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Keystone Infra Ltd.

Investor Presentation Sep 3, 2025

6880_rns_2025-09-03_df072e27-3499-40a2-b8d2-907efbe1aee1.pdf

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Keystone Infra Ltd.

Investor Presentation H1 2025 Financial Statements

Legal Disclaimer

This presentation is an English translation of the Hebrew version of Keystone Infra Ltd.'s presentation for the second quarter of 2025 released on 28 August 2025 (the "Hebrew Version"). Only the Hebrew Version is binding. The English translation is made available for convenience purposes only and has no binding effect. In the event of any discrepancy between the Hebrew Version and this translation, the Hebrew Version shall prevail.

This presentation and the information contained herein do not constitute advice, recommendation, opinion, offer, or invitation to invest in or purchase securities of Keystone Infra Ltd. (the "Company") and does not constitute a "public offering" or "public sale" of any kind. Furthermore, this presentation does not serve as a substitute for investment advice or investment marketing that takes into account the specific data and needs of any individual or investor, and does not substitute the discretion of any potential investor.

This presentation has been prepared for the purpose of providing general information, and the information contained herein is presented in summary form only. The presentation is not exhaustive nor does it purport to encompass all data regarding the Company and its operations. To obtain a complete picture of the Company's activities, including the risks involved in its operations, and potential investors are referred to the Company's prospectus, periodic reports, and ongoing reports filed with the Israel Securities Authority and the Tel Aviv Stock Exchange Ltd., including, without limitation, the Company's annual report for 2024 and quarterly report for Q12025. It should be emphasized that historical data does not necessarily indicate the Company's future results.

The information presented in this presentation is based on information included by the Company in its prospectus, 2024 annual report, and immediate and ongoing reports. However, the presentation may include additional non-material data or data presented differently in characterization, preparation, or breakdown compared to data appearing in publicly disclosed information. In any case of contradiction between the Company's publicly disclosed reports and immediate reports and the data in this presentation, the publicly disclosed data shall prevail. It should be noted that some of the data in this presentation is unaudited or unreviewed.

For the avoidance of doubt, it is clarified that the Company does not undertake to update or amend this presentation or to update or amend the data, forecasts, or estimates included herein.

This presentation includes, among others, forecasts, targets, estimates, assessments, and other information relating to future events or matters whose realization is uncertain and beyond the Company's control. The presentation, including information contained in slides 3-4, 6, 8, 9, 11, 17, 19, 25, includes, inter alia, forward-looking information as defined in the Securities Law, 5728-1968 ("Securities Law"), based on the Company's subjective assessment founded on facts and data regarding the current state of the Company's business and portfolio companies, and on macroeconomic facts and data, all as known to the Company at the date of preparation of this presentation. Additionally, part of the information is based on economic models or valuations prepared by external consultants or internal models prepared by the Company and/or portfolio companies, including, inter alia, assumptions regarding expected electricity tariffs, changes in the Consumer Price Index, exchange rates (USD/EUR), interest rates, gas prices, public transportation ridership volumes, tender wins, market shares, efficiency and business development plans, refinancing, distributions, etc.

Furthermore, regarding cash flow projections - it is possible that part of the expected cash flows from some investments will remain to finance growth and business development, and different timing for cash flow distributions from portfolio companies is possible. Additionally, distributions in portfolio companies are subject, inter alia, to distribution tests and board of directors' decisions in each company. It should be clarified that the forecast does not include investments that may be required, if any, in the Company's investments. In light of the above, the Company cannot assess or guarantee that the expected cash flows from the Company's investments will be as described in the forecast, and therefore the forecast does not constitute any commitment by the Company to meet it or any representation by the Company.

The realization or non-realization of the aforementioned forward-looking information will be influenced, inter alia, by factors that cannot be assessed in advance and are not within the Company's control. Therefore, there is no certainty that they will materialize, and they may materialize differently, even materially differently, from the manner presented in this presentation.

Additionally, the Company's intention regarding dividend distributions is based on facts and data as known to the Company as of this date and on current expectations and assessments of the Company regarding future developments of the Company's investments and operations. The realization of the Company's assessments as stated is uncertain, as they are subject to external influences that cannot be assessed in advance, including, in the case of impairment of any of the Company's investments in a manner that would significantly reduce surplus funds available for distribution, in the case where the Company's investments generate cash at a lower scale than the Company's assessments, etc.

Additionally, the presentation may include, among others, data and assessments based on public external sources that have not been independently verified by the Company, and therefore the Company is not responsible for their accuracy, although it believes they are reasonable.

All binding amounts are in Israeli Shekels (₪). Dollar (\$) amounts shown are translations based on an exchange rate of NIS3 .37 as of 30.6.2025 and have been rounded for convenience purposes only. The official amounts in Shekels shall prevail in case of any discrepancy Photography credit : Miki Even Tzur

Strong 6 Months and Increased Forecasts1

Increase in 2025 cash flow forecast2 by 57%

Surge in revenue to approx. USD 85 million

Surge in profit to approx. USD 56 million

Growth in projected annual average cash flow to approx. USD 320 million3

    1. Figures based on financial statements as of 30 June 2025 .
    1. Compared with the original forecast for 2025.
    1. Forward-looking information, see Slide 2 above.
    1. Aggregate dividend including distribution of approx. USD 6 million on 30 July 2025.
    1. Cash yield on the weighted assets in the last 12 months cash revenue divided by weighted invested assets over the period, based on the financial statement.
    1. The rating agency Maalot affirmed the rating on 28 July 2025.

Business Segments

  1. Keystone will provide loans to finance 40% of the equity and the guarantees that shall be required in connection with the winning of the tender for construction of the plant. After commencement of operation of the plant, the Company will be entitled to convert part of the loans into rights in the group, at a rate of 40% of the equity interests and 49% of the voting rights, subject to obtaining the required approvals, including the regulatory approvals.

  2. See Slide 10 for further details on the development status of Atarot and Hagit 2.

Value Driven Growth

  1. Excluding approx. USD 6 million dividend distributed in July 2025.

  2. Forward-looking information, see Slide 2 above.

  3. Projected average annual cash flow until 2032; the date stated is the date of release of the forecast.

Consistent Growth in Equity

  1. Weighted return on equity before tax in 12 months – income before tax divided by the weighted equity before tax (equity net of deferred taxes weighted over the period based on the financial statement as of 30 June 2025). 2. Forward-looking information, see Slide 2 above.

Financial and Commercial Enhancement Strategies at IPM1

Debt repayment and refinancing – commercial strategy that led to significant appreciation of approx. USD 42 million2

Release of funds and increased profitability Projected aggregate cash flow until end of of generation license3 2025-2040, USD in millions

  1. This slide contains forward-looking information. See Slide 2.

  2. The increase is relative to the valuation as of 31 December 2024. The appreciation is net of distributions in the sum of approx. USD 20 million, received in the second quarter. The carrying amount as of 31 March 2025 is estimated at approx. USD 140 million. See annex in Slide 26.

Construction of Data Center Adjacent to the IPM Power Plant

High energy availability and scalability potential

40 MWIT campus Planning Infrastructure to Support AI Needs

Permit Approvals Expected by End of Q1/2026

Progress in the Construction of the Sorek Power Plant1

9

Construction and operation of a combined cycle power plant with a capacity of up to 900 MW

  1. This slide includes forward-looking information, see Slide 2 above.

  2. See Footnote 1 in Slide 4.

Government Decision to Authorize Hagit East and Atarot1

Development of conventional natural gas-fired power plants in strategic locations – according to market needs

Atarot Hagit 2
2
Planned Capacity
Up to 900 MW 2
Planned Capacity
Up to 900 MW
Land Ownership Egged Land Ownership Orot
Group
Current Status Planning proceedings at VATAL Current Status Planning proceedings at VATAL
Location Jerusalem metropolitan area Location Hof HaCarmel
  1. This slide includes forward-looking information, see Slide 2 above.

  2. Final plant size and its construction are subject to completion of planning and regulation proceedings.

2025 Cash Flow Forecast Increase Alongside Continued Dividend Distributions

57% Growth in2025's

Approx. USD 65 millionAggregate Dividends Distributed2 (USD in millions)

Dividend distributed in the period Aggregate dividend

  1. Forward-looking information, see Slide 2 above.

  2. Aggregate dividend includes a distribution of approx. USD 6 million on 30 July 2025.

Growth in Forecasted Cash Flow

Average annual

Approx. USD95million

cash flow1

Projected Annual Cash Flow of the Income-producing Assets1

(Compared with the cash flow released in the Q1/2025 report, in USD in millions)

Total ROI3

31%

  1. Calculation of the return based on the cost of the investment, the cash flows actually received until 30 June 2025 and the forecasted future cash flow.

Weighted IRR2

14%

12

  1. ROI calculation based on the total proceeds from the date of acquisition relative to the total cost of acquisition, as of 30 June 2025; total return – the total proceeds plus the fair value relative to the total cost of acquisition as of 30 June 2025 (in the incomeproducing assets).

Stable Capital Structure as an Enhancement Tool

Debt (USD in millions) As of the report release date 30.6.2025 Series A bonds At a weighted fixed interest rate of ~1.3%, linked to the CPI, with a duration of 3.75 years 195 195 Series B bonds At a weighted fixed non-linked interest rate of ~6.1% with a duration of 5.0 years 279 133 Commercial paper (CP) - 55 Used credit facilities - 55 Gross financial debt 474 438 Bond offering totalling approx. USD 148 million (after the reporting date) • Expansion of Series B • ILS interest: 5.2%, margin: 1.1% Net debt1 LTV 30.6.2025 Approx. USD 0.4 billion 30.6.2025 Approx. 34% MOBILIS, Poland Decrease in weighted interest rate of Series B bonds from 6.1% to approx. 5.75%

Strong Results

IPM: enhancement strategies that unlocked value of approx. USD 42 million in H1 (*)

as a result of increased sales to private customers

Distributions of approx. USD 20 million from IPM since start of the year

Higher distribution than originally forecasted, mainly as a result of the refinancing

(*) Increase in net value of USD 22 million

H1/2025 H1/2024
35,643 43,764
49,639 (29,376)
85,282 14,388
(7,273) (7,312)
78,009 7,077
(9,680) (7,136)
68,329 (59)
(11,536) 3,548
56,793 3,489
0.3 0.03
4.0 3.5
Balance sheet and cash flow data summary 30.6.2025 30.6.2024
USD in millions
Investment value 1,138 870
Equity 688 655
Net financial debt 391 215

Cash flows from operating activities 22 34

  1. Income from dividend, interest and loan proceeds and other revenue.

  1. The equity net of deferred taxes divided by the number of shares. The NAV per share after tax as of 30 June 2025 and 30 June 2024 totals approx. USD 3.38 and approx. USD 3.22, respectively.

Total assets rose by approx.

6x surge in revenue – translated into profit of

USD 270 million

USD 56 million

TRANSPORT EggedI Eranovum IDrive Group

Egged, Eilat

  1. All the data presented are approximate values, rounded up or down, and are correct as of 30 June 2025, and do not include Eranovum. Date of acquisition of Egged 10/2022, date of acquisition of Drive Group 2/2020, excluding exercise of the second put option.

  2. This slide includes forward-looking information, see Slide 2 above.

  3. Yield calculated based on the cost of investment, cash inflows actually received until the reporting date, and future cash flow forecast. Forward-looking information; see Slide 2 above.

16

Enhancement of Transport Platform

Light rail

Operation tender for the green line and the purple line of the Tel Aviv Metropolitan Light Rail won and franchise agreement signed

Public transportation in Israel

Tender in Ramat Ha'Golan won and Phase B operated in Jerusalem Ring tender

Public transportation in Europe Warsaw, Poland tender and Zeeland, Holland tender won

Participation in BOT tenders

Highway 6 north, Highway 5 fast lanes and congestion charges

Transfer of Drive holdings to Egged Signed by Egged and Keystone

Acquisition of Shares at Opportunity Price

Exercise of the second and last option in the Egged partnership

Partnership structure at present and after exercise of the second option1

Keystone's indirect holdings currently total 63%

Approx. USD 178 million estimated consideration in exercise of the second option, backed by credit facility and full access to financing

Egged: Global Transport Group

Approx. USD 55% Public transportation in Israel 23% Egged real estate 12% Egged Europe 9% Egged Travel & Tour in Israel 1% Light rails in Israel (Tevel) 5 Synergetic and Growing Business Segments billion Egged Group value1 1.6

Move

  1. Based on the valuation, distributions and value enhancement based on return to the owners. Includes a distribution of USD 37 million that was declared on 19 May 2025.

Egged Group: H1/2025 Results

Consistent growth in revenue and profitability

Competitive Tenders Awarded

Significant growth in revenue and EBITDA since acquisition by Keystone

  1. EBITDA - Earnings Before Interest, Taxes, Depreciation, and Amortization

  2. Derech Egged is a wholly (indirectly) owned second-tier subsidiary of Egged which operates the Jerusalem Ring Cluster.

Energy
Key Assets
450
MW
660
MW
1,195 MW
Approx. 900 MW under construction1
Approx. 900 MW under development2
Approx. 900 MW under development2

Value and IRR of the Income-producing Assets on the Platform3,4

264

Cost

  1. See Footnote 1 in Slide 4.

  2. See Slide 10 for further details on the development status.

  3. This slide contains forward-looking information. See Slide 2.

  4. The data presented are correct as of 30 June 2025. Date of acquisition of IPM 02/2022, Hagit 06/2022 and Ramat Hovav 12/2020.

  5. Yield calculated based on the cost of investment, cash inflows actually received until 31 March 2025, and future cash flow forecast. Forward-looking information; see Slide 2 above.

121 67 H1 24 H1 25 60 23 H1 24 H1 25

Hagit

The decrease in revenue and EBITDA mainly derives from a decrease in the loading capacity caused by a combination of factors, including reduced demand for electricity due to mild weather, the impact of operation "Rising Lion", increased loading of coalfueled units, and the impact of the Electricity Authority's decision regarding the capping of the supplementary rate3 .

Keystone's holdings: 16.3%1 Revenue (USD in millions) EBITDA2 (USD in millions)

IPM Keystone's holdings: 34.3%1 Revenue (USD in millions) 80 119 H1 24 H1 25 EBITDA3 (USD in millions) 22 35 H1 24 H1 25

The increase in revenue and EBITDA derives from a rise in the volume of sales to private customers in bilateral sales in lieu of sales to the System Operator, and from increased availability due to heavy maintenance work last year.

Power

  1. Keystone's indirect holdings. 2. EBITDA - Earnings Before Interest, Taxes, Depreciation, and Amortization.

  2. The impact of the Electricity Authority's decision regarding the capping of the supplementary rate was fully expressed in the valuation released on 31 December 2024.

Comprehensive Value Strategy

Balance between growth, stability, and returns

Thank you!

Unlocking value at IPM: Increased Sales to Private Customers

Commercial strategy that led to significant appreciation of approx. USD 140 million1

Value components for Keystone (USD in millions)

30.6.2025 31.12.2024
Triple-M (approx.38.19%) 141 111
Value of loan to G. P. Global and A.Y.A. Paris 8 16
Market value of G. P. Global (approx. 10.6%) 9 10
Total: 158 137
Discount rate for the power plant (Re) 10.5% 9.6%

  1. The increase is relative to the valuation as of 31 December 2024. The appreciation is net of distributions in the sum of approx. USD 20 million, received in the second quarter. The carrying amount as of 31 March 2025 is estimated at approx. USD 140 million.

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