TENDER SUBMISSION FORM
CONSULTANCY SERVICES, DEBT RESTRUCTURING DUE TO OWNERSHIP
UNBUNDLING OF ESO EAD FROM NEK EAD
One signed original of this tender submission form (including its attachments, where
applicable) must be supplied, together with three copies. The tender submission form must
include signed declarations/statements, using the annexed format, from each legal entity
making the application. In case of consortium each consortium member shall provide signed
declarations and statements. Signed declarations and statements shall be provided by the
subcontractors in case the Candidate would like subcontractors’ data (regarding technical
capacity and economic and financial status) to be also considered.
All signatures must be laid by the registered representative of the relevant entity or an expressly
authorised representative through notarised and apostilled Powers of attorney (an original to be
attached to the application in English or Bulgarian translation).
All data included in this tender submission form must concern only the legal entity or entities
making the application.
Any additional documentation (brochure, letter, etc.) to the documentation requested below,
will not be taken into consideration.
Tenders being submitted by a consortium (i.e., either a permanent, legally established
grouping or a grouping which has been constituted for a specific tender procedure) must
follow the instructions applicable to the consortium leader and its partners.
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SUBMITTED by [i.e., the identity of the Tenderer]
Nationality*
Name(s) and address(es) of legal
entity or entities submitting this
tender
Participation in work
in % /
Participation in fees in
%
Leader**
Partner
2*
Etc … **
* Country in which the legal entity is registered
**add / delete additional lines for each consortium partners as appropriate. Note that a subcontractor is not considered to be a consortium partner. If this tender is being submitted by
an individual legal entity, the name of that legal entity should be entered as 'Leader' (and all
other lines should be deleted). Any intended change in the identity of the Leader and/or any
consortium partners between the deadline for receipt of tenders indicated in the Instructions to
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candidates and tenderers and the award of the Contract must be communicated to the Assignor
as soon as possible and in any case a change is available upon the consent of the Assignor.
2
CONTACT PERSON (for this tender)
Name
Organisation
Address
Telephone
Fax
e-mail
3. ECONOMIC AND FINANCIAL STATUS as per item 5.1.3. of the ToR
Please complete the following table of financial data* based on your annual accounts and your
latest projections. The tenderer shall demonstrate net profit for each of the last five years and
cumulative revenue for the last 5 (five) of at least € 1 (one) billion. If annual accounts are
not yet available for this year or last year, please provide your latest estimates, clearly
identifying estimated figures in italics. Figures in all columns must be on the same basis to
allow a direct, year-on-year comparison to be made (or, if the basis has changed, an explanation
of the change must be provided as a footnote to the table).
Financial data
2006
€
2007
€
2008
€
2009
€
2010
€
Annual
revenue,
excluding this
contract
2
The qualification criteria will be applied towards the consortium as a whole.
The candidates should provide certified copies of their audited financial statements for the last 5
(five) years i.e. years 2006 – 2010 including. If audited financial statements for 2010 are not
available, preliminary statements should be provided. In case of consortium, all consortium
members shall provide certified copies of their audited financial statements. Where the tenderer
wishes financial data of subcontractors also to be considered by the Assignor, certified copies
of the subcontractor’s audited financial statements shall also be provided.
4. EXPERIENCE – “TECHNICAL CAPACITY AND REPUTATION OF THE
CANDIDATE” AS PER ITEM 5.1.2 OF THE ToR
Please complete the tables using the formate below:
4.1. The candidate should have deep understanding and significant finance expertise in order to address
capital and financial requirements of the energy sector and shall demonstrate the following debt
restructuring and/or project or corporate financing experience:
Experience within the last 10 (ten) years i.e.
Minimal threshold for the total value of all
2001-2010 - Contracts/Projects
debts restructured and/or of financing
Completed:
procured
Experience within the last 10 (ten) years in three The total value of all debts restructured and/or
contracts/projects
restructuring
completed
and/or
project
covering
or
debt of financing procured shall exceed € 500
corporate million.
financing services, where:

At least one of the three contracts/projects
shall be for debt restructuring and the
Candidate shall demonstrate a leading
role in the performance of the services.

At least one of the three contracts/projects
shall be for an energy company.
It shall be considered an advantage as per item
7.3 of the ToR if more than one of the three
contracts/projects is for an energy company and if
one or more of the three contracts/projects is for an
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electricity company.
contract/project (1)
(scope,
dates
of
value of debts restructured
signing
and
completion,
…………..
counterparties shall be indicated)
……………….
contract/project (2)
value of debts restructured /or of financing
procured
(scope,
dates
of
signing
and
completion,
…………..
counterparties shall be indicated)
……………….
contract/project (3)
value of debts restructured /or of financing
procured
(scope,
dates
of
signing
and
completion,
counterparties shall be indicated)
…………..
……………….
4.2. The candidate should have the following proven track record in syndicated loans:
Experience within the last 10 (ten) years i.e.
Minimal threshold for the
2001-2010 - Contracts
total value of all syndicated loans
Completed:
Experience within the last 10 (ten) years in 3
syndicated loan contracts, where:

The total value of all three syndicated loans
shall exceed € 500 million
In at least one of the three contracts the
Candidate shall demonstrate a leading role
as an arranger/agent.
It shall be considered an advantage as per item
7.3 of the ToR if one or more of the three
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syndicated
loan
contracts
is
for
an
energy/electricity company.
syndicated loan contract (1)
(scope,
dates
of
signing
value of syndicated loan
and
completion,
counterparties shall be indicated)
……………….
syndicated loan contract (2)
(scope,
dates
of
signing
value of syndicated loan
and
completion,
counterparties shall be indicated)
……………….
syndicated loan contract (3)
(scope,
dates
of
signing
value of syndicated loan
and
completion,
counterparties shall be indicated)
……………….
4.3. The candidate should have the following financial due diligence experience:
Experience within the last 10 (ten) years i.e.
Minimal threshold for the value of the assets
2001-2010 - Contracts/Projects
of one of the companies to which financial
due diligence services had been rendered
Completed:
Experience within the last 10 (ten) years in three The value of the assets of one of the companies
contracts/projects completed for financial due to which and at the time financial due
diligence services, where:

diligence services had been rendered shall
exceed € 500 million.
At least one of the contracts/projects shall
be for an energy company.
It shall be considered an advantage as per item
5
7.3 of the ToR if more than one of the three
contracts/projects is for an energy company and if
one or more of the three contracts/projects is for an
electricity company.
contract/project (1)
value of the assets of one of the companies to
which financial due diligence services had
(scope,
dates
of
signing
and
completion,
been rendered
counterparties shall be indicated)
……………..
……………….
contract/project (2)
(scope,
dates
of
signing
and
completion,
and
completion,
counterparties shall be indicated)
……………….
contract/project (3)
(scope,
dates
of
signing
counterparties shall be indicated)
……………….
4.4. The candidate should have the following legal due diligence experience:
Experience within the last 10 (ten) years i.e.
Minimal threshold for the value of the assets
2001-2010 - Contracts/Projects
of one of the companies to which legal due
diligence services had been rendered
Completed:
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Experience within the last 10 (ten) years in three The value of the assets of one of the companies
contracts/projects
completed
for
legal
due to which and at the time legal due diligence
services had been rendered shall exceed € 500
diligence services, where:

million.
All three contracts/projects shall be for an
energy company.
contract/project (1)
value of the assets of one of the companies to
which legal due diligence services had been
(scope,
dates
of
signing
and
completion,
rendered
counterparties shall be indicated)
…………………
……………….
contract/project (2)
(scope,
dates
of
signing
and
completion,
and
completion,
counterparties shall be indicated)
……………….
contract/project (3)
(scope,
dates
of
signing
counterparties shall be indicated)
……………….
4.5. The candidate shall have the following experience in unbundling of integrated utilities:
Experience within the last 10 (ten) years i.e.
Minimal threshold for the total value of the
2001-2010 - Contracts/Projects
assets of all the companies to which the
unbundling services had been rendered
Completed:
Experience within the last 10 (ten) years in two The total value of the assets of all the
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contracts/projects completed for unbundling companies to which and at the time unbundling
services had been rendered shall exceed € 200
services for integrated utility(ies), where:

million
At least one of the contracts shall be for an
energy company;

For both contracts/projects the candidate
shall demonstrate a leading, key role in the
performance of the unbundling services.
It shall be considered an advantage as per item
7.3 of the ToR if both contracts/projects are for an
energy
company
and
if
one
or
both
contracts/projects are for an electricity company.
contract/project (1)
value of the assets of the company/ies to which
the unbundling services had been rendered
(scope,
dates
of
signing
and
completion,
………….
counterparties shall be indicated)
……………….
contract/project (2)
value of the assets of the company/ies to which
the unbundling services had been rendered
(scope,
dates
of
signing
and
completion,
counterparties shall be indicated)
……………
……………….
4.6. The candidate shall have the following experience in the legal aspects of the unbundling of
integrated utilities:
Experience within the last 10 (ten) years i.e.
Minimal threshold for the total value of the
2001-2010 - Contracts/Projects
assets of all the companies to which the
unbundling legal services had been
Completed:
Experience within the last 10 (ten) years in two
rendered
The total value of the assets of all the companies to
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contracts/projects completed for unbundling legal
which and at the time unbundling legal services had
services for integrated utility(ies), where:
been rendered shall exceed € 200 million

At least one of the contracts shall be for an
energy company;

For both contracts/projects the candidate shall
demonstrate a leading, key role in the
performance of the unbundling services.
It shall be considered an advantage as per item 7.3 of
the ToR if both contracts/projects are for an energy
company and if one or both contracts/projects are for an
electricity company.
contract/project (1)
value of the assets of the company/ies to which
the unbundling legal services had been
(scope,
dates
of
signing
and
completion,
rendered
counterparties shall be indicated)
………….
……………….
contract/project (2)
value of the assets of the company/ies to which
the unbundling legal services had been
(scope,
dates
of
signing
and
completion,
rendered
counterparties shall be indicated)
……………
……………….
4.7. The candidate shall have the following experience in utilities business restructuring and utilities
refinancing execution:
Experience within the last 10 (ten) years i.e.
Minimal threshold for value of financing
2001-2010 - Contracts/Projects
and total value of the assets of the utilities to
which the business restructuring and
Completed:
refinancing services had been rendered
Experience in one contract/project completed in The total value of the assets of the utilities to
utilities business restructuring and
which
and
at
the
time
the
business
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Experience in one contract/project completed in restructuring services had been rendered shall
exceed € 100 million
utilities refinancing execution.
In case utilities business restructuring and utilities The value of the financing with respect to
refinancing execution had been performed under which refinancing services had been rendered
one same contract/project it is enough one shall exceed € 100 million
contract/project to be indicated.
It shall be considered an advantage as per item
7.3 of the ToR if one or both contracts/projects are
for an energy/electricity company.
contract/project (1)
value of the assets of the utilities to which and
at the time the business restructuring services
(scope,
dates
of
signing
and
completion,
had been rendered
counterparties shall be indicated)
……………..
……………….
contract/project (2)
value of the financing with respect to which
refinancing services had been rendered
(scope,
dates
of
signing
and
completion,
counterparties shall be indicated)
……………………………
……………….
4.8. The candidate shall have the following experience in financial optimization services for regulated
utilities (e.g. generation, transmission, trade, supplier of last resort, etc.)
Experience within the last 10 (ten) years i.e.
Minimal treshhold for the total value of the
2001-2010 - Contracts/Projects
assets of the utilities to which the financial
optimization services had been rendered
completed:
10
Experience within the last 10 (ten) years in two The total value of the assets of all the utilities
contracts/projects
completed
for
financial to which and at the time the financial
optimization services for regulated utilities
optimization services had been rendered shall
exceed € 200 million
It shall be considered an advantage as per item
7.3 of the ToR if one or both contracts/projects are
for an energy/electricity company.
contract/project (1)
value of the assets of the utilities to which and
at the time the financial optimization services
(scope,
dates
of
signing
and
completion,
had been rendered
counterparties shall be indicated)
……………………………
……………….
contract/project (2)
value of the assets of the utilities to which and
at the time the financial optimization services
(scope,
dates
of
signing
and
completion,
had been rendered
counterparties shall be indicated)
……………….
……………………………
5. CERTIFICATION OF THE LEGAL STATUS OF THE SIGNATORY AND
EVIDENCE OF REPRESENTATION POWERS FOR ALL SIGNATORIES IN DUE
FORM
The candidate shall provide original (or notarized copy) of a certificate of current registration
(certificate of good standing) indicating the current legal status and representation of the
company. The certificate should be apostilled if issued by authorities outside Bulgaria and if in
language different than English, must be translated in Bulgarian by certified translator. All
consortium members (in case of consortium) and subcontractors shall provide the required
documents as described above.
Evidence of representation powers for all signatories in due form shall be presented.
6. ELIGIBILITY DECLARATION (as per the attached sample)
Each legal person identified under point 1 including every consortium partner, and each
subcontractor (in case the tenderer wishes data relevant to subcontractors with respect to
“economic and financial status” and “technical capacity and reputation” also to be considered
11
by the Assignor), must submit a signed declaration using the attached format. For consortia, the
declaration of the leader must be a signed original but those of other partners may be faxed
copies. Declaration of subcontractors (if applicable) may also be a faxed copy.
7. DECLARATION OF PROPOSED SUB-CONTRACTORS
Sub-contracting is allowed up to 40% of the contract value, subject to the Assignor’s approval
of the subcontractors.
The tenderers should declare their intention to use subcontractors and the % of their
participation in implementation of the Contract (in any case up to 40% of the Contract value). If
known at this stage of the tender procedure, sub-contractors should be notified to the Assignor
and the respective requirements of the tender dossier towards subcontracting should be
followed. Changes in subcontractors could not be made without Assignor’s consent at a later
stage of the tender and contract award procedures as well as contract implementation if the
Consultancy Contract is awarded.
8
TENDERER’S DECLARATION(S) (as per the attached sample)
As part of their tender, each legal entity identified under point 1 of this form, including every
consortium partner, must submit a signed declaration using the attached format. For consortia,
the declaration of the Leader must be a signed original but those of other partners and
subcontractors may be faxed copies. In case of notified sub-contractors, Declaration should be
provided by the sub-contractor as well.
9. CONSORTIUM AGREEMENT or an instrument in writing, executed by all members
defining the lead member (in case of consortium)
The Consortium agreement shall demonstrate that the consortium partners will have joint and
several liability towards the Assignor.
10. STATEMENTS OF EXCLUSIVITY AND AVAILABILITY FOR KEY EXPERTS as pet the attached sample.
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11. STATEMENT
I, the undersigned, being the authorised signatory of the above tenderer (including all
consortium partners, in the case of a consortium), hereby declare that we have examined and
accept without reserve or restriction the entire contents of the tender dossier for the tender
procedure referred to above. We offer to provide the services requested in the tender dossier on
the basis of the following documents, which comprise our Technical offer, and our Financial
offer, which is submitted in a separate, sealed envelope:




Organisation & Methodology;
Experts (comprising a list of the experts and Key Experts’ CVs);
Tenderer declaration (including one from every consortium partner, in the case of a
consortium and sub-contractor, if notified at this stage);
Statements of exclusivity and availability signed by each of the Key Experts.
We undertake to guarantee the eligibility of the sub-contractor(s) for the parts of the services
for which we have stated our intention to sub-contract in the Organisation and Methodology.
We recognise that our tender will be excluded if we propose Key Experts and/or subcontractors
that have a conflict of interest in implementing the current assignment.
We are fully aware that, in the case of a consortium, the composition of the consortium cannot
be modified in the course of the tender procedure. We are also aware that the consortium
partners would have joint and several liability towards the Assignor concerning participation in
both the above tender procedure and any contract awarded to us as a result of it.
We do completely agree with the terms and conditions of the tender procedure referred to
above.
This tender is subject to acceptance within the validity period stipulated in the Instructions to
candidates and tenderers. Signed on behalf of the tenderer:
Name
Signature
Date
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Attachment: Certified by the signatory copy of the instrument, evidencing his/her authorisation.
In case of power of attorney, the latter should be notarised and apostilled.
FORMAT OF THE ELIGIBILITY DECLARATION REFERRED TO IN POINT 6
OF THIS TENDER SUBMISSION FORM
TO BE SUBMITTED ON THE HEADED NOTEPAPER OF THE LEGAL ENTITY
CONCERNED
<Date>
<Name and address of the Assignor - see point 1 of the procurement notice >
Contract: Consultancy services, preparation and execution of Business Separation Plan
and Debt Restructuring plan due to unbundling of ESO EAD from NEK EAD
Dear Sir/Madam,
We hereby declare that we:

are making this application [ on an individual basis ]* / [ as partner of the consortium
led by < name of the leader / ourselves > ]* for this contract. We confirm that we are not
participating in any other application for the same contract, whatever the form of the
application (as a partner - including leader - in a consortium or as an individual candidate);

are not in any of the situations as follows:
- bankrupt or being wound up, are having our affairs administered by the courts,
have entered into an arrangement with creditors, have suspended business
activities or are in any analogous situation arising from a similar procedure
provided for in national legislation or regulations;
- subject to proceedings for a declaration of bankruptcy, for winding-up, for
administration by the courts, for an arrangement with creditors or for any similar
procedure provided for in national legislation or regulations;
- convicted of an offence concerning professional conduct by a judgement which
has the force of res judicata (i.e. against which no appeal is possible);
- guilty of grave professional misconduct proven by any means which the
contracting authority can justify;
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- liable for unfulfilled obligations relating to the payment of social security
contributions in accordance with the legal provisions of the country where we
are established;
- liable for unfulfilled obligations relating to the payment of taxes in accordance
with the legal provisions of the country where we are established and in the
Republic of Bulgaria.
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-
having conflict of interest in implementing the current assignment

have not been involved in the preparation of the assignment which is the subject of this
tender procedure, and, in particular, have no potential conflict of interests or any equivalent
relation with other candidates or other parties in the tender procedure at the time of the
submission of this application;

[ have attached a current list of the enterprises in the same group or network as ourselves ] /
[ are not part of a group or network ]* and have only included data in the application form
concerning the resources and experience of our legal entity, or entities controlled by and
consolidated under our legal entity;

will inform the Assignor immediately if there is any change in the above circumstances at
any stage during the implementation of the contract;

fully recognise and accept that if we participate in spite of being in any of the situations
listed above, we may be excluded from tender procedures and contracts. Furthermore, we
acknowledge that, should we provide any inaccurate or incomplete information in this
application, we shall be precluded from participation in tenders organised by the Assignor
or persons related to the Assignor for a period of five years; and

Fully recognise and will keep strict confidentiality as per the Confidentiality Agreement on
the tender procedure and application process.
[* Delete as applicable]
[If this declaration is being completed by a consortium partner/subcontractor:]
The following table contains our financial data as included in the tender submission form.
These data are based on our annual audited accounts and our latest projections. Estimated
figures (i.e., those not included in annual audited accounts) are given in italics. Figures in all
columns have been provided on the same basis to allow a direct, year-on-year comparison to be
made <except as explained in the footnote to the table>.
Financial data
2006
€
2007
€
2008
€
2009
€
2010
€
Annual income,
excluding this
contract
Yours faithfully
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<Signature of authorised representative>
Name and position of authorised representative
FORMAT OF THE TENDERER’S DECLARATION REFERRED TO IN POINT 8
OF THE TENDER SUBMISSION FORM
To be submitted on the headed notepaper of the legal entity concerned
<Date>
<Name and address of the Assignor>
Re: Consultancy Services, preparation and execution of Business Separation Plan and
Debt Restructuring plan due to unbundling of ESO EAD from NEK EAD
Dear Sir/Madam
TENDERER'S DECLARATION
In response to your letter of invitation to tender for the above contract, we hereby declare that
we:


are submitting this tender [ on an individual basis ]* / [ as partner of the consortium led
by < name of the leader / ourselves > ]* for this contract. We confirm that we are not
participating in any other tender for the same contract, whatever the form of the application
(as a partner - including leader - in a consortium or as an individual Candidate), nor have
committed to be the sub-contractor of another participant in the tender procedures of a party
to any arrangement with any other bidder;
[ have attached a current list of the enterprises in the same group or network as ourselves ] /
[ are not part of a group or network ]* and have only included data in the tender concerning
the resources and experience of our legal entity or entities controlled by and consolidated
under our legal entity;

will inform the Assignor immediately if there is any change in the above circumstances at
any stage during the tender procedure or during the implementation of the Consultancy
Contract, if awarded to us;

we have no overdue liabilities to the Assignor;
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

to the extent that the tender contains personal data, we warrant that we have provided the
relevant consents from each and any individual, so that You, the Assignor can administer,
process and disclose such personal data without any liability to any individual. We are
aware that in case of us having failed to do so, we may be disqualified and we undertake to
hold You, the Assignor, immune from any liability related to claims, based on personal data
protection; and,
fully recognise and accept that any inaccurate or incomplete information deliberately
provided in this tender may result in our exclusion from this and other contracts funded by
the Assignor.
[* Delete as applicable]
The date on the evidence or documents provided will be no earlier than 180 days before the
deadline for submission of tenders, and, in addition, we will provide a sworn statement that our
situation has not altered in the period which was elapsed since the evidence in question was
drawn up. We also understand that if we fail to provide this proof within 15 calendar days after
receiving the notification of award, or if the information provided is proved false, the award
might be considered null and void.
Yours faithfully
<Signature of authorised representative of the legal entity >
< Name and position of authorised representative of the legal entity >
Attachment: Certified by the signatory copy of the instrument, evidencing his/her
authorisation.
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STATEMENT OF EXCLUSIVITY AND AVAILABILITY1
CONSULTANCY SERVICES, PREPARATION AND EXECUTION OF BUSINESS
SEPARATION PLAN AND DEBT RESTRUCTURING PLAN DUE TO UNDUNDLING
OF ESO EAD FROM NEK EAD
I, the undersigned, hereby declare that I agree to participate exclusively with the tenderer <
tenderer name > in the above-mentioned service tender procedure. I further declare that I am
able and willing to work for the period(s) foreseen for the position for which my CV has been
included in the event that this tender is successful, namely:
From
To
< start of period 1
>
< end of period 1 >
< start of period 2
>
< end of period 2 >
< etc >
By making this declaration, I understand that I am not allowed to present myself as a candidate
to any other tenderer submitting a tender to this tender procedure. I am fully aware that if I do
so, I will be excluded from this tender procedure, the tenders may be rejected, and I may also be
subject to exclusion from other tender procedures and contracts funded by the Assignor.
Furthermore, should this tender be successful, I am fully aware that if I am not available at the
expected start date of my services for reasons other than ill-health or force majeure, I may be
subject to exclusion from other tender procedures and contracts funded by the Assignor and that
the notification of award of contract to the tenderer may be rendered null and void.
I declare that I am free of conflict of interests in implementing the current assignment.
Name
Signature
Date
1
To be completed by all key experts
19
Encl.
1. Certified copies of audited financial statements and preliminary financial statements (if such
is the case) as per item 3 above;
2. Certification(s) of the legal status as per item 5 above;
3. Eligibility Declaration(s) as per item 6,
4. Declaration of proposed sub-contractors, if any, and share of participation as per item 7;
5. Tenderer’s declaration as per item 8 above;
6. Consortium agreement or an instrument in writing as per item 9, executed by all members
defining the lead member and demonstrating that the consortium partners will have joint and
several liability towards the Assignor (in case of consortium);
7. Statement as per item 11 above;
8. Statements of exclusivity and availability as per item 10 above;
9. Evidence of representation powers for all signatories in due form, as per item 5 above.
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