Kardan N.V.

Pre-Annual General Meeting Information • Aug 28, 2024

General Meeting of Shareholders

AGENDA

• Cautionary note.
• Key figures in 2023.
• Key developments in 2023.
• Kardan Land China (KLC).
• Financials.

Cautionary note

• KNV
  • As of December 31 2023, the audit opinion draw attention to the going concern section in the note 1C of the financial statements which describes the financial position and going concern of the Company.
  • As of December 31 2023, the company has a working capital deficit of approximately €263M, Negative cash flow from operations of €1.2M, and Deficit of €108.7M in the equity attribute to the company's shareholders in the amount.
  • In June 2022, the Company entered into a debt settlement agreement with representatives of its bondholders. The company won't be able to repay the full debt by the end of 2024 to the debentures. Also it will not be able to complete the disposal of its assets (mainly the mall in Dalian) in a way that will enable it to repay the bonds when they come due.
  • There are ongoing difficulties in raising sources to finance the activities of the headquarters in 2024.
  • The company has lean headquarters with limited budget.
• KLC

3

• Operates in a challenging economic environment that will make it difficult to optimally execute its holdings.
• Difficulty in realizing assets in the Joint Venture.
• Permanent breach of the of the bank loan terms.

€ in million	2023	2022	2021
Real estate	(22.9)	(24.5)	(16.0)
Discontinued operation - Water infrastructure	43.64	(36.9)™	(41.0)*
Holding (Corporate G&A and finance)	(63.7)	384.1	(93.2)
Total net profit (loss) to equity holders	(43.0)	322.7	(150.2)
Total deficit	(123.2)	(69.4)	(389.9)
Equity attributable to the equity holders	(110.7)	(54.7)	(375.8)
Number of employees (as at year-end)	132**	437	499

* Retrospectively adjusted to present the former water infrastructure activity as discontinued operation ** In 2023 there were no employees working in the water infrastructure activities (TGI)

Key developments in 2023

• The loss attributable to equity holders of the Company in 2023 amounted to €43 million and included a one-time profit from discontinued operations of €43.6 million due to the deconsolidation of the subsidiary TCE that was formerly consolidated in the water infrastructure activity. With the deconsolidation of TCE, the water infrastructure activity was deconsolidated as a whole and it is not considered a reportable business segment in this report. In 2022 the profit attributable to equity holders of the Company was €322.7 million, including a one-time profit from the debt settlement. .
• Real estate segment
  • The rental revenues of Galleria Dalian amounted to €10.5 million in 2023 (2022: €9.8 million).
  • The rental operation generated an operating profit of €6.2 million in 2023 (2022: operating profit of €5.4 million).
  • The impairment of the value of the shopping mall investment property, in the amount of €19.0 in 2023 (2022: €24.8 million).
  • In Q4, an impairment of a financial asset (accrued income) in the amount of €3 million was recorded due to a change in the lease contract of a significant tenant in the shopping mall in light of his financial difficulties.
  • The result of the investment property segment in 2023 came in at €15.7 million loss (2022: €19.5 million).

Key developments in 2023 (cont.)

• Real estate segment (cont.)
  • Revenues from the development segment include revenues from the sale of apartments in the Europark Dalian project and revenues from management fees from joint ventures. In 2023, the revenues in this segment amounted to €1.6 million (2022: €3.1 million)
  • Due to a slowdown in the joint venture residential projects, fewer deliveries of apartments and an impairment of the value of apartments and land inventory in the project companies.
  • The company's share of results of the joint ventures accounted for according to the equity method, amounted to a loss of €5 million in 2023 (2022: €0.5 million loss) and included impairments of the value of inventory in the project companies level.
  • The total real estate activity resulted in a €20.7 million loss in 2023 (2022: €20 million loss).

Kardan Land China

Real Estate Highlights – 2023

	For the year ended December 31.
In thousands of Euro	2073	2022
Real Estate - Development
Sale of apartments	1,625	3,076
Cost of sales	(897)	(1,538)
Gross Profit (loss)	728	1,538
SG&A expenses	(762)	(1,047)
Equity earnings (losses)	(4,965)	যাঁ
Impairment of investment in Joint Ventures		(1,078)
Real Estate Development segment results	(4,999)	(543)
Real Estate - Investment Property
Rental revenues	10.458	9.766
Cost of rental revenues	(3,084)	(3,240)
Gross Profit	7,374	6,526
SG&A expenses	(1,132)	(1,171)
Operating profit	6,242	5,355
Loss from fair value adjustments of investment property	(18,985)	(24,830)
Profit (loss) from impairment of financial assets	(2,954)
Profit from other income (expense), net
Real Estate Investment Property segment results	(15,697)	(19,475)
Total Real Estate activity results	(20,696)	(20,018)

Financials

9

Summary of results - 2023

(in € thousands)	FY - 2023	FY - 2022*
Total revenues	12,083	12,842
Total expenses	(9,559)	(11,684)
Profit (loss) from operations before fair value adjustments and disposal of	2,524	1,158
assets
Loss from fair value adjustments	(18,985)	(24,830)
Profit (loss) from impairment of financial assets	(2,954)	-
Other income (expenses), net	721	(1,077)
Result from operations before finance expenses	(18,694)	(24,749)
Profit from debt settlement
	-	429,277
Financing expenses, net	(62,162)	(47,231)
Equity earnings (losses), net	(4,965)	44
Profit (loss) before income tax	(85,821)	357,341
Income tax expenses / (benefit)	109	(2,309)
Profit (loss) from continuing operations	(85,930)	359,650
Profit (loss) from discontinued operations	43,641	(37,853)
Profit (loss) for the period	(42,289)	321,797
Attributable to:
Non-controlling interests	739	(915)
Net result for equity holders	(43,028)	322,712
Other Comprehensive income (expense)	(11,888)	(1,895)
Total Comprehensive income (expense) attributable to Kardan equity holders	(54,916)	320,817

* Retrospectively adjusted to present the Water Infrastructure segment as discontinued operations (see 'Insolvency proceeding against subsidiaries' note below)

Thank you

Disclaimer

This presentation has been prepared on behalf of Kardan N.V. solely for information purposes. It is not an investment advice or an offer or solicitation for the purchase or sale of any financial instrument. While reasonable care has been taken to ensure that the information contained herein is not untrue or misleading at the date of the presentation, Kardan N.V. makes no representation that it is accurate or complete. The information contained herein is subject to change without notice. Neither Kardan N.V. nor any of its officers or employees accepts any liability for any direct or consequential loss arising from any use of this presentation or its contents. Copyright and database rights protection exist in this presentation and it may not be reproduced, distributed or published by any person for any purpose without the prior express consent of Kardan N.V. All rights are reserved.