Condensed Half-Year Financial Report 2024 (Courtesy translation)

Condensed Half-

Year Financial

Report

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Company profile

1. COMPANY PROFILE

Company information and structure

NEXT RE SIIQ S.p.A. (hereinafter also referred to as "NEXT RE" or the "Company") with registered office in Rome, Via Zara 28, Tax Code and VAT no. 00388570426, REA number RM-1479336, is a real estate investment company with shares listed on the Euronext Milan market ("EXM") organised and managed by Borsa Italiana S.p.A.

The Company currently manages a portfolio consisting of office and commercial properties.

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Company profile

Company offices/positions

Board of Directors

The composition of the Board of Directors - appointed by the Shareholders' Meeting of 16 May 2023 - is as follows:

Board of Statutory Auditors

Until the date of 23 April 2024, the composition of the Board of Statutory Auditors - appointed by the Shareholders' Meeting of 26 April 2021 and expiring on the date of the Shareholders' Meeting to approve the financial statements as at 31 December 2023 - was as follows:

Following the Shareholders' Meeting of 23 April 2024, the Board of Statutory Auditors was composed as follows:

The manager in charge pursuant to Article 154-bis paragraph 2 TUF (Consolidated Finance Act)

Francesca Rossi

Independent Auditors

EY S.p.A. is appointed as statutory auditor for the period 2021-2029.

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Interim Report on Operations

2. INTERIM REPORT ON OPERATIONS

Financial highlights

The following are the key indicators as at 30 June 2024 compared to 30 June 2023 and 31 December 2023.

The main results of the first half of 2024 are shown below:

• Net result for the period was equal to a profit of € 0.36 million, compared to a loss of € - 6.1 million as at 30 June 2023;
• EBITDA for the first half of 2024 was EUR 1.1 million positive as at 30 June 2024 (EUR -1.9 million as at 30 June 2023);
• Shareholders' equity was EUR 76.8 million as of 30 June 2024 compared to EUR 76.5 million as of 31 December 2023;
• Total Financial Debt was EUR 56.79 million as of 30 June 2024 compared to EUR 57.08 million as of 31 December 2023;
• Net Loan to Value was 44% as of 30 June 2024 and remained unchanged as of 31 December 2023.

The economic indicators highlighted above show a trend reversal compared to the same period last year, following the structural reorganization and the subsequent cost rationalization initiated in 2023.

Net Operating Income is EUR 2.6 million and includes Rental Income of EUR 3.3 million and Real Estate Costs of EUR -0.7 million. EBITDA, which represents the margin before the result of financial operations, asset adjustments and taxes, also includes, in addition to the above, personnel costs of EUR -0.3 million and general

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Interim Report on Operations

costs of EUR -1 million. The result for the period, which also includes the result of financial operations of EUR -0.6 million, shows a profit of EUR 0.36 million.

The value of Investment Properties stood at EUR 130.02 million, remaining largely the same as on 31 December 2023. The overall net change in fair value, which was recorded to bring the portfolio asset values in line with those determined by the independent expert's valuations, amounted to EUR 0.06 million.

Total financial debt reduced from €57.08 million as of December 31, 2023, to €56.79 million as of June 30, 2024. This decrease is attributed to the net effect of cash generation amounting to €0.7 million in the half-year period and the accrual of interest expenses, also €0.7 million, to CPI Property Group S.A. related to the credit facility agreements initiated in 2021 and due in the first half of 2026, along with the repayment of €0.2 million in financial liabilities to credit institutions.

Net Loan to Value was 44% and and is unchanged from 31 December 2023.

Please refer to the sections on The Real Estate Portfolio, Analysis of Operating Performance and Analysis of Financial Performance in this Interim Report on Operations for further details.

Alternative performance measures

The content of the "alternative performance measures" not established by the international accounting standards adopted by the European Union (IFRS-EU), used in this Report in order to allow for a better assessment of the Company's profit and loss and financial position in accordance with the recommendations of the Guidelines published in October 2015 by ESMA, is provided below. The meaning, content and basis for the calculation of these indicators are outlined below:

Net operating income (NOI): indicates the profitability of the real estate portfolio and corresponds to the item Net rental income in the Condensed Half-Year Financial Report.

EBITDA: Earnings before value adjustments such as depreciation and amortisation of fixed assets, fair value adjustments of Investment property and Financial assets at fair value, results of financial management and taxes. EBITDA measures the Company's operating performance.

Total financial debt: calculated in accordance with the ESMA Guidelines on financial debt, published on 4 March 2021, which the supervisory authority Consob has requested to be adopted as of 5 May 2021.

Net Loan to Value (Net LTV): Ratio between Payables to banks and other lenders, net of Cash and cash equivalents, and the value of Investment Property (including those reclassified under the item Non-current assets held for sale). This ratio measures the sustainability of the Company's financial structure.

EPRA LTV: The indicator is calculated in accordance with EPRA guidelines and is the ratio of the Group's net debt to the market value of the assets held. The indicator expresses the leverage of the company from the shareholders' perspective.

Portfolio Loan to value (LTV): Ratio between the nominal value of residual debt relating to the loans taken out for the assets in the portfolio and the market value of all the assets in the portfolio (Investment property, measured at fair value, and the market value of the portion of the asset in Rome, Via Zara recorded under Other tangible assets). This indicator measures the sustainability of financial debt related to real estate assets.

Fund from operation (FFO): is calculated as net income/(loss) for the period adjusted for non-cash cost and revenue components and non-recurring income components.

EPRA NRV (NET REINSTATEMENT VALUE): this measure aims to represent the value of net assets over the long term. It represents the repurchase value of the company, assuming the company does not sell real estate.

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Interim Report on Operations

It is calculated starting from the relevant shareholders' equity (as reported in the financial statements according to IFRS principles) excluding certain assets and liabilities that are not expected to arise under normal business conditions, such as the fair value of hedging derivatives; deferred taxes on market valuations of real estate and hedging derivatives.

WALT: index relating to the overall weighted average lease term on the outstanding annual leases of NEXT RE's real estate portfolio as of 30 June 2024. The above index was calculated on the first contractual expiry date of the individual lease contracts in place, not taking into account any early termination options.

Occupancy: ratio between leasable area and leased area of assets in the portfolio.

Significant events in the half-year

The main significant events of the first half of 2024 are shown below.

On 6 February 2024, the Company announced that it had approved the preliminary results for the year ended

31 December 2023, with the key results presented below:

• the preliminary Consolidated Net Result for the year 2023 showed a loss of EUR -9.2 million compared to the profit of EUR 0.35 million as of 31 December 2022;
• the preliminary Consolidated EBITDA for the year 2023 was negative and estimated at EUR 0.6 million compared to EUR 30 thousand for the year 2022;
• preliminary shareholders' equity was estimated at EUR 76.7 million as of 31 December 2023 compared to EUR 85.9 million as of 31 December 2022;
• preliminary Total Consolidated Financial Debt was estimated at EUR 57.08 million as of 31 December 2023 compared to EUR 53.17 million as of 31 December 2022;
• preliminary Consolidated Net Loan to Value was estimated at 44% as of 31 December 2023 compared to 39% as of 31 December 2022.

On 12 March 2024, the Company announced that it had approved the Annual Financial Report for the year ended 31 December 2023, prepared in accordance with international accounting standards (IAS/IFRS), reporting the following as the main results for the year 2023, which did not differ significantly from the preliminary figures already disclosed to the market on 6 February 2024:

• the Consolidated Profit/(Loss) for the year showed a loss of EUR -9.44 million compared to the profit of EUR 0.35 million as of 31 December 2022;
• Consolidated EBITDA was negative at EUR -0.64 compared to EUR 30,000 as of 31 December 2022;
• Consolidated shareholders' equity was EUR 76.5 million as of 31 December 2023 compared to EUR 85.9 million as of 31 December 2022;
• Total consolidated financial debt was EUR 57.08 million as of 31 December 2023 compared to EUR 53.17 million as of 31 December 2022;
• Profit/(Loss) for the year showed a loss of EUR -9.44 million compared to profit of EUR 0.35 million as at 31 December 2022;
• Shareholders' Equity was EUR 76.5 million as of 31 December 2023 compared to EUR 85.9 million as of 31 December 2022;
• Net Loan to Value was 44% as of 31 December 2023 compared to 39% as of 31 December 2022.

On the same date, the Board of Directors also approved the 2024-2028 Business Plan, which provides for: (i) a substantial growth in size achieved through capital increases in kind, in line with the proxy to increase share capital as per Article 2443 of the Italian Civil Code, as requested by the Board of Directors during the Shareholders' Meeting on 23 April 2024; (ii) the rotation of the real estate portfolio; and (iii) the repayment of financial debts in accordance with the existing contractual terms.

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Interim Report on Operations

On the same date, the Board of Directors also resolved to convene the Ordinary and Extraordinary Shareholders' Meeting for 23 April 2024 on first call and, if necessary, on second call, for 24 April 2024 to resolve, with regard to the Ordinary Part, on: (i) the approval of the annual and consolidated financial statements as of 31 December 2023; (ii) the approval of the remuneration policy and advisory vote on the second section of the Report on the remuneration policy and remuneration paid; (iii) the appointment of the Board of Statutory Auditors for the three-year period 2024-2026 and determination of the relevant remuneration; (iv) the renewal of the authorisation to purchase and dispose of treasury shares pursuant to Articles. 2357 et seq. of the Italian Civil Code and article 132 of Legislative Decree no. 58 of 24 February 1998, subject to the revocation of the resolution passed by the Shareholders' Meeting of 16 May 2023 to the extent not used.

With regard to the Extraordinary Shareholders' Meeting, with respect to: (i) the granting of a proxy to the Board of Directors to increase the share capital by a maximum amount of €500 million, including any share premium, to be executed in one or more tranches, also in divisible form, within the date of the shareholders' approval of the financial statements as of 31 December 2026, pursuant to Article 2443 of the Italian Civil Code, also excluding option rights pursuant to Article 2441, paragraphs 4 and 5, of the Italian Civil Code; and (ii) the amendment to Article 11 of the Articles of Association.

To facilitate the dimensional growth outlined in the new 2024-2028 Business Plan and to capitalize on potential real estate market opportunities, the Board of Directors has proposed to the Shareholders' Meeting the allocation of a new mandate. This mandate would authorize an increase in share capital up to Euro 500 million, including any share premium, in one or more stages, by the deadline of the Shareholders' Meeting's approval of the financial statements on 31 December 2026, as per Article 2443 of the Italian Civil Code. This excludes option rights under Article 2441, paragraphs 4 and 5, of the same code. It is specified that the timing and terms of the capital increase will be contingent on actual market opportunities and will be duly communicated to the market following legal and regulatory requirements.

On 12 March 2024, the Board of Directors also approved the Report on Corporate Governance and Ownership Structure for the financial year 2023, prepared in accordance with Article 123-bis of the Consolidated Law on Finance. Additionally, they approved the Report on Remuneration Policy and Remuneration Paid, in line with Article 123-ter of the same law. This includes a detailed presentation of the Remuneration Policy for the financial years 2024-2026, which was proposed for the Shareholders' Meeting's approval.

On 19 March 2024, the sale of the shares in the wholly-owned subsidiary Fidelio Engineering S.r.l. was finalised. (hereinafter also referred to as 'Fidelio') For further information, please refer to the chapter Related Party Transactions.

On 28 March 2024, the Company declared that it had released the lists properly submitted for the renewal of the Board of Statutory Auditors by both the Majority Shareholder, CPI Property Group S.A., and the Minority Shareholder, Associazione Cassa di Previdenza e Assistenza a favore dei Ragionieri e Periti Commerciali. These were accompanied by the necessary documentation as mandated by current laws and regulations, as well as Article 22 of the Articles of Association.

On 23 April 2024, the Ordinary and Extraordinary Shareholders' Meeting was held in first call, which passed the following resolutions in Ordinary session: (i) it unanimously approved the 2023 Financial Statements in the version prepared by the Board of Directors and published on 29 March 2024, which shows a loss for the year amounting to EUR 9,443. 858.95, a loss that the Shareholders' Meeting resolved to carry forward; (ii) it unanimously approved the Remuneration Policy and Report on the remuneration policy and compensation paid pursuant to Article 123-ter TUF; (iii) it appointed the new Board of Statutory Auditors, determining its term of office as of the date of the Shareholders' Meeting called to approve the financial statements as of 31 December 2026, in the persons of: Luigi Mandolesi, as Chairman of the Board of Statutory Auditors; Roberto Mazzei and Sara Mattiussi, as Standing Auditors; and Roberta Di Giovanni and Sergio Mariotti, as Alternate Auditors. All Statutory Auditors declared that they meet the independence requirements set forth in Article 148 of Legislative Decree No. 58/98 and the Corporate Governance Code. The Statutory Auditors were drawn from the list submitted by the majority shareholder CPI Property Group S.A., which obtained favourable votes equal

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Interim Report on Operations

to approximately 91.53% of the capital present and voting, with the exception of the Statutory Auditors Luigi Mandolesi and Sergio Mariotti, drawn from the list submitted by the minority shareholder Associazione Cassa Nazionale di Previdenza e Assistenza a favore dei Ragionieri e Periti Commerciali, which obtained favourable votes equal to approximately 8.46% of the capital present and voting; (iv) authorised the Board of Directors to purchase and dispose of treasury shares pursuant to Article 2357 et seq. of the Italian Civil Code and Article 5 of EU Regulation No. 596/2014, Article 132 of the Consolidated Law on Finance, and Article 144-bis of the Regulation adopted by Consob Resolution No. 11971/99, subject to revocation of the shareholders' resolution of 16 May 2023 authorising the purchase and disposal of treasury shares, to the extent not used.

At the Extraordinary Shareholders' Meeting, the following resolutions were passed (i) unanimously resolved to grant the Board of Directors a proxy to increase the share capital up to a maximum amount of €500 million, including any share premium, to be executed also in divisible form, in one or more tranches, within the date of the shareholders' approval of the financial statements as of 31 December 2026, pursuant to Article 2443 of the Italian Civil Code, also excluding option rights pursuant to Article 2441, paragraphs 4 and 5, of the Italian Civil Code, and the consequent amendment of Article 5 of the Articles of Association; (ii) unanimously resolved to update the Articles of Association by amending Art. 11, in order to incorporate in the Bylaws the powers to participate in the Shareholders' Meeting through the appointed representative provided for by the recent regulatory changes introduced by Law no. 21 entitled 'Interventi a sostegno della competitività dei capitali e delega al Governo per la riforma organica delle disposizioni in materia di mercati dei capitali recate dal testo unico di cui al decreto legislativo 24 febbraio 1998, n. 58, e delle disposizioni in materia di società di capitali contenute nel codice civile applicabili anche agli emittenti' (so-called 'Capital Law'), published in the Official Gazette on 12 March 2024.

On 24 April 2024, the Company announced that it had approved the Additional Financial Information as at 31 March 2024, which showed a turnaround compared to the same period of the previous year, as a result of the reorganisation of the structure and the consequent rationalisation of costs that had already begun in 2023.

The main economic indicators as of 31 March 2024 are presented below. It is important to note that these figures pertain solely to Next Re and do not include the consolidated values previously communicated to the market. This distinction is due to the completion of the sale of shares of the wholly-owned subsidiary Fidelio on 19 March 2024:

• the Profit/(Loss) showed a profit of EUR 0.3 million as of 31 March 2024 (EUR -2.9 million as of 31 March 2023);
• EBITDA was positive at €0.6 million as of 31 March 2024 (-€2.5 million as of 31 March 2023);
• Shareholders' Equity was EUR 76.7 million as of 31 March 2024 compared to EUR 76.5 million as of 31 December 2023;
• Total Financial Debt was EUR 56.98 million as of 31 March 2024 compared to EUR 57.09 million as of 31 December 2023;
• Net Loan to Value was 44% as of 31 March 2024 unchanged from 31 December 2023.

There are no further significant events during the reference period.

Events after 30 June 2024

There are no further significant events to report following the reference period.

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