Alerion Cleanpower

Capital/Financing Update • Mar 27, 2025

ALERIONCLEANPOWER

27th March 2025

Dear Sirs,

€200,000,000 2.25 per cent. Notes due 2027

This certificate is delivered to you in accordance with Condition 3.2 (Financial Covenants). All words and expressions defined in the Prospectus dated 13 October 2021 and the Conditions shall (save as otherwise provided herein or unless the context otherwise requires) have the same meanings herein.

Pursuant to Condition 3.2 (Financial Covenants), the undersigned Josef Gostner and Stefano Francavilla, hereby certifies as follows:

• (a) as at 31 December 2024 (the most recent Calculation Date, the Issuer is in compliance with the covenants set out in Condition 3.2 (Financial Covenants); and
• as at 31 December 2024 (the most recent Calculation Date) the ratio of Accounting ﻗ Financial Indebtedness Net of Derivatives to Shareholders' Equity Net of Derivatives was 1.3, being the Accounting Financial Indebtedness Net of Derivatives equal to 487.0 million euro and the Shareholders' Equity Net of Derivatives equal to 375.1 million euro.

Please find attached hereto as Annex 1 the Compliance Certificate of the external auditors of the Issuer confirming the calculations under Condition 3.2 (Financial Covenants) (i) and (i),

For and on behalf of

ALERION CLEAN POWER S.P.A.

.............................................................................................................................................................................. Josef Gostner Chairman

Stefano Francavilla

Vice Chairman

Alerion Clean Power S.p.A.

VI Renato Fucini 4 | 2013 Milano MI | T +39 02 77 88 90 282 | www.alerion.it | alerioncleanpower@legalmail.lt Part. Iva 01147231003 | nº R.E.A. 1700812 | Cod. Fisc. e Iscr. Reg. Imp. 02996890584 | Cap. Soc. € 161.137.410.00 int. vers

ALERIONCLEANPOWER

Annex 1

Financial Covenants

Financial Covenants

So long as any of the Notes remoins outstanding, the issuer shall not incur any Net Financial Indebtedness (Excluding Derivatives) if, on the most recent Colculation Date, the rotio of Net Financial Indebtedness (Excluding Derivatives) to Shareholders' Equity Net of Derivatives exceeds 3:1 (and, for the ovoidance of doubt, the Issuer shall not incur ony Net Financial Indebtedness (Ekcluding Derivatives) unless on the immediately subsequent Catculation Date such ratio would be equal to or lower than 3:1). On each Reporting Date, the Issuer shall deliver a certificate (the "Compliance Certificate") to the Noteholders, signed by two Directors of the Issuer, certifying (i) whether the issuer is in compliance with the coverants set out in this Condition 3.2 (Flancial Covenants) as at the most recent Colculation Date, and (ii) the ratio of Net Financial Indebtedness (Excluding Derivatives) to Shareholders' Equity Net of Derivatives (colculated as described obove) as at the most recent Cokakation Date, together with a certification delivered by the external auditors of the issuer (being such audited the consolidated financial statements of the Issuer in respect of the recent financial year that ended on the most recent Calculation Date) confirming that the calculations mode pursuant to paragraphs (i) ond (ii) of this Condition 3 2 (Financiol Covenants) were calculated in accordance with generally occepted accounting principles

A. Accounting Financial Indebtedness Net of Derivatives

Net Financis Madeletedaes (Erclains) meons, os of any Cricultion Date, the sum of cost and only and only none of continued from the financel essets, for economic one to the current from the current one contrint the career the adultion (a none catalation (a noneurent agrables for decharters and carrent paymbles for desivatives and (i) Ine nel indebted to the assets destined to be transferred, colobbited by of enesse to the oudied onnul considented frienced internets of the issuer (st sported by the Board of Che perior ended on such Coloubsion Dote. For the worldonee of doubt, the Net Finoncid Indeblackers (Excluding Driver) will be colusive bossed on the accounting isms liked above writhout cansidering any change to the opplicable accounting principles as of the Issue Date

2024 (values in thousand auro ) (515.871) * Cash and cash equivalents (70 685) Financial receivables and other current financial assets Current receivables for derivatives (751) + Emancial receivables and other non-current financial assets (40,498) . (2.663) Non-Current receivables for derivatives 4 240 996 . Current financial liabilities 6.759 Current pavables for derivatives 873 061 Non-current financia liabilities 323 * Non-current payables for derivatives 490.671 -Accounting Financial Indebtedness as of December 31, 2024 (751) Current receivables for derivatives Non-Current receivables for derivatives (2.663) 6.759 Current payables for derivatives 323 Non-current pavables for derivatives 487.003 A Accounting Financial Indebtedness Net of Derivatives

в. Shareholders' Equity Net of Derivatives

Shortholders' Equily Met of Detrivation Dete, cansolidated shoreholders' equity (including both sharehallers' equity a U ibutable I o the Goog ond shareholders to partil of a long mail of any cost for a pay Cobflaw helpe reserve, coleubled by reference to the casinod consolidated financial soluments of the huse (as openved by the Boot of Directors) or of on the pensot ended in: such Cakculon Date (ond.), it Will be colusioned on the accounting Rems listed above without considering any change to the applicable accounting principles)

SHAREHOLDERS' EQUITY ATTRIBUTABLE TO THE GROUP	366.720 +
SHAREHOLDERS' EQUITY ATTRIBUTABLE TO NON-CONTROLLING INTERESTS	5.938 =
SHAREHOLDERS' EQUITY	372.658 -
Cash flow hedge reserve	(2.470)
SHAREHOLDERS' EQUITY net of derivatives	375 PB B
Calculation date	31/12/2024
Eakulation Dote aneans 31 December in each year, starting on 31 December 2021

1,3

Ratis A/B

Alerion Clean Power Sp A

Via Renato Fucini 4 | 20133 Milano MI | T +39 02 77 88 90 282 | www.alerion.it | alerioncleanpower@logallmail.ft Part. Iva 01147231003 | nº R.E.A. 1700812 | Cod. Fisc. Reg. Imp. 02996890584 | Cap. Soc. € 161.137.410,00 int. vers.

ALERIONCLEANPOWER

Disclaimer

As required by article 3.2 of the Senior Unsecured Notes due 2027 agreement, the Compliance Certificate was subject to a certification delivered on 27 March 2025 by external auditors of the Issuer (being such auditors that audited the consolidated financial statements of the Issuer in respect of the financial year that ended on 31 December 2024). The certification was conducted in accordance with International Standard on Related Services (ISRS) 4400 (Revised) applicable to agreed-upon procedures engagements. The report of factual findings is available at company's headquarter.

Alerion Clean Power S.p.A. Via Renato Fuclini 4 | 20133 Millano MI | T +39 02.77 88 90 282 | www.alerion.it | alerion.leanpower@egalmail.it Part. Iva 01147231003 | nº R.E.A. 1700612 | Cod. Fisc. e Iscr. Reg. Imp. 02996890584 | Cap. Soc. € 161.137.410,00 int. vers