PKN ORLEN S.A. (“PKN ORLEN”) informs that on 18 May 2021 it concluded with ENERGA S.A. an agreement regarding the principles and scope of cooperation between PKN ORLEN and ENERGA S.A. (“Parties”), (“Agreement”) in execution of the investment agreement as of 22 December 2020 signed by PKN ORLEN, ENERGA S.A. 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 ENERGA S.A.), in the share capital of which PKN ORLEN and ENERGA S.A. will acquire jointly 51% of shares (“Pool of shares”) and PGNiG S.A. will acquire the remaining 49% of the shares.
In the Agreement concluded today PKN ORLEN and ENERGA S.A. agreed that from the Pool of shares ENERGA S.A. 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 ENERGA S.A. would breach the requirements of contracts for financing, PKN ORLEN will provide financing to ENERGA S.A. in the amount not higher than PLN 1,55 bn, necessary to finance the project.
ENERGA S.A. will supervise the CCGT Ostrołęka Sp. z o.o. as a daughter company and a member of the ENERGA S.A. 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.
See also: regulatory announcement no 31/2020 as of 19 May 2020, no 33/2020 as of 2 June 2020, no 50/2020 as of 3 September 2020, no 65/2020 as of 22 December 2020 and no 13/2021 as of 14 April 2021.