Energa S.A.

Regulatory Filings • Dec 31, 2018

UNOFFICIAL TRANSLATON

Title: Agreement regarding the construction of the Ostrołęka C PowerPlant

Date: 29th of December 2018

Report no.: Current report no.55/2018

Legal basis: Article 17(1) MAR - confidential information

The Management Board of ENERGA S.A. ("Issuer") hereby informs that inconnection with obtaining favourable result, by Elektrownia OstrołękaSp. z o.o. ("Company"), in the capacity market auction and financialsupport following the conclusion of the conditional capacity agreementof 15 years and in connection with the readiness to move to the nextstage of the investment schedule of the Ostrołęka C Power Plant, ie theConstruction Stage, on December 28th, 2018, ENERGA S.A., ENEA S.A. andElektrownia Ostrołęka sp. z o.o. terminated the investment agreementdated December 8th, 2016 and the annex no. 1/2018 dated March 26th,2018, bound the above mentioned entities, of which the Issuer informedin current reports no. 49/2016 dated December 8th, 2016 and currentreport no. 12/2018 dated March 26th, 2018 and they signed the agreement,the intention of which is to conclude a new investment agreementspecifying the terms of cooperation between the Issuer and ENEA S.A. andfinancing the Ostrołęka C Power Plant ("Project") in the ConstructionPhase.

ENERGA S.A. and ENEA S.A. declared a financial commitment for theimplementation of the Construction Stage to the amount of: ENEA PLN 1billion, ENERGA not less than PLN 1 billion and other investors - in theremaining scope necessary to cover the Project's financial outlays,according to the financial model of the Project, which will be finallyagreed by the parties and will also take into account funds involved bythe parties in the Project before the date of the Agreement and fundsfrom lenders and other investors.

The schedule and terms of financial involvement of individual entitieswill be agreed by January 28, 2019.

Loans necessary to complete the Construction Stage granted to thecompany by the lenders will occur in a way that does not violate theobligations set out in the external financing agreements concluded bythe Issuer (so-called financial covenants).

The Issuer will inform in a separate current report the conclusion of anagreement or agreements regarding the financing of the Project.