REG-Endesa, S.A. Agreement

Endesa SAAnnouncement

24/03/2025 18:30

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Agreement

 

Borja Acha Besga

Secretary of the Board of Directors

OTHER RELEVANT INFORMATION

In accordance with Article 227 of the Securities Market Act, Endesa, S.A.
reports the following information:

Endesa S.A. (“Endesa”) through its wholly-owned subsidiary Enel Green
Power España, S.L.U., signs an agreement with Masdar (Abu Dhabi Future Energy
Company PJSC) for the sale of a 49.99% minority stake in the share capital of
Enel Green Power España Solar 2, S.L.U. (“EGPE Solar-2”), which holds
four operational solar photovoltaic installations in Spain, with a total
installed capacity of approximately 446 MW.

The transaction foresees the recognition of a consideration by Masdar of 184
million euros for the acquisition of 49.99% of the share capital of EGPE Solar
2, an amount subject to adjustments customary for these kinds of transactions.
The enterprise value on a 100% basis of EGPE Solar 2 recognized in the
agreement is equal to 368 million euros.

This new agreement follows Endesa’s partnership with Masdar finalized in
December 2024 which relates to a 2 GW portfolio of other solar assets already
operating in Spain as of the date of the signing of the previous agreement.

The transaction is set within the framework of a long-term partnership with
Masdar, which also foresees 15-year power purchase agreements (PPAs) under
which Endesa, through a wholly owned subsidiary, is expected to acquire the
energy generated by the photovoltaic plants involved in the deal.

The transaction is expected is set to bear no impact on Endesa’s economic
results as will continue to maintain control and fully consolidate EGPE Solar
2 upon closing of the transaction.

The closing of the deal, which is expected to occur during the second quarter
of 2025, is subject to several conditions’ precedent customary for these
kinds of transactions, including clearance from the Spanish Authorities on
foreign investments.

The transaction is in line with the “Partnership” business model outlined
by Endesa in its 2025-2027 Strategic Plan with the aim to retain control of
strategic assets while maximizing productivity and returns on invested
capital.

Secretary of the Board of Directors



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Endesa, S.A.


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