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Urmas REINSALU, Välisminister Islandi Väljak 1, 15049 Tallinn Estonia EUROPEAN COMMISSION Brussels, 11.8.2020 Subject: State

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Urmas REINSALU, Välisminister Islandi Väljak 1, 15049 Tallinn Estonia EUROPEAN COMMISSION Brussels, 11.8.2020 Subject: State EUROPEAN COMMISSION Brussels, 11.8.2020 C(2020) 5616 final In the published version of this decision, PUBLIC VERSION some information has been omitted, pursuant to articles 30 and 31 of Council Regulation (EU) 2015/1589 of 13 July 2015 This document is made available for information purposes only. laying down detailed rules for the application of Article 108 of the Treaty on the Functioning of the European Union, concerning non-disclosure of information covered by professional secrecy. The omissions are shown thus […] Subject: State Aid SA.57586 (2020/N) – Estonia COVID-19: Recapitalisation and subsidised interest loan for Nordica Excellency, 1. PROCEDURE (1) On 4 June 2020, the Republic of Estonia (“Estonia”) pre-notified to the Commission aid in favour of “Nordica Aviation Group SA” (“Nordica” or “the company”), an Estonian air transport company, which is not publicly listed.1 (2) By electronic notification of 25 July 2020, Estonia notified aid in favour of Nordica (“the measures”) as State aid compatible with the internal market under Article 107(3)(b) of the Treaty on the Functioning of the European Union (“TFEU”) in light of the Temporary Framework for State aid measures to support the economy in the current COVID-19 outbreak (the “Temporary Framework”)2. 1 Estonia submitted a pre-notification on 4 June 2020. Following informal exchanges with the Commission, Estonia submitted additional information on 12, 22 and 30 June, and 6, 10, 13, 15, 17 and 20 July 2020. 2 Communication from the Commission - Temporary framework for State aid measures to support the economy in the current COVID-19 outbreak, OJ C 91I, 20.3.2020, p. 1, as amended by Communication from the Commission C(2020) 2215 final of 3 April 2020 on the Amendment of the Temporary Framework for State aid measures to support the economy in the current COVID-19 outbreak, OJ C 112I , 4.4.2020, p. 1, by Communication from the Commission C(2020) 3156 final of 8 May 2020 on the Amendment of the Temporary Framework for State aid measures to support the economy in the current COVID-19 outbreak, OJ C 164, 13.5.2020, p. 3 and by Communication from the Commission C(2020) 4509 final of 29 June 2020 on the Third Amendment of the Temporary Framework for State aid measures to support the economy in the current COVID-19 outbreak, OJ C 218, 2.7.2020, p. 3. Urmas REINSALU, Välisminister Islandi väljak 1, 15049 Tallinn Estonia Commission européenne, B-1049 Bruxelles – Belgique, Europese Commissie, B-1049 Brussel – België Telefon: +32 2 299. 11. 11 (3) Estonia exceptionally agreed to waive its rights deriving from Article 342 of the Treaty on the Functioning of the European Union (“TFEU”), in conjunction with Article 3 of Regulation 1/19583, and to have this Decision adopted and notified in English. 2. DESCRIPTION OF THE MEASURES 2.1. Objective and justification of the Measures (4) The measures aim at addressing the needs of Nordica, in terms of liquidity and equity, which have arisen in the course of the past months due to the COVID-19 outbreak. (5) According to Estonia, the measures are justified by the losses of Nordica, as well as the reduction in its economic activity due to the cancellation of flights and the reduction in the demand for its services as of March 2020. On 12 March 2020, Estonia declared a state of emergency, and on 17 March 2020, it prohibited the entry of non-Estonian nationals and non-holders of a residence permit into the country. At the same time, other countries in Northern and Eastern Europe (such as Poland and Sweden) adopted similar measures. As a result, the main business partners of Nordica (LOT and SAS) notified the company that they would have to suspend their flights and no longer required Nordica’s services. In the same context, passenger traffic at the airport of Tallinn fell by approximately 55% to 96% from March until June 20204. (6) Estonia submits that Nordica’s total equity on 31 December 2019 amounted to EUR [10 000 000 – 20 000 000]*. In addition, its debt-to-equity ratio on 31 December 2019 was calculated to be [0 – 10] and, before the COVID-19 outbreak, it was estimated to reach [0 – 10] by 31 December 2020. However, in view of the current circumstances in the economy, the company expects foregone revenues (less variable costs) for the period of March until December 2020 to exceed EUR [50 – 60] million5, while operating losses are expected to reach approximately EUR [20 -30] million6. Thus, due to the COVID-19 crisis, at the end of the year and without the State intervention the equity of Nordica would be negative. This would result in Nordica facing the risk of insolvency even before December 2020, which would greatly affect Estonia’s connectivity and employment. (7) Nordica approached the bank [……] in Estonia in April 2020 with a request for funding, which the latter rejected due to the heavy disruption of and widespread uncertainty in the aviation industry. Estonia explains this is due to the fact, that while facing substantial losses due to the COVID-19 crisis, the company owns no 3 Regulation No 1 determining the languages to be used by the European Economic Community, OJ 17, 6.10.1958, p. 385. 4 Estonia submits that the passenger traffic at the airport of Tallinn was reduced by 55.3% in March, 98.9% in April, 96.5% in May and 99.6 in June 2020, compared to the same period of 2019. 5 Estonia submitted a Damages Report ( the “Damages Report”) prepared on 29 June 2020 by an independent consultant, Ernst & Young Baltic AS, aiming at quantifying the damages sustained by the company due to the COVID-19 outbreak. 6 According to the company’s Valuation Report, prepared by the company’s financial department in view of the present measures. It is also described in detail in section 2.8.1. 2 * Confidential Information assets that it could potentially pledge7. Due to the lack of ownership of aircraft, Nordica cannot benefit from the widely used technique of “sale and lease back” transactions, through which numerous airlines source financing in the capital markets. For those reasons, as well as due to the deteriorating general situation in the aviation sector, the company is not able to obtain a loan from a bank on acceptable terms. Instead, public measures are the only way to avoid Nordica’s exit from the market as a result of the COVID-19 crisis, according to the Estonian authorities. (8) The compatibility assessment of the measures notified by Estonia against that background is based on Article 107(3)(b) TFEU, in light of sections 2, 3.3 and 3.11 of the Temporary Framework. 2.2. The nature and form of the aid measures (9) Estonia intends to grant aid in the form of: (a) A capital increase of EUR 22 000 000 (“Measure A” or “the recapitalisation”). (b) A loan of EUR 8 000 000 at a subsidised interest rate (“Measure B” or “the loan”). 2.3. Legal basis (10) The legal basis for Measure A is: (a) The State Assets Act (published in Estonia’s Official Gazette RT I 2009, 57, 381), which lays down the procedure for a share capital increase in the case of State-owned companies. (b) A Government Decision of the Republic of Estonia authorising the Minister for Economic Affairs and Communication to undertake a share capital increase. That decision will be issued following the Commission’s approval of the recapitalisation. (c) A Decision of the Ministry for Economic Affairs and Communication, in its capacity as the shareholder of Nordica, designating the details and putting the share capital increase into effect, which will be taken following the authorizing Government Decision mentioned in point (b). (11) The legal basis for Measure B is the State Budget Act (published in Estonia’s Official Gazette RT I, 13.03.2014, 2) and in particular section 61, subsection 1, point 4. That provision enables the State to grant a loan or State guarantee to a company or to secure the obligations of a company, if the State has a majority interest in the company and if it is necessary to secure the interests of the State in the participation in such a company. 7 According to the Estonian authorities, Nordica leases the aircraft, as well as the office premises and equipment, which it uses for its activities. 3 2.4. Administration of the measures (12) The Ministry of Economic Affairs and Communications of Estonia is responsible for administering the measures. 2.5. Budget and duration of the measures (13) The total budget of the measures is EUR 30 000 000. It consists of a EUR 22 000 000 capital increase and subsidised interest rates for a EUR 8 000 000 loan. (14) The measures should be carried out in August 2020, in order to ensure that Nordica covers its liquidity needs and in any event no later than 31 December 2020 for Measure B and no later than 30 June 2021 for Measure A. 2.6. Beneficiary (15) The beneficiary of the measures is Nordica, that is, the company “Nordic Aviation Group AS”, with registry code 12927848, location Lennujaama tee 13, 11101 Tallinn. The company is 100% owned by the Estonian State, and the Ministry of Economic Affairs and Communications represents the State as shareholder. (16) The company is active in the aviation sector and performs air transport of passengers under its own name but mainly for third parties. Nordica has traditionally been Estonia’s “flag carrier” and national airline.
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