Current Report No. 19/2025 – ESPI – Increase of the Share Capital of R.Power S.A. in connection with the performance of obligations under the investment agreement - R.Power Renewables

Current Report No. 19/2025 – ESPI – Increase of the Share Capital of R.Power S.A. in connection with the performance of obligations under the investment agreement

The Management Board of R.Power S.A. (the “Company”) informs that on 2 October 2025 it submitted an offer to subscribe for the New Issue Share to the existing shareholder of the Company in order to implement Resolution No. 3 of the Extraordinary General Meeting of Shareholders of the Company adopted on 30 September 2025 on the increase of the share capital, pursuant to which the share capital of the Company was increased by the amount of PLN 0.05 (five groszy), i.e. from PLN 8,682,235.85 to PLN 8,682,235.90, through the issuance of 1 (one) registered ordinary series B share with a nominal value of PLN 0.05 (the “New Issue Share”). The issue price of the New Issue Share is EUR 25,000,000 (twenty-five million euros). The New Issue Share will be subscribed for by way of a private placement within the meaning of Article 431 § 2 item 1 of the Polish Commercial Companies Code. The offer, with the exclusion of pre-emptive rights of the remaining shareholders, was addressed to 3S Ra Holdings S.à r.l. (the “Investor”), owned by the European Bank for Reconstruction and Development (EBRD) and the special purpose vehicle of the Three Seas Initiative Investment Fund (3SIIF). The surplus over the nominal value of the share will be transferred to the supplementary capital. Subscription of the New Issue Share is to take place by 15 October 2025.

The above transaction constitutes the performance of the Investor’s obligations to further recapitalize the Company, as disclosed in ESPI current reports No. 2/2023, 19/2023, 20/2024 and 39/2024, in connection with the Company’s fulfilment of the conditions for the disbursement of the next tranche of additional capital.

 

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