2023 GREEN BOND REPORT

SUMMARY

1. Introduction	4
2. Overview of ERG and commitments towards sustainability	5
3. ERG Green Bond Framework	11
4. Reporting	11
5. External review	12
5.1 Second Party Opinion	12
5.2 Post issuance verification	12
6. Allocation Report	13
6.1 Summary	13
6.2 Allocation of proceeds and Impact details at the project level	15
7. Reporting criteria	17
8. Example of project financed	17
9. Independent Auditors' Report	18

1. INTRODUCTION

ERG S.p.A. (hereinafter "ERG") issued three green bonds ("ERG Green Bonds") listed on Luxembourg Stock Exchange, as part of its 3 billion Euro Medium Term Notes (EMTN) programme:

in April 2019 ("ERG Green Bond 2019"), (ISIN XS1981060624) for an amount of Euro 500 million, with a maturity date falling on April 11th, 2025;
in September 2020, as subsequently tapped in December 2020 ("ERG Green Bond 2020"), (ISIN XS2229434852) for a total amount of Euro 600 million, with a maturity date falling on September 11th, 2027;
in September 2021 ("ERG Green Bond 2021"), (ISIN XS2386650274) for an amount of Euro 500 million, with a maturity date falling on September 15th, 2031.

ERG Green Bonds have been set up in accordance with Green Bond Framework updated before each issuance (available on ERG website) and aligned with the "Green Bond Principles" published by the International Capital Market Association. The reference documents for the three emissions are available on the ERG website (https://www.erg.eu/en/investor-relations/green-financing). Terms and definitions in this report refer to ERG's Green Bond Framework published on September 1st, 2021 ("Green Bond Framework 2021").

ERG is now recognized as one of Italy's leading green issuers. As of December 31st, 2023, Sustainable Finance sources accounted for 95% of total gross debt (equal to EUR 1,930 million out of a total of 2,027 million). ERG has set a target of having at least 90% of its funding "Green" by 2026.

2. OVERVIEW OF ERG AND COMMITMENTS TOWARDS SUSTAINABILITY

The ERG Group is a leading independent operator of clean energy from renewable sources, operating in nine countries at European level, including UK.

After an energy transition process initiated more than 10 years ago, ERG has become a major independent producer of electricity from renewable sources in Europe with a leadership position in Italy since 2013. Indeed, ERG is the leading wind power operator in Italy, and among the top ten in Europe. ERG is also active in solar energy production where it ranks in the top five in Italy.

Consistently with its path towards a pure Wind & Solar business model to combat climate change by reducing GHC emissions and by increasing the share of renewable energy in the global energy mix:

on January 3rd 2022, the Group has completed the disposal of its hydroelectric portfolio through the sale of the entire share capital of ERG Hydro S.r.l., marking the major milestone of the Group asset rotation plan in terms of size;
in October 2023 ERG, completed its transformation in a pure Wind&Solar player thanks to the sale of the lowenvironmental-impact and high-efficiency Combined Cycle Gas Turbine (CCGT) cogeneration plant powered by natural gas.

As of the end of December 2023, the total installed capacity was equal to 3,266 MW, of which 2,747 MW of wind capacity and 519 MW of solar capacity. In addition, ERG has recently signed an agreement for entering the US market with an operating wind and solar project portfolio of ca. 317 MW.

Along with the business transformation and related growth, the Group is committed to the achievements of the ESG targets detailed below, that are strongly integrated into ERG's strategy:

Here below the 2023 ESG key achievements, compared to the 2022 restated results1 .

1 Please consider that 2022 data have been adjusted based on the new IEA factors, which the Group has decided to implement starting from 2023.

Over the 2023, the Group has been awarded with with the following ESG recognitions and ESG Ratings:

For ERG, sustainability is a complementary lever along the entire value chain. The ESG objectives and action lines are an integral part of the business strategy and are aimed at maximising sustainable value creation for the ERG Group.

In this context, the Group has long since established a 'best in class' sustainability governance system, recognised as such by the leading ESG rating agencies internationally.

taking care of the definition and evolution over time of the ESG Plan and budget, proposing any changes/additions;
monitoring the execution of the ESG Plan by interfacing with the Working Group;
overseeing the drafting of the NFS.

on the progress of the activities;

Uses the metrics (KPIs) identified in the ESG Plan to monitor progress, reporting anomalies/opportunities;
Periodically collects information and reports on its progress to the ESG Team, formulating proposals to integrate/improve the ESG Plan;
Provides support to report the progress of the ESG Plan in the NFS.

The ESG Committee is appointed as Green Bond Committee (the "Committee") and is responsible for the Eligible Green Portfolio validation process, with particular attention to:

identification, review and validation of the Eligible Green Projects in accordance with the defined Eligible Green Project Categories;
monitoring the Eligible Green Project Portfolio during the life of the Green Bonds. The Committee may decide to remove an Eligible Green Project from the Eligible

Green Project Portfolio, if it no longer meets the eligibility criteria;

• monitoring any ESG controversy (such as controversies that may impact local communities or changes in ecosystems) affecting ERG and directly related to an Eligible Green Project. If the Committee deems an eligible project as subject to a major ESG controversy, the Committee will analyse it and may decide to exclude such Eligible Green Project from the Eligible Green Project Portfolio.

3. ERG GREEN BOND FRAMEWORK

Prior to each issuance, to facilitate transparency and quality of its Green Bonds, ERG published specific Green Bond Framework, aligned to EU Taxonomy and updated in accordance with the ICMA Green Bond Principles 2021.

The Green Bond Framework 20212 was assessed by Moody's ESG Solutions (formerly Vigeo Eiris) as external and independent advisor which expressed the highest level of assurance of the ERG's Green Bond Framework in terms of alignment to ICMA Green Bond Principles 2021.

Within the framework, the Eligible Green Project categories related to eligible projects are aligned with the Sustainable Development Goals set by United Nations. ERG Green Bonds support projects having positive environmental impact and contributing to:

UN SDG 7 Goal (affordable and clean energy) increasing the share of renewable energy in the global energy mix;
UN SDG 13 (climate action) taking urgent action to combat climate change by reducing GHC emissions.

Green Bond Issuance	Categories	Allocated Proceeds (Eu mn)	Unallocated Proceeds (Eu mn)	Installed Capacity (MW)	CO2 Avoided (kt)*
ERG Green Bond 2019	Renewable Power Generation Facilities	500	-	526	641
ERG Green Bond 2020	Renewable Power Generation Facilities	600	-	533	330
ERG Green Bond 2021	Renewable Power Generation Facilities	500	-	406	241

*GB2020 and GB2021 data have been adjusted based on the new IEA factors, which the Group has decided to implement starting from 2023

4. REPORTING

By publishing this Green Bond Report 2023 (the "Report"), ERG is delivering its commitment to report annually on the use of proceeds and environmental benefits resulting from the selected Eligible Green projects until bonds maturities for ERG Green Bond 2020 and ERG Green Bond 20213 .

As of 31st December, 2023, with reference to the outstanding ERG Green Bonds:

ERG Green Bond 2019 net proceeds have been fully allocated, as per Green Bond Report 2019, and no update reporting is required;
ERG Green Bond 2020 net proceeds have been fully

allocated, with a percentage of refinancing capex equal to 42% of the total net proceeds;

• ERG Green Bond 2021 net proceeds have been fully allocated, with a percentage of refinancing capex equal to 9% of the total allocated proceeds.

The Report and its reporting criteria (allocation and impact, including relevant metrics), prepared in compliance with the Green Bond Framework, has been examined and approved by the ESG Committee as of April 24th, 2024.

The use of proceeds via a "Green Bond Report" will be publicly available on the ERG website.

² ERG Green Bond Framework 2021 is available athttps://www.erg.eu/en/investor-relations/green-financing/green-bond-framework

³ ERG Green Bond 2019 reporting was governed by Green Bond Framework published 2019 requiring impact reporting until full allocation.

5. EXTERNAL REVIEW

5.1 SECOND PARTY OPINION

Moody's ESG Solutions (formerly Vigeo Eiris), which audited the latest ERG's Green Bond Framework in August 2021, deemed it as aligned with the four components of ICMA's Green Bond Principles 2021 and in line with the best

practices. This Second Party Opinion document is available on ERG's website4 .

A summary of this opinion is presented here below:

5.2 POST ISSUANCE VERIFICATION

An external independent auditor confirmed that the selected Eligible Green Projects and reporting metrics of ERG Green Bond 2020 and ERG Green Bond 2021 are consistent with the most updated Green Bond Framework ERG published. The Third-Party Opinion issued by the external independent auditor on certain information included in the 2023 ERG Green Bond Report is attached to this document.

6. ALLOCATION REPORT

6.1 SUMMARY

As of December 31st, 2023, both the ERG Green Bond 2020 and the ERG Green Bond 2021 proceeds, 600 mn and 500 mn respectively, have been fully allocated, as detailed in the table 6.2 "Allocation of proceeds and Impact details at the project level", which discloses Eligible Green Projects and reporting metrics.

a) ERG Green Bond 2020

41% of the proceeds (Eur 249 mn) were allocated to finance construction of plants with COD occurring in 2021 onwards. 24% of the proceeds (Eur 141 mn) were allocated to finance plants acquired or built in 2019 and 2020. 35% of the proceeds (Eur 210 mn) were allocated to finance plants acquired in 2017 and 2018.

74% of the proceeds (Eur 442 mn) were allocated to Wind Power Generation plants.

26% of the proceeds (Eur 158 mn) were allocated to Solar Power Generation plants.

In terms of location, the allocated proceeds involved plants located in UK (Eur 234 mn), in Italy (Eur 158 mn), in Germany (Eur 113 mn), in France (Eur 90 mn), and Poland (Eur 6 mn), proving the international footprint of the Group.

At the date hereof, all the proceeds (Eur 600 mln) have been allocated to projects in operation as at 31 December 2023.

None of the selected projects is involved in significant proceedings (administrative or final court judgements) resulting from ESG controversies. Moreover, none of the selected projects has been co-financed by parties other than ERG.

b) ERG Green Bond 2021

27% of the proceeds (Eur 135 mn) were allocated to finance construction of plants with COD occurring in 2022 onwards. 73% of the proceeds (Eur 364 mn) were allocated to finance plants acquired in 2021.

Eligible Green Project Category

68% of the allocated proceeds of the ERG Green Bond 2021 (Eur 342 mn) were allocated to Wind Power Generation plants. 32% of the allocated proceeds of the ERG Green Bond 2021 (Eur 158 mn) were allocated to Solar Power Generation plants.

In terms of location, the allocated proceeds involved plants located in France (Eur 288 mn), in Germany (Eur 98 mn), in Sweden (Eur 57 mn), and in Spain (Eur 57 mn) in accordance with ERG Business Plant 2022- 2026 growth targets.

At the date hereof, all the proceeds (Eur 500 mln) have been allocated to projects in operation as at 31 December 2023.

6.2 ALLOCATION OF PROCEEDS AND IMPACT DETAILS AT THE PROJECT LEVEL

a) ERG Green Bond 2020

Eligible Project	ERG Solar Holding 1	Trinity Portfolio	Former Dif Portfolio	Barkow Portfolio	Torfou + Melier	Vent d'est	Windpark Linda	Evishagaran	Sandy Knowe	Creag Riabhach	Craiggore	VAA2 Extention	Piotrkow	Tot. Green Capex
Eligible Category	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"
Eligibility Criteria	"Solar Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"
Country	Italy	France	Germany	Germany	France	France	Germany	UK (Northern Ireland)		UK (Scotland) UK (Scotland)	UK (Northern Ireland)	France	Poland
Acquisition date January 2018 February 2020			May 2017	September 2019	May 2018	March 2018	not relevant	not relevant	not relevant	not relevant	not relevant	not relevant	not relevant
Date of entry in operation	not relevant	not relevant	not relevant	not relevant	not relevant	not relevant	June 2019	December 2021	October 2022 January 2023		December 2021	December 2021	July 2022
Status @ 31/12/2023	Operation	Operation	Operation	Operation	Operation	Operation	Operation	Operation	Operation	Opeartion	Operation	Operation	Operation
Total Capacity in MW	68	38	48	34	26	16	22	47	86	92	24	7	25	533
Production Actual 2023 (MWh)	85.780	77.680	69.611	83.715	67.902	39.768	45.699	121.358	124.334	94.458	58.809	16.227	63.430	948.771
Emission Factor (g CO2 / kWh)	354	313	334	334	313	313	334	374	374	374	374	313	324	0
Actual 2023 benefits (CO2 savings) - kt	30	24	23	28	21	12	15	45	46	35	22	5	21	330

Green Bond Proceeds Allocated (Eu mn)	158	42	14	92	30	8	7	58	71	63	42	10	6	600
% Refinancing	100%	100%	0%	40%	0%	100%	100%	0%	0%	0%	0%	0%	0%	42%
Proceeds allocated to new capacity (Eu mn)	0	0	0	0	0	0	7	58	71	63	42	10	6	256

% of Proceeds allocated to new capacity 43%

b) ERG Green Bond 2021

Eligible Project	Joran (Wind)	Joran (Solar)	Erik	Les Bouchat (Champagne I)	Ventoux Germany	Ventoux France (Wind)	Ventoux France (Solar)	Valentia	Tot. Green Capex
Eligible Category	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"	"Renewable energy"
Eligibility Criteria	"Wind Power Generation plant"	"Solar Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Wind Power Generation plant"	"Solar Power Generation plant"	"Solar Power Generation plant"
Country	France	France	Sweden	France	Germany	France	France	Spain
Acquisition date	June 2021	June 2021	not relevant	not relevant	October 2021	October 2021	October 2021	January 2022
Date of entry in operation	not relevant	not relevant	December 2022	June 2022	not relevant	not relevant	not relevant	not relevant
Status @ 31/12/2023	Operation	Operation	Operation	Operation	Operation	Operation	Operation	Operation
Total Capacity in MW	58	22	62	20	55	41	57	92	406
Production Actual 2023 (MWh)	146.986	24.996	60.769	56.084	132.151	86.811	70.557	175.311	753.664
Emission Factor (g CO2 / kWh)	313	313	218	313	334	313	313	361
Actual 2023 benefits (CO2 savings) - kt	46	8	13	18	44	27	22	63	241

Green Bond Proceeds Allocated (Eu mn)	110	41	57	21	98	55	60	57	500
% Refinancing	30%	30%	0%	0%	0%	0%	0%	0%	9%
Look-back period (months)	3	3	0	0	0	0	0	0	1
Proceeds allocated to new capacity (Eu mn)	0	0	57	21	0	0	0	0	78

% of Proceeds allocated to new capacity 16%

7. REPORTING CRITERIA

Impact reporting: the quantity of CO2 avoided is determined according to ERG's sustainability reporting procedures by multiplying actual production by the carbon factor, as extracted from the IEA factors, which the Group has decided to implement starting from 2023. The avoided emissions are calculated based on conversion factors related to the gross thermoelectric production of each country".

8. EXAMPLE OF PROJECT FINANCED

ERG Green Bond 2020

The Piotrkòw project is a wind farm located in the northern area of Poland, with a capacity of 25 MW. The plant has been started up in July 2022. As of 31st December 2023, the achieved output has been ca. 63 GWh, corresponding to approximately 21 kt of avoided CO2 emissions during the same year.

ERG Green Bond 2021

WIND POWER PLANT PROJECT: PIOTRKÒW SOLAR POWER PLANT PROJECT: VALENCIA

The two photovoltaic plants located in southern Spain, for a total installed capacity of 92 MW, are part of Valentia acquisition concluded by the Group in January 2022. The plants were commissioned in early 2020 and they have produced an output of ca. 175 GWh during 2023, corresponding to approximately 63 kt of avoided CO2 emissions.