1. General Information

KESH (Korporata Elektroenergjetike Shqiptare) Sh.a / APC jsc. (Albanian Power Corporation) is a state owned entity and the largest energy generator in Albania. APC has in its portfolio a generation capacity of 1350 MWh which consists almost all in hydropower. By having hydropower APC has the need for import in multiple periods of the year in order to mitigate the seasonality of the rains and climate change. By having the public service obligation APC has the need to fulfill all the internal demand for low and medium voltage consumers. According to its strategy APC is publishing a call for Expression of Interest for partners in a long term power purchase forward contract.

  1. Product      

 KESH interested to open a long term procedure for buying electricity with details as below:

       Lot 1: 3 year based power purchase agreement; General Information

  • Buyer: Albanian Power Corporation
  • The product required for purchase is 100 MWh / baseload
  • Delivery Period is : June 1st  2023 – May 31st 2026 (3 years power purchase agreement)
  • Seller will be responsible for supply of baseload required energy product, transmission fees and/or Cross Border Capacity charges.
  • The bid evaluation criteria will be: the lowest unit price
  • Bidders are encouraged to offer the total required quantity for the whole requested period of delivery but offers lower than the requested power for purchase shall be accepted and evaluated.
  • APC jsc. as Buyer will proceed the monthly payment for the product not more than 45 calendar days from the last day of delivery month.
  • The seller will be responsible for imbalances and shall comply with all regulations provided by the Albanian Transmission System Operator (OST Operatori i Sistemit të Transmetimit / TSO Transmission System Operator)
  • APC j.s.c, requests from all interested companies that will participate in this procedure to submit only one price for each lot.
  • Counter offers with different conditions will not be accepted.

And/or

Lot 2: 5 (3+2) year based power purchase agreement; General Information

  • Buyer: Albanian Power Corporation
  • The product required for purchase is 100 MWh / baseload
  • Delivery Period is : June 1st 2023 – May 31st 2028 (3+2[1] years power purchase agreement)
  • Seller will be responsible for supply of baseload required energy product, transmission fees and/or Cross Border Capacity charges.
  • The bid evaluation criteria will be: the lowest unit price
  • Bidders are encouraged to offer the total required quantity for the whole requested period of delivery but offers lower than the requested power for purchase shall be accepted and evaluated.
  • APC jsc. as Buyer will proceed the monthly payment for the product not more than 45 calendar days from the last day of delivery month.
  • The seller will be responsible for imbalances and shall comply with all regulations provided by the Albanian Transmission System Operator (OST Operatori i Sistemit të Transmetimit / TSO Transmission System Operator)
  • APC j.s.c, requests from all interested companies that will participate in this procedure to submit only one price for each lot.
  • Counter offers with different conditions will not be accepted.
  1. Process

The procedure to be followed as regards submitting, accepting and evaluating the invitation for expression of interest is as follows:

  • The procedure will be carried out in in two separate lots in order to obtain the best price available and to give to the bidders the opportunity to participate in multiple options. The power purchase procedure will be divided into three steps;
  1. Prequalification
  2. Bidding
  3. Contract negotiation & Guarantees
  • The interested subject must submit the expression of interest and the required documentation no later than date 14.04.2023 time 14:00 in electronic copy on trading@www.kesh.al. The email will not be opened or monitored during phase 1 documentation delivery. The documentation will only be opened after the expiring of the due date.
  • Within the above deadline the parties must send to the address trading@www.kesh.al  scanned copy of the required documentation. However, the parties are under the obligation to submit to Kesh j.s.c within the date 14.04.2023 within 15:30 all physical closed documentation which must be original or notarized, equipped with apostille and translated into English or Albanian.
  • For questions & queries during the process of prequalification the interested companies are please to contact on the email address: dot@www.kesh.al.
  • For the companies that will be qualified on the phase 1, KESH jsc will provide the necessary credentials for Phase 2 (username, password and third party authentication) into its bidding platform:    https://trading.www.kesh.al/login
  • The expression of interest can be submitted by any subject who meets the conditions for the participation in the procedure. For the purpose of this procedure the expression of interest may also be carried out by a temporary union of companies. The group of companies must determine a company to perform actions in the procedure on behalf of the group companies. The union of companies is considered to meet the criteria when at least one of the companies meets it. The union of companies submits to Kesh the Joint Venture agreement.
  • Entities that do not physically submit documentation according to the above point will be assessed as not having expressed interest in the invitation.
  • The opening of the expression of interest procedure will be performed in the presence of the representatives of the parties in APC offices, Tirana, Albania, dated 14.04.2023, at 16:00.
  • APC jsc. will not provide instrument of guarantee. The terms of the contract will be negotiated during phase 3 (three).
  1. Phase 1; Requirements for interested parties, required legal and financial documentation. Prequalification

Entities interested in participating in an energy purchase agreement must submit, along with the expression of interest, the documentation that proves compliance of the following criteria:

  • Documentation certifying company’s registration in the respective commercial registers and complete (historical) extract of the commercial register of respective country where the company has been registered.
  • License on electricity trading/supplying issued by relevant bodies.
  • Documentation issued by the competent institutions of the relevant country, which certify that:
    • The company is not under bankruptcy proceedings;
    • The company is not convicted for criminal offenses;
    • The company has not been declared bankrupt and its capital/assets are not subject to bailiff proceedings;
  • Company’s financial statements (balance sheets), of the last three years (2020-2022), certified audited copies according to the rules of the respective country where the company operates.
  • The results (earnings / losses) before taxes of any 3 (three) out of 5 (five) fiscal years (2018-2022) must be positive (>0), as shown in the audited financial statements. For Joint Venture of enterprises, each member shall fulfill this requirement.
  • Company shall declare that each person (persons) acting as a member of an administrative body, director or supervisor, shareholder or partner, or having representative role, decision-making or controlling role within the Company (or each member of the Joint Venture), is/are not convicted or has not been convicted by a final court decision of any criminal offense.

This criteria can be fulfilled as a self-declaration from the company/ companies.

  • Meet the below listed criteria in terms of the overall integrity of the company:
    • The Company (or each company under JV) should not be listed as an entity which cannot conduct commercial activity in Albania or EU states and should not be blacklisted by the International Financial Institutions’ (IFIs) lists;
    • The Company (or each company under JV) shall not appear on any United Nations list of persons suspected to be involved in terrorist activities or any other relevant national or international blacklists;
    • The Company (or each company under JV) and any shareholder in its ownership chain, including its ultimate beneficial owner, or any of its subordinates or principals, shall not reside, have activities in, trade with or have links to the countries embargoed by the OFAC or subject to EU or UN sanctions or a country that is blacklisted by the EU;

This criteria can be fulfilled as a self-declaration from the company/ companies.

  • Documents submitted in languages different than English or Albanian shall be accompanied by a certified translation in English;
  • In the case of a joint venture of companies, each member of the group shall submit the below- mentioned documents.
  • The notarized agreement under which the joint venture of companies is officially established. Cooperation agreements between companies, where a representative is assigned, the percentage of joint participation, and the components each member of the union undertakes to execute.
  • The Special Power of Attorney.
  • The decision of the decision-making parties of the company or the Joint Venture of the Companies and / or the Consortium.
  • The company, or in the case of a Consortium, each member of the consortium shall provide a declaration including an up- to-date list of shareholders and information on ultimate beneficiaries of the company who ultimately owns or controls the company and/or the natural persons on whose behalf a transaction or project is being conducted, and/or those persons who exercise ultimate effective control over a legal person or arrangement, have substantial economic interest in or receive substantial economic benefit from the company. This information shall encompass in particular individuals who meet one or more of the five following conditions:
  • directly or indirectly hold more than 10% of shares in the company;
  • directly or indirectly hold more than 10% of voting rights in the company;
  • directly or indirectly holds the right to appoint or remove the majority of the directors of the company;
  • has the right to exercise, or actually exercises, significant influence or control over the company; and/or
  • where a trust or firm would satisfy one of the first four conditions if it were, any individual holding the right to exercise, or actually exercising, significant influence or control over the activities of that trust or firm.

Information on each beneficial owner shall include:

  • the present full name and any former name;
  • nationality and national identity number
  • country of residence;
  • the date and place of birth;
  • level of beneficial ownership;
  • details of how the ownership, control or economic interest is exerted.

If all such details have been filed on a centralized beneficial ownership register in the country of registration, the application may fulfill this requirement by cross-referencing and attaching such filing.

  • Expression of interest from the decision making parties of the company or companies in case of a JV

For Lot 1, requirements as follow:

  • Net Worth of the Company (or cumulative in cases of Joint Ventures) shall not be lower than 180 million Euro[2].
  • An average EBITDA  (or cumulative in cases of Joint Ventures) of the last 5 (five) years (2018 – 2022) of at least 35 million EURO[3] 
  • The company (or Joint Venture) shall prove that has the availability to supply at least 50% of the offered power product via one or multiple trusted sources of energy generation / trading. The company or JV shall demonstrate through documentation that:
    • Owns/ Contracted a generation asset that can fulfill the required power quantity. For this option the company or JV shall prove that the asset is working (through a commissioning certificate) and has the required capacity. A binding engagement letter shall be issued from the generator’s company that assures the generation of the requested quantity for the delivery period if the company is qualified as winner of the procedure.
    • The company shall demonstrate that has the availability to provide the requested quantity through one or multiple sources such as:  PPA/ trading / exchange etc.
    • Combination of options above  
  • The company (or Joint Venture) shall prove that has successfully completed at least 1 (one) long term energy purchase agreement of at least 1 (one) year for at least the offered quantity for the last 5 years (2018-2022)
    • As evidence of previous experience, the company or JV shall submit all necessary documentation in which the quantity, period and successful completion of the contract are clearly stated and/or as well as any other document provided from a state owned company or private entity as client.

For Lot 2, requirements as follow:

  • Net Worth of the Company (or cumulative in cases of Joint Ventures) shall not be lower than 250 million Euro if the whole required power quantity will be offered[4].
  • An average EBITDA (or cumulative in cases of Joint Ventures) of the last 5 (five) years (2018 – 2022) of at least 50 million EURO[5] 
  • The company (or Joint Venture) shall prove that has the availability to supply at least 50% of the offered power product via one or multiple trusted sources of energy generation / trading. The company or JV shall demonstrate through documentation that:
    • Owns/ Contracted a generation asset that can fulfill the required power quantity. For this option the company or JV shall prove that the asset is working (through a commissioning certificate) and has the required capacity. A binding engagement letter shall be issued from the generator’s company that assures the generation of the requested quantity for the delivery period if the company is qualified as winner of the procedure.
    • The company shall demonstrate that has the availability to provide the requested quantity through one or multiple sources of energy PPA/ trading / exchange etc.
    • Combination of options above
  • The company (or Joint Venture) shall prove that has successfully completed at least 1 (one) long term energy purchase agreement of at least 2 (two) years for at least the offered quantity for the last 7 years (2016 – 2022)
    • As evidence of previous experience, the company or JV shall submit all necessary documentation in which the quantity, period and successful completion of the contract are clearly stated and/or as well as any other document provided from a state owned company or private entity as client.
Cases of failure to submit a document or submission of false and incorrect documents shall be considered as conditions for disqualification.   For this phase the companies should provide to APC: All the documentation above. The companies that are registered in KESH/APC on the trading procedure for the 2023, shall not submit the documentation that have already submitted. Those companies shall submit only the additional documentation that are required by KESH /APC according to point 4.The proposed quantity for the whole period for weighting purposes[6]Any other documentation that is considered valuable for the procedure
  1. Phase 2; The Bidding process
  2. The companies that will be qualified through Phase 1 shall enter to webpage https://trading.www.kesh.al/login with the given credentials to make the offer on unit price (Euro / MWh) and quantity, on date 15.05.2023 hour 08:30.  The deadline for receiving your offers will be 15.05.2023 hour 15:30.
  3. The validity of the offers shall be 72 hours (up to 18.05.2023 hour 15:30)
  4. For this phase all the bidders should sent to APC no longer than 1 hour after the deadline of receiving the bids the bid bond.
  5. The bid bond shall be 2% of the offered total value of the contract issued as a Bank Guarantee.
  6. The bid bond shall clearly state the value, the client, the beneficiary and should be available through the whole timing of the validity of the offer.
  7. Non issuance of a bid bod or issuance of a not correct bid bond shall be considered as a reason for disqualification of the company.
  8. Withdrawal of the bidder from its bid within the validity time of the offer shall give immediately the right to APC to execute the bid bond. 
  1. Phase 3; Contract negotiation, financial and guarantees

For successful contract signature for Lot 1 and/or Lot 2, APC will need the guarantees as follow:

  • For the successful contract signature the winning company / companies shall deposit the below performance guarantees:
    • Performance guarantee issued in the form of a Bank Guarantee for 10% of the total value of the contract for the whole period and…
    • Corporate guarantee for all contract value or/ Corporate guarantee from a third party for all contract value[7] (parent company, generator, company that operates in power industry)
  • The contract terms are starting from the draft agreement as issued by European Federation of Energy Traders (EFET) under section Standardisation / Standart contracts Gas & Power / Electricity Master Agreement & Annexes and General Agreement Provided by APC.
  • All issued documentation will be part of the contract as Annexes
  • The quantity, delivery period, unit price, terms of payment or any other element part of this EOI and procedure cannot be negotiated during this phase.

Bank Guarantee means a first demand autonomous bank guarantee in a form acceptable to APC, issued by a Credit Support Provider with at least one Official Credit Rating equivalent to or higher than the Required Bank Rating, and for an amount of not less than the required above.

Required Bank Rating means:

  1. in respect of a rating with Standard and Poor’s, a rating of at least A or its equivalent;
  2. in respect of a rating with Moody’s, a rating of at least A3 or its equivalent; or
  3. in respect of a rating with any industry recognised alternative or successor rating agency to either of the above, the relevant equivalent.
Cases of failure to submit a document, guarantee or submission of false and incorrect documents shall be considered as conditions for disqualification and non-signage of the contract.
  1. Adjustment terms for the contract for Lot 2, after 3 years of successful delivery.
  2. After the 3 years of the contract the following unit price adjustment between parties shall take place:
    1. Option a / If the average future HUDEX unit prices for baseload for years 2027, 2028 prices are 50% or more than the offered unit price an increase + 5€/ MWh will be applied for the next 2 years of contract
    1. Option b / If the average future HUDEX unit prices for baseload for years 2027, 2028 prices are 50% or less than the offered unit price a decrease – 5€/ MWh will be applied for the next 2 years of contract
    1. Option c / If the average future HUDEX unit prices for baseload for years 2027, 2028 prices are less than 50 % (above or below the offered price) the remaining 2 years of the contract will be with the same offered unit price as Phase 2
    1. The timing of reading the HUDEX prices shall be 16 March 2026
  1. The deadlines of procedure organization for buying electricity
  2. The first phase, prequalification, submitting the required document from 17 March 2023 until 14 April 2023.
  3. Evaluation of the documents from 14 April 2023 until 5 May 2023.
  4. Complains and answers from 5 May until 12 May 2023
  5. Bidding, from 15 May 2023 until 18 May 2023;
  6. Contract negotiation, financial and contract guarantees 19 May until 30 May 2023

All documentation, communication, acting or any other type of misconduct that will be considered as fraud, pressure, constraint, conflict of interest or any other legal issue will be followed as per Albanian Legislation in the respective Prosecutors Office and Court.

All documentation, including EOI will be part of the contract with the winner/ winners. No negotiation will be made over the terms pre specified in this EOI.  

Albanian Power Corporation will be held responsible for non-disclosure of all sensitive documentation of the companies that will be part of the process. Please specify according to your company’s policy which information shall be classified as sensitive / confidential. All other documentation shall be made public upon request of the interested parties.

The name of the company and bid shall remain confidential until the end of phase 2. The name of the company and the bid will be made public at the end of phase two due to requirements of public information for a state owned entity as APC (According to relevant Albanian legislation).  

APC can cancel the procedure at any time before the winner is announced (even during the offer validity period) without having any additional obligations or costs for any of the participants.

APC at any time can accept quantities less than the requested quantity for each of the lots. In cases that APC reaches the required maximum quantity with a part of your offered quantity an official request will be made to your company if you have interest to trade a part of the offered quantity with the same price.

The unit/price includes the value of fiscal obligations, but does not include the value of VAT. Only for comparison and evaluation reasons, the classification of the offers will be based on the lowest unit/price that does not include the value of VAT

APC requires all companies to be represented by only ONE independent entity, which should have a unique legal name, a unique headquarter, unique legal representatives and all distinguished criteria of an independent commercial company, according to regulations connected to “Protection of competition”.

Companies blacklisted from KESH / Albanian Power Corporation and companies directly related to those cannot participate in the procedure. Please find list of blacklisted companies in www.www.kesh.al

Helpful links:

Home
http://www.kesh.al/en/about-us/
http://www.kesh.al/assetet-gjeneruese/
http://www.kesh.al/programi-i-transparences-i-kesh/programi-i-transparences/

https://www.drejtesia.gov.al/wp-content/uploads/2018/08/Ligj_119_2014_18.09.2014.pdf

https://www.infrastruktura.gov.al/

https://www.infrastruktura.gov.al/energjetike/

Download document: Invitation for Expression of Interest