CONCLUSION BY PROJECT COMPANIES IMPLEMENTING OFFSHORE WIND FARM CONSTRUCTION PROJECTS AGREEMENTS FOR THE EXECUTION OF STONE RIBBONS

The Management Board of the company under the name of Polenergia S.A. (the “Issuer”) hereby informs that the project companies MFW Bałtyk II sp. z o.o. and MFW Bałtyk III sp. z o.o. (jointly the “Project Companies”), in which the Issuer holds a 50% share, developing – as part of a joint venture between 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 (the “Projects”), signed on February 14, 2025 a total of two agreements for the execution of stone ribbings (the “Agreements”) with Van Oord Offshore Wind B.V. (the “Contractor”).

Under the Agreements, the Contractor is obliged to ensure the transport of stones and the execution of stone ripraps that will secure the foundations of wind turbines and offshore substations (OSS), as well as inter-array cables (IAC) and offshore export cables (OEC) of the Projects. The scope of the Agreements also includes engineering works, the provision of vessels, and the execution of tests before and after the execution of stone ripraps.

The total remuneration of the Contractor under both Agreements was initially determined – as of the date of signing the Agreements – at approximately EUR 96 million (approx. EUR 52.5 million for MFW Bałtyk II and approx. EUR 43.5 million for MFW Bałtyk III). The remuneration of the Contractor under the Agreements consists of fixed elements (costs of mobilization and demobilization of ships and rates for ore) and variable elements (costs related to subcontractors and fuel prices). The Agreements provide for the indexation of the Contractor’s remuneration in accordance with the SSB index (Norwegian index of prices of goods and services). The obligations of the Project Companies towards the Contractor under the Agreements in the period until financial close will be secured by guarantees of partners (Parent Company Guarantee). The maximum amount of net liabilities guaranteed by the Issuer for both Projects in total, as of the date of conclusion of the Agreements, is estimated at approx. EUR 12 million (EUR 6.6 million for MFW Bałtyk II and approx. EUR 5.4 million for MFW Bałtyk III).

The Agreements contain identical substantive provisions, standard for offshore contracts, including those concerning the commencement date and period of work, liability principles, mandatory insurance, rules for terminating contracts, including termination fees.

The Agreements were concluded under Norwegian law.

The conclusion of the Agreements constitutes the closing of the contracting process for securing the key infrastructure of offshore wind farms.

legal basis: art. 17 sec. 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 of the European Union, L. 173, 2014, p. 1, as amended).