356,786
0
1,322
16,139
146,216
3,617,985
356,786
0
1,322
16,139
146,216
3,617,985
0
0
0
0
0
0
0
0
0
323
2,645
814,412
0
0
0
0
0
110
The depreciation charge for the period amounts
market assumptions, based on the principle of
to €172,583 thousand and reflects the rate at
matching of revenues and costs. Given the
which the group expects to consume the
specificities of the activities concerned, the
economic benefits of the assets.
residual value, if any, of the facilities in question
has been ignored.
The assets that are used within the regulated
market are depreciated over their useful life, as
At the balance sheet date the group does not
stated in point 8 of the accounting principles
hold property, plant and equipment assets
(Note 2), without taking into account a residual
which have been pledged as security against
value, given the specificity of the sector’s
liabilities.
activities.
The group emphasises that no indications
Other property, plant and equipment is
existed at the balance sheet date that property,
depreciated over its useful life as estimated by
plant and equipment may have been impaired.
the group, taking into account actual and
potential contracts, and considering reasonable
4th fiscal year
101
NOTE 13. INTANGIBLE ASSETS
Movements in the carrying amount of intangible assets
In thousands of €
Application
‘Sole network
‘Customer portfolio’
software
operator’ fixed assets
fixed assets
51,086
244,600
579,408
875,094
10,655
0
0
10,655
0
0
0
0
Total
Gross carrying amount
At 31-12-2011
Additions
Acquisitions through business
combinations
Disposals and retirements
-16,817
0
0
-16,817
Translation adjustments
0
0
2,854
2,854
Changes in consolidation scope
0
0
0
0
Others
At 31-12-2012
Additions
Acquisitions through business
combinations
Disposals and retirements
0
0
0
0
44,924
244,600
582,262
871,786
8,031
0
0
8,031
0
0
0
0
-61
0
0
-61
Translation adjustments
0
0
-7,195
-7,195
Changes in consolidation scope
0
0
0
0
Others
0
0
0
0
52,894
244,600
575,067
872,561
At 31-12-2013
102
Fluxys annual financial report 2013
Movements in the carrying amount of intangible assets
In thousands of €
Applicatio
‘Sole network
‘Customer
n
operator’ fixed
portfolio’ fixed
software
assets
assets
-35,823
-10,689
-5,695
-52,207
-8,894
-8,765
-42,624
-60,283
0
0
0
0
16,817
0
0
16,817
1,600
Total
Amortisation and impairment losses
At 31-12-2011
Amortisation and impairment losses
Acquisitions through business
combinations
Disposals and retirements
Translation adjustments
0
0
1,600
Changes in consolidation scope
0
0
0
0
Others
0
0
0
0
-27,900
-19,454
-46,719
-94,073
-8,357
-8,765
-36,151
-53,273
0
0
0
0
11
0
0
11
0
0
413
413
At 31-12-2012
Amortisation and impairment losses
Acquisitions through business
combinations
Disposals and retirements
Translation adjustments
Changes in consolidation scope
0
0
0
0
Others
0
0
0
0
-36,246
-28,219
-82,457
-146,922
At 31-12-2012
4th fiscal year
103
Movements in the carrying amount of intangible assets
‘Sole network
‘Customer
operator’ fixed
portfolio’ fixed
assets
assets
16,648
216,381
492,610
725,639
17,024
225,146
535,543
777,713
Application
software
Net carrying amount
At 31-12-2013
Net carrying amount
at 31-12-2012
In thousands of €
Total
Intangible assets comprise the net carrying
transmission network and storage facilities and
amount of application software and of emission
of Fluxys LNG SA as sole operator of the LNG
rights, the value for the Fluxys group of the
facilities. Fluxys has also booked the value of
appointment of Fluxys Belgium and Fluxys LNG
the customer portfolios relating to the
as sole operator of the network, as well as the
companies FluxSwiss, Fluxys TENP, GMSL and
value of the acquired customer portfolio.
Huberator. The amortisation periods applied for
the fixed assets are described in the accounting
The application software included in intangible
methods (see Note 2.7).
assets is investment in software developed or
purchased by the group. This software is
The gas transmission facilities in Belgium are
amortised over 5 years on a straight-line basis.
included in the scheme for greenhouse gas
Major investments during the fiscal year
emission allowance trading. Accordingly, Fluxys
concern software developed in relation to gas
Belgium group was given in 2013 free emission
flow management, assets and related
rights amounting to 137,252 tonnes of CO2 for
administrative tools.
the compression, storage, blending and
terminalling activity sites. The value of the
The business combinations in Fluxys were
unused rights of the fiscal year 2013 amounted
carried out by applying the acquisition method.
to €284 thousand, which corresponds to 43,656
Pursuant to the fair value measurement of the
tonnes of CO2. In accordance with the
acquired assets and liabilities, the group booked
accounting policies stated in Note 2, the unused
the intangible assets corresponding to the
emission rights granted free of charge have
value, for the group, of the nomination of Fluxys
been recognised at nil value in intangible
SA as sole operator of the natural gas
assets.
104
Fluxys annual financial report 2013
The group emphasises that there were no
indications at the balance sheet date that
intangible assets may have been impaired.
NOTE 14. GOODWILL
Goodwill
In thousands of €
31-12-2013
Goodwill Fluxys Belgium SA
Total
31-12-2012
revised
1,924
1,924
1,924
1,924
The goodwill reported in the group’s financial
The amount of €1,924 thousand corresponds to
statements relates to the business combination
the cost surplus of the business combination
carried out in September 2010, when Publigas
with respect to the net fair value of the assets,
transferred its stake in Fluxys Belgium SA to
liabilities and any conditional liabilities on
Fluxys.
10 September 2010. This is attributed to the
cash generating unit ‘Regulated activities in
Belgium’ for the impairment test.
4th fiscal year
105
NOTE 15. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
At 31 December 2013, the Fluxys group had the
following investments accounted for using the
equity method:
- Transitgas (46% of which 23.09% as part of
the group),
- TENP KG (49%),
- TENP GMBH (50%),
- Dunkerque LNG (25%),
- Gaz-Opale (61.75%),
- Interconnector (UK) (40.75%),
- Interconnector Zeebrugge Terminal (25.5%),
- GasBridge 2 (50%).
Movements in investments accounted for using
the equity method
In thousands of €
31-12-2013
Investments accounted for using the equity
31-12-2012
revised
340,556
78,693
Additions
75,724
129,362
Share in the total net profits
46,358
13,095
-55,678
-16,758
26
117,139
method – opening balance
Dividends distributed
Changes in consolidation scope
Translation adjustments
Capital increase
Investments accounted for using the equity
method – closing balance
-10,505
-5,775
65,494
24,800
461,975
340,556
The comprehensive net income resulting from
It also integrates in 2013, like in 2012, the
the equity accounting of these investments was
change in the fair value of cash flow hedges,
influenced in 2013, by the contribution of
namely the interest rate swaps concluded in
Interconnector (UK), a company in which the
order to exchange the floating interest rate of
group’s stake has progressively risen from 15%
the Transitgas financing arrangements for a
at the beginning of 2012 to 40.75%, including
fixed rate. This change in value is recognised in
the acquisition of a 10% stake carried out in
‘Other comprehensive income’.
2013.
The capital increases correspond to the
conversion into capital of the current account
towards Dunkerque LNG.
106
Fluxys annual financial report 2013
NOTE 16. OTHER FINANCIAL ASSETS
Other financial assets
In thousands of €
Note
Shares at cost
31-12-2013
31-12-2012
revised
16.1
41,460
Financial assets at fair value
16.2/33
14,161
5,825
Other financial assets at cost
16.3
693
4,541
56,314
10,919
Total
Movements in other financial assets - Shares at cost
In thousands of €
31-12-2013
Opening balance
Gross amount
553
31-12-2012
revised
553
120,107
553
123,376
Uncalled amounts
0
0
Accumulated impairment losses
0
-3,269
40,907
524
Disposals
0
-2,939
Change in ownership percentage
0
0
Acquisitions through business combinations
0
0
Capital increases
0
0
Changes in consolidation scope
0
-120,408
Impairment losses
0
3,269
Closing balance
41,460
553
Gross amount
41,460
553
Acquisitions
Uncalled amounts
0
0
Accumulated impairment losses
0
0
16.1. In 2013, the group has acquired a 16%
NetConnect Germany GmbH & Co KG and
stake in the company TAP (Trans Adriatic
Prisma European Capacity Platform GmbH.
Pipeline AG) for an amount of €40,907 thousand
(see Note 3). Other stakes held concern
4th financial year
107
These shares in companies that carry out
16.2. Financial assets at fair value comprise the
activities of interest to the Fluxys group are held
financial instruments concluded to hedge the
with a view to keeping them in the long term,
foreign exchange risks to which the group is
without however being able to exercise any
exposed in relation to the CHF and GBP
control or noteworthy influence. As these shares
currencies. The major part of these instruments
are not quoted on an active market, they are
are qualified as hedging instruments. The others
valued at their acquisition cost.
provide a natural hedge for the risk to which the
concerned company is exposed (see Note 33).
Movements in other financial assets – Other assets at cost
In thousands of €
31-12-2013
Opening balance
Gross amount
Accumulated impairment losses
Additions
31-12-2012
revised
4,541
145
4,541
145
0
0
21
4,396
-3,869
0
Acquisitions through business combinations
0
0
Others
0
0
Closing balance
693
4,541
Gross amount
693
4,541
0
0
Repayments
Accumulated impairment losses
16.3. Other assets at cost consist of guarantees
The decrease in 2013 is mainly due to the
paid by the group in relation to the exercise of
guarantee paid to ICE-Endex in 2012 to obtain
its activities.
access to the gas exchange, whereby the
guarantee is replaced by a bank guarantee.
108
Fluxys annual financial report 2013
NOTE 17. FINANCE LEASE RECEIVABLES
Finance lease receivables
In thousands of €
31-12-2012
31-12-2013
Non-current receivables
revised
19,975
Current receivables
Total
22,850
2,874
2,453
22,849
25,303
Finance lease receivables include the contract
The contract, which took effect in 1998, has a
relating to the Interconnector Zeebrugge
minimum term of 20 years, at the end of which
Terminal (IZT): in accordance with IAS 17, the
the lessee can exercise a purchase option. A
lease contract signed with IZT SCRL for IZT has
variable interest rate (based on Euribor) is
been accounted for as a finance lease.
applied to this receivable.
Maturity of finance lease receivables at 31-12-2013
In thousands of €
Up to one
Total
Over
Total
and five
five
years
years
2,874
19,975
0
22,849
2,874
19,975
0
22,849
year
IZT finance lease receivables
Between one
Finance lease receivables:
Present value of minimum lease payments at market rate
3,068
20,590
0
23,658
Total minimum lease payments (A)
3,068
20,590
0
23,658
194
615
0
809
2,874
19,975
0
22,849
Interest (B)
Total finance lease receivables (A-B)
4th fiscal year
109
Maturity of finance lease receivables at 31-12-2012 revised
In thousands of €
Up to one
Total
Over
and five
five
years
years
2,453
15,627
7,223
25,303
2,453
15,627
7,223
25,303
year
IZT finance lease receivables
Between one
Total
Finance lease receivables:
Present value of minimum lease payments at market rate
2,640
16,297
7,319
26,256
Total minimum lease payments (A)
2,640
16,297
7,319
26,256
187
670
96
953
2,453
15,627
7,223
25,303
Interest (B)
Total finance lease receivables (A-B)
The total value of minimum lease payments
receivables), interest to be received (interest),
corresponds to the best estimate, at the balance
or the purchase option (finance lease
sheet date, of the lease payments to be
receivables). These payments are discounted at
received regardless of whether they relate to
market rate so as to obtain the present value of
the capital to be received (finance lease
the minimum lease payments.
110
Fluxys annual financial report 2013
NOTE 18. NON-CURRENT LOANS AND RECEIVABLES
Non-current loans and receivables
In thousands of €
Note
31-12-2013
Regulatory assets
18.1
32,172
Calls for funds and others
18.2
Total
31-12-2012
revised
35,332
129,002
68,224
161,174
103,556
18.1. This item includes the regulatory
18.2. Dunkerque LNG and TAP are making calls
receivable that arose in 2010 following the
for funds to shareholders in connection with
closure of the peak-shaving plant at Dudzele
their respective construction project. This item
and the receivable relating to the NEL
also includes the amounts paid to TENP KG
installations fully commissioned in November
above the subscribed capital.
2013.
Maturity of non-current loans and receivables at 31-12-2013
In thousands of €
Between one and
Over five
five years
years
Regulatory assets
32,172
0
32,172
Dunkerque LNG calls for funds
98,552
0
98,552
7,400
0
7,400
TENP KG calls for funds
Total
TAP calls for funds
21,988
0
21,988
Others receivables
1,062
0
1,062
161,174
0
161,174
Total
Maturity of non-current loans and receivables at 31-12-2012
revised
Regulatory assets
Dunkerque LNG calls for funds
TENP KG calls for funds
Total
4th fiscal year
In thousands of €
Between one and
Over five
five years
years
0
35,332
35,332
64,824
0
64,824
Total
3,400
0
3,400
68,224
35,332
103,556
111
NOTE 19. INVENTORIES
Carrying amount of inventories
In thousands of €
31-12-2013
31-12-2012
revised
Supplies and consumables
34,967
38,924
Gross carrying amount
41,733
44,155
Impairment
-6,766
-5,231
13,949
14,741
13,949
14,741
0
0
491
122
491
122
0
0
49,407
53,787
Goods held for resale
Gross carrying amount
Impairment
Contracts in progress
Gross carrying amount
Impairment
Total
Inventories decreased with €4,380 thousand at
31 December 2013, following the use of
materials in the scope of the projects carried
out in 2013. An additional impairment has been
recognised at the end of the fiscal year on the
materials of which the prospects of use in the
medium term are low.
Inventories - Impact of movements on net profits
In thousands of €
31-12-2013
31-12-2012
revised
Inventories – purchased or used
-2,845
10,665
Impairment
-1,535
-213
-4,380
10,452
Total
112
Fluxys annual financial report 2013
NOTE 20. CURRENT TAX RECEIVABLE
Current tax receivable
In thousands of €
31-12-2013
31-12-2012
revised
Recoverable income taxes
3,311
9,570
Total
3,311
9,570
Recoverable income taxes record a decrease,
mainly in Germany.
NOTE 21. TRADE AND OTHER RECEIVABLES
Trade and other receivables
In thousands of €
Note
31-12-2013
31-12-2012
revised
Gross trade receivables
88,076
77,634
Impairment losses
-2,688
-2,692
Net trade receivables
21.1
85,388
74,942
Other receivables
21.2
16,695
18,234
102,083
93,176
Total
21.1. The Fluxys group reduces its exposure to
credit risk, both in terms of default and
concentration of risk, by requiring short
payment terms from its customers, a strict
policy for the follow-up of trade receivables, and
a systematic evaluation of its counterparties’
financial position (see Note 33).
4th fiscal year
113
Trade receivables can be broken down as follows according to their ageing:
Net trade receivables according to ageing
In thousands of €
31-12-2013
Receivables not past due
Receivables due < 3 months
31-12-2012
revised
82,850
74,416
2,538
519
Receivables due 3 - 6 months
0
7
Receivables due > 6 months
0
0
Receivables in litigation or doubtful
Total
0
0
85,388
74,942
The increase in trade receivables at 31
21.2. ‘Other receivables’ mainly includes
December 2013 is related to invoices issued at
various receivables such as recoverable
the end of December 2013 and paid at the
withholding taxes and VAT, of which the amount
beginning of 2014 and to non-recurring
decreased at the end of 2013 compared with
amounts to be invoiced in the scope of
the end of 2012.
investment projects.
‘Assets in litigation’ are mainly outstanding
receivables on grid users. These receivables
were subject to impairment amounting to
100%.
114
Fluxys annual financial report 2013
NOTE 22. SHORT-TERM INVESTMENTS, CASH AND CASH EQUIVALENTS
Short-term investments are investments with a
Cash and cash equivalents are mainly
maturity of more than three months in bonds,
investments in commercial paper that mature
commercial paper and bank deposits.
within a maximum of three months after the
date of acquisition, term deposits at financial
institutions, bank balances and cash in hand.
Short-term investments, cash and cash equivalents
In thousands of €
31-12-2013
31-12-2012
revised
Short-term investments
170,725
22,905
Cash and cash equivalents
153,794
541,617
Cash equivalents
Short-term deposits
Bank balances
Cash in hand
Total
18,365
95,686
109,396
293,904
26,015
152,011
18
16
324,519
564,522
The decrease of the cash and cash equivalents
The portion of cash whose use is conditioned by
is mainly due to the investments made during
financing agreements was €18.4 million at 31
the fiscal year.
December 2013.
4th fiscal year
115
NOTE 23. OTHER CURRENT ASSETS
Other current assets
In thousands of €
Notes
Accrued income
31-12-2013
31-12-2012
revised
1,421
2,154
Prepaid expenses
23.1
17,639
5,770
Other current assets
23.2
1,140
0
20,200
7,924
Total
Other current assets mainly comprise prepaid
23.2 Other current assets include, in 2013, the
expenses amounting to €17,639 thousand
short-term share of the excess hedging assets
(insurance, rent, etc.), with various items of
compared to the actuarial liabilities relating to
accrued income accounting for the remainder.
the group’s obligations on retirements (see
Note 27).
23.1 The increase of prepaid expenses relates
to the volume of invoices received in December
and relating to the next fiscal year.
116
Fluxys annual financial report 2013
NOTE 24. EQUITY
Publigas established the public limited company
On 31 December 2013, the shareholder
Fluxys on 12 July 2010, into which it transferred
structure of Fluxys is as follows:
its stake (89.97%) in Fluxys Belgium SA on 10
- 77.73%:
September 2010.
- 19.97%:
Publigaz
Caisse de dépôt et placement
du Québec
On 30 March 2011, Caisse de dépôt et
- 2.14%:
SFPI
placement du Québec acquired a 10% stake in
- 0.16%:
Employees and management
Fluxys SA, by means of a €150 million capital
increase.
These capital increases are part of the group’s
objective to maintain a solvency ratio of at least
On 28 November 2011, Fluxys carried out a
one-third equity.
second capital increase of €300 million.
Non-controlling interests amounting to
In 2012 and 2013, Fluxys carried out capital
€307,254 thousand represent the 10.03% stake
increases for a total amount of €145.5 million,
held in Fluxys Belgium SA and its subsidiaries as
of which €34.7 million uncalled. As a result of
well as the 49.8% stake and 5.0% stake
these capital increases the Société Fédérale de
respectively held in FluxSwiss and Huberator.
Participations et d’Investissement (SFPI) has
entered the capital of Fluxys as well as the
employees of the group.
4th fiscal year
117
Note on parent company shareholding
Ordinary shares
Preferred
Total
shares
I. Movements in number of shares
1. Number of shares, beginning balance
2. Number of shares issued
86,546,808
0
86,546,808
119,131
0
119,131
86,665,939
0
86,665,939
3. Number of ordinary shares cancelled or reduced ( - )
4. Number of preferred shares redeemed, converted or
reduced ( - )
5. Other increase (/ decrease)
6. Number of shares, ending balance
II. Other information
1. Par value of shares
No par
2. Number of shares owned by the company
0
0
0
3. Interim dividends during the fiscal year
0
0
0
118
Fluxys annual financial report 2013
NOTE 25. INTEREST-BEARING BORROWINGS
Non-current interest-bearing borrowings
In thousands of €
Note
31-12-2013
31-12-2012
revised
Finance leases
25.1
304,367
400,319
Debentures
25.2
979,773
980,068
Other borrowings
25.3
680,017
746,023
Other liabilities
25.4
387,737
305,477
2,351,894
2,431,887
0
0
Total
Of which debts guaranteed by the public authorities
or by actual sureties
Current interest-bearing borrowings
In thousands of €
Note
31-12-2013
31-12-2012
revised
Finance leases
25.1
56,106
68,975
Other borrowings
25.3
95,371
47,209
Other liabilities
25.4
Total
Of which debts guaranteed by the public authorities
or by actual sureties
41,294
67,306
192,771
183,490
0
0
25.1. Finance lease payables include contracts
25.2. In December 2009 and in April 2012,
relating to transmission facilities in Switzerland
Fluxys Belgium issued a debentures for a total
(Transitgas). In accordance with IAS 17, these
amount of €700 million, which provide a gross
lease contracts are accounted for as finance
annual coupon of respectively 4.125% and
leases. This agreement expires in 2021, with
4.25% and expire respectively in 2015 and
the option to extend it.
2018. In June 2011, Fluxys Finance issued a
€300 million debenture. The bonds have a term
of six years and offer an interest rate of
4.577%.
4th fiscal year
119
25.3. Other borrowings at 31 December 2013
- a loan from the company FluxSwiss towards
include:
GIP of which the balance amounts to €35.5
- a 10-year loan amounting to €34.0 million at a
million at 31 December 2013.
fixed annual interest rate of 4.747%
- short-term loans and accrued interest for the
contracted with the European Investment
balance.
Bank (EIB) in August 2007 for the financing of
the capacity enhancement at the Zeebrugge
25.4. The regulatory liabilities included in
LNG terminal.
‘Other liabilities’ consist of the positive
- a 25-year loan of €400,0 million at a fixed
difference between the acquired regulated
rate contracted with the EIB in December
prices and the regulated prices invoiced. The
2008 to finance investments to develop the
share of tariffs gains listed as non-current
gas transmission network.
liabilities corresponds to the regulatory liabilities
- a CHF syndicated loan from a bank
to be used in more than one year’s time, while
consortium, with a maturity of 10 years and of
the gains to be used within the year are listed
which the balance amounts to €247.3 million
as current liabilities. These amounts bear
at 31 December 2013. Interest rate swaps
interest.
were concluded to convert the floating interest
rate into a fixed rate.
Maturity of interest-bearing borrowings at 31-12-2013
Finance leases
Debentures
Other borrowings
Other liabilities
In thousands of €
Up to one
year
Between one
and five
years
Over five
years
Total
56,106
172,176
132,191
360,473
0
979,773
0
979,773
95,371
235,313
444,704
775,388
41,294
387,737
0
429,031
192,771
1,774,999
576,895
2,544,665
market rate
71,224
179,893
107,779
358,896
Total minimum lease payments
72.056
213.808
157.970
443.834
Interest
15.950
41.632
25.779
83.361
Total
Supplementary information
Finance leases:
Present value of minimum lease payments at
120
Fluxys annual financial report 2013
Maturity of interest-bearing borrowings at 31-12-2012 revised
Up to one
year
Finance leases
Debentures
In thousands of €
Between one
and five
years
Over five
years
Total
68,975
226,653
173,666
469,294
0
630,843
349,225
980,068
Other borrowings
47,209
200,228
545,795
793,232
Other liabilities
67,306
305,477
0
372,783
183,490
1,363,201
1,068,686
2,615,377
87,227
262,714
176,648
526,589
Total minimum lease payments
89,736
279,564
207,561
576,861
Interest
20,761
52,911
33,895
107,567
Total
Supplementary information
Finance leases:
Present value of minimum lease payments at
market rate
The total value of minimum lease payments
be paid (interest), or the purchase option
corresponds to the best estimate, at the balance
(finance leases). These payments are
sheet date, of the lease payments to be paid,
discounted at market rate so as to obtain the
regardless of whether they relate to the capital
present value of the minimum lease payments.
to be refunded (finance leases), the interest to
4th fiscal year
121
NOTE 26. PROVISIONS
26.1. Provisions (excluding provisions for employee benefits)
In thousands of €
Provisions (excluding provisions for employee benefits)
Provisions at 31-12-2012 revised
Environment
Total (excluding
Litigation and
and site
employee
claims
restoration
benefits)
3,351
21,402
24,753
2,235
500
2,735
Acquisitions through business combinations
Additions
Use
-703
Release
Unwinding of the discount
Provisions at 31-12-2013, of which:
-6,065
-6,768
-8,061
-8,061
-334
-334
4,883
7,442
12,325
Non-current provisions
2,340
1,976
4,316
Current provisions
2,543
5,466
8,009
Provisions for the environment and site
Additions to provisions of the year mainly
restoration have been used for €6.0 million and
concern the best estimate, at the balance sheet
were reversed for €8.1 million in 2013. The
date, of the costs related to the Ghislenghien
latter is related to the downward revision of the
accident and the decommissioning of the
costs estimated for the decommissioning of the
compressor plant at Sinsin.
peak-shaving plant at Dudzele. This provision
recovery does not have any impact on the
results of the fiscal year as it is integrated in the
tariff calculation and is therefore deducted from
the regulatory receivable of the storage activity.
122
Fluxys annual financial report 2013
26.2. Provisions for employee benefits
Provisions for employee benefits
In thousands of €
Provisions at 31-12-2012 revised
51,416
Acquisitions through business combinations
0
Additions
7,181
Use
-14,844
Release
0
Unwinding of the discount
5,019
Actuarial gains / losses recognised in profit / loss (jubilee premiums)
-354
Expected return on plan assets
-3,660
Actuarial gains / losses directly recognised in equity
-9,760
Reclass to assets
19,380
Provisions at 31-12-2013, of which:
54,378
Non-current provisions
50,828
Current provisions
3,550
The provisions for employee benefits not pre-
sheet under items ‘Other non-current assets’
funded have increased slightly, notably at the
and ‘Other current assets’. These surpluses
level of healthcare. ‘Defined benefit’ pensions
relate to the actuarial gains and losses
plans show surpluses of plan assets compared
recognised during the fiscal year and the
with the actuarial relating to the estimated
group’s finance policy which tends to be in line
commitments of the group at 31 December
with the estimated actuarial debt of the group.
2013. The amount thereof consequently has
These provisions are set out in detail in Note 27.
been transferred to the assets of the balance
4th fiscal year
123
26.3. Movements in the income statement and maturity of provisions
Movements in positions in the income statement
can be broken down as follows:
Impact
In thousands of €
Use and
Additions
reversals
Total
Profit (loss) from continuing operations
9,916
-29,673
-19,757
Financial profit (loss)
4,331
-3,660
671
14,247
-33,333
-19,086
Total
Maturity of provisions at 31-12-2013
In thousands of €
Up to one
year
Between
one and
five years
Over five
years
Total
Litigation and claims
2,543
0
2,340
4,883
Environment and site restoration
5,466
1,976
0
7,442
Subtotal
8,009
1,976
2,340
12,325
Employee benefits
3,550
17,983
32,845
54,378
11,559
19,959
35,185
66,703
Total
Maturity of provisions at 31-12-2012 revised
Litigation and claims
Environment and site restoration
Subtotal
Employee benefits
Total
124
In thousands of €
Up to one
year
Between
one and
five years
Over five
years
Total
1,046
0
2,305
3,351
16,823
0
4,579
21,402
17,869
0
6,884
24,753
3,350
13,400
34,666
51,416
21,219
13,400
41,550
76,169
Fluxys annual financial report 2013
Discount rate
Long-term provisions are discounted
systematically based on interest rates that have
changed as follows, according to time frame:
Discount rate
31-12-2012
31-12-2013
revised
Between one and five years
1.25%
0.83%
Between six and ten years
2.42%
1.93%
Over ten years
3.05%
2.75%
Provisions for litigation and claims
Provisions for the environment and site
restoration
These provisions have been established to cover
potential litigation payments arising for instance
These provisions mainly relate to obligations for
from the construction of the Zeebrugge LNG
safety, clean-up and restoration of sites in the
terminal (1983).
process of being shut down.
They also cover the estimated uninsured risks
These provisions are accrued in accordance with
for the Fluxys group with regard to accidents.
the Belgian regional environmental legislation
and the Belgian Gas Act. The obligations
The estimate for these provisions is based on
covered by these provisions require action plans
the value of claims filed or on the estimated
and numerous studies in cooperation with the
amount of the risk exposure.
various public authorities and the institutions
established for this purpose.
4th fiscal year
125
NOTE 27. PROVISIONS FOR EMPLOYEE BENEFITS
For purposes of comparison, the retrospective
funds for the electricity and gas industries and
application of the revised IAS 19 is driving at
through insurance companies.
the restatement of consolidated financial
statements for fiscal 2012.
Employees and employers contribute to these
pension plans. The employer’s contribution is
The detailed impacts relating to it are presented
determined annually on the basis of an actuarial
in the note 1.E. “Changes or amendments at the
report. This is to ensure that the minimum legal
accounting principles and methods”.
funding requirements have been met and that
the long-term funding of the benefits is assured.
Description of the principal retirement
‘Salary scale’ personnel recruited after 1 June
schemes and related benefits
2002 and management staff recruited after 1
May 1999 are covered by defined contribution
In Belgium collective agreements regulate the
pension plans. For payments made after 1
rights of company employees in the electricity
January 2004, the law requires an average
and gas industries.
annual return over the career of at least 3.25%
for employer’s contributions and at least 3.75%
These agreements cover ‘salary scale’ personnel
for employees’ contributions, with any deficit
recruited before 1 June 2002 and management
being covered by the employer. Given the fact
personnel recruited before 1 May 1999. They
that the actual returns exceed the guaranteed
provide the beneficiaries with lump sum pension
minimum returns, no provision has been made
benefits that vary according to their final annual
at this level.
pay and the number of years of service upon
retirement. These retirement schemes are
The Fluxys group also has other pension
referred to as defined benefit pension plans.
benefits, early pension schemes, other postemployment benefits such as reimbursement of
Obligations under these defined benefit pension
medical expenses and price subsidies, as well as
plans are funded through a number of pension
other long-term benefits (seniority payments).
Not all of these benefits are funded.
126
Fluxys annual financial report 2013
Financial status of the funded defined benefit obligations
In thousands of €
Present value of funded defined benefit
obligations
Fair value of plan assets
Funded status of plans
Impact on minimum funding
requierement/effect of the asset ceiling
Others
Net employee benefit liability
Pensions *
Others **
2013
2012
2013
2012
-131,867
-141,433
-44,752
-43,363
141,621
133,380
0
0
9,754
-8,053
-44,752
-43,363
0
0
0
0
0
0
0
0
-43,363
9,754
-8,053
-44,752
Funds assets
19,380
0
0
0
Funds liabilities
-9,626
-8,053
-44,752
-43,363
* The pensions include also the pre-retirement obligations and early retirement no refunded.
** The heading ‘Others’ include seniority payment as well as other post-employment benefits (reimbursement of
medical expenses and tariff reductions).
4th fiscal year
127
Movement in the present value of the defined benefit obligations
In thousands of €
Pensions *
Others **
2013
2012
2013
2012
-141,433
-138,850
-43,363
-37,914
-4,668
-4,309
-1,627
-1,199
330
-909
0
0
-3,753
-4,966
-1,266
-1,471
Participant’s contributions
-297
-279
0
0
Change in demographic assumptions
-980
0
-2,907
0
Change in financial assumptions
3,607
-798
916
-4,813
Change from experience adjustments
6,850
0
1,738
0
Beginning of the period
Current services cost
Early retirements cost
Financial loss (-) / profit (+)
Past service cost
-463
0
0
0
9,948
8,678
1,757
2,034
-1,008
0
0
0
-131,867
-141,433
-44,752
-43,363
Benefits paid
Others
End of the period
Movement in the fair value of the plan assets
In thousands of €
Beginning of the period
Interest income
Return on plan assets (excluding net interest
income)
Employer’s contributions
Participant’s contributions
Benefits payments
Others
End of the period
Actual return on plan assets
128
Pensions *
Others **
2013
2012
2013
2012
133,380
118,005
0
0
3,660
5,419
0
0
287
5,308
0
0
12,287
13,047
1,757
2,034
355
279
0
0
-9,948
-8,678
-1,757
-2,034
1,600
0
0
0
141,621
133,380
0
0
3,947
10,727
0
0
Fluxys annual financial report 2013
Costs of provision defined and recognised in profit or loss
In thousands of €
Pensions *
Others **
2013
2012
2013
2012
-4,965
-4,588
-1,627
-1,199
330
-909
0
0
-463
0
0
0
0
0
356
-1,275
-3,753
-4,966
-1,266
-1,471
3,660
5,419
0
0
-5,191
-5,044
-2,537
-3,945
Cost of pension
Current service cost
Cost of early retirement
Past service cost
Actuarial gains/(losses) on other long-term benefit
Net interest on the defined benefit
liability/(asset)
Interest cost on defined benefit obligations
Interest income on plan assets
Defined benefit costs recognized in profit or
loss
Actuarial losses (gains) recognized in the other comprehensive income
In thousands of €
Pensions *
Others **
2013
2012
2013
-980
0
-2,907
0
Change in financial assumptions
4,211
-798
561
-2,937
Change from experience adjustments
6,850
0
1.738
0
287
5,308
0
0
10,368
4,510
-608
-2,937
Change in demographic assumptions
Return on plan assets (excluding net interest
income)
Loss (profit) accepted actuarial in the others
elements in overall result
4th fiscal year
2012
129
Allocation of defined benefit obligation by type of plan participants
In thousands of €
Active plan participants
Terminated plan participants with deferred benefits entitlements
Retired workers and beneficiaries
Total
2013
2012
-146,580
-153,148
-2,626
-2,766
-27,413
-28,882
-176,619
-184,796
Allocation of defined benefit obligation by type of benefits
In thousands of €
Retirement and death benefits
2013
2012
-131,866
-141,434
Other post-employment benefits (medical and tariff reductions)
-27,831
-26,741
Jubilee premiums
-16,922
-16,621
-176,619
-184,796
Total
Main actuarial assumptions used
2013
2012
Discount rate
3.05 %
2.75 %
Expected average salary increase *
4.00 %
4.00 %
Expected inflation
2.00 %
2.00 %
Expected increase of health benefits *
3.00 %
3.00 %
Expected increase of tariff advantages *
4.00 %
4.00 %
62
62
Average assumed retirement age
Mortality table used
MR/FR Correction of 5 years on active people only
Life expectancy in years of a pensioner retiring at age 65:
For a person aged 65 at closing date
22
22
* including inflation
130
Fluxys annual financial report 2013
Description of the main actuarial risks
Within the context of defined contribution
pension plans, the group is subject to risks
The latter is obtained from a zero-risk interest
associated with the actuarial assumptions
rate recorded on the financial markets at the
taken, interest rate, life expectancy and wage
closing rate, and from the risk premium for each
evolution.
category in the portfolio and from a similar
The present value of defined benefit obligations
is lower than the discount rate, the expected
is determined by using a current rate based on
return is reduced.
volatility. If the expected return on plan assets
high quality obligations.
The assumptions regarding the salary increase,
Each year, the discount rate used to calculate
inflation, movement of the personnel and
the obligations taken by financial retirement
expected average assumed retirement age are
benefit and minimum funding requirement is
defined on basis of historical statistics. The
compared to expected return of the plan assets.
mortality tables correspond to the observed
experience in the financing vehicle.
4th fiscal year
131
Fair value of the plan assets per major category
Investments quoted in an active market
2013
2012
79.41%
77.68%
Shares - Eurozone
15.63%
8.88%
Shares – Outside Eurozone
11.65%
13.55%
Government bonds - Eurozone
Other bonds - Eurozone
Other bonds - Outside Eurozone
Unquoted investments
3.91%
9.08%
43.18%
46.17%
5.04%
0.00%
20.59%
22.32%
Insurance contracts
0.00%
0.00%
Property
4.73%
5.07%
Cash and cash equivalents
1.64%
2.09%
14.22%
15.16%
100.00%
100.00%
141,621
133,380
Others
Total (in %)
Total (in thousand of €)
Sensitivity analysis
Impact on the net defined benefit obligation
In thousands of €
Increase (-) / Decrease (+)
Increase of discount rate (0.5%)
Average salary increase – excluding inflation (0.5%)
8,663
-11,140
Increase of inflation (0.25%)
-4,256
Increase of healthcare care benefits (1%)
-2,321
Increase of tariff advantages (0.5%)
-1,022
Increase of life expectancy of pensioners (1 year)
-1,314
132
Fluxys annual financial report 2013
Weighted average duration of the defined benefit obligation
Weighted average duration of the defined benefit obligation
2013
2012
10
10
The average duration of the defined benefit obligation is around 10 years. These plans are closed, which
explains the relatively short duration.
Expected contribution for the defined benefit
In thousands of €
Expected contribution during 2014
7,020
Expected contribution to pay for the defined contribution
In thousands of €
Paid contribution in 2013
2,721
Expected contribution during 2014
3,167
4th fiscal year
133
NOTE 28. DEFERRED TAX ASSETS AND LIABILITIES
Recognised deferred tax assets
In thousands of €
31-12-2013
Recoverable tax losses
31-12-2012
revised
0
1,096
Other recoverable amounts
7,252
8,767
Total
7,252
9,863
The recoverable tax losses arose primarily from
The other recoverable amounts relate to taxed
the newly founded companies, which have not
amounts of which the recovery has been
yet begun operating.
deferred.
Recognised deferred tax liabilities
In thousands of €
31-12-2013
Valuation of property, plant and equipment
31-12-2012
revised
616,158
642,504
Income to be received
5,405
5,475
Fair value of financial instruments
2,634
-1,106
30,678
26,037
10,709
6,441
665,584
679,351
Provisions for employee benefits or provisions not accounted
for under IFRS
Other normative differences
Total
Deferred tax assets and liabilities are offset
Provisions made in accordance with IAS 19
within each taxable entity.
(Employee Benefits) and provisions recognised
under Belgian standards but not accounted for
The main source of deferred tax is the
under IFRS are another major source of
difference between the book base and the tax
deferred tax.
base of property, plant and equipment and
intangible assets. This difference arises from the
recognition of acquired property, plant and
equipment and intangible assets at their fair
value in connection with business combination
transactions (IFRS 3).
134
Fluxys annual financial report 2013
Finally, the measurement of financial
All deferred tax liabilities and obligations are
instruments at their fair value also leads to the
booked, except the deferred tax latencies
recognition of deferred tax. The financial
calculated on the transferred results of the
instruments involved are interest rate swaps
subsidiaries. These deferred tax liabilities are
and forward contracts in foreign currency. See
estimated at €18 thousand related to Fluxys
the note on financial instruments for more
LNG.
details.
Movement of the period
In thousands of €
Notes
Deferred tax liabilities
expenses
679,351
Deferred tax assets
-9,863
Total of deferred taxes at 31-12-2012 revised
Deffered tax expenses – Profit & loss account
Deferred tax
669,488
10.3
-20,187
Deffered tax expenses – Other elements of the overall result
6,428
Business combinations
5,559
Translation adjustments
Others
Total of deferred taxes at 31-12-2013
Deferred tax liabilities
Deferred tax assets
-2,956
0
658,332
665,584
-7,252
Deferred taxes from business combinations are
related to the acquisition of GIE Finpipe (see
Note 3).
4th fiscal year
135
NOTE 29. CURRENT TAX PAYABLE
Current tax payable
In thousands of €
31-12-2013
Income tax payable
Total
31-12-2012
revised
39,126
76,500
39,126
76,500
Current tax payable comprises income tax
Current tax receivables and payables are
payable.
recognised separately for each legal entity.
The decrease is mainly due to the tax
assessments received and paid for the fiscal
year 2011.
NOTE 30. TRADE AND OTHER LIABILITIES
Trade and other liabilities
In thousands of €
31-12-2013
31-12-2012
revised
Trade payables
58,416
72,506
Payroll and related items
26,380
25,916
Other amounts payable
Total
1,880
9,832
86,676
108,254
The change in the trade liabilities is due to the
The change in other liabilities is due to the
decrease in investments made in 2013.
amount of VAT to be paid at the end of the
fiscal year.
136
Fluxys annual financial report 2013
NOTE 31. OTHER CURRENT LIABILITIES
Other current liabilities
In thousands of €
31-12-2013
Deferred income
31-12-2012
revised
2,658
Accrued expenses
Total
3,107
333
348
2,991
3,455
Other current liabilities include unearned income
to be carried forward to the next period and
accrued expenses.
NOTE 32. CONTINGENT ASSETS AND LIABILITIES – RIGHTS AND COMMITMENTS OF THE
GROUP
32.1. LITIGATION
As part of the decision to discontinue the oil
business, claims were submitted to the Belgian
Litigation regarding the oil business
State and to Fluxys Belgium SA.
Pursuant to an agreement signed on 9
November 1979, the Belgian State
The risk incurred by Fluxys Belgium SA is
commissioned Fluxys Belgium SA (formerly
covered by a guarantee from the Belgian State
Distrigas) to negotiate the purchase of crude oil
(Royal Decree of 3 February 1981 – Belgian
with the Kingdom of Saudi Arabia. Fluxys
Official Gazette of 17 February 1981) pursuant
Belgium SA accepted this assignment provided
to the agreement of 9 November 1979 between
that the Belgian State covered the costs, losses
the Belgian State and Fluxys Belgium SA and
and all risks inherent to this assignment.
the letter of 30 December 1983 from the
Ministers for Finance and Economic Affairs.
Other litigation
- Income tax expenses: In 2007, 2008 and
2009, amendment notices for the tax years
2004 to 2006 were issued by the tax
authorities. The resulting tax assessments
amounting to €1,116 thousand were received
4th fiscal year
137
and were settled when due. They are disputed
32.3. GUARANTEES RECEIVED
by the relevant companies of the group and
have not been recognised in profit and loss.
- Claim against Transitgas: The ‘Transitgas’
Bank securities for the benefit of the group
comprise guarantees received from contractors
transmission facilities were closed from July to
in respect of construction contracts as well as
December 2010. The company SPEIA has
bank guarantees received from customers.
submitted a claim for €250 million to ENI,
Stogit and Transitgas, in connection with this
closure. Transitgas believes the claim to be
32.4. GUARANTEES PROVIDED BY THIRD PARTIES
unjustified and is contesting it.
ON BEHALF OF THE COMPANY
- Other claims: Other claims arising from the
operation of our installations are in progress
Rental guarantees in favour of the owners of
but their potential impact is immaterial.
assets located in Belgium and leased by the
group amounted to €406 thousand at 31
December 2013.
32.2. ASSETS AND ITEMS HELD FOR THIRD
PARTIES, IN THEIR NAME, BUT AT THE RISK AND
At 31 December 2013, other guarantees
FOR THE BENEFIT OF COMPANIES INCLUDED IN THE
amounted to €2,092 thousand.
CONSOLIDATION SCOPE
In the ordinary course of business, the group
32.5. LONG-TERM LEASES AND AVAILABILITY
holds gas belonging to its customers at its
AGREEMENTS
storage sites in Loenhout and in the tanks at
the LNG terminal in Zeebrugge. At 31 December
To meet the requirements of its activities Fluxys
2013, the quantities of gas involved amounted
Belgium signed various long-term operating
to 5,608,480 MWh.
leases with minimum future lease payments of
€428 thousand at 31 December 2013.
The Fluxys group also has a finance lease
relating to the TENP transmission facilities and
availability agreements (including so-called
domanial concessions) with third parties for
sites on which its facilities are being built. These
agreements expire between 2014 and 2059.
138
Fluxys annual financial report 2013
Maturity of minimum future payments in respect of lease payments under
non-cancellable operating leases
In thousands of €
At 31-12-2013
Up to one year
571
0
428
One to five years
Over five years
Total
At 31-12-2012
428
0
0
428
999
facility’s capacity. The agreement expires in
2021, with the option to extend it.
Maturity of minimum future payments in respect of the leasing agreement
with ‘Tenp KG’
'In thousands of €
At 31-12-2013
At 31-12-2012
38,225
38,225
One to five years
152,899
152,899
Over five years
114,674
152,899
305,798
344,023
Up to one year
Total
32.6. COMMITMENTS WITH REGARD TO THE
32.8. COMMITMENTS UNDER THE CAPACITY
INTERCONNECTOR ZEEBRUGGE TERMINAL (IZT)
SUBSCRIPTION AGREEMENTS
The IZT lease contract includes a purchase
The Capacity Subscription Agreements (CSAs)
option for the lessee that can be exercised on 1
concluded with the terminal users of the
October 2018 for an amount of €4,593
Zeebrugge LNG terminal provide for 1,381 slots
thousand. As part of this transaction, surface
to be available from 2014 to 2027.
rights have been attributed.
32.9. COMMITMENTS IN RELATION TO LOANS AND
32.7. COMMITMENTS AS PART OF THE TRANSITGAS
COMMITMENTS TO THE
LEASE AGREEMENT
BANK (EIB)
EUROPEAN INVESTMENT
As part of the Transitgas lease agreement,
The Fluxys group has been granted loans
FluxSwiss made a commitment to Transitgas to
containing contractual clauses (financial
pay royalties for the availability of 90% of the
covenants) which are fulfilled by the group at 31
December 2013.
4th fiscal year
139
Some financing agreements specify that a
32.10. COMMITMENTS AS PART OF ONGOING
minimum level of cash must be maintained in
CONSTRUCTION PROJECTS
the companies concerned, amounting to a total
of €18.4 million at 31 December 2013. A
The Fluxys group holds stakes in the companies
guarantee was provided in connection with
Dunkerque LNG and TAP. The group gradually
financing arrangements following the SPEIA
provides necessary funds to finance these
dispute (see Note 32.1).
assets under construction, either by capital
increase or by shareholder loans.
Lastly, the group gave a guarantee to the EIB in
connection with the stake in Interconnector
(UK) Ltd.
32.11. OTHER COMMITMENTS MADE AND RECEIVED
Other commitments have been made and
received by the Fluxys group, but their potential
impact is immaterial.
140
Fluxys annual financial report 2013
NOTE 33. FINANCIAL INSTRUMENTS
Principles for managing financial risks
The objective of this policy is to optimise the
group’s cash positions through the internal
In the course of conducting its activities, the
recycling of resources, primarily to finance
Fluxys group is exposed to credit, and
group projects. Transactions are entered into at
counterparty risks, liquidity risks, interest rate
market terms and conditions.
and foreign exchange risks and market risks, all
of which affect its assets and its liabilities.
If necessary, the group may borrow in the
short-, medium- or long-term to meet its cash
The group’s administrative organisation,
flow needs.
controlling function and financial reports ensure
that these risks are constantly monitored and
Cash surpluses are allocated, as a matter of
managed.
priority, to the operating needs and
development projects of the companies of the
The group may only use financial instruments
Fluxys group. The investments are monitored
for hedging, and not for speculative or trading
continuously and each of them is subjected to a
purposes. All transactions are intended to meet
risk analysis.
the group’s liquidity needs: no transaction may
be entered into for the sole purpose of earning a
The remaining cash surpluses are maintained at
speculative gain.
first class financial institutions or invested in
financial instruments issued by companies with
a high credit rating or in financial instruments of
Cash management policy
issuers which are covered by a guarantee from
a European national government or whose share
The Fluxys group’s cash is managed as part of a
capital is predominantly controlled by state-
general policy that was approved by the Board
owned entities. Cash surpluses are invested
of Directors.
following a competitive bidding award, and in
instruments that are sufficiently diversified to
limit counterparty risk concentration.
4th fiscal year
141
At 31 December 2013, investments, cash and
In addition, for most of its activities the group is
cash equivalents amounted to €324,519
allowed to contractually require guarantees
thousand against €564,522 thousand at 31
(either bank guarantees or cash deposits) from
December 2012.
counterparties. The group thereby reduces its
exposure to credit risk both in terms of default
Some financing agreements specify that a
and concentration of risk.
minimum level of cash must be maintained in
the companies concerned, amounting to a total
As regards concentration risk, it should be noted
of €18.4 million at 31 December 2013,
that three customers contribute 67.0% to
compared with €18.7 million at 31 December
revenue.
2012.
Foreign exchange risk
Credit and counterparty risk
The group’s functional currency is the euro.
The group systematically assesses its
counterparties’ financial capacity and
Group policy requires that all foreign currency
systematically monitors receivables. Group
assets and liabilities be hedged. Residual foreign
policy regarding counterparty risks requires that
currency positions may remain open for short
the group submits potential customers and
periods, provided that they involve the group’s
suppliers to a detailed preliminary financial
main currencies.
analysis (liquidity, solvency, profitability,
reputation and risks). The group uses internal
The group is exposed to CHF/EUR foreign
and external information, such as official
exchange risks, mainly through its stake in
analyses performed by rating agencies
FluxSwiss. This net investment in an activity in
(Moody’s, Standard & Poor’s and Fitch). These
Switzerland was hedged via forward exchange
rating agencies assess companies in relation to
contracts. These financial instruments are
risk and award them a credit score. The group
designated as hedging instruments. Changes in
also uses databases containing general,
the value of the latter directly affect equity.
financial and market information to complement
its own evaluation of potential customers and
suppliers.
142
Fluxys annual financial report 2013
Intragroup loans to our subsidiary in
Sensitivity analysis:
Switzerland are hedged either via cross
Not taking the hedging instruments into
currency interest rate swaps or via forward
account, a change of 10% in the value of the
exchange contracts. These instruments
CHF would have an impact of €12.9 million on
correspond to natural hedging of the CHF/EUR
equity and a change of 10% in the value of the
exchange rate risk incurred by the group.
GBP would have an impact of €14.7 million on
Changes in the value of these instruments are
equity for the period. These impacts are
recognised in profit for the period.
determined on the basis of the hedged notional
amounts.
The group is exposed to GBP/EUR foreign
exchange risks, mainly through its stake in
Interconnector (UK) Ltd. This net investment in
Interest rate risk
an activity in the United Kingdom was hedged
via forward exchange contracts. These financial
The group’ s debt amounted to €2,544,665
instruments are designated as hedging
thousand at 31 December 2013 compared with
instruments. Changes in the value of the latter
€2,615,377 thousand at 31 December 2012 and
directly affect equity.
consists mainly of loans and finance lease
payables with maturities falling between 2014
The fair value of the ‘CHF’ and ‘GBP’ hedging
and 2040 (see Note 25).
instruments is reported as an asset in the ‘Other
financial assets’ section of the balance sheet
The loan in CHF subscribed by FluxSwiss,
and amounted to €11,237 thousand at 31
amounting to €247,341 thousand at 31
December 2013 compared with €5,055
December 2013, is financed at a short-term
thousand at 31 December 2012 and as a liability
interest rate.
in the ‘Other financial liabilities’ section of the
balance sheet and amounted to €156 thousand
To manage this risk exposure, the group uses
at 31 December 2013 compared with €99
interest rate swap contracts to swap a floating
thousand at 31 December 2012. The hedged
rate for a fixed rate. These financial instruments
notional amount at 31 December 2013 was
are designated as hedging instruments.
respectively CHF 159.1 million and GBP 122.1
Changes in the value of the latter directly affect
million and maturities fell between 2014 and
equity.
2026.
4th fiscal year
143
The fair value of these financial instruments is
Liquidity risk
reported as a liability under ‘Other financial
liabilities’ and amounted to €3,711 thousand at
Liquidity risk management is essential since
31 December 2013 compared with €10,181
maximum liquidity and optimum use of cash
thousand at 31 December 2012. The hedged
represent a major objective of the Fluxys group.
notional amount was €314.3 million at 31
The amounts invested and the investment
December 2013 and maturities fall between
period reflect the short and long-term planning
2014 and 2021.
of cash needs as closely as possible, taking into
account operational risks.
In addition, the group’s interest-bearing
liabilities include liabilities to be used within the
The Fluxys group has entered into financing
regulatory framework. These tariff gains carry
arrangements that include contractual clauses
interest. The group does not incur any interest
(financial covenants) which the group satisfied
rate risks related to those.
as at 31 December 2013. These financial
covenants specify a minimum level of equity
The maturity of interest-bearing liabilities is
and minimum ratios of cash flow to interest
provided in Note 25.
payments and cash flow to net indebtedness.
Sensitivity analysis:
Not taking the hedging instruments into
Unused credit lines
account, a change of 100 basis points in interest
rates on the loans at FluxSwiss would have an
The group had €666,997 thousand in unused
impact in 2013 of €2.6 million on profit for the
credit lines available at 31 December 2013,
period compared with €2.8 million in 2012.
compared with €616,997 thousand at 31
December 2012.
144
Fluxys annual financial report 2013
33.1 Summary of financial instruments at balance sheet date
31-12-2013
I. Non-current assets
Other non-current financial assets –
derivatives of level 3
Other non-current financial assets –
derivatives of level 2
Other non-current financial assets
In thousands of €
Categories
Book values
Fai values
Levels
3*
10,711
10,711
2
2*
3,450
3,450
2
1
42,153
42,153
2
Finance lease receivables
1
19,975
19,975
2
Loans and receivables
1
161,174
161,174
2
II. Current assets
Other current financial assets – derivatives
3*
526
526
2
Finance lease receivables
1
2,874
2,874
2
Trade and other receivables
1
102,083
102,083
2
Short-term investments
1&2
170,725
170,725
1&2
Cash and cash equivalents
1&2
153,794
153,794
1&2
667,465
667,465
1
2,351,894
2,402,651
2
3**
3,833
3,833
2
1
192,771
192,771
2
3**
156
156
2
1
86,676
86,676
2
2,635,330
2,686,087
Total financiel instruments – assets
I. Non-current liabilities
Interest-bearing liabilities
Other non-current financial liabilities –
derivatives
II. Current liabilities
Interest-bearing liabilities
Other current financial liabilities – derivatives
Trade and other payables
Total financial instruments - liabilities
* Details of these financial instruments are provided in Table 33.3.
** Details of these financial instruments are provided in Table 33.5.
The categories correspond to the following financial instruments:
1. Financial assets (including loans and receivables) or financial liabilities at amortized cost.
2. Assets or liabilities at fair value through profit and loss.
3. Assets or liabilities at fair value through other comprehensive income
4th fiscal year
145
33.2 Summary of financial instruments at balance sheet date
31-12-2012 revised
In thousands of €
Categories
Book values
Fai values
Levels
3*
4,799
4,799
2
2*
1,026
1,026
2
I. Non-current assets
Other non-current financial assets –
derivatives of level 3
Other non-current financial assets –
derivatives of level 2
Other non-current financial assets
1
5,094
5,094
2
Finance lease receivables
1
22,850
22,850
2
Loans and receivables
1
103,556
103,556
2
3*
256
256
2
2
II. Current assets
Other current financial assets – derivatives
Finance lease receivables
1
2,453
2,453
Trade and other receivables
1
93,176
93,176
2
Short-term investments
1&2
22,905
22,905
1&2
Cash and cash equivalents
1&2
1&2
541,617
541,617
797,732
797,732
1
2,431,887
2,465,534
2
3**
11,171
11,171
2
1
183,490
183,490
2
3**
111
111
2
108,254
108,254
2
2,734,913
2,768,560
Total financiel instruments – assets
I. Non-current liabilities
Interest-bearing liabilities
Other non-current financial liabilities derivatives
II. Current liabilities
Interest-bearing liabilities
Other current financial liabilities - derivatives
Trade and other payables
Total financial instruments - liabilities
1
* Details of these financial instruments are provided in Table 33.3.
** Details of these financial instruments are provided in Table 33.5.
146
Fluxys annual financial report 2013
33.3 Details of derivative instruments - assets
Derivative instruments designated as hedging instruments
Foreign exchange swaps – Hedges of net investments in foreign
operations
Total instruments designated as hedging instruments of which:
Non-current
Current
Derivative instruments not designated as hedging instruments
Cross currency interest rate swaps
Total instruments not designated as hedging instruments of
which:
Non-current
Current
Total derivative instruments – assets of which:
Non-current
Current
In thousands of €
At 31-12-2013
At 31-12-2012
11,237
5,055
11,237
5,055
10,711
4,799
526
256
Au 31-12-2013
Au 31-12-2012
3,450
1,026
3,450
1,026
3,450
1,026
0
0
14,687
6,081
14,161
5,825
526
256
33.4 Maturity of derivative instruments - assets
Up to one year
One to five years
Over five years
Total
4th fiscal year
In thousands of €
At 31-12-2013
At 31-12-2012
526
256
3,800
1,385
10,361
4,440
14,687
6,081
147
33.5 Details of derivative instruments - liabilities
Derivative instruments designated as hedging instruments
Foreign exchange swaps – hedges of net investments in foreign
operations
Interest rate swaps – cash flow hedges
Total instruments designated as hedging instruments of which:
Non-current
Current
Derivative instruments not designated as hedging instruments
Interest rate swaps
Foreign exchange swaps
Total instruments not designated as hedging instruments of
which:
Non-current
Current
Total derivative instruments – liabilities of which :
Non-current
Current
In thousands of €
At 31-12-2013
At 31-12-2012
156
99
3,711
10,181
3,867
10,280
3,711
10,181
156
99
Au 31-12-2013
Au 31-12-2012
122
990
0
12
122
1,002
122
990
0
12
3,989
11,282
3,833
11,171
156
111
33.6 Maturity of derivative instruments - liabilities
Up to one year
One to five years
In thousands of €
At 31-12-2013
At 31-12-2012
156
111
122
990
Over five years
3,711
10,181
Total
3,989
11,282
148
Fluxys annual financial report 2013
All financial instruments of the group fall under
The measurement techniques of the fair value
level 1 and 2 of the fair value measurement
of the financial instruments of level 2 are the
hierarchy. Their fair value is determined on a
following:
recurring basis.
-
The items ‘Interest-bearing liabilities’ include
the fixed rate bonds of which the fair value
Level 1 of the fair value measurement hierarchy
is determined using observable rates in
comprises short-term investments and cash
equivalents of which the fair value is based on
active markets.
-
quoted prices, and mainly comprises bonds.
The items ‘Other financial liabilities’ include
derivative instruments of which the fair
value is determined using observable rates
Level 2 of the fair value measurement hierarchy
in active markets, generally provided by
comprises the other financial assets and
financial institutions.
liabilities which the fair value of which is based
on inputs other than quoted prices that are
-
The fair value of the other financial assets
and liabilities of level 2 is substantially the
observable for the asset or liability concerned,
same as their carrying value:
either directly or indirectly.
o
either because they have a short-term
maturity (such as trade debts and
receivables),
o
either because they bear interest at the
market rate at the closing date of the
financial statements.
4th fiscal year
149
NOTE 34. RELATED PARTIES
The Fluxys group is controlled by Publigas.
Other related parties includes the transactions
with Publigas, SNAM (partner in Gasbridge1)
In 2013, the Fluxys group carried out
and Global Infrastructure Partners (partner in
transactions with equity affiliates accounted for
FluxSwiss) and relations with directors and
using the equity method, namely Transitgas,
members of the management team, the latter
TENP KG, Interconnector (UK), Interconnector
being responsible for corporate policy and
Zeebrugge Terminal, Dunkerque LNG and Gaz-
investment decisions, among other things.
Opale.
150
Fluxys annual financial report 2013
Related parties
In thousands of €
31-12-2013
31-12-2012
Other
Joint
Other
related
Joint
related
ventures
Associates
parties
Total
ventures
parties
Total
I. Assets with related parties
0
128,801
27,438
156,239
0
93,527
0
93,527
1. Other financial assets
0
105,952
21,988
127,940
0
68,224
0
68,224
0
0
0
0
0
0
0
0
1.1. Securities other than
shares
1.2. Loans
Associates
0
105,952
21,988
127,940
0
68,224
0
68,224
2. Other non-current assets
0
19,975
0
19,975
0
22,850
0
22,850
2.1. Finance lease contracts
0
19,975
0
19,975
0
22,850
0
22,850
0
0
0
0
0
0
0
0
0
2,874
5,450
8,324
0
2,453
0
2,453
3.1. Trade receivables
0
0
0
0
0
0
0
0
3.2. Finance lease contracts
0
2,874
0
2,874
0
2,453
0
2,453
3.3. Other receivables
0
0
5,450
5,450
0
0
0
0
4. Cash and cash equivalents
0
0
0
0
0
0
0
0
5. Other current assets
0
0
0
0
0
0
0
0
367,879
5,450
35,317
408,646
429,938
0
61,610
491,548
360,363
0
35,317
395,680
421,610
0
61,610
483,220
2.2. Other non-current
receivables
3. Trade and other
receivables
II. Liabilities with related
parties
1. Interest-bearing
liabilities (current and noncurrent)
1.1. Bank borrowings
1.2. Finance lease contracts
1.3. Bank overdrafts
1.4. Other borrowings
2. Trade and other payables
0
0
0
0
0
0
0
0
360,363
0
0
360,363
421,610
0
0
421,610
0
0
0
0
0
0
0
0
0
0
35,317
35,317
0
0
61,610
61,610
7,516
5,450
0
12,966
8,328
0
0
8,328
8,328
2.1. Trade payables
7,516
0
0
7,516
8,328
0
0
2.2. Other payables
0
5,450
0
5,450
0
0
0
0
0
0
0
0
0
0
0
0
3. Other current liabilities
4th fiscal year
151
Related parties
In thousands of €
31-12-2013
31-12-2012
Other
Joint
Other
related
Joint
ventures
Associates
parties
Total
ventures
0
0
0
0
0
0
0
0
0
635
1
0
4. Services received ( - )
-45,482
0
5. Financial income
-18,286
1,520
related
Associates
parties
Total
0
0
0
0
0
0
0
636
512
63
0
575
0
-45,482
-58,331
0
0
-58,331
-20,938
1,200
-2,738
-22,476
III. Transactions with related
parties
1. Sale of non-current assets
2. Purchase of non-current
assets
(-)
3. Services rendered and
goods delivered
-2,142
-18,908
6. Key management personnel
remunerations (including
directors)
2,273
2,273
2,567
2,567
Short-term employee benefits
1,897
1,897
2,174
2,174
376
376
393
393
Post-employment benefits
152
Fluxys annual financial report 2013
NOTE 35. SEGMENT INFORMATION
The ‘Europe’ segment comprises revenue
Operating segments
generated by transmission facilities in Germany,
The Fluxys group carries out activities in the
in Switzerland and between Balgzand in the
following operating segments:
Netherlands and Bacton in the United Kingdom
-
-
‘Belgium’ segment comprising regulated
(BBL), activities relating to management of the
activities in Belgium and activities
Zeebrugge Hub, gas dispatching services and
complementary thereto,
the sale of software solutions.
‘Europe’ segment comprising activities
outside Belgium and non-regulated activities
The ‘Unallocated’ column comprises governance
in Belgium.
and financial management activities of the
Fluxys group.
The segment information is based on
classification into these operating segments.
Basis of accounting relating to transactions
between operating segments
The ‘Belgium’ segment comprises all services
subject to the Gas Act in Belgium, namely
Transactions between operating segments are
transmission, storage at Loenhout and LNG
valued either at the regulated tariff in force, or
terminalling activities at Zeebrugge. Other
on the basis of the contractual price in
activities related to these are included in this
accordance with market conditions.
segment, even though they are not subject to
the Gas Act. They include particularly
Information relating to the main customers
2
participating in the IZT and ZPT terminals ,
making facilities or persons available as well as
The group’s main customers are users of
work for third parties.
transmission and storage services and of the
LNG terminal at Zeebrugge.
2
Interconnector Zeebrugge Terminal (IZT) and
Zeepipe Terminal (ZPT)
4th fiscal year
153
Segment income statement at 31-12-2013
Fluxys
Belgium
Fluxys
Europe
Unallocated
In thousands of €
Intersegment
Total
transfers
Revenue
616,483
318,532
433
10,599
1,145
6,486
-18,230
0
20,458
1,099
3,407
-2,884
22,080
-71,030
-19,690
0
0
-90,720
Miscellaneous goods and services
-163,985
-70,225
-10,996
21,114
-224,092
Employee expenses
-125,341
-7,587
-4,038
0
-136,966
Sales and services to external customers
Transactions with other segments
Other operating income
Consumables, merchandise and supplies
used
Other operating expenses
Depreciation and amortisation
Provisions for risks and charges
Impairment losses
Profit from continuing operations
935,448
-9,882
-3,121
-2
0
-13,005
-150,986
-74,870
0
0
-225,856
19,732
-32
57
0
19,757
-1,535
0
0
0
-1,535
144,513
145,251
-4,653
0
285,111
Changes in the fair value of financial
3,581
instruments
Financial income
6,982
Financial expenses
-100,040
Income from equity affiliates
44,012
Profit/loss from continuing operations
239,646
after net financial result
Income tax expense
-58,854
Profit/loss for the period
4th financial year
180,792
154
Segment balance sheet at 31-12-2013
Property, plant and equipment
Intangible assets
Goodwill
Investments accounted for using the equity method
Inventories
In thousands of €
Fluxys Belgium
Fluxys Europe
Unallocated
Total
2,377,315
232,553
1,240,670
0
3,617,985
493,086
0
725,639
1,924
0
0
1,924
0
461,975
0
461,975
46,741
2,666
0
49,407
Financial lease receivables
22,849
0
0
22,849
Net trade receivables
61,195
24,193
0
85,388
0
0
608,231
608,231
Other assets
5,573,398
Interest-bearing liabilities
Other current financial liabilities
Other liabilities
1,588,084
956,581
122
3,867
2,544,665
3,989
3,024,744
3,024,744
5,573,398
4th fiscal year
155
Segment income statement at 31-12-2012 revised
Fluxys
Belgium
Fluxys
Europe
Unallocated
In thousands of €
Intersegment
Total
transfers
Revenue
Sales and services to external
customers
624,512
372,191
0
0
996,703
9,902
120
5,024
-15,046
0
26,744
8,764
9
-2,491
33,026
-44,365
-17,049
0
0
-61,414
Miscellaneous goods and services
-176,717
-83,654
-14,018
17,433
-256,956
Employee expenses
-125,368
-7,027
-3,410
104
-135,701
-7,720
-1,938
-6
0
-9,664
-151,595
-77,968
0
0
-229,563
23,395
-252
24
0
23,167
-811
-2,128
0
0
-2,939
177,977
191,059
-12,377
0
356,659
Transactions with other segments
Other operating income
Consumables, merchandise and supplies
used
Other operating expenses
Depreciation and amortisation
Provisions for risks and charges
Impairment losses
Profit from continuing operations
Changes in the fair value of financial
8,373
instruments
Financial income
12,866
Financial expenses
-102,797
Income from equity affiliates
14,450
Profit/loss from continuing
289,551
operations after net financial result
Income tax expense
-81,159
Profit/loss for the period
156
208,392
Fluxys annual financial report 2013
Segment balance sheet at 31-12-2012 revised
Property, plant and equipment
Intangible assets
Goodwill
Inventories
Other current financial assets
In thousands of €
Fluxys Belgium
Fluxys Europe
Unallocated
Total
2,416,548
242,169
1,215,019
0
3,631,567
535,544
0
777,713
1,924
0
0
1,924
0
340,556
0
340,556
51,208
2,579
0
53,787
Financial lease receivables
25,303
0
0
25,303
Net trade receivables
46,416
28,526
0
74,942
0
0
835,011
835,011
Other assets
5,740,803
Interest-bearing liabilities
Other current financial liabilities
Other liabilities
1,549,222
1,066,155
0
2,615,377
990
10,292
0
11,282
0
0
3,114,144
3,114,144
5,740,803
4th fiscal year
157
NOTE 36. DIRECTORS’ AND SENIOR EXECUTIVES’ REMUNERATION
Pursuant to Article 14 of the Articles of
The Fluxys group has not granted any loans to
Association, the Board of Directors of Fluxys SA
directors; in addition, the directors have not
comprises no more than 12 members, natural
entered into unusual or abnormal transactions
or legal persons, who may but need not be
with the group.
shareholders, appointed for a six-year term by
the General Meeting of Shareholders.
For more information, please refer to the annual
report and Note 34.
NOTE 37. SUBSEQUENT EVENTS
There have been no subsequent events with a
material impact on the financial statements.
158
Fluxys annual financial report 2013
4. Statutory auditor’s report
Statutory auditor’s report to the shareholders’ meeting on the consolidated financial
statements for the year ended 31 December 2013
To the shareholders
As required by law and the company’s articles of
explanatory notes. The consolidated balance
association, we are pleased to report to you on
sheet shows total assets of
the audit assignment which you have entrusted
5,573,398 (000) EUR and the consolidated
to us. This report includes our opinion on the
income statement shows a consolidated profit
consolidated financial statements together with
(group share) for the year then ended of
the required additional comment.
137,669 (000) EUR.
The board of directors of the company is
Unqualified audit opinion on the
responsible for the preparation of the
consolidated financial statements
consolidated financial statements. This
responsibility includes among other things:
We have audited the accompanying
designing, implementing and maintaining
consolidated financial statements of Fluxys
internal control relevant to the preparation and
NV/SA (“the company”) and its subsidiaries
fair presentation of consolidated financial
(jointly “the group”), prepared in accordance
statements that are free from material
with International Financial Reporting Standards
misstatement, whether due to fraud or error,
as adopted by the European Union and with the
selecting and applying appropriate accounting
legal and regulatory requirements applicable in
policies, and making accounting estimates that
Belgium. Those consolidated financial
are reasonable in the circumstances.
statements comprise the consolidated balance
sheet as at 31 December 2013, the consolidated
Our responsibility is to express an opinion on
income statement, the consolidated statement
these consolidated financial statements based
of comprehensive income, the consolidated
on our audit. We conducted our audit in
statement of changes in equity and the
accordance with legal requirements and auditing
consolidated cash flow statement for the year
standards applicable in Belgium, as issued by
then ended, as well as the summary of
the “Institut des Réviseurs
significant accounting policies and other
d’Entreprises/Instituut van de
4th financial year
159
Bedrijfsrevisoren”. Those standards require that
reasonableness of accounting estimates made
we plan and perform the audit to obtain
by the company and the presentation of the
reasonable assurance whether the consolidated
consolidated financial statements, taken as a
financial statements are free from material
whole. Finally, the board of directors and
misstatement.
responsible officers of the company have replied
to all our requests for explanations and
In accordance with these standards, we have
information. We believe that the audit evidence
performed procedures to obtain audit evidence
we have obtained provides a reasonable basis
about the amounts and disclosures in the
for our opinion.
consolidated financial statements. The
procedures selected depend on our judgment,
In our opinion, the consolidated financial
including the assessment of the risks of material
statements give a true and fair view of the
misstatement of the consolidated financial
group’s financial position as of31 December
statements, whether due to fraud or error. In
2013, and of its results and its cash flows for
making those risk assessments, we have
the year then ended, in accordance with
considered internal control relevant to the
International Financial Reporting Standards as
group’s preparation and fair presentation of the
adopted by the EU and with the legal and
consolidated financial statements in order to
regulatory requirements applicable in Belgium.
design audit procedures that are appropriate in
the circumstances but not for the purpose of
expressing an opinion on the effectiveness of
the group’s internal control. We have assessed
the basis of the accounting policies used, the
160
Fluxys annual financial report 2013
Additional comment
required by law and is in agreement with the
consolidated financial statements. However,
The preparation and the assessment of the
we are unable to express an opinion on the
information that should be included in the
description of the principal risks and
directors’ report on the consolidated financial
uncertainties confronting the group, or on
statements are the responsibility of the board of
the status, future evolution, or significant
directors.
influence of certain factors on its future
development. We can, nevertheless, confirm
Our responsibility is to include in our report the
that the information given is not in obvious
following additional comment which does not
contradiction with any information obtained
change the scope of our audit opinion on the
in the context of our appointment.
consolidated financial statements:

The directors’ report on the consolidated
financial statements includes the information
Antwerp, 27 March 2014
The statutory auditor
_______________________________
DELOITTE Reviseurs d’Entreprises
SC s.f.d. SCRL
Represented by Jurgen Kesselaers
4th financial year
161
162
Fluxys annual financial report 2013
III. STATUTORY ACCOUNTS OF FLUXYS SA UNDER
BELGIAN GAAP
4th financial year
163
Given the fact that Fluxys SA is mainly a holding
The statutory auditor issued an unqualified
company, holding interests at their book value,
audit opinion on the annual accounts of
the non-consolidated annual accounts only give
Fluxys SA.
a limited view of the financial position of the
company. Therefore, the Board of Directors
The annual accounts of Fluxys SA and the
considered it appropriate, in accordance with
auditor’s report have been filed with the
article 105 of the Company Code, to publish
National Bank of Belgium.
only an abbreviated version of the nonconsolidated annual accounts on 31 December
They can be obtained free of charge upon
2013.
request at the following address:
Fluxys SA
Communication Departement
Avenue des Arts 31 – B-1040 Brussels
164
Fluxys annual financial report 2013
1. Balance Sheet
Asset
Fixed assets
In thousand of €
31-12-2013
31-12-2012
1,830,676
1,808,585
Formation expenses
0
0
Intangible fixed assets
0
0
Tangible fixed assets
30
0
Financial fixed assets
1,830,646
1,808,585
275,476
281,224
0
0
21,888
0
253,581
0
0
1,017
0
280,204
7
3
2,106,152
2,089,809
Current assets
Amounts receivable after more than one year
Stocks and contracts in progress
Amounts receivable within one year
Current investments
Cash at bank and in hand
Deferred charges and accrued income
Total
Equity and liabilities
Equity
Capital
Share premium account
Revaluation surpluses
Reserves
Accumulated profits (losses)
Investment grants
Provisions and deferred taxes
Provisions for liabilities and charges
Deferred taxes
Amounts payable
Amounts payable after more than one year
Amounts payable within one year
Accrued charges and deferred income
Total
4th financial year
In thousand of €
31-12-2013
31-12-2012
1,981,903
1,973,032
1,698,597
1,696,214
80,876
80,685
0
0
33,320
27,023
169,110
169,110
0
0
28
0
28
0
0
0
124,221
116,777
0
0
124,221
116,751
0
26
2,106,152
2,089,809
165
2. Income statement
Income statement
Operating income
In thousand of €
31-12-2013
31-12-2012
10,129
6 ,616
Operating charges
14,787
17,071
Operating profit
-4,658
-10,455
132,293
570,159
24
3,556
Net financial income
132,269
566,603
Profit on ordinary activities before taxes
127,611
556,148
Financial income
Financial charges
Extraordinary income
Extraordinary charges
Net extraordinary income/(expense)
Profit for the period before taxes
Income taxes
Profit for the period
Transfer from untaxed reserves
Profit for the period available for appropriation
166
0
0
897
285,741
-897
-285,741
126,714
270,407
761
5,607
125,953
264,800
0
0
125,953
264,800
Fluxys annual financial report 2013
3. Appropriation account
Appropriation account
In thousand of €
31-12-2013
31-12-2012
295,063
293,104
Profit for the period available for appropriation
125,953
264,800
Profit carried forward from the previous period
169,110
28,304
0
0
0
0
6,298
13,240
6,298
13,240
0
0
Result to be carried forward
169,110
169,110
Profits to be carried forward
169,110
169,110
119,655
110,754
119,655
110,754
Profit to be appropriated
Transfer from equity
From reserve
Transfer to equity
To the legal reserve
To the other reserves
Profit to be distributed
Dividends
4th financial year
167
4. Capital at the end of the period
Capital at the end of the period
In thousand of €
31-12-2013
Subscribed capital
At the end of the previous period
1,730,936
At the end of the period
1,733,319
Capital represented
Registered shares
86,665,939
Dematerialised shares
0
Bearer shares
0
0
Shareholder structure
Declarant
Publigas
Share category
Shares without nominal
value
Caisse de dépôt et placement du
Shares without nominal
Québec
value
Federal Holding and Investment
Shares without nominal
Company
value
Staff members and management
168
Shares without nominal
value
Number of voting
right declared
%
67,371,089
77.73 %
17,305,412
19.97 %
1,851,852
2.14 %
137,586
0.16 %
Fluxys annual financial report 2013
5. Income taxes
Income taxes
In thousand of €
31-12-2013
Breakdown of heading 670/3
Income taxes on the result of the current period
Taxes and withholding taxes due or paid
Excess of income tax prepayments
Estimated additional taxes
Income taxes on previous periods
761
1,250
489
0
0
Additional taxes due or paid
0
Additional taxes (estimated or provided for)
0
Reconciliaton between profit before taxes and estimated taxable
Profit before taxes
Fiscal elements :
126,714
-125,131
Definitively taxed income
-121,642
Non-deductible expenses
182
Write down on financial fixed assets
Notional interest
Total
4th financial year
897
-4,568
1,583
169
6. Workforce
1. Headcount
A.
Employees recorded in the personnel register
1a. During the current period
Total
Men
Full-time
21.3
13.1
8.2
Part-time
10.2
7.8
2.4
Total in full-time equivalents
24.6
15.9
8.7
Full-time
30,842
19,580
11,262
Part-time
5,411
4,723
688
36,253
24,303
11,950
Full-time
3,325,917
2,586,627
739,290
Part-time
615,088
526,767
88,321
3,941,005
3,113,394
827,611
16,847
13,309
3,538
Total
Men
Women
Women
Average number of employees
Numbers of hours actually worked
Total
Personnel costs
Total
Advantages in addition to wages
1b. During the previous period
Average number of employees (FTE)
Numbers of hours actually worked
Personnel costs
Advantages in addition to wages
170
19.8
12.0
7.8
31,752
19,489
12,263
3,305,848
2,236,121
1,069,727
16,644
6,298
10,346
Fluxys annual financial report 2013
2. At the closing of the period
a. Numbers of employees recorded in the personnel register
Full-
Part-
time
time
Total full-time
equivalents*
24
9
26.6
b. By nature of the employment contract
Contract for an indefinite period
24
9
26.6
Contract for a definite period
0
0
0.0
Contract for execution of a specifically assigned work
0
0
0.0
Replacement contract
0
0
0.0
c. According to gender and study level
Men
15
7
17.4
Elementary education
0
0
0.0
High school education
0
0
0.0
Higher non-university education
3
0
3.0
12
7
14.4
9
2
9.2
Elementary education
0
0
0.0
High school education
0
0
0.0
Higher non-university education
5
1
5.1
University education
4
1
4.1
University education
Women
d.
By professional category
Manager staff
18
9
20.6
Employees
6
0
6.0
Workers
0
0
0.0
Other
0
0
0.0
* full-time equivalents
B.
Hired temporary staff and personnel placed at the enterprise’s disposal
During the current period
Hired temporary staff
Persons placed at the
enterprise’s disposal
Average number of persons employed
0.2
0.0
Numbers of hours actually worked
481
0.0
40,058
0.0
Costs for the entreprise
4th financial year
171
2. Table of movements in personnel during the period
Full-time
Total full-time
Part-time
equivalents
Entries
a. Number of employees recorded in the personnel
7
0
7.0
Contract for an indefinite period
7
0
7.0
Contract for a definite period
0
0
0.0
Contract for execution of a specifically assigned work
0
0
0.0
Replacement contract
0
0
0.0
1
1
1.5
Contract for an indefinite period
1
1
1.5
Contract for a definite period
0
0
0.0
Contract for execution of a specifically assigned work
0
0
0.0
Replacement contract
0
0
0.0
Retirement
0
0
0.0
Unemployment with extra allowance from enterprise
0
0
0.0
Dismissal
0
0
0.0
Other reason
1
1
1.5
0
0
0.0
register during the year
b. By nature of the employment contract
Departures
a. Number of employees whose date of leaving is recorded
in the personnel register during the year
b. By nature of the employment contract
c. By reason of termination of contract
The number of persons who continue to render
services to the enterprise at least half-time on a
self-employed basis.
172
Fluxys annual financial report 2013
3. Information on training provided to employees during the
period
Men
Women
16
7
530.00
372.00
50,440.00
29,728.00
Total of initiatives of formal professional training at the expense
of the employer
Number of employees involved
Numbers of actual training hours
Net costs for the enterprise
Of which gross costs directly linked to training
50,440.00
29,728.00
Of which fees paid and paiments to collective funds
0.00
0.00
Of which grants and other financial advantages received (to deduct)
0.00
0.00
7
0
165
0
16,488.00
0.00
Number of employees involved
0.0
0.0
Number of actual training hours
0.0
0.0
Net costs for the enterprise
0.0
0.0
Total of initiatives of less formal or informal professional training
at the expense of the employer
Number of employees involved
Numbers of actual training hours
Net costs for the enterprise
Total of initiatives initial professional training at the expense of
the employer
4th financial year
173
Questions regarding financial and accounting data
José Ghekière
Tel 32 2 282 73 39
Fax 32 2 230 75 43
[email protected]
Contacts with the press
Rudy Van Beurden
Laurent Remy
Tel 32 2 282 72 30
Tel 32 2 282 74 50
Fax 32 2 230 79 43
Fax 32 2 230 79 43
[email protected]
[email protected]
This report is also available in Dutch and French. For a copy in these languages, please contact the
Communication Department:
Tel 32 2 282 77 32
Fax 32 2 230 79 43
[email protected]
Illustrations: SPADE
174
Fluxys annual financial report 2013
Fluxys SA
Registered Office Avenue des Arts 31 – B-1040 Brussels
Tel 32 2 282 72 11 Fax 32 2 230 02 39 www.fluxys.com
VAT BE 0827.783.746 RPM Brussels – D/2014/12.604/4