Annual Financial Report FY 2025

Auditor's report

Annual accounts as at 31 12 2025 Management report

This version of our report is a free translation from the original, which was prepared in Spanish. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.

To the shareholders of Izertis, S.A.

We have audited the annual accounts of Izertis, S.A. (the Company), which comprise the balance sheet as at 31 December 2025, and the income statement, statement of changes in equity, cash flow statement and related notes for the year then ended.

In our opinion, the accompanying annual accounts present fairly, in all material respects, the equity and financial position of the Company as at 31 December 2025, as well as its financial performance and cash flows for the year then ended, in accordance with the applicable financial reporting framework (as identified in note 2 of the notes to the annual accounts), and in particular, with the accounting principles and criteria included therein.

We conducted our audit in accordance with legislation governing the audit practice in Spain. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the annual accounts section of our report.

We are independent of the Company in accordance with the ethical requirements, including those relating to independence, that are relevant to our audit of the annual accounts in Spain, in accordance with legislation governing the audit practice. In this regard, we have not rendered services other than those relating to the audit of the accounts, and situations or circumstances have not arisen that, in accordance with the provisions of the aforementioned legislation, have affected our necessary independence such that it has been compromised.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the annual accounts of the current period. These matters were addressed in the context of our audit of the annual accounts as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

PricewaterhouseCoopers Auditores, S.L.

C/ Fray Ceferino, 2, 33001 Oviedo, España

https://www.pwc.es Tel.: +34 985 208 550 / +34 902 021 111

R. M. Madrid, hoja M-63.988, folio 75, tomo 9.267, libro 8.054, sección 3.ª Inscrita en el R.O.A.C. con el número S0242 - NIF: B-79031290

Key audit matters How our audit addressed the key audit matters

Impairment of goodwill and customer relations

As of December 31, 2025, the value of goodwill amounted to €23,057 thousand and the value of customer relations amounted to €25,447 thousand (see note 8 of the accompanying annual accounts), which together represents 23% of the total balance sheet.

In the case of customer relations, the Company assesses whether or not there are signs of deterioration in accordance with the provisions of note 4.4.c) of the accompanying annual accounts.

The Company annually carries out an analysis of the impairment of goodwill and, if it identifies indications of impairment, of customer relationship assets, in accordance with the provisions of note 4.6. of the accompanying annual accounts, and determines the recoverable amount of the CGU based on the value in use, for which it estimates the present value of the expected cash flows from the same. The key assumptions used in estimating these cash flows for the purposes of the impairment analysis are detailed in note 8. (e) of the accompanying annual accounts.

Due to the relevance of the amounts involved, together with the estimates and judgements made (see note 2 of the accompanying annual accounts) in relation to the impairment analysis of these assets, this area of work has been considered a key issue in our audit.

Firstly, as part of our audit procedures, we have carried out an understanding of the procedures followed by the Company to carry out the impairment analysis of these non-current assets.

In relation to the verification of the impairment of customer relationships, we have evaluated the analysis of the impairment indicators carried out by the Company.

In relation to the goodwill impairment test carried out by the Company, we have carried out, among others, the following procedures:

• We have evaluated the reasonableness of the main hypotheses used through meetings with management, carrying out an analysis of the main estimated variables that have served as the basis for the calculations made, including the contrast with the historical results.

• In relation to the discount rates applied, we have made an evaluation based on general market indicators, and their reasonableness has been evaluated by questioning and contrasting the calculations made by the Company.

• We have checked the arithmetic correctness of the calculations made.

• We have evaluated the sensitivity calculations on the key assumptions carried out by the Company and the estimation of the magnitude of the change that must occur for goodwill to be impaired.

Finally, we have assessed the adequacy of the information disclosed in the annual accounts with respect to the value assessment of these assets.

The result of the procedures carried out has made it possible to reasonably achieve the audit objectives for which they were designed.

Valuation of investments in group companies

As indicated in note 10 of the accompanying annual accounts, as of December 31, 2025, the Company had holdings in group companies amounting to €83,494 thousand, representing 39% of the total balance sheet.

The impairment check on these investments is carried out in accordance with the provisions of note 4.8.b) of the accompanying annual accounts.

The determination of recoverable value in certain group companies is mainly based on calculations of discounts on future cash flows. The key assumptions used in the estimation of these cash flows for the purposes of the impairment analysis are detailed in note 10 of the accompanying annual accounts.

Due to the relevance of the amounts involved, together with the estimates and judgements made (see note 2 of the accompanying annual accounts) in relation to the impairment analysis of investments in group companies, this area of work has been considered a key issue in our audit.

As part of our audit procedures, we have evaluated the methodology used by the Company's management for the valuation of investments in group companies, which includes the evaluation of accounting policies related to the impairment analysis and the estimates made by management.

First, we have compared the net book value of the shares in group companies with the net worth of each company.

In cases where the recoverable value of group companies has been determined based on the estimate of future cash flows, we have carried out, among others, the following procedures:

• We have evaluated the reasonableness of the main hypotheses used through meetings with management, carrying out an analysis of the main estimated variables that have served as the basis for the calculations made, including the contrast with the historical results.

• In relation to the discount rates applied, we have made an evaluation based on general market indicators, and their reasonableness has been evaluated by questioning and contrasting the calculations made by the Company.

• We have checked the arithmetic correctness of the calculations made.

• We have evaluated the sensitivity calculations on the key assumptions carried out by the Company and the estimation of the magnitude of the change that must occur for these holdings to deteriorate.

Finally, we have assessed the sufficiency of the information disclosed in the annual accounts in relation to the shareholdings in group companies.

The result of the procedures carried out has made it possible to achieve the audit objectives for which they were designed.

Other information comprises only the management report for the 2025 financial year, the formulation of which is the responsibility of the Company's directors and does not form an integral part of the annual accounts.

Our audit opinion on the annual accounts does not cover the management report. Our responsibility regarding the management report, in accordance with legislation governing the audit practice, is to:

1. Verify only that the statement of non-financial information, certain information included in the Annual Corporate Governance Report and the Annual Report on Directors' Remuneration, as referred to in the Auditing Act, have been provided in the manner required by applicable legislation and, if not, we are obliged to disclose that fact.

2. Evaluate and report on the consistency between the rest of the information included in the management report and the annual accounts as a result of our knowledge of the Company obtained during the audit of the aforementioned financial statements, as well as to evaluate and report on whether the content and presentation of this part of the management report is in accordance with applicable regulations. If, based on the work we have performed, we conclude that material misstatements exist, we are required to report that fact.

On the basis of the work performed, as described above, we have verified that the information mentioned in section a) above has been provided in the manner required by applicable legislation and that the rest of the information contained in the management report is consistent with that contained in the annual accounts for the 2025 financial year, and its content and presentation are in accordance with applicable regulations.

The directors are responsible for the preparation of the accompanying annual accounts, such that they fairly present the equity, financial position and financial performance of the Company, in accordance with the financial reporting framework applicable to the entity in Spain, and for such internal control as the aforementioned directors determine is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error.

In preparing the annual accounts, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

The audit commission is responsible for overseeing the process of preparation and presentation of the annual accounts.

Our objectives are to obtain reasonable assurance about whether the annual accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with legislation governing the audit practice in Spain will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these annual accounts.

As part of an audit in accordance with legislation governing the audit practice in Spain, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the annual accounts, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

• Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the annual accounts or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the annual accounts, including the disclosures, and whether the annual accounts represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the entity's audit commission regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the entity's audit commission with a statement that we have complied with ethical requirements relating to independence and we communicate with the aforementioned those matters that may reasonably be considered to threaten our independence and, where applicable, the safeguards adopted to eliminate or reduce such threat.

From the matters communicated with the entity's audit commission, we determine those matters that were of most significance in the audit of the annual accounts of the current period and are therefore the key audit matters.

We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter.

We have examined the digital file of the European single electronic format (ESEF) of Izertis, S.A. for the 2025 financial year that comprises an XHTML file of the annual accounts for the financial year, which will form part of the annual financial report.

The directors of Izertis, S.A. are responsible for presenting the annual financial report for the 2025 financial year in accordance with the formatting requirements established in the Delegated Regulation (EU) 2019/815 of 17 December 2018 of the European Commission (hereinafter the ESEF Regulation). In this regard, the Annual Corporate Governance Report and the Annual Report on Directors' Remuneration have been incorporated by reference in the management report.

Our responsibility is to examine the digital file prepared by the Company's directors, in accordance with legislation governing the audit practice in Spain. This legislation requires that we plan and execute our audit procedures in order to verify whether the content of the annual accounts included in the aforementioned file completely agrees with that of the annual accounts that we have audited, and whether the format of these accounts has been effected, in all material respects, in accordance with the requirements established in the ESEF Regulation.

In our opinion, the digital file examined completely agrees with the audited annual accounts, and these are presented, in all material respects, in accordance with the requirements established in the ESEF Regulation.

The opinion expressed in this report is consistent with the content of our additional report to the audit commission of the Company dated 24 March 2026.

The General Ordinary Shareholders' Meeting held on 13 June 2024 appointed us as auditors for a period of tres years, as from the year ended 31 December 2024.

Services provided to the audited entity for services other than the audit of the accounts are disclosed in note 32 to the annual accounts.

PricewaterhouseCoopers Auditores, S.L. (S0242)

Original in Spanish signed by Conrado Cea Sánchez (19947)

24 March 2026

Izertis, S.A.

Annual accounts and management report

December 31, 2025

Izertis, S.A.

TABLE OF CONTENTS

1. General Information 8

2. Presentation requirements 19

3. Distribution of profit/(loss) 22

4. Accounting and valuation standards 23

5. Financial risk management 44

6. Mergers 48

7. Property, plant and equipment 51

8. Intangible Assets 53

9. Operating leases 59

10. Investments in Group companies, joint ventures and associates 60

11. Financial instruments 70

12. Other financial assets measured at amortised cost 73

13. Trade and other receivables 75

14. Inventory 77

15. Cash and cash equivalents 78

16. Accruals 79

17. Share capital and share premium 80

18. Reserves 83

19. Treasury stock 84

20. Other contributions from members 86

21. Other equity instruments 87

22. Grants 88

23. Financial liabilities from the issuance of bonds and other marketable securities 89

24. Amounts owed to credit institutions 93

25. Other financial liabilities 95

26. Trade and other payables 97

27. Public authorities and tax position 99

28. Income and expenditure 104

29. Guarantees, contingencies and other commitments 109

30. Transactions with related parties 110

31. Remuneration of the Board of Directors and Management Committee 114

32. Audit fees 116

33. Environmental reporting 117

34. Subsequent events 118

Management Report as of 31 December 2025 125

1. Statement of comprehensive income as of December 31, 2025 and 2024

   	Notes	31/12/2025	31/12/2024
   Profit and loss account		(4,530)	161
   Income and expenses recognised directly in equity
   Grants, donations and legacies received	22	995	1,084
   Tax base	22	(249)	(271)
   Total income and expenses recognised directly in equity		746	813
   Transfers to the profit and loss account
   Grants, donations and legacies received	22	(2,133)	(296)
   Tax base	22	533	74
   Total transfers to the profit and loss account		(1,600)	(222)

   
   
   

   Statement of changes in equity as of December 31, 2025 and 2024

   In thousands of euros

   Izertis, S.A.

   Balance as of 31 December 2024 2,788 60,932 4,417 (2,190) 4,562 161 802 1,468 72,940

1. Statement of Changes in Equity as of 31 December 2025

1. ‌General Information

   Izertis, S.A. (hereinafter "Izertis", or the "Company") was incorporated on 1 July 1998 under the name "Chipbip Servicios y Sistemas, S.L.". On 22 July 2011, the Company changed its name to Izertis, S.L. Subsequently, on 19 June 2019, the Company's General Meeting of Partners resolved to convert the company from a limited liability company to a public limited company, thereby changing its name to Izertis, S.A.

   Furthermore, on 27 June 2025, the Company's General Meeting of Shareholders resolved to delist all shares representing the Company's share capital from the BME Growth segment of BME MTF Equity and, at the same time, to apply for the admission to trading of all shares representing the Company's share capital on the Madrid, Barcelona, Bilbao and Valencia via the Spanish Stock Exchange Interconnection System (SIBE). In this context, the amendment to the Articles of Association was approved in order to bring them into line with the status of a listed company and the requirements and practices of good corporate governance for listed companies, as well as the introduction of other technical improvements. Likewise, the Rules of Procedure of the General Meeting and the Rules of Procedure of the Board of Directors, which are legally required of a listed company, were approved at the same General Meeting. By virtue of the aforementioned listing of its shares on the Madrid, Barcelona, Bilbao and Valencia Stock Exchanges, in accordance with the provisions of Article 529 bis of Royal Legislative Decree 1/2010 of 2 July, approving the consolidated text of the Corporate Enterprises Act (the "Corporate Enterprises Act"), the Company's governing body was amended through the resignation of Laren Capital, S.L., as Chairman and Chief Executive Officer of the Board of Directors, with effect from 27 June 2025, and the simultaneous appointment of Mr Pablo Martín Rodríguez as Chairman and Chief Executive Officer of the Board was agreed.

   On 4 July 2025, the shares representing the Company's share capital began trading on the Madrid, Barcelona, Bilbao and Valencia Stock Exchanges, following the approval and publication by the Spanish National Securities Market Commission on 3 July 2025 of the Registration Document, drawn up by the Company in accordance with Regulation (EU) 2017/1129.

   In accordance with its articles of association, the Company is established for an indefinite period.

   The registered office and tax domicile of the Company is at Avenida del Jardín Botánico, No. 1,345, 33203, Gijón, Asturias (Spain), and its tax identification number is A33845009.

   The direct parent company of Izertis, S.A. is Laren Capital, S.L., with its registered office and tax domicile at Calle Basauri, No. 6, 28023, Madrid, (Spain), which holds 13,051,782 shares representing 44.96% of the share capital as of 31 December 2025 (13,253,447 shares representing 47.53% of the share capital as of 31 December 2024).

   Izertis S.A. is the parent company of a group of companies comprising the subsidiaries listed below

   in the scope of consolidation, as detailed in Annex I (hereinafter, the "Group" or "Izertis Group").

   The Company is a partner in various joint ventures with other partners, which have been included in these financial statements. Information regarding the joint ventures, which take the form of Joint Ventures (JVs), is presented in Annex II.

   2025 Financial Year

   On 9 January 2025, the Company entered into an agreement to acquire 100% of the share capital of the British consultancy firm Assured Thought Limited, which specialises in engineering consultancy, quality control and software testing services.

   On 7 April 2025, the Company entered into an agreement to acquire 100% of the share capital of May Business Consulting Limited and May Business Consulting, S.L., a British and Spanish company respectively, which specialise in the financial sector and have a presence in the United Kingdom and Spain (Madrid and Seville).

   On 16 April 2025, the Parent Company entered into an agreement to acquire 50% of the share capital of Coderland Panamá, S.A., a Panamanian company and the parent company of the companies comprising the Coderland Group (Coderland Centroamericana, S.A.; Coderland España, S.L.; Coderland Salvador, S.A. de C.V. and Coderland Guatemala, S.A.), which specialise in software development. Subsequently, the company Coderland Canarias, S.L. was incorporated within this group. Following this acquisition, the Group is able to direct the relevant activities of the Coderland Group, which is why it is fully consolidated. In addition, the Group holds a call option for 1%.

   On 2 October 2025, the Company has formalised the acquisition of the ICA Group's digital transformation business, comprising the companies Izertis Cat, S.L.U. and ICA Transformación Digital, S.L.U., which specialise in the development of software, applications, web portals and mobile applications, as well as in digital transformation consultancy, process digitalisation, systems and application integration, and data intelligence.

   Furthermore, during the financial year, the company Izertis Colombia, S.A.S., based in Bogotá, was wound up; this winding-up did not have any significant impact.

   During the 2025 financial year, the names of the following group companies were changed: Izertis Nexis Mexico,

   S.A. de C.V. (formerly Nexis IT Group, S.A. de C.V.); Izertis Keifi, S.L.U. (formerly Keifi Soluciones Tecnológicas, S.L.U.); Izertis Keifi USA, Inc. (formerly Keifi Technologies USA, Inc.); Izertis Keifi Colombia, SAS (formerly Keifi Technologies Colombia, SAS); Izertis Projecting Limited (formerly Projecting Limited); Izertis Switzerland SÀRL (formerly Digiswit, SÀRL); Izertis Cat, S.L.U. (formerly ICALIA Solutions, S.L.U.) and Zesto Platforms, S.L.U. (formerly Ozire Platforms, S.L.U.).

   2024 Financial Year

   On 13 June 2024, the General Meeting of Shareholders of Izertis, S.A. approved the merger by absorption by Izertis, S.A. of the companies Pharma Advisors, S.L.U., Maca Technology, S.L.U. and Autentia Real Business Solutions, S.L.U., with the latter being dissolved without going into liquidation.

   On 13 June 2024, the sole shareholder of Pharma Advisors, S.L.U., Autentia Real Business Solutions,

   S.L.U. and Maca Technology, S.L.U. approved the merger by absorption of these companies by Izertis, S.A., with the dissolved companies being wound up without liquidation.

   In accordance with the provisions of Article 25.4 of the Consolidated Text of the Law on Property Transfer Tax, approved by Royal Legislative Decree 1/1993 of 24 September, the tax base for both mergers by absorption is zero, as there is no increase in capital in the absorbing company, given that the absorbed companies are wholly owned by the absorbing company.

   During the second half of the 2024 financial year, the Company completed the acquisition of the Projecting Group, comprising the parent company Projecting Limited and its subsidiary Earlswood, S.L., as well as the company Digiswit, Sárl.

   The consolidated financial statements of the Izertis Group for the financial year 2025 were approved by the

   Company's Board of Directors at its meeting held on 23 March 2026.

   According to the consolidated financial statements, prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS-EU), consolidated equity as of 31 December 2025 amounted to

   €94,199 thousands (€84,559 thousands as of 31 December 2024), the consolidated profit attributable to the Parent Company amounts to €3,869 thousands (€4,283 thousands as of 31 December 2024), and the total volume of assets and ordinary income amounts to €272,470 thousands and €161,442 thousands respectively as of 31 December 2025 (€212,724 thousands and €133,077 thousands respectively as of 31 December 2024).

   The Group's corporate purpose and business activity is IT engineering and consultancy through the outsourcing of business solutions, the management of digital transformation projects, as well as infrastructure and systems for software development and customisation.

   Izertis facilitates its clients' digital transformation by designing and deploying highly complex projects across a broad technological spectrum, with a significant impact on society as a whole. Our model combines strategic consultancy services, end-to-end implementation and 24/7 managed operations, resulting in growing recurring revenue, strong client relationships and the capacity for international expansion.

   The Group's operations are structured at an operational level into the following business lines:

   • Cloud & Infrastructure

     In the Cloud & Infrastructure business unit, IZERTIS designs, deploys and manages robust, secure and scalable technology environments optimised for artificial intelligence and big data processing. Its scope covers the digital workplace (identity, devices and productivity in Microsoft 365), the design and governance of hyperscale platforms such as Microsoft Azure, Amazon Web Services and Google Cloud Services, 360° monitoring, comprehensive infrastructure management and 24/7 managed operations from the Managed Services Centre (MSC). The offering is designed to ensure operational stability, cost predictability and scalability, with security and compliance built in from the design stage.

     The service offering covers the following areas:

   • Digital workplace and productivity. The service covers identity and access management, device fleet management, and the operation of collaboration and content platforms (email, intranet, corporate storage and team workspaces), as well as endpoint security and user experience automation to eliminate friction and boost productivity at scale. This coverage reduces the total cost of ownership by standardising tools and processes across the organisation.

   • Cloud architecture and modernisation. The practice designs and prepares cloud environments with security and efficiency in mind, and automates deployment to speed up rollouts, reduce errors and facilitate audits. This includes migrations to hyperscale providers and application modernisation (containerisation, serverless) with observability management and FinOps, which combines financial management with cloud engineering and operations, ensuring cost-effective delivery and minimising infrastructure costs through continuous optimisation.

   • Deployment of infrastructure for AI systems. This area designs infrastructure that is ready for artificial intelligence from the outset, anticipating the future use of data and AI solutions. The service incorporates the design of AI-ready infrastructures, combining accelerated computing (GPU/HPC), high-performance storage and low-latency networks with MLOps practices and data governance, so that models can operate in production under standards equivalent to those of critical applications. Coordination with the AI & Data and Cybersecurity areas ensures continuity, security and compliance throughout the entire lifecycle.

   • Managed services. Izertis operates a 24/7 Managed Services Centre, an operational unit responsible for monitoring, managing and providing ongoing support for its clients' IT systems. The MSC provides continuous monitoring, operation, management and maintenance with an SLAs

     (service level agreements) and KPIs (key performance indicators); it integrates incident, problem and change management, supplier management, continuous improvement, and systematic control of costs (FinOps) and security (EDR/XDR, integration with SIEM/SOC). The aim is to transform the infrastructure into a governed and auditable service, with metrics that are understandable to senior management (availability, response times, cost per unit of service). This is a single framework for managing people, processes and technology, featuring executive metrics, cost control and built-in security, designed to transform infrastructure into a scalable and auditable business capability.

   • Consultancy & Governance

     In the Consultancy & Governance division, Izertis offers services including strategic consultancy and the implementation of technology governance models. It develops strategies that optimise operational efficiency and create new business opportunities. Work is carried out hand in hand with executive teams (CxO) to ensure that each initiative is perfectly aligned with corporate objectives and backed by a solid technological foundation. The division is capitalising on the growing demand for advice on strategic AI, digital regulation (NIS2, DORA, the Cyber Resilience Act, the AI Act) and data-driven operational models. The consulting teams combine extensive industry knowledge with experience in implementing disruptive technologies, enabling them to design strategies that truly drive growth and innovation. This expertise enables us to offer distinctive strategic consultancy services in artificial intelligence, hyper-automation and Enterprise Programme Management Offices (EPMOs).

     The service offering covers the following areas:

   • Enterprise Programme Management Offices. With a "Lean/Agile" approach, Izertis' Enterprise Project Management Offices act as change accelerators, providing methodologies, tools and metrics that maximise the return on your strategic investments. To this end, standard frameworks are combined with proprietary accelerators based on artificial intelligence (AI) that speed up diagnostic processes, improve the generation of strategic roadmaps and optimise the implementation of solutions, significantly reducing project times and maximising return on investment.

   • AI adoption programmes. Designing strategic AI plans that link objectives to outcomes, prioritising areas with the greatest impact and return, and drawing up a roadmap with milestones, metrics and resources. It focuses on turning these objectives into reality by defining and implementing use cases: from the initial assessment and the business case through to the pilot phase and roll-out, backed by evidence of value, cost and risk. An AI governance framework is established to ensure responsible, measurable and auditable use. The service cycle is completed by providing support throughout the change management process (communication, adoption and support).

   • Operational efficiency. The portfolio includes process, re-engineering, continuous improvement and digitalisation services delivered via AI-assisted rapid development (low-code) platforms, delivering benefits in terms of costs, timelines and user experience. The aim is to transform the operation into a predictable system, with less friction, shorter lead times and lower costs, whilst ensuring traceability and control. Built-in AI speeds up delivery and improves quality.

   • Implementation of management solutions. Across the board, the adoption of new working models is facilitated through change management and cultural transformation and its ability to deploy project portfolio management (PPM) and enterprise service management (ITSM and ESM) solutions to automate defined management processes based on software package solutions from Atlassian and Microsoft.

   • Standardisation and compliance. The approach includes a comprehensive module covering the implementation, operation and auditing of standards and frameworks: National Security Framework, ISO 27001, ISO 22301, NIS2, DORA, CRA, TISAX, GDPR, ISO 31000 and AI-specific standards such as ISO/IEC 42001, ISO 38507 and ISO 5338. This framework is reinforced by role-based awareness programmes, SASE (Secure Access Service Edge) deployments and the automation of cloud-based controls to ensure compliance by design, with metrics covering detection and response times and control coverage.

   • Cybersecurity

     The combination of advanced services, capabilities in classified environments and the proprietary Ozire platform gives Izertis a distinct advantage in highly regulated sectors such as the public sector, defence, energy and finance. Izertis' services are used in regulated environments, ranging from audits and attack simulations to the implementation of digital monitoring strategies and incident response. This is a cross-functional unit that provides reliability and assurance in the configuration of security measures, with a high degree of specialisation in information protection and comprehensive support throughout a continuous cycle for asset and data governance. Cybersecurity protects critical assets through a system that combines prevention, detection and response with risk management and compliance. It covers secure architectures (cloud and on-premises), data protection and governance (classification, encryption, DLP), identity and access management (MFA, privileges, Zero Trust), endpoint security, digital surveillance, cyber intelligence and attack surface management, supported by a CISO Support Office that develops policies, procedures and executive dashboards.

     The service offering covers the following areas:

   • Advanced resilience and cyber intelligence services. We work with the crisis management committees through simulations, analyses of sector-specific adversaries and assessments of supply chain providers. At the same time, we incorporate asset security analyses using passive and non-intrusive techniques that enable continuous scanning for vulnerabilities and exposure (including fingerprinting, correlation with intelligence sources and configuration reviews based on telemetry and logs). At the same time, the

     department provides support to the Chief Information Security Officer (CISO) in the performance of their duties and in any other role associated with their position, including the development of security policies and implementation plans, the review of security documentation, and the production of executive reports containing cybersecurity metrics and indicators that facilitate decision-making for clients.

   • Classified systems and the supply chain. Izertis has the capability to design, certify and operate environments handling sensitive or classified information, including ENS pre-inspections, system hardening and evidence traceability throughout the entire lifecycle. Specifically, the company operates RAA (Restricted Access Area) and PAA (Protected Access Area) zones at its headquarters, which are equipped to handle classified information securely. In addition, critical client services are assessed through risk analysis and cybersecurity scoring; managed supply chain monitoring and control services are implemented (exposure monitoring, tracking of remediation plans, and verification of security clauses in contracts and SLAs), and we participate in corporate security committees to escalate incidents, prioritise investments and ensure operational continuity in the public sector, defence and critical infrastructure.

   • The solution is built on Ozire, a cybersecurity platform developed by Izertis that centralises governance, asset inventory, risk assessment, remediation plans and technical compliance with European regulations. Its approach incorporates analytics and AI to prioritise actions based on impact and effort, and consolidates evidence to facilitate auditing and reporting to senior management.

   • Identity and trust. Finally, as part of its commitment to innovation and emerging technologies, Izertis uses blockchain technologies for traceability and automation of critical processes, facilitating decentralised identity management models and smart contracts. A particular highlight is Identfy, Izertis's wallet approved under the European Identity Framework (EBSI/EUDI): it enables the use of verifiable credentials and streamlines customer onboarding and KYC checks, offering greater privacy and trust.

   • Software Engineering

     The Software Engineering business unit delivers solutions that guarantee resilience, scalability and security in demanding business environments and facilitate digital transformation, focusing on creating value and accelerating time to market. Software Engineering translates strategy into platforms and products with quality built-in and security by design, linking technical metrics (availability, latency, errors) with business KPIs (adoption, conversion, revenue). It accelerates the transition from "projects to products" by building platforms and applications that integrate generative AI capabilities and corporate agents, with a strong focus on sectors where Izertis already has a strong foothold (finance, insurance, industry and the public sector).

     The service offering covers the following areas:

   • AI Agents. Izertis develops and operates corporate agents and agent platforms that integrate with an organisation's processes and systems to perform end-to-end tasks, using an approach that combines natural interaction with teams and automated execution with human supervision (HITL) where appropriate. Izertis facilitates its adoption and scaling within leading ecosystems, ensuring continuity, compliance and return on investment.

   • Digital platforms. This business unit builds high-impact digital platforms designed to scale and evolve with the business. The division implements and develops Liferay, Drupal, SharePoint and Hyland, as well as the Power Platform for process automation, optimising collaboration and document management in line with security and compliance standards. API management solutions (Kong, MuleSoft) ensure interoperability and governance of the service catalogue.

   • Cloud apps and mobility. Applications are managed and modernised across various hyperscale environments: platform governance, networking, observability, FinOps, DevSecOps/CI-CD, AI agent-based platforms are designed (applications that integrate AI agents into productivity or business scenarios) and mobile applications are developed (native and hybrid). In addition, we address development and migration to hyperscale environments where the context requires it, whilst maintaining consistency in governance and costs.

   • Software Engineering. Back-ends are implemented in Java, .NET, Node, PHP and Python, and front-ends in Angular, React and Vue, using modular architectures and governed APIs to facilitate testing, observability and evolution. The design prioritises time-value and the reduction of technical debt, with automated deployments and decision traceability. This approach applies systematic and advanced DevSecOps (security in software development and operations) practices, integrating security natively throughout the entire software lifecycle.

   • QA as a system. Izertis applies a quality-driven development approach and quality assurance (QA) throughout the product life cycle, guaranteeing secure, reliable and highly scalable software. The QA process includes maturity assessments, quality strategies and operations, test automation (web, API, mobile) and performance testing. A key distinguishing feature is Artiko (Izertis's proprietary tool), which offers comprehensive software quality management and traceability throughout the software lifecycle, thereby strengthening the ability to audit and continuously improve

   • Phygital. The concept of "phygital" has been adopted, integrating the engineering and manufacturing of physical products-which are capable not only of integrating, but also of developing and producing state-of-the-art sensors and connected products (such as the 5G sensor for tracking goods in power generation plants, hardware systems for managing cash machines, and wireless arthroscopes)-with digital products

     to offer unique and differentiated solutions. This mixed engineering (physical and digital) approach makes

     it possible to develop solutions that meet current needs and anticipate future market demands.

   • Financial Tech Services serves as the sector-specific pillar of Software Engineering for financial institutions and insurers, focusing on productivity, compliance and scalability, through a highly specialised team. This proposal is based on our own products: Pedra (a platform for the prevention of money laundering and terrorist financing (AML/CFT)) and Investor+ (a solution for digitising retail investment in venture capital funds).

     Its digital sustainability strategy enables it to develop digital platforms aligned with sustainable computing principles (Green IT), optimising energy consumption and reducing the carbon footprint of digital solutions.

   • Cx & Business Solutions

     IZERTIS operates in Customer Experience & Business Solutions, designing strategies based on data and artificial intelligence to create personalised and profitable experiences. It integrates customer relationship management (CRM), digital experience (DEX) and business solutions to drive revenue growth, operational efficiency and customer loyalty. Its comprehensive End-to-End Experience approach supports companies in improving informed decision-making and understanding different customer profiles. It incorporates advanced analytics to provide solutions tailored to every business need, using predictive and forward-looking models.

     This enables the development of hyper-personalised strategies, content and digital assets, using different business solutions to improve the user experience, maximise customer conversion and loyalty, and promote the acceleration of sustained business growth.

     The service offering covers the following areas:

   • CRM (strategy, model and implementation). The service covers CRM strategy, maturity assessments, operational models, CRM PMO and the implementation of Sales, Service, Experience, Revenue and Platform, as well as agentforce, where Izertis integrates IA agent capabilities into sales, service and operational processes on Salesforce, covering design, configuration and implementation to accelerate productivity and ensure traceability and control. Coverage extends to Salesforce's clouds (Sales, Service, Experience, Revenue and Platform) so that teams can work with operational assistants integrated into their workflows, aligned with business objectives and monitored where applicable. Continuity is ensured through support/AMS, adaptive demand management and staff training to facilitate the adoption of change.

   • Digital experience. The service covers product discovery, UX/UI, accessibility, analytics and dashboards, conversion rate optimisation (CRO), search engine optimisation (SEO), paid media campaigns and automation, linking brand, engagement and conversion through common, trackable metrics. Improved digital performance with data-driven strategies and automation. Behavioural analytics, SEO & Performance, testing, automation and omnichannel campaign measurement (MMM) to maximise return on investment.

   • Business Solutions. SAP, Microsoft Business Applications and Infor solutions are deployed, integrated with customer-facing systems and the data platform to align decision-making and operations under constant and aligned information. The approach prioritises roadmaps that include indicators of return on investment, continuity and compliance.

   • IA & Data

     The AI & Data division transforms emerging technologies into drivers of growth and competitive advantage, combining scalable architectures, sector-specific solutions and responsible governance that embeds transparency, compliance and scalability from the outset, thereby reinforcing a dual layer of value that combines in-depth technological expertise with sector-specific knowledge.

     It is organised into six service blocks and is always underpinned by a clear organisational structure and governance framework, ensuring that each initiative has designated leads, criteria and metrics that are clear to all stakeholders within the companies.

   • Data. The company's data approach defines the vision and operational model (roles, processes, ownership) and implements modern architectures (data warehouse, data lake/lakehouse) in the cloud, on-premises or in a hybrid environment, incorporating data engineering for ingestion and transformation, data governance (catalogue, glossary, lineage, policies) and analytics using a common semantic framework and dashboards. The aim is to transform data into a managed, traceable and business-ready asset, enabling data products and domain-specific approaches that scale in a controlled manner.

   • AI Readiness. Before development begins, use cases are prioritised based on impact, feasibility and risk; data is prepared (selection, cleaning, labelling and bias control); the AI architecture and platform are established; and the operational model is defined (roles, intake, standards and playbooks) through a Centre of Excellence that accelerates adoption and ensures consistency across initiatives and units.

   • AI Agents. The company designs and manages agents capable of planning and executing tasks, storing data and applying policies, integrated with corporate systems (CRM, ERP, ITSM, etc.) to ensure processes are operated securely and in a manner that can be audited. This includes automation with human-in-the-loop and evaluation frameworks (tasks,

     (scenarios, success metrics, cost and security) to make iterative improvements based on evidence and telemetry.

   • Applied AI. At the operational level, end-to-end predictive and segmentation models, forecasting, predictive maintenance and computer vision are deployed, all of which are industrialised using MLOps (reproducible pipelines, model registration, monitoring and retraining) and prescriptive analytics to optimise decisions, allocations and routes with a direct impact on operational KPIs.

   • Trustworthy AI. Izertis holds ISO/IEC 42001 certification, the international standard for managing AI within organisations. Within this framework, Responsible AI establishes policies, standards and processes (case approval, roles, documentation and risk criteria), incorporates assessments of bias, fairness and explainability, and strengthens end-to-end security in collaboration with cybersecurity (hardening, access controls, vulnerability detection, input/output validation and auditing). In addition, quality, bias and latency are monitored to ensure compliance and continuous improvement in production.

   • Edge AI. In scenarios where latency or connectivity is limited, AI is deployed at the edge (drones and robotics) with real-time perception and decision-making to optimise models for constrained hardware (quantisation, compression, acceleration) and design millisecond-level inference architectures; where data sovereignty requires it.

   • Corporate innovation area

   The Innovation Division ensures that investment in R&D&I translates into products, intellectual property and new marketable service lines. With iNNOLAB acting as an accelerator, the company drives initiatives through various phases (ideation, prototyping, pilot and industrialisation) based on criteria of technical and economic viability, using decision-making mechanisms that prioritise initiatives offering the highest risk-adjusted return. This approach has given rise to and shaped products such as Ozire, Identfy, Pedra and Investor+, which strengthen our competitive edge and revenue recurrence, and are integrated into the product portfolio alongside documentation, standards and adoption teams to ensure controlled scaling. In this way, innovation ceases to be mere rhetoric and becomes a practice that consistently underpins the pillars of consultancy, cybersecurity and AI.

2. ‌Presentation requirements

   True-to-life image

   These financial statements, which have been compiled from the accounting records of Izertis, S.A. and the joint ventures (JVs) (Annex II), give a true and fair view of the Company's net assets and financial position as of 31 December 2025 and 2024, as well as of the profits, changes in equity and cash flows for the financial years ended on those dates.

   The Company's Board of Directors believes that the annual accounts for the 2025 financial year, which were drawn

   up on 23 March 2026, will be approved by the Annual General Meeting without any amendments.

   The financial statements for the 2024 financial year were approved by the Company's Annual General Meeting of

   Shareholders held on 27 June 2025.

   Financial reporting framework applicable

   The financial statements for the 2025 financial year have been prepared in accordance with current company law and the rules set out in the General Accounting Plan, approved by Royal Decree 1514/2007 and the amendments incorporated therein by Royal Decree 1/2021 of 12 January and the Resolution of the Institute of Accounting and Auditing, of 10 February 2021, which lays down rules for the recording, valuation and preparation of annual accounts for the recognition of revenue from the supply of goods and the provision of services, with the aim of presenting a true and fair view of the Company's assets, financial position and results, as well as the accuracy of the cash flows included in the cash flow statement.

   Comparability of information

   For comparative purposes, the annual accounts present, alongside each item in the balance sheet, the profit and loss account, the statement of changes in equity, the cash flow statement and the notes to the accounts, in addition to the figures for the 2025 financial year, those for the previous financial year, which formed part of the financial statements for the 2024 financial year and do not differ from those approved by the General Meeting of Shareholders on 27 June 2025.

   Functional currency and presentation currency

   Unless otherwise stated, the financial statements are presented in thousands of euros, which is the Company's

   functional and presentation currency.

   Significant accounting estimates and assumptions

   The financial statements have been compiled on the basis of relevant accounting estimates and the exercise of

   judgement, estimates and assumptions in the application of the Company's accounting policies. In this regard,

   the following is a detailed description of the matters that have involved a higher degree of judgement or complexity, or where assumptions and estimates are significant to the preparation of the financial statements.

   The estimates described below have been made on the basis of the best information available, as of the date of preparation of these financial statements, regarding the events analysed. Future events may necessitate adjustments to these estimates (either upwards or downwards), which, if required, would be made prospectively, with the effects of the change in estimate recognised in the profit and loss account.

   Recoverability of non-financial assets

   • Goodwill

     At each financial year-end, the Company assesses whether there is any impairment of non-financial assets by

     estimating the asset's recoverable amount.

     The goodwill impairment test is carried out by assessing the recoverable amount of the cash-generating unit (CGU) in Spain, which is the CGU expected to benefit from the business combinations in which the goodwill arose.

     The impairment test for customer relationships is determined by assessing the recoverable amount of the cash-generating unit (CGU) or a group of CGUs.

     A cash-generating unit (CGU) is defined as the smallest identifiable group of assets that generates cash inflows which are, to a large extent, independent of the cash inflows generated by other assets. The Company defines CGUs as the group of non-financial assets at the business line level.

     These value-in-use calculations require the use of estimates (Note 8). The Company has no intangible assets with an indefinite useful life.

     When analysing the deterioration in customer relations, it is necessary to take into account factors such as the cancellation of certain projects and other changes in the circumstances originally anticipated.

   • Investments in Group companies and associates

     The Company assesses annually whether its investments in the equity of Group companies and associates have suffered any impairment losses. Some of these tests require estimates to be made in relation to discounted cash flow calculations in order to determine these values for certain group entities (Note 10).

   • Capitalised development costs

   Costs incurred on development projects are capitalised when it is likely that they will generate future economic benefits that will offset the cost of the asset recognised. Intangible assets are amortised on the basis of the best possible estimate of their useful life, which is determined following an analysis carried out by the technical department to ensure they are properly accounted for.

   Revenue recognition

   The Company's core business involves carrying out projects commissioned by clients. Izertis primarily uses the percentage-of-completion method for the accounting recognition of revenue, as it is the most appropriate method for presenting a true and fair view. The contract margin will be recognised on a straight-line basis over the life of the contract and will ensure an appropriate balance between income and expenses. The Company's management continuously reviews all project estimates and adjusts them accordingly.

   Estimating the useful lives of customer relationships acquired in business mergers

   The Company estimates the useful life of customer relationships in order to calculate their amortisation. The useful life is determined by taking into account the economic nature of the asset, the stability of the customer base and the estimated turnover rate for each business combination. Consequently, useful lives have been estimated on a case-by-case basis according to the characteristics of each merger.

   The Company regularly reviews its estimates, including estimated useful lives and any indications of impairment, taking into account business performance, customer churn rates and any significant changes in economic conditions.

   Recoverability of tax credits

   The Company assesses the initial recognition and recoverability of deferred tax assets based on estimates of future taxable profits and the ability to generate sufficient taxable profits during the periods in which those deferred tax assets are available for use, in accordance with business plans approved by management.

   Fair value of contingent consideration in business mergers

   Business mergers, in which the Company acquires control of one or more businesses, are accounted for using the acquisition method, which in some cases involves the determination of contingent consideration.

3. ‌Distribution of profit/(loss)

   The proposed distribution of the Company's profit for the 2025 financial year, to be submitted for approval to the Annual General Meeting, as well as the distribution of the profit for the 2024 financial year, approved by the company's Annual General Meeting on 27 June 2025, is as follows:

   	Euros 31/12/2025	31/12/2024
   Allocation basis
   Profit for the year	(4,531,493.80)	161,349.50
   Distribution
   Losses from previous financial years	(4,531,493.80)	-
   Treasury shares	-	-
   Legal reserve	-	16,134.95
   Voluntary reserves	-	145,214.55

   (4,531,493.80) 161,349.50

Under Article 277 of the Consolidated Text of the Corporate Enterprises Act, the amount to be distributed may not exceed the amount of profits made since the end of the last financial year, after deducting losses from previous financial years and the amounts required to be allocated to statutory reserves by law or by the articles of association. Furthermore, Article 273 of the same Act establishes a mandatory reserve, prohibiting the distribution of dividends unless the amount of available reserves is at least equal to the amount of R&D expenditure shown under assets on the balance sheet.

Should a dividend be declared in the future, this will be approved by the Annual General Meeting of Shareholders upon the recommendation of the Board of Directors, except in the case of interim dividends. In any event, it should be noted that the Company must, where applicable, allocate any future profits first to the statutory reserve and to any other reserves specified in the Articles of Association, before distributing any dividends. Profits recognised directly in equity may not be distributed, either directly or indirectly.

1. ‌Accounting and valuation standards

   1. Business merger

      Depending on the legal form adopted, business mergers may arise as a result of:

      1. The merger or demerger of several companies.

      2. The acquisition of all the assets of a company, or of a part thereof constituting one or more business units.

      3. The acquisition of shares or equity interests in a company, including those received by way of a non-cash contribution upon the incorporation of a company or a subsequent capital increase.

      4. Other transactions or events that result in a company-whether or not it previously held a stake in the capital of another company-acquiring control over the latter without making an investment.

      In the case of business combinations arising from the acquisition of shares or equity interests in a company, the Company recognises the investment in accordance with the provisions applicable to investments in the equity of group companies, joint ventures and associates (note 4.8).

      Mergers, demergers and non-cash contributions of a business between group companies are accounted for in accordance with the provisions governing transactions between related parties (note 4.20).

      Mergers or demergers other than those described above, and business combinations arising from the acquisition of all the assets and liabilities of an entity or of a part thereof constituting one or more businesses, are accounted for using the acquisition method.

      The acquisition date is the date on which the Company obtains control of the acquired business.

      The cost of the business combination is determined at the acquisition date as the sum of the fair values of the assets transferred, the liabilities incurred or assumed, the equity instruments issued and any contingent consideration that depends on future events or the fulfilment of certain conditions in exchange for control of the acquired business.

      The cost of the business combination excludes any payments that do not form part of the consideration for the acquired business. Acquisition-related costs are recognised as an expense as they are incurred.

      The Company recognises the assets acquired and liabilities assumed at their fair value on the acquisition date. Assumed liabilities include contingent liabilities to the extent that they represent present obligations arising from past events and their fair value can be measured reliably.

      Some of the business mergers have only been provisionally determined because there are contingent variable payments linked to the achievement of certain ratios; consequently, the identifiable net assets have been initially recognised at their provisional values, with adjustments made during the measurement period recognised as if they had been known at that date, and comparative figures for the previous year restated where necessary. In any event, adjustments to the provisional values only incorporate information relating to facts and circumstances that existed at the date of acquisition and which, had they been known, would have affected the amounts recognised on that date.

      Once this period has elapsed, adjustments to the initial valuation are made only to correct errors.

      Assumed assets and liabilities are classified and designated for subsequent measurement on the basis of the contractual agreements, economic conditions, accounting and operating policies, and other conditions existing at the acquisition date, with the exception of lease contracts.

      Any excess of the cost of the business combination over the net amount of the assets acquired and liabilities assumed is recognised as goodwill.

      Contingent consideration is classified, in accordance with the underlying contractual terms, as a financial asset, a financial liability, an equity instrument or a provision. To the extent that subsequent changes in the fair value of a financial asset or liability do not correspond to an adjustment to the valuation period, they are recognised in profit or loss. Contingent consideration classified as equity is not subject to subsequent revaluation, and any settlement is also recognised in equity. Contingent consideration classified as a provision is subsequently recognised at fair value through profit or loss in the income statement.

   2. Joint ventures

      The Company recognises its proportionate share of jointly controlled assets and jointly incurred liabilities in accordance with its percentage of ownership, as well as the assets allocated to the joint operation that are under its control and the liabilities incurred as a result of the joint venture.

      Similarly, the proportion of revenue generated and expenses incurred by the joint venture is recognised in the profit and loss account. In addition, expenses incurred in connection with the joint venture are recognised.

      Unrealised gains and losses arising from intercompany transactions are eliminated on a pro rata basis, as are the amounts of intercompany assets, liabilities, income, expenses and cash flows.

      An interest in a jointly controlled entity is accounted for in accordance with the provisions applicable to investments in Group companies, joint ventures and associates.

   3. Functional currency and presentation

      Unless otherwise stated, the financial statements are presented in thousands of euros, which is the Company's

      functional and presentation currency.

      Transactions and balances

      Transactions in foreign currencies are translated into the functional currency using the exchange rates prevailing on the dates of the transactions. Foreign exchange gains and losses arising from the settlement of these transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at closing rates are recognised in the profit and loss account, unless they are deferred in equity as qualifying cash flow hedges and qualifying net investment hedges.

   4. Intangible Assets

      Intangible fixed assets are carried at their acquisition price or production cost, in accordance with the same principles as those applied to the determination of the production cost of inventories. Production costs are capitalised under the heading "Work carried out by the company on its own assets" in the profit and loss account. Intangible fixed assets are stated in the balance sheet at their cost less accumulated amortisation and accumulated impairment losses.

      Advance payments towards fixed assets are initially recognised at cost. In subsequent financial years, and provided that the period between payment and receipt of the asset exceeds one year, advance payments accrue interest at the supplier's incremental rate.

      Costs incurred in carrying out activities that contribute to enhancing the value of the Company's business as a whole, such as goodwill, brands and similar internally generated assets, as well as start-up costs, are recognised as expenses in the profit and loss account as they are incurred.

      1. Research and development

         Expenses relating to research activities are recognised as an expense in the profit and loss account as they are incurred.

         The Company capitalises development costs incurred on a specific, individualised project that meet the following conditions:

         • It is possible to reliably estimate the expenditure attributable to the implementation of the project.

         • The allocation, allocation to accounts and timing of project costs are clearly defined.

         • There are sound grounds for the technical success of the project, both in the case of direct operation and in the case of selling the project's output to a third party once it has been completed, provided there is a market for it.

         • The project's financial viability is reasonably assured.

         • Funding to complete the project, as well as the availability of adequate technical and other resources to complete the project and to use or sell the intangible asset, are reasonably assured.

         • There is an intention to complete the intangible asset, either to use it or to sell it.

           If the Company is unable to distinguish between the research phase and the development phase, the costs incurred are treated as research costs.

           Expenses charged to profit or loss in previous financial years cannot be capitalised retrospectively once the conditions are met.

      2. Goodwill

         Goodwill represents the excess of the cost of acquisition over the fair value of the Company's interest in the

         identifiable net assets of the subsidiary or associate acquired at the acquisition date.

         The useful life is determined separately for each of the CGUs to which it has been allocated and is estimated to be 10 years (unless there is evidence to the contrary). Goodwill is tested annually for impairment and is measured at cost less accumulated amortisation and impairment losses.

         The recoverable amount of a CGU is determined on the basis of calculations of its value in use. These calculations use projected cash flows based on financial budgets approved by management, covering a five-year period. Cash flows beyond that five-year period are extrapolated using constant growth rates.

         Goodwill is tested for impairment annually, or more frequently if events or changes in circumstances indicate a potential impairment loss.

         Any impairment loss is recognised as an expense and is not subsequently reversed.

      3. Customer relations

         These customer relationships are the result of the mergers that have taken place. They are amortised on a straight-line basis over their useful life and charged to the consolidated profit and loss account; impairment tests are carried out to adjust the carrying amount in line with the achievement of the committed targets.

         Customer relationships have been determined by identifying the existing customer portfolio at the time of acquisition and taking into account the following key assumptions: (i) revenue generated by each customer, taking into

         account customer churn; (ii) gross margin generated by customers based on historical data; (iii) market growth rate; and (iv) the specific rate of return for each business combination.

         Customer portfolios and brands are allocated to cash-generating units (CGUs) in accordance with the Company's

         business lines.

         In addition, at the end of each financial year, an assessment is made as to whether any impairment has occurred that would reduce its recoverable amount. The tests used to assess whether there are indications of impairment consist mainly of:

         • Check whether any events have occurred that could have a negative impact on the cash flow estimates generated by the contracts comprising the portfolios (for example, declines in total sales or in EBITDA margins).

         • Update estimates of customer churn rates in order to determine whether there have been any changes to the timeframes within which customer portfolios are expected to generate revenue.

      4. Software applications

         Software applications purchased or developed in-house, including website development costs, are recognised to the extent that they meet the conditions set out for development costs. Expenditure incurred in developing a website for promotional purposes or to advertise the Company's products or services is recognised as an expense at the time it is incurred. Maintenance costs for computer applications are expensed as and when they are incurred.

      5. Useful life and depreciation

         Intangible fixed assets are amortised on a straight-line basis over their estimated useful lives as follows:

         	31/12/2025	31/12/2024
         Development	5	5
         Industrial property	10	10
         Goodwill	10	10
         Customer relations	10 - 14	10 - 14
         Software applications	3 - 8	3 - 8

         Development costs are amortised on a straight-line basis from the date of completion of the projects.

         When determining the useful life of customer relationships, technical and economic criteria are taken into account, such as estimated churn rates, recurring revenue and multi-year contracts, or customer loyalty strategies, amongst other factors.

         The Company uses the straight-line method of depreciation, as there is no objective evidence to suggest a different pattern of consumption. The economic benefits derived from these assets are generated steadily over time, with no significant concentration in the early years that would justify an accelerated method.

   5. Property, plant and equipment

      Assets classified as property, plant and equipment are carried at their purchase price or production cost.

      Advance payments towards fixed assets are initially recognised at cost. In subsequent financial years, and provided that the period between payment and receipt of the asset exceeds one year, advance payments accrue interest at the supplier's incremental rate.

      Depreciation of Property, plant and equipment is calculated by allocating their depreciable amount on a systematic basis over their useful life. For these purposes, the depreciable amount is defined as the acquisition cost less its residual value, if any. The Company calculates depreciation separately for each component that represents a significant portion of the total cost of the asset and has a useful life different from that of the rest of the asset.

      Depreciation of items of property, plant and equipment is determined by applying the criteria set out below:

      	31/12/2025	31/12/2024
      Technical Installation	4 - 6	4 - 6
      Machinery	4 - 6	4 - 6
      Tools	5 - 10	5 - 10
      Other facilities	5 - 10	5 - 10
      Furniture	5 - 10	5 - 10
      Information processing equipment	5 - 10	5 - 10
      Transport components	5 - 10	5 - 10
      Other plant, property and equipment	5 - 10	5 - 10

      The Company reviews the residual value, useful life and depreciation method of its property, plant and equipment at the end of each financial year. Changes to the criteria initially established are recognised as a change in accounting policy.

      Following the initial recognition of the asset, only those costs incurred that result in an increase in its capacity, productivity or useful life are capitalised; the carrying amount of the replaced items must be written off. In this regard, the costs arising from the day-to-day maintenance of property, plant and equipment are recognised in the income statement as they are incurred.

      The Company assesses and determines impairment losses and reversals of impairment losses on property, plant and equipment in accordance with the criteria set out in section 4.6. (impairment of non-financial assets subject to amortisation or depreciation).

   6. Impairment of non-financial assets subject to amortisation or depreciation

      The Company assesses whether there is any indication that non-financial assets subject to amortisation or depreciation may be impaired, in order to determine whether the carrying amount of such assets exceeds their recoverable amount, defined as the higher of fair value less costs to sell and value in use.

      The value in use of the asset is calculated on the basis of the expected future cash flows to be derived from the use of the asset, expectations regarding possible changes in the amount or timing of those cash flows, the time value of money, the price to be paid for bearing the uncertainty associated with the asset, and other factors that market participants would consider when valuing the future cash flows relating to the asset.

      Impairment losses are recognised in the profit and loss account.

      Recoverable amount must be calculated for an individual asset, unless the asset does not generate cash inflows that are, to a significant extent, independent of those of other assets or groups of assets. If this is the case, the recoverable amount is determined for the CGU to which it belongs.

      At each balance sheet date, the Company assesses whether there is any indication that an impairment loss recognised in previous financial years no longer exists or may have decreased. Impairment losses on other assets are reversed only if there has been a change in the estimates used to determine the asset's recoverable amount.

      The reversal of an impairment loss is recognised in the profit and loss account. However, the reversal of the impairment loss cannot increase the carrying amount of the asset above the carrying amount it would have had, net of depreciation, had the impairment not been recognised.

      Once an impairment loss or its reversal has been recognised, depreciation charges for subsequent financial years are adjusted to reflect the new carrying amount.

      However, if the specific circumstances of the assets indicate an irreversible loss, this is recognised directly under

      "Losses on disposal of fixed assets" in the profit and loss account.

   7. Leases

      The Company has granted the right to use certain assets under operating leases.

      Leases in which the contract transfers substantially all the risks and rewards incidental to ownership of the assets to the Company are classified as finance leases; otherwise, they are classified as operating leases.

      Lease payments under operating leases, net of incentives received, are recognised as an expense on a straight-line basis over the lease term, unless another systematic allocation method is more representative because it better reflects the timing of the benefits of the lease.

   8. Financial assets

      Financial instruments are classified upon initial recognition as a financial asset, a financial liability or an equity instrument, in accordance with the economic substance of the contractual arrangement and the definitions of a financial asset, a financial liability or an equity instrument.

      The Company classifies financial instruments into the following categories based on their characteristics and

      management's intentions at the time of initial recognition:

      • Those measured at amortised cost.

      • Those measured at amortised cost.

      • Those that are subsequently measured at fair value through profit or loss.

      If the objective of the business model is to hold a financial asset in order to collect contractual cash flows and, under the terms of the contract, cash flows are received on specific dates that consist solely of payments of principal plus interest on that principal, the asset shall be measured at amortised cost.

      If the business model is aimed at selling the asset and, under the terms of the contract, cash flows are received on specific dates that consist solely of payments of principal plus interest on that principal, the asset shall be measured at fair value through profit or loss. In this category, the Company includes trade receivables from certain customers, which it systematically assigns to financial institutions through factoring agreements under which substantially all risks and rewards are transferred.

      For valuation purposes, financial assets are classified as follows:

      1. Financial assets at amortised cost

         This category includes loans for commercial transactions and loans for non-commercial transactions:

         1. Trade receivables: these are financial assets arising from the sale of goods and the provision of services in the

            course of the company's trading activities, where payment is deferred, and

         2. Non-trading receivables: these are financial assets which, not being equity instruments or derivatives, do not arise from trading activities and whose amounts are fixed or determinable, arising from loans or credit facilities granted by the company.

         They are initially recognised at fair value and subsequently at amortised cost, using the effective interest method. That amortised cost will be reduced by any impairment loss. Gains or losses will be recognised in the profit or loss for the period when the financial asset is derecognised or impaired, or due to exchange rate differences. Interest calculated using the effective interest method is recognised in the income statement under the heading "Financial income".

         However, trade receivables due within one year that do not have an explicit contractual interest rate, as well as loans to staff, dividends receivable and callable equity instruments, the proceeds from which are expected to be received in the short term, are measured at their nominal value to the extent that the effect of not discounting the cash flows is considered immaterial.

      2. Financial assets at cost

         This category includes investments in the equity of Group companies, joint ventures and associates, as defined in Normas de Registro y Valoración (NRV) 13 on the compilation of financial statements, and other investments in equity instruments whose fair value cannot be determined by reference to a quoted price in an active market for an identical instrument, or cannot be reliably estimated, as well as derivatives whose underlying assets are these investments.

         Investments included in this category shall be initially measured at cost, which shall be equal to the fair value of the consideration given plus any transaction costs directly attributable to them; where applicable, in relation to Group companies, the criteria set out in paragraph 2 of the standard on transactions between Group companies shall apply, as well as the criteria for determining the cost of the business combination set out in the standard on business combinations.

         However, if an investment existed prior to the entity being classified as a group company, a multi-group entity or an associate, the carrying amount that the investment would have had immediately before the entity was classified as such shall be treated as the cost of that investment.

         Equity instruments included in this category shall be measured at cost, less, where applicable, the cumulative amount of impairment losses.

         For investee companies where the carrying amount exceeds the theoretical book value, the determination of the recoverable amount is based primarily on an estimate of the value of future cash flows derived from business plans.

         Where these assets are to be valued for the purpose of derecognition or for any other reason, the weighted average cost method shall be applied by homogeneous groups, these being defined as securities carrying equal rights.

      3. Financial assets at fair value through profit and loss

Financial assets and liabilities at fair value through profit or loss are initially recognised at fair value. Transaction costs directly attributable to the purchase or issue are recognised as an expense as they are incurred.

The fair value of a financial instrument at the inception is usually the transaction price.

Following initial recognition, they are measured at fair value, with changes recognised in profit or loss. Changes in fair value include the interest and dividend components.

Impairment losses on financial assets

A financial asset or group of financial assets is impaired and an impairment loss has arisen if there is objective evidence of impairment as a result of one or more events that have occurred since the initial recognition of the asset, and that event or those events causing the loss have an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated.

Impairment of financial assets measured at amortised cost

The amount of the impairment loss on financial assets carried at amortised cost is the difference between the carrying amount of the financial asset and the present value of the estimated future cash flows, excluding future credit losses that have not yet been incurred, discounted at the asset's original effective interest rate. For financial assets at variable interest rates, the effective interest rate applicable on the valuation date in accordance with the contractual terms is used.

An impairment loss is recognised in the income statement and may be reversed in subsequent periods if the decline in value can be objectively linked to an event occurring after the impairment was recognised. However, the reversal of the impairment loss is limited to the amortised cost that the assets would have had had the impairment loss not been recognised.