Baltic Horizon Fund (NHCBHFFT.TL) Earnings Call Transcript & Summary

Hello. Good afternoon, and welcome to the repeat Extraordinary General Meeting of Baltic Horizon Fund today on the 16th of December 2025. This is a repeat meeting of the 18th of December general meeting, where we discussed the proposal of the management to issue new units for the fund in order to strengthen the capital base and the balance sheet of the fund. So we had a presentation and quite a lot of discussion. Unfortunately, on the 8th of December, we didn't have the quorum present for the decision-making. But today, we have the quorum present. So also for the sake of good order, Jana Karimova will act as the Secretary of the meeting; and myself, Tarmo Karotam, as the caretaker, the manager of this meeting. So in today's secondary meeting, the decision is passed for this one point on the agenda in case a majority of the investors, meaning 50% and more present with their routes, either in physical person or through power of attorneys are supporting the proposal. So for the clarity, I will once again, read the proposal, and the proposal consists of then the manager to issue up to 169,147,497 new Baltic Horizon Fund units. This corresponds to approximately EUR 25 million. And the proposal is also to issue the units at the price of EUR 0.1478 per unit. This pricing, as we discussed also last time was a result of a long discussion with investors with the Supervisory Board members of the fund, and it is now being proposed for the investors for voting. Once again, the issue is directed to current unitholders and the management can accept subscriptions from all existing unitholders of the fund. That means persons entered in the unitholders register as of the end of the trading day preceding the date of the first day of the offering period. So the offering period is still ahead potentially. And in case the decision is passed, then more information will be provided about that shortly. Also to emphasize is that all existing investors have the right to subscribe for new units in proportion of the total number of units they hold, and they have the right to subscribe for a proportionate amount of units or less, but not more than the proportional amount. So for example, if an investor holds today 1% of all units than that investors can participate up to 1% of this 169,147,497 units to be potentially issued. And the technical details and allocation principles will be published in case the resolution is approved in a subsequent Nasdaq announcement. And hereby, I would like to call for the voting to take place. So we have received several power of attorneys. And hereby, I would like to ask also everybody present here to make their -- to cast their vote. And then Jana will, in some minutes, gather the votes, make some calculations, and then we will see what is the result. [Voting]

In the meanwhile, I have received one question, a clarification question. So what happens when not all potential new units are subscribed for and meaning that not everybody will participate in this issue? So as mentioned before, everybody who is investors in the fund have equal opportunity to subscribe for up to pro rata, but not more. So those units that are not subscribed for will not be subscribed and potentially also indicating that achieving the full amount is maybe something not to be expected. So when the offering takes place, then we will know how many investors would participate. And based on that, we will act based on the result and then contemplate if that is sufficient for the fund to achieve its targets to deleverage and have sufficient funds for the enhancement of certain -- of the fund's properties. These are the final numbers. So I believe we have the results of the voting as many power attorneys were also received before. So what I can say is that based on the calculations, 58,923,830 million units or votes are present in the meeting, which is approximately 41% of all unitholders. And for the second general meeting, a decision is passed in case more than 50% of the votes are in favor. And based on the calculation, we can say that 41 million -- so what we can say is that 54, 763,341 units are in favor, meaning approximately 93% of all votes present in the meeting are in favor of the decision. We have 7% approximately votes against the decision, which is roughly 4.16 million units and there are no votes, other types of votes casted. So I think what we can say right now is that we have the agenda point, which was proposed for the resolution passed. So once again, thank you very much for everybody who has taken the efforts and time to make -- to cast their vote. So 93% approximately of all votes once again, have been in favor of the votes present today and 7% against. There will be more detailed information on the results issued after the meeting on a stock exchange announcement. And also more detailed information about the potential offering period, which is expected to take place in the first quarter of next year. And that is still to be decided when it will take place. There are certain trading windows that we have to respect and it is not possible to have the offering at any given moment of time. So as soon as possible, we will announce that information in a separate announcement. So then I think we have still one question about the participation in the unit's offering that in case a person holds about 10,000 units, then how many units they can subscribe for? Then the calculation is first, that one has to calculate what is the percentage of the holding right now. So 10,000 units divided by approximately 143 million units, then one gets the percentage and then that percentage would be applied to the amount of the new units offering, which is then approximately 169 million units. So back of the envelope calculation, that means that an investor in this case, can subscribe for 12,600 units. But again, more details on this will be also announced in the subsequent announcements. So thank you very much for this meeting. Once again, the proposal has been passed. please look out for further communication on Nasdaq Stock Exchange. Thank you.