REG - Soc EnergElectricaSA - BoD Supplements the 29 April 2026 EGMS Agenda

Societatea Energetica Electrica SAAnnouncement

25/03/2026 16:45

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RNS Number : 1418Y  Societatea Energetica Electrica SA  25 March 2026

To:                              Romanian
Financial Supervisory Authority (FSA)

 
Bucharest Stock Exchange (BSE)

                                    London
Stock Exchange (LSE)

Luxembourg Stock Exchange (LuxSE)

 

Current report in compliance with the Law 24/2017, republished, on issuers of
financial instruments and market operations, Regulation FSA no. 5/2018 on
issuers of financial instruments and market operations, and the Bucharest
Stock Exchange Code

Report date: 25 March 2026

Company name: Societatea Energetica Electrica S.A.

Headquarters: 9 Grigore Alexandrescu Street, 1st District, Bucharest, Romania

Phone/fax no.: 004-021-2085035

Fiscal Code: RO 13267221

Trade Register registration number: J2000007425408

Subscribed and paid in share capital: RON RON 3,395,530,040

Regulated market where the issued securities are traded: Bucharest Stock
Exchange (BSE), London Stock Exchange (LSE), Luxembourg Stock Exchange (LuxSE)

Significant events to be reported: The Board of Directors supplements the
agenda of the EGMS of from 29 April 2026

Electrica informs its shareholders that, on 25 March 2026, Electrica's Board
of Directors, through its decision no. 7/25.03.2026, supplements the convening
notice dated 6 March 2026 of the Ordinary General Meeting of Shareholders
(OGMS) and of the Extraordinary General Meeting of Shareholders (EGMS) of
Electrica dated 29 April 2026, regarding the agenda of the EGMS (the agenda of
the OGMS will remain unchanged) taking into consideration the identification,
after the convening of the EGMS, of concrete expansion opportunities by
obtaining concessions for the development of new energy generation activities,
as well as a favorable opportunity on the financial-banking market, from the
perspective of financing conditions (including in terms of costs and access to
liquidity), and, additionally, the need to accelerate the implementation of
the Company's investment program for the year 2026, in relation to the
duration necessary for structuring and implementing a bond issuance program,
as proposed for the approval of the EGMS of 29 April 2026 through the initial
convening notice from 6 March 2026.

The EGMS agenda is supplemented with the following items:

1.   Approval of contracting by Societatea Energetică Electrica S.A. of one
or more secured / unsecured loans in a total amount of up to EUR 1,000,000,000
(of a "bridge" type compared to the bonds to be issued by the Company), based
on a credit agreement/credit agreements (generically referred to as the
"Credit Agreement") concluded with one or more financial institutions (the
"Financing Parties"), having a repayment term of up to maximum 24 months from
the disbursement date of each relevant loan.

2.   Mandating the Board of Directors of ELSA to take, within the value
limit indicated in the previous point, all measures, in the name and on behalf
of ELSA, in order to initiate, conduct, and finalize all operations related to
the execution of, and to make utilizations under, the Credit Agreement,
including, without limitation to:

a)   negotiating, determining, and approving the terms and conditions of the
Credit Agreement and related guarantees (if the case), including regarding the
currency, interest rates, commissions, early repayment events, contractual
limitations (including regarding the creation of guarantees, contracting of
loans, or dividend distribution) or events of default, as well as the terms
and conditions of any other agreement or document related to the financing
(including any mandate letter, fee letter, or other documents designated as
"finance documents" under the Credit Agreement);

b)   executing any of the documents provided in paragraph (a) above, as well
as any other documents provided in or in connection with the Credit Agreement
and related guarantees (if the case), including utilization requests,
directors' certificates, compliance certificates, requests for waivers or
consent from the Financing Parties, or requests regarding the extension of the
loan maturity, of the related guarantees (if the case)as well as any addenda
thereto;

c)   performing all necessary acts in connection with the execution,
signing, and fulfillment of the obligations related to the Credit Agreement
and related guarantees (if the case), including the engagement of consultants
(legal or from other fields), specializing in similar transactions, as well as
any other document necessary for carrying out any related formalities;

d)   To represent ELSA with full powers before the banks, financial
institutions, affiliates and other parties;

e)   To negotiate, determine and approve the type, form and any terms and
conditions of the guarantees, including the value and scope of any such
guarantees (which may exceed the amount of the Credit Agreement) and

f)    executing any other acts or documents, even if not mentioned in this
resolution, but which are necessary for the fulfillment of the above purposes
in order to properly implement this resolution and to perform any other legal
activity that it considers necessary for the aforementioned purpose.

The Board of Directors has the right to sub-delegate to the executive
management of ELSA one or more of the activities and prerogatives forming the
mandate above.

The above mandate, including the possibility of sub-delegation, is granted
also for any other amendments to the Credit Agreement - within the limits of
the value ceilings approved for credit, and for the related guarantees (if the
case), including but not limited to the purpose, type, use, modification of
the duration of Credit Agreement and of the related guarantees (if the case).

We remind our investors that only the persons registered as shareholders in
the Company's shareholders' register held by Depozitarul Central S.A. at the
end of the day on 31 March 2026 (Reference Date) have the right to attend and
cast their votes in the EGMS from 29 April 2026. The information materials
related to the agenda of Electrica's EGMS shall be made available to the
shareholders latest on 27 March 2026, in electronic format on the Company's
website at www.electrica.ro (http://www.electrica.ro) , under the Investors
> General Meeting of Shareholders > 2026 GMS >
https://www.electrica.ro/en/investors/general-meetings-of-shareholders/2026-gms/general-meeting-of-shareholders-on-29-april-2026/
(https://www.electrica.ro/en/investors/general-meetings-of-shareholders/2026-gms/general-meeting-of-shareholders-on-29-april-2026/)
 section and in hardcopy at Electrica's Registry Desk located at its
headquarters.

Contact IR: ir@electrica.ro (mailto:ir@electrica.ro) ;  +40731796111

CEO

Alexandru-Aurelian
Chirita

 

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