Current Report – ESPI 9/2025 – Execution of Conditional Share Sale Agreements in Subsidiaries

The Management Board of R.Power S.A. (the “Issuer”) hereby informs that on 22 May 2025, a subsidiary of the Issuer (the “Subsidiary”) entered into two conditional agreements for the sale of minority shareholdings (representing 49.9% of the share capital) in companies holding rights to renewable energy projects, including photovoltaic power plants with a total capacity of up to 91.6 MWp (the “PV Projects”).

The effectiveness of the agreements is subject to the issuance of a decision by the President of the Office of Competition and Consumer Protection regarding the concentration, as well as the registration of a share capital increase in one of the companies, enabling the completion of the agreements and the transfer of shares.

The purpose of the transaction is to finance the construction of the PV Projects by the Subsidiaries, following the receipt of the necessary permits. The expected completion date of the PV Projects is 2027. As part of the transaction, the shareholders of the Subsidiaries also plan to develop energy storage systems and wind farms as complementary projects to the PV Projects.

The sale price of the shares, which will be paid upon fulfillment of the aforementioned conditions, does not exceed 10% of the Issuer’s equity and has been determined on market terms.

This transaction is in line with the Issuer’s Capital Group strategy, which assumes diversification of financing methods for the development of renewable energy projects in Poland.

Legal basis: Article 17(1) of MAR – inside information