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Alro S.A.

Related Party Transaction Feb 20, 2025

2283_rns_2025-02-20_3a1a2ef3-da99-4f6a-a6fa-25398b9ce082.pdf

Related Party Transaction

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T: +40-249-431.901 T: +40-21-408.35.00

230048 Slatina, Romania 040036 Bucharest,Romania

Nr. 10/20.02.2025

Current Report

To: The Financial Supervisory Authority Bucharest Stock Exchange

Current report in compliance with article no. 108 of Law no. 24/2017 on issuers of financial instruments and market operations - Republished

Date of report: February 20th , 2025 Name of issuer: ALRO S.A. Headquarters: Slatina, 116 Pitesti Street, Olt County Telephone/ fax number: +40 249 431 901 / +40 249 437 500 Sole registration number at the Trade Register Office: RO 1515374 Trade Register Number: J1991000008282 The European Unique Identifier (EUID): ROONRCJ1991000008282 Legal Entity Identifier (LEI): 5493008G6W6SORM2JG98 Subscribed and paid-in share capital: 356,889,567.5 RON Regulated market on which the issued shares are traded: Bucharest Stock Exchange – Premium Tier Category (market symbol: ALR)

Significant event to be reported: Reporting of transactions with related parties according to art. 108 paragraph 3 and paragraph 13 of Law no. 24/2017 – Republished

Please be informed by the present Current Report, that ALRO S.A. concluded on the date of February 20th , 2025 with the company VIMETCO MANAGEMENT ROMANIA S.R.L. one new transaction whose cumulated value with the other transactions concluded/ carried out within the last 12 months, cumulatively exceed 5% of the Company's net assets as per ALRO S.A. Standalone Financial Statements related to the first 6 months of 2024, amounting to RON 43,365,613, as follows:

  • Transactions of ALRO S.A. with VIMETCO MANAGEMENT ROMANIA S.R.L., carried out during the period December 1 st, 2024 – January 31 st, 2025 in total amount of RON 31,525,627.
  • Details on the transaction concluded on February 20th, 2025 by ALRO S.A. as Buyer/Consumer, with the company VIMETCO MANAGEMENT ROMANIA S.R.L. as Seller/Provider, in estimated amount of RON 52,945,966.

Details have been enclosed to this Report, as follows:

  • Annex 1 Reporting of transactions carried out during the period December 1 st, 2024 – January 31st, 2025 ;
  • Annex 2 Reporting of contracts related to the transactions in Annex 1;
  • Annex 3- Reporting of transaction concluded on February 20th, 2025 and of mutual debts and receivables balances as of January 31 s , 2025.

1

The Company management declares that the management has assessed the reported transactions as being economically correct and justified.

Chairman of the Board of Directors Chief Executive Officer Marian Daniel Nastase Marin Cilianu

ALRO S.A. CIF: RO1515374 J1991000008282 www.alro.ro

Slatina H.Q. Bucharest Office
116 Pitesti Street 64 Splaiul Unirii
230048 Slatina, Romania 040036 Bucharest, Romania
T: +40-249-431.901 T: +40-21-408.35.00

Annex 1 - Reporting of transactions carried out during the period December 1 st, 2024 – January 31 st, 2025

Acquisitions

Year Month Name Nature of
relationship
Name Nature of
relationship
Nature of
transaction
Object of transaction Amount
(RON)
N.R.U. number/
Date of contract
2024 12 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Consultancy 1,073,000 1201/15.10.2024
2024 12 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Gas 5,287,837 1496/16.12.2024
2024 12 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Energy 5,910,275 1494/16.12.2024
2024 12 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Reinvoicing expenses 37,656 no
contract
2024 12 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Strategic consultancy 6,409,787 1207/15.10.2024
2024 12 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Strategic consultancy 15,519 1208/15.10.2024
2025 1 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Consultancy 1,073,000 1201/15.10.2024
2025 1 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Gas 6,967,152 1496/16.12.2024
2025 1 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Energy 4,614,477 1537/24.12.2024
2025 1 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Reinvoicing expenses 38,363 no
contract
2025 1 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Strategic consultancy 25,878 1207/15.10.2024
2025 1 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Acquisitions Strategic consultancy 15,527 1208/15.10.2024
Total 31,468,471

2

Slatina H.Q. Bucharest Office
116 Pitesti Street 64 Splaiul Unirii
230048 Slatina, Romania 040036 Bucharest, Romania
T: +40-249-431.901 T: +40-21-408.35.00

Sales

Year Month Name Nature of
relationship
VIMETCO MANAGEMENT ROMANIA
SRL
Nature of
relationship
Nature of
transaction
Object of transaction Amount
(RON)
N.R.U. number/
Date of contract
2024 12 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Sales Gas distribution 31,588 1205/15.10.2024
2025 1 ALRO SA Issuer VIMETCO MANAGEMENT ROMANIA
SRL
Affiliated Sales Gas distribution 25,568 1205/15.10.2024
Total 57,156

Annex 2 - Reporting of the contracts related to the transactions included in the Annex 1;

Acquisition contracts

Name Nature of
relationship
Name Nature of
relationship
Nature of
transaction
Object of transaction N.R.U number/ Date of
contract
Payment term
ALRO SA Issuer VIMETCO MANAGEMENT
ROMANIA SRL
Affiliated Acquisitions Consultancy 1201/15.10.2024 Maximum 5 days from the beginning of
each month
ALRO SA Issuer VIMETCO MANAGEMENT
ROMANIA SRL
Affiliated Acquisitions Gas 1496/16.12.2024 Advance invoice will be paid in 5 working
days from the invoice date
th
Regularization invoice will be paid on 25
of the month following the delivery month
ALRO SA Issuer VIMETCO MANAGEMENT
ROMANIA SRL
Affiliated Acquisitions Energy 1494/16.12.2024 3 days from the receipt invoice date
ALRO SA Issuer VIMETCO MANAGEMENT
ROMANIA SRL
Affiliated Acquisitions Energy 1537/24.12.2024 3 days from the receipt invoice date
ALRO SA Issuer VIMETCO MANAGEMENT
ROMANIA SRL
Affiliated Acquisitions Strategic consultancy 1207/15.10.2024 3 days from the receipt invoice date
ALRO SA Issuer VIMETCO MANAGEMENT
ROMANIA SRL
Affiliated Acquisitions Strategic consultancy 1208/15.10.2024 45 days from the
invoice date

Sales contracts

Name Nature of
relationship
Name Nature of
relationship
Nature of
transaction
Object of transaction N.R.U number/ Date of
contract
Payment term
ALRO SA Issuer VIMETCO MANAGEMENT
ROMANIA SRL
Affiliated Sales Gas distribution 1205/15.10.2024 5 days from the invoice date

3

Slatina H.Q. Bucharest Office
116 Pitesti Street 64 Splaiul Unirii
230048 Slatina, Romania 040036 Bucharest, Romania
T: +40-249-431.901 T: +40-21-408.35.00

Annex 3 - Reporting of transaction concluded on February 20th , 2025 and of mutual debts and receivables balances as of January 31th , 2025

No. Parties having
concluded the legal
document
Nature of
the
relationship
Date of
conclusion and
nature of the
document
Description of the legal
document object
Total value of
the legal
document
(RON)*
Mutual
receivables and
debts
(RON)
Penalties Payment terms and
conditions
1. ALRO S.A.
VIMETCO
Issuer
209/20.02.2025
Addendum no. 1
of
the electricity
Affiliated
supply contract
Changing of the contract
price starting 01.01.2025
52,945,966* Receivables
ALRO S.A.
14,936,049
0.02% for
each day of
delay
5 working days before the
start of the delivery month
for the advance invoice
MANAGEMENT
ROMANIA S.R.L.
no. 23/20.12.2024 Debts ALRO S.A.
11,723,201
3 calendar days for the
regularization invoice

*this value replaces the contract value included in the Current Report no. 72 of 24.12.2024

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