GEK TERNA S.A.

Announcement

GEK TERNA S.A. informs the Investors that the Hellenic Competition Commission published the following decision:

 “Clearance of the proposed change in the quality of control from joint to sole, by GEK TERNA SA, over Nea Odos SA and Odos Kentrikis Elladas S.A.

By its unanimous Decision No. 673/2018 the Chamber of the Hellenic Competition Commission approved, under Greek merger control rules, the proposed acquisition by GEK

TERNA SA of the stake of the other shareholder, Ferrovial SA, in the companies: a) Nea Odos SA (Nea Odos SA is the Concession Company of “Ionia Odos” Concession Project) and b) Odos Kentrikis Elladas S.A. (Odos Kentrikis Elladas S.A. is the Concession Company of the “Aftokinitodromos Kentrikis Ellados – E65” Concession Project). The concentration consists in the change of the quality of control, from joint to sole.

According to the decision, the notified transaction does not raise serious doubts as to its

compatibility with competition rules in the relevant markets involved.”

The aforementioned decision is a condition precedent for the completion of the agreement between GEK TERNA S.A. and FEROVIAL S.A. in order for GEK TERNA to acquire 33.4%  of  the company  “CENTRAL GREECE MOTORWAYS SA" and 21.41% of the company "NEA ODOS SA", resulting to GEK TERNA S.A. participating by 100% in both  concession companies.

Other conditions precedent for the closing of the above transaction are the approval of the transaction by the Greek State and finally  the approval of the transfer of the necessary funds to the seller Ferrovial, in accordance with the current regulatory framework regarding restrictions on movement of  funds.