Annual report 2025

ORDINARY SHAREHOLDERS' MEETING

OF 27 MAY 2026

REPORTS OF THE BOARD OF DIRECTORS PARENT COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS

REPORTS OF THE STATUTORY AUDITORS DRAFT RESOLUTIONS

Guillaume Nusse, Chairman of the Board of Directors Frédéric Nusse, Chief Executive Officer

Pierre Bordeaux Montrieux Dominique Daridan

Céline Goblot Amaury de Monicault Charles Nusse François Nusse Gabriel Nusse

Jérôme Nusse Julien Nusse Laurent Nusse Lorraine Nusse

Emmanuel Renaudin Caroline Tamponnet Caroline Valentin

BATT AUDIT, 58 Boulevard d'Austrasie - 54000 Nancy, France Isabelle Sagot

ADVOLIS, 38 Avenue de l'Opéra - 75002 Paris, France Hugues de Noray - Nicolas Aubrun

Contents: page

Ordinary Shareholders' Meeting

Agenda of the Ordinary Shareholders' Meeting 4

Certification of the annual report 4

Board of Directors' report to the Ordinary Shareholders' Meeting 5

Board of Directors' report on corporate governance 13

Group Organisational Chart 16

Exacompta Clairefontaine - Parent company financial statements 17

Statutory Auditors' report on the parent company financial statements 30

Statutory Auditors' special report on regulated

agreements 34

Exacompta Clairefontaine Group - Consolidated financial statements 35

Statutory Auditors' report on the consolidated financial statements 68

Resolutions submitted to the Ordinary Shareholders' Meeting 71

ORDINARY SHAREHOLDERS' MEETING

Agenda:

• Board of Directors' report on operations and the parent company financial statements for fiscal year 2025;

• Board of Directors' report on operations and the consolidated financial statements for fiscal year 2025;

• Board of Directors' report on corporate governance;

• Reports of the Statutory Auditors

  • on the parent company financial statements

  • on regulated agreements

  • on the consolidated financial statements

• Approval of the parent company financial statements for the year ended 31 December 2025;

• Approval of the consolidated financial statements for the year ended 31 December 2025;

• Appropriation of earnings;

• Agreements governed by Article L. 225-38 of the French Commercial Code;

• Terms of office of the Statutory Auditors;

• Registered office.

THE BOARD OF DIRECTORS

Certification of the annual report:

I hereby certify that to the best of my knowledge the financial statements have been prepared in accordance with applicable accounting standards and present a true and fair view of the assets and liabilities, financial position and earnings of the company and all the companies included in the consolidation and that the management report enclosed herein presents a true and fair view of the operations, earnings and financial position of the company and all the companies included in the consolidation, as well as a description of the main risks and uncertainties facing them.

Frédéric Nusse

Chief Executive Officer

REPORT OF THE BOARD OF DIRECTORS

TO THE ORDINARY SHAREHOLDERS' MEETING OF 27 MAY 2026

To the Shareholders,

1. REVIEW AND APPROVAL OF THE PARENT COMPANY FINANCIAL STATEMENTS

   (€000)	2025	2024
   Operating revenue	9,107	9,186
   Operating income	833	524
   Net financial items	5,162	(1,432)
   Net income	7,388	856

   A €6 million net investment write-down was recognised in the 2025 financial statements, compared to a €12 million write-down in 2024.

   EXACOMPTA CLAIREFONTAINE, the holding company, serves the Group companies, for which it manages the sales force and certain property assets.

   It is also responsible for the Group's financial management, consolidation, legal and tax services, communications and relations with shareholders. It coordinates actions taken relating to environmental certification.

   Since January 2003, the subsidiaries have paid EXACOMPTA CLAIREFONTAINE a royalty equal to 0.2% of their added value for the previous year.

   The companies that head sub-groups (Exacompta, Papeteries de Clairefontaine, Clairefontaine Rhodia, AFA and Photoweb) guarantee all repayments of their subsidiaries that borrow from their parent company.

   The amount of non-tax deductible expenses was €5,339.

   5

   INCOME FOR THE LAST FIVE YEARS (€)

   Balance sheet date Duration of the reporting period (in months)	31/12/2025 12	31/12/2024 12	31/12/2023 12	31/12/202 2 12	31/12/2021 12
   CAPITAL AT YEAR-END
   Share capital	4,525,920	4,525,920	4,525,920	4,525,920	4,525,920
   Number of ordinary shares	1,131,480	1,131,480	1,131,480	1,131,480	1,131,480
   OPERATIONS AND RESULTS
   Revenue excluding tax	2,182,861	2,063,827	1,837,813	1,604,003	1,531,218
   Income before taxes, profit-sharing, depreciation,
   amortisation and provisions	12,620,987	11,754,270	8,216,383	6,737,514	6,105,490
   Income taxes	(1,356,317)	(1,852,258)	919,525	1,743,751	2,606,179
   Net depreciation, amortisation and provisions	6,589,082	12,750,549	18,748,939	3,791,646	824,492
   Net income	7,388,222	855,980	(11,452,081)	1,202,117	2,674,819
   Distributed income	*8,033,508	*8,486,100	7,580,916	4,978,512	4,163,846
   EARNINGS PER SHARE Income after taxes and profit-sharing and before depreciation, amortisation and provisions Income after taxes, profit-sharing, depreciation, amortisation and provisions Dividend paid	12.35 6.53 *7.10	12.03 0.76 7.50	6.44 (10.12) 6.70	4.41 1.06 4.40	3.09 2.36 3.68
   PERSONNEL Average number of employees Payroll Sums paid in employee benefits (social security, fringe benefits, etc.)	28 3,780,399 1,515,685	31 3,939,202 1,604,490	32 3,494,137 1,499,343	35 3,911,311 1,556,828	36 3,453,317 1,334,748

   * Dividend proposed

   INVOICES RECEIVED AND ISSUED NOT SETTLED AT THE YEAR-END AND PAST DUE DATE

   	Invoices received					Invoices issued
   	1-30 days	31-60 days	61-90 days	91 days and more	Total	1-30 days	31-60 days	61-90 days	91 days and more	Total
   	(A) - Late payments by age
   Number of invoices concerned					3					0
   Total amount for the invoices concerned in € incl. VAT	10,245	-	-	624	10,869	-	-	-	-	-
   Percentage of total amount of purchases for the fiscal year	0.6%			0.0%	0.7%
   Percentage of revenue for the fiscal year
   	(B) - Invoices excluded from (A) relating to amounts receivable and amounts payable disputed or not recorded
   Number of invoices excluded	None					None
   Total amount for excluded invoices in € incl. VAT	None					None
   	(C) - Standard payment terms used (contractual or statutory - Article L. 441-6 or Article L. 443-1 of the French Commercial Code)
   Payment terms used for calculating late payments	Contractual payment terms					Contractual payment terms

   SHARE AND SHAREHOLDER INFORMATION

   The share listed at €140 on 2 January 2025 and €169 on 31 December 2025 (up +20.7%). The number of shares traded during the year was 14,284.

   The parent company does not have a share buyback programme and there are no employee shareholders.

   The capital of the parent company is composed of 1,131,480 shares and did not change during the period. A double voting right is granted to each fully paid-up share which has been registered for at least two years in the name of the same shareholder.

   Our principal shareholder, Ets Charles Nusse, held 910,395 shares with double voting rights, representing 80.46% of the capital, at 31 December 2025.

   LG Invest crossed above the 5% ownership threshold as notified by a declaration published by the AMF on 28 September 2021.

2. REVIEW AND APPROVAL OF THE 2023 CONSOLIDATED FINANCIAL STATEMENTS

   1. EARNINGS

      (€000)	2025	2024
      Income from continuing activities	802,450	831,274
      Operating income	32,370	45,261
      Net income before tax	28,148	43,256
      Net income after tax	21,617	31,456
      Group share	21,617	31,456

      Operating income includes asset impairments of €6,300,000, representing €4,725,000 in net income.

      A goodwill impairment charge of €1,053,000 is recognised in the 2025 consolidated financial statements, compared with €2,000,000 in the 2024 financial statements.

      Exacompta Clairefontaine Group 2025 EBITDA - Earnings Before Interest, Taxes, Depreciation and Amortisation - amounted to €89,797,000 versus €98,240,000 in 2024.

      The consolidated financial statements include transactions performed by the Group with Etablissements Charles Nusse, which provides advice and assistance to Group companies. Services provided are paid for in the form of a fee equal to 0.6% of the added value of each company for the previous year.

   2. BUSINESS SECTORS

      Paper

      In 2025, sales of uncoated paper in Western Europe fell by 5% (source: Eurograph), reflecting a market environment that remained challenging.

      Against this backdrop, production volumes at our four mills remained stable at 232,000 tonnes. Order levels ensured that our five paper machines operated at normal capacity throughout the period.

      In terms of costs, pulp prices fell by an average of nearly 10% compared with 2024, with a more pronounced decline in the second half of the year. Conversely, total energy costs rose by 17%, weighing on the economic environment for the financial year.

      Processing

      In 2025, the stationery market in France recorded an average decline in volume of 2.9% (source: GFK), with more pronounced changes in certain segments, notably manufactured paper (-4.4%) and filing articles (-5%). At European level, the trend appears even more negative. The UK market declined by 5.1% for stationery items, whilst in Germany the fall reached 18% in the filing category, illustrating a generally unfavourable environment.

      The 2025 financial year showed an improvement compared with the previous year. This growth is driven in particular by satisfactory performance in the school supplies, art and leisure, and end-of-year products segments, which made a positive contribution to business.

      Office articles are proving resilient, despite an environment marked by the rise of digital solutions. However, the diaries and calendars segments continue to face difficulties.

   3. FINANCIAL POSITION

      1. Debt

         At 31 December 2025, with revenue of €802,450,000, the Group's gross borrowings stood at

         €182,335,000, including €34,060,000 of financial liabilities arising from the capitalisation of lease contracts (IFRS 16).

         Consolidated shareholders' equity was €549,804,000.

         The Group has negotiated additional lines of credit totalling €10.1 million with its banks. At the balance sheet date, the Group had no outstanding commercial paper out of a global programme of €125 million. The Group had gross cash and cash equivalents of €184,950,000 at 31 December 2025 and reported a net surplus of €2,615,000, compared with debt of €19,851,000 at 31 December 2024.

      2. Financial instruments

         The Group does not hold interest rate hedging instruments and it was not considered appropriate to use new derivative financial instruments.

         Under its cash management policy, the Group does not hold or issue financial derivatives for transaction purposes.

   4. RISK MANAGEMENT

      The Group has conducted an analysis of the risks that may have a material adverse impact on its business, financial position and earnings. The results of this analysis indicate that there are no significant risks other than those listed below.

      1. Risks related to economic activity

         • Declining trend in consumption

           In 2025, the European graphic paper market continued to shrink, with production down 7.2% and consumption down 7.9%, thus confirming the underlying downward trend despite the recovery in 2024. Sluggish demand curbed capacity utilisation rates and margins, resulting in the elimination of around

           1.2 million tonnes of capacity through plant closures and equipment shutdowns.

           In 2025, printing and writing paper prices in Europe fell, hampered by low demand, overcapacity and increased competition, particularly from Asia. Cost increases were only partly passed on to the customer. Despite a slight stabilisation towards the end of the year, margins remain under pressure, requiring further capacity adjustments.

           Europe is a relatively self-sufficient market for these products. It is dominated by large integrated industrial groups that produce and use their own pulp. The market for commercial pulp processed within the group is a global market whose benchmark currency is USD.

           To match supply to demand, many printing paper machines have been either stopped or converted, particularly for packaging production.

           We ourselves develop papers and products outside the fields of printing and writing.

           • Consumption of our products impacted by social phenomena

             Consumption of office paper and filing materials was strongly affected by the change in work methods, particularly the ongoing widespread use of remote work, along with environmental concerns.

             Despite varying trends between segments, all segments continued to decline in Europe in 2025. Office paper volumes are declining again following the temporary recovery of 2024, penalised by the economic slowdown and digitisation of workflows (invoicing, document management), despite some potential limited support from the decline in remote working.

             Our main customers are seeking to promote the circular economy and reduce their own carbon footprint, thereby driving the supply of recycled products, which we support, but also giving rise to new regulatory constraints and higher costs.

           • Global upheaval

           From 2022, the war in Ukraine severely disrupted energy and commodity markets, before a phase of relative stabilisation until 2025.

           At the beginning of 2026, the conflict in Iran rekindled tensions, leading to a marked rise in energy and, by extension, commodity prices against a backdrop of high volatility.

      2. Financial risks

         Generally, the Exacompta Clairefontaine Group does not engage in any complex financial transactions. However, it is exposed to certain risks related to the use of financial instruments in the context of its activities.

         Risk management is performed by the operating units, in accordance with the policy established by senior management.

         Credit risk

         Credit risks represent the risk of financial loss for the Group if a third party fails to meet its contractual obligations.

         → Trade and other receivables

         Our credit risk remains spread over a large number of clients even though there is a concentration of distributors of our products. The risk of default by business sector and by country in which the clients engage in their activities does not have a significant influence on credit risk.

         The Group has implemented tools to monitor outstandings that enable it to ensure that its clients have an appropriate credit history.

         Clients that do not satisfy solvency requirements cannot carry out transactions with the Group without making advance payments. Credit risk is also limited by taking out credit insurance policies.

         The Group determines a level of write-downs that represents its estimate of losses that will be incurred in respect of trade and other receivables.

         → Investments

         The Group limits its exposure to credit risk from investments, short-term deposits and other cash instruments by investing only in liquid securities.

         As the counterparties are leading banks, the Group does not expect that any of them will default.

         Liquidity risk

         The Group's approach to managing this risk is to ensure that it always has sufficient liquid assets to meet its liabilities as they fall due without incurring unacceptable losses or damaging its reputation.

         To this effect, short-term financing (maturities of less than one year) is provided by commercial paper on which a fixed rate is paid.

         The Group also has lines of credit to cover medium-term maturities, which can substitute or supplement commercial paper issuance. The related covenants are respected.

         The Group has conducted a specific review of its liquidity risk and deems that it will be able to meet future maturities.

         Exchange rate and price risk

         The Group operates internationally. Risks related to commercial transactions denominated in a currency other than the respective functional currencies of Group entities are related mainly to purchases of raw materials denominated in US dollars. In order to manage this foreign exchange risk, the Group may use options contracts to hedge forecast transactions in this currency.

      3. Risks related to proceedings, tax audits and litigation

         To the best of the Group's knowledge, there are no pending or threatened government, judicial or arbitration proceedings that may have, or have had over the past 12 months, a significant impact on the Group's financial position or profitability.

3. POST-BALANCE SHEET EVENTS

   There are no significant post-balance sheet events to report.

4. OUTLOOK

   Commercial demand remained weak in the first quarter of 2026. The recent global economic environment is exacerbating this situation and is beginning to put pressure on commodity and energy prices.

   Against this backdrop, we expect earnings for the 2026 financial year to be lower than those for 2025.

5. RESEARCH AND DEVELOPMENT

   The stationery companies are constantly working on technical solutions for certain product ranges or client requests, via internal or external laboratories and machine testing. This technical development work to improve paper quality is not the result of innovative development targeting new paper manufacturing procedures or the market launch of completely new products. Our laboratories are primarily focused on testing the quality of manufactured products, fibre category substitution analysis and technical feasibility.

   Processing companies regularly modify product design and new items are constantly being created. The items are not covered by specific programmes and generally require little specific development.

   One workshop is dedicated to developing specialist equipment that is not available on the market and is designed exclusively for the Group.

6. EMPLOYMENT INFORMATION

   The Exacompta Clairefontaine Group had 3,377 employees at 31 December 2025. The French companies apply the collective agreement for the production of papers, cardboard and cellulose, or the collective agreement for cardboard packaging.

   The Group Works Council met on 24 June 2025 to comment on the Group's business and the economic and employment outlook for the year.

7. ENVIRONMENTAL INFORMATION

   Order 2023-142 of 6 December 2023 and Decree 2023-1394 of 30 December 2023 abolished the requirement for companies to draw up a statement of non-financial performance.

   Sustainability reporting on environmental, social and governance issues is governed by EU Directive 2022/2464 as transposed into French law. However, Act 2025-391 of 30 April 2025 postponed the application of these provisions for two years in accordance with EU Directive 2025/794 of 14 April 2025 known as the "stop-the-clock directive".

   Three of the Group's paper mill subsidiaries are subject to the European regulation on greenhouse gas emissions. The fourth phase of the EU Emissions Trading Scheme (EU ETS) covers the 2021-2030 period.

   The total amount of allowances issued free of charge for 2025 amounted to 69,066 tonnes.

8. DRAFT RESOLUTIONS

   1. APPROPRIATION OF EARNINGS

      We propose the following appropriation:

      Net income for 2025 €7,388,221.83

      Withdrawal from other reserves €645,286.17

      Total €8,033,508.00

      Allocated as follows:
      First dividend ...............................................................	€226,296.00
      Second dividend ............................................................	€7,807,212.00
      Total dividends	€8,033,508.00

      Year	Dividend	Number of shares
      2022	4.40	1,131,480
      2023	6.70	1,131,480
      2024	7.50	1,131,480

      As the share capital is divided into 1,131,480 shares, each share would receive a total dividend of €7.10. The following table shows the dividends paid for the last three years:

   2. STATUTORY AUDITORS

      The Board proposes the reappointment of the Statutory Auditors, whose terms of office are due to expire.

      • BATT AUDIT, 58 Boulevard d'Austrasie - 54000 Nancy, France

      • ADVOLIS, 38 Avenue de l'Opéra - 75002 Paris, France

      These appointments, which are valid for six years, will terminate at the close of the Shareholders' Meeting called to approve the financial statements for the year 2031.

   3. REGISTERED OFFICE

On 18 September 2025, the Board of Directors resolved to designate the address of Exacompta Clairefontaine's registered office at 19 Rue de l'Abbaye and amended the Articles of Association accordingly.

This amendment does not constitute a transfer of the registered office, which remains unchanged but is submitted to the Shareholders' Meeting for ratification.

1. List of offices and positions held by corporate officers

   Charles Nusse

   • Chairman of the Executive Board, Ets Charles Nusse

   • Chief Executive Officer, Exacompta

   • Chairman, Exaclair Ltd (GB)

   • Joint Managing Director, Ernst Stadelmann (AT)

   • Joint Managing Director, Exaclair GmbH (DE)

   • Joint Managing Director, Han Desktop GmbH (DE)

   • Manager, Rodeco (DE)

   • Chairman of the Board of Directors and Managing Director, Exaclair SA (BE)

   • Director, Biella Schweiz (CH)

     François Nusse

   • Chairman, Exacompta

   • Chairman, Papeteries Sill

   • Joint Managing Director, Ernst Stadelmann (AT)

   • Managing Director, Exaclair SA (BE)

   • Chairman of the Board of Directors, Biella Schweiz (CH)

     Frédéric Nusse

   • Chief Executive Officer, Exacompta Clairefontaine

   • Chairman, Papeteries de Clairefontaine

   • Director, Schut Papier (NL)

   • Joint Managing Director, Exaclair GmbH (DE)

     Gabriel Nusse

   • Chief Executive Officer, Papeteries Sill

     Guillaume Nusse

   • Chairman, Clairefontaine Rhodia

   • Chairman, CFR

   • Chairman, Madly

   • Chairman, Flock One

   • Sole director, Exaclair SA (ES)

   • Manager, Brause Produktion (DE)

   • Manager, Publiday (MA)

   • Director, Eurowrap Ltd (GB)

   • Chairman, Eurowrap A/S (DK)

   • Managing Director, TCPF (BE)

     13

     Jérôme Nusse

   • Member of the Executive Board, Ets Charles Nusse

   • Chairman, AFA

   • Chairman, Editions Quo Vadis

   • Chief Executive Officer, Papier Tigre

   • Chairman, Exaclair Italia (IT)

   • Chairman, Quo Vadis Japan (JP)

   • Chairman, Quo Vadis International Limitée (CA)

     Julien Nusse

   • Member of the Executive Board, Ets Charles Nusse

   • Executive Vice President, Exacompta

   • Chief Executive Officer, Cartorel

   • Chief Executive Officer, Manuclass

   • Chief Executive Officer, Claircell

   • Chief Executive Officer, Rainex

   • Chief Executive Officer, Rolfax

   • Chief Executive Officer, Registres Le Dauphin

   • Chief Executive Officer, Cogir

   • Chief Executive Officer, Claircell Ingénierie

   • Chief Executive Officer, Papeteries du Coutal

     Laurent Nusse

   • Chairman, Lavigne

   • Chairman, Photoweb

   • Chief Executive Officer, Invaders Corp

   • Chief Executive Officer, Fizzer

     Céline Goblot

   • Managing Director, Zadig Productions

     Amaury de Monicault

   • Chairman, Toiltech

   • Chief Executive Officer, Holding Como

   • Chairman, Louis Vuitton Industria (IT)

2. Terms of office expiring at the end of the year stated in brackets

   The Board of Directors comprises twelve directors appointed by the shareholders and two directors representing the employees.

   • François Nusse (2025)

   • Frédéric Nusse (2027)

   • Guillaume Nusse (2027)

   • Jérôme Nusse (2027)

   • Dominique Daridan (2028)

   • Céline Goblot (2028)

   • Gabriel Nusse (2028)

   • Laurent Nusse (2028)

   • Caroline Valentin (2028)

   • Charles Nusse (2029)

   • Laurent Nusse (2030)

   • Lorraine Nusse (2030)

   • Pierre Bordeaux Montrieux (2030)

   • Amaury de Monicault (2030)

   • Emmanuel Renaudin, Director representing employees (2030)

   • Caroline Tamponnet, Director representing employees (2030)

   The Board does not currently hold any delegation of authority granted at the Shareholders' Meeting for the purposes of capital increases.

3. Corporate governance

   The Board of Directors has not considered it necessary to refer to a Corporate Governance Code. Likewise, no committees or other bodies have been set up to assist the Board of Directors.

   The operation of the Board of Directors is governed by a set of internal procedural rules, amendments to which are decided at Board meetings.

   The Code of Conduct governing behaviour for the prevention and detection of corruption and influence-peddling was approved by the Board of Directors on 18 September 2025.

4. Agreements

There are no agreements governed by Article L. 225-38 of the French Commercial Code.

The fee equal to 0.2% of the prior year's added value in respect of the assistance agreement between Exacompta Clairefontaine and its wholly-owned subsidiaries is excluded, pursuant to the first paragraph of Article L. 225-39 of the said Code, and the agreement is treated as an arm's length agreement.

The most recent update of the agreement was approved by the Board of Directors on 26 March 2014. The Board of Directors' meeting of 27 May 2015 qualified it as an "ordinary transaction entered into under arm's length terms".

This agreement has been in place in intent and amount since 2003, as detailed in the management report.

No agreement was entered into during the year ended between a subsidiary and an executive or shareholder holding more than 10% of the voting rights of Exacompta Clairefontaine.

GROUP ORGANISATIONAL CHART

EXACOMPTA

Paris (75)

Articles de bureau et classement

CLAIREFONTAINE RHODIA

Ottmarsheim (68)

Papeterie scolaire, bureau, beaux arts, loisirs créatifs

PAPETERIES DE CLAIREFONTAINE

Etival-Clairefontaine (88) Production de papiers, ramettes, formats,

bobines… cahiers, copies, enveloppes

A.F.A.

PHOTOWEB

Saint-Egrève (38)

Photos, albums et calendriers - site web

Paris (75) Agendas et calendriers

PAPETERIES SILL

Wizernes (62)

Sociétés de commercialisation du groupe EXACOMPTA CLAIREFONTAINE à l'étranger :

EXACLAIR et RODECO ( DE ) EXACLAIR (ES)

EXACLAIR (BE)

EXACLAIR et EXACLAIR DC (US)

QUO VADIS : Canada - Italie - Japon

16

Exacompta Clairefontaine S.A.

Parent Company Financial Statements for the year ended 31 December 2025

1. KEY EVENTS OF THE YEAR

   Notes to the balance sheet prior to earnings appropriation for the year ended 31/12/2025.

   • Balance sheet total: €456,765,300

   • Earnings prior to appropriation €7,388,222

   1. Accounting principles, rules and methods

      The financial statements are prepared and presented in accordance with the accounting principles, standards and methods ensuing from the 2014 French chart of accounts, in accordance with ANC Regulation 2014-03 as amended by Regulation 2022-06 of 4 November 2022.

      The company makes no exceptions to the general rules regarding the preparation and presentation of annual financial statements.

   2. Comparability of the financial statements

      The fiscal year is a period of 12 months that runs from 01/01/2025 to 31/12/2025.

      ANC Regulation 2022-06 amends the presentation of financial statements (see changes in accounting methods). It also requires the comparative data for the 2024 fiscal year not to be reclassified according to this new presentation.

      However, given the very limited volume and non-material nature of extraordinary transactions concluded during the fiscal year ended, the comparability of financial information between fiscal years 2025 and 2024 is not called into question.

   3. Changes in accounting methods

      For fiscal years beginning on or after 1 January 2025, the company henceforth applies ANC Regulation 2022-06 on the modernisation of financial statements, applicable to corporate financial statements prepared in accordance with the French chart of accounts.

      Said regulation amend the presentation of the balance sheet, income statement and notes to the financial statements, without calling into question the principal accounting rules applied by the company.

      The main significant changes introduced by the regulation, as well as the impact of the change in accounting methods resulting from its first-time application, are as follows:

      1. Changes in presentation applied to the 2024 column to comply with the new templates

         • The consolidation of extraordinary income and expenses, which were presented on several lines in 2024, into two lines: "Extraordinary income" and "Extraordinary expenses".

         • In the 2024 comparative column of the 2025 balance sheet, the "Prepaid expenses" and "Deferred income" lines are presented, respectively, among the items comprising the "Receivables" and "Other liabilities" sections.

         • The "Advances and down payments on fixed assets" lines have been consolidated with the "Intangible assets/PP&E in progress" lines.

      2. Informations on the impact on the main items affected by the changes arising from the application of the new regulation

         • The "Expense transfer" accounts are deleted and the amounts initially recognised in these accounts are now credited to expense accounts or other operating income.

           These transactions represent a total of €6,285,000 for 2025, leading to a €6,281,000 addition to "Other operating income" and a €4,000 deduction from "Social security contributions".

           In 2024, these transactions represented a total of €6,416,000 recognised under "Reversals of depreciation, amortisation and provisions, expense transfers".

         • Redefinition of extraordinary profit or loss, which henceforth consists solely of income and expenses directly linked to a major and unusual event, as well as provisions of a tax nature.

      Analysis of the effects of first-time application of ANC Regulation 2022-06 shows that the changes in methods and presentation have no other material impact on the presentation of earnings for the fiscal year ended or the net asset total at 31/12/2025.

   4. Key events of the year

      A €6 million net investment write-down was recorded in the 2025 financial statements.

   5. Post-balance sheet events

      Exacompta Clairefontaine did not identify any significant post-balance sheet events.

2. ACCOUNTING RULES AND METHODS

   1. Fixed assets

      1. Intangible assets and property, plant and equipment

         Valuation:

         Fixed assets are valued at acquisition cost (purchase price excluding ancillary expenses) or production cost.

         Depreciation and amortisation:

         Depreciation and amortisation are calculated using the straight line method based on the estimated useful life of each asset component, on the following bases:

         • Software 1 to 3 years

         • Buildings 25 to 40 years

         • Fixtures and furnishings 10 to 20 years

         • Office supplies and computer hardware 3 to 10 years

           The difference between tax-related and economic depreciation/amortisation is recognised under accelerated depreciation/amortisation.

           Write-downs:

           At the end of each year, the company assesses the value of its fixed assets to determine whether there are indications of a loss in value. If so, the recoverable value of the asset is estimated. If the recoverable value is less than the book value, a write-down is taken for the amount of the difference.

      2. Non-current financial assets

         The gross value consists of the purchase cost, excluding ancillary expenses.

         If fair value is less than gross value, a write-down is taken for the amount of the difference.

         The fair value of equity interests is assessed on the basis of the fair value of the shareholders' equity, as measured based on discounted future cash flows and net debt. The outlook of each subsidiary or group of subsidiaries is taken into account, in which case consolidated data may be included in the assessment.

   2. Inventories

      Inventories include the purchase of resinous wood made in 1997.

   3. Receivables and payables

      Valuation and impairment:

      Receivables and payables are valued at their nominal amount. A write-down is taken against receivables when their fair value is less than their book value.

      Receivables and payables denominated in foreign currencies:

      These items are valued using the closing exchange rate on the balance sheet date.

      Differences resulting from this valuation are recorded as currency translation adjustments, in assets or liabilities. Provisions are recorded for unrealised foreign exchange losses recognised under assets.

   4. Cash

      Short-term cash:

      Short-term needs are financed by commercial paper issued by Exacompta Clairefontaine. A fixed rate determined at the moment of issue is paid on the commercial paper, which has a fixed maturity and a maximum term of 365 days.

      At the balance sheet date, the company had issued no commercial paper out of a maximum authorised outstanding amount of €125 million.

      Lines of credit:

      Lines of credit are in place with several banks for a total amount of €125 million, with maturities not exceeding five years. The term of drawdowns ranges from 10 days to twelve months. As at 31 December 2025, none of these lines of credit had been used.

      Marketable securities:

      These are assets held for trading. These are assets held for trading. The book value of €54,753,000 equals the market value at 31 December 2025. The book value is equal to the fair value.

   5. Accelerated depreciation/amortisation

      Accelerated depreciation consists of the difference between the depreciation calculated according to tax practices and that calculated according to the straight line method based on the estimated useful life. Accelerated depreciation totalled €2,189,000 at year-end.

   6. Provisions for contingent liabilities and charges

      1. Provisions for retirement indemnities

         The provision is calculated using the projected unit credit method. The calculation is based on the following main assumptions:

         • Probability of retirement from the company, turnover, death

         • Total amount of benefits outstanding under the cardboard packaging ("Cartonnage") collective agreement

         • Retirement age: between 60 and 67 years of age depending on the employee's year of birth and status

         • Social security contributions rate: 45%

         • Discount rate: 3.73%

         A provision for the full amount of the retirement commitment - including social security contributions -was taken at year-end and totalled €264,000.

      2. Other provisions

         Other provisions recorded correspond to foreign exchange losses resulting from currency translation differences and amounted to €19,000 at 31 December 2025.

3. OTHER INFORMATION

   1. Parent company consolidating the company's financial statements

      Exacompta Clairefontaine is 80.46% owned by Ets Charles Nusse SA, a French limited company (société anonyme) with an Executive Board and a Supervisory Board, with a share capital of €1,603,248, registered at 138 Quai de Jemmapes 75010 Paris.

   2. Staff

      The average headcount of the company totalled 28 persons in 2025 (1 administrative manager and 27 sales staff).

   3. Tax consolidation

      Exacompta Clairefontaine entered into a tax consolidation agreement with all the French companies. This agreement is automatically renewed every year.

      The reported tax expense is the expense that would have been incurred in the absence of tax consolidation, subject to the following provisions:

      • No limit on the profit against which loss carryforwards may be applied

      • Refunding of tax credits not applied by the company when these credits may be applied by the parent company

      The tax savings realised by the parent company are returned to the subsidiaries when they become profitable and can charge their own losses.

      The tax group incurred a tax expense of €1,388,000 for 2025.

   4. Remuneration of administrative and management bodies

      The members of the Board of Directors receive no remuneration from the company.

      The total amount of director's fees to be shared among the directors for 2025 is €115,000 and was awarded by a decision of the 27 May 2025 Shareholders' Meeting.

   5. Related party transactions

      No material non-arm's length transactions involving related parties were executed.

   6. Off-balance sheet commitments

      The companies that head sub-groups (Exacompta, Papeteries de Clairefontaine, Clairefontaine Rhodia, AFA and Photoweb) guarantee all repayments of their subsidiaries that borrow from their parent company.

      Exacompta Clairefontaine jointly and severally guarantees payment to Exeltium of all liabilities in respect of purchases of blocks of electricity contracted by Papeteries de Clairefontaine.

      Exacompta Clairefontaine is jointly and severally liable for loans to related companies totalling

      €20,000,000.

4. BALANCE SHEET AND INCOME STATEMENT DATA

Share capital

Change in shareholders' equity (€000)

Change in gross non-current assets

Change in depreciation/amortisation of non-current assets

Table of subsidiaries and equity interests (€000)

Change in provisions and write-downs

Receivables schedule

Payables schedule

Breakdown of prepaid expenses and deferred income

Breakdown of accrued expenses and accrued income

Extraordinary income and expenses

Breakdown of income taxes

Deferred and future tax position

Exacompta Clairefontaine S.A.

Reports of the Statutory Auditors

• Report on the parent company financial statements

• Special report on regulated agreements

ADVOLIS BATT AUDIT

Statutory Auditor Statutory Auditor

Member of the Paris Institute of Statutory Auditors Member of the East Region Institute of Statutory Auditors 38 Avenue de l'Opéra 58 Boulevard d'Austrasie

75002 PARIS 54000 NANCY

REPORT OF THE STATUTORY AUDITORS ON THE PARENT COMPANY FINANCIAL STATEMENTS

Year ended 31 December 2025

To the Shareholders' Meeting of EXACOMPTA CLAIREFONTAINE,

1. Opinion

   In accordance with the assignment entrusted to us by your Shareholders' Meeting, we have audited the parent company financial statements of EXACOMPTA CLAIREFONTAINE for the year ended 31 December 2025, which are appended to this report.

   We hereby certify that the parent company financial statements are, with regard to French accounting rules and principles, in order and accurate and fairly present the results of operations for the past year and the financial position, assets and liabilities of the company at the end of that year.

2. Basis of the opinion

   Audit standards

   We performed our audit in accordance with the professional standards applicable in France. We believe that the evidence we have gathered provides a reasonable basis for our opinion.

   Our responsibilities pursuant to these standards are set forth in the section of this report entitled "Responsibilities of the Statutory Auditors relating to the audit of the parent company financial statements".

   Independence

   We have performed our audit in compliance with the rules of independence provided for in the French Commercial Code and the French Code of Ethics for statutory auditors for the period running from 1 January 2025 to the date of issue of our report.

   Observation

   Without calling into question the opinion expressed above, we draw your attention to the changes in accounting methods described in the note to the parent company financial statements entitled "Changes in accounting methods" regarding the changes in accounting methods arising from the new ANC regulation 2022-06.

   Bases of assessments

   Pursuant to the provisions of Articles L. 821-53 and R. 821-180 of the French Commercial Code on the justification of our assessments, we draw your attention to the following assessments which, in our professional judgement, have been the most significant for the audit of the parent company financial statements.

   The assessments carried out are part of our audit of the parent company financial statements, taken as a whole, and formed our opinion, which is expressed above. We do not express an opinion on individual items of these financial statements.

   Valuation of equity interests and related receivables

   Equity interests and related receivables, which are carried at a net amount of €289,525,000 on the 31 December 2025 balance sheet, are initially recognised at cost and written down on the basis of their fair value.

   As stated in Note 2.1.2 to the financial statements, the fair value is assessed on the basis of the fair value of the shareholders' equity, as measured based on discounted future cash flows and net debt. The outlook of each subsidiary or group of subsidiaries is taken into account, in which case consolidated data may be included in the assessment.

   The estimated fair value of these equity interests, based in particular on projected discounted future cash flows, requires the use of assumptions and estimates and the exercise of judgement by management.

   Our work consisted in assessing the reasonableness of the estimated fair value of equity interests, based on information provided to us. Our work consisted mainly in verifying that the estimation of these values by management is based on an appropriate justification of the measurement method and figures used.

3. Specific verifications

We also performed the specific verifications required by law and regulations, in accordance with professional standards applicable in France.

Information provided in the Board of Directors' management report and other documents addressed to the shareholders concerning the financial position and the parent company financial statements

We have no comments to make about the accuracy and consistency with the parent company financial statements of the information provided in the management report of the Board of Directors and in the documents addressed to the shareholders concerning the financial position and the annual financial statements.

We hereby confirm the accuracy and the consistency with the parent company financial statements of the information on late payments referred to in Article D. 441-6 of the French Commercial Code.

Information on corporate governance presented in the management report

We hereby certify that the section on corporate governance in the Board of Directors' management report contains the information required by Article L. 225-37-4 of the French Commercial Code.

Responsibilities of senior management and of those charged with corporate governance relating to the parent company financial statements

It is the management's responsibility to prepare the parent company financial statements representing a true and fair view in accordance with the French accounting rules and principles and to establish the internal control that it deems necessary for the preparation of the parent company financial statements free of material misstatements, whether due to fraud or error.

During the preparation of the parent company financial statements, it is the responsibility of management to assess the company's ability to continue as a going concern, to present in these financial statements, if applicable, the necessary information on the going concern basis and to apply the standard accounting policy for a going concern, unless it is planned to wind up the company or discontinue operations.

The parent company financial statements were approved by the Board of Directors.

Responsibilities of Statutory Auditors relating to the audit of the parent company financial statements

It is our responsibility to prepare a report on the parent company financial statements. Our objective is to obtain reasonable assurance that the parent company financial statements, taken as a whole, are free of material misstatements. Reasonable assurance is a high level of assurance, without however guaranteeing that an audit performed in accordance with the professional standards applicable would systematically detect all material misstatements. Misstatements may be due to fraud or errors and are considered as material when it is reasonable to expect that they can, taken separately or together, influence the economic decisions that users of the financial statements take based on them.

As set out in Article L. 821-55 of the French Commercial Code, our engagement relating to the certification of the financial statements does not consist in guaranteeing the viability or quality of your company's management.

As part of an audit performed in accordance with auditing standards applicable in France, the statutory auditor exercises their professional judgement throughout the audit. Furthermore, the auditor:

• identifies and evaluates the risk of the parent company financial statements containing material misstatements, whether due to fraud or error, develops and implements audit procedures in response to these risks, and gathers sufficient and appropriate evidence for the auditor's opinion. The risk of non-detection of a material misstatement due to a fraud is more serious than that of a material misstatement due to an error, since fraud may involve collusion, forgery, wilful omissions, misrepresentations or the circumvention of internal control;

• obtains an understanding of the aspects of internal control that are relevant to the audit in order to develop appropriate audit procedures, and not to express an opinion as to the effectiveness of the internal control system;

• assesses the appropriateness of the accounting methods used and the reasonableness of the accounting estimates made by the management, as well as of the related information provided in the annual financial statements;

• assesses the appropriateness of the management's use of the going concern principle in accounting and, according to the evidence obtained, the existence or otherwise of material uncertainty connected with events or situations likely to cast significant doubt on the capacity of the company to continue its operations. This assessment is based on the evidence gathered up to the date of the auditor's report, it being noted however that subsequent circumstances or events could compromise

  the going concern basis. If the auditor concludes that there is a material uncertainty, the auditor draws the reader's attention within their report to the disclosures provided in the parent company financial statements regarding this uncertainty or, if such disclosures are not provided or are not relevant, issues a qualified opinion or refuses to issue an opinion;

• appraises the overall presentation of the parent company financial statements and assesses whether said statements reflect the transactions and underlying events and thus provide a true and fair view thereof.

Paris and Nancy, 27 April 2026

Statutory Auditors

ADVOLIS BATT AUDIT

Hugues de Noray Nicolas Aubrun Isabelle Sagot

ADVOLIS BATT AUDIT

Statutory Auditor Statutory Auditor

Member of the Paris Institute of Statutory Auditors Member of the East Region Institute of Statutory Auditors 38 Avenue de l'Opéra 58 Boulevard d'Austrasie

75002 PARIS 54000 NANCY

SPECIAL REPORT OF THE STATUTORY AUDITORS ON REGULATED AGREEMENTS

Year ended 31 December 2025

To the Shareholders' Meeting of EXACOMPTA CLAIREFONTAINE,

In our role as the statutory auditors of your company, we hereby present to you our report on regulated agreements.

It is our responsibility to inform you, on the basis of the information provided to us, of the essential characteristics and terms of the agreements of which we have been informed or which we have discovered during the course of our audit, as well as the reasons justifying the company's interest in said agreements, without having to express an opinion on their usefulness or appropriateness or to seek out the existence of other agreements. It is your responsibility, pursuant to Article R. 225-31 of the French Commercial Code, to assess the interest attached to entering into these agreements with a view to their approval.

It is also our responsibility, where appropriate, to provide you with the information stipulated in Article

R. 225-31 of the French Commercial Code in relation to the performance, during the past year, of agreements already approved by the Shareholders' Meeting.

We have carried out the procedures that we judged necessary pursuant to the professional policies of the Compagnie Nationale des Commissaires aux Comptes (National Institute of Statutory Auditors) relating to this assignment.

Agreements submitted to the Shareholders' Meeting for approval

We have not been informed of any agreement authorised and entered into during the past year and requiring to be submitted to the Shareholders' Meeting for approval pursuant to the provisions of Article

L. 225-38 of the French Commercial Code.

Agreements already approved by the Shareholders' Meeting

We hereby inform you that we have not been informed of any agreement already approved by the Shareholders' Meeting and whose performance continued during the past year.

Paris and Nancy, 27 April 2026

Statutory Auditors

ADVOLIS BATT AUDIT

Hugues de Noray Nicolas Aubrun Isabelle Sagot

Exacompta Clairefontaine S.A.

Consolidated financial statements for the year ended 31 December 2025

Consolidated financial position

Notes

(2.1.4)

(2.1.4)

(2.1.5)

(2.1.6)

(2.4)

(2.2.1)

(2.2.2)

(2.2.3)

(2.6)

(2.6)

(2.4)

(2.5)

(2.6)

(2.6)

(2.5)

(2.9)

Consolidated income statement

Notes

(2.1.4 to

2.1.6)

(2.2.1)

(2.10)

(2.1.4,

2.1.5)

(2.1.1,

2.1.4)

(2.8)

(2.4)

(2.3)

Comprehensive income statement

Statement of changes in consolidated shareholders' equity

Statement of consolidated cash flows

Change in cash

Notes

(2.1.4 to

2.1.6, 2.5)

(2.4)

Balance sheet

(2.1.4 to

2.1.6)

(2.6)

Presentation of the consolidated financial statements

1. General principles - statement of compliance

   The EXACOMPTA CLAIREFONTAINE Group consolidated financial statements are prepared in accordance with IFRS (International Financial Reporting Standards), as adopted within the European Union.

   The Exacompta Clairefontaine Group consolidated financial statements have been approved by the Board of Directors. They will not be final until they have been approved by the Shareholders' Meeting.

   No changes were made compared to the accounting rules and methods applied to the 2024 full-year consolidated financial statements.

2. Adoption of international standards

   Standards, amendments and interpretations mandatory from 1 January 2025

   • Amendments to IAS 21 - Lack of exchangeability

     The application of this amendment had no impact on the Group's consolidated financial statements. Standards, amendments and interpretations mandatory after 2025

   • Amendments to IFRS 9 and IFRS 7 - Classification and measurement of financial instruments

   • Amendments to IFRS 9 and IFRS 7 - Contracts referencing nature-dependent electricity

   • IFRS 18 - Presentation and disclosure in financial statements

     In 2025, the Group did not opt for the early application of any standard, amendment or interpretation approved by the European Union.

3. Changes in consolidation scope

   In July 2025 in Germany, the Group created a company called Han Desktop, which generated revenue of

   €2.7 million over a four-month period in 2025.

4. Bases of preparation of the financial statements

The financial statements are presented in euros, rounded to the nearest one thousand euros.

They are prepared on the basis of historical cost, with the exception of financial instruments, which are stated at fair value.

The preparation of financial statements under IFRS requires the exercise of judgement by management in making estimates and assumptions that have an impact on the application of the accounting policies and on the amounts of the assets, liabilities, income and expenses.

The underlying estimates and assumptions are made based on past experience and other factors deemed reasonable in view of the circumstances. They also form the basis for the exercise of judgement required for determining the book values of assets and liabilities that cannot be obtained directly from other sources. Real values may differ from the estimated values.

The estimates and underlying assumptions are reviewed on an ongoing basis. The impact of changes in accounting estimates is recorded during the period in which the change occurs and all subsequent periods affected.

The accounting methods described below have been applied on a consistent basis to all the periods presented in the consolidated financial statements. Furthermore, said methods have been applied uniformly to all Exacompta Clairefontaine Group entities.