Current report 2/2023 – ESPI – Execution of Investment and Shareholders’ Agreement for the acquisition of a minority stake in R.Power S.A. with a future shareholder

The Management Board of R.Power S.A. (“Company”) announces that today receive information that the Investment and Shareholders’ Agreement (“Agreement”) was executed by and among the Company, Company’s shareholders and special purpose vehicle established by the Three Seas Initiative Investment Fund S.A. SICAV-RAIF (“3SIIF”), whose exclusive investment advisor is Amber Infrastructure Group. Pursuant to the provisions of the Agreement, 3SIIF will invest 150.000.000,00 EUR (in words: one hundred and fifty million euros) in the Company and become minority shareholder in the Company. As the effect of the transaction, the Company’s current shareholders will maintain a majority stake and continue to manage the Company, whereas 3SIIF will reserve the option to increase its investment to a total of 250.000.000,00 EUR (in words: two hundred and fifty million euros). The entry into force of the provisions of the Agreement is fulfilling the condition precedent, which is approval of the President of the Office of Competition and Consumer Protection (Polish authority – Prezes Urzędu Ochrony Konkurencji i Konsumentów) for the concentration. The funds from the subscription of new shares will be primarily used to realize next development phases of the R.Power Group in Poland and European markets such as Spain, Germany, Portugal, Romania and Italy.

Legal basis: Article 17(1) MAR – confidential information