June 2025 Interim Financials

Report on review of the condensed consolidated half- yearly financial statements as at 30 June 2025

GRV/MMR/irm - RC061842025BD0309

Tel: +39 02 58.20.10

https://www.bdo.it

Viale Abruzzi, 94

20131 Milano

Report on review of the condensed consolidated half-yearly financial statements

To the Shareholders of Italian Wine Brands S.p.A.

Introduction

We have reviewed the condensed consolidated half-yearly financial statements of Italian Wine Brands S.p.A. and subsidiaries (the "IWB Group"), which comprise the consolidated statement of financial position as of 30 June 2025 and the income statement, statement of comprehensive income, statement of changes in equity and cash flow statement for the six-month period then ended, and the related explanatory notes. The Directors are responsible for the preparation of the half-yearly condensed consolidated financial statements in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as issued by the International Accounting Standards Board and adopted by the European Union. Our responsibility is to express a conclusion on the half-yearly condensed consolidated financial statements based on our review.

Scope of Review

We conducted our review in accordance with the criteria recommended by the Italian Regulatory Commission for Companies and the Stock Exchange ("Consob") for the review of the half-yearly financial statements under Resolution n° 10867 of July 31, 1997. A review of condensed consolidated half-yearly financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (ISA Italia) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated half-yearly financial statements of IWB Group as at 30 June 2025 are not prepared, in all material respects, in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as issued by the International Accounting Standards Board and adopted by the European Union.

Milan, 29 september 2025

BDO Italia S.p.A.

Signed by

Giovanni Rovelli Socio

This report has been translated into the English language solely for the convenience of international readers. Accordingly, only the original text in Italian language is authoritative.

Bari, Bologna, Brescia,, Firenze, Genova, Milano, Napoli, Padova, Roma, Torino, Verona

BDO Italia S.p.A. - Sede Legale: Viale Abruzzi, 94 - 20131 Milano - Capitale Sociale Euro 1.000.000 i.v. Codice Fiscale, Partita IVA e Registro Imprese di Milano n. 07722780967 - R.E.A. Milano 1977842 Iscritta al Registro dei Revisori Legali al n. 167911 con D.M. del 15/03/2013 G.U. n. 26 del 02/04/2013

BDO Italia S.p.A., società per azioni italiana, è membro di BDO International Limited, società di diritto inglese (company limited by guarantee), e fa parte della rete internazionale BDO, network di società indipendenti.

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ITALIAN WINE BRAN DS

CONSOLIDATED HALF-YEAR FINANCIAL REPORT

3 0 J U N E 2 0 2 5

ITALIAN WINE BRANDS S.P.A.

italianwinebrands.it

Composition of the Corporate and Control Bodies 4

Key figures 5

Directors' Report on Operations 6

1. Analysis of the Company's situation, market trends and results of operations 6

   1. Markets 6

      1. International market 6

      2. Domestic market 7

      3. Trends 8

      4. Harvest 2025 10

   2. The IWB Group 12

      1. Strategy and results 12

      2. Stock permormance 15

      3. Group Structure 16

      4. Summary of financial results 18

      5. Financial situation of the Parent Company 26

      6. Consolidated net financial position 28

   3. Revenue and profit margins 29

2. Significant events 39

3. Outlook 41

4. Code of Ethics and the Organisational Model 41

5. Related-party transactions 41

6. Information on food safety, environment and sustainability, health and

   safety, and ethics 42

7. Treasury shares 49

8. Risks 50

9. Statement of directors' responsibility 52

Condensed consolidated half-year financial statements

Consolidated financial position 55

Comprehensive income statement 56

Statement of changes in equity 57

Statement of cash flows 58

Form and content of the condensed consolidated half-year financial statements 59

Explanatory notes 90

Board of Directors

Alessandro Mutinelli

(Chairman and Chief Executive Officer)

Giorgio Pizzolo

(Deputy Chairman) Simone Strocchi Sofia Barbanera

Antonella Lillo

(Independent Director) Massimiliano Mutinelli Marta Pizzolo

Board of Statutory Auditors

David Reali

(Chairman of the Board of Statutory Auditors)

Debora Mazzaccherini

(Standing Auditor)

Eugenio Romita

(Standing Auditor)

Independent Auditors

BDO Italy S.p.A.

Euronext Growth Advisor

Value Track SIM S.p.A.

Key figures

PROFIT & LOSS FIGURES

The alternative performance measures reported above are explained on pages 22-25.

Directors' Report on Operations

1. Analysis of the Company's situation, market trends and results of operations

   1. Markets

      1. International market

         In the first half of 2025, Italian wine exports are expected to decline, reflecting the current decline in consumption, only partially mitigated by the rush in America to buy pre-tariff stocks. According to Unione italiana vini, exports to non-EU countries closed the first quarter with volumes down by almost 9% (-0.1% in value), despite the 4% increase in the USA (slowing down by the end of March, however). The Unione italiana vini Observatory's Nielsen-based calculations of large-scale distribution and retail in the world's top three markets (USA, Germany and UK) show a declining trend in volumes of 8% (-5.5% in value) in the first quarter, with the United States down 5.4%, Germany -11.8% and the UK -6.4%.

         Negative signals also come from the main Eastern European markets, where Russia has reduced its imports of Italian wine by more than two-thirds, with just 7.9 million litres purchased from January to March 2025, compared with 27.8 million in 2024 (-64% in value); negative signals are also coming from the Far East: (i) China is down 23% in terms of volumes (-22% in value), Japan by 12% (-10% in value), with the sole exception of South Korea +4.7% in volume (+6.5% in value).

         Almost all the main appellations are in difficulty: from Pinot Grigio delle Venezie to Chianti, from Lambrusco to Piedmontese reds to Sicilian whites.

         The one notable exception is prosecco Dop, which with Euro 387 million of sales marks an increase of 5% in value on the corresponding quarter of a year ago, against volumes that grew by over 6%, to 88.6 million litres. An appellation that confirms its key role in Italian exports.

         In terms of future prospects:

         The United States continue to represent the main market but because of the tariffs, it is also the area of greatest uncertainty given the potential damage to Italian companies: approximately Euro 317 million cumulative over the next 12 months if the 15% tariffs are confirmed, aggravated by the trend in the Euro/USD exchange rate. It will be essential for the EU and the Italian government to push for direct and indirect promotion, coordinated with the companies involved, to support brands in a context of general price and cost increases.

         The wine market in Europe presents contrasting prospects. While on the one hand there is a decline in consumption and in exports, on the other hand there are signs of growth in the premium segment and in specific foreign markets. The general trend sees a decrease in per capita consumption, with a greater focus on quality and product diversification.

         The prospects for wine consumption in Eastern Europe, on the other hand, are better with signs of moderate growth in 2025, with particular attention to the rising demand for quality

         wines and those from specific regions. In particular, countries such as Poland, Romania and Türkiye have shown an increase in imports of Italian wine in recent years.

         Positive prospects could come from market diversification and from free trade agreements, with Mercosur in the lead, in the hope that it will be ratified soon.

         Currently, Mercosur as a market represents a small percentage of Italian wine exports, but the growth potential is significant, especially in Brazil, a country with an expanding middle class and a growing interest in imported wine.

         The situation in the Far East is more complex:

         • the Chinese market for wine has undergone a significant decline in recent years, with falling sales and a decrease in per capita consumption. This is due to several factors, including the reduction in consumer purchasing power and a growing preference for local alcoholic beverages such as baijiu and beer.

           However, there is growth potential for high-quality wines and those suited to more informal drinking styles, such as aperitifs.

         • As regards other Asian markets: (i) India and Southeast Asia, in particular Vietnam and Thailand, offer growth opportunities for the wine market, driven by increasing disposable income and the adoption of Western lifestyles; (ii) despite being a mature market, Japan is showing signs of resilience with a growing interest in sparkling wines and a greater awareness of wine among younger generations.

      2. Domestic market

         After a start to the year that revealed a market that was still in difficulty, in the second quarter of 2025 wine in Italian large-scale retail trade began to show positive signs again, helped by the Easter holidays: volumes limited their losses (-1%), with overall sales recovering to show a

         +3.5% increase in value.

         Overall, in the first half of the year, sales in value terms held up (+1.1%), supported by increases in average prices (+3.5%), while overall volumes continued to show a negative trend (-2.4%).

         Still and fizzy wines are the ones penalising overall sales the most, showing the biggest declines in volume (-3.8%) and failing to bring values back into positive territory despite the rise in prices (-0.4%). Sparkling wines, on the other hand, confirmed their position as the most dynamic category, with widespread growth of more than six percentage points in both value and volume.

         In terms of distribution formats, the best results are recorded in hypermarkets, supermarkets and discount stores, which prove more resilient especially in sales of sparkling wine; Cash &

         Carry shows a different trend, continuing with previous months, which is still struggling to recover, with contractions in both value (-4.2%) and volume (-6.2%), trends that reflect out-of-home consumption that is still unstable.

      3. Trends

         2025 promises to be a year of significant change for wine, driven by innovation, well-being and sustainability:

         • the sector is evolving to conquer Millennials and Gen Z;

         • the trend towards low-alcohol wines and eco-friendly practices outlines a future that focuses on quality and engagement, responding to the demands of an increasingly aware public;

         • Packaging is going through a revolution, with alternative formats like cans gaining popularity among younger consumers, who are increasingly attentive to convenience and sustainability.

           Another central element of 2025 will be the wine experience. Wineries are moving beyond the traditional approach to tasting to offer more immersive experience. Events that combine wine with broader narratives, such as art installations or evenings, are gaining traction, especially among Millennials and Gen Z.

           The following phenomena are also being seen:

           • Moderation strategies getting stronger

             The trend towards moderation in alcohol consumption, which has been underway for several years, is becoming a cultural phenomenon that cuts across all age groups and global markets. According to IWSR1, consumers are increasingly adopting moderation strategies which include:

             • Lighter consumption: Light drinkers are now the largest segment in the 15 main markets monitored by IWSR, surpassing medium and high drinkers.

             • Temporary abstinence: In India, 72% of afluent consumers in 10 major cities report abstaining from alcohol for specific periods of time. Similar trends can be seen in South Africa, Mexico and Brazil.

               In this context, the no/low-alcohol segment continues to expand, with an expected compound annual growth rate (CAGR) of +4% between 2024 and 2028. The no-alcohol segment, in particular, will grow at a rate of 7%, generating an estimated increase in value of more than $4 billion by 2028.

               ‌1 International Wine and Spirits Record

               • Growth's centre of gravity is shifting towards emerging markets

                 If growth in mature markets is marginal or even negative, the future of the sector will be driven by emerging economies. Countries such as India, China, Brazil, Mexico, South Africa, Vietnam and Nigeria are seeing significant increases in demand for alcoholic beverages, thanks to younger populations, rising incomes and an expanding middle class.

                 Some examples:

             • In India, total alcoholic beverage volume grew by 4% in the first half of 2024, with a boom in premium spirits, RTDs (ready-to-drink packaged beverages) and local whiskies.

             • In Southeast Asia, Vietnam and the Philippines are seeing increased demand for premium beers and spirits.

             • In Africa, South Africa is seeing significant increases in the beer, cider and RTD segments.

             • In Latin America, consumption of RTDs and premium beers is on the rise in Mexico and Brazil, driven by changing social behaviours and the preferences of young consumers.

             • India is a case in point: despite still being a highly regulated market, some states are adopting more flexible policies, recognising the sector's contribution to tax revenue.

               • Consumption is becoming more informal and spontaneous

                 Consumption occasions are changing, moving towards more informal situations. This is benefiting categories such as rosé wines, prosecco, bitters and spirit-based aperitifs.

                 Some examples:

             • in the United States, prosecco and RTDs are becoming the stars of brunches, barbecues and casual gatherings, replacing more expensive options like Champagne;

             • in Italy, the aperitif culture is driving the growth of prosecco and bitters;

             • in China, the preference for cheap and informal options is redefining the out-of-home market, while the economic crisis is leading to a downgrading of consumer choices;

             • RTDs and pre-mixed cocktails continue to gain traction in all major markets, with significant growth forecast through 2028, especially in Brazil (+6%), Australia (+4%), Germany (+4%), the United States (+3%) and Canada (+3%).

               • Wine as a status symbol

                 Positive trends in consumer quality and "premiumization". A Unione italiana vini study is overturning certain commonplaces: in Italy and the USA (together representing 60% of the total Italian wine sales) those under 44 are stemming the decline in consumption, seeing wine as a status symbol: they are willing to spend on super premium labels, but without necessarily becoming attached to the brands.

               • Digital is transforming the buying process

             Digital is playing a crucial role in decision-making: according to IWSR, 63% of online alcohol shoppers carry out thorough research before buying and this behaviour is spreading to in-store purchases. Key information sources include brand websites, product reviews, and delivery apps, with price comparison and the discovery of new products among the main drivers.

      4. The 2025 Harvest

         According to Coldiretti's forecasts, a 45 million hectolitre harvest with a quality between good and excellent, thanks to a winter that was not too cold, following a normal course with a spring that was cool in April, which favoured gradual flowering. Overall, rainfall dotted the peninsula without ever being excessive, helping to build up good water reserves without hindering work in the vineyard. June was marked by a heat wave that accelerated vegetative growth, but without causing excessive stress thanks to the water reserves accumulated in the previous months. The result was a vegetative cycle in line with or slightly ahead of schedule, with vineyards in excellent shape and general good health. Since July, many areas have benefited from significant temperature variations between day and night, favouring a regular veraison and good phenolic ripening. To date, the health of the grapes is generally very good, with well-shaped bunches. Expected yields are in line with the averages and quality expectations are high. Providing there are no extreme events, the 2025 harvest could yield wines of great delicacy and freshness, a good reflection of the local terroir.

         The harvest has already started in Sicily and will carry on until November when the Nerello grapes will be picked. An early start because of the high temperatures, which accelerated the ripening of the grapes. In general, drought and bad weather have affected yields in some areas, but without compromising quality, just as problems related to diseases such as downy mildew and powdery mildew have proven to be less damaging than initially feared, the same as for attacks by alien insects. These phenomena have nevertheless had an impact on production costs, from water to grape protection strategies.

         The main problem could arise from the volumes (already last year, production reached 44 million hectolitres), given the high levels of stock still in Italian cellars, but high quality after a number of difficult years is an important and positive aspect for the entire sector. The difficulties mainly concern red wines, to the point that Unione italiana vini has proposed blocking the authorisation of new plants at least for one year: Italy is the only country in the world where the area under vine is growing, as in all other countries it is declining.

   2. The IWB Group

      1. Strategy and Results

         In this context, IWB remains the main listed exporter of Italian wine with a first half of 2025 characterised by:

         • confirmation of the Top Brands Development Strategy: following the corporate integration effective from 1 January 2024, the "One Company Project", the Group has been focusing on (i) rationalising and categorising the product portfolio and (ii) identifying the main "Top Brands" that have a profit margin (i.e. the difference between revenue and the cost of raw materials) of more than 45%: they represent and will increasingly represent the growth driver of the Group's revenue and profitability. In the first half of 2025, the Top Brands achieved a growth of 3% in volume and 2% in value with a contribution to the profitability of the "Business to Business" channel, equal to Euro 13.5 million, up by 7.6% compared with the first half of 2024;

         • product innovation: new product launches continued in the first half of 2025, which involved:

           • for Gen Z, the presentation at TFWA Asia Pacific of a new range of products focused on sustainability and modern trends in wine consumption, in particular the first IWB ZERO alcohol product which enriches the product range of the Top Brand Grande Alberone;

           • entry into the "Ready To Drink" segment with the launch in the United States of Luna Pops, a wine-based product enriched with natural fruit flavours with low calorie and alcohol content, perfect for summer;

           • the launch of the Grande Alberone Rosso "Jubileum Edition" to celebrate the Vatican's Jubilee Holy Year, with a golden bottle inspired by the Baroque style;

         • procurement management has been further improved, which has led to a 5% reduction in the cost of glass bottles.

         • a first half full of successes: in the first half of 2025, Italian Wine Brands continued to distinguish itself internationally, winning over 80 awards in the most important wine competitions in the world. This extraordinary result confirms the Group's ongoing commitment to quality, authenticity and the valorisation of Italian terroirs. The most prestigious awards include the following:

         • Ngudrà won the Grand Gold Medal at the Berliner Wein Trophy, one of the most authoritative and selective international wine competitions, standing out for its strong character and production excellence.

         • Gigino Grande Toscana Rosso IGT obtained the highest recognition of "4 Tralci" from the VITAE (FIS) Guide, awarded by the Italian Sommelier Federation (FIS) to wines of extraordinary complexity, elegance and territorial expression.

         • 9 Legni got 94 points from Wine Enthusiast thanks to its extraordinary complexity and the unique character that comes from its refinement in nine different types of wood.

         • Ticchè and Rasole respectively received 91 and 92 points from James Suckling, one of the most influential wine critics in the world. These scores highlight the expressive intensity and stylistic refinement that are making Le Forconate emerge as a benchmark in the premium wine segment.

         • In addition to these, there have been other prestigious awards for Le Forconate wines: at the WineHunter Award 2025 (Merano Wine Festival) the Toscana Cabernet Franc IGT 2022 received the Red Medal and the Toscana Vermentino IGT 2024 won the Gold, in addition to the recent and important score of 91 points awarded by James Suckling, again for the Vermentino, authentic expressions of an unprecedented Tuscan excellence.

         From an economic point of view, the Group confirmed its performance in terms of Adjusted EBITDA in the first half of the year and achieved a new record in terms of Net Profit, coming in at Euro 10.3 million.

         Sales are achieved primarily through a portfolio of proprietary brands. Particular importance is taken on by the TOP BRANDS identified in the following:

         
         
         

      2. Stock performance

         Over the last 12 months, IWB's stock:	On a longer time horizon (5 years):

         • resumed its growth path in the 1st quarter of 2025 in conjunction with the announcement of the all-time record in terms of Adjusted EBITDA and Net Profit

         • was affected, in the 2nd quarter, by the volatility of exports resulting from the general uncertainty on the US tariffs front.

         • the stock has achieved a significant growth in value of 34.36%

         • even more significant when compared with the performance of the main european peers and companies in the beverage sector which can claim a much more important positioning in the market.

         The performance of the stock is still far from the consensus valuations expressed by financial analysts and the resulting capitalisation of around 210 million euro, being equal to:

         • 4 x Adjusted EBITDA LTM

         • 9 x Net Profit LTM

         • 7 x cash generation LTM

         despite the constant growth in profitability in absolute and percentage terms and a cash generation capacity of 50-55% of Adjusted EBITDA confirmed by a ten-year historical series thanks to:

         • Leadership position on the international market with a very wide range of brands for all product categories: from Top Brands to Private Label, serving all sales channels on all continents.

         • Consolidated growth strategy in terms of both organic growth and M&A. IWB positions itself as one of the most important aggregation platforms in a wine market that is still extremely fragmented.

         • Business model excellence: the strategic choice of an asset light model that leverages the ability (i) of internal winemakers to create blends and brands and (ii) of the marketing department to enhance the perceived value

         which have allowed the Group to achieve continuous growth in profitability and cash generation despite the trends of the wine market, which are not always linear.

      3. Group Structure

         From a corporate point of view, in 2023 the Group initiated a significant reorganisation, which was completed in 2024. This led to (a) the creation of two hubs to cover the various sales channels and (b) optimisation of the industrial structure which achieved important synergies with long-term economic and financial effects, resulting in the following structure:

         1. IWB Italy S.p.A. which was born from the merger of Provinco Italia S.p.A., Enoitalia S.p.A., Barbanera S.r.l., Fossalto S.r.l. and the B2B and production side of Giordano Vini S.p.A., with the mission to:

            1. develop the Group's B2B business in both the Wholesale and Ho.re.ca channels, also through the coordination of foreign companies focused on the presence and growth of the main reference markets;

            2. ensure production that is flexible with respect to the needs of different brands and optimised in terms of costs and supply chain efficiency.

               The Group's production structure consists of (i) 3 company-owned wineries located in Calmasino (VR), Montebello (VI) and Cetona (SI) and (ii) 8 bottling lines, one of which is located in Cetona (SI), 3 in Montebello (VI), 4 in Calmasino (VR).

         2. Giordano Wines S.p.A. as a purely commercial company focused on direct sales to the end-consumer:

            1. through integrated management of all direct contact channels (Direct Mailing, Teleselling and Web;

            2. offering personalised delivery and payment services;

            3. enriching the offer to customers with traditional Italian food products and complementary products that make the consumer experience even more attractive.

         IWB S.p.A. maintains management and coordination activities for the Group companies by directly holding controlling interests in the main companies: Giordano Vini SpA, IWB Italia SpA, Enovation Brands Inc., and IWB UK Ltd as well as indirect control of Raphael Dal Bo Ag (controlled by IWB Italia SpA) which:

         • guarantees a leading position in the Swiss market;

         • contributes significantly to the growth in margins due both to the Top Brands component and to the higher prices and unit margins recognised by Swiss consumers for the Group's products.

         The following is the corporate organisation chart of the Italian Wine Brands Group.

         
         
         

         • IWB Italia S.p.A. was born from the merger, effective 1 January 2024, of Provinco Italia S.p.A., Enoitalia S.p.A. Barbanera S.r.l., Fossalto S.r.l. and the B2B and production side of Giordano Vini S.p.A.;

         • Giordano Vini S.p.A. remains as a company focused on B2C sales.

           In addition to organisational simplification, the objective of the demerger was a better focus on commercial and production activities and the maximisation of business synergies;

         • Provinco Deutschland GmbH in liquidation was permanently cancelled from the companies register in August 2025.

      4. Summary of financial results

The following is a summary of the consolidated half-year economic and financial results obtained by the Italian Wine Brands Group in the period between the first half of 2025 and the corresponding periods of 2024 and 2023, with figures expressed in thousands of euro.

1. Adjusted gross operating profit is the equivalent of EBITDA, net of management adjustments as detailed on page 21.

2. Adjusted profit/(loss) is the equivalent of the Profit/(loss), after deducting management adjustments and the related tax effect as detailed on page 21.