Romgaz S Regulatory News (SNGR)

CURRENT REPORT

In compliance with Law no. 24/2017 regarding Issuers of Financial Instruments and Market Operations and A.S.F. Regulation no. 5/2018

Report date: September 30, 2021

Company name: Societatea Nationala de Gaze Naturale ROMGAZ S.A.

Address: Medias, 4 Constantin I. Motas Square, Sibiu County - Romania, 551130

Phone/fax no: 004-0374-401020 / 004-0269-846901

Fiscal Code: RO14056826

LEI Code: 2549009R7KJ38D9RW354

Trade Register registration number: J32/392/2001

Subscribed and paid in share capital: 385,422,400 RON

Regulated market where the issued securities are traded: Bucharest Stock Exchange (BVB), London Stock Exchange (LSE)

Significant event to be reported:

· The intention of contracting financing for the acquisition of shares issued by ExxonMobil Exploration and Production Romania Limited

Considering the press articles published in the media in relation to S.N.G.N. Romgaz SA contracting a loan for financing the transaction with ExxonMobil Exploration and Production Romania Holdings Ltd. (https://www.zf.ro/companii/energie/romgaz-ia-un-credit-de-350-milioane-de-euro-pentru-a-finanta-20275176, https://www.mediafax.ro/economic/strategia-de-extragere-a-gazelor-din-marea-neagra-romgaz-ia-un-credit-de-350-mil-euro-pentru-a-cumpara-participatia-americanilor-de-la-exxon-20275820), we hereby state as follows:

In the context of the exclusive negotiations with ExxonMobil Exploration and Production Romania Holdings Ltd. with respect to the acquisition of all shares issued by (representing 100% of the share capital of) ExxonMobil Exploration and Production Romania Limited which holds 50% of the rights and obligations under the Concession Agreement for petroleum exploration, development and production in XIX Neptun Deep Block, event which was made public in the past, S.N.G.N. Romgaz SA initiated a non-binding process for S.N.G.N. Romgaz SA with a view to obtain offers for financing in amount of Lei 1.6 billion or Euro equivalent for the purpose of covering a portion of the aforementioned transaction price and current working capital of S.N.G.N Romgaz SA.

The contracting of the financing for which S.N.G.N Romgaz SA is in process of obtaining and assessing the offers from banks is subject to the following:

(i) completion of the negotiations with ExxonMobil Exploration and Production Romania Holdings Ltd. of the transaction with respect to the acquisition of all shares issued by (representing 100% of the share capital of) ExxonMobil Exploration and Production Romania Limited;

(ii) approval of the transaction by S.N.G.N. Romgaz SA General Meeting of Shareholders and the signing of the transaction documents;

(iii) approval by S.N.G.N. Romgaz SA General Meeting of Shareholders of the contracting of the loan agreement.

The price offered by S.N.G.N. Romgaz SA for the acquisition of all shares issued by (representing 100% of the share capital of) ExxonMobil Exploration and Production Romania Limited is confidential, being subject to the completion of the negotiation of the transaction documents, the approval of the transaction by S.N.G.N. Romgaz SA General Meeting of Shareholders, the signing of the transaction documents according to the legal and statutory provisions, as well as by ExxonMobil Exploration and Production Romania Holdings Ltd. obtaining the corporate approvals and by the fulfillment of the contractual conditions and will be brought to the shareholders' knowledge on the date the S.N.G.N. Romgaz SA General Meeting of Shareholders will be convened.

Chief Executive Officer,

Aristotel Marius JUDE