Agreement for the acquisition of 50% of the share capital of Elpedison B.V.

HELLENiQ ENERGY Holdings S.A. (the “Company") announces that it has agreed with Edison International Shareholdings S.p.A. (hereinafter "Edison"), on the key commercial terms, and subject to the signing of a final Share Purchase Agreement (SPA), for the acquisition of 50% of the share capital of Elpedison B.V., a company which is based in the Netherlands and owns 100% of its Greek subsidiary, Elpedison Power Generation Single Member Société Anonyme ("ELPEDISON").

The consideration for acquiring 50% of the share capital of Elpedison B.V. amounts to approximately €164m plus an amount of up to €31m due to changes in certain balance sheet items and cash reserves, as stipulated in the agreement reached. The process for the completion of the share purchase agreement, along with the necessary steps for obtaining required approvals from the competent regulatory authorities, will commence promptly. Upon the finalization of these procedures, the transfer of the shares and the disbursement of the consideration will be executed.

It is noted that the Company currently holds 50% of the share capital of Elpedison B.V. (5% directly and 45% indirectly through the Company's wholly owned subsidiary, HELLENiQ ENERGY International GmbH). Therefore, following the completion of the transaction, which is expected in 1H25, the Company will assume full control of Elpedison B.V. and its wholly owned subsidiary, ELPEDISON.

Agreement for the acquisition of 50% of the share capital of Elpedison B.V.

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