EXCEEDING 10% THRESHOLD OF ISSUER EQUITY IN TERMS OF TURNOVER VALUE BETWEEN POLENERGIA GROUP AND CEZ GROUP

The Management Board of Polenergia SA (‘Company’) hereby announces that on 31st December 2014 the Company obtained a notification that the total net turnover in terms of wholesale electricity trading between the Company’s subsidiary – Polenergia Obrót SA (‘Polenergia Obrót’) – and companies belonging to the capital group of ČEZ a.s. (‘CEZ’ and ‘CEZ Group’ respectively), generated from 21st August 2014, i.e. the date of acquisition of Polenergia Obrót by the Company, till the date of publication of this Current Report, amounted to PLN 128 117 931.78. This amount includes both the income of Polenergia Obrót from the sale of electricity to CEZ (PLN 73 047 876.57 million net) and the costs of Polenergia Obrót arising from the purchase of electricity from CEZ (PLN 55 070 055.21 net).

Therefore, the total net value of turnover between Polenergia Obrót and CEZ in the specified period exceeded 10% of the Company’s equity.

Moreover, the Company announces that the agreements on wholesale electricity trading with CEZ Group are also concluded by another subsidiary of the Company – the one acquired on 21st August 2014, i.e. Polenergia Dystrybucja Sp. z o.o. (‘Polenergia Dystrybucja’); however, in the period from 21st August 2014 until the publication of this Current Report there was no trade between Polenergia Dystrybucja and CEZ.

The turnover between the Company and CEZ Group was generated on the basis of a framework agreement of 20th August 2009 concluded between Polenergia Obrót and CEZ (‘Framework Agreement’). The Framework Agreement governs all transactions that are carried out between the parties, based on individual sales agreements or options, concerning the purchase, sale, delivery and acceptance of electricity. The Framework Agreement was signed with the use of a standard agreement applied in this type of agreements. The Framework Agreement was concluded for an indefinite period and may be terminated by either party upon 30 days’ notice. In the case of non-delivery of electricity in the amount resulting from the provisions of individual sales agreements, the Framework Agreement provides for the stipulated penalty in the amount depending on the amount of undelivered electricity. In certain cases, the Framework Agreement provides for the right to seek compensation exceeding the value of the above-mentioned amount. The Framework Agreement does not contain any conditions precedent or subsequent.

The individual agreement of the highest value concluded by a subsidiary of the Company and CEZ Group is an electricity sales agreement between Polenergia Dystrybucja and CEZ Trade Polska Sp. z o.o. (‘CEZ Polska’) of 4th August 2014, i.e. prior to the date of acquisition of Polenergia Dystrybucja by the Company (‘Agreement’). The Agreement provides for the supply of electricity by CEZ for Polenergia Dystrybucja in the years 2015 and 2016. The net value of the Agreement is approx. PLN 136 million. The agreement does not contain any conditions precedent or subsequent or penalty clauses.

Legal basis: § 5 section 1 item 3 and § 9 of the Decree of the Minister of Finance of 19th February 2009 on current and periodic information published by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state.