Q2 2026 S.C. Fondul Proprietatea SA Earnings Call

August 17, 2026

Speaker #1: Ladies and gentlemen, thank you for standing by. My name is Krista, and I'll be your conference operator today. At this time, I would like to welcome everyone to the Fondul Proprietatea First Half 2026 Results Conference Call.

Operator: Ladies and gentlemen, thank you for standing by. My name is Krista, and I will be your conference operator today. At this time, I would like to welcome everyone to Fondul Proprietatea H1 2026 results conference call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question at that time, simply press star then the number one on your telephone keypad. If you would like to withdraw your question, again, press star one. If you would like to ask a web question, please type your question in the question box and press enter to submit. Thank you. I would now like to turn the conference over to Daniel Naftali, Portfolio Manager. Daniel, please go ahead.

Speaker #1: All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question-and-answer session. If you would like to ask a question at that time, simply press star, then the number 1 on your telephone keypad.

Speaker #1: And if you would like to withdraw your question, again, press star 1. If you would like to ask a web question, please type your question in the question box and press Enter to submit.

Speaker #1: Thank you. I would now like to turn the conference over to Daniel Neftali, Portfolio Manager. Daniel, please go ahead.

Speaker #2: Thank you. Good afternoon, and welcome, everyone, to our conference call to discuss the H1 2026 results and the July 2026 NAV developments. I am Calin Metes, Portfolio Manager.

Daniel Naftali: Thank you. Good afternoon and welcome everyone to our conference call to discuss the H1 2026 results and the July 2026 NAV developments. Călin Meteș, Portfolio Manager, Catalina Cadaru, Head of Financial Reporting, and I are pleased to host today's call. The H1 2026 results report can be found on the fund's website in the financial results section. The presentation that we will be discussing is available on our website, fondulproprietatea.ro in the investor relations calls section. After the presentation, we will have a 30-minute Q&A session. As a reminder, this conference call is being recorded, and the recording will be available on the fund's website after the call. That being the agenda, I would like to start with slide 2 of the presentation where we highlight the key facts about the fund.

Daniel Naftali: Thank you. Good afternoon and welcome everyone to our conference call to discuss the H1 2026 results and the July 2026 NAV developments. Călin Meteș, Portfolio Manager, Cătălin Cădaru , Head of Financial Reporting, and I are pleased to host today's call. The H1 2026 results report can be found on the fund's website in the financial results section. The presentation that we will be discussing is available on our website, fondulproprietatea.ro in the investor relations calls section. After the presentation, we will have a 30-minute question-and-answer session. As a reminder, this conference call is being recorded, and the recording will be available on the fund's website after the call. That being the agenda, I would like to start with slide two of the presentation where we highlight the key facts about the fund.

Speaker #2: Catherine Kadaru, Head of Financial Reporting, and I are pleased to host today's call. The H1 2026 results report can be found on the fund's website in the Financial Results section, and the presentation that we will be discussing is available on our website at fonduproprietatea.ro in the Investor Relations Call section.

Speaker #2: After the presentation, we will have a 30-minute Q&A session. As a reminder, this conference call is being recorded, and the recording will be available on the fund's website after the call.

Speaker #2: That being the agenda, I would like to start with slide 2 of the presentation, where we highlight the key facts about the fund. At the end of July, the fund's NAV was RON 2.67 billion, or $0.59 billion, and the NAV per share reached RON 0.9049, or $0.1985.

Daniel Naftali: At the end of July, the fund's NAV was RON 2.67 billion or $0.59 billion, and the NAV per share reached RON 0.9049 or $1985. On the right-hand side, you can see the evolution of the fund's adjusted share price and the discount since the fund's listing in January 2011. As at Friday's close, the fund was trading at a discount of 331.6% for the shares. On slide 3, we present the fund shareholder structure at the end of July with no major changes since our last results conference call in May 2026. On slide 4, we show a summary of the NAV and share price performance since 2011 and the evolution of funds average annual discount on the BVB stock exchange. The NAV per share total return in H1 2026 was 14%, while the total return for the local shares was 13.6%.

Daniel Naftali: At the end of July, the fund's NAV was RON 2.67 billion or $0.59 billion, and the NAV per share reached RON 0.9049 or $1.985. On the right-hand side, you can see the evolution of the fund's adjusted share price and the discount since the fund's listing in January 2011. As at Friday's close, the fund was trading at a discount of 331.6% for the shares. On slide three, we present the fund shareholder structure at the end of July with no major changes since our last results conference call in May 2026. On slide four, we show a summary of the NAV and share price performance since 2011 and the evolution of funds average annual discount on the BVB stock exchange. The NAV per share total return in H1 2026 was 14%, while the total return for the local shares was 13.6%.

Speaker #2: On the right-hand side, you can see the evolution of the fund's adjusted share price and the discount since the fund's listing in January 2011.

Speaker #2: As of Friday's close, the fund was trading at a discount of 31.6% for the shares. On slide 3, we present the fund's shareholder structure at the end of July, with no major changes since our last results conference call in May 2026.

Speaker #2: On slide 4, we show a summary of the NAV and share price performance since 2011, and the evolution of the fund's average annual discount on the Bucharest Stock Exchange.

Speaker #2: The NAV per share total return in H1 2026 was 14%, while the total return for the local shares was 13.6%. For the first seven months of the year, the NAV per share total return was 13.9%, while the total return for the local shares was 12.5%.

Daniel Naftali: For the first seven months of the year, the NAV per share total return was 13.9%, while total return for the local shares was 12.5%. In the following section, we would like to provide an update on the fund's portfolio. On slide 6, we show the portfolio structure as at the end of July. 87.3% were in unlisted components, 44.4% in listed equities, and 8.3% in net cash and receivables. Net cash and receivables position as of the end of July was $48.5 million. On slide 7, we present the main portfolio companies end of July, representing 89% of the fund's NAV. On slide 8, we present an overview of the NAV evolution during the first six months of the year.

Daniel Naftali: For the first seven months of the year, the NAV per share total return was 13.9%, while total return for the local shares was 12.5%. In the following section, we would like to provide an update on the fund's portfolio. On slide six, we show the portfolio structure as at the end of July. 87.3% were in unlisted components, 44.4% in listed equities, and 8.3% in net cash and receivables. Net cash and receivables position as of the end of July was $48.5 million. On slide seven, we present the main portfolio companies end of July, representing 89% of the fund's NAV. On slide eight, we present an overview of the NAV evolution during the first six months of the year.

Speaker #2: In the following section, we would like to provide an update on the fund's portfolio. On slide 6, we show the portfolio structure as of the end of July: 87.3% was in unlisted companies, 4.4% in listed equities, and 8.3% in net cash and receivables.

Speaker #2: Net cash unreceivables positioned as of the end of July was $48.5 million. On slide 7, we present the main portfolio companies as of the end of July, representing 89% of the fund's NAV.

Speaker #2: On slide 8, we present an overview of the NAV evolution during the first six months of the year. Fondul Proprietatea's equity portfolio increased by 11.1% to 2.45 billion, compared to the end of December 2025, mainly driven by the strong appreciation of Bucharest Airport and Constanța Port, which more than offset the modest decline recorded by Salom and other holdings.

Daniel Naftali: Fondul Proprietatea's equity portfolio was increased by 11.1% to RON 2.45 billion, compared to end of December 2025, mainly driven by the strong appreciation of Bucharest Henri Coandă International Airport and Constanța Port, which more than offset the modest decline caused by Salrom and other holdings. On slide 9, we present the H1 2026 figures for Bucharest Henri Coandă International Airport. On the financial side, we note operating revenues increasing by 6.6% to RON 815 million. Operating results reaching RON 397.9 million from RON 392.4 million during the similar period of the previous year. Net income was RON 373.6 million, up 5% year on year. During the same period, traffic reached 8.5 million passengers, an increase of 5% year on year, while revenues growth continued to outperform it. Profitability improved in line with overall traffic trend. Well, concerning the new terminal project, we have some updates considering the capacity constraints on the current infrastructure at Henri Coandă International Airport.

Speaker #2: On slide 9, we present the H1 2026 figures for Bucharest Airport. On the financial side, we note operating revenues increasing by 6.6%, to 815 million RON.

Speaker #2: Operating results reached 397.9 million, up from 392.4 million during the same period of the previous year. Net income was 373.6 million, up 5% year on year.

Daniel Naftali: Net income was RON 373.6 million, up 5% year on year. During the same period, traffic reached 8.5 million passengers, an increase of 5% year on year, while revenues growth continued to outperform it. Profitability improved in line with overall traffic trend. Well, concerning the new terminal project, we have some updates considering the capacity constraints on the current infrastructure at Henri Coandă International Airport.

Speaker #2: During the same period, traffic reached 8.5 million passengers, an increase of 5% year on year, while revenue growth continued to outperform it.

Speaker #2: Profitability improved in line with the overall traffic trend. Regarding the new terminal project, we have some updates, given the capacity constraints of the current infrastructure at Henri Coandă International Airport.

Speaker #2: The most important midterm development project would be the construction of a second terminal at this location. The public tender for consulting services, referring to design services for studies, concept detail design, and technical assistance for airport infrastructure, was awarded to a consortium led by Leviathan Group.

Daniel Naftali: The most important midterm development project would be the construction of a second terminal at this location. The public tender for consultancy services referring to design, services for studies, concept detail design, and technical assistance for airport infrastructure was awarded to a consortium led by Leviatan Group. The contract envisages two years for the design phase, 3.5 years for technical assistance during the execution phase, and five years of technical assistance for the guarantee period. According to the tender documentation, the new terminal could have a surface of 176,000 square meters, almost twice the surface of the existing terminal, and could double the passenger processing capacity at Henri Coandă. The GSM for approving the purchases of minority stakes held by the fund in Compania Națională Administrația Porturilor Maritime. As you know, on 9 January, the shareholders approved the intention by 80%.

Speaker #2: The contract envisages two years for the design phase, three and a half years for technical assistance during the execution phase, and five years of technical assistance for the guarantee period.

Speaker #2: According to the tender documentation, the new terminals could have a surface area of 176,000 square meters, almost twice the surface of the existing terminal, and could double the passenger processing capacity at Henri Coandă.

Speaker #2: GSM, for approving the GSM, for approving the purchases of minority stakes held by the fund in CNAB. As you know, on January 9, the shareholders approved the intention by 80%.

Speaker #2: CNAB launched in mid-July the public tender to select its own advisor for the potential transaction. Offers are being submitted by late August. As we already communicated, the fund manager is treating the potential transaction with appropriate diligence, including by selecting an advisor on our own on the Fondul side as well.

Daniel Naftali: Compania Națională Administrația Porturilor Maritime launched in mid-July the public tender to select its own advisor for the potential transaction, and offers are being submitted by late August. As we already communicated, the fund manager is treating the potential transaction with appropriate diligence, including by selecting advisor on our own, on Fondul side as well, for specific legacies for such a process. Concerning the share capital increase, well, there is just ongoing information. As you know, in July 2025, the Ministry of Transport and Infrastructure approved within GSM resolution to restart the valuation process for the share capital increase with the value of lands at Baneasa Airport. The fund challenged this GSM decision in court, and the next hearing is set for 8 October 2026. On the corporate governance front, as you know, there is a board appointed for four years in July 2024.

Speaker #2: Specifically, this is for such a process. Concerning the share capital increase, well, there is just ongoing information. As you know, in July 2025, the Ministry of Transport approved, within GSM resolution, to restart the valuation process for the share capital increase, with the value of lands at Băneasa Airport.

Speaker #2: We, the fund, challenged this GSM decision in court, and the next hearing is set for October 8, 2026. On the corporate governance front, as you know, there is a board appointed for four years in July 2024.

Speaker #2: We raised some aspects of legality regarding these appointments, and those who reviewed these appointments did not observe all provisions of the corporate governance code in force. There is a new hearing scheduled for October 28, 2026.

Daniel Naftali: We raised some aspects of legality regarding these appointments, and which we viewed these appointments did not observe all provision of corporate governance code enforced, and there is a new hearing scheduled for 20 October 2026. On slide 10, we show H1 2026 figures for Constanța Port. Operating revenues increased 9.5% to RON 261 million. As we note in the report, such increase was also related to some factual costs related to resupply of energy. Operating profit at half year is RON 69.3 million, down from RON 76.2 million during the similar period of the previous year, while net income is RON 85.1 million, down 3% year on year. Over the first six months of the year, we note a slight decrease in overall traffic, 1% to 30.8 million tons due to weaker volumes of cereals.

Speaker #2: On slide 10, we show first half 2026 figures for Constanța Port. Operating revenues increased 9.5% to 261 million. As we note in the report, such increase was also related to some pass-through costs related to resupply of energy.

Speaker #2: Operating profit at half year is 69.3 million, down from 76.2 million during the similar period of the previous year. Net income is 85.1 million, down 3% year on year.

Speaker #2: There is a over the first 6 months of the year, we note a slight decrease in overall traffic, 1% to 30.8 million tons due to weaker volumes of cereals.

Daniel Naftali: On profit distribution, we note that the 2025 financial statements were approved a bit late on 5 August 2026. In that GSM, shareholders approved a regular dividend distribution of RON 26.3 million out of 2025 profit. The attributable regular profit attributable to the fund is RON 5.3 million. At the same time, shareholders approved an additional dividend, or a total dividend of RON 105.2 million, from undistributed earnings generated in 2023 and 2024, of which approximately RON 21 million would be attributable to the fund. Given that the company did not distribute any dividend in 2023, 2024, we remind you that the company did not distribute dividends. The special dividend distribution was included on the GSM agenda as a Fondul proposal, and we are happy that it got the full support also of the Ministry of Transport and Infrastructure.

Speaker #2: On profit distribution, we note that in 2025, the financial statements were approved a bit late. On 5 August 2026, in that GSM, shareholders approved a regular dividend.

Speaker #2: Distribution of RON 26.3 million out of 2025 profit. So, the attributable regular profit attributed to the fund is RON 5.3 million. At the same time, shareholders approved an additional dividend, bringing the total dividend to RON 105.2 million.

Speaker #2: From undistributed earnings generated in 2023 and 2024, approximately $21 million would be attributable to the fund. Given that the company did not distribute any dividend in 2023 or 2024, we remind you that the company did not distribute a dividend.

Speaker #2: So, the fund's special dividend distribution was included on the GSM agenda as a fund proposal, and we are happy that it got the full support also of the Ministry of Transport.

Speaker #2: On June 4th, as you know, the Ministry of Transport approved a purchase price and share purchase agreement in February, and subsequently, the transaction was closed in April 2026.

Daniel Naftali: On 4 June, as you know, the Ministry of Transport and Infrastructure approved a purchase price and share purchase agreement in February, and subsequently, the transaction was closed in April 2026. At the same time, the EGSM took place at the end of March 2026, approved the share capital increase for a total value of RON 281.6 million. The fund manager exercised its pre-emption right in the context of the share capital increase approved by the resolution taken at the end of March, for the purpose of maintaining the fund existing shareholding percentage. The process itself was not yet finalized. The company, the Port of Constanța, called another EGM that is to take place on 20 August to finalize the legal procedures for the share capital increase.

Speaker #2: At the same time, the EGSM, which took place at the end of March 2026, approved the share capital increase for a total value of 281.6 million.

Speaker #2: The fund manager exercised its pre-emption right in the context of the share capital increase, approved by the resolution taken at the end of March.

Speaker #2: For the purpose of maintaining the fund existing shareholding percentage. So the company was the process itself was not yet finalized. The company, the Constanța Port, called another EGM that is to take place on August 20 to finalize the legal procedures for the share capital increase.

Daniel Naftali: As you know, as we have already announced, the fund has challenged in court the necessity of a share capital increase given the company's large net cash position. On the corporate governance front, the selection process for a full four-year Board of Nominees mandate was completed, and new members were appointed at the end of January. We, Fondul Proprietatea, appointed one member through cumulative voting. At the same time, following the appointment of the Board of Nominees for four years, there was a selection process for a CEO and CFO. The selection process for the CEO position was finalized, and Mr. Mihai Teodorescu was appointed for a full four-year mandate. Basically, he already was an interim CEO at the company. At the same time, the selection process for the CFO position is still ongoing at the current moment. On slide 11, we provide you some information about Salrom.

Speaker #2: As you know, as we have already announced, the Fund has challenged in court the necessity of a share capital increase, given the company's large net cash position.

Speaker #2: On the corporate governance front, the selection process for a full four-year board mandate was completed, and new members were appointed at the end of January.

Speaker #2: We, Fondul Proprietatea, appointed one member for cumulative voting. At the same time, following the appointment of the board for four years, there was a selection process for CEO and CFO.

Speaker #2: The selection process for the CEO position was finalized, and Mr. Mihai Teodorescu was appointed for a full four-year mandate. Basically, he already was an interim CEO at the company.

Speaker #2: At the same time, the selection process for the CFO position is still ongoing at the current moment. On slide 11, we provide you with some information about Sarron.

Speaker #2: So, at H1, operating revenues increased by 9% to 257.8 million, while operating profit reached 70.7 million, up from 12.9 million. Net income also increased significantly to 64.5 million compared to the previous year.

Daniel Naftali: At H1, operating revenues increased by 9% to RON 257.8 million. While operating profit reached RON 70.7 million, up from RON 12.9 million. Net income increased significantly to RON 64.5 million compared to the previous year. Also, we have to note that in H1 results, against which current results are presented, in H1 2025, results were affected by the Praid mine accident. On the other hand, the company's budget for 2026 reflects a conservative top-line approach and lower reported profitability driven by material non-recurring expenditures, approximately RON 14.3 million, mainly comprising hydrological work at Praid and Slănic. Graphite and salt mine studies and mine development costs alongside compensatory payments leading to personnel restructurings. In total amount for personnel restructuring budgeted RON 7.3 million covering approximately 116 full-time employees.

Speaker #2: Also, we have to note that in H1 results, against which current results are presented, the H1 2025 results were affected by the Prime accident.

Speaker #2: On the other hand, the company's budget for 2026 reflects a conservative top-line approach and lower reported profitability, driven by material non-recurring expenditure of approximately 48.3 million.

Speaker #2: Mainly comprising hydrological work at Pride and Slanic, graphite and salt mine studies, and mine development costs, alongside compensatory payments related to personnel restructurings. The total amount for personnel restructuring budgeted is 7.3 million RON, covering approximately 116 full-time employees.

Daniel Naftali: As you note in the report, Salrom announced the submission of Graphene Secure project under the call for project launched by the European Commission Innovation Fund, aiming to secure RON 21.4 million for the development of the first industrial facility in the European Union to apply innovative technology that significantly reduces carbon footprint, water consumption, and the waste generation across the entire process for the extraction and primary processing of natural graphite at Baia de Fier, Gorj county. The project builds on Salrom project of the initiative pre-SPAs submitted under the European Commission's Critical Raw Materials Act project calls, covering graphite extraction, battery-grade processing, and circular valorization of mining residues, which together form an integrated value chain. According to management, the European Commission is expected to complete the evaluation by September this year and communicate results in October, November this year.

Speaker #2: As we noted in the report, Sarron announced the submission of the Graph Secure project under the call for project launch by the European Commission Innovation Fund, aiming to secure 21.4 million RON for the development of the first industrial facility in the European Union to apply innovative technology that significantly reduces carbon footprint, water consumption, and waste generation across the entire process for the extraction and primary processing of natural graphite at Baia de Fier, Gorj County.

Speaker #2: The project builds on Sarron's project of initiative, previously submitted under the European Commission's Critical Raw Material Act. Project costs cover graphite extraction, battery-grade processing, and circular valorization of mining residues, which together form an integrated value chain.

Speaker #2: According to management, the European Commission is expected to complete the evaluation by September this year and communicate results in October or November this year. On the corporate governance front, in Sarron, we note that the company currently has an interim board, starting from October 2025.

Daniel Naftali: On the corporate governance front in Salrom, we know that company currently has an interim board starting from October 2025. Fondul Proprietatea proposed two members who cumulative vote. The selection process for a full mandate as per the requirement of corporate governance code was approved and initiated at the end of January this year. However, at the reporting date, the announcement for the initiation of the recruitment process has not been published. On slide 12, we show key financials for the fund's largest holding, including the 2025 figures approved by shareholders. Moving to corporate action section, I would like to invite Călin to comment.

Speaker #2: Fondul Proprietatea proposed two members for cumulative vote. The selection process for full mandates, as per the requirement of the Corporate Governance Code, was approved and initiated at the end of January this year.

Speaker #2: However, at the reporting date, the announcement for the initiation of the recruitment process has not been published. On slide 12, we show key financials for the fund's largest holding, including the 2025 figures approved by shareholders.

Speaker #2: Moving to the corporate action section, I would like to invite Calin to comment.

Speaker #1: Thank you, Daniel. On slide 14, we outlined the fund distribution since we started managing the fund. The 2026 amounts are estimations we've made based on the dividend distribution submitted for shareholders' approval during the 29–30 September 2026 GSM.

Călin Meteș: Thank you, Daniel. On slide 14, we outlined the fund distribution since we started managing the fund. The 2026 amounts are estimations we've made based on dividend distributions submitted for shareholders approval during the 29, 30 September 2026 GSM, and the number of paid shares, excluding treasury shares, as reported in the December 2025 NAV. Total distributions made since 2010, including the amount for 2026, reached RON 29.3 billion, approximately $7.1 billion. On slide 15, we outlined the latest update on the fund's buyback program. The 16th buyback program was completed in 2025. During the 23 July 2026 GSM, the fund shareholders approved the cancellation of shares bought back last year, and the process is currently ongoing. On slide 16, we include details on the fund's annual net dividends and dividends payout ratios for the largest portfolio companies as of end of July, based on the figures approved by shareholders.

Speaker #1: And the number of paid shares excluding treasury shares as reported in the December 2025 NAV. Total distributions made since 2010, including the amount for 2026, reached 29.3 billion RON, approximately $7.1 billion.

Speaker #1: On slide 15, we outlined the latest updates on the fund's buyback program. The 16th buyback program was completed in 2025. During the 23 July 2026 GSM, the fund's shareholders approved the cancellation of shares bought back last year, and the process is currently ongoing.

Speaker #1: On slide 16, we include details on the fund's annual net dividends and dividend payout ratios for the largest portfolio companies, as of the end of July, based on the figures approved by shareholders.

Speaker #1: The total amount for top holdings is approximately RON 154 million for the dividends approved this year from 2025 profits. Please note that the fund is entitled to receive a special dividend of RON 21 million from Constanța Port, representing a distribution of retained earnings from previous years.

Călin Meteș: Total amount for top holdings is approximately RON 154 million for the dividends approved this year from 2025 profits. Please note that the fund is entitled to receive a special dividend of RON 21 million from Constanța Port, representing the distribution of retained earnings from previous years, according to the 5 August 2026 GSM resolution. On the following slide, in number 17, we show a summary of the total dividend income received from the portfolio companies in the last 10 years. Total dividends approved and received this year amount so far to RON 149 million. This amount does not include the dividend distribution approved by shareholders of Constanța Port during the 5 August GSM. On slide 18, we include the financial calendar for Fondul Proprietatea. On the following slides, we present the main points of the upcoming GSM at the end of September.

Speaker #1: According to the August 5, 2026 GSM resolution, on the following slide, number 17, we show a summary of the total dividend income received from the portfolio companies in the last 10 years.

Speaker #1: Total dividends approved and received this year amount so far to 149 million RON. This amount does not include the dividend distribution approved by shareholders of Constanța Port during the 5th of August GSM.

Speaker #1: On slide 18, we include the financial calendar for Fondul Proprietatea. On the following slides, we present the main points of the upcoming GSM at the end of September.

Speaker #1: On the Extraordinary General Shareholders Meeting agenda on slide 19, the main topics are the approval of two amendments to the Constitutive Act of Fondul Proprietatea, as well as the approval of the decrease of the legal reserves of Fondul Proprietatea by 26 million RON, from 332 million RON to 306 million RON.

Călin Meteș: On the extraordinary general shareholders meeting agenda on slide 19, the main topics are the approval of two amendments to the Constitutive Act of Fondul Proprietatea, as well as the approval of the decrease of the legal reserve of Fondul Proprietatea by 26 million RON from 332 million RON to 306 million RON. On the ordinary GSM agenda on slides 20 and 21, the main topics are the approval of the appointment of a new alternative investment fund manager that will act also as the sole director of Fondul Proprietatea for a mandate of 4 years, starting with 1 April 2027 until 1 April 2031. From the three candidates of the selection process, respectively, Franklin Templeton International Services, INVL Asset Management UAB, and Simontana Invest SA, as well as any other potential candidates.

Speaker #1: On the ordinary GSM agenda on slides 20 and 21, the main topics are the approval of the appointment of a new Alternative Investment Fund Manager that will also act as the sole director of Fondul Proprietatea, for a mandate of four years starting with April 1, 2027, until April 1, 2031.

Speaker #1: From the three candidates of the selection process—respectively, Frankie Templeton International Services, INVL Asset Management UAB, and Simontania Invest SA—as well as any other potential candidates.

Speaker #1: And two, the corresponding management agreement, including the remuneration of the AFM that will act also as sole director, in the event that the OGM appoints a candidate resulting from the selection process or, respectively, the approval of the empowerment of the Board of Nominees to negotiate the management agreement with the appointed candidate resulting from qualifying candidate proposals received from any shareholder of Fondul Proprietatea.

Călin Meteș: The corresponding management agreement, including the remuneration of the AIFM that will act also as sole director in the event that the OGM appoints a candidate resulting from the selection process, or respectively, the approval of the empowerment of the Board of Nominees to negotiate the management agreement with the appointed candidate resulting from qualifying candidate proposals received from any shareholder of Fondul Proprietatea. This item was included on the agenda by the fund manager at the request of the Board of Nominees, considering the ongoing selection process and in accordance with the fund's Constitutive Act. This will be a secret vote.

Speaker #1: This item was included on the agenda by the fund manager at the request of the Board of Nominees, considering the ongoing selection process and in accordance with the fund's Constitutive Act.

Speaker #1: This will be a secret vote. The second point on the OGM agenda is subject to and conditional upon item one above not being approved by the OGM, the extension of the mandate of FTIS as the sole director of Fondul Proprietatea, that acts also as the alternative investment fund manager of FP for a period of one year starting with 1st of April 2027 until 1st of April 2028, and the corresponding extension of the terms of the management agreement executed between FP and FTIS on 26th of March 2026 as approved by the resolutions of number one of February 26, 2026 until 1st of April 2028.

Călin Meteș: The second point on the OGM agenda is subject to and conditional upon item one above not being approved by the OGM, the extension of the mandate of FTIS as the sole director of Fondul Proprietatea that acts also as the alternative investment fund manager of FP for a period of one year, starting with 1 April 2027 until 1 April 2028, and the corresponding extension of the terms of the management agreement executed between FP and FTIS on 26 March 2026, as approved by the resolutions of number one of 26 February 2036 until 1 April 2028.

Speaker #1: This will also be a secret vote. The third point on the OGM agenda will be the approval of the distribution of a gross dividend in the amount of RON 0.046 per share to all shareholders of the company entitled to receive such dividend in accordance with applicable law.

Călin Meteș: This will be also a secret vote. The third point on the OGM agenda will be the approval of the distribution of a growth dividend in the amount of RON 0.046 per share to all shareholders of the company entitled to receive such dividend in accordance with applicable law. This item on the agenda was added at the request of the shareholder Lion Capital, which holds more than 5% of Fondul Proprietatea and is supported by the full director. The fourth item on the agenda is the approval of the additional fees to be paid to Ernst & Young as the fund's financial auditor for the audit of the financial statements of FP for the full year ended in 31 December 2025, amounting to 9,000 euro before VAT.

Speaker #1: This item on the agenda was added at the request of the shareholder Lion Capital, which holds more than 5% of Fondul Proprietatea, and is supported by the sole director.

Speaker #1: The fourth item on the agenda is the approval of the additional fees to be paid to Ernst & Young as the Fund's financial auditor for the audit of the financial statements of FP for the full year ended 31 December 2025, amounting to €9,000 before VAT.

Speaker #1: The fund's financial results for the period are presented on the next slide, and I would like to invite Cătălin Cadaru, Head of Financial Reporting, to comment.

Călin Meteș: The fund's financial results for the period are presented on the next slide. I would like to invite Catalina Cadaru, Head of Financial Reporting, to comment.

Speaker #2: Thank you, Cătălin. On slide 23, we can see the summary of the main balance sheet developments. A significant decrease in the distribution accounts balance during the first half of 2026 is connected to the cash paid to shareholders for the ongoing distribution payment of the fund, mainly in respect of the distribution paid after the hydroelectrical listing during 2023.

Catalina Cadaru: Thank you, Călin. On slide 23, we can see the summary of the main balance sheet development. A significant decrease in the distribution account balance during H1 2026 is connected to the cash paid to shareholders for the ongoing distribution payments of the fund, mainly in respect of the distribution paid after the Hidroelectrica listing during 2023. A corresponding decrease in the liabilities to shareholders also occurred, with no impact on the total NAV. The cash position of the fund during the period also decreased, as during May 2026, as mentioned by Daniel earlier, the fund subscribed to the share capital increase of Societatea Portuară Maritime by 56.3 million RON in order to maintain its shareholding in the company.

Cătălin Cădaru: Thank you, Călin. On slide 23, we can see the summary of the main balance sheet development. A significant decrease in the distribution account balance during H1 2026 is connected to the cash paid to shareholders for the ongoing distribution payments of the fund, mainly in respect of the distribution paid after the Hidroelectrica listing during 2023. A corresponding decrease in the liabilities to shareholders also occurred, with no impact on the total NAV. The cash position of the fund during the period also decreased, as during May 2026, as mentioned by Daniel earlier, the fund subscribed to the share capital increase of Societatea Portuară Maritime by 56.3 million RON in order to maintain its shareholding in the company.

Speaker #2: A corresponding decrease in the liabilities to shareholders also occurred, with no impact on the total NAV. The cash position of the fund during the period also decreased, as during May 2026, as mentioned by Daniel earlier, the fund subscribed to the share capital increase of CNE Administrația Porturi Maritime by RON 56.3 million in order to maintain its shareholding in the company.

Speaker #2: The dividend receivable shown at the end of June 2026 is mostly related to the amounts recorded from Bucharest Airport and Sal Rom, and all amounts have been collected as of the date of H1 authorization report authorization.

Catalina Cadaru: The dividend receivable shown at the end of June 2026 is mostly related to the amount recorded from Bucharest Airport and Salrom. All amounts have been collected at the date of H1 report authorization. The increase in the equity investment of 242 million during the first six months of 2026 was generated by the valuation update of the top three portfolio companies and mainly relates to the valuation of Bucharest Airport. On the next slide, the fund ended the H1 period with an unaudited profit of 334.6 million RON, mainly driven by the unrealized fair value changes coming from the revaluation of our listed holdings and also the dividends approved by the portfolio companies during the period.

Cătălin Cădaru: The dividend receivable shown at the end of June 2026 is mostly related to the amount recorded from Bucharest Airport and Salrom. All amounts have been collected at the date of H1 report authorization. The increase in the equity investment of 242 million during the first six months of 2026 was generated by the valuation update of the top three portfolio companies and mainly relates to the valuation of Bucharest Airport. On the next slide, the fund ended the H1 period with an unaudited profit of 334.6 million RON, mainly driven by the unrealized fair value changes coming from the revaluation of our listed holdings and also the dividends approved by the portfolio companies during the period.

Speaker #2: The increase in the equity investments of $242 million during the first six months of 2026 was generated by the valuation update of the top three portfolio companies and mainly relates to the valuation of Bucharest Airports.

Speaker #2: On the next slide, the Fund ended the H1 period with an unaudited profit of 324.6 million RON, mainly driven by the unrealized fair value changes coming from the revaluation of the unlisted holdings, and also the dividends approved by the portfolio companies during the period.

Speaker #2: The increase in the base fee during the first six months compared to the same period last year is mainly driven by a higher market capitalization of the fund and also a higher base fee rate applicable starting from 1st of April 2026.

Catalina Cadaru: The increase in the base fee during the first six months compared to the same period last year is mainly driven by a higher market capitalization of the fund and also a higher base fee rate applicable starting with 1 April 2026.

Cătălin Cădaru: The increase in the base fee during the first six months compared to the same period last year is mainly driven by a higher market capitalization of the fund and also a higher base fee rate applicable starting with 1 April 2026.

Speaker #1: Thank you, Cătălin. At this point, I would like to open it up for your questions.

Călin Meteș: Thank you, Cătălin. At this point, I would like to open it up for your questions.

Speaker #3: Thank you. If you would like to ask a question, please press star one on your telephone keypad to raise your hand and join the queue.

Operator: Thank you. If you would like to ask a question, please press star one on your telephone keypad to raise your hand and join the queue. If you would like to withdraw your question, again, press star one. If you would like to ask a web question, please type your question in the question box and enter to submit. We will pause for a moment to compile Q&A roster. Thank you. I would now like to turn it back to Daniel for closing comments.

Speaker #3: And if you would like to withdraw your question, again, press star-one. If you would like to ask a web question, please type your question in the question box and press enter to submit.

Speaker #3: And we'll pause for a moment to compile the Q&A roster. Thank you. I would now like to turn it back to Daniel for closing comments.

Speaker #1: So thank you again, everyone, for your time today. For any additional questions, or any questions, please do not hesitate to contact me and the team.

Călin Meteș: Thank you again, everyone, for your time today. For any additional question or any question, please do not hesitate to contact me and the team. Thank you again.

Speaker #1: Thank you again.

Operator: Ladies and gentlemen, this does conclude today's conference call. Thank you for your participation, and you may now disconnect.

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Q2 2026 S.C. Fondul Proprietatea SA Earnings Call

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