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Current Report No. 25/2017

01.06.2017 13:15

Signing the memorandum of understanding concerning the potential cooperation under the implementation of the project on the construction of the 910 MW power unit at Elektrownia Jaworzno III and termination of the investment agreement related to the CCGT unit at Elektrownia Łagisza

With reference to the “TAURON Group's 2016-2025 Strategy” (current report no. 34/2016 of 2 September 2016), which assumes the implementation of the project on the construction of the 910 MW power unit in Jaworzno (the “Project”) under a new financing formula, stipulating a separation of an organised part of the enterprise comprising the aforementioned investment to establish a new special purpose vehicle, to be followed by accession of external partners to that company, the Management Board of TAURON Polska Energia S.A (the “Company”, „TAURON”) informs that on 1 June 2017 TAURON signed the memorandum of understanding (the “Memorandum of Understanding”) concerning the preliminary terms and conditions of potential cooperation under the Project with Infrastructural Investment Fund - Equity Closed-End Investment Fund of Non-public Assets [Fundusz Inwestycji Infrastrukturalnych – Kapitałowy Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych] and Infrastructural Investment Fund - Debt Closed-End Investment Fund of Non-public Assets [Fundusz Inwestycji Infrastrukturalnych – Dłużny Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych] (collectively referred to as “Funds”), managed by Towarzystwo Funduszy Inwestycyjnych BGK S.A. A part of the investment portfolio of the aforementioned Funds is managed by Polski Fundusz Rozwoju S.A.

Pursuant to the Memorandum of Understanding, the Funds expressed their interest to invest the total amount of PLN 880 million in the Project through the acquisition of new shares by the Funds in the special purpose vehicle - Nowe Jaworzno Grupa TAURON sp. z o.o. (“NJGT”), currently a single-person TAURON company implementing the Project. The share of the Funds in the NJGT capital may not exceed 50 per cent less one share. The remaining part of NJGT shares will be held by the Company or the Company and the additional Investor (Investors) whereas the Company will hold at least 50 per cent plus one NJGT share.

The Memorandum of Understanding expresses the Parties’ intention to carry out negotiations in good faith in order to define the rules of potential cooperation while implementing the Project. The accession of the Funds to the Project will depend on results of the detailed analysis of the Project by the Funds, agreement by the parties and fulfilment of the conditions defined in the transaction documentation as well as the acquisition of required investment approvals by the Funds to participate in the Project

The Memorandum of Understanding shall be effective until 31 December 2017.

At the same time, the Company informs that on 1 June 2017, TAURON Wytwarzanie S.A. (TAURON’s subsidiary) and Polski Fundusz Rozwoju S.A. (former name: Polskie Inwestycje Rozwojowe S.A.) concluded the agreement pursuant to which the investment agreement concluded between the aforementioned entities was terminated, which was aimed at joint implementation of the project on the “Construction of a CCGT unit of 413 MWe class at TAURON Wytwarzanie Spółka Akcyjna Oddział Elektrownia Łagisza w Będzinie”.

The Company informed of concluding the investment agreement in the current report no. 17/2015 of 13 July 2015. The termination of the investment agreement is compliant with the

assumptions of the “TAURON Group's 2016-2025 Strategy”, assuming the suspension of the investment in the CCGT unit at Elektrownia Łagisza, which translates into the reduction of related capital expenditures at a level of approximately PLN 1.5 billion.

 

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