Cembre S.p.a. MIL:CMB

Cembre S p A : HALF-YEARLY FINANCIAL REPORT 2025

Published September 12, 2025 at 1:23 p.m. UTC

Source: MarketScreener

F I N A N C I A L

R E P O R T

2025 HALF-YEARLY

Cembre S.p.A.

Head Office: Via Serenissima 9, Brescia, Italy Share Capital: EUR 8,840,000 (fully paid-up).

Registration no: 00541390175 (Commercial Register of Brescia)

This document contains translations of the Interim Report drawn up in the Italian language

Contents

CONTENTS

Group Structure 1

Consolidated Interim Report of the Cembre Group for the 1stHalf of 2025 2

Attachment 1: Comparative Consolidated Income Statement 18

Attachment 2: Composition of Corporate Boards 19

Condensed Consolidated Interim Financial Statements at June 30, 2025

Consolidated Statement of Financial Position 21

Consolidated Comprehensive Income Statement 22

Consolidated Statement of Cash Flows 23

Statement of Changes in the Consolidated Shareholders' Equity 24

Notes to the Condensed Consolidated Interim Financial Statements 25

Certification of the Condensed Consolidated Interim Financial Statements at June 30, 2025 pursuant to Article 81-ter of CONSOB Regulation no. 11971/99, as amended

and supplemented. 50

Report of the Independent Auditors on the limited audit 51

2025 Half Yearly Financial Report

Group Structure as at 30 June 2025

100%

Cembre S.p.A.

(Italy)

Cembre Ltd

(UK)

Cembre Sarl

(France)

Cembre SLU

(Spain)

Cembre GmbH

(Germany)

Cembre Inc.

(US)

Cembre Electrical

Connections Shanghai Ltd (China)

Cembre BV

(Netherlands)

Manufacturing and distribution companies

Distribution companies

Interim report on operations of the Cembre Group for the 1st half of 2025

Operating review

The 1st half of 2025 confirmed the growth of the Cembre Group turnover, with consolidated sales in the second quarter reaching €64 million, raising total Group turnover for the first six months to €124.3 million, marking a 4.0% increase over the 1st half of 2024.

The performance of consolidated sales by geographical areas in the 1st half of 2025 shows a 3.2% decline in the Italian market, with sales equal to €53.0 million. Revenues in the European market (excluding Italy) grew by 10.8% reaching €59.3 million, while sales in non-European markets recorded an increase of 6.4%, with revenues equal to €12.0 million. In the 1st half of 2025, 42.6% of revenues from sales were represented by Italy (as compared with 45.8% in the 1st half of 2024), 47.7% by the rest of Europe (44.8% in the 1st half of 2024), and the remaining 9.7% by the rest of the World (9.4% in the 1st half of 2024).

The summary table of sales by geographical area is reported below:

(euro '000)	1st half of 2025	1st half of 2024	Change	1st half of 2023	1st half of 2022	1st half of 2021	1st half of 2020
Italy	52,972	54,717	(3.2%)	52,019	46,387	36,377	25,398
Rest of Europe	59,298	53,520	10.8%	53,946	47,127	39,567	30,383
Rest of the World	11,998	11,276	6.4%	11,677	10,845	8,603	8,875
Total	124,268	119,513	4.0%	117,642	104,359	84,547	64,656

(euro '000)	1st half of 2025	1st half of 2024	Change	1st half of 2023	1st half of 2022	1st half of 2021	1st half of 2020
Cembre S.p.A. (IT)	63,795	66,716	(4.4%)	64,251	59,994	46,948	33,279
Cembre Ltd. (UK)	16,904	14,171	19.3%	13,412	12,251	10,983	7,642
Cembre S.a.r.l. (F)	8,450	8,040	5.1%	7,475	5,772	5,956	4,309
Cembre S.L.U. (E)	12,859	11,470	12.1%	11,318	8,691	6,548	5,495
Cembre GmbH (D)	12,239	11,591	5.6%	13,519	11,191	9,335	7,956

Revenues from sales and services (net of intra-group sales), in thousands of Euros, are broken down between the various companies as follows:

Cembre Inc. (USA)	7,852	7,525	4.3%	7,667	6,460	4,777	5,975
Cembre BV (NL)	1,625	n.a.	n.a.
Cembre El. Conn. Shanghai Ltd (CN)	544	n.a.	n.a.
Total	124,268	119,513	4.0%	117,642	104,359	84,547	64,656

Net result prior to consolidation
(euro '000)	1st half of 2025	1st half of 2024	Change	1st half of 2023	1st half of 2022	1st half of 2021	1st half of 2020
Cembre S.p.A. (IT)	21,775	19,439	12.0%	24,175	18,463	14,166	7,811
Cembre Ltd. (UK)	1,829	903	102.4%	916	974	1,126	330
Cembre S.a.r.l. (F)	(453)	240	(289.0%)	302	145	130	50
Cembre S.L.U. (E)	1,251	1,112	12.5%	1,197	790	439	191
Cembre GmbH (D)	881	244	260.4%	879	757	474	241
Cembre Inc. (USA)	678	23	2,787.1%	167	478	311	291
Cembre BV (NL)	286	n.a.	n.a.
Cembre El. Conn. Shanghai Ltd (CN)	(322)	n.a.	n.a.

In the 1st half of 2025, Group companies reported the following results, prior to consolidation:

Net result prior to consolidation in foreign currency
(euro '000)	Curre ncy	1st half of 2025	1st half of 2024	Change	1st half of 2023	1st half of 2022	1st half of 2021	1st half of 2020
Cembre Ltd. (UK)	Gbp	1,540	791	94.8%	802	820	977	289
Cembre Inc. (USA)	US$	743	25	2,920.8%	180	522	375	321
Cembre El. Conn. Shanghai Ltd (CN)	Rmb	(2,554)	n.a.	n.a.

For a more direct assessment of the effect of foreign exchange translations, we include below sales figures of Group companies operating outside the euro area in the respective currency:

In order to provide a better understanding of the consolidated results for the 1st half of 2025, a Comparative Consolidated Income Statement is provided as Attachment "1", which shows the percentage changes compared to the same period in 2024.

The gross operating result for the semester, amounting to €38,485 thousand and corresponding to 31.0 per cent of sales revenues, has risen by 10.4 per cent compared to the same period in 2024, amounting to €34,852 thousand, corresponding to 29.2 per cent

of sales revenues; this increase is mainly due to the decrease in the incidence of the cost of goods sold on revenues, which declined from 32.5 per cent to 30.2 per cent. The average number of Group employees in the period rose from 888 in the 1st half of 2024 to 930 in the 1st half of 2025.

Consolidated operating profit for the period amounted to €31,545 thousand, representing a 25.4% margin on sales, up 11.3% from €28,351 thousand in the 1st half of 2024, when it represented a 23.7% margin on sales.

Consolidated profit prior to taxes for the period amounted to €31,251 thousand, representing a 25.1% margin on sales, up 9.5% from €28,551 thousand in the 1st half of 2024, when it represented a 23.9% margin on sales.

Net profit for the half-year amounted to €22,615 thousand, representing a 18.2% margin on sales, up 8.6% from €20,823 thousand in the 1st half of 2024, when it represented a 17.4% margin on sales.

The net financial position, declined from a surplus of €2.0 million as at 31 December 2024 to a deficit of €23.8 million as at 30 June 2025, was affected by the payment of €31.6 million in dividends and by capital expenditure in fixed assets made by the Parent Company, amounting to €11.4 million. At 30 June 2024, the net financial position presented a deficit of €6.2 million; for details of the net financial position, please refer to Note 28 of the 'Explanatory Notes to the condensed consolidated interim financial statements'.

Capital expenditure

(euro '000)	1st half of 2025	1st half of 2024	Change
Capital expenditure on intangible fixes assets	626	899	(273)
Capital expenditure on tangible fixes assets	10,741	12,092	(1,351)
Total	11,367	12,991	(1,624)

Capital expenditure by the Group in the 1st half of 2025 with regard to fixed assets, gross of amortization and depreciation, is broken down as follows:

For more information on capital expenditure, please refer to Notes 1 and 3 of the Explanatory Notes to the condensed consolidated interim financial statements.

Definition of alternative performance indicators

In compliance with CONSOB Communication n. DEM/6064293 dated July 28, 2007, below we define the alternative performance indicators used in the present document to illustrate the financial and operating performance of the Group:

Gross Operating Result (EBITDA): defined as the difference between sales revenues and costs for materials, of services received, and the net balance of operating income and charges. It represents the profit prior to depreciation, amortization and write-downs, financial flows and taxes.

Operating Result (EBIT): defined as the difference between the Gross Operating Result and the value of amortization/impairment. It represents the profit before cash flows and taxes.

Net Financial Position: it represents the algebraic sum of cash and cash equivalents, financial receivables and current and non-current financial debt.

Main risks and uncertainties

Risks connected to the economic situation

The economic and financial situation of the Group is influenced by macroeconomic factors such as changes in the Gross Domestic Product, consumer and business confidence, changes in interest rates and the cost of raw materials, as well as the repercussions of the various international crises connected to ongoing conflicts.

The global economy stands at a critical phase. Signs of stabilization emerged during much of 2024, after a prolonged and challenging period of unprecedented shocks. Inflation, receding from its multi-decade peaks, has undergone a gradual, though uneven, decline towards central banks' targets. Labour markets have normalized and unemployment rates and vacancies returned to pre-pandemic levels. Growth has settled at around 3% in recent years, and global production has approached its potential.

Nevertheless, major political shifts are reshaping the global commercial system, and the resulting uncertainty is challenging the resilience of the global economy. Since February,

the United States have announced an escalation of tariffs against their trade partners. Despite the recent agreement on tariffs between the US and the European Union, many elements of uncertainty still characterize trade policy, and many aspects are still unclear regarding the possible future evolutions of these protectionist measures.

Recent data on real activity were disappointing, as GDP growth in the fourth quarter of 2024 was lower than forecasted in the January 2025 World Economic Outlook (WEO) update. High-frequency indicators, such as retail sales and surveys among purchasing managers, point to a slowing growth.

Risks connected with the market

The Group protects its market position by pursuing ongoing innovation, the widening of the product range, and by introducing into production processes the most advanced methods and machinery, while also implementing, with the help of its foreign subsidiaries, targeted marketing policies and pursuing a policy of market expansion where the Group has less of a presence.

The recent agreement between the United States and the European Union introduced a 15% tariff on imports into the United States; however, this increase is not expected to have significant effects on the Cembre Group's specific market.

Credit risk

Cembre and its subsidiaries focused over time on a careful selection of customers, managing prudently sales to those that do not possess an adequate credit standing. The Group has accrued a provision for doubtful accounts and their management, constantly monitoring past due amounts and soliciting payment when terms have expired. In addition, in order to further reduce this type of risk, Cembre S.p.A. and Cembre SLU have stipulated an insurance policy with a leading insurance company against commercial credit losses.

Exposure to credit risk relates exclusively to trade receivables. Liquidity risk

Thanks to its solid financial position, the Group is not currently subject to particular liquidity risk, even in case the cash flow generated by operations should decline drastically.

Interest rate risk

As at 30 June 2025, the Parent Company Cembre S.p.A. has loans outstanding. The nature of the rates applied and the relatively short-term maturity protect the Group from any possible fluctuations in interest rates.

Currency risk

Despite its strong international presence, the Group does not have a significant exposure to currency risk, as it operates almost entirely in the euro area, the currency in which the vast majority of its trade transactions are mainly denominated.

Exposure to currency risk is basically limited to sales in US Dollars, British Pounds and Chinese Renmimbi, however, the volumes are not such as to significantly impact the Group's equity, financial and economic results.

Integrity and reputation risk

Possible illicit behaviour of employees, aimed at obtaining benefits for themselves and for the Group, can imply the risk of a loss of reputation and of sanctions against the Group. To prevent the risk of these occurrences and in line with Legislative Decree 231/2001, the Parent Company Cembre S.p.A. adopted an organisational, management and control model that identifies processes that are subject to risk and establishes the conduct that the various persons are to engage in while carrying out their tasks. The model was illustrated to employees through specific training sessions. The Parent Company constantly integrates and upgrades the model. The Code of Ethics was adopted at Group level, containing the values and principles that all Group companies must be inspired by in carrying out their activities.

Risks and effects linked to climate change

Climate change is one of the biggest challenges that companies and institutions will have to face in the coming years. At present, it is very complex to estimate the effects that this process may bring in the long run; however, it is possible to begin to make a rough assessment of what may be the critical areas of the Group business and what may be the possible solutions to be put in place, in order to prevent the most onerous effects of climate change and possible restrictions imposed by Governments to try to reverse this dangerous process.

Geographically, as also highlighted in the 2024 risk map published by SACE, a company specialising in credit and investment insurance controlled by the Ministry of Economy and Finance, the Group companies are not located in areas that may be subject to extreme weather events, such as to jeopardise the continuation of business. The Cembre Group has always paid particular attention to the safety and maintenance of the production plants and of its buildings, with an eye also to environmentally friendly solutions, as evidenced, for example, by its investment in earthquake-proofing of structures or the use of light chimneys to improve natural lighting in offices.

In particular, Cembre has focused on the following climate change mitigation projects:

sustainable mobility: Cembre confirms its commitment in favour of sustainable
mobility. In the first half of 2025, thanks to the measures implemented, more than 20 tons of CO₂ equivalent were avoided, demonstrating that investments in this sector result in concrete and quantifiable gains.
energy efficiency: Cembre has already achieved significant milestones in this area
and will continue to work to reduce its energy consumption. An energy efficiency programme has been initiated within the Group. This programme will reduce energy consumption and save costs. In the past four years over 700 traditional lighting fixtures at the Brescia facility have been replaced with 500 LED technology devices. The intervention has generated an energy saving of 58% compared to previous consumption in the relevant areas.
reduction of greenhouse gas emissions: Cembre is actively engaged in this
direction and has started a process to measure the carbon footprint of its products according to UNI EN ISO 14067:2018 standard. This process, based on life cycle assessment, makes it possible to analyse product environmental impact throughout the entire production and consumption chain. In 2024, the model development phase was completed to measure the carbon footprint of the signature family using the SimaPro software.
photovoltaic energy: in the first half of 2025, the photovoltaic plant installed at
the Brescia site generated over 0.79 GWh of electricity, contributing to reducing dependency on the energy market and covering about 14% of the facility's overall energy requirements. The remaining share relating to Brescia headquarter was fully met by purchasing energy from renewable sources certified through 'Guarantees of Origin', so as thus ensure an energy supply that allows for the elimination of indirect CO2 emissions attributable to Scope 2 (market-based).
technological innovations: innovation is a fundamental pillar of Cembre's business

model and a strategic driver for company growth. Technological innovations can make a significant contribution to sustainability. Cembre invests in new technologies to improve the energy efficiency of its operations. These technologies will reduce energy consumption and contribute to combating climate change. Cembre also invests in research and development to develop products with a lower environmental impact.

The Group production process has an extremely limited impact on the environment, as evidenced by the analyses carried out periodically by external bodies. Furthermore, fixed assets and plants are cyclically renewed, thus ensuring compliance with the latest standards and regulations.

The electrical connection segment, in which the Group operates, could be positively affected by use of renewable energy sources and the expansion of the electricity grid.

In recent years, the range of battery-powered tools has been increasingly expanding, which now provide performance comparable to endothermic-powered machinery, but

with the absence of combustion emissions. This focus on innovation, which is also aimed at respecting the sustainability of the Group offer, makes the risk of a loss of value that would jeopardise the Group operations extremely remote.

The Group believes that its products will still be most requested following the transition to a low-emission economy.

Climate change entails a broad spectrum of possible impacts for the Group arising from both physical and transition risks. When making new investments, the Group takes into account the possible future impacts that climate change may have on their usability and useful life. It also closely monitors regulatory developments and changes, such as new climate-related regulations and standards.

Climate-related issues may increase the uncertainty of the estimates and assumptions regarding certain elements or items of the financial statements.

Environmental management and protection of occupational health and safety Cembre relies its internal control system on company procedures relevant to the prevention and monitoring of operational risks for the environmental part according to the orientation and line of UNI EN ISO 14001:2015 and for the workplace health and safety part, according to the orientation and line of the UNI EN ISO 45001:2018 standard.

The certification of the Environmental and Safety Management System of the Group's production sites allows us to ensure the application of common, shared and respectful behavioural guidelines towards the environment where they are based, and towards the protection of their workers.

This management system is monitored through internal and external audits and through the Management Review.

Through the implementation of operating procedures strictly in line with regulations regarding environmental protection, workplace safety and the application of principles for sustainable development Cembre can:

create opportunities to protect the environment by preventing or mitigating environmental impacts, in which it is present;
fulfil its compliance obligations;
improve environmental performance;
design and manufacture products using materials and processes that ensure the protection of the environment throughout the life of the product, from manufacturing to disposal;
reduce as much as possible the risk of injuries and accidents during working activities and while using its products;
guarantee occupational well-being;
create new and important opportunities for growth by developing synergy between values, economy and productive development.

Research, development and technological innovation

The costs incurred by Cembre S.p.A.for its personnel engaged in the products Research and Development totted up to €469 thousand, of which €226 thousand for research activities and €243 thousand for development activities. Costs for external supplies and the provision of services amounted to €91 thousand for research and €184 thousand for development.

As provided by the reference principles, the development costs related to the most significant projects, provided they meet the relevant requirements, are capitalised and recorded under intangible assets.

Below we include a brief description of the projects undertaken in the 1st half of the year. The description, in some cases, will be deliberately lacking in details, because some products are not yet in production and in some cases they are the subject of patent applications still pending.

Cable lugs and cable glands

During the first half-year, 57 projects focused on the development of new products were undertaken, using an integrated approach involving both the study of new connectors and cable glands, along with the design of the equipment needed for their industrial production.

The phase of production and testing of bent cable lugs for the German market on a new press has begun, and the overall number of codes for the whole family, including both those bent at 45° and at 90°, amount to 211 sales codes.

The development of the new family of bimetallic cable lugs compliant with French market standards and featuring an optimised shape has been completed, consisting of 15 new sales codes; a new family will follow by the end of the year featuring a compact blade, comprising in this case 8 sales codes. In addition, the current catalogue of bimetallic cable lugs is being expanded via the addition of 45 variants, in order to enrich the offer in the catalogue.

The development of the family of mechanical connectors for joining cables of different sections is ongoing, the first codes are completing the certifications and production will commence in the second half of the year. Investments in new machinery are planned in order to meet sales forecasts.

The new frame of the EWO range of divisible cable glands, developed during the first semester and expected to be catalogued during the second half, allows users to handle the range of 24-pole frames in modular mode to increase the simultaneous use of fixing rubbers within the same frame.

Also for EWO cable glands, the design of a new range of fixing rubbers for special applications has begun.

The circular metric cable glands divisible by header cables were also presented: the family consists of 6 sales codes, to which 2 products currently in development will be added in the second half of the year. This family also employs the same fixing rubber pads used by rectangular EWO split cable glands.

The new membrane cable glands with rigid frame were launched on the market: these are 24 rectangular cable glands that can accommodate a variable number of cables and product sizes. Two patents have been filed, the first one describing a technical solution to guarantee the product's perfect water tightness even in areas far from the fixing screws, and the second one protecting the optimized geometry of the cable passage seats to

improve the tensile tightness of the cable itself. Added to the family of rectangular cable glands is the circular membrane version with a rigid frame and fixing nut; this family consists of 12 sales codes different in size and number of cables that can be accommodated.

Finally, the development of the version of the membrane cable glands without rigid frame was completed; also in this case a solution was designed to ensure the perfect adherence of the product once fixed to the panel. The family of membrane cable glands without rigid frame consists of 18 sales codes and will be presented in the second half of the year together with the circular version, again consisting of 18 new products. Also for this family, 1 patent has been filed to protect the technical solution which allows optimizing the sealing once the cable gland is positioned in its seat.

Railway tools and equipment

There were 85 projects for equipment related to the maintenance of railway systems and tools in the industrial sector.

The new T-type tool for railway line maintenance has been introduced, featuring characteristics of lightness and ease of handling, with careful cost control measures to enable competition in an increasingly competitive market. The screwdriver has been designed to prioritise user ergonomics, both during transport due to a contoured handle located near the machine's centre of gravity, and during use thanks to the dual inclination of the operator handles and to the battery being recessed into the machine body to avoid harmful obstructions to the user's posture. To preserve the integrity of the battery, a mechanical device has been installed to reduce the vibrations of the battery itself, while protective metal reinforcements have been included to safeguard the integrity of delicate parts of the machine, such as the illumination LEDs for the work area. The technical solutions identified for this machine have led to the filing of 2 patents, respectively to protect the vibration reduction device at the handles and the recessed battery housing; 2 ornamental models have also been filed to protect the design of the tool from servile copies.

During the first half of the year, the first batches of the new milling cutters for drilling rails intended for the American market were produced; the full range will be available for sale during the second semester.

During the first half of the year, work continued on an innovative electric battery-powered machine for the maintenance of the railway section. The first prototypes were assembled and tested with positive results; all the new technologies introduced yielded positive results, allowing the target performance to be achieved. The prototypes will have to be perfected during the second semester, after which the machine will be industrialized, and production is expected to start in the second half of next year.

The first Cembre tool for the compression of electrical connectors equipped with adaptive technology has finally been presented: this machine is capable of adapting the maximum pressure exerted during compression in order to:

Reduce the amount of compression energy used
Extend the "fatigue life" of the whole tool and in particular of the head

These tools, in addition to presenting a new Cembre blue livery, provide a new functionality for the user: this tool is in fact able to lock itself autonomously when the die touches the connector keeping it in position without deforming it, at this point it is possible to insert the conductor into the connector and perform compression.

Cable marking

There were 24 projects for new products for industrial marking. Studies also included the related manufacturing tools.

The study has begun of a new type of tags for cable marking, emphasizing speed and ease of use. The production of these parts will require the introduction of a new production module.

A new method for marking tubes for cable tagging is being tested, and trials will continue throughout the second half of the year.

Transactions with related parties

For a description of transactions with related parties, please refer to the notes to the condensed consolidated interim financial statements.

Absence of management and coordination

Despite the fact that article 2497-sexies of the Italian Civil Code states that "it is presumed that, unless otherwise proved, the management and coordination activities of companies is exercised by the company or entity that is required to consolidate the same in its accounts or that, in any case, controls the former company pursuant to article 2359 of the Italian Civil Code", Cembre S.p.A. believes that it operates in full autonomy with respect to its parent company Lysne S.p.A..

In particular, as a non-exhaustive example, the Company manages autonomously its own treasury and the relationships with its customers and suppliers, and it does not make use of any service provided by its parent company.

The relationships with Lysne S.p.A. are limited to the normal exercise of shareholders rights on the part of the parent company.

Companies incorporated under the laws of States that are not part of the European Union

Cembre S.p.A. controls two companies incorporated and regulated under the laws of States that are not part of the European Union, namely Cembre Inc. with registered office in New Jersey (USA), Cembre Ltd with registered office in Birmingham (UK) and Cembre Electrical Connections Shanghai Limited with registered office in Shanghai (CN), the latter becoming operational in January 2025.

The company deems the administrative, accounting and reporting systems currently in use to be adequate in supplying regularly its Management and the Parent company independent auditors with the operating and financial information necessary for the preparation of the consolidated financial statements.

The financial statements prepared by these companies, for the purpose of drafting the annual consolidated financial statements as of 31 December 2024, have been audited and

made available to the public in the manner and within the timeframe prescribed by regulations in force.

Cembre S.p.A. is active in ensuring an adequate flow of information from Cembre Inc., Cembre Ltd and Cembre Electrical Connections Shanghai Limited to the Parent company independent auditors, and believes the current communication process with the independent auditors to be effective.

Cembre S.p.A. retains the articles of association, the composition, and the powers of the corporate bodies of the aforementioned companies; directives have been issued to ensure that information regarding the update of these data is promptly conveyed.

Treasury shares and shares of parent companies

At June 30 2025, the number of own shares held by Cembre S.p.A. was 185,041, corresponding to 1.09% of its capital stock. No treasury shares were purchased or sold in the 1st half of 2025. The shareholders' meeting of Cembre S.p.A. held on April 29, 2025 approved the authorisation to purchase treasury shares, effective for the 18 months subsequent to the date of the meeting.

Report on corporate governance and ownership structure

In compliance with the regulatory obligations contained in article 123-bis of Legislative Decree 58, dated February 24, 1998 (Testo Unico della Finanza - Consolidated Law on Finance), we refer to the "Report on corporate governance and ownership structure" which, in addition to providing a general description of corporate governance and of risk management and internal control procedures, contains information regarding the ownership structure of the Company, the adoption of the code of conduct and the observance of the resulting commitments. Said Report is available in the Investor Relations section of the Group's institutional web site https://www.cembre.it.

Subsequent events

No event having significant effects on the Group financial position or on the operating performance occurred after the end of the 1st half of the year.

Outlook

In consideration of the uncertainty of the current economic situation, with persistent geopolitical tensions, making forecasts is extremely difficult. In any case, the Cembre Group consolidated turnover is expected to grow in 2025 and the consolidated economic result is expected to be positive.

Attachments

This document includes the following attachments:

Attachment 1 Comparative consolidated income statement as at June 30, 2025. Attachment 2 Composition of corporate boards.

Brescia, 12 September 2025

For the Board of Directors

of the Parent Company Cembre S.p.A.

The Chairman and Managing Director Giovanni Rosani

Attachment 1 - Report on Operations for the 1st Half 2025

Comparative Consolidated Income Statement

	1st Half 2025	% of sales	1st Half 2024	% of sales	Change
(€ '000)
Revenues from contracts with customers Other revenues	124,268 668	100.0%	119,513 657	100.0%	4.0% 1.7%
TOTAL REV ENUES	124,936		120,170		4.0%
Cost of goods and merchandise	(43,927)	-35.3%	(42,561)	-35.6%	3.2%
Change in inventories	6,434	5.2%	3,736	3.1%
Cost of goods sold	(37,493)	-30.2%	(38,825)	-32.5%	-3.4%
Cost of services received	(15,506)	-12.5%	(14,459)	-12.1%	7.2%
Lease and rental costs	(277)	-0.2%	(228)	-0.2%	21.5%
Personnel costs	(32,527)	-26.2%	(31,244)	-26.1%	4.1%
Other operating costs	(946)	-0.8%	(933)	-0.8%	1.4%
Increase in assets due to internal construction	495	0.4%	589	0.5%	-16.0%
Write-down of receivables	(170)	-0.1%	(135)	-0.1%	25.9%
Accruals to provisions for risks and charges	(27)	0.0%	(83)	-0.1%	-67.5%
GROSS OPERATING PROFIT	38,485	31.0%	34,852	29.2%	10.4%
Property, plant and equipment depreciation	(5,117)	-4.1%	(4,910)	-4.1%	4.2%
Intangible asset amortization	(593)	-0.5%	(563)	-0.5%	5.3%
Depreciation of right of use assets	(1,230)	-1.0%	(1,028)	-0.9%	19.6%
OPERATING PROFIT	31,545	25.4%	28,351	23.7%	11.3%
Financial income	284	0.2%	234	0.2%
Financial expenses	(232)	-0.2%	(174)	-0.1%	33.3%
Foreign exchange gains (losses)	(346)	-0.3%	140	0.1%	-347.1%
PROFIT BEFORE TAX ES	31,251	25.1%	28,551	23.9%	9.5%
Income taxes	(8,636)	-6.9%	(7,728)	-6.5%	11.7%
NET PROFIT	22,615	18.2%	20,823	17.4%	8.6%

Attachment 2 to the Interim report on operations of the Cembre Group for the 1st half of 2025

CORPORATE BOARDS

Board of Directors

Giovanni Rosani Chairman and Managing Director

Aldo Bottini Bongrani Deputy Chairman

Anna Maria Onofri Director

Sara Rosani Director

Felice Albertazzi Director

Franco Celli Director

Paola Carrara Independent Director

Elisabetta Ceretti Independent Director

Board of Statutory Auditors

Stefano Colpani Chairman

Riccardo Astori Auditor

Rosanna Angela Pilenga Auditor

Maria Grazia Lizzini Substitute Auditor

Alessandra Biggi Substitute Auditor

Independent Auditors

EY S.p.A.

This situation is updated at September 12 2025.

The Board of Directors and the Board of Statutory Auditor term expires with the approval of the Financial Statements at December 31, 2026.

The Chairman holds by statute (article 18) powers of legal representation of the Company; the Board of Directors conferred to the Chairman and Managing Director Giovanni Rosani all the ordinary management powers not specifically reserved to it by law, including exclusive powers over the organization, management and monitoring of the internal control system.

In case of absence or impediment of the Chairman and Managing Director Giovanni Rosani, Deputy Chairman Aldo Bottini Bongrani holds all ordinary management powers not reserved to the Board by law. All Managing Directors must keep the Board of Directors informed of all the relevant transactions concluded in the context of their mandate. The Board of Directors has approved rules that define which particularly relevant transactions may be concluded exclusively by the same.

Consolidated Financial Statements at June 30, 2025

Consolidated Statements of Financial Position

ASSETS	Notes	June 30, 2025		Dec. 31, 2024
(euro '000)			of w h ich : related parties 2,529		of w h ich : related parties 2,990
NON CURRENT ASSETS
Property, plant and equipment	1	113,931		108,632
Investment property	2	668		688
Intangible assets	3	4,921		4,901
Goodwill	4	4,608		4,608
Right of use assets	5	7,593		8,204
Other investments		5		5
Other non-current assets	6	144		178
Deferred tax assets	1 4	3,621		3,616
TOTAL NON- CURRENT ASSETS		135,491		130,832
CURRENT ASSETS
Inventories	7	79,051		73,791
Trade receivables	8	57,157		46,182
Other financial assets		-		0
Tax receivables	25	1,934		5,771
Other current assets	9	1,103		1,118
Cash and cash equivalents		16,384		13,471
TOTAL CURRENT ASSETS		155,629		140,333

NON- CURRENT ASSETS AV AIL ABL E FOR SAL E		-		-

TOTAL ASSETS		291,120		271,165

L IABIL ITIES AND SHAREHOL	DERS'	EQ	UITY	Notes	June 30, 2025	Dec. 31, 2024
	(euro '000)					of w h ich : related parties		of w h ich : related parties
SHAREHOL DERS' EQ UITY
Capital stock				1 0	8,840		8,840
Reserves				1 0	177,566		168,313
Net profit					22,615		42,590
TOTAL SHAREHOL DERS' EQ UITY					209,021		219,743
NON- CURRENT L IABIL ITIES Non-current financial liabilities Employee termination indemnity and other personnel benefits Provisions for risks and charges Deferred tax liabilities				1 1 1 2 1 3 1 4	5,772 1,648 416 3,891	2,878 17 90	6,213 1,617 376 4,015	3,145 13 60
TOTAL NON- CURRENT L IABIL ITIES					11,727		12,221
CURRENT L IABIL ITIES
Current financial liabilities				1 1	34,373	624	5,271	828
Trade payables				1 5	20,686	177	19,877
Tax payables				25	2,185		1,227
Other payables				1 6	13,128	133	12,826	304
TOTAL CURRENT L IABIL ITIES					70,372		39,201

L IABIL ITIES ON ASSETS HEL D FOR DISPOSAL					-		-

TOTAL L IABIL ITIES					82,099		51,422

TOTAL L IABIL ITIES AND SHAREHOL DERS' EQ UITY					291,120		271,165

Consolidated Financial Statements at June 30, 2025

Statement of Consolidated Comprehensive Income

	Notes	1st Half 2025		1st Half 2024
(euro '000)			of w h ich : related parties		of w h ich : related parties
Revenues from contracts with customers Other revenues	1 7 1 8	124,268 668		119,513 657
TOTAL REV ENUES		124,936		120,170
Cost of goods and merchandise		(43,927)		(42,561)
Change in inventories	7	6,434		3,736
Cost of services received	1 9	(15,506)	(454)	(14,459)	(452)
Lease and rental costs	5	(277)		(228)
Personnel costs	20	(32,527)	(194)	(31,244)	(217)
Other operating costs	21	(946)		(933)
Increase in assets due to internal construction	22	495		589
Write-down of receivables	8	(170)		(135)
Accruals to provisions for risks and charges	23	(27)		(83)
GROSS OPERATING PROFIT		38,485		34,852
Property, plant and equipment depreciation	1 - 2	(5,117)		(4,910)
Intangible asset amortization	3	(593)		(563)
Depreciation of right of use assets	5	(1,230)	(390)	(1,028)	(400)
OPERATING PROFIT		31,545		28,351
Financial income	24	284		234
Financial expenses	24	(232)	(59)	(174)	(67)
Foreign exchange gains (losses)		(346)		140
PROFIT BEFORE TAX ES		31,251		28,551
Income taxes	25	(8,636)		(7,728)
NET PROFIT FROM ORDINARY ACTIV ITIES		22,615		20,823

NET PROFIT FROM ASSETS HEL D FOR DISPOSAL		-		-

NET PROFIT		22,615		20,823
Items of the other comprehensive income that will be reclassified subsequently to profit or loss Conversion differences included in equity		(1,671)		717
COMPREHENSIV E INCOME	26	20,944		21,540

BASIC EARNINGS PER SHARE

1.34

1.24

DIL UTED EARNINGS PER SHARE

1.34

1.24

Consolidated Financial Statements at June 30st, 2025

Consolidated Statement of Cash Flows

		Ist Half 2025	Ist Half 2024
€ '000
A) CASH AND CASH EQ UIV AL ENTS AT BEGINNING OF THE PERIOD		13,471	20,882
B) CASH FL OW FROM OPERATING ACTIV ITIES
Net profit for the period		22,615	20,823
Income taxes		8,636	7,728
Financial charges/(Financial profits)		(52)	(60)
(Gains)/Losses on disposal of assets		(89)	(57)
Depreciation, amortization and write-downs		6,939	6,502
Net change in Employee Termination Indemnity		30	(3)
Net change in provisions for risks and charges		40	(448)
Stock options plan IFRS2 remeasurement		(54)	34
Operating profit (loss) before change in working capital		38,066	34,519
(Increase) Decrease in trade receivables		(10,975)	(13,412)
(Increase) Decrease in inventories		(5,260)	(5,400)
Increase (Decrease) of trade payables		809	2,561
Increase (Decrease) of others in working capital		527	2,034
(Increase) Decrease in working capital		(14,899)	(14,217)
Other changes		(132)	(457)
Interests received/(Interests paid)		52	60
(Paid income taxes)		(4,052)	(696)
NET CASH FL OW	(USED IN)/ FROM OPERATING ACTIV ITIES	19,035	19,209
C) CASH FL OW FROM INV ESTING ACTIV ITIES
Capital expenditure on fixed assets:
- intangible		(626)	(899)
- tangible		(10,741)	(12,092)
- financial		-	(88)
Proceeds from disposal of tangible, intangible, available-for-sale financial assets
- intangible		11	-
- tangible		102	70
- financial		34	-
NET CASH FL OW	(USED IN)/ FROM INV ESTING ACTIV ITIES	(11,220)	(13,009)
D) CASH FL OW FROM FINANCING ACTIV ITIES
(Increase) Decrease in other non current assets		-	4,000
Increase (Decrease) in bank debts		29,261	19,002
Repayment of leasing liabilities		(1,218)	(1,000)
Dividends distributed		(31,612)	(30,235)
NET CASH FL OW	(USED IN)/ FROM FINANCING ACTIV ITIES	(3,569)	(8,233)

E) INCREASE (DECREASE) IN CASH AND CASH EQ UIV AL ENTS (B+ C+ D)		4,246	(2,033)
F) Foreign exchange conversion differences		(1,334)	595
G) CASH AND CASH EQ UIV AL ENTS AT END OF THE PERIOD (A+ E+ F)		16,384	19,444
Of which: assets held for disposal		-	-
CASH AND CASH EQ UIV AL ENTS AT END OF THE PERIOD		16,384	19,444

CASH AND CASH EQ UIV AL ENTS AT END OF THE PERIOD	16,384	19,444
Current financial liabilities	(34,373)	(17,842)
Non current financial liabilities	(5,772)	(7,798)
NET CONSOL IDATED FINANCIAL POSITION	(23,761)	(6,196)

BREAK DOW N OF CASH AND CASH EQ UIV AL ENTS AT END OF THE PERIOD
Cash	9	12
Bank deposits	16,375	19,432
	16,384	19,444

Consolidated Financial Statements at June 30nd, 2025

Statement of Changes in the Consolidated Shareholders' Equity

(€ '000)	Balance at December 31, 2024	Allocation of profit to reserves	Allocation of profit to dividends	Stock options plan: IFRS2 measurement	Stock options plan: Shares assignment	Comprehensive income of the period	Balance at June 30, 2025
Capital stock	8,840	-	-	-		-	8,840
Share premium reserve	12,245	-	-	-	-	-	12,245
Legal reserve	1,768	-	-	-	-	-	1,768
Reserve for own shares	(3,512)	-	-	-	-	-	(3,512)
Suspended-tax revaluation reserve	585	-	-	-	-	-	585
Other suspended-tax reserves	68	-	-	-		-	68
Reserve for previous years' profits	31,678	6,638	-	-	-	-	38,316
Conversion differences	41	3	-	-	-	(1,671)	(1,627)
Extraordinary reserve	116,752	4,337	-	-	-	-	121,089
Reserve for FTA	3,715	-	-	-		-	3,715
Reserve for discounting of Employee Termination Indemnity	388	-	-	-		-	388
Merger surplus reserve	4,397	-	-	-		-	4,397
Stock options reserve	189	-	-	0	(54)	-	135
Retained earnings	-	-	-	-		-	-
Net profit	42,590	(10,978)	(31,612)	-		22,615	22,615
Total Shareholders' Equity	219,743	-	(31,612)	0	(54)	20,944	209,021

(€ '000)	Balance at December 31, 2023	Allocation of profit to reserves	Allocation of profit to dividends	Stock options plan: IFRS2 measurement	Stock options plan: Shares assignment	Comprehensive income of the period	Balance at June 30, 2024
Capital stock	8,840	-	-	-	-	-	8,840
Share premium reserve	12,245	-	-	-	-	-	12,245
Legal reserve	1,768	-	-	-	-	-	1,768
Reserve for own shares	(3,844)	-	-	-	-	-	(3,844)
Suspended-tax revaluation reserve	585	-	-	-	-	-	585
Other suspended-tax reserves	68	-	-	-	-	-	68
Reserve for previous years' profits	30,526	1,149	-	-	-	-	31,675
Conversion differences	(1,400)	49.95	-	-	-	717	(633)
Extraordinary reserve	107,358	9,394	-	7	-	-	116,758
Reserve for FTA	3,715	-	-	-	-	-	3,715
Reserve for discounting of Employee Termination Indemnity	347	-	-	-	-	-	347
Merger surplus reserve	4,397	-	-	-	-	-	4,397
Stock options reserve	286	-	-	27	-	-	313
Retained earnings	-	-	-	-	-	-	-
Net profit	40,828	(10,593)	(30,235)	-	-	20,823	20,823
Total Shareholders' Equity	205,719	0	(30,235)	34	-	21,540	197,057

Explanatory notes to the condensed consolidated interim financial statements as at 30 June 2025

CORPORATE INFORMATION
Cembre S.p.A. is a joint-stock company with registered office in Brescia, Via Serenissima
9. The company is listed on the MTA (screen-based equities market) managed by Borsa Italiana S.p.A.
Cembre S.p.A. and its subsidiaries (hereinafter referred to jointly as "the Cembre Group" or "the Group") are active primarily in the manufacturing and sale of electrical connectors and related tools.
The publication of the Interim Financial Report, including these condensed consolidated interim financial statements, was authorised by a resolution of the Board of Directors dated September 12, 2025.
Cembre S.p.A. is controlled by Lysne S.p.A., a holding company with registered office in Brescia, that does not carry out management and coordination activities.

PREPARATION CRITERIA AND ACCOUNTING STANDARDS

Preparation criteria

The condensed consolidated interim financial statements as at June 30, 2025 were prepared in accordance with the provisions of IAS 34 "Interim financial reporting".

The condensed consolidated interim financial statements do not include all the economic and financial information required in the annual financial statements and it must be read in conjunction with the Group annual financial statements as at December 31, 2024. Unless otherwise indicated, the figures reported in the financial statements and the in the related explanatory notes are expressed in thousands of euro.

The scope of consolidation did not change with respect to December 31, 2024.

Relevant accounting standards

The accounting standards adopted in the preparation of these condensed consolidated interim financial statements are those formally approved by the European Union and in

force as at June 30, 2025 and they are consistent with those adopted in the preparation of the Group Financial Statements as at December 31, 2024.

Amendments to accounting standards

With reference to the description of recently issued accounting standards, in addition to what is indicated in the last Annual Financial Report, which should be referred to for the details, please take note of the following.

Accounting standards and interpretations issued by the IASB and endorsed by the European Commission

Regulation No. 2025/1047 issued by the European Commission on May 27, 2025, endorsed the amendments to IFRS 9 and IFRS 7 "Amendments to the Classification and Measurement of Financial Instruments," which essentially aim to clarify the timing of the derecognition of financial liabilities settled through electronic payment systems and to provide clarifications regarding the classification of financial assets with environmental, social and governance characteristics (e.g., sustainability bonds). The amendments are effective for annual periods beginning on or after January 1, 2026. Regulation No. 2025/1266 issued by the European Commission on June 30, 2025, endorsed the amendments to IFRS 9 and IFRS 7 "Contracts for Nature-Related Electricity," which essentially aim to: (i) clarify the use of the "own-use exemption" for contracts for the purchase of electricity from renewable sources; and (ii) allow, subject to certain conditions, the designation of a cash flow hedge in the presence of contracts for the purchase or sale of electricity from renewable sources (settled on a net basis). The amendments are effective for annual periods beginning on or after January 1, 2026. Regulation No. 2025/1331, issued by the European Commission on July 9, 2025, endorsed the document "Annual Improvements to IFRS Accounting Standards - Volume 11," which contains amendments, primarily technical and editorial, to the international accounting standards. These amendments are effective for annual periods beginning on or after January 1, 2026.

The Cembre Group is currently analyzing the recently issued accounting standards and assessing whether their adoption will have a significant impact on the financial statements.

Translation of financial statements expressed in currencies other than the euro

The functional and reporting currency of the Group is the euro.

Financial statements denominated in functional currencies other than the euro are translated according to the following criteria:

assets and liabilities are translated at the exchange rate applicable at the date of the financial statements;
income statement items are translated at the average exchange rate for the period;
foreign-exchange translation differences are recorded in a specific shareholders' equity reserve.

At the time at which a foreign subsidiary is disposed of, accumulated foreign-exchange differences recorded under shareholders' equity relating to the same are taken to the income statement.

Currency	Exchange rate at 30 June 2025	Average exchange rate for the
British pound (€/£ )	0.8555	0.8423
US dollar (€/$)	1.1720	1.0927
Chinese Renminb (€/¥ )	8.3970	7.9238

Exchange rates applied in the translation of financial statements of subsidiaries are shown in the table below.

SEASONAL FACTORS

The Group activity is not subject to cyclical or seasonal swings with the exception of the slowdown registered in August for the summer holidays, and in December for the Christmas holidays.

IV . SEGMENT DISCL OSURE