Kohlberg Kravis Roberts & Co. L.P. will launch a tender offer for 37.94% stake in Greenvolt - Energias Renováveis, S.A. (ENXTLS:GVOLT) for approximately ?440 million on December 21, 2023. KKR will acquire Greenvolt - Energias at ?8.3 per share. Pursuant to the transaction, Kohlberg Kravis Roberts & Co. L.P. entered into a seven-share purchase and sale agreements with each of the Selling Shareholders, pursuant to which each of the Selling Shareholders and the Offeror accepted to sell and purchase, respectively, the Shares held by each of the Selling Shareholders holds, in an aggregate amount of 84,699,101 Shares, corresponding to 60.86% of the voting rights in Greenvolt. KKR will launch a general and voluntary public offer for the acquisition of all shares representing Greenvolt?s share capital and voting rights that are not subject of the Share Purchase Agreements. Upon the conclusion of the acquisition of Shares representing a percentage greater than 50% of the share capital and voting rights will the Tender Offer be converted from voluntary into mandatory. The transaction is subject to approval by Competition Authority in Portugal, Romania, Ireland, UK and Germany and regulatory approvals. Under the terms of the Tender Offer Preliminary Announcement, the conclusion of the operations provided for in the Share Purchase Agreements will not take place before 31 May 2024 and is dependent on the conditions precedent provided for therein having been met (or waived) and which, with the exception of the condition relating to the value of the consideration in the event of determination by an independent auditor appointed by the CMVM, correspond to obtaining regulatory authorisations from the competent authorities. These conditions precedent must be met or waived by 30 September 2024, with the possibility of an extension of up to 3 (three) months. The Board of Directors believes that the price presented by the Offeror is fair, considering, in essence, that the Consideration and The Board of Directors urges each Shareholder to take an individual decision based on their objectives as an investor and Shareholder of Greenvolt.

For this purpose, the Board of Directors has been advised by Lazard on the financial aspects of the Tender Offer and by Vieira de Almeida & Associados ? Sociedade de Advogados, RL on legal matters. Additionally, the Board of Directors also obtained from Lazard and Millenniumbcp two fairness opinions regarding the Consideration.