CURRENT REPORT
according to the provisions of Article234 (1) (i) of Financial Supervisory Authority Regulation No. 5/2018 on the issuers of financial instruments and market operations
Date of report: 19.06.2026
Name of issuing entity: SNTGN TRANSGAZ SA
Headquarters: Medias, 1 Constantin I. Motas Square, Sibiu County
Telephone/fax number: 0269803333/0269839029
Tax identification code: RO 13068733
Trade Register number: J32/301/2000
Subscribed and paid-up capital: RON 1,883,815,040.00
Regulated market on which issued securities are traded: Bucharest Stock Exchange
REPORTED EVENTS: legal acts of the type stipulated in Article 234(1)(i) of Financial Supervisory Authority Regulation No. 5/2018
According to Article 234 (1) (i) of Financial Supervisory Authority Regulation No. 5/2018 on the issuers of financial instruments and market operations , the National Gas Transmission Company Transgaz SA informs the shareholders and investors on two legal acts concluded with two legal acts concluded with OMV Petrom SA, the cumulative value of which, together with the value of transactions concluded with this same contracting party over the preceding 12 months, exceeds the threshold of 10% of the net turnover for the 2025 financial year.
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No.
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Contracting party
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Date and nature of the transaction
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Subject matter of the transaction
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Value of the transaction
(excluding the VAT)
-RON-
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1
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OMV Petrom SA
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Contract No. 26
1 October 2025 - 1 October 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
116.172.999,07
|
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2
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OMV Petrom SA
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Contract No. 74
1 October 2025 - 1 October 2026
|
The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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131.016.743,80
|
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Total: 247.189.742,87
|
|
Legal acts concluded previously with the same contracting party over the last 12 months
|
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3
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OMV Petrom SA
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Contract No. 146T
1 July 2025 - 1 October 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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3.141.547,20
|
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4
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OMV Petrom SA
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Contract No. 771L
1 June 2025 - 1 July 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
955.760,40
|
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5
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OMV Petrom SA
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Contract No. 772L
1 June 2025 - 1 July 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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440.702,20
|
|
6
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OMV Petrom SA
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Contract No. 820L
1 July 2025 - 1 August 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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1.015.864,58
|
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7
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OMV Petrom SA
|
Contract No. 821L
1 July 2025 - 1 August 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
39.860,53
|
|
8
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OMV Petrom SA
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Contract No. 884L
1 August 2025 - 1 September 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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1.048.404,50
|
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9
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OMV Petrom SA
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Contract No. 885L
1 August 2025 - 1 September 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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43.088,85
|
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10
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OMV Petrom SA
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Contract No. 930L
1 September 2025 - 1 August 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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38.060,85
|
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11
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OMV Petrom SA
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Contract No.720
01-30.09.2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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332.927,24
|
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12
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OMV Petrom SA
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Contract No. 929L
1 September 2025 - 1 October 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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1.849.956,90
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13
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OMV Petrom SA
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Contract No. 14T
1 October 2025 - 1 January 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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2.360.788,38
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14
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OMV Petrom SA
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Contract No. 24L
1 October 2025 - 1 November 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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1.354.582,21
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15
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OMV Petrom SA
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Contract No. 26L
1 October 2025 - 1 November 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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833.465,64
|
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16
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OMV Petrom SA
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Contract No.777
01-30.11.2025
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Natural gas sale-purchase contract from the current domestic production of OMV Petrom SA for the technological consumption of SNTGN Transgaz SA
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5.941.664,78
|
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17
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OMV Petrom SA
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Contract No. 108L
1 November 2025 - 1 December 2025
|
The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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2.787.840,00
|
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18
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OMV Petrom SA
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Contract No. 138L
1 November 2025 - 1 December 2025
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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376.646,60
|
|
19
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OMV Petrom SA
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Contract No. 53T
1 January 2026 - 1 April 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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13.212.162,43
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20
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OMV Petrom SA
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Contract No. 87T
1 January 2026 - 1 April 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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1.816.075,32
|
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21
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OMV Petrom SA
|
Contract No.804
01-31.12.2025
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Natural gas sale-purchase contract from the current domestic production of OMV Petrom SA for the technological consumption of SNTGN Transgaz SA.
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6.223.159,74
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22
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OMV Petrom SA
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Contract No. 261L
1 December 2025 - 1 January 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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4.193.299,17
|
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23
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OMV Petrom SA
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Contract No. 262L
1 December 2025 - 1 January 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
377.713,64
|
|
24
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OMV Petrom SA
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Contract No. 353L
1 January 2026 -1 February 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
732.176,45
|
|
25
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OMV Petrom SA
|
Contract No. 373L
1 January 2026 -1 February 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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875.655,23
|
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26
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OMV Petrom SA
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Contract No. 18Z
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
0,62
|
|
27
|
OMV Petrom SA
|
Contract No. 486L
1 February 2026-1 March 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
1.003.219,17
|
|
28
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OMV Petrom SA
|
Contract No. 122T
1 April 2026 -1 July 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
4.075.900,99
|
|
29
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OMV Petrom SA
|
Contract No. 570L
1 March 2026 -1 April 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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1.113.298,82
|
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30
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OMV Petrom SA
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Contract No. 583L
1 March 2026 -1 April 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
221.107,24
|
|
31
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OMV Petrom SA
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Contract No. 673L
1 April 2026 -1 May 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
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151.610,23
|
|
32
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OMV Petrom SA
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Contract No. 750L
1 May 2026 -1 June 2026
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The object of this contract consists of the provision of natural gas transmission services, meaning all activities and operations carried out by the TSO for or in connection with the booking of transmission capacity through the NTS.
|
297.834,82
|
|
33
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OMV Petrom SA
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Contract No. 1-29177444-RBP-AN 1 October 2024-1 October 2025
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The provision of natural gas transmission services at the interconnection points between the Romanian National Transmission System and the natural gas transmission systems of Romania’s neighbouring countries, in accordance with the provisions of the inter.
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4.526.387,08
|
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34
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OMV Petrom SA
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Contract No. 13-RBP 1 August 2020 – 1 October 2031
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The provision of natural gas transmission services at the interconnection points between the Romanian National Transmission System and the natural gas transmission systems of Romania’s neighbouring countries, in accordance with the provisions of the inter.
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165.652.899,30
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Total cumulative value of the contracts over a period of 12 months
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227.033.661,11
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According to the contractual terms between SNTGN Transgaz SA and OMV Petrom SA, the mutual claims, the guarantees established, the payment terms and methods, and the contractual penalties are as follows:
Guarantees
Art. 14
(1) For the purpose of fulfilling their obligations under the Contract, either Party shall establish a guarantee for the other Party in accordance with the Network Code.
(2) For fulfilling the obligation under paragraph (1), the TSO shall provide the credit rating.
(3) The NU is exempted from the obligation to provide the payment guarantee to the TSO conditional on:
a. the proof of a credit rating issued by one of the rating agencies agreed by the TSO or at least at the same level as that of the TSO, valid for the duration of the Contract;
b. pays the transmission services in advance.
(4) If, during validity of this Contract, either the NU rating or the agency agreed by the TSO changes, the NU shall notify the TSO within 3 working days from the change and shall prove the fulfillment of its guarantee obligations under this Chapter no later than 5 working days from the change.
ART. 15
(1) The payment guarantee shall be submitted by the NU as:
a. a letter of bank guarantee in lei or the euro equivalent at the Central European Bank exchange rate on the guarantee issuing date (according to Annex 4); and/or
b. a guaranteed account (collateral deposit) in lei or the euro equivalent at the Central European Bank exchange rate on the guarantee issuing date and/or
c. an escrow account in lei or the euro equivalent at the Central European Bank exchange rate on the guarantee issuing date.
(2) The TSO shall accept the letter of bank guarantee issued by a bank having a rating issued one of the following rating agencies: Standard&Poors, Moody’s or Fitch, at least at the `investment grade` level. The equivalence between the ratings of the three agencies is published on the TSO`s website.
ART. 16
(1) If the NU proves the creditworthiness according to Art. 14 (3) (a), the TSO may, in certain justified cases, request the provision of a financial guarantee in accordance with Art. 15 or the advance payment of the payment obligations arising from the commercial relationship with the NU. The request for a guarantee or advance payment shall be made and explained in writing.
(2) For the transmission services, a justified case is considered the situation when the NU has a delayed payment for an amount of at least 10% of the value of the last invoice or of the amount of the partial payment obligations after having received a notification from the TSO in this respect.
B. Yearly and quarterly product
ART. 17
(1) The NU shall submit to the TSO the financial guarantee according to (2) at least 5 working days before the start of the transmission service.
(2) The level of the financial guarantee provided by the NU shall be equal to the average value of the estimated monthly invoice for the transmission services for the following period of use.
(3) The financial guarantee established in accordance with (2) shall be valid starting from the bank day preceding the transmission service commencement date and shall cease on the 60th calendar day following the expiry date of the Contract.
(4) The NU may waive the option of establishing a transmission service guarantee by making advance payments. In this respect, the NU shall notify the advance payment option the TSO in writing, within 7 working days after the end of the booking period.
(5) The advance payment amount shall be equal to the monthly invoice amount for the transmission services for the following period of use.
(6) The advance payment/advance payment invoice shall be compensated with the settlement invoice of the month for which the payment was made.
(7) If such advance payment does not cover the value of the settlement invoice for the respective month, the difference shall be paid by the NU on the invoice due date.
(8) The NU may renounce the advance payment option provided it establishes a financial guarantee according to Art. 14 (3) or to Art. 15.
C. Monthly product
ART. 18
(1) The NU shall submit to the TSO the financial guarantee according to (2) at least 3 working days before the start of the transmission service.
(2) The level of the financial guarantee provided by the NU shall be equal to the value of the estimated monthly invoice for the transmission services for the following period of use.
(3) The financial guarantee established in accordance with (2) shall be valid starting from the bank day preceding the transmission service commencement date and shall cease on the 60th calendar day following the expiry date of the Contract.
(4) The NU may waive the option of establishing a transmission service guarantee by making advance payments. In this respect, the NU shall notify the advance payment option the TSO in writing, within two working days after the end date of the booking period.
(5) The advance payment amount shall be equal to the monthly invoice amount for the transmission services for the following period of use.
(6) The advance payment/advance payment invoice shall be compensated with the settlement invoice of the month for which the payment was made.
(7) If such advance payment does not cover the value of the settlement invoice for the respective month, the difference shall be paid by the NU on the invoice due date.
D. Daily product
ART. 19
For the daily product, the payment shall be made in advance, within 24 hours following the acceptance and signature of the transmission contract and before the start of the transmission services in accordance with Article 7.
ART. 20
(1) The payment guarantee issued according to Art. 17 (1) shall be valid starting from the bank day preceding the transmission service commencement date and shall cease on the 60th calendar day following the expiry date of the Contract.
(2) If the level of the financial guarantee:
a. decreases by more than 5% below the level specified in Art. 17 (2), the NU shall supplement the financial guarantee accordingly;
b. is more than 5% above the level specified in Art. 17 (2), the TSO shall return to the NU the difference between the actual level of the guarantee and the one specified in Art. 17 (2).
(3) The payment guarantee shall be adjusted within no more than 5 working days from the date of recording of the diminishing/increasing as compared to the level specified in Art. 17 (2).
(4) The TSO shall be entitled to make claims against the guarantee under this Article within the limits of the damage incurred, unless the NU fulfills its contract obligations completely or partly or if it delays fulfilling such obligations.
(5) Prior to making any claim against such guarantee, the TSO shall notify the NU on the non-fulfilled obligations.
(6) The TSO shall send the guarantee execution notification by fax within 24 hours from the expiration of the period set at Art.23 (1) (a).
(7) If the guarantee is executed partly or completely, the NU shall re-establish the guarantee within 5 days from execution.
Penalties:
ART. 23
(1) Failure to meet the invoice payment obligation as stipulated at Art. 7 (1) shall incur:
a. delay penalties related to the unpaid amount, equal to the delay interest due for failure to pay the budgetary obligations in due time, for each day of delay, starting with the 16th calendar day from the invoice issuing date until its full payment, the payment date included, or until the execution of the guarantee stipulated by the contract, in case of failure to meet the payment obligation within 15 calendar days from the maturity date;
b. in case of failure to meet the payment obligation, the limitation/interruption of the gas transmission service, with a prior notice of 3 calendar days, starting with the day following the period of 15 calendar days foreseen at letter a);
c. the limitation/interruption of the gas transmission service, with a prior notice of 3 calendar days, starting with the day following the day when the sum of the Nu imbalances exceeds the value of the balancing guarantees.
(2) If the due date or the day following the grace period expiration is a bank holiday, the terms foreseen at paragraph (1) shall be shifted accordingly.
ART. 24
If, upon TSO`s request, the NU does not voluntarily return/does not use the booked and not used capacity transfer facility, thus the mandatory capacity transfer being applied, NU shall pay 5% of the transferred capacity for the period between the date of mandatory capacity transfer and the date of Contract expiry.
ART. 25
(1) The NU shall be entitled to request and receive an amount established based on the tariff for not ensuring the booked capacity, according to the Network Code, in case TSO does not keep at NU’s disposal the entire transmission capacity booked by the latter;
(2) If the amount in paragraph (1) does not cover the entire prejudice incurred, NU shall be entitled to request and receive damages, additionally, up to full coverage of the prejudice incurred when TSO does not meet its gas transmission services obligation as well as any other obligations established by this Contract.
Natural gas sale-purchase contract from the current domestic production of OMV Petrom SA for the technological consumption of SNTGN Transgaz SA:
Art. 5.
Payment 5.1. Payments under this contract shall be made in lei by payment order. Any payment shall be deemed effected on the date the amounts are credited to the Seller's accounts.
5.2 Following the delivery month, the Seller shall invoice the Buyer for: • the value of the monthly quantity of natural gas actually delivered, in accordance with the provisions of point 6 of Annex No. 1 to this contract; • the value of any quantities of natural gas not taken over, if applicable, in accordance with the provisions of point 4.2.; and • excise duty, if applicable. The due date for payment of the monthly invoice representing the value of the natural gas delivered in the respective month and/or the value of the natural gas not taken over, is 30 calendar days from the date of issuance. If the payment due date falls on a non-business day, the due date shall be deemed to be the first business day thereafter.
5.3. In the event of non-payment of the monthly invoice by its due date, the Seller shall be entitled to suspend the delivery of natural gas in its entirety. The suspension of deliveries shall take effect 3 (three) calendar days after the date of transmission of a notice to that effect. V. Penalty clause Art. 6. If the Buyer fails to fulfil, by the due date, its payment obligations under the monthly invoice representing the value of the natural gas delivered, the value of the quantities of natural gas not taken over, and the excise duty, if applicable, the Buyer undertakes to pay the Seller late payment penalties for each day of delay on the outstanding amount. Penalties shall be calculated starting from the first day after the due date, including the day of payment, namely the date on which the Seller's account is credited. The late payment penalty rate is 0,1% per day.
Art. 7.
In the event of non-payment of the late payment penalties invoiced in accordance with the contractual provisions, the Seller shall be entitled, within 5 days from the communication of the invoice, to suspend the delivery of natural gas in its entirety. The suspension of deliveries shall take effect 3 (three) calendar days after the date of transmission of a notice to that effect. After the due date for payment of the principal obligation, the party liable for payment of the penalties shall be in default by operation of law, without any further notice being required.
Art. 12.
12.1. The Parties warrant to each other that this contract constitutes a valid, lawful obligation, enforceable in court in accordance with the terms of this contract.
12.2. Except for obligations for which specific clauses are provided in this Contract in the event of non-fulfilment, for the non-performance or improper performance of any other contractual delivery/take-over obligations, the contracting Parties shall be entitled to claim and receive damages. In the event of suspension due to the fault of one of the parties, that party shall not be entitled to claim any compensation for damages incurred.
12.3. The Parties are obliged to notify each other, in writing, as soon as possible but no later than 24 hours from the incident, of any situation that could cause a temporary interruption or limitation of consumption.
DIRECTOR - GENERAL
ION STERIAN