Lithuanian electricity transmission operator LITGRID AB (business ID 302564383, registered office address A. Juozapavičiaus g. 13, LT-09311, Vilnius, Lithuania), informs that on 6th of November 2019 the opinion of The Audit Committee of the holding company UAB EPSO-G was received regarding the intended UAB “TETAS“ 100 percent shares sales and purchase transaction between UAB “EPSO-G“ and LITGRID AB. In the opinion of the Audit Committee:

(i) The Transaction is in line with market conditions (price of purchase of 100 percent shares of TETAS is set based on market valuation report by an independent valuer of LITGRID choice);

(ii) The Transaction is fair and reasoned by shareholders of LITGRID, which are not a party of this Transaction, because: (i) ensures that LITGRID will concentrate to the main activities and implementation of strategic projects; (ii) potential conflict of interests between LITGRID as a contractor and sole shareholder and TETAS will be prevented; (iii) loan subordination agreement concluded between LITGRID and TETAS will expire after concluding the Transaction and the financial risks for LITGRID will decrease; (iv) the Transaction will be concluded in accordance with the provisions of Article 77.9 of 6 June 2012 Resolution No 665 “Regarding Approval of Description of Procedure for the Implementation of State Property and Non-property Rights in State-Owned Enterprises” of Government of the Republic of Lithuania.

The Board of LITGRID AB shall consider conclusion of the agreement and convocation of the General shareholders meeting on the 7th of November 2019.

Part 6 of the article 37(2) of the Law on Companies of the Republic of Lithuania establishes that the company is obliged to enable the shareholders to familiarize with this opinion at the registered office of the company. At the request of the Shareholder by written or electronic means, at the latest within 3 days from the receipt of the request, the Company shall send a copy of this opinion to the Shareholder by signing or send by registered mail or by electronic means if the security of the transferred information is ensured and the Shareholder's identity can be established. The Shareholder can also get acquainted with the opinion received at the head office of the Company at A. Juozapavičiaus g. 13, Vilnius, during the Company's working hours, by sending an acknowledgment of receipt to the telephone or e-mail address below within 1 business day.

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• EPSO-G-TETAS -AK-PR - EN