Consolidated and separate financial statement as at 31/12/2025

Financial Statements prepared in accordance with IAS/IFRS accounting standards

- Figures in Euro -

1. Corporate Bodies 3

2. Growens Group 4

3. Summary data 7

4. Summary report 9

5. Consolidated and annual Report on Operations for the year as at 31 December 2025…10

6. Group consolidated financial statements as at 31/12/2025 68

7. Notes to the Consolidated Financial Statements as at 31 December 2025 74

8. Independent Auditors' Report on the Consolidated Financial Statements as at 31/12/2025 104

9. Growens S.p.A. Annual Financial statements as at 31/12/2025 108

10. Notes to the Annual Financial Statements as at 31/12/2025 113

11. Report by the Board of Auditors to the shareholders' meeting 148

12. Independent Auditors' Report on the Separate Financial Statements 154

1. Corporate Bodies Board of Directors

   (In office until approval of the Financial Statements as at 31 December 2025)

   Name and Surname Office

   Matteo Monfredini Chairman of the BoD with delegated powers

   Nazzareno Gorni Vice-Chair of the BoD with delegated powers

   Micaela Cristina Capelli Director with delegated powers

   Paola De Martini Independent Director without proxies

   Ignazio Castiglioni Independent Director without proxies

   Board of Statutory Auditors

   (In office until approval of the Financial Statements as at 31 December 2025)

   Name and Surname Office

   Michele Manfredini Chair of the Board of Statutory Auditors

   Fabrizio Ferrari Regular Auditor

   Donata Paola Patrini Regular Auditor

   Andrea Bonelli Alternate Auditor

   Maria Luisa Guaschi Alternate Auditor

   Independent auditing company

   (In office until approval of the Financial Statements as at 31 December 2025)

   BDO Italia S.p.A. - The auditing firm BDO Italia S.p.A., appointed by the Shareholders' Meeting to carry out the statutory audit of these financial statements, has, with effect from 1 January 2026, transferred to BDO Audit Services S.r.l. a business unit that includes, among other things, the task of carrying out the statutory audit of these financial statements.

2. Growens Group

   The Growens Group (hereinafter also referred to as the 'Group') is a global player in the

   MarTech sector, operating in two main business areas:
   • Software as a Service (SaaS): Focused on developing cloud computing solutions for content design. This area is managed by the subsidiary Bee Content Design Inc. (hereinafter referred to as ' Beefree '), which serves an international market with over

     1.4 million freemium users, approximately 10,000 customers, and 1,100 applications integrated via its SDK.

   • Communication Platform as a Service (CPaaS): managed through its subsidiary Agile Telecom S.p.A. ('Agile Telecom'), which develops advanced technologies for the bulk sending of SMS messages (marketing and transactional). The company benefits from an ecosystem of numerous direct interconnections with B2B operators worldwide.

     On a consolidated basis, the Group operates in around 150 countries and had a workforce of 141 employees at the end of the 2025 financial year.

     Within this structure, Growens S.p.A. (the 'Holding Company' or also 'Growens') acts as the parent company, responsible for defining strategic direction, coordinating M&A (Merger & Acquisition) activities, and providing staffing services to support the subsidiaries, thereby ensuring the Group's operational consistency and long-term vision.

     Growens Group structure

     the Group as at 31 December 2025 can be represented as follows:

     
     
     

     Growens holds a controlling stake in Agile Telecom S.p.A. (hereinafter also referred to as 'Agile Telecom'). The controlling interest held in Bee Content Design Inc. (hereinafter also referred to as 'Beefree' or 'Bee Content Design') amounts to 97.81%, comprising a total of 7,248,209 shares, out of the 7,410,709 shares that make up the entire share capital, an increase from the previous shareholding of 97.71%. The remaining 2.19% stake is held by Massimo Arrigoni, who has been the CEO of the US subsidiary since its incorporation.

     On 18 March 2024, the Board of Directors of the US subsidiary Bee Content Design resolved to request Growens to partake in a share capital increase with the total amount, including the share premium, coming to USD 15 million. On 12 December 2024, Bee Content Design's Board of Directors requested the Company to subscribe to and release an initial tranche amounting to USD 13.5 million as part of the designated capital increase.

     To complete the aforementioned capital increase, on 9 December 2025, the Board of Directors of Bee Content Design sent the Company a request to subscribe to and pay up the final tranche, totalling USD 1.5 million. The precise subscription price of the newly issued Bee Content Design shares, resulting from the 409A valuation carried out by an independent specialist, is USD 4.98 each. Of this price, USD 0.01 constitutes share capital, resulting in the issuance of 301,205 total shares, representing a total share capital of USD 74,107. The capital increase, fully subscribed by Growens, was paid by offsetting Growens' receivables from BEE arising from the provision of intercompany services already provided by the parent company.

     
     
     

     Bee Content Design Inc., with HQ in San Francisco, organised according to the dual company model, with a business team located in the United States, and a technological team located in Italy, is focused on the development and commercialisation of the innovative content editor Beefree. The Business Unit's technology services comprises Beefree and Beefree SDK. The evolution of the brand reflects two established key points in the company's recent history: growth beyond e-mail editing and its commitment to creating limitless content for all. Beefree is indeed active in the field of no-code tools for designing e-mails, landing pages, pop-ups and other digital content. Beefree has expanded its reach to include advanced artificial intelligence capabilities, collaboration tools and further integrations, also expanding its user base. The development of an MCP (Model Context Protocol) has also enabled Beefree SDK to be opened up to the world of AI agents. Beefree's tools for designing e-mail and other digital content are now used by around 500,000 single users every month in over 195 countries. Directly on beefree.io, there are more than 50,000 monthly customers, including freemium customers, and Beefree SDK solutions have been integrated into more than 1,100 third-party applications, consolidating its presence in the digital landscape. Prominent accounts encompass both major digital enterprises and multinational conglomerates from diverse industries, including Sandoz, Google LLC, Iterable, Braze, DealCloud, Monday.com, Optimove and Bloomreach.

     
     
     

     Agile Telecom S.p.A. is an operator authorized by the Ministry of Economic Development and Communication to offer a public communication service (OLO - Other Licensed Operator) and is also registered with the Register of Operators in Communication (ROC) held by the Italian Authority for communications Guarantees (AGCOM). The company is a leader in the Italian wholesale SMS market and handles significant volumes of A2P messages, both promotional and transactional (such as one-time passwords, notifications and alerts). At the same time, Agile Telecom is consolidating its position in the field of digital communications, expanding its offering with advanced solutions typical of CPaaS (Communications Platform as a Service) models. These include Mobile Number Portability (MNP) services, termination via Rich

     Communication Services (RCS), and the integration of additional interaction channels, such as Telegram Business and WhatsApp for Business.
3. Summary data Significant events in the year ended as at 31 December 2025

   In 2025, the activities of the Group were characterised by the events indicated below.

   On 13 March 2025, the Board of Directors resolved to propose to the Shareholders' Meeting the distribution of an extraordinary dividend of EUR 0.38 gross per share, for a total amount of EUR 4.8 million and a dividend yield of over 9% at the then-current share price, to be paid, at the shareholder's discretion, in the following manner (so-called 'scrip dividend'):

   • payment of Euro 0.38 gross per share (dividend no. 4) deriving from the distribution of profits for the period and extraordinary reserves, in cash or, at the shareholder's sole discretion, in Growens S.p.A.'s ordinary shares. - ISIN: IT0005040354 (by using treasury shares held in the portfolio);

   • Ex-dividend date: 28 April 2025; record date: 29 April 2025; period for exercising the cash/shares option: 30 April 2025 to 7 May 2025 (inclusive); payment date: 12 June

     2025;

   • If shareholders choose to receive the dividend in shares, at their sole discretion, they will be allocated 1 share for every 8 shares held on the record date, i.e., 29 April 2025, with an implied book value of the allocated shares of €3.04 per share (equivalent to the cash payment of €0.38 gross per share multiplied by 8 shares).

     The shares to be allocated as a dividend, at the sole discretion of the shareholder, are treasury shares of the same class as those already held by the shareholders for whom the dividends are paid, i.e., ordinary shares conferring the same voting and economic rights as those already held. The ordinary Shareholders' Meeting ratified the proposal on 15/04/2025.

     On 15 April 2025, at an Extraordinary Shareholders' Meeting, Growens resolved to:

   • To revoke the authority granted to the Board of Directors by the Extraordinary Shareholders' Meeting of 23 April 2020 to increase the share capital, for the part not yet executed and with effect from the date of approval of this shareholders' meeting resolution, while at the same time removing from Article 6 of the Articles of Association

     any reference to share capital increases for which the relevant final subscription period has already expired or which have already been fully executed;

   • To delegate to the Board of Directors, pursuant to Articles 2443 and 2420-ter of the Italian Civil Code, respectively, the power to increase the share capital, on one or more occasions, up to a maximum of EUR 30 million, including with the exclusion of preemptive rights and free of charge pursuant to Article 2441, paragraphs 4, 5 and 8, and Article 2349 of the Italian Civil Code, and/or to issue convertible bonds, on one or more occasions, under the terms and conditions set out in the 'Explanatory Report of the Board of Directors' and in the amendment to the Articles of Association referred to in the point below;

   • Consequently, to amend the wording of Article 6 of the Articles of Association.

     As at 12 May 2025, with reference to the aforementioned shareholders' meeting resolution concerning the distribution of an extraordinary dividend ('scrip dividend'), the following requests had been received regarding the shareholders' choices:

   • For 2,438,574 shares, no express choice was received; therefore, a gross dividend of

     €0.38 per share will be paid in cash, for a total payment of €926,658.12;

   • For 10,245,128 shares, a request was received for the allocation of treasury shares at the rate of 1 Growens share for every 8 shares held, resulting in the allocation to the entitled shareholders of a total of 1,280,641 shares, equivalent to 8.3% of the share capital.

     The dividend was paid on 12 June 2025. However, the treasury shares already held in the portfolio on the date of the 'scrip dividend' resolution, amounting to 2,709,641 shares, were not entitled to the dividend. As a result of the above, as at the payment date, Growens therefore held 1,429,000 treasury shares in its portfolio, representing 9.3% of the share capital.

4. Summary report
   
   

   Highlights Consolidated Income Statement

   Description	31/12/2025	31/12/2024	Change
   Total revenues	77,429,039	74,460,302	2,968,737
   EBITDA	2,540,434	(110,744)	2,651,177
   Pre-tax result (EBT)	(1,702,918)	(2,708,136)	1,005,218
   Period profit/(loss)	(2,347,474)	(2,535,045)	187,571
   Highlights Consolidated Balance Sheet
   Description	31/12/2025	31/12/2024	Change
   Fixed assets	20,905,979	25,809,728	(4,903,749)
   Current assets	35,489,671	33,772,845	1,716,825
   Current liabilities	21,081,099	20,554,404	526,695
   Consolidated liabilities	3,866,831	4,458,213	(591,382)
   Shareholders' equity	31,447,719	34,569,956	(3,122,236)
   Net financial position	(11,183,338)	(13,001,470)	1,818,133
   Highlights Separate Income Statement
   Description	31/12/2025	31/12/2024	Change
   Total revenues	14,150,130	14,590,972	(440,842)
   EBITDA	686,567	692,715	(6,148)
   Pre-tax result (EBT)	1,437,267	2,508,354	(1,071,087)
   Period profit/(loss)	1,323,893	2,161,469	(837,576)
   Highlights Separate Balance Sheet
   Description	31/12/2025	31/12/2024	Change
   Fixed assets	27,505,283	31,533,631	(4,028,348)
   Current assets	23,842,513	20,684,582	3,157,931
   Current liabilities	7,249,901	7,855,243	(605,342)
   Consolidated liabilities	1,991,638	2,943,338	(951,700)
   Shareholders' equity	42,106,256	41,419,631	686,625
   Net financial position	(11,887,651)	(10,296,852)	(1,590,799)

5. Consolidated and annual Report on Operations for the year as at 31 December 2025

This Report on Operations is presented for the purposes of the consolidated and separate annual financial statements of Growens prepared in accordance with International Accounting Standards (IAS/IFRS) adopted by the European Union.

In this document, information is provided regarding the Group's consolidated position and separate related to the parent company Growens. This Report, drawn up with balances expressed in Euro, is presented so as to accompany the consolidated and separate annual financial statements for the purpose of providing income-related, equity, financial and operating information of the Group accompanied, where possible, by historic elements and forecasts valuations.

As regards the consolidated financial statements, which strive to ensure standardized measurement criteria and have been prepared on the basis of full consolidation, please note that the consolidation scope is as shown below (as at 31 December 2025):

Company name HQ Share capital Percentage of

ownership

GROWENS S.p.A.

Milan

Euro 384,834

parent company

AGILE TELECOM S.p.A.

Carpi (MO)

Euro 500,000

100%

BEE CONTENT DESIGN Inc.

United States of America

Euro 63,140*

97.81%

(* historic exchange rate applied as at the date of first consolidation)

Economic context for FY 2025*

In 2025, the global economy followed a more resilient trajectory than expected, closing the year with global GDP growth of close to 3.2%, in line with the pre-pandemic average but below the rates observed in the previous decade.

Over the course of the year, the slowdown in the manufacturing sector in several advanced economies was partially offset by the strength of the services sector and a gradual improvement in conditions in global supply chains. Similarly, although affected by geopolitical tensions and potential protectionist tendencies in international policy, global trade recovered in the second half of the year.

In the United States, despite the continuation of restrictive trade policies, growth remained supported by resilient private consumption and a still-strong labour market, even against a backdrop of progressively normalising monetary policies. In China, the authorities adopted targeted support measures to alleviate the challenges facing the real estate sector; however, domestic demand continues to exhibit elements of structural weakness.

IMF estimates indicate that growth in the major advanced economies was more moderate in 2025, with the United States expanding by around 2% (down from the levels seen in the previous two years) and China growing at a slightly more modest pace of 4-5%.

In the eurozone, in line with the projections for the first half of the year, GDP grew by around

+1.2%, following a modest but improving trajectory compared to the previous year. This trend was supported by a recovery in household purchasing power, aided by falling inflation, and by a gradual upturn in investment, partly due to lower borrowing costs. Differences between countries persist: Germany continues to suffer from a weak manufacturing and export sector, while several Southern European economies have benefited from the resilience of the services and tourism sectors.

According to OECD analyses, uncertainty related to trade barriers has had a negative impact on confidence, investment and international trade dynamics, contributing to a slower global growth outlook than initially forecast. These trends were also reflected in Europe, where the high level of tariffs on European imports acted as a brake on growth, albeit within an overall environment that remained moderately expansionary.

Throughout 2025, there was a gradual normalisation of monetary policies in the major advanced economies. In response to declining inflationary pressures, central banks gradually reduced interest rates from the peaks of previous years, while maintaining a cautious approach to long-term stability, thereby helping to support overall economic growth.

In particular, the Federal Reserve moderated its monetary tightening following the fall in inflation towards targets closer to 2%, thereby fostering more accommodative financial conditions in the United States, while the European Central Bank pursued a path of rate cuts in response to the easing of inflationary pressures in the eurozone. By contrast, the situation in the Pacific region appears different, where the Bank of Japan has maintained a more restrictive stance than in the past, against a backdrop of more persistent inflationary pressures than the country's historical norms.

For Italy, official sources such as the IMF's October 2025 World Economic Outlook indicate GDP growth of around +0.5%, slightly below some initial forecasts, but in line with a context of moderate economic development. Unemployment estimates stand at around 6.7%: a figure lower than the eurozone average and in line with the employment trends forecast by international bodies. These two indicators, in particular, reflect a moderate but positive

economic trend for Italy, with growth supported by a recovery in consumption and relatively favourable labour market conditions.

On the public finance front, the deficit-to-GDP ratio stood at around 3.1%, slightly above the 3% threshold set by the European Union (ISTAT, preliminary data for 2025), which does not allow for early exit from the Excessive Deficit Procedure. According to official Italian and international sources, the government has presented a fiscal policy framework based on stability and gradual consolidation: the Multiannual Economic and Financial Document, updated in December 2025, projects a path of consolidation of the net budget balance, with the deficit trending downwards towards the 3.0% threshold, supported by higher revenue and moderate expenditure growth.

Overall, the macroeconomic picture for 2025 reflects moderate but resilient growth at the global level, with global GDP expansion of around 3.1-3.3% and varying economic trends across different geographical regions. Trade uncertainties, evolving monetary policy and geopolitical risks remain key factors in shaping the economic outlook for the two-year period 2026-2027. At the start of 2026, the geopolitical factor became crucial, significantly impacting the global economy. This is primarily due to the conflict between Iran and the US-Israel coalition, which is fuelling growing uncertainty regarding its potential spread to other neighbouring states and the prospects for the conflict to continue.

* Source: Bank of Italy, Economic Bulletin 1-2-3-4/2025 IMF, World Economic Outlook, October 2025

OECD, Global Economic Outlook 2025

ISTAT, preliminary consolidated data as of March 2026 Public Finance Document, December 2025

The Group

For a more in-depth analysis of the structure of the Group, please refer to the initial pages of this document illustrating the relative details.

Significant events during 2025

For a description of the main events of the year, please refer to as outlined in the introduction to this document.

GROW share performance in the course of 2025 and Investor Relations activities

Below is some data on the prices and volumes of the Growens stock (GROW) in 2025

* price adjusted as a result of the free capital increase of 11 April 2016.

** The maximum share price of €4.92 was also recorded on 9, 10 and 13 January

Following a 2024 characterised by average daily volumes of just over 16,800 shares and an upward price trend, particularly after the payment of the first cash dividend in the company's history, volumes in 2025 remained at a higher level (over 24,850 shares traded on average per day). However, the share price fell, due to the volatility that characterised the financial markets, particularly with regard to technology stocks, and also as a result of the announcement on 24/02/2025 of the update to Beefree's three-year plan, which takes into account a downward revision of market and business growth expectations following structural changes in the market environment.

The maximum price recorded on 08 January 2025 and in other trading sessions during the first half of the year, at Euro 4.92, and the end-of-period closing price, at Euro 2.76, were respectively approximately 3.4% higher and approximately 42.01% lower than the first price of the year (Euro 4.76 on 2 January 2025).

Below is the monthly evolution of weighted average prices and average daily volumes:

Month Weighted average price Euro Average daily volume #

3.45

3.22

3.09

24,432

19,696

13,074

August 2025

September 2025

October 2025

November 2025

December 2025

3.46

3.15

2.75

2.41

2.71

21,664

24,264

36,049

40,129

16,002

GROW.MI - trend in prices and volumes January-December 2025 - Source https://www.borsaitaliana.it

In the 2025 FY, in 23 trading sessions, volumes traded exceeded 50,000 units, of these, in 10 sessions, exceeding 100,000 units, with a maximum recorded on 25/02/2025 (153,078 shares traded, with a value of over Euro 640,000). In general, daily volumes traded in the year averaged 24,858 units, higher than the approximately 16,800 average daily units traded in 2024.

The Company is very careful in handling Investor Relations activities, i.e., communications and financial information activities between the Company and investors.

The Investor Relations Officer therefore meets the Company's external communication requirements and, by performing his activities, also in coordination with other Company and Group functions, aims to enhance the perception of Growens' business activities, strategies and future outlooks by financial operators, particularly professional, Italian and foreign institutional and qualified investors.

Investor Relations activities are based on Growens' reporting ecosystem, which encompasses a range of resources and working teams that work in close contact to guarantee accurate and timely reporting. The outputs of this system are the Separate and Consolidated Annual Financial Statements, subject to audit by the independent auditing firm; the Consolidated Half-Year Report, subject to a limited audit on a voluntary basis by the independent auditing firm; the reporting of consolidated, unaudited quarterly ARR and sales data; the unaudited quarterly reports; as of May 2020, the Sustainability Report.

Furthermore, it is responsible for compulsory price sensitive communications, as well as all communications intended to provide shareholders and the market with prompt information regarding the group, disclosed via press releases.

In the course of 2025, a total of 15 financial press releases were issued. All accounting and financial documentation and press releases generated by the Group are drafted and published in both Italian and English and made available on the website https://www.growens.io, which is also fully available in both languages on a voluntary basis.

The CEO and Investor Relations Officer periodically participate in both individual and group presentations and meetings to present the Group and its performance. The updated presentations are published on the website. For example, in 2025, the Group participated in 4 conferences and investor days, meeting 19 current and potential investors. Periodically, investors who have requested it receive a newsletter providing the main financial news. Furthermore, in 2025, the Group also received assistance from two corporate brokers, who generate independent research and support the Company in its financial sales and marketing activities, helping to spread its equity story and generate contacts with current and potential investors. Equity research reports, all drafted in English, are available on the website in the section https://www.growens.io/en/analyst-coverage/.

In 2025, 9 equity research reports and updates were published.

The Marketing Technology (MarTech) Market

MarTech is an ecosystem of cloud solutions and technological applications aimed at supporting companies in the development of their digital marketing strategies. This ecosystem, to which the Growens Group business is related, is growing very rapidly and is populated both by medium-small players, focused on specific niches, and by large companies that cover a wide range of customer service requests.

Driven by key factors such as artificial intelligence (AI), automation and the need for highly personalised customer experiences, the value of the global market is estimated to exceed US$550 billion in 2025, with projections indicating very strong long-term growth that could reach approximately US$1.379 trillion by 2030, at a CAGR of 19.8%. Factors such as geopolitical tensions, data privacy regulations and the revolutionary impact of AI are bound to define the industry's trajectory.

The sector has grown not only in terms of value but also in terms of size, as shown in the chart below, updated to 2025: The number of mapped solutions has grown once again, reaching a total of 15,384 players involved. This represents a 9% increase compared to the 14,106 solutions mapped in 2024, corresponding to growth of 10,156% over the past 14 years, with an average CAGR of 39.2%.

Although the sector continues to expand, 1,211 previously mapped solutions exited the market in the past year as a result of acquisitions or the cessation of operations. This results in a churn rate of 8.6%; although higher than in previous surveys, this figure reflects a natural consolidation of the market.

It is worth noting that this attrition does not affect only the most recent start-ups: around two-thirds of the companies that exited the market were from the 2010-2020 decade. Despite the disappearance of some companies, including some that had raised significant amounts of venture capital, the creation of new businesses continues at a rapid pace, facilitated by the lowering of entry barriers brought about by AI.

Following last year's exceptional boom, which saw the Content and Sales segments grow by 35% and 47% respectively thanks to Generative AI, the current growth phase appears more evenly distributed, with a consistent increase of between 7% and 10% across all six main MarTech domains. According to Gartner, MarTech budgets will account for around 26% of total marketing spend in 2025.

Looking specifically at the Italian context, the MarTech landscape continues to evolve rapidly, with over 177 software solutions identified in the 2025 Italian MarTech report (up from 139 in 2022) and AI integrated into 42% of local solutions. Although the landscape is currently dynamic but fragmented, Italian MarTech recorded annual growth of 22% and is responsible for generating a value of approximately €250 million in 2025.

MarTech segmentation and the Growens Group's positioning

Within the highly complex and fragmented MarTech market, it is possible to identify six main segments, which are in turn divided into sub-segments:

• Commerce & Sales

  • Retail & proximity marketing

  • Sales automation

  • E-commerce platforms and marketing

• Content & Experience

  • Mobile apps

  • Email and content marketing

  • Personalisation

  • SEO

  • Marketing automation and lead management

  • CMS

• Advertising & Promotions

  • Mobile marketing

  • Social media and video advertising

  • PR

• Social Media & Relationships

  • Events

  • Meetings & webinars

  • Social media marketing

  • Influencer marketing

  • CRM

• Date

  • Data marketing

  • Mobile and web analytics

  • Customer Data Platform

  • Predictive analytics

  • Business and customer intelligence

• Management

  • Talent management

  • Product management

  • Budgeting & finance

  • Agile and lean management

  • Vendor analysis

Given its structure and the business core of its Business Units, the most appropriate segments within the MarTech ecosystem for the Growens Group are as follows:

1. Content Design segment (Beefree): Despite the recent proliferation of communication channels, email remains the cornerstone of digital marketing strategies, providing a direct and secure means of engagement in B2B, B2C and G2C (Government-to-Citizen) contexts. In this context, Beefree is leading the 'democratization of design', making the creation of complex digital content accessible to anyone, regardless of their technical expertise. By overcoming the limitations of more traditional platforms, Beefree ensures universal compatibility across the multidimensional array of devices and operating systems, enabling over 1,100 global partners to integrate content design capabilities into their systems.

2. Mobile Messaging Segment (Agile Telecom): The mobile messaging segment in which Agile Telecom operates constitutes the critical infrastructure underpinning the integrity of global digital transactions. Although consumer channels are constantly evolving, SMS continues to play an irreplaceable role in time-sensitive and high-security communications. Agile Telecom serves the CPaaS (Communication Platform as a Service) market, enabling essential services such as two-factor authentication (2FA/OTP) and alert messages from public authorities. The exponential growth of e-commerce and the need for increasingly stringent security protocols make this Business Unit a strategic asset for the business continuity of thousands of companies, transforming pure connectivity into a high-value-added service integrated into companies' digital processes.

Below is an illustrative, but not exhaustive, list of competitors corresponding to each of the Group's two Business Units:

Table for illustrative and non-exhaustive purposes only, the logos remain the property of their respective owners.

The asterisk (*) identifies listed companies.

From the Long Tail economy to the era of the Hypertail

Given its scale, complexity and interconnectedness, it is easy to see that the MarTech ecosystem is populated by players that differ greatly in terms of size, turnover and/or number of installations: indeed, it encompasses everything from start-ups and micro/small businesses to large multinationals and major software players such as Adobe, Canva, Oracle, Salesforce and SAP.

For these reasons, the distribution of the MarTech market has long been described as 'long-tail': a player distribution model characterised by a small top tier of technology giants, a core tier of category leaders (with revenues of between US$100 million and US$200 million), and a very large base (over 12,000) of small- to medium-sized players. However, the sector's current development is moving beyond this model, converging towards what is known as'hypertail'distribution.

Source: chiefmartech.com

Unlike the long tail, which consists of standardised commercial products, the hypertail is driven by the proliferation of custom-built applications and agents. While, historically, the development of custom software was constrained by high costs and the need for advanced engineering skills, today, the rise of low-code and no-code platforms and the multiplier effect of AI have reversed this equation.

AI is accelerating software creation at an unprecedented pace, introducing concepts such as'vibe coding', where programs that previously took weeks to develop are created in a matter of hours using natural language: a phenomenon that transforms ideas into'instant

The rise of the hypertail is not merely a market evolution; it could mark a fundamental shift in the technology consumption model: the transition from 'Software as a Service' to 'Service as Software'. In this new configuration, generative AI no longer acts merely as an assistant, but directly creates the end product, dramatically reducing the need for customers to purchase and integrate multiple separate tools.

The implications of this change are far-reaching and redefine the concept of added value. Whereas in the past, businesses purchased software licences to gain access to certain functionalities, today, the focus is shifting to AI's ability to generate 'instant software' and on-demand end results, to enable extreme customisation and greater operational efficiency, and to eliminate the complexity associated with managing fragmented technology stacks.

It is worth noting that, although the breaking down of technical barriers through the 'democratisation' of software has enabled a new group of non-specialist users to independently generate the solutions they need using natural language, this has not actually led to market saturation: on the contrary, it is expanding the market into an infinite dimension of customised micro-automations that operate 'behind the scenes' of business operations.

In this context of hyperproliferation, the main consequences for market players will be twofold: on the one hand, an increasingly coherent and integrated approach to cybersecurity and data protection will be required; on the other hand, strategic priorities will have to evolve from providing a closed platform to becoming providers of the enabling infrastructures that ensure the security, consistency and reliability of this universe of generated services.

"Technologies change exponentially, but organisations change logarithmically." This is the merciless Law of MarTech according to which technology is advancing too fast, so fast that companies cannot keep up. The advent of AI has undoubtedly amplified this dynamic.

Market concentration: the probable scenario in the immediate future

In a market environment that reached a record 15,384 mapped solutions in 2025 (up 9% from the previous year), adopting an agile approach is no longer just a working methodology, but a prerequisite for survival. Today, being agile means designing systems based on open platforms that are capable of evolving iteratively to adapt to technological change, which has moved beyond linear progression to become exponential.

The current explosion of Artificial Intelligence is the catalyst for this evolutionary leap. Whereas in the past, innovation increased the complexity of technology stacks, the latest GenAI solutions have the opposite potential: to simplify enterprise architecture by moving from the SaaS (Software as a Service) model to a 'Service as Software' model. In this scenario, AI does not merely provide a tool, but directly creates the end product, thereby reducing fragmentation and the need to manage multiple separate software solutions.

The adoption of AI is now 'mainstream': 87.5% of marketers regularly use AI assistants in their workflows. As a result, technology stacks are being transformed into highly malleable systems, with context serving as the new operational glue. Looking to the future, we see a trend where the role of AI goes beyond automation and into areas such as decision-making. Although current language models do not yet have the skills needed to make important decisions independently, ongoing developments could bring the industry close to integrating AI in a way that makes technology stacks as agile and responsive as humans.

In the MarTech sector, forecasts suggest that, given the large number of new marketing technology solutions being launched (the 'hypertail' phenomenon), many innovative SaaS players will be acquired by larger operators looking to expand their technology offerings, meaning that SaaS players will have fewer opportunities to compete effectively while remaining independent of larger operators. However, market atomisation, i.e., the phenomenon of the hyper-long tail, is set to increase over the next two years.

In this scenario of the proliferation of agents and assistants ('Agentic AI'), the core MarTech platforms are not disappearing, but evolving. They continue to play a key role as systems of knowledge that act as an anchor and orchestrator for AI, ensuring that automation is based on reliable, structured business data.

At the same time, data security and ethics have become top priorities for CMOs (Chief Marketing Officers). Over 75% of marketers are reassessing their channels and KPIs in response to increasingly stringent regulations that restrict access to third-party data. Against this backdrop, the Growens Group positions itself as a strategic partner, offering infrastructures that ensure data compliance and integrity within increasingly agile, responsive and 'human-like' technology stacks.

The Growens Group operates in the marketing technology sector through its two business areas SaaS and CPaaS that correspond to the business units Beefree and Agile Telecom respectively.

When it comes to feeding the internal feedback loop between the two products, Beefree -compared to a startup - has the advantage of being able to draw on thousands of customers and hundreds of thousands of users who provide immediate, high-quality feedback on product developments. Specifically, throughout 2025, Beefree recorded a monthly average of over 470,000 end users (up 7.5% on 2024), of whom approximately 41,000 are users of the Beefree App, with the remainder being users of applications that have integrated the Beefree SDK. These users recorded an average of approximately 13,000,000 sessions per month, an increase of around 19.4% compared to 2024, with a record 14,375,665 sessions recorded in October 2025. The widespread and steadily growing use of Beefree's digital content creation tools, together with the involvement of numerous customers in testing new technologies that leverage artificial intelligence, places the company in an excellent position to invest successfully in its future development. Indeed, the innovations being developed

and tested are based on an analysis of the behaviour and needs of this large user base, and will be further validated and improved in 2026 based on user feedback. This evolution continues to accelerate.

In terms of market strategy, the company continues to implement a product-led growth (PLG) approach, which has resulted in over 170,000 new app account registrations. The product is at the heart of all stages of customer acquisition, conversion, growth and retention, alongside the increasingly effective introduction of consultative selling to support customers with more complex needs ('product-led sales' or PLS). The combination of PLG and PLS is considered a best-practice in Software-as-a-Service, and Beefree continues to be at the forefront of executing such strategies. The result is an increasing amount of digital content created and exported: over 3.5 million emails and pages during 2025.

In terms of enhancing the top of Beefree's marketing funnel, the marketing strategy focused on leveraging the email catalogue and content of Really Good Emails (https://reallygoodemails.com), acquired in 2024, has continued; this integration will receive further focus and growth throughout 2026. The Really Good Emails website is visited by hundreds of thousands of people throughout the year in search of inspiration for their email marketing campaigns, and the high-quality content created under the Really Good Emails brand, such as the annual email design survey, lends greater credibility to the entire commercial offering. Under the RGE brand, the company has hosted a series of webinars with high registration numbers, reaching a record of over 5,700 registrants for the 'Email Design Trends' webinar held in September 2025.

In terms of customer profile, large companies that are leaders in their sectors continue to adopt Beefree SDK: the number of customers on the 'Enterprise' plan increased by 41% in 2025 compared to the previous year. This trend has been accompanied by an increase in the number of small customers, likely linked to the growth of start-ups associated with the artificial intelligence 'boom': In 2025, 25 new customers took advantage of the Beefree SDK 'StartUp' program. Underpinning Beefree SDK's position as a market leader and its adoption by innovative companies has been the deliberate development of new features focused on artificial intelligence, particularly the new protocol that enables AI agents to interact with other tools: the Model Context Protocol, developed by one of the world's leading AI companies - Anthropic - and introduced in a BETA version within Beefree SDK in November 2025, which was immediately well received by dozens of customers.

Ultimately, in light of rapid market developments and following the divestments made during the 2023 financial year and its most recent strategic direction, the Growens Group is focusing significant financial and human capital resources on developing the Beefree business unit and creating value for all stakeholders.

During the period, the company further consolidated its position in digital communications, significantly expanding its range of solutions. In addition to our well-established wholesale SMS service, we have expanded our portfolio with advanced Communications Platform as a Service (CPaaS) solutions in response to a rapidly changing market.

Among the services introduced, Mobile Number Portability (MNP) is particularly noteworthy, as it enables users to keep their phone number when switching operators, thereby enhancing continuity and the customer experience. This evolution demonstrates Agile Telecom's commitment to developing solutions in advance of customer needs.

A further area of development is the introduction of termination via RCS (Rich Communication Services), a new messaging standard that enables advanced features such as group chats, video transmission and file sharing in a secure environment. By adopting this

technology, Agile Telecom has further enhanced its offering, targeting businesses seeking increasingly advanced ways to interact with their customers.

In FY 2025, the company also successfully developed and marketed the Telegram Business and WhatsApp Business channels, thereby expanding communication options available for businesses. At the same time, further developments to the proprietary platform are underway, leveraging artificial intelligence technologies to deliver increasingly advanced, customised solutions in line with the latest trends in the CPaaS sector.

Social, political and union climate

The social climate within the Growens Group remains positive and focused on proactive collaboration. The Group is consolidating its hybrid working model (smart working), a natural evolution of a corporate philosophy based on flexibility and autonomy, formalised in the Growens WoW (Way of Working). To support the mobility and safety of employees, the insurance policy for international business trips was enhanced in 2025, introducing extended coverage that includes leisure periods associated with business travel.

Our commitment to well-being and work-life balance was fully reflected in the REST (Recharge, Empower, Support, Thrive) program, which was designed to expand leave options in all countries where the Group operates, with the aim of promoting personal time as a key factor in attracting and retaining talent, as well as enhancing organizational resilience. Introduced at the end of 2024, the initiative saw consistent uptake throughout the 2025 financial year, proving to be a key tool for attracting and retaining talent, with 12% of the total workforce taking advantage of the leave opportunities by the end of the year. The take-up of leave in 2025 confirms that the following measures were effectively utilised:

• 1 instance of caregiving leave

• 1 instance of maternity leave

• 7 instances of paternity leave

• 9 sabbatical leaves

Throughout 2025, Growens continued to integrate the DEIA (Diversity, Equity, Inclusion, and Accessibility) principles into its organisational structure, building on the Gender Equality Certification (UNI/Pdr 125:2022) obtained in December 2024 and confirmed in December 2025 with a score of 80%. It should be noted that, following the audit process carried out in December 2025 by the certification body Bureau Veritas, no gender pay gaps exceeding 5% were found, in line with the requirements of the new decree on pay transparency, which is currently being transposed in Italy (EU Directive 2023/970, implementation scheduled for 2026).

Over the past financial year, the Group also delivered training sessions, workshops and interactive discussions aimed at raising employee awareness of DEIA issues, and confirmed

and reinforced all policies and guidelines aimed at eliminating bias and ensuring equal opportunities at every stage of an employee's career, in line with the social governance requirements set out in the ESRS (European Sustainability Reporting Standards). At the same time, as part of its more traditional people development policies, Growens has invested in three programs - counselling, coaching/mentoring, and feedback training - with the aim of increasing individual awareness and job satisfaction, and fostering continuous improvement through personal development tools and the training of key interpersonal skills.

Operating performance in Group sectors

The income statement for the 2025 financial year shows consolidated revenues of Euro 77.4 million, an increase of 4% (approximately Euro 3 million) compared to the previous financial year. This result was driven by growth of over 17% in the SaaS business, which now accounts for 19% of total revenue, together with 3% growth in the CPaaS business, which now accounts for around 80% of total revenue. The Agile Telecom Business Unit generated the highest revenue in absolute terms, amounting to €61.8 million, an increase of over 2%, based on a total of 2.7 billion SMS messages sent during the financial year. The Business Unit that achieved the highest growth rate was Beefree, with an increase of 24% net of the USD/Euro exchange rate effect, reaching approximately Euro 15 million/USD 17 million in revenues. ARR (Annual Recurring Revenue, which is a very widespread metric for measuring the performance of a subscription business, indicative of the average annualized recurring value of outstanding contracts) was USD 18 million as at December 2025. Revenues realised abroad represented 73% (-5% compared to 2024) of the total, while recurring revenue exceeded 19% (+17% compared to 2024). The decrease in other revenues of approximately

€0.9 million is primarily attributable to the recognition in the 2024 financial year of non-recurring revenues related to grants from calls for proposals, non-business invoicing (rental income and other services), and the sale of the ESP business and the Datatrics Business Unit.

Consolidated EBITDA was once again positive, at over Euro 2.5 million (compared to around minus Euro 0.1 million in the 2024 financial year), while Gross Profit amounted to Euro 20.5 million, representing a gross profit margin of approximately 26.5% and an increase of 16% compared to 2024. Indeed, the COGS component remained broadly stable in absolute terms against the backdrop of a recovery in revenue growth, resulting in an improvement of approximately 3 percentage points in terms of its share of revenue. Agile Telecom reported an EBITDA of approximately €3 million, up 47% compared to 2024, primarily due to improved margins in its core business, combined with higher sales volumes, despite the extremely competitive market environment. At the consolidated level, the cost items that had a negative impact on gross operating margin were mainly related to investments in the Beefree Business Unit, with regard to the Sales & Marketing component (+15%); Beefree's EBITDA was negative by approximately €1.2 million, representing an improvement of 58% compared to the previous financial year, driven by a roughly 23% increase in Gross Profit.

Pre-tax profit (EBT) for the period was a negative Euro 1.7 million, after depreciation and amortisation of about Euro 4.4 million, an increase of almost 11%, largely due to the Group's strategic investments in R&D. Depreciation and amortisation related to the application of IFRS 16 amounted to Euro 0.5 million. The net profit(loss) for the year ended 31 December 2025, after estimated current and deferred taxes, was negative for about Euro 2.3 million. It should be noted that tax allocations at the consolidated level are the result of a mere aggregation, as taxation is applied on the individual legal entities of the Group in accordance with the relevant national regulations. The positive contribution from consolidated financial management decreased significantly (by EUR 1.2 million) compared to the previous year, due to the use of invested liquidity to pay out dividends in the amount of EUR 20 million in the previous financial year and the consequent loss of the associated interest income, as well as the highly detrimental year-on-year impact of foreign exchange losses/gains resulting from the depreciation of the US dollar in 2025. In 2024, tax provisions also benefited from a non-recurring gain of €155,000 resulting from the recalculation of the Patent Box contribution for the 2023 financial year for Agile Telecom, which was no longer present in the reporting period. Compared to 2024, this and other purely tax-related effects had a negative impact on the consolidated net result of more than €800,000.

The consolidated Net Financial Position as at 31 December 2025 was negative (cash) by more than Euro 11 million, down from a cash position of Euro 13 million as at 31 December 2024. This change is influenced, in particular, by the payment of the cash component of the scrip dividend, amounting to approximately €1 million, as well as by increasing strategic investments in research and development, certain developments related to the increase in the Group's VAT credit and working capital concerning Agile Telecom, which were absorbed at the beginning of 2026, and the negative results of the subsidiary Beefree. The effect of the adoption of IFRS 16, relating to rental, leasing and hire costs, results in an imputed debt item of approximately Euro 1 million. Cash and cash equivalents as at 31 December 2025 amounted to about Euro 15.5 million, while about Euro 1.2 million were tied up in escrow to guarantee certain obligations related to the sale of the ESP business to TeamSystem.

With regard to the parent company, revenue for FY2025, which is essentially intercompany in nature given that Growens now operates exclusively as a holding company, decreased by 3% due to other one-off revenues recorded in the 2024 financial year (see the section on consolidated results above) and amounted to €14.2 million.

The EBITDA margin remained stable at about Euro 0.7 million, despite the increase in Sales&Marketing costs, which is attributable to the organisational strengthening of the holding teams supporting the subsidiaries, especially Beefree, as reflected in the increasing trend of the corresponding intercompany revenues. Financial management remained positive, thanks to dividends from the subsidiary Agile Telecom and the strong performance of low-risk investments held as part of liquidity management not earmarked for specific strategic activities in the short term. However, the result was significantly lower than in the

comparable financial year (down by €1.4 million) for the same reasons as those set out above for the consolidated group. As reported above, the net profit for the year amounted to approximately Euro 1.3 million, down due to the impact of financial operations.

Growens' Net Financial Position amounted to about Euro 11.9 million in cash and showed impacts for the period essentially attributable to the same dynamics as those already shown for the consolidated NFP.

These consolidated and separate financial statements present and outline some economic-financial indicators and some reclassified financial statements (relating to the economic, equity and financial situation) not defined by the IFRS. These figures, defined below, are used to comment on the performance of the business in compliance with Consob Communication of 28 July 2006 (DEM 6064293) and subsequent amendments and additions (Consob Communication no. 0092543 of 3 December 2015, which incorporates the ESMA/2015/1415 Guidelines). The alternative performance indicators listed below should be used as an informative supplement to the provisions of the IFRS to assist users of the Report on Operations in a better understanding of the Group's economic, equity and financial performance. It is emphasised that the method of calculating these reclassification measures used has been consistent over the years. It is also noted that it may differ from the methods used by other companies.

Financial indicators used to measure the Group's economic performance

• EBITDA: given by the operating result gross of depreciation and amortization of tangible and intangible assets.
• ROE (return on equity): defined as the ratio between net income for the period and net capital.
• ROI (return on investment): defined as the ratio of the operating result for the period to the fixed assets at the end of the period, where the fixed assets are calculated as the sum of tangible, intangible and financial assets.
• ROS (return on sales): defined as the ratio between the operating result and net sales for the period.

The table below summarizes the consolidated results as at 31/12/2025 compared with the previous period in terms of total revenues, EBITDA and pre-tax result (EBT).

The following table showing some Group profitability indexes, compared with the same indexes relating to the previous period, provides a better illustration of the income situation.

The consolidated financial results are characterised by an excellent performance in terms of EBITDA and a positive improvement in EBT. On the other hand, the net loss for the year was affected by the negative impact of financial performance, which was broadly positive but significantly lower than in the comparative year, and by tax provisions, both of which were driven by non-recurring events that characterised 2024, as detailed above. The financial ratios fully reflect these trends.

In order to provide a better description of the Group's equity situation, the table shows a few equity indexes relating to both the method of financing medium/long-term commitments and the breakdown of the sources of finance, compared with the same balance sheet indicators for the previous year.

1.51

1.69

Description 31/12/2025 31/12/2024

10,541,740 8,760,228

1.50 1.34

14,408,571 13,218,441

The balance between borrowing and funding sources has further improved following the partial release of the amounts held in escrow, also mentioned in the next section (€3.6 million), and the reclassification of the BPER pledge to current assets (€1.3 million), as these funds will be fully available by the end of the next financial year. Both items were previously classified as fixed assets.

The consolidated Net Financial Position as at 31 December 2025 was as follows:

The consolidated NCF shows cash and cash equivalents of €15.5 million. The decrease in cash and cash equivalents of approximately €3 million compared to 31/12/2024 is primarily the result of financial support provided to the subsidiary Beefree, increased investments in Research and Development, and the dynamics of Agile Telecom's trade working capital. Agile Telecom leverages timely payments to suppliers, even in the event of temporarily delayed receipts from large customers, which are then quickly recovered, in order to retain strategic business partners and safeguard the profitability of its core business. The Group's VAT credit, generated primarily by Agile Telecom and totalling €5.6 million accrued in the 2025 financial year, also had a significant impact on the NCF trend. During the period, the Group paid cash dividends to Growens shareholders in the amount of €926,000 and repaid loans, net of new borrowings, with a financial outlay of €950,000. It should be noted that, with reference to item 'C. Other current financial assets', the amounts pledged in government bonds, totalling over €1.3 million, to secure the BPER Cassa Depositi e Prestiti loan, currently outstanding at approximately €1 million, have been reclassified under this item. These amounts were previously reported as a direct reduction of medium- and long-term financial payables, as the release of these funds will be completed by the 2026 financial year. For the sake of greater

clarity of presentation and to facilitate comparison with the figures for the previous financial year, it was decided to apply the same reclassification to the figures for the previous financial year as well. The item 'N. Other long-term financial assets' represents the amount deposited as security for the purchaser in connection with the sale of the ESP business unit to Teamsystem S.p.A. in July 2023. During the 2025 financial year, a partial release of approximately €3.6 million took place following the certification of Contactlab S.r.l.'s R&D tax credits for the period 2015-2018.

The following table showing some liquidity indexes, compared with the same data of the previous period, provides further illustration of the consolidated financial position.

The trends in these ratios confirm what was already stated in the commentary on the net working capital, with the effect of a reduction in cash, which, however, occurs in a context of high availability of financial resources to cover the Group's operating needs.

The table below summarises the main results of the parent company compared with that of the previous period in terms of total revenues, EBITDA and pre-tax result (EBT).

The following table showing some Group profitability indexes, compared with the same ratios relating to the previous year, provides a better illustration of the income situation. The selected ratios reflect the trends in the income statement, with the aforementioned decrease in Other revenue due to the absence of non-recurring windfall gains and grants for the 2024 financial year, and the lower contribution from financial management, which remains positive, as detailed above.

In order to provide a better description of the Company's equity situation, the table below shows a few Balance Sheet indexes relating to both the method of financing medium/long-term commitments and the breakdown of the sources of finance, compared with the same Balance Sheet indexes for the previous years.

The medium- to long-term balance between funding and lending remains excellent and is improving.

The parent company's net financial position as at 31 December 2025 was as follows (amounts in Euro):

ESMA Circular 32-382-1138 dated 04/03/2021 par. 175 orientation 39

Growens' net financial position improved by approximately €1.6 million, benefiting from the partial release of funds held in escrow amounting to €3.6 million, as reflected in the adjusted result, particularly on line N. For further details on this matter, please refer to the separate Explanatory Notes and the commentary on the consolidated net working capital above. The use of cash resources is primarily attributable to financial support for the subsidiary Bee Content Design, the impact of the Group's increasing VAT credit, the payment of cash dividends amounting to €926,000, and the repayment of loans, net of new borrowings, amounting to €950,000. Available liquidity stood at approximately €14 million at the end of the reporting period. In line with the presentation of the consolidated net financial position, to which reference should be made, the same reclassification has been applied in this case as well with regard to item C. Other current financial assets, including for the comparative financial year.

The following table showing some Balance Sheet indexes of the Company, compared with the same indexes relating to the previous financial statements, provides a better illustration of the financial situation, which confirm what has been highlighted.

Considering the social role played by the business, we believe it appropriate to provide the following information on the environment and staff.

Staff

In 2025, there were no injuries at work and no charges were recorded with regards to occupational diseases on employees or former employees and mobbing cases.

As at 31 December 2025, the Group's workforce numbered 141 employees, of whom 5 managers, 19 middle managers and 117 white-collar workers, while as at 31 December 2024, it consisted of 151 employees, of whom 4 managers, 17 middle managers and 130 white-collar workers. The number of total employees employed during the year, i.e. ULA (Annual Work Units) amounted to 137 at the consolidated level. The Group has always been committed to safeguarding relations with employees; at present, there are no employment law disputes in progress.

Environment

Although the nature of the Group's digital activities does not give rise to significant direct environmental risks, Growens recognises its responsibility for managing both direct and indirect impacts, with a particular focus on mapping its value chain and the energy consumption of its physical and digital infrastructures. For a more in-depth analysis of the environmental sustainability issues implemented by Growens Group, please refer to the detailed information contained in the Sustainability Statement (Sustainability Statement) prepared annually at consolidated level in correspondence with the end of the accounting period by the parent company and shared with investors and the market.

The Sustainability Statement is the tool through which Growens communicates and reports, in a transparent and consistent manner, to all its stakeholders on the values, strategies and performance directly related to its ESG (Environment, Social and Governance) impacts, based on the UN 2030 Agenda and its 17 Sustainable Development Goals (SDGs), i.e., the 'common goals' to be achieved in areas relevant to sustainable development.

For the reporting process - covering the period 1 January to 31 December 2025 - Growens has established an internal working group, representing the company's main functions, in

order to collect the required information, identified in accordance with the new EU standards (ESRS - European Sustainability Reporting Standards) introduced by the EU through the CSRD - Corporate Sustainability Reporting Directive, transposed in Italy by Italian Legislative Decree 125/2024.

It should be noted that, although the reporting obligation under the CSRD will only become binding for Growens from 2028, with reference to the 2027 financial year, the Group has decided to bring forward the timeline for compliance with the regulation by proactively implementing a compliance timetable and, as early as 2024, integrating materiality analysis with the 'dual materiality' approach, which analyses both the impacts the company has on the environment and on people (impact materiality) and the financial risks and opportunities arising from external sustainability factors that affect the Group's value (financial materiality).

This process of progressively aligning with the new European standards demonstrates Growens' commitment to moving towards increasingly advanced reporting models, mapping specific ESG objectives in line with the company's situation and the evolving regulatory landscape.

In the reporting year, consolidated investments were made in the following areas:

Given the nature of the Group's business, investments have historically been concentrated on intangible assets, made with the approval of the Board of Statutory Auditors, and in particular on the incremental development of the digital marketing tools represented by the

Beefree editor, which is the main director of consolidated investments. In addition to these, Agile Telecom invested in strengthening and renewing the technological tools that underpin its business. In the following section, the specifics of research and development activity in the period under consideration are given.

It is also worth noting that Right-of-Use assets, recognised in accordance with IFRS 16 and relating to office rental agreements, company car leases and operational hardware, increased by €474,000, primarily due to new car rental and leasing agreements and hardware equipment leases.

Capital expenditures, which were limited in amount, were mainly for upgrading the computer equipment on hand and for furniture and fittings in the leased operational offices.

Research and development

Pursuant to Article 2428, paragraph 2, number 1 of the Italian Civil Code, it should be noted that, in FY 2025, the Group capitalised internal investments, recognised with the consent of the Board of Statutory Auditors, relating to the software development of its platforms and technological services for over Euro 3.67 million as well as investments through external consultants for approximately Euro 384 thousand. The Group's main investments continue to focus on the development of the Beefree editor, in its APP and SDK versions, exceeding

€3 million. Under specific contractual agreements, Beefree's software development is managed by a team of Italian developers from Growens, supported by colleagues in the US, and is fully defined and overseen by Beefree's management. Agile Telecom also carried out development activities, which saw significant growth compared to the previous financial year, both through the use of internal resources and through external consultants for a total of Euro 1 million. These investments were capitalised by virtue of the future economic use, certifying the potential economic and financial future recovery, and with the approval of the Board of Statutory Auditors. During the year, the Group also incurred additional operating costs relating to the departments dedicated to research and development for about Euro

2.94 million at consolidated level.

Innovation, research and development have always been strategic and structural pillars of the professional and cultural DNA of the Growens Group. To ensure our competitiveness and provide our customers with the best possible experience, the nature of our business and our operating environment require us to give the highest priority to investment and to maintain a continuous capacity for innovation and the development of our services. Our ongoing investment in innovation focuses on key areas of the business, including technological infrastructure, the development of new products and solutions, and the ways in which we interact with customers, including through the integration of artificial intelligence tools into the Group's software.

We summarise below the main additions and improvements made to our services in 2025 as a result of research and development.

Editor Beefree:

The acceleration of generative artificial intelligence technologies, with their rapid and ongoing development and use in creating digital content, presents Beefree with both an opportunity for growth and the need to keep pace with progress. Consequently, in 2025, dedicated resources were allocated to exploring and developing solutions that leverage generative AI to create successful products: the aim is not innovation for its own sake, following the latest trend, but rather a carefully considered evolution of the Beefree software. This evolution focuses on leveraging new technologies to enhance the usefulness of our products.

Beefree possesses a competitive advantage thanks to its self-sustaining internal feedback loop, which is based on thousands of user sessions. In 2025, exploration of the Model Context Protocol (MCP) within the Beefree SDK - our developer offering - led to the creation of a system that enables an AI agent to interact with the editor to create emails, pages, etc. This system was immediately tested within the Beefree App - our end-user offering - generating advanced solutions for the app itself, while at the same time providing useful feedback to improve the agent-based creation system in the Beefree SDK. Development in one product directly helps to improve the other. Innovation in the two products is driven by a continuous cycle.

Below is a summary of the ongoing evolution of Beefree products in terms of development and technological innovation:

availability limited to certain subscription plans, in order to encourage users to upgrade; improvement of the preview feature; further development of the control panels for account administrators.

Beefree SDK: In addition to the significant investments in generative artificial intelligence, numerous other improvements to the software user experience were introduced throughout 2025. A complete list is always available at https://developers.beefree.io/ under "What's New". Among the most significant improvements, we would like to highlight the following: the launch of the feature for importing existing HTML content, the result of several months of complex work, which enables anyone who wishes to edit previously created content using Beefree products to do so without having to recreate it from scratch; ongoing enhancements to the API, which allows users to check the quality of the content created, including features to verify its accessibility for people with disabilities; a new API for the simplified creation of new content, which lowers the barrier to entry for creating such content programmatically; a feature that allows developers integrating the Beefree SDK to direct their users directly to a specific block of content within the Beefree editor, thereby improving the user experience in a number of specific cases; continuous improvements to the user experience of the Beefree editor, which remains at the heart of the company's success; ongoing investment to increase the tool's accessibility for people with disabilities, a factor that is increasingly becoming a competitive advantage in light of the entry into force of the European Accessibility Act on 28 June 2025: it should be noted that accessibility in the Beefree SDK system is addressed from two perspectives, creating a further competitive advantage: the accessibility of the content generated (the end user for whom the email, page or other content is created) and the accessibility of the content creation tool itself (the user of our product).

Finally, we recall that the Beefree business unit - supported by centralised cyber security and data privacy functions at Group level - has continued to invest in the security of its systems and processes, renewing the ISO 27001 and SOC 2 certifications.

Agile Telecom R&D Projects

The ATWS platform was created with the need to make Agile Telecom an all-round enabler in the SMS A2P and OTP market sector. ATWS is made up of several modules, which work synchronously and harmoniously in order to manage the entire SMS supply chain, from incoming receipt to delivery to the end customer, using a specific supplier and also including