Enea S.A. — Capital/Financing Update 2022

Jan 21, 2022

Current Report No.: 4/2022

Date of Preparation: 21 January 2022

Issuer's Abbreviated Name: ENEA S.A.

Legal Basis: Article 17(1) of the Market Abuse Regulation - confidentialinformation

Subject: Submission of an application for the subscription for theCompany's shares by the State Treasury via the Reprivatization Fund

Body of the report:

With reference to Current Reports Nos. 1/2022, 2/2022 and 3/2022, theManagement Board of ENEA S.A. ("Company", "Issuer") hereby reports thatearlier today the Issuer submitted an application to the Prime Ministerfor the State Treasury to subscribe for the Company's series D shares("Series D Shares") for a total amount not greater than PLN899,659,967.85, in exchange for a cash contribution from thereprivatization fund referred to in Article 56(1) of the Act of 30August 1996 on Commercialization and Certain Employee Rights("Application"). The Company has applied to the State Treasury tosubscribe for no fewer 45,470,725 (i.e. the number of Series D Sharesreflecting the State Treasury's current stake in the total number of theCompany's shares) and no more than 88,288,515 Series D Shares (i.e. themaximum number of Series D Shares issued). The final number of Series DShares which, if the Application is approved, will be subscribed for bythe State Treasury will depend on the demand for the Series D Sharesreported by other authorized investors in the book-building process onthe terms set forth in the resolution to increase the Company's sharecapital through the issue of the Series D Shares.

The Application was submitted under the Regulation of the Minister ofFinance of 23 December 2021 on the Detailed Procedure for theAcquisition or Subscription for Shares by the State Treasury via theReprivatization Fund in 2021-2022.

The newly issued Series D Shares will account for less than 20% of theCompany's shares admitted to trading on a regulated market. The purposeof the issue of the Series D Shares is to raise funds for the executionof investment projects in the Distribution Area of the ENEA Group(including the extension and modernization of high and medium-voltagenetworks, the installation of remote reading meters and the connectionof new customers to the network), to be executed by ENEA Operator sp. zo.o., without the possibility of funding any coal-fired assets. Theexecution of such investment projects is consistent with the assumptionsof the ENEA Group Strategy and aims to ensure energy security and thecontinuous and reliable electricity supply in the territory covered bythe operation of ENEA Operator sp. z o.o.

If a decision is made to subscribe for the Company's shares inaccordance with the Application, the Prime Minister, representing theState Treasury, and the Company will enter into an investment agreementregulating, among other issues, the rules governing the Company'sdisposal of funds obtained from the State Treasury.