B&c Speakers S.p.a.MIL: BEC

Interim Report as at March 31, 2025

· Issued by B&c Speakers S.p.a.
B&C SPEAKERS GROUP


INTERIM MANAGEMENT REPORT AS AT 31 March 2025 The Board of Directors 13 May 2025 CONTENTS
  1. THE COMPANY B&C SPEAKERS S.P.A. - CORPORATE BODIES 3

  2. INTRODUCTION 4

  3. BUSINESS HIGHLIGHTS FROM JANUARY-MARCH 2025 4

  4. OPERATING, ECONOMIC AND FINANCIAL RESULTS 4

  5. STATEMENT OF CHANGES IN EQUITY 9

  6. NET FINANCIAL POSITION 9

  7. SIGNIFICANT EVENTS AFTER 31 MARCH 2025 10

  8. OUTLOOK FOR THE 2025 FINANCIAL YEAR 10

  9. SHARE PERFORMANCE 10

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AND STATEMENT OF COMPREHENSIVE INCOME AT 31 MARCH 2025 12

CERTIFICATION OF FINANCIAL REPORTING MANAGER PURSUANT TO ARTICLE 154-BIS, PARAGRAPH 2 OF ITALIAN LEGISLATIVE DECREE NO. 58/1998 13

  1. ‌THE COMPANY B&C SPEAKERS S.p.A. - Corporate bodies

    Board of Directors

    Chairperson: Roberta Pecci

    Chief Executive Officer: Lorenzo Coppini

    Director: Alessandro Pancani

    Director: Francesco Spapperi

    Independent Director: Valerie Sun

    Independent Director: Marta Bavasso

    Independent Director: Raffaele Cappiello

    Board of Auditors

    Chairperson: Riccardo Foglia Taverna

    Statutory Auditor: Giovanni Mongelli

    Statutory Auditor: Sara Nuzzaci

    Alternate Auditor: Irene Mongelli

    Alternate Auditor: Diana Rizzo

    Financial Reporting Manager

    Francesco Spapperi

    Independent auditing firm

    PricewaterhouseCoopers S.p.A.

  2. ‌Introduction

    The valuation and measurement criteria adopted in the condensed consolidated financial statements as at 31 March 2025, included in this interim management report, are laid down in the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and adopted by the European Commission in accordance with Article 16 of European Regulation No. 1606/2002 of the European Parliament and of the Council of 19 July 2002, with particular reference to IAS 34 on interim financial statements. These accounting principles are the same as those used to prepare the consolidated financial statements as at 31 December 2024.

    This interim management report has not been audited.

  3. ‌Business highlights from January-March 2025

    During the first three months of 2024, the Parent Company continued the execution of its share buyback plan. As at 31 March 2025, 125,528 treasury shares were held, representing 1.14% of the share capital.

    Furthermore, during the period, the process of operational and business integration of the two subsidiaries, Eminence Speakers LLC and B&C Speakers (Dongguan) Electronic Co. Ltd., continues with the aim of standardizing processes within the Group both from an operational and strategic and commercial perspective.

    Information on ownership structure

    On the reporting date, the official data indicate the following key shareholders:

    • Research & Development International S.r.l, which holds a 52.73% stake (parent company);

    • Lazard Investissment Microcaps which holds 3.93%;

    • First Sicaf Value which holds 2.92%

    • Ifsl Marlborough European Special Situations Fund which holds 2.27%;

  4. ‌Operating, economic and financial results

    This Interim Management Report as at 31 March 2025 contains the information required by Article 154-ter of the Consolidated Law on Finance.

    The IFRS accounting standards used by the Group are the same as those applied in the preparation of the financial statements for the year ended 31 December 2024, to which reference should be made.

    In particular, as required by IFRS, a provision was made for the carrying out of estimates and the formulation of assumptions, which are reflected in the determination of the carrying amounts of assets and liabilities, including potential assets and liabilities at the end of the period. These estimates and assumptions are used specifically for determining amortisation, impairment testing of assets (including the measurement of receivables), provisions, employee benefits, deferred tax assets and liabilities. The final results may, therefore, differ from these estimates and assumptions. The estimates and assumptions are reviewed and updated periodically, and the effects of each change are immediately reflected in the financial statements.

    Below are the financial statements and the explanatory notes. All values are expressed in euro, unless otherwise indicated. The financial and economic data presented are compared with the corresponding figures for 2024.

    These financial statements, prepared in accordance with the requirements of Art. 154-ter CLF, report the positive and negative components of income, the net financial position (divided between short, medium and long term items), as well as the Group's financial position. In view of this, the financial statements presented and the explanatory notes thereto, prepared for the sole purpose of compliance with the provisions of the aforementioned Issuer Regulations, are devoid of certain data and information that would be required for a complete representation of the financial position and the results of the Group for the quarter ended at 31 March 2025 in accordance with IFRS.

    The B&C Group is an international leader in the production and marketing of top-quality professional speakers. Due to the nature and type of this activity, this sector is the sole area of business for the Group, which operates both nationally and internationally.

    The speakers are manufactured and assembled at the Italian sites of the Parent Company and of the subsidiary Eighteen Sound S.r.l., and at the production plants of the subsidiaries Eminence Speaker LLC (based in Eminence, Kentucky, USA) and B&C Speakers (Dongguan) Electronic Co. Ltd. (based in Dongguan, China).

    Production and distribution of Ciare branded products takes place through Eighteen Sound S.r.l.

    Distribution in the US market is carried out through the American subsidiary B&C Speakers NA LLC, which also offers sales support services to local customers.

    Distribution in the Brazilian market is carried out through the subsidiary B&C Speakers Brasil Ltda, while in the Chinese market, starting from 2024, it is also carried out through the local subsidiary B&C Speakers (Dongguan) Electronic Co. Ltd.

    Below is the table showing the Group's economic performance during the first three months of 2025 compared with the figures for the same period of 2024.

    Economic trends - Group B&C Speakers

    5

    2025

    2024

    Revenues

    25,830

    100.0%

    23,858

    100.0%

    Cost of sales

    (15,278)

    -59.1%

    (15,035)

    -63.0%

    Gross margin

    10,552

    40.9%

    8,823

    37.0%

    Other revenues

    84

    0.3%

    54

    0.2%

    Cost of indirect labour

    (1,844)

    -7.1%

    (1,664)

    -7.0%

    Commercial expenses

    (349)

    -1.4%

    (275)

    -1.2%

    General and administrative expenses

    (2,144)

    -8.3%

    (1,910)

    -8.0%

    Ebitda

    6,299

    24.4%

    5,029

    21.1%

    Depreciation and Amortization

    (715)

    -2.8%

    (634)

    -2.7%

    Writedowns

    -

    0.0%

    0

    0.0%

    Earning before interest and taxes (Ebit)

    5,583

    21.6%

    4,395

    18.4%

    Writedown of investments in non controlled associates

    -

    0.0%

    -

    0.0%

    Financial costs

    (646)

    -2.5%

    (358)

    -1.5%

    Financial income

    215

    0.8%

    490

    2.1%

    Earning before taxes (Ebt)

    5,153

    19.9%

    4,527

    19.0%

    Income taxes

    (1,421)

    -5.5%

    (1,269)

    -5.3%

    Profit for the year

    3,732

    14.4%

    3,257

    13.7%

    Minority interest

    0

    0.0%

    0

    0.0%

    Group Net Result

    3,732

    14.4%

    3,257

    13.7%

    Other comprehensive result

    (198)

    -0.8%

    76

    0.3%

    Total Comprehensive result

    3,534

    13.7%

    3,333

    14.0%

    (€ thousands) 3 months

    Incidence 3 months

    Incidence

    Note:

    This interim report presents and comments on certain financial figures and certain reclassified schedules not defined within the IFRS.

    These amounts are defined below in compliance with the provisions in CONSOB Communication (DEM 6064293) of 28 July 2006, as subsequently amended (CONSOB Communication 0092543 of 3 December 2015, implementing the ESMA/2015/1415 guidelines).

    The alternative performance indexes listed below should be used as additional information with respect to that foreseen in the IFRS, to assist the users of the financial report to better comprehend the Group's economic, capital and financial performance. Please note that the adjustment methods used by the Group to calculate these figures have remained constant over the years. We also note that they could differ from methods used by other companies.

    EBITDA (earnings before interest taxes depreciation and amortisation) is defined by the Issuer's Directors as the "profit before tax and financial income and expenses", as resulting from the consolidated income statement gross of amortisation of intangible assets, depreciation of property, plant and equipment, provisions and writedowns as resulting from the aforesaid consolidated income statement. EBITDA is a measure that the Issuer uses to monitor and assess the Group's operating performance.

    EBIT (earnings before interest and taxes) represents the consolidated profit/loss before taxes, financial expenses and income as shown in the income statement tables prepared by the Directors in drawing up the financial statements in accordance with the IASs/IFRSs.

    EBT (earnings before taxes) represents the consolidated profit/loss before taxes as shown in the income statement tables prepared by the Directors in drawing up the consolidated financial statements in accordance with the IASs/IFRSs.

    Revenue

    Consolidated revenues are equal to Euro 25.83 million, up 8.3% compared to the value for the first three months of 2024, when it stood at Euro 23.86 million.

    The collection of new orders during the three months of 2025 reached the value of 30.3 million, a figure practically in line with the value collected by the Group during the first quarter of 2024 (when 30.5 million euros were collected).

    Below is the full breakdown by region for the first three months of 2025, compared to the same period in 2024 (amounts in euro):

    Revenues per geographic area

    1Q 2025

    %

    1Q 2024

    %

    Difference

    Difference %

    (values in Euro/thausand)

    Latin America

    1,021

    4%

    1,657

    7%

    (636)

    -38.4%

    Europe

    13,946

    54%

    11,429

    48%

    2,517

    22.0%

    Italy

    1,348

    5%

    1,566

    7%

    (219)

    -14.0%

    North America

    4,673

    18%

    4,743

    20%

    (70)

    -1.5%

    Middle East & Africa

    236

    1%

    171

    1%

    66

    38.5%

    Asia & Pacific

    4,606

    18%

    4,292

    18%

    314

    7.3%

    Total

    25,830

    100%

    23,858

    100%

    1,971

    8.3%

    Cost of sales

    The cost of sales showed an improvement in its incidence on revenues during the first three months of 2025 compared to the same period of 2024, going from 63.0% to 59.1%. This positive trend was determined by a favorable sales mix which, together with the usual internal efficiency in terms of component cost management, determined an efficiency recovery equal to 4.4 percentage points compared to the corresponding period of 2024; on the other hand, the incidence of direct personnel costs showed a slight increase (0.5 percentage points compared to the corresponding period of 2024).

    Indirect Personnel

    Despite an increase of 10.8% in absolute terms in the cost of indirect personnel, compared to the same period in 2024, its impact on revenues remained substantially unchanged, going from 7.0% to 7.1%.

    Commercial expenses

    Commercial expenses increased slightly in absolute terms compared to the first three months of 2024 (by € 70 thousand), nonetheless keeping their impact on revenues substantially unchanged.

    Administrative costs and overheads

    Administrative costs and overheads rose by € 235 thousand with respect to the corresponding figure for 2024, however, their impact on revenues remained more or less stable, going from 8.0% to 8.3%.

    EBITDA and EBITDA Margin

    As a result of these trends, EBITDA for the first three months of 2025 was € 6.30 million, an

    increase of € 1.27 million (25.3%) compared to the same period in 2024.

    The EBITDA margin for the first three months of 2025 was 24.4% of revenues, compared to 21.1% for the same period in 2024.

    Depreciation and amortisation

    Depreciation and amortisation of property, plant and equipment, intangible assets, and rights of use increased slightly compared to the first three months of 2024, amounting to € 0.71 million (€ 0.63 million in the first three months of 2024).

    EBIT and EBIT margin

    EBIT for the first three months of 2025 amounted to € 5.58 million, an increase of 27.0% compared to the same period in 2024 (when it amounted to € 4.39 million). The EBIT margin was 21.6% of revenue (18.4% in the same period of 2024).

    Total Comprehensive Result

    The Group Comprehensive Income at the end of the first three months of 2025 amounts to Euro 3.53 million and represents a percentage of 13.7% of consolidated revenues with an overall increase of 6.0% compared to the corresponding period of 2024.

    Group Net Profit

    The Group's net profit at the end of the first three months of 2025 amounts to Euro 3.7 million and represents a percentage of 14.4% of consolidated revenues with an overall increase of 14.6% compared to the corresponding period of 2024.

    Reclassified Balance sheet

    30 March

    31 December

    (€ thousands)

    2025

    2024

    Change

    Property, plant & Equipment

    11,913

    12,409

    (496)

    Inventories

    30,516

    29,953

    563

    Trade receivables

    21,199

    20,128

    1,071

    Other receivables

    4,899

    5,237

    (338)

    Trade payables

    (11,234)

    (9,982)

    (1,252)

    Other payables

    (3,648)

    (3,662)

    14

    Working capital

    41,732

    41,674

    57

    Provisions

    (917)

    (904)

    (13)

    Invested net working capital

    52,728

    53,179

    (451)

    Cash and cash equvalents

    11,467

    9,314

    2,154

    Investments in associates

    -

    -

    -

    Goodwill

    2,318

    2,318

    -

    Short term securities

    7,325

    7,283

    42

    Other financial receivables

    631

    622

    9

    Financial assets

    21,741

    19,537

    2,204

    Invested net non operating capital

    21,741

    19,537

    2,204

    NET INVESTED CAPITAL

    74,469

    72,716

    1,753

    Equity

    58,201

    55,195

    3,006

    Short-term financial borrowings

    8,245

    8,144

    101

    Long-term financial borrowing

    8,023

    9,377

    (1,354)

    RAISED CAPITAL

    74,469

    72,716

    1,753

    Note:

    Fixed assets are defined by the Issuer's Directors as the value of the multi-annual assets (tangible and intangible). Net Operating Working Capital is defined by the Issuer's Directors as the value of inventories, trade receivables and other receivables net of debts for supplies and other payables. Funds are the value of bonds linked to employee severance indemnities and director severance pay. Invested net working capital is the value of financial assets and other financial receivables as described above. Raised capital is the value of net equity of the Group and the total indebtedness of the Group.

    A number of comments on the classification of assets and liabilities according to their operational destination are presented below.

    Net Operating Invested Capital shows a decrease of Euro 0.4 million compared to December 31, 2024. This decrease is mainly due to the combined effect of the following factors:

    • a decrease in fixed assets of approximately Euro 0.5 million due to the effect of depreciation for the period;

    • an increase in warehouse stocks of approximately Euro 0.5 million due to the increase in the Group's turnover;

    • an increase in trade and other receivables of approximately Euro 0.7 million mainly attributable to the increase in trade receivables resulting from the increased turnover;

    • an increase in trade payables of approximately Euro 1.2 million mainly attributable to the increase in trade payables and resulting from the increase in production volumes;

    Net Non-Operating Invested Capital increased by Euro 2.2 million compared to 31 December 2024. The increase is almost entirely attributable to the increase in the Group's liquid assets resulting from the excellent cash generation from operating activities in the period (equal to

    Euro 4.2 million).

    The other asset categories did not show any changes compared to 31 December 2024.

    The overall Net Financial Position is positive and equal to Euro 2.52 million against a negative value of Euro 0.92 million at the end of the 2024 financial year. As specified above, the evolution of the NFP was positively affected by the excellent cash generation from operating activities which allowed the improvement of the NFP indicated above while continuing to meet the financial needs related to the repayment of existing loans and the investment activity of the period.

  5. ‌Statement of changes in equity

    The following table shows the changes in shareholders' equity from 1 January 2025 to 31 March 2025 (in thousands of euro):

    Share Exchange Foreign

    Share Legal Extraordinary Retained

    Net Group

    Minority

    Capital Reserve premium reserve rate exchange Earnings

    Equity

    interest Total net Equity

    reserve

    reserve

    reserve

    Euro thousand

    Balance January 1, 2025

    1,091

    379

    3,636

    44

    55

    728

    49,263

    55,195

    -

    55,195

    Result of the period

    3,732

    3,732

    3,732

    Other comprehensive income/expenses

    (198)

    (0)

    (198)

    (198)

    Totale other comprehensive income/expenses

    -

    -

    -

    -

    -

    (198)

    3,732

    3,534

    -

    3,534

    Shareholders

    Allocation of previous year result

    -

    -

    -

    -

    Dividend distribution

    -

    -

    -

    Treasury shares allocation

    (3)

    (525)

    -

    (528)

    (528)

    Balance march 31, 2025

    1,087

    379

    3,111

    44

    55

    531

    52,995

    58,201

    -

    58,201

  6. ‌Net Financial Position

    In line with the requirements established in CONSOB communication DEM/6064293 dated 28 July 2006 and in compliance with the Guidelines on disclosure requirements pursuant to Regulation EU 2017/1129 (the "Prospectus Regulation") issued by ESMA and explicitly referenced by CONSOB in its Call to Attention no. 5/21 dated 29 April 2021, the Group's net financial position at 31 March 2025 is as follows:

    31 march

    31 december

    (values in Euro thousands)

    2025 (a)

    2024 (a)

    Change

    A. Cash

    11,467

    9,314

    23%

    C. Other current financial assets

    7,325

    7,283

    1%

    D. Cash and cash equivalent (A+C)

    18,792

    16,597

    13%

    E. Current financial indebtness

    (2,592)

    (2,595)

    F. Current portion of non current borrowings

    (5,652)

    (5,549)

    2%

    G. Current borrowingse (E+F)

    (8,245)

    (8,144)

    1%

    H. Current net financial indebtness (G+D)

    10,548

    8,453

    25%

    I. Non current financial indebtness

    (8,023)

    (9,377)

    -14%

    L. Non current financial indebtness

    (8,023)

    (9,377)

    -14%

    M. Total financial indebteness (H+L)

    2,524

    (924)

    -373%

    Note: The net financial position, calculated by the Parent Company management as detailed above, is not identified as an accounting measurement under the Italian Accounting Standards or the IFRSs endorsed by the European

    9

    Commission. Therefore, the measurement criteria may not be consistent with that adopted by other operators and/or groups and may, therefore, not be comparable. Moreover, the definition may differ from that established by the Issuer's loan contracts.

    As highlighted above, the operating activity of the first three months of the financial year determined a significant generation of liquidity (4.2 million Euro) which allowed the achievement of the above-mentioned improvement in the overall net financial position.

  7. ‌Significant events after 31 March 2025

    The Shareholders' Meeting, held on 29 April 2025, approved the financial statements and resolved the distribution of an ordinary dividend of € 1 per ordinary share outstanding at the ex-dividend date (on 5 May, with record date 6 May and payment on 7 May).

  8. ‌Outlook for the 2025 financial year

    The international economic situation, in which uncertainty is the dominating factor, due to the possible consequences of reciprocal tariffs between the USA and China, makes it difficult to predict the evolution of the reference markets in the coming months. However, a general climate of client trust can be confirmed. The critical issues in the supply chain caused by the temporary halt to magnet exports from China in response to the duties applied by the US could generate difficulties in meeting delivery times due to delays in supplies.

    The results expected for 2025 could potentially be affected by the direct and indirect effects of the consequences of the war currently underway between Russia and Ukraine, even if historically the Group does not have a significant turnover from Russian or Ukrainian customers.

    In this scenario, the Group will continue to work to meet commitments and objectives, continuing to adopt all necessary measures to manage the direct and indirect effects of the risk factors mentioned above.

  9. ‌Share performance

The B&C Speakers S.p.A. shares are listed on the Mercato Telematico Azionario organised and managed by Borsa Italiana S.p.A.

At 31 March 2025 the listed price for shares in B&C Speakers S.p.A. (BEC) was 15.95 euro and therefore capitalisation was approximately 193.6 million euro.

The following table illustrates the performance of B&C Speakers S.p.A.'s stock from January to April 2025.



12

‌Consolidated statement of financial position and statement of comprehensive income at 31 March 2025

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 March

31 December

(Values in Euro)

2025

2024

ASSETS

Fixed assets

Tangible assets

5,106,432

5,095,272

Right of use

6,236,216

6,692,427

Goodwill

2,318,181

2,318,181

Other intangible assets

570,810

621,360

Deferred tax assets

982,264

1,050,595

Other non current assets

630,884

622,199

related parties

6,700

6,700

Total non current assets

15,844,787

16,400,034

Currents assets

Inventory

30,515,723

29,952,836

Trade receivables

21,199,404

20,128,062

Tax assets

410,533

1,531,488

Other current assets

10,831,097

9,938,214

Cash and cash equivalents

11,467,213

9,313,627

Total current assets

74,423,970

70,864,227

Total assets

90,268,757

87,264,261

LIABILITIES

Equity

Share capital

1,087,198

1,090,507

Other reserves

3,588,342

4,113,008

Foreign exchange reserve

530,698

728,382

Retained earnings

52,994,840

49,263,330

Total equity attributable to shareholders of the parent

58,201,078

55,195,227

Minority interest

-

-

Total equity

58,201,078

55,195,227

Non current liabilities

Long-term borrowings

2,998,827

3,820,239

Long-term lease liabilities

5,024,670

5,557,150

related parties

1,808,890

2,140,714

Severance Indemnities

872,641

859,546

Provisions for risk and charges

44,483

44,483

Total non current liabilities

8,940,621

10,281,418

Current liabilities

Short-term borrowings

6,770,359

6,762,957

Short-term lease liabilities

1,474,205

1,380,620

related parties

969,825

871,159

Trade liabilities

11,234,101

9,981,831

related parties

88,141

100,134

Tax liabilities

249,214

103,809

Other current liabilities

3,399,179

3,558,399

Total current liabilities

23,127,058

21,787,616

Total Liabilities

90,268,757

87,264,262

(Values in Euro)

Revenues

25,829,884

23,858,450

Cost of sales

(15,277,937)

(15,035,188)

Other revenues

83,552

54,015

Cost of indirect labour

(1,843,871)

(1,663,824)

Commercial expenses

(348,817)

(275,291)

General and administrative expenses

(2,144,276)

(1,909,614)

Depreciation and amortization

(715,433)

(633,650)

Writedowns

-

0

Earning before interest and taxes

5,583,102

4,394,897

Writedown of investments in non controlled associates

-

-

Financial costs

(645,672)

(358,270)

related parties

(16,064)

(17,423)

Financial income

215,159

490,060

Earning before taxes

5,152,590

4,526,687

Income taxes

(1,420,658)

(1,269,462)

Profit for the year (A)

3,731,932

3,257,225

Other comprehensive income/(losses) for the year that will not be reclassified in icome

statement:

Actuarial gain/(losses) on DBO (net of tax)

(423)

(1,333)

Other comprehensive income/(losses) for the year that will be reclassified in icome

statement:

Exchange differences on translating foreign operations

(197,684)

77,051

Total other comprehensive income/(losses) for the year (B)

(198,107)

75,718

Total comprehensive income (A) + (B)

3,533,825

3,332,943

Profit attributable to:

Owners of the parent

3,731,932

3,257,225

Minority interest

-

-

Total comprehensive income atributable to:

Owners of the parent

3,533,825

3,332,943

Minority interest

-

-

Basic earning per share

0.34

0.30

Diluted earning per share

0.34

0.30

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

3 months 2025 3 months 2024

‌Certification of Financial Reporting Manager pursuant to Article 154-bis, paragraph 2 of Italian Legislative Decree No. 58/1998.

The Financial Reporting Manager, Francesco Spapperi, declares, pursuant to Article 154-bis, paragraph 2 of the Consolidated Financial Law, that the accounting information contained in this document, "Interim report as at 31 March 2025", corresponds to the company's accounting documents, books and records.

13

The Financial Reporting Manager

Francesco Spapperi

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