Ignitis grupe: Ignitis Group has agreed to sell 49% of its shares in Vilnius CHP

AB "Ignitis grupe" (hereinafter - the Group) informs that on 24 February 2026, as part of its asset rotation program and in order to ensure proper implementation of the decision of the European Commission (hereinafter - the EC), it has agreed with Quaero European Infrastructure Fund III, a fund managed by Quaero Capital SA (hereinafter - Quaero Capital), on the sale of a 49% stake in UAB Vilniaus kogeneracine jegaine (hereinafter - Vilnius CHP) managed by the Group. This is one of the largest foreign direct investments in Lithuania over the last few years.

Quaero Capital SA is an independent fund management company with headquarters in Geneva and offices in Paris, Zurich, Luxembourg and London. Quaero Capital manages EUR 3.8 billion of assets notably in energy, water, social, digital, telecom and transportation projects throughout Europe, including the Baltic States. Quaero Capital is a long-term infrastructure investor backed by key institutional investors such as pension funds, insurance companies, and the European Investment Bank.

Under the terms of the agreement, the value of 100% of Vilnius CHP's equity amounts to EUR 244 million. The value of 49% of Vilnius CHP's shares acquired by Quaero Capital amounts to EUR 120 million. It consists of EUR 110 million fixed and EUR 10 million conditional (earn-out) payment, which depends on Vilnius CHP performance. In total, the Group has invested EUR 52 million into Vilnius CHP equity. After the completion of the transaction, the Group will continue to retain control of Vilnius CHP, holding 51% of the shares.

The Group also informs that on the basis of the cooperation agreement signed on 29 May 2017 between Vilnius City Municipality, the Group (then AB "Lietuvos energija") and AB "Miesto gijos" (then AB "Vilniaus šilumos tinklai"), the Group has agreed to sell one share of Vilnius CHP to AB "Miesto gijos".

The share purchase and sale agreements are expected to be signed by the end of March 2026, after receiving the approval of the General Meeting of Shareholders of the Group to transfer the shares in Vilnius CHP. It will take place on 25 March 2026 (link). Transactions are expected to be completed in the second quarter of 2026, subject to regulatory approvals from Lithuanian and Latvian authorities and other closing conditions.

Vilnius CHP project was accomplished with the Group's own and European Union funds, as well as borrowed funds from banks. The EC has allocated EUR 138 million support for this project. The EC decision on granting investment aid for the construction of a high-efficiency cogeneration plant in Vilnius provided that the sale of 49% of Vilnius CHP's shares to a private investor should be started within six months after the completion of the power plant construction project. The construction project of Vilnius CHP was completed on 23 May 2024. In accordance with the EC requirement, the process of selling up to 49% of the shares of Vilnius CHP was initiated (link). The sale was carried out in accordance with the policy of selling shares or part thereof of the Group's subsidiaries (link).

This transaction is an important milestone in the Group's asset rotation program, which is in line with Group's strategic directions. The capital raised during this transaction will contribute to the further development of Green Capacities and Networks, while having a positive impact on the Group's leverage metrics.

Vilnius CHP converts the municipal waste remaining after sorting and unsuitable for recycling, as well as biomass, into heat and electricity. It is one of the most advanced plants in Europe and contributes to strengthening the region's waste management system. It also significantly reduces fossil fuel use in the capital city and ensures lower, more stable and competitive heat prices.

The total power capacity of Vilnius CHP is 93 MW, and the heat capacity is 239 MW. The plant can cover about half of the annual central heating demand in Vilnius and provide electricity to around 230,000 households.

The information provided in this announcement does not affect the Group's Adjusted EBITDA and Investments guidance for 2026.

For additional information, please contact:

Communication
Valdas Lopeta
[phone]
[e-mail]

Investor Relations
Aine Riffel-Grinkeviciene
+370?643 14925
[e-mail]