With reference to Current Report No. 52/2018 of 20th December 2018 (’Current Report’), the Management Board of Polenergia S.A. (‘Company’), acting pursuant to Art. 17 (1) of the Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse and repealing Directive 2003/6/EC of the European Parliament and the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (OJ L 173, 2014, p. 1, as amended), hereby notifies that on 5th March 2019 the Management Board of the Company learnt about obtaining by the Company and Wind Power AS (‘Wind Power’) of an unconditional consent of the President of the Office of Competition and Consumer Protection to the creation of a joint venture.
According to the Current Report, the Company concluded a preliminary conditional agreement (‘Preliminary Agreement’) of the sale of 50% of shares (‘Shares’) of the Company’s subsidiary, Polenergia Bałtyk I S.A. (‘SPV’), which is running a project of constructing an offshore wind farm in the Baltic Sea. The Preliminary Agreement provides for the conclusion of a promised agreement transferring the ownership of the Shares held by the Company to Wind Power.
Signing of a final agreement transferring the ownership of the Shares depends on the fulfillment of the following conditions precedent: (i) obtaining by each party of an unconditional consent of the President of the Office of Competition and Consumer Protection to the creation of a joint venture, and (ii) obtaining the legally valid registration by the Registry Court of a resolution regarding the transformation of the SPV from a joint stock company into a limited liability company.
Obtaining by the Company and Wind Power of the unconditional consent of the President of the Office of Competition and Consumer Protection to the creation of the joint venture means that one of the conditions precedent specified in the Current Report, regarding the transaction of the sale of the SPV’s shares by the Company to Wind Power, was met.