2/24/2026

speaker
Carlo
Host, Investor Studios

Hello and welcome to Q&A with Investor Studios. Today with Maha Capital, which released its full-year report for 2025. CEO Roberto Marchiori will present the results and current events during this quarter. You who are watching live can, as always, and I say that a lot of you have already started, ask questions to the management, and you do so in the chat. We will handle the questions at the end of the presentation. If you have not received an answer to your question or want clarification, you can then turn to IR at Mahacapital. The presentation will now continue in English. Roberto, nice to see you again. And I trust the weather in Sao Paulo is more pleasant than it is here in Sweden. So please, take it away. Hello, Carlo.

speaker
Roberto Marchiori
CEO, Maha Capital

Nice to see you again, my friend. Hopefully, I saw you are snowing very much in Sweden, so stay warm. So welcome, everybody, for our Q4 2025 for this presentation. I will walk through some slides so we can update everyone related to Q transaction, also about Venezuela, and also our key financial highlights. So starting with Q update, here we bring the Q transaction timeline. So as of first quarter of 2026, remembering, We concluded the releasing process with Nasdaq and also we approved the transaction through our EGM in Stockholm. And now we are just waiting some final condition precedents to be met so we can close the transaction and also make the capital raise of $27 million at 16 Swedish crowns per share. We expect to conclude this during the quarter, but hopefully in the next weeks. And, of course, as we already mentioned before, we have the target to work towards the dual listing on Nasdaq USA until the end of the year so we can enhance our capital structure and bring more liquidity. So this transaction actually transforms Maha now into a B2B credit and payments platform. So having access to the FinTech platform technology provided by Q and also operating under the American Express issuing licenses, summing with this capital base of Maha, a strong balance sheet will be well positioned to capture growth in these attractive high-yield B2B markets across all Latin America. by leveraging American Express established global card network. And showing a little bit what we have, what's Q technology. Basically, we have a one-stop platform for local and cross-border B2B payments and financing solutions. Looking to the work here, I think we already covered this in the previous presentations, but just remembering, it's a B2B revolving credit platform where basically suppliers can advance the receivables and the clients postpone the terms of payment. And it's created for domestic transactions. When you look at the Global Trade Card, it's a cross-border credit card program focused mainly on travel, entertainment, and also B2B cross-border payments. And of course, this is a global transaction solution. And now presenting, we are going to say a little bit more in a couple slides going forward, but Q-Rails is our B2B blockchain-based infrastructure where we can set real-time transactions for clients by using stablecoin technology. And also, it's created for domestic and also cross-border payment solution to stablecoins that are already mentioned. Starting out with Q-Snapshot, basically, just remember Q is a proprietary digital B2B revolving credit platform. So clients can use revolving credits with a very simple setup and workflows. And at the same time, it's everything online and you can approve it by this infrastructure. So if you look to the chart, basically, Every single transaction is based where when a buyer sends an invoice to our systems to the buyer's approval. And basically, if considering a hypothetical example here, if the buyer wants to extend 30 days their payments date, they can do that in exchange of interest rate. And the other hand, on the other side of the table, if the supplier wants to receive upfront instead of the due date of the invoice, they can also receive upfront in exchange of a discount rate. So in this protective example here, considering 30 days to collect upfront for the supplier and additional 30 days reaching 60 days for the buyer, asking the same discount rates for both sides, we will end up with a potential example here of 1.5%. We will have $1.5 income for each side of the table. So this is how we monetize through WorkU solution. Going to GTC or USD denominated solution design basically to support T&E and B2B cross-border payments. Remembering is a US dollar denominated credit card program where clients can benefit from centralized accounts which mainly will help them to make spending control for not only T&E, but also for B2B. And this can also provide additional tools for travel insurance, not only for that, but also for baggage delays. And basically here is about the same, but the only difference, this is actually a virtual card. So instead of a discount, we have the interchange fee to have access to the network. right where the PSO machines or virtual PSOs are established. And of course, this flexibility we have, we can extend additional terms on the cutoff dates of the credit card. So if the buyer, the credit card user, wants to extend their payment date, they can ask this in exchange of additional interest rate. So the economics is almost the same, but it's a different tool for a different profile of usage. And here we are presenting now Q-Rails, a proprietary blockchain-based payment rails for instant payments. So this is a proprietary technology created by Q so clients can have access to tokens and stable coins so they can make instant payments in terms of seconds or minutes. And this also creates a more secure environment so they can transact worldwide and make transaction settlements in seconds instead of needing to waste time and wait like two, three days. And also, this is also important because sometimes weekends are not allowed to transact. This feature, this tool, enables transactions even during the course of the weekends. So this brings more agile transactions for customers and clients. And going to an update here as we go through the portfolio, basically we grew the approved credit lines to $64 million as of end of January this year, where we have a combined average annual yield of 20% with potential transaction volumes around $330 million. If you break down this, we have around $46 million to work here with a higher yield of 22%. And we have also the global trade card where we started through the loan agreement of around $18 million with an average annual yield of 13%. And again, after closing, we expect to have a faster pace here on building the portfolio and making this growth happening very strongly. Going to Venezuela update, so basically now we are assessing strategically alternatives so we can understand the best way to unlock value from this call option and create shareholder value to our shareholders. Remembering we have until end of May this year to exercise this call. So just highlighting the latest news on Venezuela, basically, we have, as of one of the main points, the Venezuelan law reform shifting from state control for the JV assets and allowing private execution and operational control, which is something very attractive for private investing, And also, existing JVs will have up to 180 days to negotiate these new contracts under the new law. So, basically, we will have the same due date here, up to 180 days to negotiate with PDVSA or new framework agreement. On the U.S. policy topic, basically, OFAC has issued the General License 4950. over in the OFAC General License 49, sorry, it will allow us, allow in broadly terms, current negotiation of contingent contracts for investments on the oil and gas industry operations in Venezuela. So, of course, and then after you negotiate and have the agreement settled, you are subject to a separate authorization from OFAC through the General License Number 15. So as next steps to us, basically after we already concluded remembering the business plan, the development plan from Petro Daneta, now the plan is to go and start negotiating the contracts under this new law reform implemented in the country, targeting operational control like many other huge partner oil and gas companies are doing nowadays. And also, in parallel, looking for alternatives to unlock value from our call option. So, basically, these are the main updates that I want to bring covering Venezuela call option. On the financial highlights, I will just make a quick disclaimer because, as you already know, after we sold all our previous operations on the U.S., Basically, now we don't have recognition of revenues. Our financial statements is a little bit different for comparative purposes. So just want to highlight this before we enter here in this new section. So walking to the financial highlights and starting with the G&A and the financial income, as you can see in the chart, basically our G&A has no recurring increase over the quarter. mainly explain about these activities related to this M&A and the financial structure previously announced related to Q World transactions. And as you can see here, we also are showing the total financial income, which, as you can see, we have an increase on the financial income after we basically divested from Brava shares. But, of course, we expect to start deploying this cash instead of TBOs, this sort of low-digit investments into Q business and start increasing our financial, actually starting to generate revenues and income from these credit operations. Going to the cash flow review, so basically we started the quarter with net cash of 93.8 million dollars and we end up the quarter of basically 93.1 millions in net cash plus credits. Basically, the main considerations during the quarter was that we receive our payments from the sale of Illinois Basie and that we prepay our past debt of 12.5 million dollars. Nevertheless, we remain with the same net cash position basically. And going here, we just want to bring this slide where we are going to make some comments on the proforma that we released in the last couple of weeks. So remember, we published the proforma consolidation of 2025 combining Q-worlds figures and also MAHA. But basically, we thought it was important to understand what was some no-cash events and also some no-recurring events, which would bring more color on what could be the basis of net results going forward, considering the previous numbers and the previous last year outstanding credit volume of Q. So basically making the all no-cash, taking out all the no-cash adjustment, also excluding the discontinuated operations and no recurring G&A, and also one of expenses, we wind up the quarter, actually the year of 2025, of adjusted pro forma net result of 2025 of $4 million. So this is a little bit how we are considering for the future for this year, right? So we believe we are entering this new phase with a profitable base. supporting the scalable expansion to this acquisition of new portfolio credits. So as we go through the year and start growing the credits, we expect to have even better figures out of the year. And as closing remarks, so we expect to conclude the business culmination in the next couple of weeks, where we are going to position Maha as a tech-enabled credit platform with a very scalable business model and a robust balance sheet provided not only by Maha, but also the capital raise. Remember, we are raising $27 million. And by doing that, Maha will be well positioned to capture a disciplined goal in these attractive markets of B2B clients in Latin America. We will keep our strong focus on efficient capital allocation and operational excellence in execution, and also leveraging this unique opportunity by having access to American Express Network. And looking forward, of course, we'll be working hard to setting the foundations to support this story and substantial growth in Q-side business. And at the same time, we will keep in our radar the dual listing, which will remain a priority to us, targeting in the second half of the year. So we can optimize the capital structure by having this access to the U.S. and Eastern Avenue. And in the end, on Petrodaneta, as I mentioned before, there will be ongoing evaluation on the alternatives we will have so we can maximize shareholder value by having access to this call option in Venezuela. So this is how I want to close my presentation, Carlos. Thank you very much, and let's move to the Q&A session.

speaker
Carlo
Host, Investor Studios

Thank you for that, Roberto. And I think you finishing off there with Petro Urdaneta could be a good segue to the first line of questions. And I'm going to structure this as starting with Venezuela and then ending with Keogh. And for you, for any listeners and viewers who would like to... ask questions later on I forward them to the company. But you mentioned the OFAC licenses and we have a couple of questions here on the strategic options for Peretro Urdaneta and what are your plans for the assets and just let me read it here. Would you Would you sell the Venezuelan assets, initiate a joint venture, or will you start production if the regulatory, let's say, obstacles will evaporate?

Disclaimer

This conference call transcript was computer generated and almost certianly contains errors. This transcript is provided for information purposes only.EarningsCall, LLC makes no representation about the accuracy of the aforementioned transcript, and you are cautioned not to place undue reliance on the information provided by the transcript.

-

-

Investor presentation