Enea S.A. — M&A Activity 2016

Sep 16, 2016

Current Report No.: 27/2016

Date of preparation: 16.09.2016

Short name of issuer: Enea S.A.

Subject: Submission, with the partners, of a preliminary offer for thepurchase of EDF assets in Poland

Legal basis: Article 17 item 1 of MAR - confidential information

Content of report:

The Management Board of Enea S.A. ("Company") informs that on 16September 2016 Enea S.A. and PGE S.A., Energa S.A. and PGNiG TermikaS.A. ("Business Partners") jointly submitted a preliminary, nonbindingoffer to EDF International SAS ("EDF") for the purchase of shares incompanies belonging to EDF in Poland, holding conventional generatingassets and pursuing a service activity.

The assets include in particular:

- Rybnik Power Plant,

- Combined heat and power plant in Kraków, Combined heat and power plantin Gdańsk, Combined heat and power plant in Gdynia, Combined heat andpower plant and heating network in Toruń;

- Combined heat and power plant and heating network in Wrocławagglomeration, Combined heat and power plant and heating network inZielona Góra (belonging to Zespół Elektrociepłowni WrocławskichKogeneracja S.A. and its subsidiary, Elektrociepłownia Zielona GóraS.A.).

- Investment in a gaseous unit in Toruń (as part of EDF Gaz Toruń sp. zo.o.).

In the event of admission to the next stage of the transaction theBusiness Partners will conduct a detailed due diligence analysis whichwill constitute the basis for the decision on further steps in thetransaction, including the submission of a potential biding offer, afterobtaining the required corporate approvals.