DGAP-News: Photon Energy Group Increases Green Bond to EUR 55 Million with the EBRD

Inside information pursuant to Article 17 MAR (public disclosure)

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Photon Energy Group Increases Green Bond to EUR 55 Million with the EBRD

- The Company has increased its 6.50% Green EUR Bond 2021/2027 by EUR 5 million to the new nominal value of EUR 55 million; the increase was fully placed with the European Bank for Reconstruction and Development (EBRD' as a long-term investor to the bond issuance.

- The Company decided to increase the nominal value of the Bondas a result of its well-received exchange offer - oversubscribed by over EUR 5 million - aswell as the interest of numerous private and institutional investors across Europe, which could only be satisfied by a significant reduction of the allocation to the EBRD.

- The net proceeds of the Bond placement will be used to finance the development and construction of its proprietary portfolio of photovoltaic power plants, enabling the Company to make further significant contributions to an environmentally friendly future.

Amsterdam - 29 November 2021 - Photon Energy N.V. (WSE&PSE: PEN, FSX: A1T9KW) ('Photon Energy Group', the 'Company' or the 'Issuer') has announced that it has successfully placed the increase of its first 6.50% Photon Energy Green EUR Bond 2021/27 (ISIN: DE000A3KWKY4) (the 'Bond') in the maximum amount of EUR 55 million. The increased nominal value of EUR 5 million to the maximum amount has been fully placed with the European Bank for Reconstruction and Development ('EBRD').

The Company decided to increase the initial EUR 50 million nominal value of the Bond to EUR 55 million as a result of the overwhelming success of its exchange offer, which was oversubscribed by over EUR 5 million, as well as the strong interest of numerous private and institutional investors across Europe, which could only be satisfied by significantly reducing the allocation to EBRD in the placement of the bond.

'We were pleased and surprised by the overwhelming acceptance of the exchange offer, which exceeded our expectations by more than EUR 5 million and clearly demonstrated the solid confidence of our long term investors in our business model. Due to this higher acceptance ratio we could place only fewer bonds for the additional funding of new projects, for which we had additional strong interest from numerous private and institutional investors across Europe, which we could only satisfy by significantly reducing the allocation to the EBRD,' said Clemens Wohlmuth, CFO of Photon Energy Group. He continued: 'This second step of a bond increase will allow us to secure additional funding for new projects and allocate additional bonds to the EBRD as a long term investor,' he added.

The Bond - with a nominal value of EUR 55 million, a maturity in 2027 and an interest rate of 6.50% p.a., paid quarterly - was confirmed by imug | rating with regard to its sustainability in a Second Party Opinion and started trading on the Open Market of the Frankfurt Stock Exchange on 23 November 2021.

Bankhaus Scheich Wertpapierspezialist AG, Frankfurt am Main, acted as Sole Global Coordinator and Bookrunner of the bond placement. Multinational law firm Pinsent Masons acted as legal advisor on the transaction.

The Company intends to use the net proceeds of the Bond placement to finance or refinance, in part or in whole, new and/or existing eligible assets, as well as financial instruments that were used to finance such projects or assets, in accordance with the Green Finance Framework, enabling Photon Energy Group to make a significant contribution to an environmentally friendly future.

Learn more about Photon Energy Group's Green EUR Bond 2021/27 here.

About Photon Energy Group - photonenergy.com

Photon Energy Group delivers solar energy and clean water solutions around the world. Its solar power services are provided by Photon Energy; since its foundation in 2008, Photon Energy has built and commissioned solar power plants with a combined capacity of over 110 MWp and has power plants with a combined capacity of 89.3 MWp in its proprietary portfolio. It is currently developing projects with a combined capacity of over 890 MWp in Australia, Hungary, Poland and Romania and provides operations and maintenance services for over 330 MWp worldwide. The group's second major business line, Photon Water, provides clean water solutions including treatment and remediation services, as well as the development and management of wells and other water resources. Photon Energy N.V., the holding company for Photon Energy Group, is listed on the Warsaw, Prague and Frankfurt Stock Exchanges. The company is headquartered in Amsterdam, with offices across Europe and in Australia.

Media Contact

Martin Kysly
Head of Marketing and Corporate Communications
Tel. +420 774 810 670
E-mail: martin.kysly@photonenergy.com

Investor Relations Contact

Emeline Parry
Investor Relations & Sustainability Manager
Tel. +420 702 206 574
E-mail: emeline.parry@photonenergy.com

Disclaimers

This publication is an advertisement.

This communication constitutes neither an offer to sell nor a solicitation to buy securities. The public offering (in Germany, Austria and Luxembourg) will be made solely by means of, and on the basis of, a securities prospectus which is to be published. An investment decision regarding the publicly offered securities of Photon Energy N.V. should only be made on the basis of the securities prospectus. The securities prospectus will be published promptly upon approval by the CSSF, and will be available at no charge on www.photonenergy.com.

This announcement is for informational purposes only and does not constitute an offer to buy, sell, exchange or transfer any securities, or the solicitation of an offer to buy any securities of Photon Energy N.V. in the United States of America or any other jurisdiction. There will be no public offering of securities of Photon Energy N.V. The securities of Photon Energy N.V. referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold in the United States absent registration under the Securities Act. Neither Photon Energy N.V. nor any other party to the transaction described herein intends to register the securities described herein under the Securities Act or with any securities regulatory authority of any state or other jurisdiction in the United States of America in connection with this announcement.

In the United Kingdom, such information may be distributed only and is directed only at (i) professional investors within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) high net worth companies falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to herein as "Relevant Persons"). The securities are available only to Relevant Persons and any invitation, offer or agreement to subscribe for, purchase or otherwise acquire such securities will be engaged in only with Relevant Persons. Any person who is not a Relevant Person should not act or rely on this announcement or its contents.

Subject to certain exceptions under the Securities Act, the securities referred to in this announcement may not be offered or sold in Australia, Canada or Japan, or to or for the account of persons resident in Australia, Canada or Japan.

Neither Photon Energy N.V. nor any of its affiliates has taken any action that would permit a public offering of the securities or the possession or distribution of this announcement or any other offer or solicitation in connection with the securities in any jurisdiction where such action is required. Accordingly, in Member States of the European Economic Area ("EEA") other than the Federal Republic of Germany, the Republic of Austria and the Grand Duchy of Luxembourg, this announcement is directed only at persons who are "qualified investors" within the meaning of Article 2(e) of Regulation (EU) 2017/1129.

This announcement contains forward-looking statements that are subject to certain risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to various factors, including changes in business, economic and competitive conditions, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings and the availability of financing. Photon Energy N.V. assumes no responsibility to update any forward-looking statements contained in this release.

Information for Distributors

Pursuant to EU product governance requirements, the corporate bonds have been subject to a product approval process, under which each distributor has determined that such bonds are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II. Any distributor subsequently offering the corporate bonds is responsible for undertaking its own target market assessment in respect of the corporate bonds and determining appropriate distribution channels.