Current Report No.: 11/2025

Current Report No.: 11/2025

Date of Preparation: 26 March 2025

Issuer's Abbreviated Name: Enea S.A.

Subject: Acquisition of wind farms

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

Body of the report:

The Management Board of Enea S.A. ("Company", "Issuer") hereby reports that on 26 March 2025, it has become aware of the signing, on the same date, between Enea Nowa Energia sp. z o.o. ("Enea Nowa Energia"), and EE Polska ApS and EE Pommerania ApS, seated in Denmark ("Seller"), an agreement on the acquisition by Enea Nowa Energia of 100% of the shares of special purpose vehicles owning six operating wind farms with a total installed capacity of 83.5 MW and an option to purchase a photovoltaic farm project with a capacity of 25 MW ("Agreement").

The maximum value of the Agreement for the wind farms, the PV project purchase option and a potential bonus for the Seller will be PLN 914,800,000.

The Agreement contains a condition precedent involving a requirement to obtain a decision on the unconditional approval for the concentration from the President of the Office of Competition and Consumer Protection (UOKiK). The purchase of the photovoltaic farm project is subject to the outcome of an ongoing due diligence process.

The subject of the Agreement is an investment involving the purchase by Enea Nowa Energia from the Seller of completed and operational wind farms located in the Zachodniopomorskie Voivodship:

- Grzmiąca, with a capacity of 6.0 MW,

- Białogard I, with a capacity of 7.9 MW,

- Drawsko II, with a capacity of 5.25 MW,

- Kołobrzeg, with a capacity of 19.25 MW,

- Siemyśl, with a capacity of 6.3 MW,

- Liskowo, with a capacity of 38.8 MW,

and, optionally, a photovoltaic farm at the construction readiness stage:

- Liskowo, with a capacity of 25.0 MW ("Project").

The Agreement also includes an earn-out mechanism that will pay a potential bonus to the Seller depending on the productivity of the wind assets. The bonus depends on a reliable level of wind power production.

In other respects, the provisions of the Agreement do not deviate from the terms commonly used for these types of agreements.

The Project significantly increases the Enea Group's RES generation potential (particularly in the area of wind farms) and allows for an immediate and significant increase in its market share of renewable energy sources, without the need to go through a multi-year development process.

In addition, the Project provides opportunities for further expansion and optimization - the acquired farms can serve as a base for future modernization, repowering or integration with other RES technologies, such as energy storage or PV installations.

At the same time, the Issuer explains that its intention is to report, by way of a subsequent current report, only the occurrence of circumstances preventing the performance of the Agreement, including, in particular, failure to obtain an unconditional approval of the President of the UOKiK for the concentration, if any, and the Company will announce other important stages of the process by way of relevant reports.