TERNA ENERGY S.A.

Announcement for the cancellation of treasury shares and the consequent reduction of the share capital and the admission for trading of shares issued as a result of Share Capital increase, with redemption of preemption rights of the existing shareholder…

 TERNA ENERGY S.A. informs the investors that the Extraordinary General Assembly of the Company's shareholders, held on February 9, 2018, decided among other items:

1)            The reduction of the Company's share capital by the amount of One Million Four Hundred Sixty Eight Thousand Six Hundred Thirty Nine Euros and twenty euro cents (1,468,639.20 €) by canceling four million eight hundred ninety five thousand and four hundred sixty four (4,895,464) treasury shares, with a nominal value of thirty cents of a euro (0.30 €) each and the amendment of the relevant paragraph 1 of article 5 of the Articles of Association of the Company.

The above treasury shares have been acquired during the period between September 2, 2012 and November 16, 2017, in the course of implementation of the decisions of the General Assemblies held on May 24, 2012, April 29, 2014 and April 18, 2016 and the relevant decisions of the Board of Directors held on May 25, 2012, April 30, 2014 and April 18, 2016 respectively.

As a result of the reduction, the Company's share capital amounts to Thirty One Million Three Hundred Twenty Five Thousand Six Hundred Eight Euros and eighty euro cents (31,325,608.80 €) and is divided into one hundred and four million four hundred eighteen thousand nine hundred and thirty six (104,418,936) common registered voting shares, with a nominal value of thirty cents of a euro (0.30 €) each.

2)            The increase of the Company's share Capital by the amount of Two Million Eight Hundred Fifty Thousand Euros (2,850,000 €), by issuing  nine million five hundred thousand (9,500,000) new registered shares with a nominal value of thirty cents of a euro (0,30 €) each, with payment in cash, and the redemption of the pre-emptive rights of the existing Shareholders. The price of the new shares was four euros and thirty five euro cents (4.35€) and the difference between the nominal value and the price of the shares, amounting to Thirty Eight Million Four Hundred and Seventy Five Thousand Euros (38,475,000.00 €), will be deposited in the share premium reserve account.

The listing of the new shares resulting from the above mentioned increase of the share capital will be implemented pursuant to the provisions of par. 5a of Article 1 of the EE Regulation 2017/1129 about the absence of obligation to issue a prospectus.

Following the above, the share capital of the Company amounts to Thirty Four Million One Hundred Seventy Five Thousand Six Hundred Eighty Euros and eighty cents (€ 34,175,680.80) divided into one hundred thirteen million nine hundred eighteen thousand nine hundred thirty six (113,918,936) common registered voting shares, of a nominal value of thirty euro cents (0.30 €) each.

On March 8, 2018, Decision 27557 of the Minister of Development and Competitiveness was filed with the Sociétés Anonymes Register, approving the reduction and increase of the share capital and the relevant amendment of article 5 par. 1 of the Company's Articles of Association.

The Athens Exchange, on March 13, 2018, was informed about the abovementioned reduction through  cancellation of the Company's treasury shares and approved of the listing for trading at the Athens Stock Exchange of the 9,500,000 new common registered shares.  

Following the above,

1) On March 15, 2018, the trading in the Athens Stock Exchange of four million eight hundred ninety five thousand and four hundred and sixty four (4,895,464) common registered shares shall cease and such shares shall be cancelled.

2)  That same day is set as the starting date for the trading of the new 9,500,000 common registered shares resulting from the Share Capital increase.  On that same date the starting price for the Company's shares in the Athens Stock Exchange will be determined according to the Athens Stock Exchange Regulation and Resolution no. 26 of the Board of Directors of the Athens Stock Exchange, as in force.

The new shares will be credited in the accounts of the beneficiaries, which are kept in the Dematerialized Securities System on the day of the beginning of trading.

For more details, Shareholders may contact the Company's Shareholders Services & Corporate Announcements Department, during business days and hours (Contact person: Mrs M. Theotokatou, tel. +30 210 6968429).