Agreement between Energa SA and PKN ORLEN S.A. on cooperation in construction of CCGT Power Plant in Ostrołęka
Belongs to:
- Current reports
Date: 18 May 2021
Subject: Agreement between Energa SA and PKN ORLEN S.A. on cooperation in construction of CCGT Power Plant in Ostrołęka
Legal basis: Article 17(1) MAR - inside information
The Management Board of Energa SA ("Issuer") informs that on 18 May 2021 it concluded with PKN ORLEN S.A. ("PKN ORLEN") an agreement regarding the principles and scope of cooperation between the Issuer and PKN ORLEN ("Parties"), ("Agreement") in execution of the investment agreement as of 22 December 2020 (about which the Issuer informed in current report No. 85/2020 of 22 December 2020) signed by the Issuer, PKN ORLEN and PGNiG S.A. on directional principles of cooperation in construction of gas power plant in Ostrołęka C Power Plant ("Investment agreement").
According to the Investment agreement signed on 22 December 2020 the Ostrołęka C Power Plant construction will be realized by setting up a new company, i.e. CCGT Ostrołęka Sp. z o.o. headquartered in Ostrołęka (currently wholly owned by the Issuer), in the share capital of which the Issuer and PKN will acquire jointly 51% of shares ("Pool of shares") and PGNiG S.A. will acquire the remaining 49% of shares.
In the Agreement concluded today the Issuer and PKN ORLEN agreed that from the Pool of shares the Issuer will acquire 50% plus 1 share of CCGT Ostrołęka Sp. z o.o. and PKN ORLEN will acquire the remaining shares from the Pool of shares attributable to the both companies.
According to the Investment agreement joining CCGT Ostrołeka Sp. z o.o. by PGNiG S.A. depends on fulfilling of the conditions included in the Investment agreement. In case PGNiG S.A. doesn't join the company CCGT Ostrołęka Sp. z o.o., in particular if the conditions included in the Investment agreement will not be fulfilled, 49% of CCGT Ostrołęka Sp. z o.o. shares attributable to PGNIG S.A., will be acquired by PKN ORLEN.
Moreover according to the Agreement in case there is a risk that Issuer would breach the requirements of contracts for financing, PKN ORLEN will provide financing to the Issuer in the amount not higher than PLN 1,55 bn, necessary to finance the project.
The Issuer will supervise the CCGT Ostrołęka Sp. z o.o. as a daughter company and a member of the Issuer capital group, including the administrative tasks, substantial and organizational supervision as well as all reconciliations with PGNiG S.A. excluding the reconciliations regarding financing of the project.