REN-Redes Energeticas Nacionais

Share Issue/Capital Change • Jun 28, 2017

Unofficial Translation This is an unofficial translation of the press release made below and it has been prepared for information purposes only. In the case of any discrepancy between this translation and the Portuguese version, the Portuguese version will prevail.

COMMUNICATION

In accordance with and for the purposes of article 17 of the Regulation (EU) No 596/2014, of the European Parliament and of the Council, of 16 April 2014, of article 248 of the Portuguese Securities Code and other applicable regulations, REN – Redes Energéticas Nacionais, SGPS, S.A. hereby informs the market and the public that it received from EDP the following notice.

Lisbon, 28 June 2017

REN – REDES ENERGÉTICAS NACIONAIS, S.G.P.S., S.A.

THIS COMMUNICATION IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR SOUTH AFRICA

NOTICE

EDP - Energias de Portugal, S.A. ("EDP") hereby gives notice of its intention to sell a total of 18,690,000 shares representing 3.50% of the share capital and voting rights of REN - Redes Energéticas Nacionais, SGPS, S.A. ("REN"), directly held by EDP (the "Shares").

The sale will be conducted through a private placement of the Shares, to be carried out by the most appropriate procedure, such as market crossover or non-secure exclusive accelerated bookbuilding, addressed exclusively to qualified investors (the "Offering"). JB Capital Markets S.V., S.A.U. ("JBCM") will be the Sole Bookrunner of the Offering.

As soon as the results of the envisaged private placement of the Shares is known, EDP will disclose it by means of a notice.

EDP – Energias de Portugal, S.A.

Investor Relations Department Miguel Viana, Head of IR Sónia Pimpão João Machado Maria João Matias Sérgio Tavares Noélia Rocha phone +351 21 001 2834 fax +351 21 001 2899

ir@edp.pt

IMPORTANT NOTICE

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER OR AN INVITATION TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SHARES OR OTHER SECURITIES. THIS ANNOUNCEMENT, OR ITS DISCLOSURE OR DISTRIBUTION, DOES NOT FORM THE BASIS OF ANY AGREEMENT OR ANY UNDERTAKING OR COMMITMENT WHATSOEVER, AND SHOULD NOT BE READ AS FORMING PART OF ANY FUTURE AGREEMENT OR ACT AS AN INDUCEMENT TO ENTER INTO ANY AGREEMENT.

THE OFFERING OF SHARES AND THE DISTRIBUTION OF THIS ANNOUNCEMENT IN CERTAIN JURISDICTIONS MAY BE PROHIBITED OR RESTRICTED BY LAW AND PERSONS INTO WHOSE POSSESSION THIS ANNOUNCEMENT COMES SHOULD INFORM THEMSELVES ABOUT SUCH PROHIBITION OR RESTRICTIONS AND COMPLY WITH THEM. FAILURE TO DO SO MAY CONSTITUTE A BREACH OF THE LAWS OF SUCH JURISDICTION.

THE TRANSACTION REFERENCED ABOVE DOES NOT CONSTITUTE A PUBLIC OFFERING IN ANY JURISDICTION, INCLUDING PORTUGAL. THE EQUITY OFFERING HAS NOT BEEN AND WILL NOT BE SUBMITTED TO THE COMISSÃO DO MERCADO DE VALORES MOBILIÁRIOS (CMVM) PURSUANT TO THE APPLICABLE LAWS AND REGULATIONS.

THE TRANSACTION AND THE SHARES REFERRED TO IN THIS ANNOUNCEMENT HAVE NOT BEEN, NOR WILL BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT") AND, THEREFORE, THE SHARES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT SUCH REGISTRATION EXCEPT PURSUANT TO AN APPLICABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. LIKEWISE, THE SHARES HAVE NOT BEEN, NOR WILL BE REGISTERED UNDER THE APPLICABLE SECURITIES LAWS OF CANADA, JAPAN, AUSTRALIA OR SOUTH AFRICA AND, THEREFORE, THE SHARES MAY NOT BE OFFERED OR SOLD IN CANADA, JAPAN, AUSTRALIA OR SOUTH AFRICA ABSENT SUCH REGISTRATION OR AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF APPLICABLE SECURITIES LAWS OR IN A TRANSACTION NOT SUBJECT TO SUCH REQUIREMENTS. THERE WILL BE NO PUBLIC OFFERING OF THE SECURITIES IN THE UNITED STATES, CANADA, JAPAN, AUSTRALIA OR SOUTH AFRICA IN CONNECTION WITH THE TRANSACTION REFERRED TO IN THIS ANNOUNCEMENT. THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES.

THIS DOCUMENT IS ONLY ADDRESSED TO AND DIRECTED AT PERSONS IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA WHO ARE "QUALIFIED INVESTORS" WITHIN THE MEANING OF ARTICLE 2(1) (E) OF DIRECTIVE 2003/71/EC (THE PROSPECTUS DIRECTIVE)

Investor Relations Department

Miguel Viana, Head of IR Sónia Pimpão João Machado Maria João Matias Sérgio Tavares Noélia Rocha phone +351 21 001 2834 fax +351 21 001 2899 ir@edp.pt

INCLUDING DIRECTIVE 2010/73/CE, TO THE EXTENT ALREADY IMPLEMENTED IN THE RELEVANT MEMBER STATE, TOGETHER WITH ANY ACTS, DIPLOMAS, RULES OR OTHER IMPLEMENTING DOCUMENTS IN ANY MEMBER STATE. IN ADDITION, IN THE UNITED KINGDOM THIS ANNOUNCEMENT IS ONLY BEING DIRECTED AT QUALIFIED INVESTORS WHO ARE (I) INVESTMENT PROFESSIONALS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE "ORDER") OR (II) HIGH NET WORTH ENTITIES, AND OTHER PERSONS TO WHOM IT MAY LAWFULLY COMMUNICATED WITHIN ARTICLE 49(2) OF THE ORDER. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES WILL ONLY BE AVAILABLE TO AND WILL BE AGREED IN THE UNITED KINGDOM WITH INVESTMENT PROFESSIONALS OR ENTITIES OR PERSONS FAILING WITH THE ABOVE REFERRED ARTICLES OF THE ORDER AND, IN THE REMAINING MEMBER STATES OF THE EUROPEAN ECONOMIC AREA, TO QUALIFIED INVESTORS. ALL OTHER PERSONS SHOULD DISREGARD AND NOT RELY ON THIS ANNOUNCEMENT OR ANY OF ITS CONTENTS.

JB CAPITAL MARKETS S.V., S.A.U. IS ACTING ONLY FOR EDP - ENERGIAS DE PORTUGAL, S.A. IN CONNECTION WITH THE EQUITY OFFERING AND WILL NOT BE RESPONSIBLE TO ANYONE OTHER THAN EDP - ENERGIAS DE PORTUGAL, S.A. FOR PROVIDING ASSISTANCE OR ADVICE IN RELATION TO THE EQUITY OFFERING OR THE PROTECTIONS OFFERED TO ITS CLIENTS.

JB CAPITAL MARKETS S.V., S.A.U. MAY PARTICIPATE IN THE OFFERING ON A PROPRIETARY BASIS.

Investor Relations Department

Miguel Viana, Head of IR Sónia Pimpão João Machado Maria João Matias Sérgio Tavares Noélia Rocha phone +351 21 001 2834 fax +351 21 001 2899 ir@edp.pt