CONCLUSION BY PROJECT COMPANIES IMPLEMENTING OFFSHORE WIND FARM CONSTRUCTION PROJECTS OF RESERVATION AGREEMENTS AND FOR THE PERFORMANCE OF PRELIMINARY WORKS IN THE FIELD OF TRANSPORT AND INSTALLATION OF FOUNDATIONS OF OFFSHORE WIND TURBINES AND OFFSHORE TRANSFORMER STATION

The Management Board of the company under the name Polenergia S.A. (the “Issuer”) informs that the project companies MFW Bałtyk II sp. z o.o. and MFW Bałtyk III sp. z o.o. (collectively “Companies”), in which the Issuer holds 50% of shares, developing – as part of a 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 (collectively “Projects”) signed on April 17, 2024 with Heerema Marine Contractors Nederland SE (“Supplier”) (each Company separately) and for the performance of preliminary works for the agreement for the transport and installation of foundations for offshore wind turbines and an offshore transformer station (collectively: “Reservation Agreements “).

The subject of the Reservation Agreements is the obligation of the parties to continue negotiations in good faith of final agreements for the transport and installation of foundations for offshore wind turbines and an offshore transformer station (“Final Agreements”), in exchange for the Supplier’s reservation of the availability of installation vessels for the purposes of implementing the Projects in accordance with the assumed schedule. The Reservation Agreements also cover the performance of preliminary works, which will then be covered by Final Agreements, if concluded.

The Reservation Agreements may be terminated by the Companies without cause, but this will result in an obligation to pay the Supplier remuneration for the preliminary work performed, a cancellation fee and cancellation fees and reservation fees to sub-suppliers (collectively, “Cancellation Fees”). Cancellation fees may amount to approximately EUR 29.2 million for both Projects. The Companies may be charged with similar fees if the Final Agreements are not signed by July 1, 2024, subject to the possibility of extending this deadline by the parties.

legal basis: art. 17 section 1 of 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. 2014, No. 173, page 1, as amended)