Annual Report 2025
This report is a translation of the Portuguese original version of the Sonaecom Group's official accountability document, submitted at the CMVM website and Sonaecom website on March 26th, 2026, in ESEF format. In case of discrepancies between this version and the official ESEF version, the latter prevails.
I MANAGEMENT REPORT
SONAECOM GROUP
Group at a glance
Corporate Developments in 2025
Disclosure of Non-Financial Information and European Taxonomy
SONAECOM BUSINESS
Consolidated Results 2025
Bright Pixel 2025
NOS Telecomunications 2025
Media 2025
Risk Management
CAPITAL MARKETS
Equity Capital Markets in 2025
Share price evolution during 2025
Shareholding structure and own shares
SONAECOM INDIVIDUAL RESULTS
Operational data
Financial data
SUBSEQUENTS EVENTS
PROPOSAL FOR THE APPLICATION OF RESULTS
APPENDIX
Glossary
Statement of the Board of Directors Article 447 and Qualified Shareholdings
CORPORATE GOVERNANCE
Part I - Shareholding Structure, Organisatiion and Corporate Governance Parte II - Assessment of Corporate Governance
Appendix I Appendix II Appendix III
FINANCIAL STATEMENTS
STATUTORY AND AUDIT REPORT
REPORT AND OPINION OF THE STATUTORY AUDIT BOARD
Sonaecom Group
Group at a glance
Corporate Developments in 2025
Disclosure of Non-Financial Information and European Taxonomy
Annual Report 2024
1
Group at a glance
Sonaecom is a sub-holding of the Sonae Group for the Technology, Media and Telecommunications areas, created in 1994 and first quoted on Euronext Lisbon in 2000. Its business portfolio includes the Software and Technology area, with Bright Pixel Capital the Online & Media area where there are businesses such as the "Público" daily, generalist newspaper which has been in print for over 35 years in Portugal, and the Telecommunications area, which owns an important stake in the NOS group (37.37%), which is the main asset in its portfolio.
About Sonaecom Our Mission
Sonaecom is an entrepreneurial growth company that chooses exceptional people to work
and unlock their full potential.
Sonaecom relentlessly pursues the creation of innovative products, services and solutions that fulfil the needs of its markets and generate superior economic value.
Our values
Lead for impact
We turn ambition into action. This means we strive to have a meaningful impact today and tomorrow. We want to make a difference and have a sustainable impact that is long lasting.
Own what's next
We act as entrepreneurs first and foremost. This means we challenge the status quo and drive what's next.
We explore new businesses and geographies with curiosity and the ambition of growing internationally. These are the ingredients that make us create a better tomorrow for all.
Go further together
We champion our diverse talent. We bring our skills, knowledge, and point of views to learn from one another and put it into action.
We actively search for new opportunities to collaborate across businesses and teams and see it as each person's responsibility to find these synergies.
Make things simple
We move fast and keep things simple. This means we are continuously improving to be more efficient, adaptive, and nimble.
We act quickly to add value but we strive for clarity to make the best decisions. Our strategies are based on facts, data or tests run on a controlled scale.
Do what's right
We commit to doing good business. This means we act independently and transparently to make the right choices.
We are demanding and ambitious, but we clearly state that this ambition will never compromise our integrity and our values.
Corporate Developments in 2025
Shareholders' Annual General Meeting
On 8 May 2025, Sonaecom's shareholders decided, at the company's Annual General Meeting, to approve all the proposals of the agenda, namely:
Discuss and approve the Company's Annual Report, and the Individual and Consolidated Accounts for 2024;
Decide on the proposed appropriation of the Net Results for year ended 31 December 2024;
Assess the management and audit of the Company;
Decide on the remuneration policy for the members of the Corporate Bodies, as well as on the shares attribution plan and respective regulation;
Decide on the authorisation for the purchase and sale of own shares up to the limit of 10%;
Decide on the authorisation for the purchase and/or for the holding of shares of the Company by affiliated companies, under the terms of Article 325.-B of Portuguese Companies Act.
Changes in the portfolio
During 2025, Bright Pixel continued to explore new opportunities to expand its active portfolio, which already includes more than 50 companies around the globe, through investments in more than a dozen of new companies (Encord, Ona, HiveMQ, Mesh Security, Tidal Cyber, Duel, Brij, Bria, FlowFuse and Second Nature) and follow-ons in some of its portfolio companies. At the same time, Bright Pixel executed the sale of Iriusrisk, Infinipoint and Visenze, alongside with some secondary partial sales. This activity resulted in net capital deployment of approximately 40 million euros.
Disclosure of Non-Financial Information and European Taxonomy
The non-financial information and the information about diversity at Sonaecom, as required by Decree Law n.89/2017, from July, 28th, which transposes the Directive n. 2014/95/UE from the European Parliament and of the Council, will be disclosed in the Sustainability Consolidated Report from Sonae Group, that proactively aligns its reporting practices with the CSRD and the European Sustainability Reporting Standards (ESRS).
MANAGEMENT REPORT
SONAECOM BUSINESS
Consolidated Results 2025
Bright Pixel 2025
NOS Telecommunications 2025
Media 2025
Risk Management
Annual Report 2025
7
2.1. Consolidated Results 2025
Key data
€m
4Q24
4Q25
var.
2024
2025
var.
Turnover
5.0
4.5
(10.1)%
18.2
17.1
(6.3)%
EBITDA
16.6
23.7
43.0%
78.2
79.4
1.6%
o.w. Equity method(1)
28.3
28.6
1.3%
98.4
91.9
(6.6)%
o.w. Capital Gains / losses
(5.5)
(1.3)
76.6%
(5.5)
(1.4)
74.7%
Direct Results
19.2
22.0
14.4%
86.0
83.5
(3.0)%
Indirect Results(2)
(65.1)
(16.3)
75.0%
(68.3)
(31.8)
53.4%
Net Income Group Share
(44.3)
6.2
-
17.3
51.6
197.7%
Net Debt / (Cash)
(166.5)
(205.8)
(23.6)%
(166.5)
(205.8)
(23.6)%
(1) Includes the 50% holding in Unipress, the 50% holding in SIRS and the 37.37% holding in NOS;
(2) Includes equity method, and fair value adjustments related with NOS, ZAP, AVP funds and other minority stakes, net of taxes.
Consolidated Turnover totalled €17.1m in 2025, representing a 6.3% decrease year-on-year, mainly reflecting the revenue declined recorded in the 2H25.
EBITDA remained broadly stable at €79.4m, supported, when compared to 2024, by lower capital losses at Bright Pixel and the absence of extraordinary costs in Media.
Equity method contributions decreased from €98.4m to €91.9m, reflecting the absence of extraordinary gains recorded in NOS' net income during 2025 - namely, the capital gain from the sale of a tower portfolio to Cellnex and proceeds from favorable legal rulings that were recorded in 2024.
Direct Results remained solid at €83.5m in 2025 (vs. €86.0m in 2024), reflecting a lower contribution from NOS, which in 2024 benefited from extraordinary effects not repeated in 2025. In 4Q25, Direct Results increased to €22.0m (vs. €19.2m in 4Q24), as NOS' quarterly contribution was broadly in line year-on-year.
Indirect Results amounted to €31.8m negative in 2025 (vs. €68.3m negative in 2024). While 2024 was significantly impacted by a goodwill impairment related to NOS assets, this favourable year-on-year variance was partially offset mainly by US dollar depreciation, which weighed on the valuation of Bright Pixel's assets.
Net income group share reached €51.6m in 2025 (vs. €17.3m in 2024), primarily reflecting significantly lower negative indirect results year-on-year, while direct results were slightly below the prior year. In 4Q25, net income was €50.5m higher than in 4Q24, supported by positive contributions from both direct and indirect results.
The net cash position stood at €205.8m at the end of 2025, €39.3m above YE24. This performance was driven essentially by (i) the €40.1m of net investments in Bright Pixel's portfolio (investments net of returns); (ii) the €77m of dividends received from NOS; (iii) the
€8.6m dividend paid; and (iv) the positive operating cash-flow, financial activity and taxes amounting to €10.4m.
Consolidated Balance Sheet
€m
31.12.2024
31.12.2025
Total Net Assets
1,366.2
1,398.3
Non Current Assets
1,172.3
1,182.1
Tangible and Intangible Assets and Rights of Use
5.6
4.8
Goodwill
1.2
1.2
Investments
1,140.9
1,154.3
Deferred Tax Assets
12.9
11.4
Others
11.7
10.5
Current Assets
193.9
216.1
Trade Receivables
3.8
3.3
Liquidity
171.2
208.7
Others
18.9
4.0
Shareholders' Funds
1,318.3
1,358.2
Group Share
1,301.9
1,341.7
Non-Controlling Interests
16.4
16.4
Total Liabilities
47.8
40.1
Non Current Liabilities
35.6
25.4
Provisions
1.0
0.2
Others
34.6
25.1
Current Liabilities
12.3
14.7
Trade Payables
1.4
1.1
Others
10.9
13.6
Operating CAPEX (1)
1.9
2.9
Operating CAPEX as % of Turnover
10.6%
16.9%
Total CAPEX
28.3
70.4
Underlying EBITDA - Operating CAPEX
(14.0)
(14.5)
Gross Debt
4.7
2.9
Net Debt
(166.5)
(205.8)
Operating CAPEX excludes Financial Investments.
Consolidated Income Statement
€m
4Q24
4Q25
var.
2024
2025
var.
Turnover
5.0
4.5
(10.1)%
18.2
17.1
(6.3)%
EBITDA
16.6
23.7
43.0%
78.2
79.4
1.6%
Underlying EBITDA (1)
(3.8)
(2.7)
29.5%
(12.1)
(11.6)
4.2%
Non recurrent itens
(7.9)
(2.3)
71.4%
(8.2)
(0.9)
88.7%
Equity method (2)
28.3
28.6
1.3%
98.4
91.9
(6.6)%
Depreciation & Amortization
1.0
1.1
10.9%
2.4
2.4
2.3%
EBIT
15.6
22.6
45.1%
75.8
77.0
1.6%
Net Financial Results
2.0
0.7
(64.3)%
7.0
4.9
(30.2)%
EBT
17.6
23.3
32.4%
82.8
81.9
(1.1)%
Tax results
1.6
(1.3)
-
3.2
1.5
(54.8)%
Direct Results
19.2
22.0
14.4%
86.0
83.5
(3.0)%
Indirect Results(3)
(65.1)
(16.3)
75.0%
(68.3)
(31.8)
53.4%
Net Income
(45.8)
5.7
-
17.7
51.6
191.8%
Group Share
(44.3)
6.2
-
17.3
51.6
197.7%
Attributable to Non-Controlling Interests
(1.5)
(0.4)
71.3%
0.3
(0.0)
-
Includes the businesses fully consolidated by Sonaecom;
Includes the 50% holding in Unipress, the 50% holding in SIRS and the 37.37% holding in NOS;
Includes equity method and fair value adjustments related with ZAP, AVP funds and other minority stakes, net of taxes.
Consolidated Free Cash Flow
€m
4Q24
4Q25
var.
2024
2025
var.
Underlying EBITDA-Operating CAPEX
(4.2)
(3.1)
25.9%
(14.0)
(14.5)
(3.2)%
Change in WC & Others
2.6
0.1
-
(8.1)
18.5
-
Operating Cash Flow
(1.6)
(3.0)
(83.0)%
(22.1)
4.1
-
Investments
0.8
(0.9)
-
(3.2)
(40.1)
-
Dividends and other reserves distribution
-
-
-
67.4
77.0
14.3%
Financial results
2.1
1.0
(54.2)%
6.7
5.1
(23.9)%
Income taxes
(1.1)
(0.4)
64.9%
1.6
1.2
(23.4)%
FCF (1)
0.2
(3.3)
-
50.3
47.3
(6.0)%
FCF Levered after Financial Expenses but before Capital Flows and Financing related up-front Costs.
Bright Pixel 2025
During 2025, Bright Pixel executed more than a dozen new investments, while generating proceeds representing over 40% of gross capital deployment, resulting in net capital deployment of approximately €40m. The Group continued to actively manage a diversified global portfolio of more than 50 companies across cybersecurity, retail technologies, infrastructure software and business applications.
NAV and Cash Invested in the active portfolio stood at €318m and €247m, respectively, reflecting a potential cash-on-cash of 1.3x on the existing portfolio.
Despite the significant net capital deployment during the year, NAV declined, primarily reflecting the adverse impact of US dollar depreciation, as well as fair value adjustments reflecting portfolio performance and market conditions.
Portfolio information
(Non exhaustive)
CYBERSECURITY
Arctic Wolf, a US based company, is a global pioneer in the SOC-as-a-Service market with cutting-edge managed detection and response (MDR), which provides a unique combination of technology and services for clients to quickly detect and contain threats. Bright Pixel, jointly with US technology investors Lightspeed Venture Partners and Redpoint, entered the company's cap table in 2017 in a series B round. Since then, the company closed a $45m series C round in 2018, a $60m series D round at the end of 2019, a $200m series E round in October 2020 funding at a valuation of $1.3bn and, in 2021, $150m, held by existing and new investors, at an underlying valuation of $4.3bn.
Jscrambler is a Portuguese startup that develops a security solution to protect Web and Mobile Applications (Javascript code). In 2018, the company raised a $2.3m in a financing round that was led by Bright Pixel with the co-investment of Portugal Ventures. In 2021, the
Cash Invested in the active portfolio (€m)
189
+30.8%
247
NAV (€m)
-1.7%
323 318
Company raised €10m in a series A with the participation of Ace Capital Partners.
Safebreach, pioneer in the Breach and Attack Simulation (BAS) market, is the world's most widely used continuous security validation platform. The patented platform automatically and safely executes thousands of attack methods to validate network, endpoint, cloud, container and email security controls against its Hacker's Playbook™, the world's largest collection of attack data broken down by methods, tactics and threat actors. SafeBreach raised $53.5m in series D funding, led by Bright Pixel and Israel Growth Partners (IGP), with additional participation from Sands Capital, Bank Leumi and ServiceNow.
YE24 YE25
YE24 YE25
Hackuity, is a risk-based vulnerability management solution that empowers cybersecurity teams and leaders to comprehensively collect, prioritize, and remediate security weaknesses before they can be exploited by their adversaries. Hackuity raised a €12m funding round, led by Bright Pixel with the participation of previous investor Caisse des Dépôts.
VanishID (former PicNic), is the creator of the industry's first automated enterprise-wide human attack surface management platform. Energy Impact Partners and Bright Pixel, with continued participation from existing investors Crosslink Capital and Rally Ventures, led the extension of its series A funding in 1Q23. In 2025, announced its rebrand from Picnic Corporation and a recent $10m investment led by Dell Technologies Capital and joined by Mark McLaughlin, former CEO and Chairman of Palo Alto Networks, with continued strong participation from Crosslink Capital, Rally Ventures, Energy Impact Partners, and Bright Pixel. LockStep Ventures also joined this funding round.
Sekoia.io, is the European cybertech company that develops the Sekoia.io XDR (eXtended Detection & Response) platform for real-time detection of cyberattacks. The company has raised €35m, in 2023, in a series A financing round from Banque des Territoires, Bright Pixel and its historical investors Omnes Capital, Seventure and BNP Paribas Développement. In 2025, announced a €26m series B round led by Revaia, with participation from UNEXO and the support of its existing investors Bright Pixel Capital, Omnes Capital and Bpifrance.
Vicarius is a SaaS platform that consolidates vulnerability discovery, prioritization, and remediation in a single solution. In 2023, the company raised a $30m series B led by Bright Pixel and participated by AllegisCyber Capital, AlleyCorp, and Strait.
Tamnoon is the first and only human-AI managed service developed from the ground up specifically for cloud security remediation. In September 2024, raised $12m in a series A round led by Bright Pixel with participation by new investors Blu Ventures and Mindset Ventures as well as existing investors Merlin Ventures, Secret Chord Ventures, Inner Loop Capital, and Elron Ventures.
Trustero is a Silicon Valley innovator in AI-powered Security and Compliance that help businesses that need to prove they follow cybersecurity and data protection standards. In 2024, closed a $10.35m series A funding round led by Bright Pixel, with participation from existing investors Engineering Capital, Zetta Ventures Partners, and Vertex Ventures US.
Knostic is the world's first provider of need-to-know access controls for Generative AI. It helps businesses securely use AI tools by controlling who can access what information, preventing unauthorized data sharing. In 2024, raised a $11m round led by Bright Pixel with follow-on investments from new and previous investors such as Silicon Valley CISO Investments (SVCI), DNX Ventures, Seedcamp, and angel investors.
Tidal is a Virgina-based cybersecurity provider pioneering Threat-Led Defense, that has raised $10m in series A financing round in 2025. The investment was led by Bright Pixel, with participation from existing Tidal Cyber investors, USAA, Sudra, Capital One, Veteran Ventures, Task Force X, and Ultratech.
Mesh Security is a US based cybersecurity company developing an execution layer for Cybersecurity Mesh Architecture, enabling enterprises to orchestrate and automate security operations across complex environments. Bright Pixel invested in the company in 2025, participating in its US$12 million series A round as part of its continued focus on advanced cybersecurity solutions.
RETAIL TECH
InovRetail is a retail innovation company that provides data science solutions and digital tools that deliver quantifiable insights and actionable recommendations with direct and sustainable impact on retailer's key metrics. The company's main product is Seeplus, an Order Delivery System designed to maximise efficiency and boost customer satisfaction. It expertly handles orders from inception to delivery, optimising tracking and reducing delays to provide an unparalleled shopping experience.
Ometria is a London based AI powered customer marketing platform with the vision to become the central hub that powers all the communication between retailers and their customers. This investment was done by Bright Pixel in the series A round, alongside several strategic investors (including Summit Action, the US VC fund of the Summit Series) and was reinforced during series B and C rounds.
Nextail is a Spanish company that has developed a cloud-based platform that combines artificial intelligence and prescriptive analytics to upgrade retailers' inventory management processes and store operations. The company raised a $10m series A round led by London and Amsterdam based venture capital firm KEEN Venture Partners LLP ("KEEN"), together with Bright Pixel and existing investor Nauta Capital. The new financing was to be used to accelerate product development and double the size of the team, as it grows internationally.
Sales Layer is a Spanish based company with a cloud-based Product Information Management (PIM) platform, helping brands and retailers to transform their catalogs into a digital, enriched and multichannel control center. Bright Pixel led its series A round and recently participated in its series B round.
Sellforte, based in Helsinki, Finland, is a SaaS platform for Retailers, Brands and Telcos, which uses proprietary data science and AI to measure the effectiveness of online and offline marketing investments.
Citcon, is a US-based leading mobile wallet payment provider with a fintech platform that enables seamless global commerce at scale by connecting the world's businesses with more than 100+ mobile wallets, local and alternative payment methods. Citcon raised
$30m in series C financing led by Norwest Venture Partners and Cota Capital with the participation of Bright Pixel and Sierra Venture.
Afresh, is a US-based leading AI-powered fresh food technology provider. Afresh's AI-powered solutions optimize critical functions in fresh food, including ordering, inventory, merchandising, and operations. Afresh significantly reduces food waste, improves its partners' profitability, and makes fresher, healthier food more accessible to all. Afresh announced a $115m series B funding round led by Spark Capital and with participation from Insight Partners, VMG Partners, and Bright Pixel.
Chord, is a US based company with a Platform as a Service that offers commerce businesses technology and data products that help enhance their businesses by giving them cutting-edge headless commerce technology and access to meaningful first-party data. In 2022, Chord raised a $15m series A extension round, co-led by Bright Pixel and existing investor Eclipse and with new investors GC1 Ventures, TechNexus Venture Collaborative and Anti Fund VC joining existing investors Imaginary Ventures, Foundation Capital and White Star Capital as participants.
Harmonya offers an AI-powered product data enrichment, categorization, and insights platform for retailers and brands. The company raised $20m series A round in 2023, led by Bright Pixel with the participation of existing investor Team8, as well as Arc Investors, J Ventures, Silicon Road Ventures, Allen & Company, LiveRamp Ventures, and Susa Ventures. Already in 2025, the company announced a strategic investment from Dunnhumby Ventures and its existing investors, Bright Pixel Capital and Team8.
KeyChain is the AI-powered platform that helps brands and retailers quickly find the right manufacturers to produce their products. Bright Pixel invested $5m at the end of 2024, bringing the total company's funding to $38m with support from leading venture firms BoxGroup, Lightspeed Venture Partners, and SV Angel as well as other CPG giants General Mills, The Hershey Company, and Schreiber Foods. During 2025, the company raised a $30m series B round, in which Bright Pixel participated, and launched Keychain OS, an AI Operating System Set to Power the Future of CPG Manufacturing.
Brij is the AI-powered platform that helps consumer brands redefine omnichannel enablement by unlocking and monetizing offline customer relationships. The company closed an $8m oversubscribed investment round led by Bright Pixel and CEAS Investments, with participation from Artemis Fund, Red Bike Capital, Lakehouse Ventures, and Forum Ventures, as well as strategic angels from leading consumer brands including Caraway, Brunt Workwear, and Feastables.
Duel is the leading Brand Advocacy platform helping leading retail brands grow through their own fan and creator communities instead of traditional advertising. The company raised $16m in a series A round co-led by Bright Pixel and Molten Ventures, alongside existing investor Peter Bauer, founder of Mimecast.
INFRASTRUCTURE SOFTWARE
Portainer.io, based in New Zealand, is one of the most popular container management platforms globally. Portainer's universal tool unleashes the power of containerized applications for everyone.
Codacy, is a PT-based automated code review and engineering productivity tool. It provides intelligence for software engineering teams to reach their full potential. Codacy raised a $15m series B funding round led by Bright Pixel, also backed by existing investors Armilar Venture Partners, EQT Ventures, Join Capital, Caixa Capital, Faber Ventures and Iberis Capital.
Jentis, is an Austrian scale-up specializing in advanced server-side web tracking and data protection technologies. Its Data Capture Platform is an all-in-one tracking solution that provides businesses enhanced data quality and data sovereignty while enabling compliance with GDPR and other global data protection regulations. Bright Pixel led a
€11m in a series A funding round raised in 2023. This round was also participated by the new co-investor 3TS Capital Partners, and by the existing investor Pragmatech Ventures.
FlowFuse is a leading company in the industrial digitalisation movement, empowering businesses to modernize operations through low-code automation and scalable IoT solutions. The company closed in 2025 a $7.2m investment round led by Senovo, with participation from Bright Pixel, Uncorrelated, Westwave, and Open Core Ventures.
HiveMQ is a German enterprise-grade platform that enables secure, real-time data movement across millions of IoT devices. In 2025, Bright Pixel participated in a €25m funding round.
ONA is a US-based technology platform that serves as "mission control" for software development, combining secure cloud development environments with AI-powered engineering agents. In 2025, Bright Pixel co-led a $15m funding round.
Encord is an AI-native data infrastructure company that enables teams to manage, curate and annotate complex multimodal data - including video, audio, images and sensor data
- which is critical for production-grade physical AI systems powering robots, autonomous vehicles and other real-world applications. In 2025, Bright Pixel participated in Encord's US
$60 million series C funding round alongside Wellington Management and other existing investors, reinforcing its strategic exposure to infrastructure that supports the rapid scaling of AI development.
BUSINESS APPLICATIONS
Infraspeak the leading European and South American Intelligent Maintenance Management Platform (IMMP), headquartered in Portugal, has secured a series A extension round of €7.5m, led by Bright Pixel in 2023.
Bria is a leading visual generative AI platform-as-a-service (PaaS) empowering enterprises to create scalable and compliant visual content. In 2025, Bright Pixel invested in an extension of Bria's $40m series B funding round, led by Red Dot Capital with participation from Maor Investment, Entrée Capital, GFT Ventures, Intel Capital, and In-Venture.
Second Nature is an AI-powered sales training platform that enables large enterprises to train and coach their sales teams through real-time AI-driven coaching and interactive role-play simulations. In 2025, Bright Pixel co-led a $22m series B round alongside Sienna Ventures, with participation from StageOne Ventures, Cardumen, Signals VC and Zoom Communications Inc.
EMERGING TECH & OTHERS
Didimo, a leading creator of high-fidelity digital humans with 3D technology. Didimo enables anyone to quickly and easily create lifelike digital models that businesses and individuals can use to interact and to provide or enjoy services online. In 2020, Didimo announced €1m in funding from new investors led by Armilar Venture Partners along with Bright Pixel and PME Investimentos in cooperation with the 200M Co-Investment Fund. In August 2022, Didimo raised $7.1m in series A funding led by Armilar Venture Partners, with the participation of Bright Pixel, Portugal Ventures and Techstars.
Armilar Venture Funds are the 3 Venture Capital funds in which Bright Pixel owns participation units acquired to Novo Banco. With this transaction, concluded in December 2016, Bright Pixel reinforced its portfolio with sizeable stakes in leading edge companies such as Outsystems and Feedzai, both consistently presenting meaningful and sustainable levels of growth.
NOS Telecommunications 2025
NOS reported its 4Q/FY25 results to the market on March 3rd.
Despite operating in a highly challenging competitive environment in the Telecommunications segment, NOS has consistently delivered solid operational results quarter after quarter, which, combined with the diversification of its revenue streams, notably into the IT segment following the acquisition of Claranet Portugal in early 2025, and the implementation of meaningful efficiency gains under its ongoing transformation program, lead to robust and sustainable financial results.
In 2025, turnover increased by 1.6% to €1.8bn, while EBITDA rose by 4.3% to €814m, leading to a margin improvement of 1.2pp to 44.6%. Net income decreased by €26m to
€246m, reflecting the lower volume of positive one-off effects recognized vs 2024, amounting to more than €80m. Excluding these non-recurring impacts, net income increased by €28m year-on-year.
In Sonaecom's consolidated accounts, NOS's contribution under the equity method amounted to €91.9m in 2025 (€28.6m in 4Q).
Further details are available on the company's website here.
Operating Revenues (€m)
1,795 1,823
+1.6%
2024R 2025
EBITDA (€m, %)
43.5%
44.6%
780 814
+4.3%
2024R 2025
2.5 Risk Management
Risk Management is one of the components of Sonaecom's culture and a pillar of Corporate Governance. Sonaecom's activity is exposed to a variety of risks, namely:
Economic Risks
Sonaecom is exposed to the economic environment in Portugal, although, due to the increasing pace of the internationalization of the Software and Technology area, this exposure is more and more mitigated.
In the scope of economic risks, we can highlight the need for constant technological innovation, the risk of competition, the risk of specialization in the scope of Portfolio Management, the risk of business interruption and catastrophic losses, the risk of security of information and the risk of talent retention.
Note: 2024 figures were restated to comparability with the 2025 data, reflecting the effects of the acquisition of Claranet Portugal from April 2025 onwards.
Media 2025
Público is a leading Portuguese-language news organisation, pursuing a digital-first strategy that combines high editorial standards with a strong and innovative digital presence. The publication continues to reinforce its leadership in the Portuguese daily newspaper market, particularly in digital subscriptions, and was recently recognised with the European Newspaper Award, being named European Newspaper of the Year.
In 2025, growth in subscription revenues was offset by a decline in advertising revenues, resulting in a slightly lower revenue level compared to 2024. Despite this, profitability improved year-on-year, reflecting continued cost discipline and the increasing weight of recurring subscription revenues.
A more detailed description of these risks and the instruments used for their coverage is included in the Corporate Governance Report.
Financial Risks
The Company's activity is exposed to a variety of financial risks such as market risk, interest rate risk, currency risk, liquidity risk and credit risk, arising from the characteristic uncertainty of the financial markets, which is reflected in the ability to forecast cash flows and profitability.
The financial risk management policy of the Company, underlying a perspective of continuity of long term operations seeks to minimize potential adverse effects arising from that uncertainty, using, whenever possible and advisable, derivative hedging instruments.
MANAGEMENT REPORTCAPITAL MARKETS
Equity Capital Markets in 2025
Share price evolution during 2025
Shareholding structure and own shares
Annual Report 2025
15
3.3. Shareholding structure and own sharesEquity Capital Markets in 2025
Sonaecom shares have been listed on the Portuguese Stock Exchange - Euronext Lisbon - since June 2000, with the symbol SNC. The table below lists the main statistics relating to Sonaecom's 2025 stock performance.
Sonaecom shares on the stock market during 2025Stock market Euronext Lisbon
Ticker SNC
ISIN PTSNC0AM0006
Bloomberg code SNC PL Equity
Reuters code SNC.LS
Number of shares outstanding 311,340,037
Share capital 230,391,627
Stock price as of last day December (euros) 2.800
Stock price - High (euros) 3.260
Stock price - Low (euros) 2.160
Average daily volume - 2024 (# shares) 4,551
Average daily volume - 2023 (# shares) 3,169
Market capitalisation as of last day December (euros) 871,752,104
Market Performance
SONAECOM
PSI20
150.0%
140.0%
130.0%
120.0%
110.0%
100.0%
90.0%
80.0%
70.0%
60.0%
dez/25
out/25
nov/25
ago/25
set/25
mai/25 jun/25
jul/25
mar/25
abr/25
jan/25 fev/25
dez/24
50.0%
Chart 1 - Sonaecom's performance vs PSI 20 and DJ Euro Stoxx Telecoms in 2025
At the end of 2025, Sonaecom's shares reached a market price of 2.800 euros per share, 23.9% above the closing price of 2.260 euros per share at 31 de December 2024. The share price reached a maximum of 3.260 euros per share, at 10 September 2025, and a minimum of 2.160 euros per share, at 15 and 17 January 2025.
As far as the Portuguese market is concerned, PSI-20, the principal local stock index, ended 2025 at 8,263.65 points, which reflects a positive variation pf 29.6% versus year-end 2024. Euro Stoxx Telecommunications index ended 2025 at 256.08 representing an increase of 12% versus 2024.
Sonaecom's market capitalisation stood at approximately 872 million euros at the end of 2025. The average daily trading volume reached approximately 4,551 shares, a 43.6% increase compared to 2024 (more 1,382 shares).
Share price evolution during 2025
Sonaecom's share performanceIn 2025, Sonaecom's market share price increased 23.9%, compared to 2024.
Sonaecom shares would have been influenced by various milestones during the year, as follows:
10 March 2025 Sonaecom full-year 2024 consolidated results released;
8 May 2025: Shareholders' Annual General Meeting held with release of information on approved decisions;
8 May 2025: Information about the payment of the dividends for 2023;
14 May 2025: Sonaecom first quarter 2025 consolidated results released;
25 July 2025: Sonaecom first-half 2025 consolidated results released;
15 September 2025: Information about gender equality plan;
3 November 2025: Sonaecom first nine months 2025 consolidated results released;
In accordance with the Portuguese Securities Code, shareholdings amounting to or exceeding the thresholds of 5%, 10%, 15%, 20%, 25%, 33.33%, 50%, 66.67% and 90% of the total share capital must be reported to the Portuguese Securities Market Commission and disclosed to the capital market. Reporting is also required if the shareholdings fall below the same percentages.
Simplified Sonaecom shareholding structureShareholder Number of shares held % Shareholding as at 31 Dec. 2025
Sonae - SGPS, S.A. 276,585,527 88.84%
Own shares 5,571,014 1.79%
Other 29,183,496 9.37%
Sonae - SGPS, S.A. (Sonae) is Sonaecom's largest shareholder, owning an 88.84% stake in Sonaecom (direct and indirect), equivalent to 90.46% of the voting rights. Sonae is a Portuguese multinational retail company, market leader in Portugal in food and specialised retail formats, with two core partnerships: shopping centres and telecoms. At 31 December 2023, the free float stood at approximately 9.37%. The free float is the percentage of shares not held or controlled by shareholders with qualified holdings and excluding own shares.
MANAGEMENT REPORT
SONAECOM INDIVIDUAL RESULTS
Operational data
Financial data
Annual Report 2025
.
18
-
Operational Data
Sonaecom SGPS's individual results for the years ended 31 December 2025 and 2024 are summarised as follows:
Million euros
2024
2025
Difference
%
Operating Costs (1)
1.8
1.6
(0.1)
(7)%
EBITDA
(1.7)
0.1
1.8
104%
EBIT
(1.7)
0.0
1.7
103%
Dividends Received
67.4
77.0
9.6
14%
Net Financial Activity
5.7
4.5
(1.2)
(20)%
Other Financial Results
(47.4)
11.5
58.9
124%
EBT
24.0
93.1
69.1
288%
Net Income
23.6
92.5
68.9
292%
(1) Excludes Amortization, Depreciation and Provisions
On 31 December 2025 and 2024, the headcount of Sonaecom SGPS included three remunerated directors.
Total operational costs
Total operating costs (excluding depreciation, amortisation charges and provisions) amounted to 1.6 million euros, representing a 7% decrease vs 2024.
EBITDA
EBITDA was positive by 0.1 million euros, which compares with a negative value of 1.8 million euros in 2024 , due to the recognition of an operational income in the amount of 1.7 million euros mainly related to the favorable conclusion of one of Sonaecom's tax processes paid under the Special Regime for Regularization of Debts to Tax and Social Security (RERD - (Dec. Law 248-A of 2002 and Decree-Law no. 151- A/2013).
Dividends received
In 2025, Sonaecom SGPS recorded a dividend distribution from NOS SGPS, S.A., in the amount of 77.0 million euros, representing an increase of 14% when compared to 2024.
Net financial activity
The net financial activity (interest income less interest expenses) was positive by 4.5 million euros, which compares with 5.7 million euros in 2024.
Other financial results
In 2025, other financial results were positive by 11.5 million euros mainly due to the 14 million euros impairment reversal at NOS, partially offset by impairments recorded in the financial investment at Publico. In 2024, the negative amount of 47.4 million euros was mainly due the impairments recorded at NOS and Publico.
Net income
Net results for the year were positive by 92.5 million euros, significantly higher than previous year, mainly driven by the positive evolution of Other Financial Results and the higher amount of dividends received from NOS, SGPS, SA.
The amount of 22.189 euros is already reflected in the net income and is planned for a part of the short term variable bonus of executive directors, as a distribution of profit, pursuant to art. 33 n.2 of the Articles of Association as proposed by the Remunerations Committee, which is responsible for the implementation of these remuneration policy approved at the General Meeting held on May 8th, 2025.
- Financial data
Changes in Sonaecom SGPS Liquidity Million euros
The following table summarises the major cash movements during the year ended at 31 December 2025:
Sonaecom SGPS stand-alone liquidity as at 31 December 2024 137.1
Cash and Bank 1.0
Bank
Subsidiaries
136
-
Changes in Nominal Gross Debt
−
External Debt
-
Treasury applications from subsidiaries
-
Shareholder Loans and Supplementary capital granted
(41.8)
Dividend paid
(8.6)
Free Cash Flow
91.4
Interest paid
-
Interest received
5.5
Dividends and other reserves distribution
77.0
Investments
(4.0)
Operational Free Cash Flow and others
12.9
Liquidity on 31 December 2025
178.2
Cash and Bank Deposits
28.2
Treasury applications
150.0
Bank
150.0
Subsidiaries
-
Treasury Applications 136.1
During the year 2025, Sonaecom's stand-alone liquidity increased 41.1 million euros to
178.2 million euros due to the following movements:
Supplementary capital placed in subsidiaries increased by 41.8 million euros;
Dividends received in the amount of €77.0 million euros from NOS, SGPS, S.A.;
Dividend payment of 8.6 million euros;
Loss coverage of 4.0 million euros at Público;
Interests received in the amount of 5.5 million euros; and
Positive FCF of 12.9 million euros.
-
Operational Data
SUBSEQUENTS EVENTS
-
Subsequent Events
After 31 December 2025 and up to this date, no significant events have occurred that need to be disclosed.
MANAGEMENT REPORT
-
Subsequent Events
PROPOSAL FOR THE APPLICATION OF RESULTS
Annual Report 2025
23
-
Proposal for the application of results
The Board of Directors proposes that the net profit in the Individual accounts, in the amount of 92,483,503.08 euros be transferred as follows:
4,624,175.15 euros to legal reserves;
25,841,223.07 euros is distributed to shareholders; and
62,018,104.86 euros to "Other Reserves".
Since it is not possible to determine precisely the number of treasury shares that will be held by the company on the date of the above-mentioned payments without limiting the company's capacity for intervention, we highlight the following:
Each share issued will be paid a gross dividend of 0.083 euros; and
The amount corresponding to the shares that belong to the Company itself on the day of the payment of the above-mentioned amount (calculated on said unit amount of 0.083 euros per issued share) will not be paid to shareholders but will instead be maintained in Other Reserves.
Annual Report 2025
MANAGEMENT REPORTAPPENDIX
GLOSSARY
EBITDA Underlying EBITDA + Equity Method results + non recurrent items (when applicable)
Underlying EBITDA Operating Results excluding Amortizations and
Depreciations
EBIT Direct EBT deducted from financial result or EBITDA deducted from Depreciations and Amortizations
EBT Direct Result before minority results and taxes
Indirect Results Fair Value adjustments related to minority stakes
recorded at Fair Value through profit and loss and equity method results related to Armilar Venture Funds, both net of tax impacts. Also includes impacts related to ZAP valuation.
CAPEX Gross Investments in tangible and intangible assets and investments in acquisitions
Operating CAPEX CAPEX excluding Financial Investments
Free Cash Flow (FCF) EBITDA - CAPEX - change in working capital - financial
results - taxes
Gross Debt Bonds + bank loans + other loans + shareholder loans + financial leases
Net Debt Bonds + bank loans + other loans + shareholder loans + financial leases - cash, bank deposits, current investments and other long term financial applications
Statement of the Board of DirectorsStatement under the terms of Article 29-G Paragraph 1, c) of the Portuguese Securities Code
The signatories individually declare that, to their knowledge, the Management Report, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared meeting the standards of the applicable International Financial Reporting Standards, giving a truthful (fairly) and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of the issuer and that the Management Report faithfully describes the business evolution and position of the issuer and of the companies included in the consolidation perimeter and contains a description of the major risks and uncertainties that they face.
The Board of Directors
Ângelo Gabriel Ribeirinho dos Santos Paupério Maria Cláudia Teixeira de Azevedo
João Pedro Magalhães da Silva Torres Dolores Eduardo Humberto dos Santos Piedade Cristina Maria de Araújo Freitas Novais
Article 447 and Qualified Shareholdings- Article 447 Board of Directors
Additions
Reductions
Position at 31.12.2025
Balance at 31 December 2025
Date | Quantity | Market price in Euros | Quantity | Market price in Euros | Quantity | ||
Ângelo Gabriel Ribeirinho dos Santos Paupério | |||||||
Enxomil - Consultoria e Gestão, S.A. (10) (a) | Dominant | ||||||
Enxomil - Sociedade Imobiliária, S.A.(11) (a) | Dominant | ||||||
Sonae SGPS, S.A. - Shares (6) | 641,945 | ||||||
Acquisition | 01.04.2025 | 138,246 | 1.062 | ||||
Disposal | 03.09.2025 | 700,000 | 1.270 | ||||
Maria Cláudia Teixeira de Azevedo | |||||||
Efanor Investimentos, SGPS, S.E. (1) | Minoritary | ||||||
Linhacom, SGPS, S.A.(a) | Dominant | ||||||
Sonae SGPS, S.A. - Shares (6) | 1,207,214 | ||||||
Acquisition | 12.12.2025 | 189,314 | 1.614 | ||||
Sonae - SGPS, S.A. - Bonds (6) | 572 | ||||||
João Pedro Magalhães da Silva Torres Dolores | |||||||
Sonae SGPS, S.A. - Shares (6) | 481,653 | ||||||
Acquisition | 01.04.2025 | 195,722 | 1.062 | ||||
Eduardo Humberto dos Santos Piedade | |||||||
Sonae SGPS, S.A. - Shares (6) | 28,516 | ||||||
Acquisition | 01.04.2025 | 147,123 | 1.062 | ||||
Disposal | 03.04.2025 | 140,000 | 1.061 | ||||
Cristina Maria de Araújo Freitas Novais | |||||||
Sonae SGPS, S.A. - Shares (6) | 41,948 | ||||||
Disposal | 27.03.2025 | 13,168 | 1.024 | ||||
Acquisition | 01.04.2025 | 41,948 | 1.062 | ||||
Disposal | 07.04.2025 | 54,151 | 1.062 |
a) Includes shares held indirectly.
Management
Additions
Reductions
Position at 31.12.2025
Balance at 31 December 2025
Date | Quantity Market price in Euros | Quantity | Market | price in Euros | Quantity | ||
(1) Efanor Investimentos, SGPS, S.E. Sonae - SGPS, S.A.(6) | 200,100,000 | ||||||
Pareuro, BV(2) | Dominant | ||||||
(2) Pareuro, BV Sonae - SGPS, S.A.(6) | 849,533,095 | ||||||
(3) Migracom, SGPS, S.A. | |||||||
Imparfin - Investimentos e Participações Financeiras,S.A.(5) Sonae - SGPS, S.A.(6) | Minority | 4,786,242 | |||||
Sonae - SGPS, SA - Bonds (6) | 1,908 | ||||||
(4) Linhacom,SGPS, S.A. | |||||||
Imparfin - Investimentos e Participações Financeiras,S.A.(5) Sonae - SGPS, S.A.(6) | Minority | - | |||||
Disposal | 12.12.2025 | 189,314 | 1.614 | ||||
(5) Imparfin- Investimentos e Participações Financeiras, S.A. Sonae - SGPS, S.A.(6) | 5,398,465 | ||||||
Sonae - SGPS, SA - Bonds (6) | 1,986 | ||||||
(6) Sonae - SGPS, S.A. | |||||||
Sonaecom, SGPS, S.A.(9) | Dominant | ||||||
Sonae Investments BV(7) | Dominant | ||||||
Sontel BV(8) | Dominant | ||||||
(7) Sonae Investments BV | |||||||
Sontel BV(8) | Dominant | ||||||
(8) Sontel BV | |||||||
Sonaecom, SGPS, S.A.(9) | Dominant | ||||||
(9) Sonaecom, SGPS, S.A. | 5,571,014 | ||||||
(10) Enxomil - Consultoria e Gestão, S.A. Sonae - SGPS, S.A.(6) | 2,021,855 | ||||||
(11) Enxomil - Sociedade Imobiliária, SA Sonae - SGPS, S.A.(6) | 662,987 |
Qualified Shareholding
Shareholder | Number of shares | % of Share capital | % Share capital and voting rights* | % of exercisable voting rights** |
Efanor Investimentos, SGPS, S.E.(1) | 276,585,527 | 88.84% | 88.84% | 90.46% |
Sontel BV (company controlled by Sonae SGPS, S.A.) | 194,063,119 | 62.33% | 62.33% | 63.47% |
Sonae - SGPS, S.A. (company controlled by Efanor SGPS,S.E.) | 82,522,408 | 26.51% | 26.51% | 26.99% |
(1) Sonaecom SGPS, S.A. is a company indirectly controlled by Efanor Investimentos SGPS, S.A. ('Efanor'), as Efanor indirectly controls Sonae SGPS, S.A. and Sontel BV. With effects as from 29th November 2017, Efanor ceased to have a controlling shareholder, under the terms of articles 20º and 21º of the Portuguese Securities Code.
* Voting rights calculated based on the Company's share capital with voting rights, as per subparagraph b) of paragraph 3 of article 16 of the Portuguese Securities Code
**Voting rights calculated based on the Company's share capital with voting rights that are not subject to suspension of exercise