Current Report No.: 35/2025
Date of Preparation: 14 October 2025
Issuer's Abbreviated Name: Enea S.A.
Subject: Second notification of the Enea S.A. demerger intention
Legal basis: Other regulations
Body of the report:
With reference to Current Report No. 34/2025 of 15 September 2025 on theagreement on the plan to demerge Enea S.A. and initial notification ofthe Enea S.A. demerger intention, the Management Board of Enea S.A.("Demerged Company", "Issuer") pursuant to Article 539(1) of theCommercial Company Code ("CCC") hereby issues the second notification onthe intention to demerge the Issuer by way of a demerger through aspin-off, as referred to in Article 529(1)(5) of the Commercial CompanyCode ("Demerger").
On 15 September 2025, the Demerger plan, together with attachments andthe required documents listed in Article 540(1) of the CCC, namely:
1. standalone annual financial statements of the Demerged Company,consolidated financial statements of the Enea Group, Management Boardactivity reports of the Demerged Company and the Enea Group for the lastthree financial years, together with the audit reports on suchstatements and reports (standalone and consolidated); and
2. financial statements and Management Board activity reports of theacquiring company, i.e. Enea Power_Gas Trading sp. z o.o. in Warsaw(KRS: 0000972437; "Acquiring Company") on the activity of the AcquiringCompany for the last three financial years, together with the reports onthe audit reports on such statements and reports,
were made available to the public free of charge on the websites of theDemerged Company (at the following tab:https://www.enea.pl/strona-korporacyjna) and the Acquiring Company (atthe following tab:https://www.enea.pl/strona-korporacyjna/grupa-enea/spolki/enea-powergas-trading),and will remain available there until the completion of the meetingsadopting resolutions on the Demerger.
The documents referred to in Article 534(2) of the CCC constituteappendices to the Demerger plan made available in the manner specifiedabove.
This report constitutes the second notification to the shareholders ofthe Demerged Company of the intention to perform the Demerger, withinthe meaning of Articles 539(1) and (2) of the CCC in conjunction withArticle 402(1)(1) of the CCC.
Detailed legal basis: Article 539(1) and 539(2) and Article 540 inconjunction with Article 402(1) of the Commercial Company Code andArticle 56(1)(2) of the Act of 29 July 2005 on Public Offerings and theTerms and Conditions for Introducing Financial Instruments to anOrganized Trading System and on Public Companies.