CONCLUSION OF COOPERATION AGREEMENT, ELECTROLYSER SUPPLY AGREEMENT AND SERVICE AGREEMENT FOR THE H2HUB NOWA SARZYNA PROJECT

The Management Board of the company operating under the business name Polenergia S.A. (“Issuer”) hereby reports that on 7 June 2023, the Issuer’s subsidiary – Polenergia H2HUB Nowa Sarzyna Sp. Z o.o., performing the H2HUB Nowa Sarzyna project (“Project”) concluded, with Hystart AS with its registered office in Høvik, Norway (“Hystar”):

1. a supply and start-up agreement of 5MW electrolyser (“Supply Agreement”). Performance of the Supply Agreement is scheduled for the third quarter of 2024;
2. a long-term service agreement for the electrolyser (“LTSA”). The LTSA refers to the provision of services for the above-mentioned electrolyser for a period of 2 years from the start-up date (with a possibility of extension for a period of up to 10 years in total), including performance of planned inspections, repairs, delivery of means of support and spare parts, remote supervision and other associated activities. Hystar also guarantees an adequate level of electrolyser availability as part of the service agreement.

On the same day, i.e. 7 June 2023, the Issuer’s subsidiary and the Issuer concluded, with the International Financial Corporation (“IFC”) that belongs to the World Bank Group, a cooperation agreement for financing the costs of Project development (“Cooperation Agreement” or “Agreement”), which encompasses a hydrogen generation plant, along with two fuelling stations and accompanying infrastructure.

The IFC will refinance a part of the cost incurred to date in the Project and 50% of the costs of purchase of the electrolyser for the hydrogen generation plant.

In line with the Cooperation Agreement, the maximum amount of financing in the Project is EUR 3,600,000 (“Financing”), which considerably reduces the financial exposure of the Polenergia Group related to the investment. The obligation of returning the financing will arise if the final investment decision is made. The Agreement is concluded for a period of one year.

The Cooperation Agreement may be terminated by any of the Parties within 15 days calendar days. Pursuant to the provisions of the Agreement, in case of Agreement termination, depending on the cause of termination, contractual penalty may be charged – its amount cannot exceed 10% of the maximum amount of financing. The Agreement also foresees, in specific cases, the IFC’s right to suspend Financing or to terminate the Cooperation Agreement with immediate effect.

Performance of subsequent stages of the Project will require relevant corporate approvals.

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