Separate and consolidated financial statements at 31 December 2024

Annual Financial Report

at 31 December 2024

Prepared in compliance with International Financial Reporting Standards approved by the European Union

B&C Speakers S.p.A.

Via Poggiomoro, 1 Località Vallina

50012 Bagno a Ripoli (Florence)

Italy

mail@bcspeakers.com

NOTICE CONVENING THE ORDINARY SHAREHOLDERS' MEETING 5

1. THE B&C SPEAKERS GROUP - Corporate bodies 8

2. Proposal to approve the financial statements and allocation of profit for the period 8

3. Introduction to the separate and consolidated financial statements at 31 December 2024 9

   Consolidated report on operations and Parent Company data 9

4. Consolidated report on operations for the financial year ended on 31 December 2024 11

5. Main data of the Parent Company 25

   Consolidated financial statements and explanatory notes to the consolidated financial Errore

6. Consolidated financial statements of the B&C Speakers Group at 31 December 2024 32

   1. CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2024 32

   2. CONSOLIDATED COMPREHENSIVE INCOME STATEMENT FOR FY 2024 33

      1. STATEMENT OF CHANGES IN EQUITY OF THE B&C SPEAKERS GROUP AT 31 DECEMBER

      2024,PREPARED IN COMPLIANCE WITH THE IFRS ADOPTED BY THE EUROPEAN UNION 36

7. Explanatory notes to the consolidated financial statements at 31 December 2024 37

   1. Accounting policies 37

      1. Analysis of the breakdown of the main items of the consolidated statement of financial position at 31 December 2024 51

         1. Property, plant and equipment 51

         2. Rights of use 52

         3. Goodwill 52

         4. Other intangible assets 55

         5. Equity investments in associates 56

         6. Deferred tax assets 56

         7. Other non-current assets 57

         8. Inventories 57

         9. Trade receivables 58

         10. Current tax assets 58

         11. Other current assets 59

         12. Cash and cash equivalents 59

         13. Shareholders' equity and its components 60

         14. Long-term borrowings 61

         15. Financial liabilities for rights of use (current and non-current portions) 65

         16. Provisions for personnel and similar 65

         17. Provisions for risks and charges 67

         18. Short-term borrowings and net financial position 67

         19. Trade payables 68

         20. Current tax liabilities 69

         21. Other current liabilities 69

         22. Commitments, guarantees and pending disputes 69

      2. Analysis of the breakdown of the main items of the consolidated income statement for 69

      1. Revenue 69

      2. Cost of sales 70

      3. Other revenue 71

      4. Indirect Personnel 71

      5. Commercial expenses 72

      6. Administrative and general expenses 72

      7. Amortisation, depreciation and writebacks on trade and other receivables 72

      8. Financial income and expenses 73

      9. Taxes 73

      10. Transactions deriving from non-recurring operations 74

      11. Transactions deriving from atypical and/or unusual operations 74

      12. Information on financial risks 74

      13. Hierarchical levels of the fair value measurement 76

      14. Management and control 77

      15. Transactions with related parties, parent companies and subsidiaries of the latter 77

      16. Disclosure regarding public subsidies, contributions and other economic advantages

          received (pursuant to Italian Law 124/2017, Article 1.125) 79

      17. Events subsequent to the closure of FY 2024 79

      18. Publication authorisation 79

8. Further information 79

   1. Report of equity investments as required by CONSOB (Communication no.

      DEM/6064293 of 28 July 2006) 80

   2. Fees paid to Directors, Statutory Auditors, General Managers and Executives with

      strategic responsibilities (thousands of euro) (Art 78, CONSOB reg. no. 11971/99) 80

   3. Information in accordance with Art.149-duodecies of the CONSOB Issuers' Regulations 81

9. Certification of the consolidated financial statements pursuant to Art.154-bis of Italian 82

10. Report of the Independent Auditors to the Consolidated Financial Statements of the B&C

    Speakers Group at 31 December 2024 83

    Financial statements and explanatory notes of the Parent Company 89

11. Financial statements of the Parent Company B&C Speakers S.p.A. at 31 December 2024 90

    1. STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2024 90

    2. COMPREHENSIVE INCOME STATEMENT FOR FY 2024 91

    3. STATEMENT OF CASH FLOW FOR FY 2024 92

    4. STATEMENT OF CHANGES IN EQUITY OF THE PARENT COMPANY B&C SPEAKERS S.p.A. 93

12. Explanatory notes to the financial statements at 31 December 2024 94

    1. Accounting policies 94

    2. Analysis of the breakdown of the main items of the Parent Company statement of

       financial position at 31 December 2024 105

       1. Property, plant and equipment 105

       2. Rights of use 106

       3. Other intangible assets 106

       4. Equity investments in subsidiaries 107

       5. Equity investments in associates 111

       6. Deferred tax assets 111

       7. Other non-current assets 111

       8. Inventories 112

       9. Trade receivables 112

       10. Current tax assets 113

       11. Other current assets 113

       12. Cash and cash equivalents 114

       13. Shareholders' equity and its components 114

       14. Long-term borrowings 116

       15. Financial liabilities for rights of use (current and non-current portions) 119

       16. Provisions for personnel and similar 119

       17. Provisions for risks and charges 121

       18. Short-term borrowings and net financial position 121

       19. Trade payables 122

       20. Current tax liabilities 122

       21. Other current liabilities 123

       22. Commitments and guarantees 123

    3. Analysis of the breakdown of the main items of the Parent Company's income

       statement for FY 2024 123

       1. Revenue 123

       2. Cost of sales 124

       3. Other revenue 124

       4. Indirect Personnel 125

       5. Commercial expenses 125

       6. Administrative and general expenses 125

       7. Amortisation, depreciation and writebacks on trade and other receivables 126

       8. Financial income and expenses 126

       9. Taxes 126

       10. Transactions deriving from non-recurring operations 127

       11. Transactions deriving from atypical and/or unusual operations 127

       12. Information on financial risks 127

       13. Hierarchical levels of the fair value measurement 129

       14. Management and control 130

       15. Transactions with related parties, parent companies and subsidiaries of the latter 130

       16. Events subsequent to the closure of FY 2024 132

       17. Disclosure regarding public subsidies, contributions and other economic advantages

       received (pursuant to Italian Law 124/2017, Article 1.125) 133

       1. Publication authorisation 133

       2. Proposal to approve the financial statements and allocation of profit for the period 133

13. Certification of the financial statements pursuant to Art.154-bis of Italian Legislative 134

14. Report of the Independent Auditors to the Separate Financial Statements of B&C Speakers

    S.p.A. at 31 December 2024 135

15. Report by the Board of Statutory Auditors 141

‌NOTICE CONVENING THE ORDINARY SHAREHOLDERS' MEETING

Shareholders are called to the Ordinary Shareholders' Meeting on 29 April 2025 at the company's registered office in Bagno a Ripoli (FI), Italy, at Via Poggiomoro 1, Località Vallina at 11:00, in a single call, to discuss and decide on the following

agenda:

1. Approval of the annual financial statements and presentation of the consolidated financial statements. Related and consequent resolutions.

2. Group remuneration and incentive policies for 2025: resolutions on Section I (Remuneration Policy) of the Report on Remuneration and Fees pursuant to article 123-ter of the TUF and resolutions on Section II (Fees paid to members of the administrative and control bodies, general managers and key personnel) of the Report on Remuneration and Fees pursuant to article 123-ter of the TUF.

3. Integration of remuneration assigned to the Board of Statutory Auditors by the Shareholders' Meeting of 29 April 2024. Related and consequent resolutions.

4. Authorization for the purchase and disposal of treasury shares. Related and consequent resolutions.

Comments and Voting by proxy through the Designated Representative of B&C Speakers S.p.A.

B&C Speakers S.p.A. - in compliance with the provisions of article 106 of Decree Law 18/2020, converted by Law no. 27/2020, as amended (hereafter, the "Decree") - has decided to make use of the right to establish that Shareholders may speak in the Shareholders' Meeting solely through the Designated Representative, pursuant to article 135-undecies of Legislative Decree 58 of 24 February 1998 ("TUF"), without the physical participation of the same.

The methods for holding the Shareholders' Meeting may be supplemented, amended and communicated with suitable advance notice, with the same methods established for publication of the notice.

The Designated Representative may also be granted proxies and/or sub-proxies pursuant to article 135-novies of the TUF, in derogation of article 135-undecies, paragraph 4 of the same decree, to allow for the widest use of this remote voting instrument for all shareholders.

Right to intervene and vote in the Shareholders' Meeting

The right to intervene and vote in the Shareholders' Meeting, solely via the Designated Representative, vests with the parties with voting rights, identified as such on the basis of the notification made to the Company by a party qualifying as an "intermediary" in terms of applicable regulations, and issued by the latter in accordance with the evidence available at the end of the business day of 16 April 2025 (the record date), i.e. the seventh business day prior to the date set for the shareholders' meeting in a single call, pursuant to the provisions under Art. 83-sexies of the TUF.

Credits and debits recognised in the accounts after the record date do not entitle the party to voting rights in

the Shareholders' Meeting; consequently, parties only registered as shareholder after that date shall not be entitled to attend and vote at the meeting, and may not therefore issue a proxy to the Designated Representative.

The intermediary's notifications must reach the Company by 24 April 2025, i.e. by the end of the third business day prior to the date set for the Shareholders' Meeting in a single call.

Participation and voting rights in the Shareholders' Meeting, still solely via the Designated Representative, are valid if the notifications reach the Company after the aforementioned deadline, provided that this is prior to the Shareholders' Meeting itself.

Voting by post or electronic means

Voting by post or electronic means is not accepted.

Issuer's Designated Representative

Pursuant to Art. 106,.4 of Italian Decree Law no. 18 of 17 March 2020, participation in the Shareholders' Meeting is only permitted by conferring a proxy to the Designated Representative identified by the Company, in terms of Art. 135-undecies of the TUF.

For the Shareholders' Meeting pursuant to this Call Notice, the Company has designated, in line with article 135-undecies of Legislative Decree no. 58 of 24 February 1998, as amended (the "TUF"), Giacomo Mazzini as the person ("Designated Representative") to whom shareholders can confer a proxy and voting instructions free of charge, by signing the form available on the Company's website https://www.bcspeakers.com (Investor Center section/Corporate Governance/Shareholders' Meetings Archive) and sending this to the Designated Representative via registered mail to the Company's operational offices at Via della Loggetta 13, 50135 Florence (FI), or via email to the certified email address giacomo.mazzini@legalmail.it.

The proxy for the Designated Representative must contain the voting instructions for the proposal on the agenda, and any proposals to supplement the same, formulated by Shareholders pursuant to Art. 126-bis of TUF, and are effective only with regard to the proposals where voting instructions were issued.

The proxy must be conferred by the end of the second business day prior to the date set for the Shareholders' Meeting (i.e. 25 April 2025).

The proxy and voting instructions may be revoked using the same procedures up until the same deadline. The proxy is not effective with regard to proposals without any voting instructions conferred. The Designated Representative may only be conferred proxies in compliance with the provisions under Art. 135-undecies of the TUF.

As permitted by Italian Decree-Law no. 18 of 17 March 2020, in derogation of Art. 135-undecies, section 4 of Italian Legislative Decree no. 58/1998, whoever does not intend availing itself of the intervention procedures pursuant to Art. 135-undecies of Italian Legislative Decree no. 58/1998, may as an alternative, intervene only be conferring a proxy or sub-proxy to the Designated Representative in terms of Art. 135-novies of Italian Legislative Decree no. 58/1998, with voting instructions on all or certain proposals on the agenda, using the ordinary proxy/sub-proxy form available on the Company's website https://www.bcspeakers.com (Investor Center section/Corporate Governance/ Shareholders' Meetings Archive). The instructions on the proxy form must be followed for the conferral and sending of the proxies/sub-proxies, including electronically. The proxy must be received by 13:00 on the day prior to the Shareholders' Meeting.

The proxy and voting instructions may be revoked using the same procedures up until this time.

The conferral of proxies in terms of Art. 135-novies and 135-undecies of TUF does not involve any costs for the Shareholder, besides the transmission or mailing expenses.

Right to ask questions

All those entitled to attend the Shareholders' Meeting may ask questions about the agenda prior to the meeting by sending a specific letter in this regard, by registered letter to the Company's registered office, or by e-mailing fspapperi@bcspeakers.com. Questions received prior to the shareholders' meeting are answered at latest during said meeting. The Company has the right to provide a single answer to multiple questions on the same subject. Questions must be accompanied by a certificate issued by the intermediaries to ascertain shareholder status, or be included in the same communication required to attend the shareholders' meeting.

Questions must be received by 6:00 pm on 24 April 2025. Responses will be provided for questions pertaining to items on the agenda at the latest during the Shareholders' Meeting, using the methods established in the regulations.

The Company may provide a single answer to multiple questions on the same subject. Questions which do not respect the methods, deadlines and conditions indicated above will not be answered.

Additions to the agenda

Pursuant to article 126-bis of the TUF, shareholders who, also jointly, represent at least one-fortieth of the share capital may request, within ten days of publication of this notice, for additions to the list of subjects to be dealt with, indicating the additional topics in their application. The application must be submitted in writing to the registered office or sent by registered post, on condition that it reaches the company within the period referred to above, together with documentation proving the shareholding held, issued by Intermediaries maintaining the accounts in which shares are registered, as well as a report providing the

reasoning supporting the proposed resolution on the new topics, or the reasoning supporting additional resolution proposals presented on topics already on the agenda.

Pursuant to law, matters proposed by Directors, or on the basis of documents prepared by the same are not admitted to the agenda for the subjects on which the Shareholder's meeting resolves. The amended agenda will be published with the same method used for this notice.

Presentation of individual proposed resolutions on items on the agenda

Given that participation in the Shareholders' Meeting and exercising of voting rights can occur solely through the Designated Representative, in order to allow interested parties to exercise the right under article 126-bis, paragraph 1, third sentence of the TUF, those with voting rights can send individual proposed resolutions on items on the agenda for the Shareholders' Meeting, sending them to the Company by 17 April 2025, at the following certified email address pec@pec.bcspeakers.com; these proposals must be clear and complete, accompanied by information that allows the entity presenting them to be identified including, when possible, a telephone number.

Eligibility to submit proposals must be certified by the communication made by an intermediary authorised under current regulations, issued pursuant to article 83-sexies of the TUF with the methods specified in the paragraph, "Right to intervene and vote in the Shareholders' Meeting".

For the purposes of the preceding, the Company reserves the right to verify the pertinence of that proposed with respect to the items on the agenda, the completeness of the same and compliance with applicable regulations, as well as the eligibility of the proposing entity.

Proposed resolutions received in line with the above (and any accompanying illustrative reports) will be published on the Company's website at www.b&cspeakers.com (Investor Center section) by 25 April 2025, to allow those eligible to vote to express their opinions in a knowledgeable manner, also taking the new proposals into account, and for the Designated Representative to receive any voting instructions on the same.

Information on share capital

Documentation

All documentation relating to the items on the agenda will be filed with the registered office and Borsa Italiana S.p.A., and shall be made available on the website https://www.bcspeakers.com within the terms permitted by current legislation. Shareholders have the right to a copy.

All information referring to the Shareholders' Meeting and any other information required by law is included in the call notice published on the Company website https://www.bcspeakers.com. under the section "Investor Center", to which reference is made. It is also published on eMarket STORAGE, available at https://www.emarketstorage.com, together with the documentation relating to the Shareholders' Meeting, made available in terms and based on the procedures required by current legislation.

Share capital subscribed and paid-up is €1,100 thousand divided into 5,199,471 ordinary shares with no nominal value, each of which giving the right to one vote, and into 5,800,529, each of which giving the right to two votes. Therefore, the total number of voting rights is 16,800,529. On the date of this notice, the Company holds 121,490 ordinary shares, in which respect applicable legislation suspends the right to vote. Any changes in treasury shares will be communicated at the start of the shareholders' meeting.

Further information is available on these rights and the foregoing from the Company's website https://www.bcspeakers.com.

1. ‌THE B&C SPEAKERS GROUP - Corporate bodies Board of Directors

   Chairperson: Roberta Pecci

   Chief Executive Officer: Lorenzo Coppini

   Director: Alessandro Pancani

   Director: Francesco Spapperi

   Independent Director: Marta Bavasso

   Independent Director: Valerie Sun

   Independent Director: Raffaele Cappiello

   Board of Auditors

   Chairperson: Riccardo Foglia Taverna

   Statutory Auditor: Sara Nuzzaci

   Statutory Auditor: Giovanni Mongelli

   Alternate Auditor: Irene Mongelli

   Alternate Auditor: Diana Rizzo

   Independent auditing firm

   PricewaterhouseCoopers S.p.A.

2. ‌Proposal to approve the financial statements and allocation of profit for the period

   The Company's Board of Directors, which met on 19 March 2025, proposed allocating the profit for the year as in the financial statements at 31 December 2024 as follows:

   • distribution of a dividend of € 1 per ordinary share outstanding at the ex-dividend date, therefore excluding the treasury shares held at that date;

   • the remainder to "retained earnings".

3. ‌Introduction to the separate and consolidated financial statements at 31 December 2024

   The separate and consolidated financial statements for B&C Speakers S.p.A. as at 31 December 2024 were prepared in compliance with applicable International Accounting and Financial Reporting standards ("IAS/IFRS"), in effect at 31 December 2024, issued by the International Accounting Standards Board ("IASB") and approved by the European Union. The term "IFRS" is also used to refer to all revised International Accounting Standards ("IAS") and all interpretations provided by the International Financial Reporting Interpretations Committee ("IFRIC"), previously named the Standing Interpretations Committee ("SIC").

   Moreover, in accordance with the measures taken to implement Art. 9 of Italian Legislative Decree no. 38/2005, the Board also considered the guidelines set by CONSOB Resolution no. 15519 of 27 July 2006, establishing "Drafting principles for financial statements", CONSOB Resolution no. 15520 of 27 July 2006 establishing the "Amendments and supplements to the Issuers' Regulation adopted under Resolution no. 11971/99", CONSOB Communication no. 6064293 of 28 July 2006 on "Required corporate disclosure pursuant to Art. 114.5, Italian Legislative Decree no. 58/98" and Communication DEM/7042270 of 10 May 2007.

   The purpose of these financial statements is to present the financial position and results of operations of B&C Speakers S.p.A. and the B&C Speakers Group as at and for the year ended 31 December 2024, in accordance with the International Accounting and Financial Reporting Standards ("IAS/IFRS") issued by the International Accounting Standards Board and endorsed by the European Union.

   In FY 2024, the Parent Company continued its treasury share buy-back programme in accordance with that established by resolution of the shareholders' meeting on 28 April 2023. At 31 December 2024, it held 93,040 treasury shares, equal to 0.85% of the share capital. The shares have been valued in accordance with the relevant accounting principles. The weighted average purchase price of shares in the portfolio is € 16.01.

   As of the date the Board of Directors approved this Annual Financial Report (19 March 2025), the number of treasury shares held came to 121,490, equal to 1.10% of share capital.

   ‌The financial data set out and commented below was prepared on the basis of the Consolidated Financial Statements of the Group at 31 December 2024 to which reference is made, since, pursuant to what is allowed by current legislation, it was considered more appropriate to prepare a single report on operations and therefore provide a detailed analysis of what are considered to be the more significant economic-financial trends of the Group

   Consolidated report on operations and Parent Company data As of 31 December 2024

4. ‌Consolidated report on operations for the financial year ended 31 December 2024

   The B&C Speakers Group is a key international entity in the production and marketing of "top quality professional loudspeakers". The Group's business, which operates both nationally and internationally, is dedicated exclusively to this sector. Products 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 foreign subsidiaries Eminence Speaker LLC (based in Eminence, Kentucky, USA) and B&C Speakers (Dongguan) Electronic Co. Ltd. (based in Dongguan, China). For the sake of completeness, note that these latter companies became part of the Group at the end of 2023 and only in 2024 contributed to the results for the entire financial year.

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

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

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

   Group profit for 2024 came to € 18,151 thousand, after taxes of € 1,369 thousand and amortisation/depreciation of € 2,704 thousand.

   Group profit for 2023 came to € 13,905 thousand, after taxes of € 5,053 thousand and amortisation/depreciation of € 2,176 thousand.

   Highlights

   The tables below list the consolidated economic, capital and financial highlights for FY 2024 compared with the same items in the previous year:

   Income statement highlights (€ thousands)	2024	2023
   Revenues	100,369	94,018
   Ebitda	21,778	21,801
   Ebit	19,047	19,531
   Net profit	18,151	13,905
   Balance sheet highlights (€ thousands)	31 December	31 December
   	2024	2023
   Non current Assets	16,400	14,602
   Non current liabilities	10,281	13,262
   Current assets	70,864	71,746
   Current liabilities	21,788	26,876
   Net working Capital	49,077	44,870
   Net Equity	55,195	46,210
   Cash flow statement highlights (€ thousands)	2024	2023
   Operating cash flow	12,968	18,343
   Cash flow from investing activities	(2,418)	(434)
   Cash flow from financial activities	(15,737)	(11,354)
   Cash and cash equivalent at end of the year	(5,186)	6,555
   Net financial position (€ thousands)	31 December	31 December
   	2024	2023
   Current net financial position	8,453	10,028
   Total net financial position	(924)	(653)

   As regards the definition of alternative performance indicators, please refer to the information below in this document.

   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 December 2024 the listed price for shares in B&C Speakers S.p.A. (BEC) shares stood at € 16,90 and consequently market capitalisation amounted to about €185.9 million.

   The following shows the share performance of B&C Speakers SpA in 2024 and in the first few months of 2025.

   
   
   

   Macroeconomic Situation

   In 2024, global GDP saw moderate growth, with significant differences between the various geographic areas. Based on forecasts, global GDP increased by around 3%, while the Eurozone saw a more limited increase, expected to be between 0.7% and 0.8% for the year.

   In 2024, average inflation in the Eurozone was 2.4%, down with respect to the 5.5% seen in 2023 and the 8.3% in 2022. In 2024, inflation in Italy saw a significant decrease compared to the previous year. Based on the definitive figures issued by ISTAT, annual inflation increased by 0.1% in December, bringing average annual growth in consumer prices to 1.0%, down significantly with respect to the 5.7% registered in 2023.

   The reduction in inflation is mainly attributable to the decline in prices for energy goods, which saw an average annual drop of -10.1%, compared to +1.2% the previous year.

   In 2024, the European Central Bank (ECB) implemented a series of reductions in the reference interest rates, bringing the deposit rate to 3.00% in December. This series of cuts began in June, when the rate was decreased to 4.25%, followed by further decreases in subsequent months. Globally, economic prospects for 2025 suggest moderate growth, with the International Monetary Fund predicting stable global growth, just above 3% in both 2025 and 2026.

   Industry scenario

   Following the COVID-19 crisis, the professional audio sector has experienced an extremely rapid recovery in its reference market, with a surge of live events and concerts. In 2024, the global market for professional audio equipment was valued at USD 4.73 billion and is expected to reach USD 7.16 billion by 2033. Growth is supported by an increase in demand for high quality audio and the expansion of content creation platforms. The professional audio sector shows positive prospects for growth in 2025, driven by technological innovation and expansion into various market segments.

   Given this situation, 2024 confirmed the positive trends seen in the sector. Additionally, the professional audio sector shows positive prospects for growth in 2025, driven by technological innovation and expansion into various market segments.

   Economic performance

   Economic performance in 2024 saw an improvement compared to 2023, allowing financial year 2024 to end with profits that were higher than those registered in 2023. Furthermore, incoming orders were received, bringing (with respect to the Parent Company) the order portfolio to around €19.5 million at 31 December 2024.

   To better represent the trends in economic management relative to 2024, the table below shows the Company's main economic aggregates compared to the equivalent figures in the same period the previous year:

   Economic trends - Group B&C Speakers (€ thousands)	2024	Incidence	2023	Incidence
   Revenues	100,369	100.0%	94,018	100.0%
   Cost of sales	(63,295)	-63.1%	(59,287)	-63.1%
   Gross margin	37,074	36.9%	34,731	36.9%
   Other revenues	313	0.3%	501	0.5%
   Cost of indirect labour	(6,480)	-6.5%	(5,305)	-5.6%
   Commercial expenses	(1,257)	-1.3%	(1,011)	-1.1%
   General and administrative expenses	(7,871)	-7.8%	(7,116)	-7.6%
   Ebitda	21,778	21.7%	21,801	23.2%
   Depreciation and Amortization	(2,704)	-2.7%	(2,176)	-2.3%
   Writedowns	- 27.36	0.0%	(94)	-0.1%
   Earning before interest and taxes (Ebit)	19,047	19.0%	19,531	20.8%
   Writedown of investments in non controlled associates	-	0.0%	-	0.0%
   Financial costs	(1,461)	-1.5%	(1,675)	-1.8%
   Financial income	1,580	1.6%	1,190	1.3%
   Earning before taxes (Ebt)	19,166	19.1%	19,047	20.3%
   Income taxes	(1,369)	-1.4%	(5,053)	-5.4%
   Profit for the year	17,797	17.7%	13,994	14.9%
   Minority interest	0	0.0%	0	0.0%
   Group Net Result	17,797	17.7%	13,994	14.9%
   Other comprehensive result	354	0.4%	(89)	-0.1%
   Total Comprehensive result	18,151	18.1%	13,905	14.8%

   Note:

   These financial statements present and comment 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 Company's economic, capital and financial performance. The alternative performance indicators are measures used by the issuer to monitor and assess the Group's performance; they are not defined as accounting measures, neither by the Italian Accounting Standards nor by the IAS/IFRS. Therefore, the measurement criteria applied by the Group may not be consistent with that adopted by other operators and/or groups and may, therefore, not be comparable. We emphasise that the adjustment methods used by the Company to calculate these figures have remained constant over the years.

   EBITDA (Earnings Before Interest Taxes Depreciation and Amortisation) is defined by the Issuer's Directors as the "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 write-downs 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

   Group revenues reached € 100.4 million, up by 6.8% with respect to the figure in 2023. Part of this increase (€ 13 million) was achieved by the subsidiaries Eminence Speakers LLC and B&C Speakers (Dongguan) Electronic Co. Ltd. which, in 2024, were able to contribute to economic results for the entire year. With respect to sales by the rest of the B&C Speakers Group, 2024 ended with a slight decrease compared to 2023. This decrease, equal to 5.3%, can mainly be attributed to the trends in the Chinese market, and showed continual improvement with respect to the interim figures from 2024 (at the end of the first half of 2024 the drop was 7.5%, while at the end of the third quarter it had improved to 6.6%).

   New orders received during the 2024 came to a total of € 93 million (+38% compared to the same period in 2023). This figure confirms the loyalty and stability of customers with respect to the Group's products.

   The increase in turnover was mainly concentrated on the European and North American markets, while the Asian area suffered from the impact of the decline in Chinese demand.

   Below is a breakdown of revenues by geographical area for 2024 (amounts in euro):

   Geographical Area	2024	%	2023	%	Change	% Change
   Latin America	8,158,911	8%	8,116,000	9%	42,911	1%
   Europe	48,425,584	48%	43,720,047	47%	4,705,537	11%
   Italy	6,368,235	6%	6,054,252	6%	313,983	5%
   North America	20,753,771	21%	18,312,350	19%	2,441,421	13%
   Middle East & Africa	782,069	1%	1,362,702	1%	(580,633)	-43%
   Asia & Pacific	15,880,300	16%	16,452,978	17%	(572,678)	-3%
   Total revenues	100,368,870	100%	94,018,328	100%	6,350,542	7%

   Cost of sales

   This category includes raw materials (purchasing, processing by third parties and changes in inventories), the cost of personnel directly involved in the production process, transport costs and the costs for commissions payable, customs duties and other direct costs of lesser importance.

   The percentage impact of cost of sales at year-end 2024 was in line with 2023. This trend is due to: (i) a recovery of margins on the variable part of the cost of sales, due to normalisation of raw materials costs, which allowed an improvement of 2.9 margin points compared to the first half of the previous year, (ii) a drop of 1.8 percentage points as a result of the increased cost of personnel following the integration of the two new subsidiaries, and (iii) an increase in the impact of customs duties and transport costs, which led to a loss of margin of about 1.1 percentage points.

   Indirect Personnel

   This category refers to costs for office staff, executives and workers not associated with the production process.

   Indirect personnel costs rose as a percentage of revenues, going from 5.6% to 6.5%. In absolute terms, the figure for 2024 was up 22% with respect to 2023, mainly due to the inclusion of the two new subsidiaries in the scope of consolidation.

   Commercial expenses

   This category refers to costs for commercial consultancy, advertising and marketing, travel and subsistence and other minor charges relating to the commercial sector.

   Commercial expenses increased in absolute terms by 24% with respect to 2023. This increase is mainly due to the inclusion of the two new subsidiaries in the scope of consolidation.

   Administrative costs and overheads

   Administrative costs and overheads rose by € 756 thousand with respect to the corresponding figure for 2023, also increasing in terms of their impact on revenues, from 7.6% to 7.8%. The increase in general and administrative costs is mainly due to the contribution coming from the two new subsidiaries in the scope of consolidation (in 2023 they only affected the final part of the year). In fact, with the scope unchanged with respect to 2023, administrative costs and overheads fell by 6.6%.

   EBITDA and EBITDA Margin

   Due to the dynamics outlined above, EBITDA in 2024 came to € 21.8 million, substantially unchanged with respect to 2023 (-0.1%).

   The EBITDA margin for 2024 was 21.7% of revenues, compared to 23.2% in 2023. This slight dilution of margins is due to the inclusion of the two new subsidiaries, whose margins are lower than those of B&C Speakers S.p.A. and Eighteen Sound S.r.l. Holding the scope unchanged with respect to 2023, the EBITDA margin would be 24.4%.

   Depreciation and amortisation

   The depreciation of property, plant and equipment and amortisation of intangible assets and rights of use rose with respect to 2023, totalling € 2.7 million (€ 2.1 million in 2023). This increase is mainly due to the inclusion of the two new subsidiaries.

   EBIT and EBIT margin

   EBIT for 2024 amounted to € 19 million, down by 2.5% with respect to 2023 (when the figure was € 19.5 million). The EBIT margin was at 19% of revenue (20.8% in 2023).

   Group Net Profit

   The Group's net profit in 2024 amounted to € 17.8 million and represents 17.7% of consolidated revenue with a total increase of 27.2% with respect to 2023. This trend is in part due to the effects of the tax benefits obtained following the renewal of the Patent Box ruling request filed with the Revenues Agency (which occurred during the first half with reference to tax period 2020 and the following four tax periods), which led to a positive impact of € 4,207 thousand on the income statement for the year. The tax burden for the period, net of the above effect, was € 5,577 thousand, representing 29.1% of before-tax profit (26.5% in 2023).

   Equity and financial trend

   Below is the reclassified statement of financial position according to the allocation of sources and uses:

   Reclassified Balance sheet	30 September	31 December
   (€ thousands)	2024	2023	Change
   Property, plant & Equipment	12,409	10,798	1,611
   Inventories	29,953	27,624	2,329
   Trade receivables	20,128	18,150	1,978
   Other receivables	5,237	5,288	(50)
   Trade payables	(9,982)	(10,824)	842
   Other payables	(3,662)	(4,489)	827
   Working capital	41,674	35,748	5,926
   Provisions	(904)	(2,581)	1,677
   Invested net working capital	53,179	43,965	9,214
   Cash and cash equvalents	9,314	14,613	(5,299)
   Investments in associates	-	-	-
   Goodwill	2,318	2,318	-
   Short term securities	7,283	6,979	304
   Other financial receivables	622	580	43
   Financial assets	19,537	24,489	(4,952)
   Invested net non operating capital	19,537	24,489	(4,952)
   NET INVESTED CAPITAL	72,716	68,454	4,262
   Equity	55,195	46,210	8,985
   Short-term financial borrowings	8,144	11,563	(3,420)
   Long-term financial borrowing	9,377	10,681	(1,303)
   RAISED CAPITAL	72,716	68,454	4,262

   Note:

   Fixed assets: these are defined by the Issuer's Directors as the value of 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. Provisions: the value of bonds linked to employees' and Directors' severance indemnity, as well as the value for provisions for risks. 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.

   Below are comments on the changes to assets and liabilities classified according to administrative allocation.

   Net Operating Invested Capital shows an increase of 5.9 million euro compared to 31 December 2023. This increase was mainly due to the combined effect of the following factors:

   • an increase in fixed assets amounting to approximately € 1.6 million due to the combined effects of investments and amortisation/depreciation for the period;

   • an increase in inventories of around € 2.3 million;

   • an increase in trade and other receivables of around € 1.9 million, mainly due to an increase in turnover;

   • a decrease in trade and other payables of around € 1.6 million, mainly due to the decrease in trade payables following lower purchases of materials in the last part of the year;

   • a decrease in provisions, mainly associated with the full reimbursement of the employee benefit fund with reference to the subsidiary Eminence Speakers LLC, which occurred during the second quarter of 2024.

   Net Invested Non-Operating Capital came down with respect to 31 December 2023, by approximately € 4.9 million. This decrease is mainly due to the drop in the Group's cash and cash equivalents, following the payment of dividends totalling € 7.7 million in May 2024.

   The other asset categories showed no change compared to 31 December 2023.

   Note that the performance of the Group's securities portfolio market value showed profit adjusted to fair value of € 0.4 million at 31 December 2024.

   Financial debt

   Short-term borrowings fell by € 3.4 million, due to the natural maturing of certain loans in place at 31 December 2023.

   Medium/long-term borrowings fell by € 1.3 million due to the decrease in bank financial liabilities following reclassification of the current portion of debt to short-term. In addition, new bank loans totalling € 2.5 million were obtained in 2024.

   The overall Net Financial Position was negative at € 0.9 million, compared to € 0.6 million at the end of 2023. The Net Financial Position was impacted by excellent cash generation from operations (equal to 12.9 million), thanks to turnover generated during the year and lower tax outflows due to the partial use of the credit generated through the so-called Patent Box. These cash flows from operations made it possible to handle the cash absorbed by the repayment of existing loans and the distribution of dividends totalling € 7.6 million.

   This amount was calculated in accordance with CONSOB Communication of 28 July 2006 and in accordance with the CESR Recommendation of 10 February 2005 "Recommendations for the standardised implementation of the regulation of the European Commission on financial statements", which was updated in line with the ESMA guidelines published in 2021.

   	31 december	31 december
   (values in Euro thousands)	2024 (a)	2023 (a)	Change
   A. Cash	9,314	14,613	-36%
   C. Other current financial assets	7,283	6,979	4%
   D. Cash and cash equivalent (A+C)	16,597	21,592	-23%
   E. Current financial indebtness	(2,595)	(2,708)
   F. Current portion of non current borrowings	(5,549)	(8,855)	-37%
   G. Current borrowingse (E+F)	(8,144)	(11,563)	-30%
   H. Current net financial indebtness (G+D)	8,453	10,028	-16%
   I. Non current financial indebtness	(9,377)	(10,681)	-12%
   L. Non current financial indebtness	(9,377)	(10,681)	-12%
   M. Total financial indebteness (H+L)	(924)	(653)	42%

   Key performance indicators

   To provide a more comprehensive representation of the Group's position, the performance and the result of the business as a whole are presented using both financial and non-financial key performance indicators.

   Group Key performance indicators	2024	2023
   R.O.E.	32.2%	29.2%
   Return on Equity; Net result/Equity

   R.O.I.	21.8%	23.4%
   Return on Investments; Ebit/Total assets
   R.O.S.	19.0%	23.0%
   Return on Sales; Ebit/ Total Revenues
   Total indebtness ratio	1.72	1.37
   Equity/ (Current and non current Liabilities)
   Financial indebtness ratio	8.16	4.49
   Equity/ (Current Financial Liabilities)
   Secondary liquidity ratio	3	2
   Current Assets/Current Liabilities
   Net working capital	41,674	35,748
   Primary liquidity ratio	42.7%	40.0%
   Cash and cash equivalents/Current Liabilities

   Days of Inventory Turnover 104.69 88.93

   Days of Receivables Turnover 69.60 86.16

   Corporate structure

   At 31 December 2024, the Group workforce numbered 380 units.

   The following shows the changes in the Group's workforce over the last two years:

   Personnel headcount	31-Dec-24	31-Dec-23
   Workers	268	235
   Employees	93	104
   Lower management	18	4
   Upper management	1	1
   Total	380	344

   The increase during the year is mainly due to the expansion in the staff of the Parent Company and the Chinese subsidiary.

   Investments

   During 2024, investments totalling around € 2 million were made, mainly targeted towards industrial plants and equipment for production purposes, with the goal of increasing the efficiency of the production plants in Vallina (Bagno a Ripoli, Florence), Reggio Emilia, Eminence (Kentucky, USA) and Dongguan (China).

   At the production plant in Vallina (Bagno a Ripoli, Florence) there are two loudspeaker production lines: one is highly automated and suitable for mass production, whilst the other is more flexible and used for smaller scale, diversified production. Both production lines meet the latest productivity and efficiency criteria.

   As regards the production of diffusers for high frequencies (Drivers), there are two production lines that have benefited from investments made to improve efficiency.

   The production plant at Reggio Emilia has three production lines.

   At the manufacturing plants of Eminence Speakers LLC (USA) and B&C Speakers (Dongguan) Electronic Co. Ltd. (China) there are lines to produce loudspeakers under the Eminence brand.

   All investments in fixed structures and installations have been agreed with the parent company Research & Development International S.r.l., with the goal of achieving a significant improvement in production capacity.

   Research and development

   The company continues to maintain its commitment to managing cultural and organisational growth that will enable it to maintain the level of excellence achieved up to now, at a time when international competition is becoming fiercer with each passing day.

   Research and development investments remained high. In 2024, existing projects were completed and new ones started. More specifically, we note that the Parent Company carried out research and development into technological innovation, focusing its efforts mainly on projects considered to be particularly innovative, carried out at the Vallina plant.

   During 2024 the company incurred R&D costs in line with the previous period, for the development of these projects, secure in the belief that the success of these innovations could generate good results in terms of turnover with favourable effects on company economics.

   Comparison of profits and shareholders' equity of the Parent company in accordance with IFRS accounting standards and profits and shareholders' equity of the group in accordance with IFRS as at 31 December 2024

   The table below compares the profit and shareholders' equity of the Parent Company under IFRS and the profit and shareholders' equity of the Group at 31 December 2024.

   Total

   (values in Euro)	Equity	comprehensive income
   Holding Equity and Net Result IFRS	47,935,883	16,412,411
   Consolidation of controlled entities - Netting of investments	(12,487,011)	-
   Consolidation of controlled entities - Reserves and Net Equity allocation	19,028,714	2,013,544
   Goodwill	2,318,181	-
   Dividends	-	(71,874)
   Intercompany transactions	-	(161,853)
   Intercompany inventory margins	(1,600,541)	(395,284)
   	-	-
   Group Equity and Net Result IFRS	55,195,227	17,796,944

   The entries in this consolidation statement are already net of the relative deferred tax effects where applicable.

   Significant events of 2024

   The Shareholders' Meeting, held on 29 April 2024, approved the financial statements and resolved the distribution of an ordinary dividend of €0.70 per ordinary share outstanding at the ex-dividend date (on 6 May, with record date 7 May and payment on 8 May).

   On that occasion, the Shareholders' Meeting (see the press release issued on 29 April 2024) also re-elected the officers of the company. The Board of Directors' meeting authorised the powers and appointments of the internal Board Committees.

   Business outlook

   The beginning of 2025 confirmed the confident climate within the reference market, which translated to the approval of a number of new projects by clients. In addition, note that sales volumes achieved in the first part of 2025 were up with respect to 2024.

   At the beginning of the 2025, additional development projects were launched in relation to Eminence Speakers LLC and B&C Speakers (Dongguan) Electronic Co. Ltd. (part of the Group since the end of 2023), in particular:

   • the launch of sales for a new product catalogue designed for the US after market car audio segment, designed in Italy and manufactured at the plant in Kentucky (USA);

   • the launch of two new product families aimed at the Portable-Mi segment, designed in Italy and to be manufactured at the Dongguan plant in China.

   The expected results for 2025 could potentially be directly and indirectly affected by the consequences of the ongoing conflict between Russia and Ukraine. Recall, however, that historically the Group has not had significant sales to Russian or Ukrainian customers and that since the start of the conflict the effects on the Group have been quite limited. With reference to the risk of duties being imposed by the current US administration, based on information currently available management has not identified any imminent threats which in the short term could have significant impacts on business.

   B&C Speakers S.p.A. Management is carefully monitoring developments in this scenario to understand the possible political, economic and other types of implications that this could have on the Company.

   In this situation, the Group will continue to work to meet its commitments and goals, adopting all necessary measures to manage the direct and indirect effects of the risk factors cited above.

   At present, the flow of orders does not seem to be suffering from the macroeconomic situation. Nonetheless, it cannot be excluded that the current situation could lead indirectly to a decrease in demand. B&C Speakers

   S.p.A. Management is carefully monitoring developments in this scenario to understand the possible political, economic and other types of implications that this could have on the Company and Group's business.

   Art. 36 of the CONSOB Markets Regulation (adopted with CONSOB Resolution No. 16191/2007 and subsequent amendments): conditions for listing of companies that control companies incorporated and governed by the law of States not belonging to the European Union

   In relation to the regulatory requirements regarding the conditions for the listing of companies that control companies incorporated and governed by the laws of States not belonging to the European Union and of significant relevance for the purposes of consolidated financial statements, note that:

   • as of 31 December 2024 the regulatory requirements of Art. 36 of the Markets Regulation apply to the subsidiaries B&C Speakers NA LLC, B&C Speakers Brasil LTDA, Eminence Speakers LLC and B&C Speakers (Dongguan) Electronic Co. Ltd.

   • appropriate procedures were adopted in order to ensure complete compliance with the aforesaid regulations.

   Art. 37 of the CONSOB Markets Regulation: Conditions that inhibit the listing of shares in subsidiaries subject to the direction and coordination of another company

   We certify, under the terms of Art. 2.6.2. Section 13 of the Regulation for Markets Organised and Managed by Borsa Italiana S.p.A., the existence of the conditions pursuant to Article 37 of CONSOB Regulation No. 16191/2007.

   Major shareholders

   The most recently available official figures indicate the following major shareholders:

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

   • Lazard Freres Gestion SAS, which holds 4.44%;

   • Joh. Berenberg, Gossler & Co. KG, which holds 3.52%;

   • First Capital S.p.A. which holds 3.20%

   • Allianz Global Investors GmbH, which holds 2.42%.

     Disclosure pursuant to Art. 79 of the Issuers' Regulation no. 11971/99

     In relation to the disclosure obligations laid down by Art. 79 of the Issuers' Regulation no. 11971/99, with regard to holdings, in issuers themselves and their subsidiaries, pertaining to members of the administrative and auditing bodies, general managers and key managers, as well as by spouses (where not legally separated) and their under-age children, whether directly or through subsidiaries, trustees or third parties, as resulting from the book of members, communications received and other information acquired by the members of the administrative and auditing bodies, general managers and key managers, the following information is provided:

   • as at 31 December 2024, the Director Lorenzo Coppini holds 50,000 shares in B&C Speakers S.p.A.;

   • as at 31 December 2024, the Director Alessandro Pancani holds 3,617 shares in B&C Speakers S.p.A.;

   • as at 31 December 2024, the Director Roberta Pecci holds 11,542 shares in B&C Speakers S.p.A.

   Corporate Governance

   The Group abides by the Code of Corporate Governance of Italian Listed Companies.

   In accordance with the legislative obligations a Corporate Governance Report is prepared annually. In addition to providing a general description of the corporate governance system adopted by the Group, this contains the information on the ownership structures and on acceptance of the single prescriptions of the Code of Corporate Governance and on observance of the consequent commitments. Below is a summarised listing of the main elements of Corporate Governance. For a more detailed description of the elements that make up Corporate Governance see the complete document relating to the annual report available on the website https://www.bcspeakers.com, in the Investor Relations section.

   More specifically, reference is made to the above-mentioned document for information relating to the internal control system employed by management to monitor risks relating to financial reporting, as per Art. 123-bis TUF.

   It should be noted that the company is not required to draft the Sustainability report pursuant to Italian Legislative Decree 125/2024 because it does not exceed the size limits established in the Decree in question.

   Board of Directors

   The Issuer's Board in office on the date on which these financial statements are approved numbered 7 members and was appointed by majority vote (in accordance with the voting rules laid down by the articles of association) by the ordinary Shareholders Meeting held on 29 April 2024; it shall remain in office until the Meeting convened to approve the financial statements for the year ending on 31 December 2026.

   Board of Auditors

   Pursuant to Art. 24 of the Issuer's articles of association, the Board of Auditors, in office since 29 April 2024, numbers three Regular Auditors and two Alternate Auditors, who will remain in office until the Meeting convened to approve the financial statements as at 31 December 2026.

   Main risks and uncertainties to which the group is exposed

   Risks connected with the general condition of the economy

   The Group's economic, equity and financial position is influenced by various factors that together make up the macroeconomic context; these include the increase or decrease of the gross domestic product, the level of consumer and business confidence, interest rate trends for consumer credit, the cost of raw materials and the unemployment rate.

   The main macroeconomic factors that could impact performance in the sector where the Group operates are, inter alia, the Gross Domestic Product, business and consumer confidence levels, the rate of unemployment and price of oil. Generally, international tensions, the high unemployment rate, the drop in available income for households in real terms and consequent drop in consumption, are all still having repercussions on the economy. Should this weakness in the economy persist, it cannot be excluded that this could impact negatively on the Company and Group's economic and financial position.

   In addition, the crises in Ukraine and the Middle East and consequent effects on the cost of energy, transport and more generally on the supply chain should the situation continue or worsen, could result in additional risks for the Group's business; nonetheless based on the information currently available and given the Group's limited presence in Russia, Ukraine and the Middle East, these should not have significant repercussions.

   For additional information, reference is made to the "Liquidity risk" and "Update on the impacts of armed conflicts" in the Notes.

   Dependence on suppliers

   The Group believes that the suppliers of two transducer components - the cone and coil - would be difficult to replace quickly, given the specific technical characteristics and quality required of these, which affect the transducer yield. Therefore, unavailability of these components from current suppliers could have a negative impact on Group business. In fact, although the Group could turn to other supply channels for these components, this may result in different conditions and technical standards to those enjoyed at present, and may result in delays in the production cycle, with all the relative negative fall-out on the Company's business.

   One should also note that relations between the Parent Company and its suppliers are not governed by any long-term contracts; rather they are regulated by individual purchase orders in which prices are negotiated on the basis of the volumes of assets requested and the technical-quality characteristics offered by the different suppliers. Should one or more suppliers choose to cease working with the Company, or should disputes arise concerning the nature or terms of business, the Company will be unable to take the standard legal action applicable to supply contracts, framework agreements or other such long-term commitments; in this case, its business may suffer accordingly.

   The Group seeks to mitigate this risk by using multiple vendors for the purchase of the components and for each process outsourced. In thus doing, it strives to limit the risk of interruption to production as far as possible, should the relationship with one or more suppliers be interrupted.

   In the event of significant difficulties by key suppliers of the Parent Company, we cannot rule out major interventions and/or investments in terms of stocks and the purchases of components for production, in order to benefit from considerable economic savings, whilst keeping production unchanged. It should be noted that thanks to the careful management of inventories and procurement processes, the spread of the pandemic worldwide did not impact significantly on the supply chain.

   Dependence on key figures

   The Group is currently managed by some key figures, namely the directors of the Parent Company with their operative powers of attorney, whose consolidated experience in the industry allows them to make an important contribution towards the Company's success. Should the contracts be terminated between the Company and one or more of these key management figures, there is no guarantee that the Group will be able to promptly replace them with equally qualified persons able to ensure, in the short-term, the same contribution; the consequence would be a potentially negative effect on the Company's business.

   Exchange rate fluctuation

   The Group also operates in non-euro zone countries and this exposes the Group to the risks deriving from changes in the exchange rates between the different currencies. We are therefore unable to exclude the possibility that repeated changes in exchange rates may have a negative impact on the Group's economic-financial position.

   Exposure to economic risk is constituted by debts and loans in foreign currency, related to sales and to future purchases. The Group periodically monitors its degree of exposure to the risk in question, preparing sensitivity analyses to identify, duly in advance, any need to hedge against exchange risk.

   Concentration of the customers

   Most of the Group's revenues come from orders placed by OEM customers. Should there be a reduction in the demand generated by these customers, with which there are no particular contractual constraints, or should payments by these customers be delayed, this would negatively impact the Group's economic and financial position.

   In accordance with its risk management policy, the Group places particular emphasis on the process of product development aiming to extend the life cycle of a product by means of high quality maintenance. In particular, the difficulty in replacing components supplied by the Group, together with its excellent ability to design and produce highly customisable products for its clients, produces a high level of customer loyalty and a consequent lowering of the risk associated with concentration in terms of its main customers.

   Risks related to regulatory and legislative framework (including the adoption of the code of corporate governance of listed companies)

   The Company strives towards the continuous acceptance of the Governance regulations laid down by the Code of Corporate Governance for listed companies, regarding the parts considered applicable to the size and complexity of the Company. In particular, a Remuneration and Appointments Committee has been established, consisting of three directors (of which two independent) and a Control, Risk and Sustainability Committee, consisting of three independent directors. Additionally, an Investor Relator has been appointed to manage relations with investors in general, the organisational and control model pursuant to Italian Legislative Decree no. 231/01 has been approved and the supervisory body appointed and assigned the task of verifying the application of the model. The Parent Company also has an Internal Auditor Manager.

   Reference market and the threat posed by competition

   Entry on the market of new Italian or foreign competitors may have a negative impact on the Group's economic-financial results in the medium/long-term. In this case, there is no certainty that the competitive structures of the reference market shall remain such as to allow the Group to pursue its strategies. We can also not exclude the possibility that in the future, producers of loudspeaker systems may decide to produce electro-acoustic transducers in-house, with all consequent negative effects on the Group's economic, equity and financial position.

   The Group believes that adequate financial support to product development, with a view to maintaining and improving quality and potential customisation (the Group's real strength) can help to mitigate the risk of competition.

   Fluctuation in the price of production factors

   The prices of the components purchased by the group are subject to fluctuations as a result, for example, of changes in the price of the raw materials used to make the components themselves, such as neodymium, ferrite, steel, iron, aluminium and plastic. These possible increases could have a negative effect on the Group's business and its economic, equity and financial situation.

   Climate change related risks

   Climate change related issues do not represent a risk for the Company and Group that can be directly linked to possible negative effects in the short term on the business and the economic, asset and financial position. For the sake of completeness, note that no issues associated with climate have been identified that could have a significant impact on the hypotheses underlying the assessment of asset recoverability. However, it cannot be excluded that over the medium/long-term adverse and particularly catastrophic climate events could lead to supply chain continuity problems for the Group. Taking into consideration the recommendations provided by ESMA in its Public Statement "European common enforcement priorities for 2024 annual financial reports" and in CONSOB Call to Attention 2/24 of 20 December 2024, containing "Climate disclosures provided in financial statements", management constantly monitors this aspect when determining risks and possible actions to be undertaken to mitigate the same.

   In addition, note that the Group is on a path towards sustainable and responsible growth, having approved a sustainability policy, which can be found on the company's website in the Investors section. The policy defines priority areas in the context of the process towards increasingly full integration of sustainability in daily business. The sustainability policy is part of a sustainability plan which defines concrete actions to be implemented over the next three years with the relative KPIs to monitor achievement of objectives. The Group's Management believes that this commitment is a priority to achieve sustainable growth within an increasingly complex and challenging social and environmental context.

   Financial risks

   As regards Financial Risks, one should refer to the specific section in the Explanatory Notes.

   **************

5. ‌Main data of the Parent Company

In this section we report the main data relating to the Parent Company B&C Speakers S.p.A.

Highlights

The tables below list the Parent Company's economic, capital and financial highlights for FY 2024 compared with the same items in the previous year:

Income statement highlights

(€ thousands)

Economic performance

General economic performance in 2024 saw a decrease in the Company's turnover with respect to 2023. However, this event did not impact the Company's margins thanks to the implementation of significant efficiency measures with respect to costs. Also note that incoming orders brought (with respect to the Parent Company) the order portfolio to around € 16 million at 31 December 2024.

To better represent the trends in economic management relative to 2024, the table below shows the Company's main economic aggregates compared to the equivalent figures in the same period the previous year:

Note:

These financial statements present and comment 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 Company's economic, capital and financial performance. The alternative performance indicators are measures used by the Issuer to monitor and assess the Company's performance; they are not defined as accounting measures either by the Italian Accounting Standards or by the IAS/IFRS. Therefore, the measurement criteria applied by the Company may not be consistent with that adopted by other operators and/or groups and may, therefore, not be comparable. We emphasise that the adjustment methods used by the Company to calculate these figures have remained constant over the years.

EBITDA (Earnings Before Interest Taxes Depreciation and Amortisation) is defined by the Issuer's Directors as the "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 write-downs as resulting from the aforesaid consolidated income statement. EBITDA is a measure that the Issuer uses to monitor and assess the Company'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) is the consolidated result before tax, as recorded in the income statement prepared by the Directors in preparing IAS/IFRS-compliant financial statements.

Revenue

The Company's revenue reached € 68.5 million, down 4% with respect to the figure in 2023.

This trend was, in particular, the consequence of decreased revenues, mainly in the Americas and, to a lesser extent, in Asia.

Below is a breakdown of revenues by geographical area for 2024 (amounts in euro):

Cost of sales

This category includes raw materials (purchasing, processing by third parties and changes in inventories), the cost of personnel directly involved in the production process, transport costs and the costs for commissions payable, customs duties and other direct costs of lesser importance.

The cost of sales at the end of 2024 showed improvement with respect to the figure in 2023, with its impact on revenues falling from 63.5% to 62.2%. This trend is due to: (i) a recovery of margins on the variable part of the cost of sales, due to normalisation of raw materials costs, which allowed an improvement of 3.6 margin points compared to the first half of the previous year, (ii) a drop of 1.8 percentage points as a result of the increased cost of personnel following the integration of the two new subsidiaries, and (iii) an increase in the impact of customs duties and transport costs, which led to a loss of margin of about 0.5 percentage points.

Indirect Personnel

This category refers to costs for office staff, executives and workers not associated with the production process.

Indirect personnel costs were substantially unchanged both in absolute terms and as a percentage of revenue, going from 3.8% to 3.9%.

Commercial expenses

This category refers to costs for commercial consultancy, advertising and marketing, travel and subsistence and other minor charges relating to the commercial sector.

Commercial expenses increased in absolute terms by 13% with respect to 2023. L

Administrative costs and overheads

General and administrative costs decreased by € 147 thousand with respect to the corresponding figure for 2023, nonetheless seeing little change in their impact on revenues, which went from 6.86% to 6.92%.

EBITDA and EBITDA Margin

Due to the dynamics outlined above, EBITDA in 2024 came to € 18.1 million, substantially in line with the figure in 2023 (+0.6%).

The EBITDA margin reached 26.45% of revenues during the period, compared to 25.24% in 2023.

Depreciation and amortisation

Depreciation and amortisation of property, plant and equipment, intangible assets and rights of use were substantially in line with 2023.

EBIT and EBIT margin

EBIT for 2024 amounted to € 16.6 million, a slight increase with respect to the € 16.4 million recorded in 2023. The EBIT margin was at 24.2% of revenue (23% in 2023).

Net profit

Net profit in 2023 amounted to € 16.4 million, representing 23.9% of revenue with a total increase of 38.1% on 2023. This trend is in part due to the effects of the tax benefits obtained following the renewal of the Patent Box ruling request filed with the Revenues Agency (which occurred during the first half with reference to tax period 2020 and the following four tax periods), which led to a positive impact of € 4,207 thousand on the income statement for the year. The tax burden for the period, net of the above effect, was € 4,600 thousand, representing 27.4% of before-tax profit (26.8% in 2023).

Equity and financial trend

Below is the reclassified statement of financial position according to the allocation of sources and uses:

Note:

Fixed assets: these are defined by the Issuer's Directors as the value of 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. Provisions: the value of bonds linked to employees' and Directors' severance indemnity, as well as the value for provisions for risks. 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.

Below are comments on the changes to assets and liabilities classified according to administrative allocation.

Net Operating Invested Capital shows an increase of 3.8 million euro compared to 31 December 2023. This increase was mainly due to the combined effect of the following factors:

• an increase in fixed assets amounting to approximately € 0.6 million due to the combined effects of investments and amortisation/depreciation for the period;

• an increase in inventories of around € 0.3 million;

• an increase in trade and other receivables of around € 1.5 million, mainly due to an increase in trade receivables;

• a decrease in trade and other payables of around € 1.3 million, mainly due to a decrease in tax payables;

Net Invested Non-Operating Capital came down with respect to 31 December 2023, by approximately € 0.9 million. This decrease was mainly due to the decline in the Group's cash and cash equivalents (mainly following the payment of the € 7.7 million dividend in May), the increase in financial receivables connected with financing provided by the Company to the subsidiary Eminence Speakers LLC and the increase in equity investments, following the capital increase carried out for the Chinese subsidiary, for € 710 thousand.

The other asset categories showed no change compared to 31 December 2023.

Note that the performance of the Group's securities portfolio market value showed profit adjusted to fair value of € 0.4 million at 31 December 2024.

Financial debt

Short-term borrowings fell by € 2.4 million, due to the natural maturing of certain loans in place at 31 December 2023.

Medium/long-term borrowings fell by € 1.9 million due to the decrease in bank financial liabilities following reclassification of the current portion of debt to short-term. In addition, new bank loans totalling € 2.5 million were obtained in 2024.

The overall Net Financial Position was negative at € 2.1 million, compared to € 2.3 million at the end of 2023. The Net Financial Position was impacted by excellent cash generation from operations (equal to 14.3 million), thanks to turnover generated during the year and lower tax outflows due to the partial use of the credit generated through the so-called Patent Box. These cash flows from operations made it possible to handle the cash absorbed by the repayment of existing loans and the distribution of dividends totalling € 7.6 million.

This amount was calculated in accordance with CONSOB Communication of 28 July 2006 and in accordance with the CESR Recommendation of 10 February 2005 "Recommendations for the standardised implementation of the regulation of the European Commission on financial statements", which was updated in line with the ESMA guidelines published in 2021.