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Comelf S.A. — Interim / Quarterly Report 2026
May 18, 2026
2355_10-q_2026-05-18_450acabe-956b-4c71-adf0-591dc0fb2790.pdf
Interim / Quarterly Report
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COMelf
GRUP UZINSIDER
COMELF SA
Registru comercial: No.258/02/31.01.01
Cod. bancar: (La) RO 12INGB0024000040598911
(Euro) RO 58INGB0024000040590711
Descrição: la / RO BANK BISTRITA
Societate cotata la Bursa de Valori Bucuresti
Report for the first quarter of 2026
Issued on: May 15, 2026
Company name: COMELF SA
Registered Office: Bistrita, str. Industry no. 4
Phone/fax number: 0263/234462; 0263/238092
VAT code with the Trade Register Office: 568656
Registration number with the Trade Register: J06/02/1991
Subscribed and paid-in share capital: 13,036,325.34 lei
Regulated market in which the issued securities are traded: BSE (Bucharest Stock Exchange)
- Presentation of the important events that occurred during the relevant period of time and the impact that they have on the financial position of the issuer and its subsidiaries.
- On April 29, 2026, an Annual General Meeting of Shareholders was held, at which the 2025 financial statements were approved, including the proposed allocation of net profit, amounting to 4,787,536 lei, as follows: 2,381,172 lei for the payment of dividends to the company’s shareholders, 759,551 lei for the creation of other reserves related to the reinvested profit facility, and 1,646,812 lei remained as retained earnings, the allocation of which is to be determined and approved at a later date.
-
On April 29, 2026, the 2026 revenue and expenditure budget, the investment program, and the company’s debt limit were approved;
-
The general description of the financial position and of the performances of the issuer and of its subsidiaries related to the relevant time period.
| The main indicators, thousands of lei | 01.01.2026-31.03.2026 | 01.01.2025-31.03.2025 | % |
|---|---|---|---|
| Total operating income, of which: | 43,457 | 39,860 | 3,597 |
| Revenues from construction contracts | 43,123 | 39,492 | 3,631 |
| Profit/(Loss) for the period | 1,298 | 1,510 | (312) |
| EBITDA | 3,976 | 4,464 | (488) |
| Interest-bearing Loans | 34,672 | 33,862 | 810 |
| Average number of staff | 548 | 565 | (17) |
*The financial figures are unaudited and outline the individual results of Comelf SA, prepared in accordance with International Financial Reporting Standards (IFRS);
- COMELF SA’s operating revenue was 43,457 thousand LEI as of March 31, 2026, higher than that achieved in the first quarter of 2025 (39,860 thousand LEI as of March 31, 2025). The increase in revenue in the first quarter of 2026 compared to the first quarter of 2025 was influenced by (i) the increase in the selling price per ton of products due to the rise in metal prices, as well as a change in the product mix toward higher volumes destined for the energy and railway sectors, in addition to volumes for the earthmoving sector. The outlook for the coming period is favorable, with orders for the earthmoving sector also showing growth;
- Profit for the period decreased in the first three months of 2026 compared to the same period of the previous year due to rising costs of raw materials (both price and specifications), utilities (electricity, due to lower production from renewable sources than in the first quarter of 2025), employee expenses, particularly in the area of specialized packaging, sales commission expenses, and travel expenses for contracting purposes;
$\spadesuit$ EBITDA: decreased, approximately, in line with profit, following its evolution.
The company's assets as of March 31, 2026, show that:
- Fixed assets: decreasing, on the one hand, influenced by the depreciation of existing fixed assets (cumulative effect as of March 31, 2026: 1,758 thousand LEI) and, on the other hand, new investments in progress (570 thousand LEI);
- Current assets increased by 5% compared to the end of 2025, due to:
(i) Raw material inventory increased by 2% in line with the increase in orders placed for the period corresponding to the second quarter of 2026;
(ii) Work in progress increased by 23% compared to the end of 2025, on the back of the significant increase in volumes to be delivered in the period April-June 2026;
(iii) Trade receivables increased by 8% as of March 31, 2025, compared to the end of the previous year, primarily due to revenue invoiced in the first quarter of 2025, with payment due in the following period;
(iv) Cash and cash equivalents decreased by 1,720 thousand lei compared to the end of 2025, due to the increase in the average collection period from customers, in line with contractual collection terms; - Equity increased compared to December 31, 2025, by the amount corresponding to the net profit realized during the period January 1, 2026–March 31, 2026;
- Interest-bearing loans as of March 31, 2026 remained unchanged compared to December 31, 2025 in EUR but increased in LEI compared to the level at the end of the first quarter of 2025, influenced by the evolution of the EUR/LEU exchange rate. No additional loans / credits were committed. The working capital available as of March 31, 2026, is 34,671,840 lei (December 31, 2025: 34,669,800 lei; March 31, 2025: 33,844,280 lei);
- Accounts payable to suppliers increased compared to December 2020, in line with the production schedule;
The report for the first quarter of 2026 is available on the company’s website at www.comelf.ro, link: http://www.comelf.ro/investitori/rapoarte-financiare/.
General Manager,
eng. Cenuşă Gheorghe
Financial Manager,
ec. Dana Tatar

SITUAȚII FINANCIARE
INTERIMARE IFRS
LA 31 MARTIE 2026
| Situația poziției financiare | 1 |
|---|---|
| Situația contului de profit sau pierdere și alte elemente ale rezultatului global | 2 |
| Situația modificării capitalurilor proprii | 3 - 4 |
| Situația fluxurilor de numerar | 5 |
| Notele la situațiile financiare individuale | 6 - 25 |
COMELF S.A.
INTERIM FINANCIAL STATEMENTS AS OF March 31, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in lei, unless otherwise indicated)
STATEMENT OF FINANCIAL POSITION AT March 31, 2026
| Nota | 31.03.2026 | 31.12.2025 | |
|---|---|---|---|
| Active | |||
| Cheltuieli de dezvoltare | 193.553 | 166.662 | |
| Imobilizari necorporale | 5 | 685.471 | 743.435 |
| Imobilizari corporale | 5 | 73.648.074 | 74.682.613 |
| Imobilizari financiare | 5 | 220.000 | 220.000 |
| Active financiare disponibile in vederea vanzarii | 6 | - | - |
| Total Active non-curente | 74.747.098 | 75.812.710 | |
| Avansuri acordate pentru imobilizari corporale | 804.219 | 926.387 | |
| Stocuri | 7 | 28.233.173 | 24.832.690 |
| Creante din contracte cu clientii | 8 | 42.633.260 | 39.529.985 |
| Creante comerciale si alte creante | 9 | 12.381.567 | 11.596.545 |
| Creante privind impozitul curent | - | - | |
| Numerar si echivalente de numerar | 11 | 7.458.615 | 9.178.667 |
| Total Active Curente | 91.510.834 | 86.064.274 | |
| Total Active | 166.257.932 | 161.876.984 | |
| Capital social | 12 | 13.036.325 | 13.036.325 |
| Ajudari ale capitalului social | 12 | 8.812.271 | 8.812.271 |
| Alte elemente de capitaluri proprii | 12 | (4.278.436) | (4.307.278) |
| Rezerve | 12 | 53.693.461 | 53.873.725 |
| Rezultat reportat | 12 | 5.182.710 | 1.015.642 |
| Rezultatul exercitiului | 25 | 1.297.514 | 4.787.536 |
| Repartizarea profitului | - | (759.551) | |
| Total Capitaluri Proprii | 77.743.845 | 76.458.670 | |
| Datorii | |||
| Descoperiri de cont | 13 | - | - |
| Alte imprumuturi si datorii -leasing | 13 | - | - |
| Datorii privind impozitul amanat | 22 | 5.088.434 | 5.116.535 |
| Provizioane pentru riscuri si cheltuieli | 21 | 166.697 | 166.697 |
| Datorii privind venituri amanate | 23 | 5.714.064 | 4.733.145 |
| Total datorii pe termen lung | 10.969.195 | 10.016.377 | |
| Descoperiri de cont | 13 | 34.671.840 | 34.669.800 |
| Partea curenta aferenta creditului pe termen lung | 13 | - | - |
| Datorii privind impozitul amanat | 22 | 112.604 | 113.345 |
| Partea curenta alte imprumuturi si datorii - leasing | 11 | - | - |
| Datorii comerciale si alte datorii | 14 | 41.227.336 | 37.569.100 |
| Provizioane pentru riscuri si cheltuieli | 21 | 535.357 | 550.615 |
| Datorii privind venituri amanate | 23 | 997.755 | 2.499.077 |
| Total datorii curente | 77.544.892 | 75.401.937 | |
| Total Datorii | 88.514.087 | 85.418.314 | |
| Total capitaluri proprii si datorii | 166.257.932 | 161.876.984 |
Cenusa Gheorghe Tatar Dana
General Manager Economic Manager
COMELF S.A.
INTERIM FINANCIAL STATEMENTS AS OF March 31, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in lei, unless otherwise indicated)
PROFIT OR LOSS ACCOUNT SITUATION
AND OTHER ELEMENTS OF THE OVERALL RESULT
| Nota | 31.03.2026 | 31.03.2025 | |
|---|---|---|---|
| Operatiuni continue | |||
| Venituri | |||
| Venituri din contracte de constructii | 15 | 40.391.702 | 37.354.610 |
| Venituri din vanzarea marfurilor | 70.812 | 14.895 | |
| Alte venituri aferente cifrei de afaceri | 2.660.427 | 2.122.411 | |
| Total venituri | 43.122.941 | 39.491.916 | |
| din care cifra de afaceri | 3 | 39.905.680 | 36.044.107 |
| Alte venituri | 16 | 439.789 | 484.744 |
| Cheltuieli | |||
| Cheltuieli cu materii prime si alte cheltuieli materiale | (18.168.343) | (16.533.395) | |
| Cheltuieli cu energia si apa | (1.796.957) | (1.616.528) | |
| Cheltuieli cu marfurile | (67.860) | (14.725) | |
| Cheltuieli cu personalul | 17 | (15.035.145) | (13.833.809) |
| Cheltuieli cu transportul | 18 | (1.113.568) | (868.316) |
| Alte cheltuieli aferente veniturilor | 19 | (3.360.082) | (2.570.460) |
| Cheltuieli cu amortizarea si deprecierea imobilizarilor | 5 | (1.758.061) | (2.342.856) |
| Cheltuieli financiare, net | 25 | (737.327) | (561.672) |
| Ajusturi privind deprecierea activelor circulante, net | 8 | - | - |
| Cheltuieli cu provizioane pentru riscuri si cheltuieli, net | 21 | 15.258 | 175.265 |
| Alte cheltuieli | 19 | (44.844) | (75.926) |
| Total cheltuieli | (42.066.929) | (38.242.422) | |
| Profit inaintea impozitului pe profit | 1.495.801 | 1.734.238 | |
| Impozit pe profit | 20 | (198.287) | (224.002) |
| Profit din operatiuni continue | 1.297.514 | 1.510.236 | |
| Profit din operatiuni discontinue | - | - | |
| PROFITUL PERIOADEI | 1.297.514 | 1.510.236 | |
| Alte elemente ale rezultatului global | |||
| Elemente care nu vor fi reclasificate la cheltuieli sau venituri | |||
| Modificari de valoare ale activelor utilizate, rezultate in urma reevaluarii, net de impozite | - | - | |
| Elemente care pot fi reclasificate la cheltuieli sau venituri | |||
| Modificari de valoare ale titlurilor disponibile pentru vanzare | 3 | - | - |
| Total cont de profit sau pierdere si alte elemente ale rezultatului global | 1.297.514 | 1.510.236 | |
| Rezultatul pe actiune | |||
| Din operatiuni continue si discontinue | |||
| Rezultatul pe actiune de baza (lei pe actiune) | 24 | 0,06 | 0,07 |
| Rezultatul pe actiune diluat (lei pe actiune) | 24 | 0,06 | 0,07 |
| Din operatiuni continue | |||
| Rezultatul pe actiune de baza (lei pe actiune) | 24 | 0,06 | 0,07 |
| Rezultatul pe actiune diluat (lei pe actiune) | 24 | 0,06 | 0,07 |
Cenusa Gheorghe, Tatar Dana ,,
General Manager Economic Manager
3
COMELF S.A.
INTERIM FINANCIAL STATEMENTS AS OF March 31, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
| STATEMENT OF CHANGES IN EQUITY | Capital Social | Adjustments of share capital | Reserves from revaluation | Reserves legal | Other reserves | The Result withheld | Total equity |
|---|---|---|---|---|---|---|---|
| Balance as of January 1, 2025 | 13,036,325 | 8,812,271 | 30,445,038 | 2,607,265 | 19,246,324 | 6,989,503 | 81,136,726 |
| Profit or loss account and other elements of the overall result | 4,787,536 | 4,787,536 | |||||
| Profit or loss | |||||||
| Other elements of the overall result | 0 | ||||||
| Net change in the fair value of available-for-sale financial assets | 0 | ||||||
| Movements in the profit or loss account and other elements of the overall result | |||||||
| Realised revaluation differences transferred to retained earnings - current year | -1,026,178 | 861,990 | -164,188 | ||||
| Legal reserves established | 0 | 0 | 0 | ||||
| Reserves from tax exemption of reinvested profits (according to the Tax Code) | 759,551 | -759,551 | 0 | ||||
| Other equity items | 164,188 | 0 | 164,188 | ||||
| Revaluation of tangible fixed assets after taxation | 0 | ||||||
| Total profit or loss account and other elements of the overall result | 0 | 0 | -861,990 | 0 | 759,551 | 4,889,975 | 4,787,536 |
| Other items retained-correction of accounting errors | -1,230,683 | -1,230,683 | |||||
| Other items retained-correction of accounting errors | 0 | -1,230,683 | -1,230,683 | ||||
| Transactions with shareholders, recorded directly in equity | 0 | 0 | |||||
| Contributions from and distributions to shareholders/employees | - | - | - | - | -2,629,741 | -5,605,168 | -8,234,909 |
| Total transactions with shareholders | 0 | 0 | 0 | 0 | -2,629,741 | -5,605,168 | -8,234,909 |
| Balance as of December 31, 2025 | 13,036,325 | 8,812,271 | 29,583,048 | 2,607,265 | 17,376,134 | 5,043,627 | 76,458,670 |
Continued on next page
4
COMELF S.A.
INTERIM FINANCIAL STATEMENTS AS OF March 31, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
| STATEMENT OF CHANGES IN EQUITY | Capital
Social | Adjustments
of
share capital | Reserves
from
revaluation | Reserves
legal | Other
reserves | The Result
withheld | Total
equity |
| --- | --- | --- | --- | --- | --- | --- | --- |
| Balance as of January 01, 2025 | 13,036,325 | 8,812,271 | 29,583,048 | 2,607,265 | 17,376,135 | 5,043,627 | 76,458,671 |
| Profit or loss account and other elements of the overall result | | | | | | 1,297,514 | 1,297,514 |
| Profit or loss | | | | | | | |
| Other elements of the overall result | | | 0 | | | | 0 |
| Net change in the fair value of available-for-sale financial assets | | | | | | | |
| Movements in the profit or loss account and other elements of the overall result | | | | | | | |
| Realised revaluation differences transferred to retained earnings - current year | | | -180,265 | | | 151,423 | -28,842 |
| Legal reserves established | | | | 0 | | 0 | 0 |
| Reserves from tax exemption of reinvested profits (according to the Tax Code) | | | | | | 0 | 0 |
| Other equity items | | | 28,842 | | 0 | 0 | 28,842 |
| Revaluation of tangible fixed assets after taxation | | | | | | | 0 |
| Total profit or loss account and other elements of the overall result | 0 | 0 | -151,423 | 0 | 0 | 1,326,356 | 1,174,933 |
| Other items retained-correction of accounting errors | | | | | | -12,340 | -12,340 |
| Other items retained-correction of accounting errors | | | 0 | | | -12,340 | -12,340 |
| Transactions with shareholders, recorded directly in equity | 0 | | | | 0 | 0 | 0 |
| Contributions from and distributions to shareholders/employees | - | - | - | - | - | - | 0 |
| Total transactions with shareholders | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Balance as of March 31, 2026 | 13,036,325 | 8,812,271 | 29,431,625 | 2,607,265 | 17,376,135 | 6,480,224 | 77,743,845 |
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
CASH FLOW STATEMENT
| 31/03/2026 | 31/12/2025 | |
|---|---|---|
| Pre - tax profit | 1,297,514 | 4,787,536 |
| Depreciation of fixed assets | 1,758,061 | 7,567,380 |
| Cash operational brut | 3,055,575 | 12,354,916 |
| Working Capital Variation | ||
| Variation receivables | 3,103,275 | 5,254,238 |
| Variation stocks | 3,411,852 | 4,245,172 |
| Variation in other current assets | -280,300 | 6,367,289 |
| Variation Income/Expenses in advances | 1,049,179 | 49,647 |
| Variation suppliers | 1,959,155 | 5,461,644 |
| Variation customer advances | 853,482 | -143,266 |
| Variation employees and assimilated | 517,272 | -34,500 |
| Net operating Cash | -898,521 | 1,722,448 |
| Cash flow df from net investment | 570,284 | 7,266,468 |
| Debts change | ||
| Variation of short-term loans | 2,041 | 779,256 |
| Variation of long-term loans | 0 | - |
| Variation of associated debts | -36,350 | 1,814,271 |
| Variation of other liabilities | 333,597 | 195,603 |
| Variation of capitaluri | -550,534 | -8,789,166 |
| Cash flow from financing | -251,246 | -6,000,036 |
| Total chas variation between | -1,720,050 | -11,544,057 |
| Initial Cash | 9,178,665 | 20,722,722 |
| Net Cash at end of period | 7,458,615 | 9,178,665 |
Cenusa Gheorghe, Tatar Dana,,
General Manager Economic Manager
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
OPIS NOTE
- Reporting entity
- Basics of preparation
- Significant accounting policies
- Significant risk management
- Tangible and intangible assets
- Financial assets available for sale
- Inventories
- Receivables from contracts with customers
- Trade receivables and other receivables
- Value adjustments
- Cash and cash equivalents
- Equity
- Loans
- Trade and other payables
- Revenues from construction contracts
- Other incomes
- Staff costs
- Shipping costs
- Other operating expenses
- Income tax
- Provisions for risks and expenses
- Deferred tax liabilities
- Deferred income
- Earnings per share
- Financial elements
- Contingent assets and liabilities
- Affiliated parties
- Capital commitments
- Operational segment reporting
- Events after the balance sheet date
- Approval of financial statements
NOTES TO THE FINANCIAL STATEMENTS IN ACCORDANCE WITH IFRS
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
1. Reporting entity
COMELF SA (the "Company") is a joint-stock company operating in Romania in accordance with the provisions of Law 31/1990 on companies and Law 297/2004 on the capital market, with subsequent additions and amendments. The company is headquartered in Bistrita, 4 Industriei Street, Bistrita Nasaud County, Romania.
The company was established as a commercial company in 1991 as a result of the reorganization of the former Bistrita Technological Equipment Company.
The company's shares are listed on the Bucharest Stock Exchange, the regulated market, with the code CMF, since November 20, 1995. Evidence of shares and shareholders is held in accordance with the law by the SC Depozitarul Central SA Bucharest.
The individual financial statements in accordance with International Financial Reporting Standards have been prepared for the first quarter of the financial year 2026.
The main activity of the Company is the manufacture of engines and turbines (except for those for airplanes, automobiles and motorcycles). The company also manufactures installations, sub-assemblies and components for power plants and environmental protection, earthmoving equipment, lifting and transport equipment, including their sub-assemblies, steel structures, weapons and ammunition, road transport vehicles and military combat vehicles.
2. Basics for preparation
a. Declaration of conformity
The financial statements have been prepared by the Company in accordance with:
- International Financial Reporting Standards adopted by the European Union ("IFRS");
These financial statements of the Company are prepared in accordance with the requirements of the Order of the Ministry of Finance no. 2844 of 2016, for the approval of Accounting Regulations compliant with International Financial Reporting Standards, applicable to companies whose securities are admitted to trading on a regulated market, which replaces the Order no. 1286/2012. International Financial Reporting Standards represent the standards adopted according to the procedure provided by Regulation (EC) no. 1,606 / 2002 of the European Parliament and of the Council of 19 July 2002 on the application of International Accounting Standards. The transition date to International Financial Reporting Standards was January 1, 2011;
- Law 82 of 1991 on accounting republished and updated.
The financial statements prepared as of March 31, 2026 shall be read in conjunction with the financial statements prepared as of December 31, 2025 under the same financial reporting framework.
The financial statements as at March 31, 2026 are not audited.
3. Significant accounting policies
The accounting policies have been applied consistently over all the intervals presented in the financial statements prepared by the Company.
The individual financial statements are prepared on the assumption that the Company will continue in business for the foreseeable future. To assess the applicability of this hypothesis, management reviews forecasts of future cash inflows.
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS (All amounts are expressed in LEI, unless otherwise indicated)
4. Management of significant risks
The Company's management considers that risk management must be performed within a consistent methodological framework and that their management is an important component of the strategy to maximize profitability, achieve an expected level of profit while maintaining an acceptable risk exposure and compliance with legal regulations. The formalization of the risk management procedures decided by the Company's management is an integral part of the Company's strategic objectives.
The investment activity leads to the Company's exposure to a variety of risks associated with the financial instruments held and the financial markets on which it operates. The main risks to which the Company is exposed are:
- market risk (price risk, interest rate risk and currency risk);
- credit risk;
- the risk related to the economic environment;
- operational risk.
- capital adequacy
The general risk management strategy aims at maximizing the Company's profit relative to the level of risk to which it is exposed and minimizing potential adverse variations on the Company's financial performance.
The company has implemented policies and procedures for managing and assessing the risks to which it is exposed. These policies and procedures are presented in the section dedicated to each type of risk.
(a) Market risk
Market risk is defined as the risk of recording a loss or not obtaining the expected profit, as a result of price fluctuations, interest rates and exchange rates for foreign currency.
The company is exposed to the following market risk categories:
(i) Price risk
The company is exposed to price risk, with the possibility that the value of the costs for the fulfillment of the projects will be higher than the estimated value, thus the contracts will run at a loss.
In order to cover the price risk generated by the increase of the basic raw material, the metal, the company has written, in the commercial contracts concluded with the clients, a protection clause that allows it to update the sale price if the price of the basic raw material increases. In the current economic context marked by political and economic instability, there is a risk linked to volatile raw material prices. The company also has a material procurement policy that offers protection for a period of 2-3 months, for confirmed orders, which ensures a balance, for the period in which we reposition ourselves vis-à-vis suppliers and vis-à-vis customers.
The carrying amount of financial assets and liabilities with a maturity of less than one year is approximated to their fair value.
| March 31, 2026 | December 31, 2025 | |||
|---|---|---|---|---|
| Book value | Fair value | Book value | Fair value | |
| Receivables from contracts with customers | 42,633,260 | 42,633,260 | 39,529,985 | 39,529,985 |
| Trade receivables and other receivables | 12,381,567 | 12,381,567 | 11,596,545 | 11,596,545 |
| Down-payments granted for tangible assets | 804.219 | 804.219 | 926.387 | 926.387 |
| Grants receivable | - | - | - | - |
9
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
| Cash and cash equivalents | 7,458,615 | 7,458,615 | 9,178,667 | 9,178,667 |
|---|---|---|---|---|
| Short-term bank loan | -34,671,840 | -34,671,840 | -34,669,800 | -34,669,800 |
| Current part-lease | 0 | 0 | - | - |
| Deferred tax liabilities (current part) | -112.604 | -112.604 | -113.345 | -113.345 |
| Trade and other payables | -41,227,336 | -41,227,336 | -37,569,100 | -37,569,100 |
| Total | -12,734,118 | -12,734,118 | -11,120,661 | -11,120,661 |
(ii) Interest rate risk
As of March 31, 2026 and December 31, 2025, most of the Company's assets and liabilities are non-interest bearing, except for bank loans and leases. As a result, the Company is not significantly affected by the risk of interest rate fluctuations.
The Company does not use derivative financial instruments to hedge against interest rate fluctuations.
Currency risk
Currency risk is the risk of recording losses or of not realizing the estimated profit due to unfavorable exchange rate fluctuations. Most of the Company's financial assets and liabilities are expressed in national currency, the other currencies in which operations are performed being EUR, USD and GBP.
Most current assets are expressed in foreign currency (75%) and the Company's financial liabilities are expressed in foreign currency (51%) and in the national currency (49%) and therefore exchange rate fluctuations do not significantly affect the Company's activity. The exposure to exchange rate fluctuations is mainly due to current currency conversion transactions required for current payments in LEI.
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
5. Tangible and intangible assets
On March 31, 2026 and December 31, 2025, tangible and intangible assets evolved as follows:
| Exp. on development | Intangible assets | Lands | Buildings | Technical installations and machinery | Other installations and furniture | Tangible assets in progress | Total | Advance p. for tangible assets | Financial assets | Total fixed assets* | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Cost | 203 | 205 | 211 | 212 | 213 | 214 | 231 | 4093 | |||
| Balance as of January 01, 2026 | 166.662 | 2,356,898 | 21,247,075 | 44,062,175 | 101,413.835 | 477.821 | 13,401,975 | 183,126,441 | 926.387 | 220.000 | 184,272,828 |
| inputs | 0 | 2.692 | 0 | 0 | 432.697 | 0 | 457.066 | 892.455 | 0 | 0 | 892.455 |
| Domestic production | 26.891 | 0 | 0 | 0 | 31.022 | 0 | 78.844 | 136.757 | 0 | 0 | 136.757 |
| Outflow (discarded assets) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Internal transfers | 0 | 0 | 0 | 0 | 0 | 0 | -336.763 | -336.763 | -122.168 | 0 | -458.931 |
| Revaluation of fixed assets | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Balance as of March 31st, 2025 | 193.553 | 2,359.590 | 21,247,075 | 44,062,175 | 101,877,554 | 477.821 | 13,601,122 | 183,818,890 | 804.219 | 220.000 | 184,843,109 |
| Balance as of January 01, 2026 | 0 | 1,613,464 | 0 | 27,068,924 | 78,508,017 | 343.327 | 0 | 107,533,732 | 0 | 0 | 107,533,732 |
| Depreciation expense per year | 0 | 60.655 | 0 | 518.355 | 1,169,765 | 9.285 | 0 | 1,758,060 | 0 | 0 | 1,758,060 |
| Cumulative depreciation of outflows | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Depreciation cancellation for revalued fixed assets | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Balance as of March 31, 2026 | 0 | 1,674,119 | 0 | 27,587,279 | 79,677,782 | 352.612 | 0 | 109,291,792 | 0 | 0 | 109,291,792 |
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
| Development costs | Intangible assets | Lands | Buildings | Technical installations and machinery | Other installations and furniture | Tangible assets in progress | Total | Advance payment for Fixed assets | Financial assets | Total fixed assets* | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of January 01, 2025 | 60.281 | 1,731,815 | 21,247,075 | 42,658,968 | 99,836,164 | 465.846 | 10,151,575 | 176,151,724 | 878.156 | 220.000 | 177,249,880 |
| inputs | 0 | 4.406 | 0 | 68.991 | 509.568 | 11.974 | 5,874,319 | 6,469,258 | 825.986 | 0 | 7,295,244 |
| Domestic production | 106.381 | 620.679 | 0 | 1,334,215 | 1,073,420 | 0 | 404.395 | 3,539,090 | 0 | 0 | 3,539,090 |
| Outflows (write-offs, sales) | 0 | 0 | 0 | 0 | -5.317 | 0 | 0 | -5.317 | 0 | 0 | -5.317 |
| Internal transfers | 0 | 0 | 0 | 0 | 0 | 0 | -3,028,314 | --3,028,314 | -777.755 | 0 | -3,806,069 |
| Internal transfers | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Balance as of December 31, 2025 | 166.662 | 2,356,900 | 21,247,075 | 44,062,174 | 101,413,835 | 477.820 | 13,401,975 | 183,126,441 | 926.387 | 220.000 | 184,272.828 |
| Balance as of January 01, 2025 | 0 | 1,392,588 | 0 | 24,855,867 | 73,655,446 | 305.970 | 0 | 100,209,871 | 0 | 0 | 100,209,871 |
| Depreciation expense per year | 0 | 220.876 | 0 | 2,213,058 | 4,857,887 | 37.357 | 0 | 7,329,177 | 0 | 0 | 7,329,177 |
| Cumulative depreciation of outflows | 0 | 0 | 0 | 0 | -5.317 | 0 | 0 | -5.317 | 0 | 0 | -5.317 |
| Depreciation cancellation for revalued fixed assets | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Balance as of December 31, 2025 | 0 | 1,613,464 | 0 | 27,068,924 | 78,508,016 | 343.327 | 0 | 107,533,731 | 0 | 0 | 107,533,731 |
| Net book value | |||||||||||
| On March 31, 2026 | 193.553 | 685.471 | 21,247,075 | 16,474,896 | 22,199,772 | 125.209 | 13,601,122 | 74,527,098 | 804.219 | 220.000 | 75,551,317 |
| On December 31, 2025 | 166.662 | 743.436 | 21,247,075 | 16,993,250 | 22,905,819 | 134.493 | 13401.975 | 75,592,710 | 926.387 | 220.000 | 76,739,097 |
12
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
6. Financial assets available for sale
As of March 31, 2026 and December 31, 2025, Comelf SA no longer holds financial assets available for sale.
7. Inventories
On March 31, 2026 and December 31, 2025, the stocks record the following balances:
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| Raw materials | 9,791,484 | 9,952,891 |
| Raw materials in progress (pending) | 548.055 | 142.696 |
| Auxiliary materials | 46.243 | 47.728 |
| Fuel + Machine oil | 38.376 | 8.699 |
| Inventory items | 82.567 | 105.018 |
| Other | 211.520 | 246.213 |
| Production in progress | 16,985,527 | 13,768,268 |
| Finished product | 0 | 0 |
| Goods | 529.402 | 561.177 |
| Adjustments for depreciation of raw materials | 0 | 0 |
| Total | 28,233,174 | 24,832,690 |
The company did not record any value adjustments for the impairment of inventories as of March 31, 2026. The accounting policies for the valuation of inventories are presented in Note 3. No stocks were pledged for the contracted loans.
8. Receivables from contracts with customers
As of March 31, 2026 and December 31, 2025, the receivables from commercial contracts are as follows:
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| Invoiced receivables from contracts with customers | 45,448,118 | 37,090,605 |
| Unbilled receivables from contracts with customers | 0 | 0 |
| Value adjustments regarding receivables from invoiced construction contracts | (2,814,858) | (2,814,858) |
| Total | 43,633,260 | 34,375,747 |
9. Trade receivables and other receivables
On March 31, 2026 and December 31, 2025, trade and other receivables are as follows
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| VAT to be recovered | 1,248,562 | 1,764,584 |
| Down-payments made to domestic suppliers (excluding those for fixed assets) | 167.519 | 326.601 |
| Down-payments made to external suppliers | 361.245 | - |
| Down-payments made to fixed assets suppliers | 804.219 | 926.387 |
| Grants receivable | - | 127.423 |
| Different debitors | 6,189,829 | 6,212,844 |
| Other claims regarding Bug Stat | - | - |
| CB recoverable from CASS | 505.379 | 574.190 |
| Other receivables | 3,909,033 | 2,590,902 |
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
Profit tax to be recovered
Total
| March 31, 2026 | December 31, 2025 |
|---|---|
| - | - |
| 13,185,786 | 12,522,931 |
Sundry debtors include: (i) amounts receivable from employees for the sale of social housing, with a monthly payment plan, for a maximum period of 5 years; (ii) amounts transferred to the Central Depository for dividends payable; (iii) proceeds from the sale of fixed assets;
Other receivables include (i) amounts in litigation with ANAF, representing VAT and corporate income tax established additionally, paid but contested and subject to legal proceedings; (iii) amounts due from customers to be offset against debts.
10. Impairment adjustments for current assets
The trend in value adjustments related to the impairment of current assets in 2026 was as follows:
| Balance on 01 January 2026 | increases | Decreases | Balance on March 31st, 2026 | |
|---|---|---|---|---|
| Value adjustments regarding receivables from contracts with customers | 2,814,859 | - | - | 2,814,859 |
| Total | 2,814,859 | 2,814,859 |
Value adjustments for the amount of 2,340,342 lei are constituted for a total of 14 clients, of which two are in litigation for the amount of 1,957,919 lei.
The adjustment in the amount of 474,516 lei is an adjustment of secured debts over 365 days old, related to a client.
The reasons why the entity considered financial assets to be impaired are mainly related to contractual guarantees or/and non-conformities under discussion with customers.
11. Cash and cash equivalents
As at 31 March 2026 and 31 December 2025, cash and cash equivalents are as follows:
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| Amounts available in bank accounts in local currency | 1,147,509 | 1,260,228 |
| Amounts available in bank accounts in foreign currency | 6,305,975 | 7,916,980 |
| Cash | 4.632 | 1.459 |
| Other amounts available | 499 | - |
| Total | 7,458,615 | 9,178,667 |
Current accounts opened with banks are permanently available to the Company and are not restricted.
Liquidity management
The responsibility for the liquidity risk lies with the Board of Directors and the executive management of Comelf, which establishes the liquidity management through BVC and the cash flow, prepared on the whole company and for each subunit separately.
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
12. Equity
(a) Share capital
As of March 31, 2026, no changes were made on the value of the share capital (13,036,325.34 LEI) and on the number of shares (22,476,423 shares).
As of March 31, 2026, and December 31, 2025, the Company’s shareholder structure is:
| March 31st, 2026 | December 31, 2025 | |||||
|---|---|---|---|---|---|---|
| Number of shares | Total face value | % | Number of shares | Total face value | % | |
| Uzinsider SA | 18,189,999 | 10,550,199 | 80.93 % | 18,189,999 | 10,550,199 | 80.93 % |
| Other shareholders | 4,286,424 | 2,486,126 | 19.07 % | 4,286,424 | 2,486,126 | 19.07 % |
| Total | 22,476,423 | 13,036,325 | 100 % | 22,476,423 | 13,036,325 | 100 % |
All shares are ordinary, have been subscribed, have the same voting right and have a nominal value of 0.58 lei / share.
The restated share capital contains the following components:
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| Social capital | 13,036,325 | 13,036,325 |
| Share capital adjustments - IAS 29 | 8,812,271 | 8,812,271 |
| Social capital portrayed | 21,848,596 | 21,848,596 |
The effect of hyperinflation on the share capital in the amount of 8,812,271 lei was registered by decreasing the carried forward result (earnings).
Capital management
(a) Legal reserves
In accordance with legal requirements, the Company establishes legal reserves in the amount of 5% of the gross profit recorded under IFRS but not more than 20% of the share capital valid at the date of establishment of the reserve.
Legal reserves cannot be distributed to shareholders, but can be used to cover cumulative losses. As at March 31, 2026 the Company had already constituted legal reserve up to the amount of these limits.
(b) Revaluation reserves
The revaluation reserve is fully associated with the revaluation of the company's tangible assets.
(c.) Dividends
As of March 31, 2026, the balance of dividends payable is 2,944,419 lei, comprising 1,106,149 lei for the year 2024 and 541,733 lei for the first half of 2025.
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
13. Loans
a) Credit line
As at March 31, 2026 the Company has a working capital loan agreement with ING Bank Romania - contract no. 11438/09.11.2011, with annual maturity, renewable in November each year. The subject matter of the contract is a credit facility in the amount of EUR 6,800,000, to provide working capital.
For the facility granted, the Company will pay interest at the rates specified below:
- for the amounts in euro used from the loan option, the annual interest rate is EURIBOR / LIBOR/ ROBOR 1M plus a margin of 1.15% per year;
As of March 31, 2026, the Company records a total credit line balance of 34,671,840 lei (December 31, 2025: 34,669,800 lei).
b). Leasing contracts
During 2019, the Company entered into a lease agreement for the acquisition of a CLOOS robotic welding system. The leasing contract nr.120882 was signed on 22.05.2019, lender BRD Soglease, financed amount 179.660,70 eur, payable in 60 monthly installments. The balance at March 31, 2025 is EUR 3,488.07, maturing in April 2025.
The main mortgages in favor of ING BANK, related to loans are:
- Land in surface of 13.460 sq.m and buildings with built area of 12.600 sq.m, with topographic number 8118/1/6, registered in CF 8685 of Bistrita.
- Land with an area of 20.620 sq.m and buildings with a built area of 17894 sq.m, with topographic number 8118/1/15, registered in CF 8694 of Bistrita.
- Land with an area of 581 sqm and buildings with a built-up floor area of 572.93 sqm, bearing the topographic number 6628/2/2/1/2, registered in CF 8697 of Bistrita locality and topographic no. 6628/2/2/1/2 / I, registered in CF 8697 / I of Bistrita locality.
- CF 55054 topo 8118/1/5: land with an area of 16820 sqm, cad.C1 top: 8118/1/5: SIDUT monobloc hall.
14. Trade and other payables
As of March 31, 2026 and December 31, 2025, trade payables and other payables are as follows:
| March 31st, 2026 | December 31, 2025 | |
|---|---|---|
| Trade payables | 29,688,088 | 27,728,933 |
| Advances received from customers | - | - |
| Debts to budgets | 2,769,972 | 2,246,488 |
| Debts to staff | 4,010,666 | 3,683,281 |
| Silver dividend | 3,435,182 | 3,436,592 |
| Income tax payable | - | - |
| VAT payable | - | - |
| Other loans and similar debts | 1,323,428 | 473,806 |
| Total | 41,227,336 | 37,569,100 |
Trade payables in the amount of 41,227,336 lei as of March 31, 2026 (2025: 37,569,100 lei) are in accordance with the contracts entered into with suppliers.
16
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
As of March 31, 2026, and December 31, 2024, liabilities to government budgets consist primarily of payroll-related contributions. The company has no outstanding debts to the state budget and social security budget.
15. Revenues from contracts with customers
| March 31, 2026 | March 31st, 2025 | |
|---|---|---|
| Revenues from contracts with customers related to delivered goods, for which the full transfer of ownership to the customer was achieved (ct 701) | 40,391,702 | 37,354,610 |
| TOTAL | 40,391,702 | 37,354,610 |
In determining revenues from contracts with customers, the entity permanently evaluates the level of actual costs compared to the initial costs, pre-calculated and recognizes revenues in execution stages proportional to the level of costs that contribute to the progress of the entity and were reflected in the contract price. and the physical stage of execution of the contract. The company transfers in time (in stages), to the client, the control over the goods fulfilling an execution obligation, thus recognizing revenues in time, at each execution stage. The company manufactures goods based on designs, only at the request of customers, based on firm orders.
The evaluation of the revenues from the contracts with the clients, on execution stages, is made taking into account the physical stage of execution of the contracts which is established at the end of each month by physical inventory, the costs actually accumulated corresponding to the physical stage. budgets specific to the physically determined stage of execution. Depending on the evolution of the actual costs compared to the budgeted costs, without taking into account the possible unfavorable evolutions of the actual costs, the Company recognizes an income, based on the total income to be obtained related to the contract balanced with the evolution of the corrected actual cost (without negative deviations) for the execution of the contract.
16a. Other revenue related to turnover
The position includes:
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| Rental income | 18.042 | 64.203 |
| Income from various activities | 924.241 | 1,222,719 |
| Revenues from the sale of residual products | 424.650 | 489.503 |
| Revenue from services rendered | 1,155,117 | 345.986 |
| Revenue from the sale of goods | 70.812 | 14.895 |
| Total | 2,592,862 | 2,137,306 |
16b. Other incomes
The position includes:
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| Income from investment grants | 259.562 | 295.531 |
| Revenue from operating subsidies included in revenue | 138.376 | - |
| Income from disposed of fixed assets | - | - |
| Other | 180.226 | 189.213 |
| Total | 578.164 | 484.744 |
17. Staff costs
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
The average number of employees as of March 31, 2026, and March 31, 2025, was as follows:
| March 31, 2026 | % | March 31, 2025 | % | |
|---|---|---|---|---|
| Production staff | 316 | 58 % | 320 | 57 % |
| Management and administration staff | 232 | 42 % | 245 | 43 % |
| Total | 548 | 100 % | 565 | 100 % |
Staff costs were as follows:
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| Staff salary expenses | 13,411,439 | 12,169,532 |
| Expenses with meal vouchers | 1,220,058 | 1,165,611 |
| Expenses regarding insurance and social protection | 403.648 | 498.666 |
| Total | 15,035,145 | 13,833,809 |
18. Shipping costs.
This position includes:
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| Expenses for the transport of raw materials | -* | -* |
| Expenses for transporting finished products | 896.683 | 660.379 |
| Expenses for transporting employees | 216.884 | 206.001 |
| Other transport costs | - | 1.936 |
| Total | 1,113,567 | 868.316 |
- Beginning in 2025, raw material transportation expenses are included in the cost of raw materials.
19a. Other expenses related to income
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| Maintenance and repair expenses | 254.394 | 406.193 |
| Rent expenses | 78.020 | 76,531 |
| Insurance expenses | 110.234 | 105,650 |
| Expenses with personnel training | 28.886 | 36.276 |
| Consulting expenses | 58.703 | 176.109 |
| Outsourcing expenses | 1,064,838 | 404.466 |
| Expenses regarding commissions and fees | 515.206 | 190.826 |
| Protocol expenses | 27.267 | 23.386 |
| Expenses with travel, secondments and transfers | 71.378 | 35.022 |
| Postal charges and telecommunications charges | 124.360 | 123.374 |
| Expenses with banking and similar services | 28.490 | 27.548 |
| Other expenses with services provided by third parties | 459.257 | 412.238 |
| Expenses with other taxes and fees | 539.051 | 552.841 |
| Total | 3,360,084 | 2,570,460 |
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
19b. Other expenses
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| Total | 44.844 | 75.926 |
20. Income tax
The Company's current profit tax as of March 31, 2026 is determined at a statutory rate of 16% based on IFRS profit.
Income tax expense at March 31, 2026 and March 31, 2025 is detailed as follows:
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| Current income tax expense | 198.287 | 224.002 |
| (Income) / deferred income tax expense | - | - |
| Total | 198.287 | 224.002 |
21. Provisions for risks and expenses
As of March 31, 2026, the Company has registered provisions for risks and expenses in the amount of 702.054 lei (717.312 lei as of December 31, 2025). Their summarized situation is presented below:
| Provision for guarantees | Pension provision | Provision for litigation | Other provisions | Total | |
|---|---|---|---|---|---|
| Balance as of January 01, 2026 | 0 | 166.697 | 0 | 550.615 | 717.312 |
| Established during the interval | 0 | 0 | 0 | 0 | |
| Used during the interval | 0 | 0 | 0 | (15.258) | (15.258) |
| Real estate receivables value adjustments (ct 2968) | 0 | 0 | |||
| Resumed during the interval | 0 | 0 | 0 | 0 | 0 |
| Balance as of March 31, 2026 | 0 | 166.697 | 0 | 535.357 | 702.054 |
| Long-term | 0 | 166.697 | 0 | 0 | 166.697 |
| --- | --- | --- | --- | --- | --- |
| short term | 0 | 0 | 0 | 535.357 | 535.357 |
- Pension provisions in the amount of 166,697 lei (December 31, 2025: 166.697 lei).
According to the collective labor contract, the Company offers cash benefits depending on the length of service upon retirement for employees. The amount provided for was calculated taking into account the amount expected to be granted on retirement based on the length of service in the company, the period of time until retirement for each employee adjusted by the average rate of fluctuation of the Company's staff over the last 5 years.
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS (All amounts are expressed in LEI, unless otherwise indicated)
- Other provisions in the amount of 535.357 lei (December 31, 2025: 550.615 lei) include:
- The provision related to the buy-back of pension insurance policies for the amount of 530,932 lei, are the pension rights of COMELF employees, granted under the law and the Collective Labour Agreement, to be paid to employees (short term).
- The amount of 4,426 includes provision for potential commercial penalties as per commercial contracts and customer notifications, under negotiation.
22. Deferred tax liabilities
Deferred tax liabilities as of March 31, 2026 and December 31, 2025 are generated by the items detailed in the following table:
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| Deferred tax liabilities related to reserves made up of reinvested earnings | (922.602) | (922.602) |
| Deferred tax liabilities related to revaluation differences of tangible assets. | (4,336,120) | (4,307,278) |
| Deferred tax, net | (5,258,722) | (5,229,880) |
23. Deferred income
1) The company received a government subsidy in 2013 in the amount of 16,848,613 lei within the project "Fundamental modification of manufacturing flows and introduction of new technologies in order to increase productivity and competitiveness on the internal and external market of SC COMELF SA".
The governmental subsidy was conditioned by the contribution from the Beneficiary of the amount of 27,635,774 lei, of which the eligible value 16,848,613 lei, the difference being ineligible value, including VAT within the project, during the project implementation period which was 24 months from 04.02. 2013.
As of March 31, 2026, the Company has reversed to income the amount of RON 198,917 (2025: 923,614 lei), representing the amortization of subsidies.
2) The company signed in 2018 (03.05.2018) a financing contract within POIM, having as objective the granting of a non-reimbursable financing by AM POIM for the implementation of the project "Smart Metering application of utility consumption", the total value of the contract financing is 1,072,188.43 lei, of which non-reimbursable financing is worth 900,988.68 lei. In October 2019, the "Utility Consumption and Production Monitoring System and Energy Management Software License" was commissioned; revenue from subsidies under this project was recorded as of March 31, 2026, in the amount of 15,969 lei (2025: 81,108 lei), representing amortization of subsidies.
3) The company signed in 2020 (11.06.2020) a financing contract within the EEA and Norway Grants 2014 - 2021, with the objective of granting non-refundable financing by Innovation Norway for the implementation of the project, An investment in a smarter future and more efficient", the total value of the financing contract was EUR 632,500, of which non-refundable financing in the amount of up to EUR 350,000. In November 2021, "a unit for the production of renewable energy from photovoltaics with a capacity of 1,200 MWH / year" was put into operation. The total value of the investment on 31.12.2021 was 2,998,953 lei, of which the amount of the subsidy received in March 2022 is 1,513,994 lei.
On March 31, 2026, the Company resumed in revenue the amount of 25.257 lei (2025: 101,027 lei), representing the amortization of subsidies.
4) The company has signed in 2023 (08.03.2023) a financing contract within the framework of POIM, with the objective of obtaining a grant for the implementation of the project "Energy efficiency measurements by changing the lighting system at COMELF Sa", the total amount of the financing contract is 1,110,499,499. 22
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
lei, of which the grant amount is 845,016.39 lei (718,263.93 lei ERDF funds +126,752.46 funds from the national budget). At the end of 2023 the project implementation was finalized.
As of March 31, 2026, the Company reversed to income the amount of 8,802 lei (2025:35,208 lei), representing amortization of subsidies.
5) In 2024, the company signed a partnership agreement with the National Institute for Research and Development in Welding and Materials Testing (ISIM) in Timișoara, under the ERASMUS-EDU-2023-PEX-COVE Program, with the objective of creating a “Center of Vocational Excellence for Welding and Non-Destructive Testing.” The project activities are scheduled to take place from March 1, 2024, to February 29, 2028. The amount of non-reimbursable funding allocated to COMELF SA, as a partner, is 200,000 EUR. In 2025, the company received pre-financing in the amount of 85,000 EUR, of which project-related expenses totaling 57,095.02 EUR were incurred;
The accounting policies adopted are presented in Note 3.
24. Earnings per share
The calculation of the basic earnings per share was performed based on the profit attributable to ordinary shareholders and the balanced average number of ordinary shares:
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| Profit attributable to ordinary shareholders | 1,297,514 | 1,510,234 |
| Balanced average number of ordinary shares | 22,476,423 | 22,476,423 |
| Basic earnings per share | 0.06 | 0.07 |
Diluted earnings per share are equal to basic earnings per share, as the Company has not recorded any potential ordinary shares.
25. Net financial expenses
| The financial elements are the following: | ||
|---|---|---|
| March 31, 2026 | March 31, 2025 | |
| Interest income | 27 | 161 |
| Income from exchange rate differences | 99.172 | 35.157 |
| Other items of financial income | 406 | 1.793 |
| Total financial income | 99.605 | 37.111 |
| Interest expenses | (302.072) | (314.203) |
| Expenses with exchange rate differences | (328.639) | (145.466) |
| Other items of financial expenditure, of which: | (206.219) | (139.114) |
| Total financial expenses | (836.930) | (598.783) |
26. Contingent liabilities and debts
(a) Environmental contingencies
Environmental regulations are in development in Romania, and the Company did not register any obligations on March 31, 2026 for any anticipated costs, including legal and consulting fees, site studies, design and implementation of remediation plans, on environmental elements.
The Company's management does not consider the expenses associated with possible environmental problems to be significant.
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
(b) Transfer price
According to Order 442/2016, the category of large taxpayers that exceed the following value thresholds in transactions with affiliated parties:
- 200,000 euros, in case of interest collected / paid for financial services, calculated at the exchange rate communicated by the National Bank of Romania valid for the last day of the fiscal year;
- 250,000 euro, in the case of transactions regarding the provision of services received / provided, calculated at the exchange rate communicated by the National Bank of Romania valid for the last day of the fiscal year;
- 350,000 euro, in the case of transactions concerning purchases/sales of tangible or intangible goods, calculated at the exchange rate communicated by the National Bank of Romania valid for the last day of the tax year. are obliged to draw up the transfer pricing file and make it available to the tax authorities, upon request within 10 days from the date of the request by the competent tax authority.
They are obliged to draw up the transfer pricing file and make it available to the tax authorities upon request within 10 days from the date of the request by the competent tax authority.
Comelf S.A. is in the process of finalizing the transfer pricing documentation for the year 2025.
- Transactions and balances with affiliated parties
The affiliated parties as well as a brief description of their activities and relations with the Company are as follows:
The transactions with the companies within the group are carried out based on the framework commercial contracts in which the rights and obligations of each party are stipulated, specifying the type of contract:
- commission/brokerage contract, consultancy contract, electricity purchase contract, subassembly manufacturing collaboration contract;
The rights and obligations of the parties are well delimited by the contractual clauses, the eventual litigations being within the competence of the International Arbitration Court attached to the Chamber of Commerce and Industry of Romania.
Transactions between the parties will be based on the principle of uncontrolled competition.
Based on the framework contract, firm orders are issued, the purpose of which is monitored, following the full observance of the contact clauses.
| Affiliated party | Activity | Description of the type of business relation |
|---|---|---|
| Uzinsider SA | Management consulting services | Uzinsider SA is the majority shareholder |
| Uzinsider Techo SA | Trade intermediation services for industrial products | |
| Uzinsider General Contractor SA | Collaborations on turnkey objectives Electricity trade | |
| Promex SA | Collaborations in the manufacture of subassemblies | |
| 24 Ianuarie SA | Collaborations in the manufacture of subassemblies |
The other companies are related to Comelf SA due to a combination of common management and / or persons who are also shareholders of the other companies.
a) Receivables and payables from related parties
As at 31 March 2026 and 31 December 2025, receivables from related parties are as follows:
| Receivables from | March 31st, 2026 | December 31st, 2025 |
|---|---|---|
| Uzinsider Techo SA | 6,911,643 | 6,583,232 |
| Uzinsider General Contractor SA | - | - |
23
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
| Promex SA | 124.704 | 370.829 |
|---|---|---|
| 24 Ianuarie SA | - | - |
| Total | 7,036,347 | 9,346,519 |
As at 31 March 2026 and 31 December 2025, payables to related parties are as follows:
| Debts to | March 31st, 2026 | December 31st, 2025 |
|---|---|---|
| Uzinsider SA | 638.100 | 425.007 |
| Uzinsider Techo SA | 1,210,035 | 926.759 |
| Uzinsider General Contractor SA | 4.000 | 5.191 |
| Promex SA | 28.873 | 28.869 |
| 24 Ianuarie SA | - | - |
| Total | 1,881,008 | 1,385,826 |
b) Affiliated party transactions
The sales of goods and services to the affiliated parties are carried out at prices similar to those in the contracts concluded with external beneficiaries, as follows:
| Sales in the year ended at: | March 31, 2026 | March 31, 2025 |
|---|---|---|
| Uzinsider Techo SA | 5,864,313 | 5,050,378 |
| Uzinsider General Contractor SA | - | - |
| Promex SA | 107.022 | - |
| 24 Ianuarie SA | - | 7.645 |
| Total | 5,971,335 | 5,058,023 |
The acquisitions from the affiliated parties were made at the acquisition value according to the contracts, as follows:
| Acquisitions in the year ended at: | March 31, 2026 | March 31, 2025 |
|---|---|---|
| Uzinsider SA | 176.109 | 176.109 |
| Uzinsider Techo SA | 531.379 | 199.838 |
| Uzinsider General Contractor SA | 4.000 | (302) |
| Promex SA | - | - |
| 24 Ianuarie SA | - | - |
| Total | 711.488 | 375.645 |
As there were no delays as to the contact deadlines, no impairment losses related to these transactions were recognized during the year.
The general terms and conditions provided in the relations concluded with the affiliated parties are the following: payment terms 60-120 days, payment method - payment orders, no guarantees, and no penalties for non-payment.
28. Capital commitments
Procurement commitments for the period 2026 are limited to own sources of financing and are estimated at EUR 1.3 million.
29. Operational segment reporting
The productive activity of the Company takes place within the factories organized as profit centers:
- Stainless Steel Products Factory ("FPI")
- Earthmoving Machinery and Equipment, Filters and Electrofilters Factory ("FUET")
- Earthmoving Components and Machines Factory ("TERRA")
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
The Company's activity involves exposure to a number of inherent risks. These include economic conditions, changes in legislation or tax rules. A variety of measures are taken to manage these risks. At the level of the Company, there is a risk-reporting system designed to identify current and potential obligations and to facilitate timely action. Insurance and taxation are also managed at the Company level.
The Company regularly carries out review activities to identify and monitor ongoing litigations and processes. The essential decisions are taken by the Board of Directors. The operating segments are managed independently, as each of them represents a strategic unit with different products:
- FPI - the most important products are: stainless steel (equipment for gas turbine power plants, components for wind installations, components for freight wagons, components for combustion air filtration) and carbon steel (equipment for gas turbine power plants, chassis for turbines, compressors, generators, conveyors with metal belt, components for transport, assembly and equipment of wind installations, components for transcontainer handling machines);
- FUET - the most important products are: naval equipment, filters for asphalt stations, components for freight wagons, components for asphalt cutters, components for excavators, motor housings and electric generators, equipment for industrial gas dedusting, equipment for power plants with gas turbines, wastewater treatment and purification equipment, hydromechanical and hydropower equipment, technological equipment;
- TERRA - the most important products are: earthmoving machines with final assembly (crushers, asphalt pouring machines), components for earthmoving machines (chassis, arms, frames), mobile presses for compacting car bodies, fixed presses and equipment components for compacting metal waste, telescopic cranes, subassemblies for heavy-duty dump trucks.
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
Reporting by operating segments
| FPI | FUET | TERRA | Center | Total | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2026 | March 31, 2025 | March 31, 2026 | March 31, 2025 | March 31, 2026 | March 31, 2025 | March 31, 2026 | March 31, 2025 | March 31, 2026 | March 31, 2025 | |
| External revenues of the segment | 16,843,433 | 15,888,960 | 15,035,542 | 14,481,076 | 10,261,972 | 8,026,015 | 1,421,782 | 1,579,710 | 43,562,729 | 39,975,761 |
| Total segment revenues | 16,843,433 | 15,888,960 | 15,035,542 | 14,481,076 | 10,261,972 | 8,026,015 | 1,421,782 | 1,579,710 | 43,562,729 | 40,013,770 |
| Net financial costs | -289,829 | -127.052 | -149,375 | -151.865 | -144,805 | -132.111 | -153,318 | -150.645 | -737,327 | -561.674 |
| Depreciation and amortization | 442,685 | 1,110,501 | 749,760 | 442.088 | 318,688 | 527.286 | 262,186 | 262.082 | 1,773,319 | 2,342,856 |
| Income tax expense | -93,126 | -74.853 | -70,377 | -92.450 | -31,872 | -56.699 | -2,912 | 0 | -198,287 | -224.002 |
| The net result for the interval | 578,773 | 499.193 | 467,828 | 631.984 | 250,912 | 379.056 | - | - | 1,297,513 | 1,510,233 |
All amounts presented as a total correspond to the amounts presented in the financial statements, without the need for reconcilement.
The total income of the segment corresponds to the item income plus other income, and the other items with similar items in the financial statements.
25
COMELF S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS AS AT MARCH 31st, 2026 IN ACCORDANCE WITH IFRS
(All amounts are expressed in LEI, unless otherwise indicated)
30. Events subsequent to the date of the statement of financial position:
Not applicable.
31. Approval of financial statements
The financial statements were approved by the Board of Directors and published on the website on May 15, 2026.
Cenusa Gheorghe Tatar Dana
General Manager Economic Manager
26
COMELF
GRUP UZINSIDER
COMELF SA
Registru comerțului No.J/06/02/31.01.91
Cont bancar: (Lat) RO 12INGB0024000040598911
(Euro) RO 58INGB0024000040590711
Descriere la: ING BANK BS77RITA
Societate cotată la Bursa de Valori București
COMELF SA's First Quarter Report
According to the FSA Regulation no. 5/2018 Annex no. 13
Issued on: 5/15/2026
Company name: COMELF SA
Registered Office: Bistrita, str. Industry no. 4
Phone/fax number: 0263234462 / 0263238092
VAT code with the Trade Register Office: 568656
Registration number with the Trade Register: J06/2/1991
Subscribed and paid-in share capital: 13,036,325.34 lei
Regulated market in which the issued securities are traded: Bucharest Stock Exchange
The main characteristics of the securities issued by the company:
-
DEMATERIALIZED REGISTERED SHARES in the number of 22,476,423 with a nominal value of 0.58 lei/share.
-
Presentation of the important events that occurred during the relevant period of time and the impact that they have on the financial position of the issuer and its subsidiaries.
- The general description of the financial position and of the performances of the issuer and of its subsidiaries related to the relevant time period.
B. Economic and financial indicators for the first quarter of 2026
| Indicator Name | Calculation model | March 31, 2025 | March 31, 2025 |
|---|---|---|---|
| Current liquidity (general) | Current assets/Current liabilities (the recommended value for this indicator is around 2) | 1.18 | 1.25 |
| The current (general) liquidity ratio as of March 31, 2026, is 1.25, representing the extent to which the company's current liabilities are covered by its current assets. | |||
| Degree of indebtedness | Borrowed capital/Committed capital | 0 | 0 |
COMelf
GRUP UZINSIDER
COMELF SA
Registru comerțului No.J/06/02/31.01.91
Cont bancar: (Lat) RO 12INGB0024000040598911
(Euro) RO 58INGB0024000040590711
Deschise la: ING BANK BISTRITA
Societate cotată la Bursa de Valori București
| The company’s debt ratio as of March 31, 2026, is zero, which means that the company has no loans with a repayment term exceeding one year. This indicator was calculated as the percentage ratio of borrowed capital—liabilities due in more than one year—to total capital. | |||
|---|---|---|---|
| debt collection time - Customers (days) | Average customer balance / Turnover X 90 | 93 | 92 |
| Turnover speed of fixed assets | Turnover / Fixed Assets | 0.52 | 0.48 |
General Manager,
eng. Cenușă Gheorghe
Financial Manager,
ec. Dana Tatar
STATEMENT
in accordance with the provisions of art. 30 from the Accounting Law no. 82/1991
The annual financial statements were prepared on 31/03/2026 for :
Entity: COMELF SA
County: BISTRITA-NASAUD
Address: BISTRITA, no. 4, INDUSTRIEI str.
Trade register number: J06/02/1991
Form of ownership: 34-Joint stock companies
Main activity (NACE code and class name) 2811 -Manufacture of_engines and turbines (except for aircraft, motor vehicles and motorcycles)
Tax identification code: 568656
General Manager Eng. Cenusa Gheorghe and Financial Director Ec. Tatar Dana of the company, undertake responsibility for the preparation of the annual financial statements as of 31/03/2026 and confirm that:
a) Accounting policies used in the preparation of the annual financial statements are in accordance with applicable accounting regulations.
b) The annual financial statements provide a true and fair view of the financial position, financial performance and other information regarding the activity performed.
c) The legal entity carries out its activity in conditions of continuity.
General Manager
Cenusa Gheorghe
Financial Manager
Tatar Dana