CONCLUSION OF RESERVATION AGREEMENTS BY PROJECT COMPANIES IMPLEMENTING PROJECTS FOR THE CONSTRUCTION OF OFFSHORE WIND FARMS AND FOR THE PERFORMANCE OF PRELIMINARY WORKS IN THE FIELD OF PRODUCTION OF TRANSITION ELEMENTS OF OFFSHORE WIND TURBINES

The Management Board of the company under the name Polenergia S.A. (“Issuer”) informs that the project companies MFW Bałtyk II sp. z o.o. and MFW Bałtyk III sp. z o.o. (“Companies”), in which the Issuer holds 50% of the shares, developing – as part of the joint venture of the Issuer and Equinor Wind Power AS – projects for the construction of two offshore wind farms, i.e. MFW Bałtyk II and MFW Bałtyk III (“Projects”), signed on June 28, 2024 with a consortium of Smulders Projects Belgium NV and Sif Netherlands BV (“Suppliers”), each Company separately, reservation agreements and the agreements for the performance of preliminary work in the production of transition elements for offshore wind turbines (“Reservation Agreements”).

The purpose of the Reservation Agreements is to enable Suppliers to commence work, secure the Suppliers’ main resources, including the availability of the installation port and the availability of selected subcontractors, as well as to oblige the parties to negotiate in good faith the terms of the final contracts for the production of transition elements for offshore wind turbines used in the Projects (“Final Agreements”). Reservation Agreements will remain in force until they are replaced by Final Agreements. The conclusion of the Final Agreements is planned by the end of August 2024, but this date may be postponed. The conclusion of Reservation Agreements contributes to maintaining the Project implementation schedule.

Reservation Agreements may be terminated by the Companies without cause, but this will result in an obligation to pay Suppliers remuneration for the preliminary work performed, a cancellation fee and fees to subcontractors (“Cancellation Fees”). Cancellation Fees may amount to approximately EUR 44 million for both Projects. To secure the Cancellation Fees, the Issuer, applicable to its share in the Projects, is obliged to issue to Suppliers a payment guarantee of the parent company (Parent Company Guarantee) up to the amount of EUR 22 million in total for both Projects.

legal basis: art. 17 section 1 of the Regulation (EU) No 596/2014 of the European Parliament and of the Council on market abuse and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (Journal of Laws EU L. of 2014, No. 173, page 1, as amended).