Enea S.A. — M&A Activity 2021

Jul 23, 2021

Current Report No.: 24/2021

Date of Preparation: 23 July 2021

Issuer's Abbreviated Name: ENEA S.A.

Subject: Execution of a memorandum of understanding on cooperation in aspin-off of coal assets and their integration within the National EnergySecurity Agency

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

Body of the report:

The Management Board of ENEA S.A. ("ENEA") hereby reports that, on 23July 2021, ENEA, PGE Polska Grupa Energetyczna S.A., TAURON PolskaEnergia S.A., Energa S.A. (jointly: "Utility Companies") and the StateTreasury (jointly referred to as the "Parties") entered into amemorandum of understanding on cooperation in a spin-off of coal assetsand their integration within the National Energy Security Agency("Memorandum of Understanding").

In a document entitled "Transformation of the power sector in Poland.Spin-off of coal assets from companies with a State Treasuryshareholding" ("Transformation"), published by the Ministry of StateAssets, a concept has been developed to spin off, from the corporategroups of each Utility Company, assets associated with the generation ofelectricity in conventional coal-fired units ("Coal Assets"). Theobjectives of the Transformation envisage, among other outcomes, theintegration of the Coal Assets within a single entity, specifically PGEGórnictwo i Energetyka Konwencjonalna S.A., which is a subsidiary of PGEPolska Grupa Energetyczna S.A. and will ultimately run its businessunder the name of Narodowa Agencja Bezpieczeństwa Energetycznego("NABE", National Energy Security Agency).

Keeping the foregoing in mind, the Parties to the Memorandum ofUnderstanding recognize the need to coordinate their cooperation in thespin-off process of the Coal Assets and their integration in NABE. Underthe Memorandum of Understanding, the Parties declare their mutualexchange of necessary information, including information on theorganizational structures, processes and objectives for the direction ofthe Transformation, to the extent such exchange remains in compliancewith the applicable laws. The Memorandum of Understanding will enable anefficient and effective execution of the process aimed at theestablishment of NABE.