Ariston Holding NvMIL: ARIS

Riello group acquisition

· MarketScreener
‌Riello Group

Analyst Presentation December 17th, 2025





‌Transaction highlights

TRANSACTION PERIMETER

  • Ariston Holding N.V. signed a binding agreement for the acquisition of Riello Group1

  • Parent company Carrier Global Corporation will transfer 100% of Riello Group1to Ariston Holding N.V.

in exchange for a consideration of 289 €M2(Enterprise Value)



STRATEGIC RATIONALE & VALUE CREATION

  • Become the reference climate comfort player in Italy, adding well-known Riello and Beretta brands

  • Strengthen Ariston global position as a combustion technology specialist

  • Rise Ariston exposure to Commercial & Industrial segments, and presence in North America

  • Significant value creation potential

  • Highly EPS accretive including synergies



FINANCING

  • The acquisition will be financed with own funds with payment to be settled at closing

  • Leverage post-acquisition3expected below 2.5x (NFP/EBITDA)



APPROVAL & TIMING

  • Expected closing within H1 2026, subject to customary closing conditions



  1. Riello includes Riello Group S.p.A. and Riello America LLC;

  2. 340 million USD, 15th December 2025 exchange rate (1.175 USD/Eur);

  3. Pro-forma leverage 2025E on NFP Adjusted (consistent with pre-ESMA calculation method). Based on FY2025 analysts' consensus. 2



2 well-known brands added to Ariston's portfolio:

  • Riello: direct-to-installer approach, leveraging on unique network in Italy of 160+ highly loyal mono-brand agents

  • Beretta: indirect approach via wholesaler, capillary presence in Northern Italy





‌ Strategic Rationale

Climate Comfort: strengthening role in Italy, thanks to complementary sales channels, geographical presence and extensive service coverage



Combustion technologies (burners): enhanced position as a global reference expert across a wide range of applications. Combustion technologies, based on biofuel and hydrogen blending, are the only solution to decarbonize high-temperature applications



Commercial & Industrial: expanding exposure to C&I, broadening the range of boilers (e.g., industrial boilers) and

combustion technologies (e.g., commercial and industrial heating) solutions



North America: strengthen presence in US and Canada





‌Riello Group - Overview

Key financials, 2025E Solutions portfolio1

Climate comfort Combustion technologies

Net revenues

~400 €MLN

47%

53%

Solutions

  • Boilers

  • Heat pumps

  • Air conditioning

    ( B u r n e rs)

  • Multi-fuels (conventional, bio,

    37%

    63%

    hydrogen blending)

    • Low and ultra-low NOx

    • Tailor made process solutions

Italy

RoW

Services & Spare parts



Main markets:

  • North America

  • UK & Ireland

Adj. EBITDA

~35 €MLN

8.8% margin

Adj. EBIT estimate

~18 €MLN

4.5% margin

















Applications range: residential, commercial, industrial

1. Based on FY24A figures. 4



‌Manufacturing and R&D footprint



Mississauga

Tailored residential and commercial combustion technologies

Legnago (VR)

1

North America

Volpago (TV)

Italy 3

Lecco (CO)

1 Poland

Torun (RUG)

Residential & Commercial Boilers Water Heaters

China 1

Shanghai

1,150 PEOPLE

4 COUNTRIES WITH MANUFACTURING AND R&D CAPABILITIES

80+ COUNTRIES SERVED GLOBALLY

Residential, Commercial & Industrial combustion technologies

Commercial & Industrial boilers and tanks

R&D global hub

Electric motors & controls, Small scale burners Laboratories



‌Multiple levers of value creation

Technology

Sourcing & Logistics

Complementary

product portfolio

Others

  • Riello benefit from Ariston's

    • Renewable and high efficiency product platforms for climate comfort and hot water

    • Electronics and connectivity

  • Sourcing on common categories

  • Logistics leveraging increased scale

  • Ariston benefits from Riello's:

    • Commercial and industrial boilers

    • Combustion technology solutions

  • Digital & ICT

Expected ~25 €M/year EBITDA impact run-rate (by year 4 post closing)

~5x 2026E Adj. EBITDA multiple including run-rate synergies

High-teens 2026E Adj. EPS accretive including run-rate synergies

Adj. EPS accretive

by year 2 post closing

‌THANK YOU

Investor Relations contacts:

investor.relations@ariston.com