Interim report
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1 In case of divergence between the language version, the Polish version shall prevail Polenergia S.A. Group INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2026 Warsaw, 29 September 2026 Adam Mariusz Purwin – President of the Management Board Andrzej Filip Wojciechowski - First Vice- President of the Management Board Piotr Tomasz Sujecki - Second Vice President of the Management Board Agnieszka Grzeszczak – Director of the Accounting and Reporting Department
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) Additional notes to the consolidated financial statements appended on pages from 8 through 37 are an integral part hereof 2 Contents 1. Interim condensed consolidated balance sheet ............................................................................................. 3 2. Interim condensed consolidated profit and loss account ................................................................................ 4 3. Interim condensed consolidated statement of comprehensive income .......................................................... 4 4. Interim condensed consolidated statement of changes in equity ................................................................... 5 5. Interim condensed consolidated statement of cash flows .............................................................................. 7 6. The rules underlying the interim condensed consolidated financial statements ............................................. 8 7. Accounting principles applied ......................................................................................................................... 8 8. Organizational Structure of the Group and Affiliates ...................................................................................... 9 9. Adjusted Consolidated EBITDA and Adjusted Consolidated Net Profit ........................................................ 10 10. Operating segments ..................................................................................................................................... 11 11. Non-current fixed assets .............................................................................................................................. 17 12. Right-of-use assets ...................................................................................................................................... 19 13. Intangible Assets .......................................................................................................................................... 19 14. Goodwill ....................................................................................................................................................... 19 15. Fixed assets impairment test ....................................................................................................................... 19 16. Impairment test of financial assets measured with the equity method ......................................................... 19 17. Short term receivables ................................................................................................................................. 20 18. Fair values of assets and liabilities ............................................................................................................... 21 19. Significant shareholders ............................................................................................................................... 24 20. Dividends distributed and proposed ............................................................................................................. 25 21. Income tax ................................................................................................................................................... 25 22. Provisions .................................................................................................................................................... 27 23. Liabilities ...................................................................................................................................................... 27 24. Bank loans incurred and other borrowing liabilities ...................................................................................... 28 25. Guarantees and sureties granted ................................................................................................................. 28 26. Litigation and disputes ................................................................................................................................. 28 27. Capital expenditure ...................................................................................................................................... 31 28. Sales revenues ............................................................................................................................................ 31 29. Cost according to type ................................................................................................................................. 31 30. Other operating revenues ............................................................................................................................ 32 31. Other operating expenses ............................................................................................................................ 32 32. Financial income .......................................................................................................................................... 32 33. Financial expenses ...................................................................................................................................... 33 34. Liquidity risk ................................................................................................................................................. 33 35. Restricted cash ............................................................................................................................................ 34 36. Information on significant transactions with associates ................................................................................ 34 37. Information on the total amount of remuneration and awards (in cash or in kind) paid or payable to members of the managing and supervising authorities of the parent .................................................................................... 35 38. Material events after the reporting date........................................................................................................ 36
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) Additional notes to the consolidated financial statements appended on pages from 8 through 37 are an integral part hereof 3 1. Interim condensed consolidated balance sheet As at 30 June 2026 Note 30.06.2026 31.12.2025 I. Non-current assets 6 860 934 7 001 511 1. Tangible fixed assets 11,15 3 154 243 3 265 761 2. Intangible assets 13 16 797 9 220 3. Subordinated entities goodwill 14 69 129 69 129 4. Financial assets 18 599 191 595 794 5. Financial assets measured using the equity method 16 2 957 373 3 007 035 6. Long term receivables 936 3 929 7. Deferred income tax assets 21 36 554 49 642 8. Prepayments and accrued income 26 711 1 001 II. Current assets 1 381 104 1 366 269 1. Inventories 11 594 33 088 2. Trade receivables 17 173 014 243 753 3. Income tax receivable 17 18 366 4 010 4. Other short term receivables 17 137 055 112 961 5. Prepayments and accrued income 23 141 20 036 6. Short term financial assets 18 91 289 77 960 7. Cash and equivalent 35 926 645 874 461 Total assets 8 242 038 8 367 780 EQUITY AND LIABILITIES Note 30.06.2026 31.12.2025 I. Shareholders' equity 4 286 810 4 351 161 Equity attributable to the shareholders of the parent company 4 286 810 4 351 161 1. Share capital 154 438 154 438 2. Share premium account 2 241 335 2 241 335 3. Reserve capital from option measurement 13 207 13 207 4. Other capital reserves 1 332 613 1 357 651 5. Retained profit (loss) 497 265 709 189 6. Net profit (loss) 43 160 (124 568) 7. F/X translation differences 4 792 (91) II. Long term liabilities 3 313 216 3 348 255 1. Bank loans and borrowings 24 1 952 569 1 999 260 2. Bond issue 750 000 750 000 3. Deferred income tax provision 21 89 030 96 875 4. Provisions 22 143 893 142 183 5. Accruals and deferred income 37 50 347 34 432 6. Lease liabilities 242 109 234 112 7. Futures and forward contracts measurement 5 009 920 8. Other liabilities 23 80 259 90 473 III. Short term liabilities 642 012 668 364 1. Bank loans and borrowings 23,24 223 493 190 009 2. Bond issue 10 140 11 100 3. Trade payables 23 65 432 107 099 4. Income tax payable 23 923 12 643 5. Lease liabilities 23 31 033 30 311 6. Futures and forward contracts measurement 23 71 522 58 229 7. Other liabilities 23 177 707 165 648 8. Provisions 22 9 165 8 759 9. Accruals and deferred income 52 597 84 566 Total equity and liabilities 8 242 038 8 367 780
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) Additional notes to the consolidated financial statements appended on pages from 8 through 37 are an integral part hereof 4 2. Interim condensed consolidated profit and loss account For the period ended 30 June 2026 3. Interim condensed consolidated statement of comprehensive income unaudited unaudited 30.06.2026 30.06.2025 30.06.2026 30.06.2025 Revenues from contracts with clients 1 727 653 2 317 887 828 906 1 129 492 Other revenues 24 815 (1 235) (1 318) (360) Sales revenues 28 1 752 468 2 316 652 827 588 1 129 132 Cost of goods sold 29 (1 515 148) (1 996 395) (729 798) (982 271) Gross sales profit 237 320 320 257 97 790 146 861 Other operating revenues 30 15 654 31 048 10 847 23 535 Selling expense 29 (9 796) (29 215) (2 359) (15 098) General overheads 29 (123 375) (96 069) (70 920) (48 108) Auction price settlement (2 045) 1 902 124 2 382 Other operating expenses 31 (8 574) (97 479) (7 699) (96 479) including expected credit loss (490) (159) (68) (60) Financial income 32 51 633 32 720 22 022 14 356 Financial costs 33 (126 182) (149 986) (63 964) (77 623) Profit/Loss on assets consolidated by the equity method 16 530 (3 684) 725 4 105 Profit on loss of control over subsidiaries 29 818 - 360 - Profit (loss) before tax 80 983 9 494 (13 074) (46 069) Income tax 21 (37 823) (49 303) (4 209) (36 972) Net (loss) profit 43 160 (39 809) (17 283) (83 041) - Net profit attributed to: 43 160 (39 809) (17 283) (83 041) Parent company shareholders 43 160 (39 809) (17 283) (83 041) Non-controling shareholders - - - - – basic earnings (loss) for period attributable to parent company shareholders 0,56 (0,52) (0,22) (1,08) – diluted earnings (loss) for period attributable to parent company shareholders 0,56 (0,52) (0,22) (1,08) Note For 6 months ended For 3 months ended unaudited unaudited 30.06.2026 30.06.2025 30.06.2026 30.06.2025 Net profit (loss) for period 43 160 (39 809) (17 283) (83 041) Other comprehensive income that may be reclassified to profit and loss account once specific conditions are met Cash flow hedges (112 394) (54 804) (158 722) (31 212) F/X translation differences 4 883 167 4 792 171 Share of other comprehensive income of equity accounted investments (120 230) - Other net comprehensive income (227 741) (54 637) (153 930) (31 041) COMPREHENSIVE INCOME FOR PERIOD (184 581) (94 446) (171 213) (114 082) Comprehensive income for period: (184 581) (94 446) (171 213) (114 082) Parent company shareholders (184 581) (94 446) (171 213) (114 082) For 6 months ended For 3 months ended
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) Additional notes to the consolidated financial statements appended on pages 8 through 37 are an integral part hereof 5 4. Interim condensed consolidated statement of changes in equity For the period ended 30 June 2026 Share capital Share premium account Reserve capital from option measurement Other capital reserves Retained profit Net (loss) profit F/X translattion differences Equity attributable to the shareholders of the parent company Total equity As at 1 January 2026 154 438 2 241 335 13 207 1 357 651 709 189 (124 568) (91) 4 351 161 4 351 161 Comprehensive income for reporting period - Net profit (loss) for reporting period - - - - - 43 160 - 43 160 43 160 Other comprehensive income for period - - - (112 394) - - 4 883 (107 511) (107 511) Transactions with owners of the parent recognized directly in equity Allocation of profit/loss - - - 87 356 (211 924) 124 568 - - - As at 30 June 2026 154 438 2 241 335 13 207 1 332 613 497 265 43 160 4 792 4 286 810 4 286 810
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) Additional notes to the consolidated financial statements appended on pages 8 through 37 are an integral part hereof 6 For the period ended 30 June 2025 Share capital Share premium account Reserve capital from option measurement Other capital reserves Retained profit Net (loss) profit F/X translattion differences Equity attributable to the shareholders of the parent company Total equity As at 1 January 2025 154 438 2 241 335 13 207 1 114 444 780 223 - (136) 4 303 511 4 303 511 Comprehensive income for reporting period - Net profit (loss) for reporting period - - - - - (39 809) - (39 809) (39 809) - Other comprehensive income for period - - - (54 804) - - 167 (54 637) (54 637) Transactions with owners of the parent recognized directly in equity - Allocation of profit/loss - - - 71 034 (71 034) - - - - As at 30 June 2025 154 438 2 241 335 13 207 1 130 674 709 189 (39 809) 31 4 209 065 4 209 065
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) Additional notes to the consolidated financial statements appended on pages from 8 through 37 are an integral part hereof 7 5. Interim condensed consolidated statement of cash flows For the period ended 30 June 2026 30.06.2026 30.06.2025 A.Cash flow from operating activities I.Profit (loss) before tax 80 983 9 494 II.Total adjustments 98 309 196 086 1.Depreciation 87 879 90 192 2.Foreign exchange losses (gains) (336) 9 3.Interest, commissions and profit shares (dividends) 93 079 102 125 4.Losses (gains) on investing activities (53 207) 133 646 5. Income tax (47 831) (73 913) 6.Changes in provisions 5 396 3 302 7.Changes in inventory 1 727 5 095 8.Changes in receivables (2 934) (9 695) 9.Changes in liabilities, excluding bank loans and borrowings 59 693 (252) 10.Changes in accruals (45 344) (53 936) 11. Other adjustments 187 (487) III.Net cash flows from operating activities (I+/-II) 179 292 205 580 B.Cash flows from investing activities I. Cash in 125 708 250 1. Disposal of intangibles and tangible fixed assets 66 250 2. From financial asstes 125 642 - a) disposal of financial asstes 125 642 - II.Cash out 111 052 1 095 531 1. Acquisition of tangible fixed assets 64 584 53 669 2. For financial asstes 46 468 1 011 062 a) acquisition of financial assets 46 468 1 011 062 3.Other investment expenses - 30 800 III.Net cash flows from investing activities (I-II) 14 656 (1 095 281) C.Cash flows from financing activities I.Cash in 62 263 864 864 1.Loans and borrowings 62 263 864 864 II.Cash out 195 412 196 934 1.Repayment of loans and borrowings 76 890 80 423 2.Lease payables 12 796 15 056 3.Interest 102 678 101 379 4.Other financial expenses 3 048 76 III.Net cash flows from financing activities (I-II) (133 149) 667 930 D.Total net cash flows (A.III+/-B.III+/-C.III) 60 799 (221 771) E.Increase/decrease in cash in the balance sheet, including: 60 795 (221 092) - change in cash due to f/x differences 1 678 F.Cash at beginning of period 1 397 697 1 489 005 G.Cash at end of period, including: 1 458 497 1 267 912 - restricted cash 35 701 839 683 218 For 6 months ended Note
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 8 6. The rules underlying the interim condensed consolidated financial statements These interim condensed consolidated financial statements have been prepared in accordance with International Accounting Standard 34 and cover the six-month period from 1 January to 30 June 2026 and the comparative period from 1 January to 30 June 2025, while also including data for the second quarter of 2026 and 2025, and with respect to the balance sheet - as at 31 December 2025. In accordance with the applicable laws, these interim condensed consolidated financial statements for the six months ended 30 June 2026 have been reviewed by an independent auditor, while the comparative data for the financ ial year ended 31 December 2025 have been audited by an independent auditor. These consolidated financial statements have been prepared in accordance with the historical cost method, except for the following material items in the balance sheet: • derivatives which have been measured at fair value. IFRS include standards and interpretations approved by the International Accounting Standards Board (“IASB”) and the International Financial Reporting Interpretations Committee (“IFRIC”). Some entities within the Group keep their own accounting books in line with the accounting policies (principles) set forth by the Accounting Act of 29 September 1994 (the “Act”) as amended and rules issued based on such Act (“Polish Accounting Standards”). These consolidated financial statements include adjustments which have not been included in the Group entities’ accounting books, in order to align the financial statements of such entities with the requirements of IFRS. These interim condensed consolidated financial statements have been prepared on the assumption that the Company and the Group companies will continue as going concerns in the foreseeable future, that is for at least 12 months after the reporting date, i.e. 30 June 2026. 7. Accounting principles applied The accounting principles applied by the Group have been outlined in the consolidated financial statements of Polenergia Group for 2025 published on 12 March 2026. Those Financial Statements also provided detailed information on the principles and methods of measuring assets and liabilities, as well as measuring the financial result, the method of preparing financial statements and gathering comparable data. Such principles have been applied on a consistent basis. 7.1 Functional and reporting currency The functional currency of the Parent and the reporting currency of these consolidated financial statements is Polish Zloty (PLN). Transactions denominated in currencies other than the functional currency are translated into the functional currency at the rate of exchange prevailing on the transaction date. As at the reporting date, cash, bank loans and other monetary assets and liabilities denominated in currencies other than the functional currency are translated into such functional currency at the average exchange rate of the National Bank of Poland on th e balance sheet day. Foreign exchange differences on translation and settlement of items are recognized in finance income or cost, as appropriate. Changes in the measurement of derivatives designated as hedging instruments for hedge accounting purposes are recognized in accordance with the applicable hedge accounting policies.
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 9 The following exchange rates were used for measurement purposes: 30.06.2026 31.12.2025 30.06.2025 USD 3.7708 3.6016 3.6164 EUR 4.2963 4.2267 4.2419 GBP 4.9887 4.8399 4.9546 7.2 Seasonality and cyclical nature of operations Wind conditions which determine the output of wind farms are uneven during the year In autumn and winter they are significantly better than in spring and summer. The Group resolved to build wind farms in locations selected based on professional wind measur ements confirmed by independent and reputable experts. However, there can be no assurance that the actual wind conditions will be no different than those used in the Group’s models for specific investment projects. As refers photovoltaic farms, the summer months definitely offer better conditions for electricity production. 8. Organizational Structure of the Group and Affiliates Name of Parent Polenergia S.A. Name of Subsidiary/Associate Parent company share Name of Subsidiary/Associate Parent company share Polenergia Farma Fotowoltaiczna 1 sp. z o.o. 100% Polenergia Farma Wiatrowa 29 sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 2 sp. z o.o. 100% Polenergia Farma Wiatrowa Bądecz sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 3 sp. z o.o. 100% Polenergia Farma Wiatrowa Dębice/Kostomłoty sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 4 sp. z o.o. 100% Polenergia Farma Wiatrowa Grabowo sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 5 sp. z o.o. 100% Polenergia Farma Wiatrowa Krzywa sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 6 sp. z o.o. 100% Polenergia Farma Wiatrowa Mycielin sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 7 sp. z o.o. 100% Polenergia Farma Wiatrowa Namysłów sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 8 sp. z o.o. 100% Polenergia Farma Wiatrowa Olbrachcice sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 9 sp. z o.o. 100% Polenergia Farma Wiatrowa Piekło sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 10 sp. z o.o. 100% Polenergia Farma Fotowoltaiczna Buk sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 11 sp. z o.o. 100% Polenergia Farma Wiatrowa Szymankowo sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 12 sp. z o.o. 100% Polenergia Farma Wiatrowa Wodzisław sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 13 sp. z o.o. 100% Amon sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 14 sp. z o.o. 100% Dipol sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 15 sp. z o.o. 100% Talia sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 16 sp. z o.o. 100% Polenergia Farma Fotowoltaiczna Strzelino sp. z o.o. 100% Polenergia H2Silesia sp. z o.o. 100% Polenergia Dystrybucja sp. z o.o. 100% Polenergia Farma Fotowoltaiczna 19 sp. z o.o. 100% Polenergia eMobility sp. z o.o. 100% Polenergia Farma Wiatrowa 1 sp. z o.o. 100% Certyfikaty sp. z o.o. 100% Polenergia Farma Wiatrowa 3 sp. z o.o. 100% Polenergia Elektrownia Północ sp. z o.o. 100% Polenergia Farma Wiatrowa 4 sp. z o.o. 100% Inwestycje Rolne sp. z o.o. 100% Polenergia Farma Wiatrowa 6 sp. z o.o. 100% Polenergia H2HUB 3 sp. z o.o. in liquidation 100% Polenergia Farma Wiatrowa 10 sp. z o.o. 100% Polenergia Farma Wiatrowa 30 sp. z o.o. 100% Polenergia Farma Wiatrowa 11 sp. z o.o. 100% Polenergia Farma Wiatrowa 31 sp. z o.o. 100% Polenergia Farma Wiatrowa 12 sp. z o.o. 100% Polenergia Farma Wiatrowa 32 sp. z o.o. 100% Polenergia Farma Wiatrowa 13 sp. z o.o. 100% Polenergia Farma Wiatrowa 33 sp. z o.o. 100% Polenergia Farma Wiatrowa 14 sp. z o.o. 100% Polenergia Farma Wiatrowa 34 sp. z o.o. 100% Polenergia Farma Wiatrowa 15 sp. z o.o. 100% Polenergia Farma Wiatrowa 35 sp. z o.o. 100%
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 10 Polenergia Farma Wiatrowa 16 sp. z o.o. 100% Polenergia Obrót S.A. 100% Polenergia Farma Fotowoltaiczna Sulechów sp. z o.o. 100% MFW Bałtyk I sp. z o.o.**) 50% Polenergia Farma Wiatrowa 18 sp. z o.o. 100% MFW Bałtyk I S.A. *) 100% Polenergia Farma Wiatrowa 19 sp. z o.o. 100% MFW Bałtyk II sp. z o.o.**) 50% Polenergia H2HUB Nowa Sarzyna sp. z o.o. 100% MFW Bałtyk III sp. z o.o.**) 50% Polenergia Farma Wiatrowa 21 sp. z o.o. 100% Wind Farm Four SRL 100% Polenergia Farma Wiatrowa 22 sp. z o.o. 100% Eolian Areea SRL***) 20% Polenergia Farma Wiatrowa 23 sp. z o.o. 100% Eolian Efect SRL***) 20% Polenergia Farma Wiatrowa 24 sp. z o.o. 100% Eolian Express SRL***) 20% Polenergia Farma Wiatrowa 25 sp. z o.o. 100% Magnum Eolvolt SRL***) 20% Polenergia Farma Wiatrowa 26 sp. z o.o. 100% Eolian Spark SRL***) 20% Polenergia Farma Wiatrowa 27 sp. z o.o. 100% Spark Wind Energy SRL***) 20% Polenergia Farma Wiatrowa 28 sp. z o.o. 100% Harsh Wind SRL***) 20% *) MFW Bałtyk I sp. z o.o. is the company's parent company. **) Jointly controlled entity ***) Associate 9. Adjusted Consolidated EBITDA and Adjusted Consolidated Net Profit The Group reports data on EBITDA, adjusted EBITDA, and adjusted net profit attributable to the parent company’s shareholders. Neither the level of EBITDA, nor the adjusted EBITDA nor the adjusted net profit allocated to the parent company shareholders have been defined in IFRS, hence these figures may be derived differently by other entities. The Group defines EBITDA as profit before tax less the financial revenue plus financial expense plus depreciation plus impairment losses of non -financial fixed assets (including goodwill) less profit/loss on assets measured with equity method generated or incurred during construction period. In addition, the gain/loss on the sale of subsidiaries, as well as the costs of provisions and settlements related to the long -term incentive program for top executives, have been excluded from EBITDA. Such definition is aimed at ensuring comparability of the key indicator for the industry in which the Issuer and its Group operate. The Adjusted EBITDA indicator is calculated through elimination of the following items: • Accounting for the purchase price as at the acquisition day (eliminating the profit recognized as at the acquisition day on account of formerly existing relations, elimination of cost/revenue on forward contract clearance recognized at fair value as at the acquisition day), • Gain/loss on the sale of subsidiaries, • Costs of provisions and settlements related to the long -term incentive program for top executives. The Group defines Adjusted Net Profit attributable to shareholders of the parent as net profit clear of any effects of the economic events including: • Accounting for the purchase price as at the acquisition day (elimination of depreciation/amortization of adjustments made in connection with fair value measurement of acquired fixed assets, elimination of the profit recognized as at the acquisition day in connection with previously existing relations, elimination of cost/revenue on forward contract
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 11 clearance recognized at fair value as at the acquisition day), including the effect of deferred tax on the above items), • Impairment losses on non-financial fixed assets, including goodwill • Net finance profit/loss related to measurement of borrowings using the amortized cost method (the spreading over time of historically incurred commissions on financing obtained), • Net gain/loss on unrealized foreign exchange differences, • Gain/loss on the sale of subsidiaries, • Costs of provisions and settlements related to the long -term incentive program for top executives, • Impact of income tax on the economic events listed above. 10. Operating segments Within the Polenergia group the following operating segments have been identified, being identical with the reporting segments: • Onshore wind farms – development, construction and maintenance of facilities generating electrical energy from onshore wind, • Photovoltaics – development, construction and maintenance of facilities generating electrical energy using the solar radiation, • Offshore wind farms – development, construction and maintenance of facilities generating electrical energy from wind at sea, • Gas and clean fuels - development, construction and maintenance of facilities generating electrical energy in gas co-generation and development work in the manufacture of hydrogen and generation of energy from hydrogen based on the renewable sources originating energy, • Trading and sales - commercial business in terms of trading in electricity and certificates of origin, other energy market instruments, as well as sale of electricity to industrial customers EBITDA and ADJUSTED EBITDA unaudited unaudited 30.06.2026 30.06.2025 30.06.2026 30.06.2025 Profit (loss) before tax 80 983 9 494 (13 074) (46 069) Fianancial revenues (51 633) (32 720) (22 022) (14 356) Financial costs 126 182 149 986 63 964 77 623 Depreciation/Amortization 87 879 90 192 43 324 45 646 (Profit)/Loss on assets consolidated by the equity method (16 530) 3 684 (725) (4 105) Gain or loss on the sale of subsidiaries (29 818) - (360) - Costs of provisions and settlements related to the long-term incentive program for management 16 960 - 16 960 - Development - related impairment loss - 21 266 - 21 266 Goodwill imapirment loss - 71 000 - 71 000 EBITDA 214 023 312 902 88 067 151 005 Gain or loss on the sale of subsidiaries 29 818 - 360 - Costs of provisions and settlements related to the long-term incentive program for management (16 960) - (16 960) - Adjusted EBITDA 226 881 312 902 71 467 151 005 For 6 months ended For 3 months ended ADJUSTED NET PROFIT atributed to parent shareholders unaudited unaudited 30.06.2026 30.06.2025 30.06.2026 30.06.2025 NET (LOSS) PROFIT attributed to parent shareholders 43 160 (39 809) (17 283) (83 041) Unrealized foreign exchange net (gains)/losses (7 646) 3 192 (724) (5 475) (Income)/Cost from measurement of long-term borrowings 1 481 1 741 559 977 (Profit)/Loss on assets consolidated by the equity method (16 530) 3 684 (725) (4 105) Development - related impairment loss - 21 266 - 21 266 Goodwill - related impairment loss - 71 000 - 71 000 Gain or loss on the sale of subsidiaries (24 153) - (292) - Costs of provisions and settlements related to the long-term incentive program for management 13 738 Purchase price allocation: Depreciation/Amortization 933 132 867 66 Tax (177) (25) (164) (12) Adjusted NET PROFIT attributed to parent shareholders 10 806 61 181 (17 762) 676 For 6 months ended For 3 months ended
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 12 and provision of market access services to energy producers using renewable energy sources, as well as installing solar panels and heat pumps, • Distribution - provision of electrical energy and gas distribution and sale services to commercial, industrial and household customers, as well as the development of e -mobility. The Management Board has been separately monitoring the operating performance of the segments in order to make decisions regarding allocation of resources, evaluation of the effects of such allocation and the operating performance. Such evaluation is based on the EBITDA result and gross sale profit or loss. Income tax is monitored at the Group level and is not allocated to operating segments. Company’s cash is disclosed under Unallocated Assets. Transaction prices used in transactions between the operating segments are determined on an arm’s length basis, similarly to the transactions with non -related parties. Any and all consolidation adjustments are allocated to individual segments. Recipients with whom the Group achieved no less than 10% of the Group's total revenues relate to the Trading and Sales segment, such revenues totaling: PLN 1,084,910 thousand
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 13 On shore wind farms Photovoltaics Off shore wind farms Revenues from contracts with clients 250 097 21 632 - 36 463 1 294 467 107 020 17 974 - 1 727 653 Other revenues - - - - 24 815 - - - 24 815 Total revenues 250 097 21 632 - 36 463 1 319 282 107 020 17 974 - 1 752 468 Net sales profit (loss) 130 307 9 565 - 4 417 71 767 19 209 2 988 (933) 237 320 Selling costs - - - - (9 796) - - - (9 796) General overheads (6 638) (1 749) - (525) (35 088) (6 989) (72 386) - (123 375) Interest income/(expense) (23 160) (6 589) - 64 (1 094) (3 046) (44 130) - (77 955) Other financial revenue/(expense) (5 559) (1 605) - (67) (1 070) (511) 12 218 - 3 406 Other operating revenue/(expense) 5 345 2 - (124) 2 808 (2 495) (501) - 5 035 Profit/Loss on assets consolidated by the equity method - - 16 530 - - - - - 16 530 Profit on loss of control over subsidiaries - - - - - - 29 818 - 29 818 Profit/loss before tax 100 295 (376) 16 530 3 765 27 527 6 168 (71 993) (933) 80 983 Income tax - - - - - - (37 823) - (37 823) Net profit/loss - - - - - - - - 43 160 EBITDA *) 193 803 14 187 - 4 665 32 589 16 544 (47 765) 214 023 Segment assets 3 196 459 499 798 2 857 882 4 698 406 012 356 532 920 657 - 8 242 038 Segment liabilities 1 533 454 281 059 - 2 337 297 490 189 410 1 651 478 - 3 955 228 Depreciation/Amortization 64 789 6 368 - 896 2 898 6 820 5 175 933 87 879 *) EBITDA - definition in Note 8 For 6 months ended 30.06.2026 Gas and Clean Fuels Trading and sales Distribution and eMobility Headquarters TotalPurchase price allocation RES Generation
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 14 On shore wind farms Photovoltaics Off shore wind farms Revenues from contracts with clients 301 337 21 011 - 41 182 1 830 772 109 515 14 070 - 2 317 887 Other revenues - - - - (1 235) - - - (1 235) Total revenues 301 337 21 011 - 41 182 1 829 538 109 515 14 069 - 2 316 652 Net sales profit (loss) 180 947 10 952 - 2 304 99 481 25 372 1 333 (132) 320 257 Selling costs - - - - (29 215) - - - (29 215) General overheads (5 497) (641) - (2 581) (42 200) (5 965) (39 185) - (96 069) Interest income/(expense) (24 821) (4 881) - 525 (1 924) (3 446) (41 140) - (75 687) Other financial revenue/(expense) (5 887) (1 302) - (150) (1 226) (418) (32 596) - (41 579) Other operating revenue/(expense) 24 710 256 - (21 823) 3 680 (77) (275) (71 000) (64 529) Profit/Loss on assets consolidated by the equity method - - (3 684) - - - - - (3 684) Profit/loss before tax 169 452 4 384 (3 684) (21 725) 28 596 15 466 (111 863) (71 132) 9 494 Income tax - - - - - - (49 270) (33) (49 303) Net profit/loss - - - - - - - - (39 809) EBITDA *) 264 716 15 803 - 4 307 37 328 24 874 (34 126) - 312 902 Segment assets 3 073 869 511 166 2 661 509 173 134 556 388 335 414 870 175 - 8 181 655 Segment liabilities 1 477 257 267 859 - 37 270 433 068 171 670 1 585 466 - 3 972 590 Depreciation/Amortization 64 556 5 235 - 5 141 5 583 5 544 4 001 132 90 192 *) EBITDA - definition in Note 8 For 6 months ended 30.06.2025 RES Generation Gas and Clean Fuels Trading and sales Distribution and eMobility Headquarters Purchase price allocation Total
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 15 On shore wind farms Photovoltaics - revenue from sale and distribution of electricity over time 236 235 21 620 28 349 663 667 103 179 - 1 053 050 - revenue from certificates of orgin over time 13 855 - - 589 - - 14 444 - revenue from sale of heat point in time - - 4 274 - - - 4 274 - revenue from consulting and advisory services over time - - - - - 16 876 16 876 - revenue from lease and operator services over time - - - - 615 - 615 - revenue from sale and distribution of gas over time - - - 602 535 - - 602 535 - revenue from sale of merchandise point in time - - - - 195 - 195 - revenue from lease over time 7 11 - - - 614 632 - revenue from the capacity market and blackstart services point in time - - 3 838 - - - 3 838 - revenue from the solar panels and heat pomps instalation over time - - - 20 267 - - 20 267 - revenue from charging services over time - - - - 2 910 - 2 910 - other over time - 1 2 7 409 121 484 8 017 Total revenue from clients 250 097 21 632 36 463 1 294 467 107 020 17 974 1 727 653 - revenues from the valuation of futures contracts over time - - - (707) - - (707) - revenues from CO2 emission allowances point in time - - - 25 522 - - 25 522 Total other revenue - - - 24 815 - - 24 815 Total sales revenue 250 097 21 632 36 463 1 319 282 107 020 17 974 1 752 468 For 6 months ended 30.06.2026 RES Generation Gas and Clean Fuels TotalDistribution and eMobility HeadquartersTrading and sales
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 16 On shore wind farms Photovoltaics - revenue from sale and distribution of electricity over time 286 243 21 006 10 824 1 013 054 101 927 - 1 433 054 - revenue from certificates of orgin over time 15 086 - - 12 058 - - 27 144 - revenue from sale of heat point in time - - 17 665 - - - 17 665 - revenue from consulting and advisory services over time - - - - - 13 694 13 694 - revenue from lease and operator services over time - - - - 1 210 - 1 210 - revenue from sale and distribution of gas over time - - - 721 394 3 702 - 725 096 - revenue from sale of merchandise point in time - - - - 247 - 247 - revenue from lease over time 7 2 - - - 314 323 - revenue from the capacity market and blackstart services point in time - - 12 688 - - - 12 688 - revenue from the solar panels and heat pomps instalation over time - - - 72 210 - - 72 210 - revenue from charging services over time - - - - 2 013 - 2 013 - other over time 1 3 5 12 057 416 61 12 543 Total revenue from clients 301 337 21 011 41 182 1 830 773 109 515 14 069 2 317 887 - revenues from the valuation of futures contracts over time - - - (1 516) - - (1 516) - revenues from CO2 emission allowances point in time - - - 281 - - 281 Total other revenue - - - (1 235) - - (1 235) Total sales revenue 301 337 21 011 41 182 1 829 538 109 515 14 069 2 316 652 Total RES Generation HeadquartersTrading and sales Distribution and eMobilityFor 6 months ended 30.06.2025 Gas and Clean Fuels
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 17 11. Non-current fixed assets 30.06.2026 land building, premises and civil and water engineering plant and machinery vehicles other non- current fixed asstes non-current fixed assets under construction prepayments for non-current fixed assets under construction total non-current fixed assets Gross value of non-current fixed assets at beginning of period 264 007 1 436 626 2 802 418 26 220 1 470 153 223 26 298 4 710 262 increases (due to) 2 175 33 347 1 263 1 078 305 102 246 1 081 141 495 - purchase - 3 803 1 074 1 078 648 50 123 1 081 57 807 - transfers - 4 109 48 675 - 519 432 - 53 735 - other 2 175 25 435 (48 486) - (862) 51 691 - 29 953 reductions (due to) (1 634) (299 458) (622 518) (11 792) (2 321) (14 776) (5 010) (957 509) - sale and liquidation - (2 687) (3 144) (10 887) (1 278) (1) - (17 997) - other (1 634) (252 847) (619 374) (905) (1 043) (635) (4 296) (880 734) - transfers - (43 924) - - - (14 140) (714) (58 778) Gross value of non-current fixed assets at end of period 264 548 1 170 515 2 181 163 15 506 (546) 240 693 22 369 3 894 248 Cumulative depreciation at beginning of period (50 737) (381 806) (833 183) (14 892) 651 (108) - (1 280 075) - current period depreciation (4 788) (30 723) (47 385) (2 403) (142) - - (85 441) - reductions (due to) 57 225 058 530 416 6 764 1 984 - - 764 279 - sale and liquidation - 1 588 2 865 6 371 1 140 - - 11 964 - other 57 217 383 533 638 393 844 - - 752 315 - transfers - 6 087 (6 087) - - - - - Cumulative depreciation at end of period (55 468) (187 471) (350 152) (10 531) 2 493 (108) - (601 237) Impairment losses at beginning of period (9 304) (19 995) (40 879) (4 165) (175) (71 086) (18 822) (164 426) - increase 7 169 - (18 639) - - - - (11 470) - reduction (805) 18 759 14 009 4 166 177 822 - 37 128 Impairment losses at end of period (2 940) (1 236) (45 509) 1 2 (70 264) (18 822) (138 768) Net value of non-current fixed assets at beginning of period 203 966 1 034 825 1 928 356 7 163 1 946 82 029 7 476 3 265 761 Net value of non-current fixed assets at end of period 206 140 981 808 1 785 502 4 976 1 949 170 321 3 547 3 154 243
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 18 31.12.2025 land building, premises and civil and water engineering plant and machinery vehicles other non- current fixed asstes non-current fixed assets under construction prepayments for non-current fixed assets under construction total non-current fixed assets Gross value of non-current fixed assets at beginning of period 261 341 1 367 260 2 707 545 27 207 945 226 241 25 656 4 616 195 increases (due to) 3 738 90 747 99 088 5 736 647 139 780 7 361 347 097 - purchase - 1 219 2 318 5 261 39 86 691 7 361 102 889 - transfers - 63 427 148 108 172 608 1 396 - 213 711 - other 3 738 26 101 (51 338) 303 - 51 693 - 30 497 reductions (due to) (1 072) (21 381) (4 215) (6 723) (122) (212 798) (6 719) (253 030) - sale and liquidation - (17 409) (523) (6 686) (47) (1 772) - (26 437) - other (1 072) (3 972) (41) (8) (25) (137) (5 469) (10 724) - transfers - - (3 651) (29) (50) (210 889) (1 250) (215 869) Gross value of non-current fixed assets at end of period 264 007 1 436 626 2 802 418 26 220 1 470 153 223 26 298 4 710 262 Cumulative depreciation at beginning of period (41 387) (324 999) (738 577) (11 808) 1 117 (108) - (1 115 762) - current period depreciation (9 284) (67 649) (94 727) (8 090) (517) - - (180 267) - reductions (due to) (66) 10 842 121 5 006 51 - - 15 954 - sale and liquidation 103 6 563 427 5 006 47 - - 12 146 - other (169) 4 279 (306) - 4 - - 3 808 Cumulative depreciation at end of period (50 737) (381 806) (833 183) (14 892) 651 (108) - (1 280 075) Impairment losses at beginning of period - (9 828) (14 603) - (5) (50 608) - (75 044) - increase (7 169) (12 690) (19 914) (4 165) (170) (22 613) (18 822) (85 543) - reduction (2 135) 2 523 (6 362) - - 2 135 - (3 839) Impairment losses at end of period (9 304) (19 995) (40 879) (4 165) (175) (71 086) (18 822) (164 426) Net value of non-current fixed assets at beginning of period 219 954 1 032 433 1 954 365 15 399 2 057 175 525 25 656 3 425 389 Net value of non-current fixed assets at end of period 203 966 1 034 825 1 928 356 7 163 1 946 82 029 7 476 3 265 761
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 19 12. Right-of-use assets 13. Intangible Assets A review of the intangible assets of the Group performed as at 30 June 2026 showed no grounds for performing an impairment test. 14. Goodwill As at 30 June 2026, goodwill amounts to PLN 69 million and includes the following segments and cash generating centers: • PLN 25 million - distribution - including the company Polenergia Dystrybucja; • PLN 44 million - trading and sales - including the company Polenergia Obrót; In accordance with the guidelines of IAS 36, impairment tests are performed once a year for cash - generating units (CGUs) to which goodwill has been allocated. The results of such tests will be published in the annual consolidated financial statements. As at 30 June 2026, no indication for impairment testing has been identified. 15. Fixed assets impairment test As at 30 June 2026, the Group assessed whether any indications existed of impairment of fixed assets in accordance with IAS 36, “Impairment of Assets.” As a result of the analyses performed during the year regarding further development and potential strategic options for the e-mobility segment, circumstances were identified indicating the need to verify the carrying amount of assets for Polenergia eMobility. For the purposes of the analysis, the book value of the assets was compared with the goodwill determined on the basis of the most recent binding offer received regarding the sale of the company. Based on the results of the analysis performed, it has been determined that the recoverable amount of the assets related to Polenergia eMobility exceeded their carrying amount of PLN 25.4 million as at the reporting date. Accordingly, as at 30 June 2026, the Group recognized no impairment loss in respect of these assets. For other assets of the Group, no events or circumstances were identified that would indicate a need to perform impairment tests; accordingly, as at 30 June 2026, no such tests were performed. An impairment assessment of the assets will be conducted again as at 31 December 2026, as part of the financial year-end closing procedures. 16. Impairment test of financial assets measured with the equity method Considering the strategic nature of the Group's offshore wind farm projects and their significance for future financial results, the Management Board conducts, at each reporting date, an analysis to determine whether indicators of impairment exist for the projects under development. The most Right-of-use assets under lease 30.06.2026 31.12.2025 Land 212 029 214 770 Building, premises and civil and water engineering 40 813 21 212 Plant and machinery 2 45 Vehicles 4 527 10 453 Total 257 371 246 480
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 20 important factors influencing the evaluation of projects that were subject to identification and verification include, without limitation: • The regulatory and legal framework for projects and the changes occurring within them, • The up-to-date status and feasibility of the currently applicable project work programs, • Budget assumptions for the development and implementation phases of projects, together with potential overruns of capital expenditures for construction, • The results of the current business plans and their compliance with the assumptions. In the first half of this year, the Management Board identified no indications of a possible impairment of the financial assets measured through equity method. In view of the above, the Group performed no impairment tests as at the reporting date. 17. Short term receivables Below is a classification of trade receivables as per individual impairment model stages: The payment default rates and the calculation of credit losses as at 30 June 2026 have been presented in the table below: 30.06.2026 31.12.2025 - trade receivables 173 014 243 753 - from related entities 36 062 59 294 - from ather entities 136 952 184 459 - income tax receivable 18 366 4 010 - other receivables 137 055 112 961 - budget payments receivable 15 039 16 206 - other 122 016 96 755 Total net short-term receivables 328 435 360 724 - receivables remeasured write-downs 13 819 33 334 Total gross short-term receivables 342 254 394 058 Gross value as at 1.01.2026 277 087 197 462 79 626 Arisen 123 450 123 450 - Paid (213 704) (197 519) (16 185) Gross value as at 30.06.2026 186 833 123 393 63 441 Total Grade 2 Grade 3 Current 30-60 60-90 0-30 days days days 30.06.2026 22 891 22 091 71 - 323 - 1 194 Expected credit losses 2 466 - - - 2 466 31.12.2025 44 107 40 885 755 398 2 069 Expected credit losses 8 774 358 - - 8 416 Current 30-60 60-90 0-30 days days days 30.06.2026 150 123 100 914 764 18 48 427 Expected credit losses 11 354 - - - 11 354 31.12.2025 199 646 154 948 447 29 44 222 Expected credit losses 24 561 13 214 - - 11 347 Total Receivables from corporate customers >90 days Total >90 days Receivables from individual customers
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 21 18. Fair values of assets and liabilities Futures and forward contracts at fair value through profit or loss In the context of the operations of the subsidiary Polenergia Obrót S.A., the Group classifies futures and forward contracts to buy or sell electricity as derivatives, in line with IFRS 9 - Financial Instruments. Accordingly, such contracts are measured at fair value, with changes in fair value recognized under the profit and loss account. Gains or losses on the measurement of contracts are disclosed on a net basis under revenue. Measurement is performed with respect to the outstanding part of the contracts broken down into a current portion to be completed within 12 months from the reporting date, and a long term portion to be completed in subsequent years. The table below includes information on financial assets and liabilities related to forward contracts measurement that the Group measures at fair value and classifies at specific levels of the fair value hierarchy: • Level 2 – assets and liabilities measurement inputs other than quoted market prices included under Level 1 that are observable for the variables from active markets, Level 2: Fair value is determined on the basis of other directly or indirectly observable data (in the case of products for a duration of less than one month, the determination of the price is made mainly by granulating the quotation of the monthly product based on historical data of the month's structure). As similar contracts are traded in an active market, the prices reflect results of actual transactions in similar derivative instruments. The value of loans is determined at amortized cost i.e. the discounted cash flow analysis at the assumed effective interest rate as a discount rate. Forward contracts are entered into on stock exchanges for speculative purposes and measured with the model using market parameters, i.e. the market price of an instrument discounted using relevant interest rates. The impact of applying unobserved data, if any, was immaterial to the measurement of derivatives (level 2). Impact on profit/loss 30.06.2026 30.06.2025 Market price increase by 1% (84) (10) Market price decrease by 1% 84 10 30.06.2026 30.06.2025 Result of measurement of derivatives (707) (1 516) Financial instrument category 30.06.2026 Total Level 2 Total Short term assets 74 787 74 787 Long term assets 6 667 6 667 Total 81 454 81 454 Level 2 Total Short term liabilities 71 522 71 522 Long term liabilities 5 009 5 009 Total 76 531 76 531 Net fair value 4 923 4 923 For 6 months ended
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 22 Measurement of the fair value of speculative futures contracts, i.e., futures contracts with an open position, amounted to PLN -16 thousand as at the reporting date. Derivatives measured at fair value through profit or loss Polenergia S.A. hedged a currency risk associated with equity contributions to its offshore wind farm projects. This risk has largely been hedged by the currency conversion of own funds which will be used to finance offshore wind farm projects that incur a significant portion of their expenses in EUR. In order to hedge the above risk, the company bought EUR 123.793 thousand at an average exchange rate of ca. 4.2455. Derivatives measured at fair value through other comprehensive income As at 30 June 2026 the Group recognized PLN -112.394 thousand in other comprehensive income being a component of equity (30 June 2025: PLN -54.804 thousand) on account of the effective portion of the measurement of the hedging instrument to fair value. Hedging transactions are entered into with a view to mitigate the impact of: • interest rate variation on the amount of the future highly probable payments of loan installments. • foreign exchange rates changes on the amount of the future highly probable foreign currency denominated payments under the investment agreements. Hedge accounting seeks to eliminate the risk of an accounting mismatch between the time when gains or losses on a hedging instrument and those on the hedged item are recognized. As at 30 June 2026, the Group held the following hedging instruments for cash flow hedge accounting purposes: Maturity date of hedging instrument Hedged value Currency Exchange rate hedged Instrument 2027-2028 123 793 EUR 4,2455 Cash Total 123 793
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 23 Interest rate risk hedges Fair values of other financial assets and liabilities Fair value of other financial assets and liabilities enumerated below is not materially different from their carrying amount: • long term receivables, • trade debtors and other receivables. • cash and equivalent, • bank loans and borrowings, • trade creditors and other payables. Maturity date of hedging instrument Hedged value Currency Interest rate hedged Instrument 15.12.2027 47 207 PLN 0,75% IRS 29.03.2028 68 385 PLN 0,79% IRS 18.12.2028 57 190 PLN 5,19% IRS 25.09.2029 58 676 PLN 4,42% IRS 16.10.2029 564 000 PLN 4,91% IRS 17.12.2029 18 526 PLN 4,98% IRS 21.01.2030 565 000 PLN 4,86% IRS 13.06.2030 80 061 PLN 4,17% IRS 13.06.2030 49 226 PLN 4,17% IRS 22.12.2031 7 278 PLN 2,60% IRS 21.06.2033 5 970 PLN 5,67% IRS 12.12.2033 18 340 PLN 6,71% IRS 12.12.2033 18 340 PLN 6,71% IRS 13.03.2034 104 334 PLN 6,65% IRS 30.06.2034 9 301 PLN 0,89% IRS 11.06.2035 113 216 PLN 1,10% IRS 10.09.2035 343 348 PLN 1,20% IRS 31.12.2035 10 519 PLN 2,39% IRS 11.03.2036 90 255 PLN 2,22% IRS Total 2 229 172 Maturity date of hedging instrument Hedged value Currency Interest rate hedged Instrument 16.12.2031 7 916 EUR 3,00% IRS Total 7 916
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 24 19. Significant shareholders Shareholders holding 5% or more of the total number of shares as at the date of issue of these consolidated financial statements include: On 15 June 2026, the Company was informed that Mansa Investments Sp. z o.o., with registered office in Warsaw (“Mansa”), and BIF IV Europe Holdings Limited, with registered office in London (“BIF,” and together with Mansa, the “Parties”; the Parties, actin g jointly in the Tender Offer as the “Offerors”) entered into, on 15 June 2026, Annex 4 (“Annex”) to the investment agreement dated 3 November 2020, concerning the Company, as amended (“Investment Agreement”). According to the information provided to the Company, the Annex governs the further implementation of the Parties’ joint strategy with respect to the Company. A key element of this strategy is the Parties’ announcement of a voluntary tender offer for the C ompany’s shares (“Tender Offer”). Following the Tender Offer, the Parties intend, subject to the achievement of relevant statutory thresholds, to carry out a mandatory buyout of the Company’s shares and to have the Company’s shares delisted from trading on the regulated market operated by the Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.) The Annex is a continuation of the existing agreement between the Parties concerning the Company within the meaning of Article 87(1)(5) of the Act of 29 July 2005, on Public Offerings and the Conditions for Introducing Financial Instruments to an Organized Trading System, and on Public Companies (the “Public Offering Act”). According to the Annex: • The tender offer is to be announced jointly by the Parties, acting collectively as the calling parties, pursuant to Article 72a(1) of the Public Offering Act. • A notice of intent to announce the Tender Offer, within the meaning of Article 77a(1) of the Public Offering Act, will be submitted to the Polish Financial Supervision Authority on 16 June 2026. • The tender offer is to cover 17,077,229 shares of the Company, i.e. all shares not owned by Mansa and BIF, representing ca. 22.12% of the Company’s issued capital and entitling the holders to 17,077,229 votes at the Company’s general meeting, which constit utes ca. 22.12% of the total number of votes in the Company. • The price per share of the Company offered in the Tender Offer will be PLN 59.10. 30.06.2026 31.12.2025 30.06.2026 31.12.2025 Financial asstes Futures and forward contracts Level 2 81 454 67 635 81 454 67 635 Derivative instruments Level 2 73 241 78 900 73 241 78 900 Financial liabilities Bonds n/a 760 140 761 100 760 140 761 100 Bank loans and borrowings n/a 2 176 062 2 189 269 2 176 062 2 189 269 Derivative instruments Level 2 66 610 84 573 66 610 84 573 Futures and froward contracts Level 2 76 531 59 149 76 531 59 149 Fair ValueCarrying amount Category No Shareholder Number of shares held Number of votes Shareholding 1 Mansa Investments Sp. z o.o. 34 365 096 34 365 096 44,50% 2 BIF IV Europe Holdings Limited 25 776 588 25 776 588 33,38% 3 Allianz Polska OFE 5 482 601 5 482 601 7,10% 4 Nationale-Nederlanden OFE 4 571 000 4 571 000 5,92% 5 Others 7 023 628 7 023 628 9,10% Total 77 218 913 77 218 913 100%
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 25 • The Company’s shares covered by the Tender Offer are to be acquired by Mansa and BIF in agreed proportions, pursuant to which BIF is to acquire 61.05% of the shares covered by the Tender Offer and Mansa is to acquire 38.95% of the shares covered by the Ten der Offer. • The Tender Offer will be conditional. This will be conditional upon the Parties and the Company entering into an accession agreement, pursuant to which the Company will become a party to the shareholders’ agreement concerning the Company, which was already entered into between the Parties (the execution of which the Company announced in current report No. 27/2020 dated 4 November 2020) (“Shareholders’ Agreement”). The Parties made the execution of the accession agreement contingent upon whether the total nu mber of the Company’s shares covered by the offers in the Tender Offer, including the shares held by the Parties, would reach a number representing at least 95% of the total number of votes in the Company. If this threshold is not reached, the Parties may jointly waive this condition in accordance with the terms set forth in the Annex and the Tender Offer document. According to the position of the Company’s Management Board announced on 23 July 2026, the price proposed in the Tender Offer meets the minimum price requirements set forth in Article 79 of the Act on Public Offerings. Also, pursuant to Article 80(2) of th e Act on Public Offering, the Management Board’s assessment is not based solely on the Shares’ historical trading prices on the regulated market, but also relies, in particular, on the opinions by advisors, as well as on financial and operational informati on regarding the Company and the Polenergia Group. Based on the foregoing, the Management Board concludes that, in its opinion, the price proposed in the Tender Offer reflects the fair value. On 13 August 2026 the Company received information that the total number of the Issuer's shares covered by subscriptions in the voluntary tender offer for subscription for the sale of the Issuer's shares announced on 10 July 2026, including the shares alre ady held by Mansa Investments sp. z o.o. with registered office in Warsaw and BIF IV Europe Holdings Limited with registered office in London ("Offeror") did not reach the threshold representing at least 95% of the total number of votes in the Company. In view of the fact that this condition has not been met, no accession agreement was entered into pursuant to which the Company would have become a party to the shareholders' agreement entered into by the Offerors on 3 November 2020 (as amended). 20. Dividends distributed and proposed No dividend was distributed by the parent in the 6 -month period ended 30 June 2026. No dividend is intended to be distributed by the parent in 2026. 21. Income tax The temporary difference related to tangible fixed assets and intangible assets follows from the assets measured due to the purchase price allocation and accelerated tax depreciation/amortization. 30.06.2026 30.06.2025 30.06.2026 30.06.2025 22 171 37 851 (5 448) 17 299 22 181 38 238 (5 438) 17 258 (10) (387) (10) 41 15 652 11 452 9 657 19 675 15 652 11 452 9 657 19 675 37 823 49 303 4 209 36 974 Current income tax charge Adjustments to prior years current income tax Deffered income tax Income tax charged to the profit and loss account For 6 months ended For 3 months ended Related to temporary differences and their reversal Current income tax
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 26 Balance sheet Profit and loss account Capital Tax on taking/losing of control over subsidiaries Balance sheet Deferred income tax provision Tangible fixed assets 164 351 9 810 - (16 543) 157 618 Intangible assets 16 (8) - - 8 Receivables 16 135 6 596 (1 208) 20 21 543 Cash 43 26 - 4 73 Loans and borrowings 1 876 35 - - 1 911 Prepayments 5 192 (2 409) - 317 3 100 Liabilities (3 535) (95) - 4 312 682 Other (5 519) (456) - (6 194) (12 169) Inventories 8 563 (589) - (553) 7 421 Deferred income tax provision gross 187 122 12 910 (1 208) (18 637) 180 187 Compensation (91 157) Deferred income tax provision 89 030 Deferred income tax assets Tangible fixed assets 4 619 (2 214) - (2) 2 403 Inventories 15 (20) - - (5) Receivables 10 166 (226) - 3 120 13 060 Cash 1 626 (1 609) - (18) (1) Loans and borrowings 395 865 - (3 119) (1 859) Liabilities 59 406 4 122 (3 528) (2 311) 57 689 Provisions 45 162 (2 291) - (841) 42 030 Retained assets 10 662 (808) - 2 227 12 081 Prepayments 11 211 (561) - (1 985) 8 665 Financial assets (3 373) - - (2 979) (6 352) Deferred income tax asset gross 139 889 (2 742) (3 528) (5 908) 127 711 Compensation (91 157) Deferred income tax asset 36 554 Deferred income tax expense 15 652 Net deferred tax (assets)/provision 47 233 2 320 (12 729) 52 476 30.06.2026Deferred income tax 01.01.2026 30.06.2026 30.06.2025 Income tax charged to the profit and loss account, including 37 823 49 303 Current tax 22 171 37 851 Deferred tax 15 652 11 452 Profit (Loss) before tax 80 983 9 494 Tax on gross profit at effective tax rate of 19% 15 387 1 804 Adjustments to prior years current income tax (1 049) (352) Adjustments to prior years differed income tax 81 519 Non-deductible costs: 23 417 47 491 - permanent differences 23 681 18 871 - temporary difference on which no tax asset/provision is established (264) 28 620 Non-taxable income: (13) (159) - other (13) (159) Income tax in the profit and loss account 37 823 49 303 For 6 months ended
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 27 22. Provisions The long-term provision for litigation originates from the prudent approach to the assessment of the case vs. Eolos Polska Sp. z o.o. 23. Liabilities 30.06.2026 31.12.2025 Long term provisions - pension plan and related provision 813 2 325 - dismantling cost 121 941 118 719 - litigation provision 21 139 21 139 Total long term provisions 143 893 142 183 Short term provisions - pension plan and related provision 74 365 - accrued holiday leave provision 9 091 8 132 - other provisions - 262 Total short term provisions 9 165 8 759 Change in long term and short term provisions 30.06.2026 31.12.2025 Provisions at beginning of the period 150 942 134 628 - recognition of provisions 5 947 20 513 - reversal of provisions (3 299) (1 142) - application provisions (533) (3 057) Provisions at end of the period 153 057 150 942 30.06.2026 31.12.2025 - bank loans and borrowings 223 493 190 009 - trade payables 65 432 107 099 - from related entities 5 023 5 008 - from other entities 60 408 102 091 - income tax payable 923 12 643 - lease liabilities 31 033 30 311 - futures and forward contracts measurement 71 522 58 229 - other liabilities 177 707 165 648 - budget payments receivable 35 316 34 217 - prepayments for deliveries 99 074 67 958 - price difference payment fund 18 186 18 186 - payroll payable 6 1 546 - special funds 670 627 - for risk hedging 20 128 25 289 - LTC settelment - 12 887 - other 4 327 4 938 Total short term liabilities 570 110 563 939
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 28 24. Bank loans incurred and other borrowing liabilities On 2 March 2026, Polenergia Farma Fotowoltaiczna Sulechów Sp. z o.o. signed a Consent and Amendment Letter with ING Bank Śląski S.A. to the investment loan agreement dated 22 October 2019, under which the company agreed, among others, to make an prepayment on the loan in the amount of PLN 4,400.0 thousand. On 3 March 2026, the company prepaid the loan in the aforementioned amount, resulting in a change to the loan repayment schedule. On 30 April 2026, Polenergia Dystrybucja Sp. z o.o. signed another annex to the investment and working capital loan agreement entered into on 20 November 2012 (“Annex”) with ING Bank Śląski S.A. (“ING”). Based on the Annex, changes were made, without limitation, in the following areas: • loan amount: under the agreement, ING made Investment Tranche F available with a credit limit of PLN 50,000.0 thousand, valid until 31 December 2028, to finance capital expenditures to be incurred by the company by the end of 2028 and to refinance the arrangement fee; • the consolidation of tranches A through E that were granted, fully utilized, and repaid in part as at the date of signing the Annex; • to establish, within the overdraft limit granted under the agreement up to PLN 12,000.0 thousand, a guarantee sublimit of up to PLN 5,000.0 thousand; • the type and method of calculating the financial covenants reported to ING. 25. Guarantees and sureties granted On 19 March 2026, the Company, under the guarantee limit made available by Erste Bank Polska S.A. (Former Santander Bank Polska S.A.) (“Erste”), commissioned the issuance of bank guarantees on behalf of Romanian affiliates in which it holds a 20% stake, in favor of CNTEE Transelectrica SA, securing their obligations under the signed power grid connection agreements (“Guarantees”). The guarantees were issued in the total amount of RON 13,885.1 thousand with the expiration date of 31 December 2026. For formal reasons, these guarantees were issued by the Romanian branch of Unicredit Bank and were secured by counter-guarantees provided by Erste. By 30 June 2026, the guarantees had been released, thus their validity had expired. 26. Litigation and disputes The companies Certyfikaty sp. z o.o., Polenergia Obrót S.A. and Green Stone Solutions sp. z o.o. (formerly Polenergia Usługi sp. z o.o.) were sued by Eolos Polska sp. z o.o. for payment of liquidated damages for termination of agreements for the sale of proprietary rights arising from certificates of origin of electricity generated at renewable energy sources and for payment of receivables on account of balancing costs. In a judgment dated 1 October 2025, the District Court in Warsaw awarded jointly and severally against Certyfikaty sp. z o.o., Polenergia Obrót S.A. and Green Stone Solutions sp. z o.o. the amount of PLN 24.025 thousand with statutory default interest in favor of Eolos Polska sp. z o.o. in connection with the alleged non -performance of two framework agreements for the sale of proprietary rights arising from certificates of origin for electricity generated from renewable energy sources entered into by the legal predecessor Certyfikaty sp. z o.o. on 23 December 2010 which the respondent companies believe to have expired on 5 January 2016. The judgment is not final and as such it is not enforceable. Certyfikaty sp. z o.o., Polenergia Obrót S.A. i Green Stone Solutions sp. z o.o. appealed against the judgment of th e District Court in Warsaw. Eolos Polska sp. z o.o. filed a response to the 30.06.2026 31.12.2025 - price difference payment fund 28 895 25 106 - risk hedging 46 482 59 284 - prepayments for deliveries 4 882 6 083 Total other long term liabilities 80 259 90 473
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 29 appeal. The Group established a provision for the abovementioned dispute in the amount of PLN 21.1 million (Note 22). The company Polenergia Obrót S.A. was bound by contracts for the sale of energy with Jeronimo Martins Polska S.A. ("JMP"), which were terminated by Polenergia Obrót S.A. effective as at 30 June 2022. On 1 December 2022, Polenergia Obrót S.A. filed an actio n for payment against JMP with the District Court in Warsaw. The amount of the main claim of Polenergia Obrót S.A. includes JMP's unpaid energy invoices worth PLN 39,528 thousand and the amount of PLN 1,324 thousand of accrued interest for the period until the date of filing the action. Since the complaint was filed (1 .12.2022), there have been four court hearings. The next hearing was scheduled for 25 June 2026. T he court ordered the appointment of a team of experts or an energy research institute to prepare an expert opinion on the following matter: determining the amount of JMP’s claim against the Company for the purchase of electricity. On 23 July 2026, the Court dismissed JMP’s motion in question, which means that no expert will be appointed in the case. Court scheduled the next hearing for 5 November 2026. Representatives of the parties are to be heard during this hearing. The President of the Energy Regulatory Office is conducting administrative proceedings against Polenergia Obrót S.A. And Polenergia Sprzedaż sp. z o.o. (Merged into Polenergia Obrót S.A.: on 31 December 2025) regarding the imposition of a financial penalty in connection with delays lasting a couple of days in submitting reports to Price Settlement Authority (Zarządca Rozliczeń S.A) confirming the write -off to the Price Difference Payment Fund pursuant to the Act of 27 October 2022 on extraordinary measures aimed at limiting electricity prices and supporting certain consumers in the years 2023 - 2025 (hereinafter Allocation to the Fund). Decisions are currently expected to be issued that will conclude the ongoing proceedings in these cases. A breach of the aforementioned act may result in a fine. The Act currently stipulates that such fine may not exceed 15% of the punished entity's revenue generated in the preceding financial year, while the President of the Energy Regulatory Office, when imposing the fine, takes into account the degree of harmfulness of the act, the degree of culpability, as well as the past behavior of the entrepreneur and its financial capabilities. The President may also refrain from imposing the penalty if the degree of harmfulness of the act is negligible and the entity has ceased its breach or has fulfilled its obligation. In June 2024, the following Polenergia S.A.'s subsidiaries: - Polenergia Farma Wiatrowa Grabowo sp. z o.o., Polenergia Farma Wiatrowa 16 sp. z o.o., and Polenergia Farma Wiatrowa Piekło sp. z o.o. received interest notes from Zarządca Rozliczeń S.A. (Price Settlement Authority) issued by the Ministry of Climate and Environment for a total amount of ca. PLN 664 thousand on account of statutory interest for the untimely transfer of receivables as Allocation to the Fund. The aforementioned subsidiaries, in their exchange with the Price Settlement Authority, challenged the legal grounds for charging interest by the Ministry of Climate and Environment. As at the date of this report, the Price Settlement Authority has not taken any position regarding the Company's concerns. On 27 November 2025, Polenergia Farma Wiatrowa Grabowo sp. z o.o. and Polenergia Farma Wiatrowa 16 sp. z o.o. received, respectively, 9 and 6 decisions from the President of the Energy Regulatory Office (URE) imposing financial penalties in connection with a violation of Article 25(1) of the Act on Extraordinary Measures, due to failure to timely submit nine reports confirming a provision to the Price Difference Payment Fund for the technological start -up period of the aforementioned sources, in the total amounts of PLN 2.578 million (FW Grabowo) and PLN 0.299 million (FW 16). These decisions are not final and binding. On 11 December 2025, both companies filed appeals with the Regional Court in Warsaw – the Court of Competition and Consumer Protection, through the President of the Energy Regulatory Office, challenging each of the 15 decisions. In the companies' opinion, the settlement of electricity produced in the period prior to obtaining a general li cense and the formal commencement of business operations as an electricity generator did not constitute a basis for the calculation of the Allocation to the Fund, and consequently the Companies were not required to submit reports in this regard. Until a fi nal and binding judgment is issued, the companies shall not be obligated to pay penalties. Proceedings concerning the same matter involving Polenergia Farma Wiatrowa Piekło sp. z o.o. and Polenergia Farma Wiatrowa 3 sp. z o.o. have not yet been concluded — should the President of the Energy Regulatory Office issue decisions imposing fines, the aforementioned companies plan to file appeals with the Regional Court in Warsaw —t he Court of Competition and Consumer Protection. On 31 March 2026, the District Court in Lublin, Lublin-West Civil Division VI, in electronic writ-of-payment proceedings, case no. VI NC -e 332119/26, issued a payment order requiring Polenergia Dystrybucja sp. z o.o. to pay ENEA Operator sp. z o.o. the amount of PLN 2,161,292.5 8 , plus statutory interest for
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 30 late payment in commercial transactions calculated from 13 November 2025. Polenergia Dystrybucja sp. z o.o. filed an objection to the payment order, which rendered it invalid and, as a result, led to the court dismissing the case by order dated 24 April 20 26. ENEA Operator sp. z o.o. may file an action against Polenergia Dystrybucja sp. z o.o. regarding the same claim in ordinary civil proceedings. From 15 April 2026, to 19 May 2026, the President of the Energy Regulatory Office (URE) conducted an audit of Polenergia Dystrybucja sp. z o.o. to verify the accuracy of the information and statements included in the report submitted to the Price Settlemen t Authority regarding the allocation to the Price Difference Payment Fund. The audit report identifies the amount of PLN 19,274,847.09 which allegedly represents the difference between the value of the write -off calculated by the President of the Energy Regulatory Office during the audit and the value of the write-off transferred by the company to the Price Difference Payment Fund. The company filed objections to the minutes, challenging the validity of the calculations made by the Energy Regulatory Office. On 17 June 2026, the President of the Energy Regulatory Office issued a decision requiring Polenergia Dystrybucja sp. z o.o. to transfer to the Price Difference Payment Fund account a total amount of PLN 19,274,847.09 , plus statutory interest for late payment from the date of receipt of the decision. On 10 July 2026, the Company filed an appeal against this decision with the Regional Court in Warsaw — the Court of Competition and Consumer Protection through the President of the Energy Regulatory Office, c hallenging the decision in its entirety; on the same day, it also filed a motion to stay its enforcement. The motion to stay enforcement was dismissed by a court order dated 28 July 2026. As the main grounds for its ruling, the Court noted that the text of the attached decision did not indicate that it was immediately enforceable, and that, under these circumstances, the decision would become final only once the judgment on the party’s appeal becomes final. The Court’s position differs from that of the Pres ident of the Energy Regulatory Office as communicated to market participants; consequently, there are significant legal doubts as to whether the decision is enforceable or not. The Company has taken steps to unequivocally confirm this fact. In April 2026, the President of the Energy Regulatory Office initiated proceedings under Article 28 of the Act of 10 April 1997 — the Energy Law — against the generation companies of the Polenergia Group, namely Polenergia Farma Wiatrowa 4 sp. z o.o., Polenergia Farma Wiatrowa Dębice/Kostomłoty, sp. z o.o., Polenergia Farma Wiatrowa Grabowo, sp. z o.o., Polenergia Farma Wiatrowa 1, sp. z o.o., and Polenergia Farma Wiatrowa 6 sp. z o.o., regarding the proper performance of the obligation to transfer a contribution to the Price Difference Payment Fund, including timely submission of settlement reports to the Price Settlement Authority. The companies have prepared documents confirming that they have properly performed their statutory obligations. Subsequently, in June 2026, the President of the Energy Regulatory Office notified the companies Polenergia Farma Wiatrowa Grabowo sp. z o.o., Polenergia Farma Wiatrowa Dębice/Kostomłoty sp. z o.o., Polenergia Farma Wiatrowa 1 sp. z o.o., and Polenergia Farma Wiatrowa 6 sp. z o.o. of his intention to start an audit; subsequently, in July 2026, he commenced audits of these companies pursuant to, among others, Article 49(1) of the Act of 6 March 2018 — Entrepreneurs’ Law — in the same scope, i.e., regarding the proper perf ormance of obligations arising from the Act of 27 October 2022, on extraordinary measures aimed at limiting electricity prices and supporting certain consumers in the years 2023 –2025. The companies delivered information and documents requested by the regulatory authority within the specified three-day deadline. In May 2026, the President of the Energy Regulatory Office initiated proceedings pursuant to Article 28 of the Act of 10 April 1997 — the Energy Law—against additional power generation companies from the Polenergia Group, namely Dipol. sp. z o.o., Polenerg ia Farma Fotowoltaiczna 9 sp. z o.o., Polenergia Farma Fotowoltaiczna Buk sp. z o.o., Polenergia Farma Fotowoltaiczna Sulechów sp. z o.o., Polenergia Farma Wiatrowa 16 sp. z o.o., Polenergia Farma Wiatrowa 23 sp. z o.o., Polenergia Farma Wiatrowa Piekło sp . z o.o., Polenergia Farma Wiatrowa Mycielin sp. z o.o., Polenergia Farma Wiatrowa Szymankowo sp. z o.o., Polenergia Farma Wiatrowa 3 Sp. z o.o., regarding proper performance of the obligation to transfer the Allocation to the Price Difference Payment Fund, including timely submission of settlement reports to the Price Settlement Authori ty. The companies have prepared documents confirming that they have properly performed their statutory obligations. On 17 March 2026, Polenergia Dystrybucja sp. z o.o. received a notice from the President of the Energy Regulatory Office regarding the initiation of ex officio proceedings to impose a financial penalty concerning the timeliness of issuing conditions for co nnection to the power grid. The proceedings concern eleven applications filed in 2024 for the determination of the conditions for connection to the power grid of Polenergia Dystrybucja sp. z o.o. The President of the Energy Regulatory Office demanded that the company provide information and explanations regarding the matter in question. The company complied with the demand by the specified deadline. With the letter dated 18 June 2026, the
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 31 President of the Energy Regulatory Office notified the company of the conclusion of the proceedings and informed it of the opportunity to review the evidence gathered in the case, and to make a final statement regarding the evidence and materials gathered and the demands made. Polenergia Dystrybucja sp. z o.o. submitted its final statement, in which it requested that the proceedings in question be discontinued or, alternatively, that the imposition of a fine be waived. The company is awaiting a decision on the matter. Currently, the Group’s companies are parties to three labor disputes at court, with a total value in dispute of ca. PLN 900 thousand. In two of these disputes, advanced settlement talks are underway in parallel with the court proceedings. 27. Capital expenditure As at 30 June 2026, the Group’s intention is that the aggregate capital expenditure on fixed assets in 2025 will amount in total to ca. PLN 309 million. These amounts shall mainly be allocated to projects development in the area of onshore and offshore win d power, photovoltaics, energy storage facilities and the investment program in the distribution segment. 28. Sales revenues 29. Cost according to type 30.06.2026 30.06.2025 30.06.2026 30.06.2025 - revenue from sale and distribution of electricity 1 053 050 1 433 054 465 478 745 818 - revenue from certificates of orgin 14 444 27 144 5 452 10 410 - revenue from sale of heat 4 274 17 665 - 6 630 - revenue from consulting and advisory services 16 876 13 694 8 678 7 263 - revenue from lease and operator services 615 1 210 126 733 - revenue from sale and distribution of gas 602 535 725 096 340 169 312 239 - revenue from sale of merchandise 195 247 116 90 - revenue from lease 632 323 353 87 - revenue from the capacity market and blackstart services 3 838 12 688 - 6 981 - revenue from the solar panels and heat pomps instalation 20 267 72 210 3 986 35 440 - revenue from charging services 2 910 2 013 1 479 1 172 - other 8 017 12 543 3 069 2 629 Total revenue from clients 1 727 653 2 317 887 828 906 1 129 492 - revenues from the valuation of futures contracts (707) (1 516) (1 318) (641) - revenues from CO2 emission allowances 25 522 281 - 281 Total other revenue 24 815 (1 235) (1 318) (360) Total sales revenue 1 752 468 2 316 652 827 588 1 129 132 For 6 months ended For 3 months ended 30.06.2026 30.06.2025 30.06.2026 30.06.2025 - depreciation 87 879 90 192 43 324 45 646 - materials and power consumption 12 538 42 020 639 19 176 - third party services 88 697 103 591 42 477 54 173 - taxes, duties and fees 16 452 16 665 8 539 8 268 - salaries 79 560 63 672 48 669 31 964 - social security and other benefits 13 183 11 568 7 226 6 009 - other cost by type 1 310 2 391 577 1 327 Total cost by type 299 619 330 099 151 451 166 563 - marchandise and materials sold (+) 1 345 648 1 789 949 650 573 879 794 - selling certificates of orgin 13 855 15 159 5 929 5 404 - income from granted certificates of orgin (10 803) (13 528) (4 876) (6 284) - selling expenses (-) (9 796) (29 215) (2 359) (15 098) - general overheads (-) (123 375) (96 069) (70 920) (48 108) Total cost of goods sold 1 515 148 1 996 395 729 798 982 271 For 6 months ended For 3 months ended
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 32 30. Other operating revenues 31. Other operating expenses 32. Financial income 30.06.2026 30.06.2025 30.06.2026 30.06.2025 - reversal of impairment losses, including: 6 592 10 503 4 866 4 925 - expected credit loss 3 133 6 950 3 133 3 981 - inventory remeasured impairment losses 3 459 3 553 1 733 944 - reversal of provisions, including: 393 1 282 393 1 282 - other 393 1 282 393 1 282 - other, including: 8 669 19 263 5 588 17 328 - compensation and additional payments 4 681 16 412 3 812 16 010 - grant settelment 1 798 1 631 889 827 - revenue fromlease of non-current fixed assets 52 67 1 - - gains on disposal of non financial fixed assets 64 76 - 4 - reinvoicing 38 234 11 143 - guarantees of origin 18 - 18 - - other 2 018 843 857 344 Total other operating revenues 15 654 31 048 10 847 23 535 For 6 months ended For 3 months ended 30.06.2026 30.06.2025 30.06.2026 30.06.2025 - asset impairment losses, including: 490 93 569 68 93 470 - expected credit loss 490 159 68 60 - inventories - 1 144 - 1 144 - non-current fixed assets and goodwill - 92 266 - 92 266 - other, including: 8 084 3 910 7 631 3 009 - penalties, fines compensation payable 2 709 8 2 709 6 - compensation - 1 - 1 - donation 1 922 626 1 743 536 - loss on disposal of non-financial fixed assets 1 37 1 27 - complaints,compensation 43 221 12 103 - other 3 409 3 017 3 166 2 336 Total other operating costs 8 574 97 479 7 699 96 479 For 6 months ended For 3 months ended 30.06.2026 30.06.2025 30.06.2026 30.06.2025 - financial income from interest on deposit and loans 24 560 24 013 12 061 11 063 - f/x differences, including: 9 070 54 767 (193) - unrealized 9 442 78 896 (37) - realized (372) (24) (129) (156) - valuation of financial liablities 53 44 53 44 - other surety - related fees 17 772 8 509 9 047 3 386 - other 178 100 94 56 Total financial revenue 51 633 32 720 22 022 14 356 For 6 months ended For 3 months ended
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 33 33. Financial expenses *) refers to bank loans measured at amortized cost In the period ended 30 June 2025 the item: commissions and other fees includes a fee related to the conclusion of conditional hedging transactions under the Deal Contingent Hedge formula (PLN 30.8 million), the purpose of which was to mitigate the risk of interest rate volatility in the offshore wind farm projects Bałtyk II and Bałtyk III. The conclusion of the aforementioned hedging transactions allowed the Company to significantly reduce the level of additional equity contributions to the implemented offshore wind farm projects, with the ensuing benefits by far exceeding the related transaction costs incurred. 34. Liquidity risk The Group monitors the risk of its funds being insufficient to pay liabilities as they fall due through periodic liquidity planning. Such tool takes into account the maturities of investments and financial assets (e.g. accounts receivable, other financial assets) and forecast cash flows from operating activities. The Group aims at balancing the continuity and flexibility of financing by using diverse funding sources, including overdrafts, bank loans, borrowings, bonds and lease contracts. The table below shows the Group’s financial liabilities by maturity as at 30 June 2026 and 31 December 2025, in terms of undiscounted contractual payments. 30.06.2026 30.06.2025 30.06.2026 30.06.2025 - interest expenses 102 515 99 700 51 193 52 676 - f/x differences, including: 94 3 457 13 (15 539) - unrealized 3 4 019 3 (6 796) - realized 91 (562) 10 (8 743) - commission an other fees 4 829 41 098 2 304 37 414 - financial costs due to discounting 3 146 2 972 1 630 1 538 - write-down of financial assets 109 - (1) - - measurement of financial liabilities *) 1 881 2 193 743 1 250 - cost of sureties and guarantees 13 524 - 8 206 - - cost of obtaining financing 33 - 19 - - other 51 566 (143) 284 Total financial cost 126 182 149 986 63 964 77 623 For 6 months ended For 3 months ended Bonds - 55 135 885 270 - 940 405 Interest bearing loans and borrowings 45 038 321 603 1 617 323 821 804 2 805 768 Other liabilities 227 023 22 206 49 899 35 369 334 497 Liabilities for deliveries and sevices 65 432 - - - 65 432 Lease liabilities 6 177 25 337 116 107 311 667 459 288 Up to 3 months From 3 months to 12 months From 1 year to 5 years In excess of 5 years Total30.06.2026 Bonds - 55 640 912 740 - 968 380 Interest bearing loans and borrowings 70 328 263 946 1 675 510 910 964 2 920 748 Other liabilities 200 529 23 348 58 280 33 113 315 270 Liabilities for deliveries and sevices 107 099 - - - 107 099 Lease liabilities 18 229 8 642 99 670 300 543 427 084 In excess of 5 years TotalUp to 3 months From 3 months to 12 months From 1 year to 5 years31.12.2025
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 34 35. Restricted cash As at 30 June 2026, the cash in the Escrow bank account has been presented as a long -term financial asset, as current plans provide for applying those funds for equity cure in subsidiaries no sooner than within 12 months. 36. Information on significant transactions with associates Major transactions with jointly controlled entities in the period ended 30 June 2026 include: Major transactions with associates in the period ended on 30 June 2026 include: 30.06.2026 30.06.2025 - cash frozen for loan repayment 104 785 108 471 - cash frozen in Escrow account 531 852 525 117 - frozen cash for deposit 49 245 34 703 - frozen cash - split payment 15 261 14 604 - frozen cash - social benefit fund 696 323 Total 701 839 683 218 Restricted cash For 6 months ended 30.06.2026 Sales revenues Financial income Receivables MFW Bałtyk I S.A. 5 273 462 3 568 MFW Bałtyk II Sp. z o.o. 4 344 6 498 8 247 MFW Bałtyk III Sp. z o.o. 4 340 10 572 17 133 Wind Farm Four S.R.L 3 408 1 542 6 415 Total 17 365 19 074 35 363 30.06.2026 Sales revenues Costs Receivables Libilities Krucza Inwestycje Sp. z o.o. 111 3 624 4 - Beyond.pl Sp. z o.o. - 147 - 6 Master BIF IV UK Holdings Ltd - 3 149 - 1 584 Tortoli Sp. z o.o. 68 - - - dFlights Sp. z o.o. - 776 - - Beyond Solutions Sp. z o.o. - 312 - - Inner House Jacek Santorski - 204 - - Mansa Investments Sp. z o.o. 24 3 955 - 2 424 Corera Sp. z o.o. 17 1 361 21 764 Total 220 13 528 25 4 778
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 35 37. Information on the total amount of remuneration and awards (in cash or in kind) paid or payable to members of the managing and supervising authorities of the parent In the period ended 30 June 2026 and in the year ended 31 December 2025, remuneration of members of the Management Board of the Parent and of the Supervisory Board was as follows: The remuneration of members of the Management Board includes the base salary under employment, their functions, bonuses and additional monetary or non-monetary benefits such as private medical care package, motor insurance policy, a company car, hotel accommodation and commuting expenses. Certain members of the Management Board are parties to a mutual agreement with a notice period of 9–12 months. If a Management Board member being party to such agreement resigns, the Company is required to pay a non -compete compensation equal to 100% of the remuneration received by such Management Board member over the last 9-12 months. Information regarding benefits for key management personnel related to other long -term benefits On 19 December 2025, the Supervisory Board of the Company adopted resolutions to approve amendments to the Bonus System Regulations for the Management Board of Polenergia Spółka Akcyjna concerning the rules of the new long-term incentive plan ("LTIP", “Long Term Incentive Plan for Top Executives”) and to grant individual members of the Company's Management Board (i.e., (i) the President of the Management Board (CEO), (ii) the First Vice -President of the Management Board (CDO), and (iii) the Second Vice -President of the Management B oard (CFO)) entitlements to a multi - year bonus under the first tranche of the LTIP. The abovementioned resolutions became effective on 15 January 2026, i.e. On the day the Company’s General Meeting passed the resolution on the amendments to the Remuneratio n Policy for Members of the Management Board and the Supervisory Board of the company Polenergia S.A. (“Remuneration Policy”). The Company’s Management Board reported on the above in Report No. 67/2025 dated 19 December 2025, and Report No. 2/2026 dated 15 January 2026, respectively. Under the LTIP, the Supervisory Board may grant members of the Issuer's Management Board the right to receive a long-term bonus in the form of cash payments ("Long -Term Bonuses") for individual LTIP tranche periods of up to four years that may become payab le provided that the commercial business objectives of the Polenergia Group specified by the Supervisory Board for the relevant LTIP tranche are achieved and that the recipients remain employed by the Company during the applicable LTIP tranche period. The LTIP also provides for the possibility of being granted a Long-Term Bonus should a change Management Board 30.06.2026 31.12.2025 Adam Purwin 3 989 8 193 Andrzej Filip Wojciechowski 3 197 7 999 Piotr Sujecki 2 825 3 219 Łukasz Buczyński - 1 971 Total 10 011 21 382 Supervisory Board 30.06.2026 31.12.2025 Orest Nazaruk 22 84 Szymon Adamczyk 19 72 Piotr Ciżkowicz 31 108 Mikołaj Franzkowiak - 43 Jacek Santorski 35 27 Marcin Murawski 17 - Michał Wosik 15 - Total 139 334
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 36 of control of the Company occur; in such event, the conditions of the Long-Term Bonus will be indirectly or directly linked to the long-term increase in the Company's share value. The first tranche of the LTIP ("First Tranche of the LTIP") covers the period since March 2024 until February 2028 and is linked to the members of the Company’s Management Board remaining in the Company’s employment during that period and contingent upon the fulfillment of commercial objectives related to the Polenergia Group’s investments commenced in the Bałtyk 2 and Bałtyk 3 offshore wind power projects, new investments in onshore renewable energy projects, and the implementation of other strategic options that will generate additional value for shareholders ("Business Objectives"). The Business Objectives are aligned with the Polenergia Group Strategy 2030 disclosed in the Issuer's current report No. 15/2025 dated 25 March 2025. If the business objectives are met at the targeted level and all members of the Management Board remain employed through the end of the first tranche of the program, the total gross cost of the bonuses, before accounting for the deductions provided for in the program for certain bonus components paid in the past, will amount to PLN 55,188,790. If, during the period covered by the program, any events occur that result in a change of control over the Company, the objectives related to increasing the value of the Company’s shares to the target level are met, and a member of the Management Board remains employed as at the date of the change of control, the total gross cost of bonuses for all members of the Management Board (before deductions) will amount to PLN 82,783,185. Further details regarding the established incentive program are included in current reports No. 67/2025 dated 19 December 2025, and No. 2/2026 dated 15 January 2026 – with regard to the portions of the Long -Term Bonuses denominated in EUR, thei r PLN equivalents were used to illustrate the above amounts, based on the average exchange rate of the National Bank of Poland (NBP) as at 19 December 2025, i.e., the day on which the Supervisory Board adopted resolutions granting individual members of the Management Board eligibility for long-term bonuses. In connection with the adoption of the long -term incentive plan for top executives, as at 30 June 2026 the Company recognized, in accordance with applicable accounting standards, a provision for expenses in the amount of PLN 16.96 million. For the purpose of calculating this amount, the following key assumptions were made: • The projected level of accomplishment of the objective related to the offshore wind energy projects under implementation as at the balance sheet date of 30 June 2026, was determined based on calculations and an assessment of the progress toward such objective, as at the balance sheet date, conducted at the level of the project companies responsible for implementing said projects. • The projected level of accomplishment of the objective related to new investments in onshore renewable energy projects as at the balance sheet date of 30 June 2026, was determined solely on the basis of the current certainty of implementation and progress of these projects (without any regard to the potential resulting from ongoing and planned new investment initiatives). • All members of the Management Board participating in the program will remain employed throughout the entire duration of the first tranche of the LTIP long-term incentive program. • The rate of the period completed amounting to 58% (28 months completed as at the balance sheet date out of 48 months for the designated period of the program’s first tranche). 38. Material events after the reporting date On 14 August 2026, the Company received a letter of resignation from Dr. hab., Prof. Piotr Bartosz Ciżkowicz of SGH from the Company’s Supervisory Board and from his position as a member of the Company’s Supervisory Board. The resignation was submitted effective as at 14 August 2026, end of day. The resignation contains no information about the reasons for its submission. On 26 August 2026, Mr. Rafał Plutecki was appointed member of the Company’s Supervisory Board. On 17 July 2026, Polenergia Farma Fotowoltaiczna Sulechów Sp. z o.o. signed a Consent and Amendment Letter with ING Bank Śląski S.A. to the investment loan agreement dated 22 October 2019, under which the company agreed, among others, to make a prepayment on the loan in the amount of 2,474 k PLN. On 22 July 2026, the company prepaid the loan in the aforementioned amount, resulting in a change to the loan repayment schedule.
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Polenergia S.A. Group Interim condensed consolidated financial statements for the 6-month period ended 30 June 2026 (PLN thousand) 37 On 14 September 2026, Polenergia Obrót signed an amendment to its loan agreement with Pekao extending the financing period by one year, i.e., until 30 September 2027.