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Signing of the agreement for the sale of PGE EJ 1 shares to the State Treasury

  • No. of the report: 8/2021
  • Report date: 26.03.2021 18:15
  • Report legal ground: Art. 17 sect. 1 of MAR – inside information.

Contents of the report

With reference to the current report no. 28/2020 of October 1, 2020, the Management Board of PGE Polska Grupa Energetyczna S.A. (the „Issuer”, „PGE”) discloses that on March 26, 2021 the Issuer signed with the Treasury the agreement for the sale of PGE EJ 1 sp. z o.o. shares (the “Agreement”).

The Agreement was signed by all shareholders of PGE EJ 1 sp. z o.o. (“PGE EJ1”) - apart from the Issuer those are Enea S.A., KGHM Polska Miedź S.A.

and TAURON Polska Energia S.A. (later jointly referred to as the “Partners”). PGE EJ1 is responsible for preparation and realisation of investment involving construction and exploitation of Poland's first nuclear power plant.

In accordance with the provisions of the Agreement, PGE sells to the State Treasury 3 727 661 shares of PGE EJ1, constituting 70% of the share capital of PGE EJ1 and representing 70% of votes at the Assembly of Partners. The sale price for all shares amounts to PLN 531 362 000, out of which PGE will receive PLN 371 953 400. Payment for the shares of PGE EJ1 will take place not later than on March 31, 2021.

The sale price will be subject to adjustment on the ground of valuation of PGE EJ1 updated as at the date of the transaction closing. In PGE’s opinion potential price adjustment will not have a significant impact on the final sale price.

In addition, the Partners and PGE EJ1 signed an annex to the agreement dated April 15, 2015 regarding WorleyParsons, according to which the Partners are proportionally responsible for liabilities or are proportionally entitled to claims that may potentially arise as a result of resolution of a dispute with WorleyParsons, up to the level of claims together with accrued interest as at March 26, 2021. PGE informed about the dispute in periodic reports.

Sale of shares in PGE EJ1 constitutes the implementation of one of the activities provided in the PGE Group’s Strategy until 2030 announced on October 19, 2020. After the transaction closing, the Issuer will not have any shares in PGE EJ1.