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freenet AG

Quarterly Report Aug 7, 2025

164_rns_2025-08-07_02f00686-5d3e-4399-bd3e-66c770153986.pdf

Quarterly Report

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H1/2025

Half-year report 1 January – 30 June 2025

Mobile communications. Internet. TV entertainment.

Key figures

Subscribers

In '000s 30.6.2025 31.12.2024 Absolute
change
Relative
change
Postpaid customers 7,730.5 7,600.2 130.4 1.7%
waipu.tv subscribers 2,001.7 1,940.6 61.2 3.2%
freenet TV subscribers (RGU) 473.4 496.3 -22.9 -4.6%
App-based tariffs 1 105.1 112.3 -7.2 -6.4%
Number of subscribers (total) 10,310.8 10,149.4 161.4 1.6%

Key financial figures 2

In EUR million/as indicated H1/2025 H1/2024
(restated) 3
Absolute
change
Relative
change
Revenues 1,213.1 1,202.1 10.9 0.9%
Gross profit 482.3 468.1 14.2 3.0%
Adjusted EBITDA4 257.4 256.1 1.4 0.5%
EBITDA 255.4 256.1 -0.7 -0.3%
Consolidated profit 125.7 163.6 -37.9 -23.2%
Earnings per share (in EUR) 5 1.04 1.39 -0.35 -25.2%

Liquidity ratios 2

In EUR million H1/2025 H1/2024
(restated) 3
Absolute
change
Relative
change
Cash flow from operating activities 213.6 207.7 5.9 2.8%
Cash flow from investing activities -16.7 -25.3 8.6 -34.0%
Cash flow from financing activities -296.6 -249.8 -46.8 18.7%
Free cash flow 159.0 151.2 7.8 5.2%

Balance sheet

As indicated 30.6.2025 31.12.2024 Absolute
change
Relative
change
Equity ratio 44.1% 44.5% -0.4%P -0.8%
Leverage (x times EBITDA) 1.1 0.9 0.2 16.2%
Total assets (in EUR million) 3,154.3 3,351.4 -197.1 -5.9%

Employees 2

30.6.2025 31.12.2024 Absolute
change
Relative
change
Headcount 3,124 3,167 -43 -1.4%
FTE 2,647 2,655 -8 -0.3%

Share

As indicated6 30.6.2025 31.12.2024 Absolute
change
Relative
change
Market capitalisation (in EUR billion) 3.3 3.3 0.0 0.4%
Share price (in EUR) 27.64 27.54 0.10 0.4%

1 Includes subscribers of freenet FUNK and freenet FLEX

2 Relates exclusively to continuing operations

3 With regard to the restatements of the figures for the first half of 2024, we refer to the explanations in note 2 in the selected explanatory

notes in accordance with IAS 34. 4 Any one-off effects are excluded from the calculation of adjusted EBITDA. One-off effects can be both expenses and

income resulting from significant one-off and/or regulatory effects. If there are no one-off effects in the reporting period, adjusted EBITDA corresponds to EBITDA.

5 Basic and diluted

6 Based on the XETRA closing price

Contents

Please note that there may be arithmetical rounding differences in the subtotals and final totals due to the number format, as the figures have been rounded to one decimal place. Furthermore, when converting units of measurement (e.g. thousands to millions), the result may be 0.0 or – 0.0 for reported items.

For more information on the 2024 financial year including statements from our Executive Board members, go to fn.de/24fy

To our shareholders

Letter to our shareholders

Dear Shareholders,

Despite the challenging market environment, we can look back on a successful first half of 2025. We expanded our customer base and increased revenues, adjusted EBITDA and free cash flow. In the mobile communications business, we remain rational and focused on profitable and sustainable growth, even though the competitive situation has intensified. In the TV market, our IPTV product waipu.tv continues to be one beneficiaries of competition between broadcasting channels for linear television.

"freenet increases adjusted EBITDA and free cash flow in the first half of the year despite a challenging market environment."

At mid-year, we had 10,310.8 thousand customers, 161.4 thousand more than at the end of the prior year (10,149.4 thousand). Revenues rose by 0.9% to EUR 1,213.1 million, resulting in an adjusted EBITDA of EUR 257.4 million (prior year: EUR 256.1 million) and free cash flow of EUR 159.0 million (prior year: EUR 151.2 million).

Our strong and stable market position in both product segments once again paid off for our shareholders. In line with our dividend commitment to distribute 80% of free cash flow, freenet paid out just under EUR 2 per share in May following the Annual General Meeting – a new record! In addition, we launched the 2025 share buyback programme announced at the beginning of the year at the start of June and had already bought back around 900 thousand shares for just under EUR 26 million by the end of June.

By contrast, our share price was volatile in the first half of the year. The performance was characterised by a sharp rise in the first five months of the year. In addition to the publication of our 2028 financial ambition at the end of 2024 and the associated expectations for future business development, the increase was driven by the general upturn in German equities due to the cross-market shift of investor funds from the USA to Europe, particularly to German mid/small caps. The share price rose to over EUR 37 before the Annual General Meeting, representing an increase of around 35% compared with the beginning of the year. However, following the publication of our quarterly results, the freenet share price corrected. The reason for this was generally attributed to the slowdown in customer growth at waipu.tv and stagnating service revenues due to competition in the mobile communications market. Analysts considered the sharp decline in the share price to be significantly exaggerated.

Around two weeks after the Annual General Meeting, Robin Harries succeeded Christoph Vilanek, who had been CEO of freenet AG since 2009. The Supervisory Board had already decided on his successor at a meeting in January 2025 and announced the decision. Robin Harries was most recently CFO at trivago N.V., an Internet hotel service provider, and priorly served as Chief Sales Officer at 1&1 Telekommunikation SE for several years. He has detailed knowledge of the markets relevant to our business and brings extensive industry expertise to the table.

"freenet is successfully navigating the dynamic competitive environment in mobile communications."

The mobile communications market in Germany has been characterised by intense competitive dynamics for several months. In particular, the national roaming deal between 1&1 and Vodafone and the associated migration of around 12 million 1&1 customers from the Telefónica network to the Vodafone network stimulated price competition in Germany. In this challenging environment, we nevertheless exceeded some of our expectations for customer development without endangering our market position. In the first half of the year, we increased our net new customer growth in the postpaid segment by 3.9% compared with the prior year, thereby expanding our customer base by 286.9 thousand to 7,730.5 thousand. For the full year, we expect growth to be at least in line with the prior year.

Postpaid ARPU development in the first half of the year was at the lower end of our prior expectations and is now expected to decline moderately year-on-year. At the beginning of the year, we still expected stable performance. Nevertheless, in the first half of the year, in conjunction with the moderate growth in postpaid customers, we increased the service revenues associated with these customers by 0.6% to EUR 799.4 million (prior year: EUR 794.4 million).

In the first six months of this year, we generated adjusted EBITDA of EUR 210.6 million in the Mobile Communications segment. This was slightly below the prior-year figure (EUR 213.2 million) due to higher TV marketing expenses and expected salary increases. For the full year, we continue to expect adjusted EBITDA for the segment to be between EUR 420 million and EUR 440 million.

"waipu.tv achieves significant EBITDA growth – focus on profitability pays off."

In the TV market, the long-term structural trend of "cord cutting", i.e., the shift away from traditional cable TV broadcasting channels to IPTV remains unbroken. With waipu.tv, we are addressing this growing market segment, which is characterised by technological change, changing user behaviour and the abolition of the ancillary cost law ("Nebenkostenprivileg") last year. From the beginning of January to the end of June this year, waipu.tv gained 61.2 thousand net new subscribers. This confirms the attractiveness of our IPTV product, even though the development lagged behind the strong net growth of the prior year (prior year: 329.6 thousand). There are two main reasons for this. The 2024 financial year, especially the second quarter, was characterised by exceptionally strong growth, which was primarily driven by the abolition of the ancillary cost law ("Nebenkostenprivileg") for cable television. In this context, waipu.tv's EBITDA growth was subordinated to the exploitation of this growth potential. In the second quarter of 2025, however, the focus was clearly on profitable growth. In the further course of the year, the focus will now be on converting the customers acquired in 2024 into long-term customer relationships. In addition, the growth of our customer base is currently being impacted by the termination of our sales partnership with Telefónica at the end of September 2024. In the first half of 2024, Telefónica had acquired around 140 thousand new waipu.tv customers, which is now having a negative impact on the total customer base. As expected, this effect will continue to accompany us throughout the year. Adjusted for this effect, the customer base in the other sales channels continues to grow noticeably.

The price increase of EUR 2 to EUR 14.99 per month for waipu.tv̕s premium product "Perfect Plus" planned for the first quarter of 2025 was successfully implemented without any impact on the customer base. These and other actions are contributing to our target of retaining customers in the long term through performance-based pricing and sustainably and steadily increasing waipu.tv̕s EBITDA contribution. Total adjusted EBITDA in the segment was 13.8% higher than in the prior year at EUR 60.1 million (prior year: EUR 52.8 million). For the full year, we continue to expect adjusted EBITDA for the segment to be between EUR 115 million and EUR 135 million (prior year: EUR 102.9 million).

"freenet confirms guidance for adjusted EBITDA and free cash flow for the 2025 financial year."

We are aware of the current challenges in our sales markets and at the same time have a clear understanding of our strengths and the opportunities and potential available to us. We therefore consider ourselves well positioned to achieve our 2025 guidance. We expect adjusted EBITDA of between EUR 520 million and EUR 540 million and free cash flow of EUR 300 million to EUR 320 million.

Stay with us and continue to accompany us on our journey.

Sincerely

Your freenet Executive Board

(CEO) (CFO) (CHRO) (CTO) (CCE) (CCO)

Robin Harries Ingo Arnold Nicole Engenhardt-Gillé Stephan Esch Antonius Fromme Rickmann v. Platen

freenet share

freenet share performance

Taking into account the dividend of EUR 1.97 per share and the increase in the share price, freenet shares recorded a total shareholder return (TSR) of around 7% in the first six months (prior-year period: around 5%). The two leading German indices, MDAX and TecDAX, which also include freenet, gained around 19% and 13% respectively in value compared with the end of 2024. The sector-specific SXKGR index, which tracks the largest European telecommunications companies, also recorded a significant increase of around 15%. Excluding the dividend payment, freenet shares showed no increase in value compared with the end of 2024 (0%; prior-year period: approx. –2%). The average performance of listed competitors in the German mobile communications market was around 12%.

The freenet share opened 2025 at EUR 27.54 and performed extremely well until the Annual General Meeting on 13 May 2025, rising by almost 30% to EUR 35.76. On 2 May 2025, the share price reached its highest level of the year to date at EUR 37.28, which is also the all-time high since freenet AG was listed on the stock exchange in 2007. Following the Annual General Meeting and the associated dividend discount, as well as the publication of the results for the first quarter of 2025, which failed to meet some of the capital market's expectations, the freenet share price corrected and reached its lowest level so far this year at EUR 26.94 on 19 June 2025. The reason for this was generally attributed to the slowdown in customer growth at waipu.tv and stagnating service revenues due to competition in the mobile communications market. Analysts considered this sharp decline in the share price to be significantly exaggerated. At the end of the first half of the year, the share price stood at EUR 27.64 and has been showing signs of stabilising at this level for some time. freenet's market capitalisation amounted to EUR 3.29 billion as of 30 June 2025 (year-end 2024: EUR 3.28 billion).

Figure 1: Performance of freenet share in the first half of 2025 vs. the market

Shareholder structure

The free float of freenet AG pursuant to the German Securities Trading Act (WpHG) decreased insignificantly as of 30 June 2025 compared to the end of 2024 (94.9%) to 94.6%. This is due to BlackRock Inc. increasing its shareholding from 5.1% to 5.4% on 21 March 2025. As of the reporting date, BlackRock Inc. was the only shareholder holding more than 3% of the voting rights in freenet AG (year-end 2024: one shareholder). Norges Bank exceeded the reporting threshold at the beginning of the year with 3.3%. In January, Norges Bank exceeded and fell below this threshold several times, ultimately falling below the 3% threshold on 30 January 2025.

The current shareholder structure of freenet AG is shown at fn.de/shareholders.

Figure 2: Shareholder structure in accordance with the WpHG as of 30 June 2025

Analysts

The number of sell-side analysts who regularly publish studies and recommendations on freenet AG decreased to 16 analysts compared to the prior year (year-end 2024: 17). HSBC ceased its coverage of the entire telecommunications sector, including freenet, due to a restructuring of its investment banking division. Overall, the capital market continues to show strong and sustained interest in freenet shares. The distribution of analysts' recommendations changed slightly compared with the end of the prior year. Nine analysts recommend buying the shares (end of 2024: 13). The downgrades from buy to hold were mainly due to the sharp rise in the share price in the first half of the year and the associated decline in upside potential. Five analysts recommend holding the share (year-end 2024: three) and two analysts recommend selling (year-end 2024: one). On average, analysts calculated a target price of EUR 32.86, which is 4.2% higher than at the end of 2024 (EUR 31.55). Based on the freenet share price as of 30 June 2025 (EUR 27.64), analysts therefore see upside potential of around 19% for the share. The highest target price at the end of June 2025 is EUR 39.80 (end of 2024: EUR 35.20) from Bernstein, and the lowest target price is EUR 25.60 (end of 2024: EUR 25.60) from Redburn Atlantic.

Current analyst ratings for freenet shares can be found at fn.de/analysts.

Figure 3: Recommendations and price targets of analysts as of 30 June 2025

Annual General Meeting

The Annual General Meeting of freenet AG took place on 13 May 2025 as an in-person event at the Congress Center Hamburg (CCH). 43% (prior year: 41%) of the share capital was represented at the event. A total of around 360 shareholders were present (prior year: around 400).

The Annual General Meeting confirmed the proposed dividend of EUR 1.97 per outstanding share (prior year: EUR 1.77), of which EUR 0.12 is attributable to a one-time effect from the sale of IP addresses. freenet is continuing its dividend continuity with an 11.3% increase in the dividend and distributed around EUR 234 million (prior year: around EUR 210 million) to shareholders for the 2024 financial year. The dividend yield based on the share price at the end of 2024 was around 7%.

The dividend distribution of freenet AG was made in 2025 for the first time with a partial deduction of capital gains tax. From 2026 onwards, the dividend will be paid out with full deduction of capital gains tax.

In addition, the Annual General Meeting approved all other items on the agenda. The detailed voting results of the 2025 Annual General Meeting can be found here.

Share buyback programme 2025

freenet AG has been implementing a share buyback programme (2025 share buyback programme) since 4 June 2025. Under this share buyback programme, shares in the company will be repurchased via Xetra in the 2025 financial year. The total volume of the share buyback programme may amount to up to EUR 100 million.

freenet AG is thus exercising the authorisation granted by the Annual General Meeting on 5 May 2022, according to which shares may be repurchased until 4 May 2027 to the extent of up to 10% of the share capital of the company existing at the time of the resolution or, if this value is lower, at the time of exercising the authorisation. Before the start of the 2025 share buyback programme, the company held around 50 thousand treasury shares. By 30 June 2025, around 920 thousand shares had been repurchased under the share buyback programme for just under EUR 26 million (average purchase price per share: EUR 27.76). The repurchased shares will be cancelled at a given point in time by reducing the share capital.

A detailed overview of the dates, volumes and average prices of the share buybacks can be found at fn.de/sharebuyback.

Interim Group management report

Customer development and earnings performance

The number of freenet subscription customers increased by 161.4 thousand to 10,310.8 thousand in the first six months of 2025 (year-end 2024: 10,149.4 thousand), driven in particular by growth in postpaid customers. Revenues rose by 0.9% compared with the prior-year period (EUR 1,202.1 million) to EUR 1,213.1 million.

Table 1: Customer development

In '000s 30.6.2025 31.12.2024 Absolute
change
Relative
change
Postpaid customers 7,730.5 7,600.2 130.4 1.7%
App-based tariffs1 105.1 112.3 -7.2 -6.4%
Mobile Communications segment 7,835.6 7,712.5 123.2 1.6%
waipu.tv subscribers 2,001.7 1,940.6 61.2 3.2%
freenet TV subscribers (RGU) 473.4 496.3 -22.9 -4.6%
TV and Media segment 2,475.1 2,436.9 38.2 1.6%
Number of subscribers (total) 10,310.8 10,149.4 161.4 1.6%

1 Includes subscribers of freenet FUNK and freenet FLEX

Revenues in the Mobile Communications segment were slightly higher than in the prior-year period at EUR 1,008.8 million (EUR 1,006.4 million). This increase is mainly attributable to higher postpaid service revenues, which rose by EUR 5.1 million to EUR 799.4 million compared with the prior-year period (EUR 794.4 million). This increase is attributable to the growth in the postpaid customer base to 7,730.5 thousand (year-end 2024: 7,600.2 thousand), while postpaid ARPU of EUR 17.4 was below the prior year's figure (EUR 17.8). The decline in postpaid ARPU is primarily attributable to the disproportionate increase in new customers in the lower price segment in the second half of 2024 and the current intensification of price competition in the mobile communications market.

Table 2: Revenues and earnings figures

H1/2024 Absolute Relative
In EUR million H1/2025 (restated)1 change change
Revenues2 1,213.1 1,202.1 10.9 0.9%
Mobile Communications segment 1,008.8 1,006.4 2.4 0.2%
Service revenues (postpaid) 799.4 794.4 5.1 0.6%
TV and Media segment 204.8 192.3 12.5 6.5%
Other/Holding segment 21.7 25.4 -3.7 -14.7%
Gross profit 482.3 468.1 14.2 3.0%
Other expenses/income -226.9 -212.0 -14.9 7.0%
Adjusted EBITDA3 257.4 256.1 1.4 0.5%
Mobile Communications segment 210.6 213.2 -2.6 -1.2%
TV and Media segment 60.1 52.8 7.3 13.8%
Other/Holding segment -13.3 -9.9 -3.4 33.7%
EBITDA 255.4 256.1 -0.7 -0.3%
EBIT 184.6 184.1 0.6 0.3%
Financial result -11.0 -15.6 4.6 -29.5%
EBT 173.6 168.4 5.2 3.1%
Consolidated profit 125.7 163.6 -37.9 -23.2%

1 With regard to the restatements of the figures for the first half of 2024, we refer to the explanations in note 2 in the selected explanatory notes

in accordance with IAS 34.

2 The total differs due to the restatement for intersegment income and expenses.

3 Any one-off effects are excluded from the calculation of adjusted EBITDA. One-off effects can be both expenses and income resulting from significant one-off and/or regulatory effects. If there are no one-off effects in the reporting period, adjusted EBITDA corresponds to EBITDA. The TV and Media segment recorded noticeable growth in revenues of 6.5% to EUR 204.8 million (prior-year period: EUR 192.3 million). This was mainly due to the significant increase in waipu.tv subscribers to 2,001.7 thousand compared with the prior-year period (1,698.9 thousand). Overall, the number of subscribers in the TV business rose by 38.2 thousand to 2,475.1 thousand in the first six months of this year (end of 2024: 2,436.9 thousand). The continuing decline in freenet TV subscribers to 473.4 thousand (end of 2024: 496.3 thousand) was more than offset in segment revenues by revenues growth at waipu.tv.

The positive development of revenues is also reflected in gross profit, which increased by EUR 14.2 million to EUR 482.3 million compared with the same period in 2024 (EUR 468.1 million). At the same time, the gross profit margin improved by 0.8 percentage points to 39.8% (prior-year period: 38.9%).

Other expenses and income (difference between gross profit and EBITDA) amounted to EUR 226.9 million, up EUR 14.9 million on the first half of 2024 (EUR 212.0 million). Other operating expenses included in this figure rose by EUR 14.4 million year-on-year to EUR 149.1 million (prior-year period: EUR 134.7 million). This increase is mainly attributable to higher marketing expenses and higher loss allowances. In addition, personnel expenses rose by EUR 2.4 million to EUR 113.7 million (prior-year period: EUR 111.3 million), primarily due to a one-time effect for remuneration in connection with the termination of Christoph Vilanek's membership of the Management Board as of 31 May 2025 (EUR 1.6 million), with his management contract continuing until 31 December 2025.

EBITDA thus amounted to EUR 255.4 million (prior-year period: EUR 256.1 million). Adjusted for the above-mentioned one-time effect in personnel expenses (EUR 1.6 million) and another one-time effect in other operating expenses in connection with expenses incurred from value added tax (EUR 0.4 million), adjusted EBITDA amounted to EUR 257.4 million (prior-year period: EUR 256.1 million). Adjusted EBITDA, which is used for comparison purposes below, rose by 0.5% compared with the prior-year period. The adjusted EBITDA margin remained stable at 21.2% (prior-year period: 21.3%).

Depreciation, amortisation and impairment losses were slightly below the level of the first half of 2024 (EUR 72.0 million) at EUR 70.8 million.

The financial result improved by EUR 4.6 million compared with the prior-year period (EUR –15.6 million) to EUR –11.0 million. This was mainly due to the higher negative share of earnings in the prior-year period in connection with contributions to equity of Antenne Deutschland GmbH & Co. KG, which is accounted for using the equity method (EUR –0.2 million; prior-year period: EUR –4.3 million). In addition, interest expenses fell to EUR 13.5 million (prior-year period: EUR 15.7 million) – primarily due to lower expenses in connection with variable-rate promissory note loans and cash value adjustments of lease liabilities as a result of the lower interest rate level.

In the first half of 2025, income taxes expense amounted to EUR 47.9 million (prior-year period: EUR 4.8 million). These consist of current tax expenses of EUR 18.8 million (prior-year period: EUR 15.1 million) and deferred tax expenses of EUR 29.1 million (prior-year period: deferred tax income of EUR 10.3 million). The deferred tax expenses reported in the reporting period mainly result from the reduction in deferred income tax assets on tax loss carryforwards due to their utilisation. The deferred income tax assets of EUR 10.3 million reported in the prior-year period included a one-time effect of EUR 21.0 million due to the German Growth Opportunities Act. The Act increases the possibility of utilising corporate income tax loss carryforwards from 60% to 70% of taxable income for the financial years 2024 to 2027, which meant that freenet had to recognise higher deferred income tax assets on tax loss carryforwards compared with the prior legal situation.

Total consolidated profit from continuing operations amounted to EUR 125.7 million in the first half of 2025 (prior-year period: EUR 163.6 million). Consolidated profit from discontinuing operations amounted to EUR 1.4 million (prior-year period: EUR –50.4 million), which includes all expenses and income attributable to the discontinuing operation Gravis.

Net assets and financial position

Total assets as of 30 June 2025 amounted to EUR 3,154.3 million, a decrease of EUR 197.1 million compared to 31 December 2024 (EUR 3,351.4 million).

On the assets side, non-current assets decreased by EUR 73.1 million to EUR 2,460.2 million (year-end 2024: EUR 2,533.3 million). Deferred income tax assets decreased by EUR 30.7 million to EUR 66.5 million (year-end 2024: EUR 97.2 million), mainly as a result of the ongoing utilisation of capitalised tax loss carryforwards. Lease assets decreased significantly by EUR 20.6 million to EUR 202.9 million (year-end 2024: EUR 223.5 million). In addition, intangible assets decreased by EUR 16.7 million to EUR 142.6 million (year-end 2024: EUR 159.3 million), mainly due to the scheduled amortisation of the exclusive distribution right with Media-Saturn Deutschland GmbH (EUR 12.8 million). This was mainly offset by the increase in other financial assets of EUR 27.0 million to EUR 142.3 million (year-end 2024: EUR 115.4 million), primarily due to the positive fair value development (stock market price) of the equity investment in CECONOMY AG.

Current assets fell by EUR 124.0 million to EUR 694.1 million as of the reporting date (year-end 2024: EUR 818.1 million). The main reason for this was the decrease in liquid assets by EUR 103.7 million to EUR 77.9 million (year-end 2024: EUR 181.6 million). This change was primarily due to the dividend payment of EUR 234.1 million made in May 2025 and payments of EUR 24.4 million relating to the share buyback programme launched in June 2025, while free cash flow of EUR 159.0 million was generated in the first half of 2025. In addition, trade accounts receivable decreased by EUR 44.0 million to EUR 293.4 million (year-end 2024: EUR 337.4 million), mainly due to payments received for network operator annual bonuses for the 2024 billing period.

In EUR million 30.6.2025 31.12.2024 Absolute
change
Relative
change
Non-current assets 2,460.2 2,533.3 -73.1 -2.9%
Current assets 694.1 818.1 -124.0 -15.2%
Assets 3,154.3 3,351.4 -197.1 -5.9%
Equity 1,391.6 1,490.4 -98.8 -6.6%
Non-current liabilities 638.9 709.0 -70.1 -9.9%
Current liabilities 1,123.8 1,152.0 -28.2 -2.4%
Equity and liabilities 3,154.3 3,351.4 -197.1 -5.9%
Equity ratio 44.1% 44.5% -0.4%P -0.8%

Table 3: Balance sheet (condensed)

Due to the sale of all shares in The Cloud Group, which was completed after the balance sheet date on 3 July 2025, all assets amounting to EUR 30.7 million were reported on a net basis under non-current assets available for sale as of the balance sheet date. In this context, reference is made to note 3 of the selected explanatory notes.

On the liabilities side, equity decreased by EUR 98.8 million to EUR 1,391.6 million as of 30 June 2025 (year-end 2024: EUR 1,490.4 million). With consolidated profit amounting to EUR 127.1 million, the decrease in equity was primarily due to the dividend distribution of EUR 234.1 million. As a result, the equity ratio fell from 44.5% at the end of the year to 44.1% at the end of June 2025, remaining well above the limit of at least 25% defined by freenet.

Total non-current and current liabilities decreased by EUR 98.3 million to EUR 1,762.7 million (year-end 2024: EUR 1,861.0 million). Other liabilities and accruals decreased by EUR 30.6 million to EUR 540.1 million, mainly due to the decrease in deferred income relating to bonuses and premium claims received from network operators. In addition, trade accounts payable decreased by EUR 29.5 million to EUR 287.3 million (year-end 2024: EUR 316.9 million). This was mainly due to developments in trade accounts payable to dealers and distributors as of the reporting date and payments in connection with the exclusive MSD distribution cooperation. In addition, lease liabilities decreased by EUR 27.2 million to EUR 251.3 million (year-end 2024: EUR 278.5 million), mainly due to scheduled repayments. Including lease receivables, net lease liabilities amounted to EUR 228.1 million as of 30 June 2025 (year-end 2024: EUR 252.4 million).

Financial liabilities, which remain the largest item within non-current and current liabilities, amounted to EUR 417.4 million as of the reporting date, on a par with the year-end 2024 level (EUR 418.5 million). At 1.1 times EBITDA as of the end of June 2025, the leverage ratio based on net financial liabilites was slightly above the level at the end of 2024 (0.9), but still well below the defined limit of 3.0 times EBITDA.

In EUR million 30.6.2025 31.12.2024
(restated)1
Absolute
change
Relative
change
Non-current financial liabilities 199.6 223.0 -23.4 -10.5%
+ Current financial liabilities 217.8 195.6 22.3 11.4%
+ Net lease liabilities 228.1 252.4 -24.3 -9.6%
– Liquid assets 77.9 181.6 -103.7 -57.1%
= Net financial liabilites 567.7 489.3 78.3 16.0%
– Equity investments 118.1 86.0 32.2 37.4%
= Adjusted net financial liabilities 449.6 403.4 46.2 11.4%
Leverage 1.1 0.9 0.2 16.2%
Adjusted leverage 0.9 0.8 0.1 11.6%

Table 4: Calculation of net financial liabilities and leverage

1 With regard to the restatements of the figures as of 31.12.2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

Liquidity situation

Compared with the same period of the prior year, cash flow from operating activities from continuing operations increased by EUR 5.9 million to EUR 213.6 million in the first half of 2025 (prior-year period: EUR 207.7 million). The increase is mainly attributable to the EUR 14.7 million lower increase in contract acquisition costs including net working capital (net current assets). By contrast, taxes paid, which rose by EUR 7.1 million year-on-year, and net interest payments, which increased by EUR 1.4 million, reduced cash flow from operating activities from continuing operations.

Table 5: Liquidity ratios 1

In EUR million H1/2025 H1/2024
(restated) 2
Absolute
change
Relative
change
Cash flow from operating activities 213.6 207.7 5.9 2.8%
Cash flow from investing activities -16.7 -25.3 8.6 -34.0%
Cash flow from financing activities -296.6 -249.8 -46.8 18.7%
Free cash flow 159.0 151.2 7.8 5.2%

1 Relates exclusively to continuing operations

2 With regard to the restatements of the figures for the first half of 2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

Cash flow from investing activities from continuing operations amounted to EUR –16.7 million in the first half of 2025, compared with EUR –25.3 million in the same period of the prior year. The change is mainly due to the payments made in the prior-year period 2024 in connection with the acquisition of SuperNova GmbH & Co. Co. KG (prior-year period: EUR 6.5 million) and the lower contributions to the equity of Antenne Deutschland GmbH & Co. KG (EUR 0.2 million, prior-year period: EUR 4.3 million).

Cash flow from financing activities from continuing operations developed in the first half of 2025 compared with the same period in 2024 from EUR –249.8 million to EUR –296.6 million. Payments in the first half of 2025 were attributable to the dividend distribution of EUR 234.1 million (prior-year period: EUR 210.4 million), repayment of lease liabilities of EUR 38.0 million (prior-year period: EUR 37.4 million) and cash outflows in connection with the share buyback programme of EUR 24.4 million (prior-year period: EUR 0).

Free cash flow from continuing operations rose by 5.2% to EUR 159.0 million in the reporting period (prior-year period: EUR 151.2 million).

Report on opportunities and risks

Since the beginning of the financial year, there have been no significant changes in the opportunities and risks relating to future business development. The opportunities and risks to which freenet is exposed in the course of its ongoing business activities were described in detail in the 2024 Annual report (page 45 et seq.) and remain valid in principle.

The risk that the discounts granted by a network operator on roaming services under the roam-like-at-home regulation will be lower than expected could have a negative impact on earnings and free cash flow. freenet is conducting negotiations in this regard and is taking this risk into account by making risk provisions in instalments in its balance sheet. This represents a medium risk for freenet going forward.

As of 30 June 2025, there were still no risks in the "high" category. Furthermore, no risks were identified that could endanger freenet's continued existence, either individually or in combination with other risks. The potential impacts on the current financial year continue to be classified as low overall.

Statement on the guidance for business performance

Postpaid ARPU development in the first half of this year was at the lower end of the prior guidance (stable performance). This development is primarily attributable to the disproportionate increase in new customers in the lower price segment in the second half of 2024 and the current intensification of price competition in the mobile communications market. A moderate decline in postpaid ARPU is now expected for the full year, whereas stable performance had been anticipated at the beginning of the year. Against the backdrop of the continuing expectation of moderate growth in the number of postpaid customers (at least at the prior-year growth level), all other financial performance indicators for the Mobile Communications segment remain unchanged. Likewise, the guidance for the TV and Media segment and the Group remain unchanged.

A detailed guidance for the 2025 financial year is provided in the 2024 annual report.

Table 6: Guidance for financial performance indicators

In EUR million/as indicated 2024 reference value
(restated)1
2025 Guidance
(4 March 2025)
Change in 2025 Guidance
(6 August 2025)
Revenues 2,477.5 Moderate growth
Mobile Communications segment 2,057.0 Moderate growth
TV and Media segment 399.9 Noticeable growth
Postpaid ARPU (in EUR) 17.9 Stable performance Moderate decrease
Adjusted EBITDA2 506.5 520-540
Mobile Communications segment 430.6 420-440
TV and Media segment 102.9 115-135
Free cash flow 292.3 300-320

1 With regard to the restatements of the figures as of 31.12.2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

2 Any one-off effects are excluded from the calculation of adjusted EBITDA. One-off effects can be both expenses and income resulting from significant one-off and/or regulatory effects. If there are no one-off effects in the reporting period, adjusted EBITDA corresponds to EBITDA.

Table 7: Guidance for non-financial performance indicators

In '000s 31 December 2024
reference value
2025 Guidance
(4 March 2025)
Postpaid customer base 7,600.2 Moderate growth
waipu.tv subscribers 1,940.6 Noticeable growth
freenet TV subscribers (RGU) 496.3 Noticeable decrease

Büdelsdorf, 6 August 2025

freenet AG

The Executive Board

(CEO) (CFO) (CHRO) (CTO) (CCE) (CCO)

Robin Harries Ingo Arnold Nicole Engenhardt-Gillé Stephan Esch Antonius Fromme Rickmann v. Platen

Condensed consolidated interim financial statements *

Consolidated income statement

H1/2024
In EUR million/as indicated H1/2025 (restated)1
Revenues 1,213.1 1,202.1
Other operating income 23.8 22.6
Other own work capitalized 12.1 11.5
Cost of materials -730.8 -734.1
Personnel expenses -113.7 -111.3
Other operating expenses -149.1 -134.7
Thereof: result from impairment losses on financial assets and contract assets -13.2 -6.7
Thereof: excluding result from impairment losses on financial assets and contract assets -135.9 -128.0
EBITDA2 255.4 256.1
Depreciation, amortisation and impairment -70.8 -72.0
EBIT3 184.6 184.1
Result of equity-accounted investments -0.1 -4.2
Interest and similar income 2.6 4.0
Interest and similar expenses -13.5 -15.7
Other financial result 0.0 0.3
Financial result -11.0 -15.6
Earnings before income taxes 173.6 168.4
Income taxes -47.9 -4.8
Consolidated profit from continuing operations 125.7 163.6
Consolidated profit from discontinuing operations 1.4 -50.4
Consolidated profit 127.1 113.2
Consolidated profit attributable to shareholders of freenet AG 124.8 114.6
Consolidated profit attributable to non-controlling interests 2.3 -1.4
Earnings per share (EPS) from continuing operations, basic and diluted (in EUR) 1.04 1.39
Earnings per share (EPS) from discontinuing operations, basic and diluted (in EUR) 0.01 -0.43
Earnings per share (EPS) basic and diluted (in EUR) 1.05 0.96
Weighted average number of shares outstanding, basic and diluted (in millions) 118.8 118.9

1With regard to the restatements of the figures for the first half of 2024, please refer to the explanations under item 2 in the selected explanatory notes

in accordance with IAS 34. 2 EBITDA is defined as earnings before interest and taxes (EBIT) plus depreciation, amortisation and impairment.

3 EBIT is defined as earnings before financial result and income taxes.

* This half-year report has been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU). The Group has implemented all accounting standards that are mandatory as of the reporting date. For the principles and methods used in the preparation of the consolidated financial statements, please refer to the Consolidated statement of changes in equity as of 31 December 2024 (see 2024 annual report, p. 148 et seq.).

Consolidated statement of comprehensive income

In EUR million H1/2025 H1/2024
(restated)1
Consolidated profit 127.1 113.2
Currency conversion differences -0.2 0.0
Other income/to be reclassified to profit or loss in future periods -0.2 0.0
Change in fair value of investments in equity instruments 32.2 19.6
Recognition of actuarial gains and losses from the accounting of pension plans acc. to IAS 19 3.2 2.1
Income taxes recognised in other comprehensive income -1.5 -0.9
Other income/not to be reclassified to profit or loss in future periods 33.9 20.7
Other 33.8 20.7
Consolidated total income 160.9 133.9
Share of freenet AG shareholders in consolidated total profit 158.6 135.4
Consolidated total income attributable to non-controlling interests 2.3 -1.4

1With regard to the restatements of the figures for the first half of 2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

Consolidated balance sheet

Assets
In EUR million 30.6.2025 31.12.2024
(restated)1
Non-current assets
Intangible assets 142.6 159.3
Lease assets 202.9 223.5
Goodwill 1,373.3 1,384.8
Property, plant and equipment 100.1 111.6
Equity-accounted investments 0.5 0.4
Deferred income tax assets 66.5 97.2
Trade accounts receivable 44.9 43.9
Other receivables and other assets 85.4 88.7
Other financial assets 142.3 115.4
Contract acquistion costs 301.6 308.4
2,460.2 2,533.3
Current assets
Inventories 42.9 46.7
Current income tax receivables 0.1 0.2
Trade accounts receivable 293.4 337.4
Other receivables and other assets 190.6 189.2
Other financial assets 58.5 63.0
Liquid assets 77.9 181.6
Non-current assets available for sale 30.7 0.0
694.1 818.1
Total assets
3,154.3
3,351.4
------------------------------------

1 With regard to the restatements of the figures as of 31 December 2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

Equity and liabilities
In EUR million 30.6.2025 31.12.2024
(restated)1
Equity
Share capital 118.9 118.9
Capital reserve 567.5 567.5
Treasury shares -25.6 0.0
Accumulated other comprehensive income -121.8 -155.5
Consolidated balance sheet result 855.3 964.6
Equity attributable to shareholders of freenet AG 1,394.3 1,495.4
Equity attributable to non-controlling interests -2.7 -5.0
1,391.6 1,490.4
Non-current liabilities
Lease liabilities 174.9 201.0
Other liabilities and accruals 109.7 119.7
Other financial liabilities 11.2 21.8
Financial liabilities 199.6 223.0
pension provisions 67.0 70.2
Other provisions 76.6 73.4
638.9 709.0
Current liabilities
Lease liabilities 76.4 77.5
Trade accounts payable 287.3 316.9
Other liabilities and accruals 430.4 451.0
Other financial liabilities 38.1 40.7
Current income tax liabilities 19.9 23.4
Financial liabilities 217.8 195.6
Other provisions 48.2 46.9
Liabilities related to the disposal of certain non-current assets 5.7 0.0
1,123.8 1,152.0
Total equity and liabilities 3,154.3 3,351.4

1 With regard to the restatements of the figures as of 31 December 2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

Consolidated statement of changes in equity

1 January to 30 June 2025

Accumulated other comprehensive income
In EUR million Share
capital
Capital
reserve
Treasury
shares
Currency
conversion
differences
Change in fair
value of invest
ments in equity
instruments
Revaluation
reserve in
accordance
with IAS 19
Consolidated
balance
sheet result
Equity
attributable to
shareholders of
freenet AG
Equity
attributable to
non-controlling
interests
Equity
As of 1 January 2025 118.9 567.5 0.0 0.8 -141.3 -15.0 964.6 1,495.4 -5.0 1,490.4
Dividend payment 0.0 0.0 0.0 0.0 0.0 0.0 -234.1 -234.1 0.0 -234.1
Acquisition of treasury shares 0.0 0.0 –25.6 0.0 0.0 0.0 0.0 -25.6 0.0 -25.6
Consolidated profit 0.0 0.0 0.0 0.0 0.0 0.0 124.8 124.8 2.3 127.1
Change in fair value of financial
investments in equity instruments 1
0.0 0.0 0.0 0.0 31.7 0.0 0.0 31.7 0.0 31.7
Recognition of actuarial gains
and losses in accordance with
IAS 19 (2011) 1
0.0 0.0 0.0 0.0 0.0 2.2 0.0 2.2 0.0 2.2
Foreign currency conversion1 0.0 0.0 0.0 –0.2 0.0 0.0 0.0 –0.2 0.0 –0.2
Subtotal: Consolidated total
comprehensive income
0.0 0.0 0.0 –0.2 31.7 2.2 124.8 158.6 2.3 160.9
As of 30 June 2025 118.9 567.5 –25.6 0.6 -109.6 -12.8 855.3 1,394.3 -2.7 1,391.6

1 The amounts are netted with the income taxes recognised in other comprehensive income.

1 January to 30 June 2024 (restated) 1

Accumulated other comprehensive income
In EUR million Share
capital
Capital
reserve
Currency
conversion
differences
Change in fair
value of invest
ments in equity
instruments
Revaluation
reserve in
accordance
with IAS 19
Consolidated
balance
sheet result
Equity
attributable to
shareholders of
freenet AG
Equity
attributable to
non-controlling
interests
Equity
As of 1 January 2024 118.9 567.5 0.8 -150.0 -12.3 921.9 1,446.7 -3.8 1,442.9
Effect from the capitalisation and
amortisation of contract acquisition
costs from mobile communications
contracts with no fixed term
0.0 0.0 0.0 0.0 0.0 2.9 2.9 0.0 2.9
As of 1 January 2024 (restated) 118.9 567.5 0.8 -150.0 -12.3 924.8 1,449.6 -3.8 1,445.9
Dividend payment 0.0 0.0 0.0 0.0 0.0 -210.4 -210.4 0.0 -210.4
Consolidated profit 0.0 0.0 0.0 0.0 0.0 114.6 114.6 –1.4 113.2
Change in fair value of investments
in equity instruments 2
0.0 0.0 0.0 19.3 0.0 0.0 19.3 0.0 19.3
Recognition of actuarial gains
and losses in accordance with
IAS 19 (2011) 2
0.0 0.0 0.0 0.0 1.4 0.0 1.4 0.0 1.4
Foreign currency conversion2 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0
Subtotal: Consolidated total
comprehensive income
0.0 0.0 0.0 19.3 1.4 114.6 135.4 –1.4 133.9
As of 30 June 2024 118.9 567.5 0.8 -130.7 -10.8 829.0 1,374.6 -5.2 1,369.4

1 With regard to the restatements of the figures for the first half of 2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

Aufstellung über Veränderungen des Eigenkapitals

2 The amounts are netted with the income taxes recognised in other comprehensive income.

Consolidated statement of cash flows

In EUR million H1/2025 H1/2024
(restated)1
Earnings from continuing operations before income taxes and financial result (EBIT) 184.6 184.1
Depreciation, amortisation and impairment of non-current assets 70.8 72.0
Dividends received from equity investments 0.0 0.1
Profits/losses from the disposal of non-current assets -0.1 0.0
Increase in networking capital, unless attributable to investing or financing activities -23.6 -29.2
Cash inflows from the redemption of financial assets from leases 7.9 7.4
Capitalization of contract acquisition costs -157.0 -156.0
Amortization of contract acquisition costs 163.8 153.6
Taxes paid -22.3 -15.2
Income from interest and other financial result 1.3 2.5
Interest paid -11.9 -11.7
Cash flow from operating activities from continuing operations 213.6 207.7
Cash flow from operating activities from discontinuing operations -1.5 -18.8
Cash flow from operating activities 212.1 188.9
Cash outflows for investments in property and intangible assets -17.7 -22.0
Cash inflows from the disposal of property and intangible assets 1.2 2.9
Cash outflows for the acquisition of subsidiaries 0.0 -6.5
Cash inflows from the sale of equity-accounted companies 0.0 0.1
Cash outflows into equity of equity-accounted investments -0.2 -4.3
Cash outflows to acquire other equity investments 0.0 –0.1
Cash inflows from the sale of other investments 0.0 4.5
Cash flow from investing activities from continuing operations -16.7 -25.3
Cash flow from investing activities from discontinuing operations 0.0 -0.4
Cash flow from investing activities -16.7 -25.7
Cash outflows to company owners and minority shareholders -234.1 -210.4
Cash outflows for the acquisition of treasury shares -24.4 0.0
Cash inflows from the assumption of financial liabilities 0.0 164.5
Cash outflows from the repayment of financial liabilities 0.0 -166.5
Cash outflows for the repayment of lease liabilities -38.0 -37.4
Cash flow from financing activities from continuing operations -296.6 -249.8
Cash flow from financing activities from discontinuing operations -1.7 -2.6
Cash flow from financing activities -298.3 -252.4
Net change in cash funds -102.9 -89.2
Cash funds at the beginning of the period 181.6 159.8
Cash funds at the end of the period 78.7 70.6

1 With regard to the restatements of the figures for the first half of 2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

Composition of cash funds

In EUR million 30.6.2025 30.6.2024
Liquid assets 77.9 95.6
Liquid assets within assets held for sale 0.8 0.0
Liabilities to banks for short-term cash management 0.0 -25.0
Cash funds 78.7 70.6

Composition of free cash flow1

In EUR million H1/2025 H1/2024
(restated)2
Cash flow from operating activities from continuing operations 213.6 207.7
Cash outflows for investments in property and intangible assets from continuing operations -17.7 -22.0
Cash inflows from the disposal of property and intangible assets from continuing operations 1.2 2.9
Cash outflows for the repayment of lease liabilities from continuing operations -38.0 -37.4
Free cash flow from continuing operations 159.0 151.2

1 Free cash flow is a non-GAAP key figure.

2 With regard to the restatements of the figures for the first half of 2024, please refer to the explanations under item 2 in the selected explanatory notes in accordance with IAS 34.

Selected explanatory notes in accordance with IAS 34

Material accounting policies and consolidation principles

  1. These condensed interim consolidated financial statements have been prepared in accordance with Regulation 1606/2002 of the European Parliament and of the Council, in accordance with the International Financial Reporting Standards (IFRS) adopted by the European Union, in accordance with IAS 34. In doing so, the Group has taken into account all IFRS adopted by the EU and required to be applied. No review of the condensed consolidated interim financial statements has been carried out.

The Group has implemented all accounting standards that are mandatory as of the reporting date and refers to the notes to the consolidated financial statements as of 31 December 2024 (see 2024 annual report, p. 148 et seq.). The amendments to IAS 21 (Lack of Exchangeability) effective from 1 January 2025 have no impact on the present condensed interim consolidated financial statements of freenet AG.

  1. The comparability of the present interim consolidated financial statements as of 30 June 2025 with the consolidated financial statements as of 31 December 2024 and the interim consolidated financial statements as of 30 June 2024 is limited by the following retrospective restatements of the prior-year figures:

One change made retroactively in the 2025 financial year relates to mobile communications contracts with no fixed term. The related contract acquisition costs are no longer recognised immediately as expenses, but are capitalised on the basis of the amortisation periods now available and the expansion of the business, and amortised over the expected term of the mobile communications contract based on experience. Furthermore, the related connection fees invoiced to customers are no longer recognised immediately as revenues, but are now recognised on a straight-line basis over the expected term of the mobile communications contract. This led to a retrospective increase in equity (consolidated balance sheet result) as of 1 January 2024 of EUR 2.9 million due to an increase in contract acquisition costs of EUR 5.9 million and an increase in other liabilities and accruals of EUR 2.9 million (of which EUR 0.6 million in non-current and EUR 2.4 million in current liabilities). Compared with the interim consolidated financial statements as of 30 June 2024, the comparative figures for the first half of 2024 in the present interim consolidated financial statements show an increase in revenues of EUR 0.6 million, an increase in the cost of materials of EUR 0.3 million and an increase in personnel expenses of EUR 9 thousand. EBITDA for the first half of 2024 therefore increased by EUR 0.2 million. In the consolidated balance sheet as of 31 December 2024 included in these interim consolidated financial statements, this change resulted in a total increase in contract acquisition costs of EUR 9.4 million, an increase in other liabilities and accruals of EUR 3.1 million (of which EUR 0.7 million is non-current and EUR 2.5 million is current) and a corresponding increase in consolidated equity of EUR 6.3 million.

The other changes to the comparative figures for the first half of 2024 were already made in the consolidated financial statements as of 31 December 2024 – we reported on this in the 2024 annual report on pages 165 et seq. and provide further details below:

  • The Group generates revenues from the broadcasting of TV advertising, among other things, and pays the TV broadcasters a fee for the advertising inventory broadcast. The Group no longer reports these fees under other operating expenses, but now under cost of materials. In the consolidated income statement for the first half of 2024, the cost of materials was increased by EUR 5.9 million and other operating expenses were reduced by EUR 5.9 million in the present financial statements, with no impact on EBITDA.
  • Another change relates to the revenues discounts granted to end customers in the Mobile Communications segment when they transfer their phone numbers at their request. These are no longer recognised immediately as a reduction in revenues when granted, but are instead recognised pro rata over the 24-month term of the customer contract. Compared with the interim consolidated financial statements as of 30 June 2024, revenues in the comparative figures for the first half of 2024 in the present interim consolidated financial statements are increased by EUR 3.7 million and other operating expenses for the adjusted loss allowances on receivables are increased by EUR 0.1 million. EBITDA for the first half of 2024 therefore increased by EUR 3.6 million.

The significant estimates and assumptions compared to the 2024 consolidated financial statements remain unchanged.

Significant events and transactions

  1. Under a purchase agreement dated 9 May 2025, which was completed on 3 July 2025, the Group sold all of its shares and voting rights in The Cloud Networks Germany GmbH, Munich, and The Cloud Networks Nordic AB, Stockholm, Sweden (these companies are collectively referred to as "The Cloud Group" below) to a company of the French Wifirst Group. The sale of The Cloud Group was carried out as part of a strategic portfolio streamlining.

The Cloud Group's business activities mainly consist of establishing and operating a network of wireless (WiFi) Internet access points (hotspots). The hotspots that have been put into operation to date primarily comprise access points in hotels, petrol stations, airports and railway stations, in schools, nursing homes, in restaurants and cafés, and in other publicly accessible buildings and locations.

In Segment reporting, this company is part of the Mobile Communications segment. A cash purchase price of EUR 40.1 million was agreed, which was paid to the Group in July 2025, after the reporting date of these interim financial statements. In addition, an earn-out of between EUR 0 and EUR 8.0 million may be payable, the exact amount of which will be determined by the achievement of specified targets for a financial control variable of The Cloud Group for the 2025 financial year.

The Cloud Group will be deconsolidated on 3 July 2025. The assets and liabilities of The Cloud Group will therefore still be reported in the consolidated balance sheet as of 30 June 2025, but under the separate balance sheet items "Non-current assets available for sale" and "Liabilities in connection with the sale of certain non-current assets". The Cloud Group does not constitute a discontinuing operation within the meaning of IFRS 5.32. Therefore, the expenses and income of The Cloud Group are not allocated to discontinuing operations. A breakdown of the composition of the individual assets and liabilities of The Cloud Group as of 30 June 2025 is provided in the following overview.

Assets Equity and liabilities
In EUR million 30.6.2025 In EUR million 30.6.2025
Non-current assets Non-current liabilities
Intangible assets 4.2 Lease liabilities 0.5
Lease assets 0.7 Deferred income tax liabilities 1.3
Goodwill 11.4 Other liabilities and accruals 0.9
Property, plant and equipment 2.6 Other provisions 0.1
Other receivables and other assets 0.7
Other financial assets 0.1
19.7 2.8
Current assets Current liabilities
Inventories 0.8 Lease liabilities 0.3
Trade accounts receivable 8.9 Trade accounts payable 1.0
Other receivables and other assets 0.3 Other liabilities and accruals 0.9
Other financial assets 0.1 Other financial liabilities 0.6
Current income tax assets 0.1 Current income tax liabilities 0.1
Liquid assets 0.8 Other provisions 0.0
11.0 2.9
30.7 5.7

Assets and liabilities attributable to The Cloud Group as of 30 June 2025

The deconsolidation of the company is expected to result in a gain of EUR 13.5 million, which will be reported in other operating income in the third quarter of 2025. This may change once the earn-out has been finalised. Not included in this deconsolidation gain of EUR 13.5 million are disposal costs of approximately EUR 1.0 million, which will be reported in other operating expenses in the third quarter of 2025.

    1. The share buyback programme announced by freenet AG in its ad hoc announcement on 20 March 2025 has been implemented since 4 June 2025. In the period up to 31 December 2025 at the latest, treasury shares of the company are to be repurchased at acquisition cost of up to EUR 100 million (excluding incidental acquisition costs), but no more than 4 million shares. While treasury shares amounting to EUR 25.6 million were recognised on the trading day 30 June 2025 (see balance sheet item treasury shares), cash and cash equivalents for the acquisition of own shares amounted to EUR 24.4 million as of the reporting date 30 June (see cash flow statement).
    1. The change in other comprehensive income of EUR 33.8 million to EUR –121.8 million (year-end 2024: EUR –155.5 million) is primarily attributable to the positive development of the fair value (market price) of CECONOMY AG.

6. The following significant transactions took place between the Group and related companies:

In EUR million 1.1.2025-
30.6.2025
1.1.2024-
30.6.2024
Revenue attributable to billing of services
Joint ventures
Antenne Deutschland GmbH & Co KG 5.2 4.1
Associated companies
Bayern Digital Radio GmbH 0.2 0.3
Non-consolidated companies
Hessen Digital Radio GmbH 0.6 0.6
Total 6.0 5.0
In EUR million 1.1.2025-
30.6.2025
1.1.2024-
30.6.2024
Expenses from the purchase of services
Joint ventures
Antenne Deutschland GmbH & Co KG 0.1 0.0
Associated companies
ad.audio GmbH 0.1 0.2
Bayern Digital Radio GmbH 0.3 0.3
Total 0.5 0.5

As of 30 June 2025, the following receivables and liabilities existed with related parties:

In EUR million 30.6.2025 30.6.2024
Receivables from ongoing operations
Joint ventures
Antenne Deutschland GmbH & Co KG 0.1 0.0
Total 0.1 0.0

All transactions were based on market prices.

Other disclosures

  1. Disclosures regarding fair values:

The following overview, "Fair value hierarchy as of 30 June 2025", shows the significant parameters used to measure financial instruments recognised at fair value and financial instruments recognised at amortised cost for which no fair value could be determined. For a definition of the individual levels in accordance with IFRS 13, please refer to the notes to the consolidated financial statements of freenet AG as of 31 December 2024.

Financial instruments by category as of 30 June 2025

In EUR thousand IFRS 9
measure
ment
category
Carrying
amount of
balance
sheet
Measurement Fair value
of financial
instruments
30.6.2025 Amortised
cost
Fair value
recognised
in profit
or loss
Fair value
Fair value
through
other com
prehensive
income
30.6.2025
Assets
Cash/liquid assets AC 77,851 77,851 -1
Trade accounts receivable 338,291
At amortised cost AC 338,291 338,291 -1
Other financial assets 200,867
Lease receivables n/a 20,914
Other securities n/a 4,298
Non-derivative financial assets
At amortised cost AC 15,427 15,427 -1
Other financial assets
At amortised cost AC 39,253 39,253 -1
Other equity instruments
At fair value through profit or loss FVTPL 2,198 2,198 -1
At fair value through other
comprehensive income
FVOCI 118,777 118,777 118,777
Equity and liabilities
Lease liabilities n/a 251,284
Trade accounts payable AC 287,325 287,325
Financial liabilities 417,409 417,409
Financial liabilities from promissory notes AC 414,962 414,962 416,577
Other financial liabilities AC 2,447 2,447
Other financial liabilities 49,271
At amortised cost AC 41,529 41,529
Obligations from earn-outs AC 7,742 7,742 -1
Thereof aggregated by measurement
categories in accordance with IFRS 9
Assets
At amortised cost AC 470,822 470,822 -1
At fair value through profit or loss FVTPL 2,198 2,198 -1
At fair value through other comprehensive income FVTOCI 118,777 118,777 118,777
Equity and liabilities
At amortised cost AC 754,005 754,005 416,5771

1 No fair value was determined for these items, but the carrying amount represents a reasonable approximation of the fair value.

Fair value hierarchy as of 30 June 2025

In EUR thousand Total Level 1 Level 2 Level 3
Assets
Other equity instruments, at fair value through profit or loss 2,198 0 0 2,198
Other equity instruments, at fair value through other comprehensive income 118,777 118,777 0 0
Equity and liabilities
Financial liabilities from promissory notes 416,577 0 416,577 0
Option liabilities within other financial liabilities 7,742 0 0 7,742

There were no changes in the levels.

    1. Based on updated interest rates (freenet and debitel programmes: 4.0%; Media Broadcast Group programmes: 3.5%) and all other assumptions remaining unchanged, the pension provisions were remeasured. The resulting actuarial gain of EUR 3.2 million and the corresponding decrease in deferred tax assets of EUR 1.5 million were recognised in the statement of comprehensive income. On balance, this resulted in a positive result from items not reclassified to profit or loss of EUR 1.8 million.
    1. As in the 2024 consolidated financial statements, a average tax rate of 30.4% (prior-year period: 30.3%) was used to calculate current and deferred income taxes.
    1. The Executive Board organises and manages the company as the main decision-making body on the basis of the differences between the individual products and services offered. As the Group conducts its business activities almost exclusively in Germany, there is no organisation or management by geographical area. In the first six months of 2025, the Group was active in the following business segments:
    2. Mobile communications:
      • Activities as a mobile communications service provider Marketing of mobile communications services (voice and data services) of the mobile network operators Telekom Deutschland, Vodafone and Telefónica Deutschland in Germany
      • on the basis of network operator agreements concluded with these network operators, offering both its own network-independent services and tariffs and the tariffs of the network operators
      • Distribution/sale of mobile communications devices and additional services in the areas of mobile data communications and digital lifestyle
      • "freenet Internet": offering its own app-based Internet product
      • Provision of sales services
      • Planning, setting up, installing and maintaining WiFi networks
    3. TV and media:
      • Provision of services, primarily to end customers, in the IPTV segment
      • Planning, project management, installation, operation, servicing and marketing of broadcast-related solutions for business customers in the broadcasting and media industry
      • Provision of services in the field of DVB-T2 to end customers
  • Other/holding:
    • Provision of portal services such as e-commerce/advertising services (these mainly include online shopping and the marketing of advertising space on websites), payment services for end customers and the provision of various digital products and entertainment formats for download or display and use on mobile devices
    • Development of communication solutions, IT services and other services for business customers
    • Provision of narrowband voice services (call-by-call, preselection) and data services
    • Provision of distribution services

The "Other/holding" segment includes operating activities as well as other business activities. These mainly comprise the holding activities of freenet AG (including the provision of intra-group services in central areas such as legal, human resources and finance), but also include areas that cannot be clearly allocated to the operating segments. The segment revenues reported for the "Other/Holding" segment in the first six months of 2025 in the amount of EUR 21.7 million (prior-year period: EUR 25.4 million) relate to EUR 21.5 million (prior-year period: EUR 25.6 million) relates to operating activities and EUR 0.2 million (prior-year period: EUR –0.2 million) to other business activities. The gross profit of EUR 11.8 million reported for the "Other/Holding" segment in the first six months of 2025 (prior-year period: EUR 14.9 million) reported for the "Other/Holding" segment in the first six months of 2025 is attributable to operating activities in the amount of EUR 11.7 million (prior-year period: EUR 15.3 million) and to other business activities in the amount of EUR 0.1 million (prior-year period: EUR –0.4 million). The EBITDA of EUR –15.4 million reported for the "Other/Holding" segment in the first six months of 2025 (prior-year period: EUR –9.9 million) was attributable to operating activities in the amount of EUR 3.8 million (prior-year period: EUR 7.2 million) was attributable to operating activities and EUR –19.2 million (prior-year period: EUR –17.1 million) to other business activities.

Segment report

1 January to 30 June 2025

Reportable segments
Transition
In EUR thousand Mobile
communi
cations
TV and
media
Total Other/
holding
Elimination of
intersegment
revenues and
expenses
Total
Third-party revenues 1,004,602 196,012 1,200,614 12,439 0 1,213,053
Intersegment revenues 4,203 8,784 12,987 9,235 -22,222 0
Total revenues 1,008,805 204,796 1,213,601 21,674 -22,222 1,213,053
Cost of materials from third parties -638,933 -82,201 -721,134 -9,617 0 -730,751
Intersegment cost of materials -18,111 -705 -18,816 -221 19,037 0
Total cost of materials -657,044 -82,906 -739,950 -9,838 19,037 -730,751
Segment gross profit 351,761 121,890 473,651 11,836 -3,185 482,302
Other operating income 24,125 514 24,639 1,859 -2,674 23,824
Other own work capitalized 8,079 3,158 11,237 860 0 12,097
Personnel expenses -60,489 -32,120 -92,609 -21,117 0 -113,726
Other operating expenses -112,834 -33,344 -146,178 -8,790 5,859 -149,109
thereof result from loss allowances
on financial assets and contractual
assets
-12,303 -820 -13,123 -91 0 -13,214
thereof excluding the result from loss
allowances for financial assets and
contractual assets
-100,531 -32,524 -133,055 -8,699 5,859 -135,895
Total other expenses/income1 -141,119 -61,792 -202,911 -27,188 3,185 -226,914
thereof intersegment allocation -3,018 -1,071 -4,089 904 3,185
-15,352
Segment EBITDA
Depreciation, amortisation and
impairment
210,642
60,098
270,740
0
255,388
-70,783
EBIT 184,605
Financial result -11,010
EBT 173,595
Income taxes -47,892
Consolidated profit from continuing
operations
125,703
Consolidated profit from discontinuing
operations attributable to freenet AG
shareholders
1,435
Consolidated profit 127,138
Consolidated profit attributable to
shareholders of freenet AG
124,815
Consolidated profit attributable to
non-controlling interests
2,323
Net cash investments 9,592 5,965 15,557 974 16,531
thereof from continuing operations 9,592 5,965 15,557 974 16,531
thereof from discontinuing operations 0 0 0 0 0

1 Other expenses/income as the difference between gross profit and EBITDA include other operating income, other own work capitalised, personnel expenses and other operating expenses.

Segment report

1 January to 30 June 2024 (restated) 1

Reportable segments Transition Group
In EUR thousand Mobile
communi
cations
TV and
media
Total Other/
holding
Elimination of
intersegment
revenues and
expenses
Total
Third-party revenues 999,337 186,228 1,185,565 16,560 0 1,202,125
Intersegment revenues 7,040 6,085 13,125 8,842 -21,967 0
Total revenues 1,006,377 192,313 1,198,690 25,402 -21,967 1,202,125
Cost of materials from third parties -645,910 -78,044 -723,954 -10,115 0 -734,069
Intersegment cost of materials -17,084 -751 -17,835 -341 18,176 0
Total cost of materials -662,994 -78,795 -741,789 -10,456 18,176 -734,069
Segment gross profit 343,383 113,518 456,901 14,946 -3,791 468,056
Other operating income 22,981 413 23,394 1,857 -2,677 22,574
Other own work capitalized 7,803 2,874 10,677 842 0 11,519
Personnel expenses -59,403 -32,398 -91,801 -19,540 0 -111,341
Other operating expenses -101,563 -31,589 -133,152 -8,054 6,468 -134,738
thereof result from loss allowances
on financial assets and contractual
assets
-8,916 2,216 -6,700 -5 0 -6,705
thereof excluding the result from loss
allowances for financial assets and
contractual assets
-92,647 -33,805 -126,452 -8,049 6,468 -128,033
Total other expenses/income2 -130,182 -60,700 -190,882 -24,895 3,791 -211,986
thereof intersegment allocation -3,291 -1,491 -4,782 991 3,791
Segment EBITDA 213,201 52,818 266,019 -9,949 0 256,070
Depreciation, amortisation and
impairment
-72,015
EBIT 184,055
Financial result -15,626
EBT 168,429
Income taxes -4,810
Consolidated profit from continuing
operations
163,619
Consolidated profit from discontinuing
operations attributable to freenet AG
shareholders
-50,412
Consolidated profit 113,207
Consolidated profit attributable to
shareholders of freenet AG
114,617
Consolidated profit attributable to
non-controlling interests
-1,410
Net cash investments 11,933 6,654 18,587 863 19,450
thereof from continuing operations 11,580 6,654 18,234 863 19,097
thereof from discontinuing operations 353 0 353 0 353

1 With regard to the restatements of the figures for the first half of 2024, please refer to the explanations under item 2 in the selected explanatory notes

in accordance with IAS 34. 2 Other expenses/income as the difference between gross profit and EBITDA include other operating income, other own work capitalised, personnel expenses and other operating expenses.

    1. Events after 30 June 2025:
    2. Please refer to note 3 of the explanatory notes for information on the sale of The Cloud Group.
    3. As a result of the review process initiated following the change of CEO regarding the composition of the Executive Board, the Supervisory Board of freenet AG decided on 5 August 2025 to reduce the Management Board to two members with effect from 1 September 2025. The strict division of responsibilities between CEO Robin Harries and CFO Ingo Arnold is intended to clearly assign responsibilities, strengthen cross-departmental cooperation and accelerate decision-making processes. Ingo Arnold's appointment as CFO has been extended ahead of schedule until the end of 2029.

Further information

Responsibility statement

We confirm to the best of our knowledge that, in accordance with the applicable accounting rules, the condensed interim consolidated financial statements give a true and fair view of the net assets, liabilities, financial position and results of operations of the Group in accordance with the principles of proper accounting, and that the interim management report, including the Group's results of operations and the Group's position, is presented in such a way that it is possible to assess the Group's financial position and results of the Group and that the interim Group management report includes a review of the business development and performance of the Group and the position of the Group, and that the material opportunities and risks for the expected development of the Group are described.

Büdelsdorf, 6 August 2025

freenet AG

The Executive Board

(CEO) (CFO) (CHRO) (CTO) (CCE) (CCO)

Robin Harries Ingo Arnold Nicole Engenhardt-Gillé Stephan Esch Antonius Fromme Rickmann v. Platen

Financial calendar, imprint and contact

Financial calendar

Date Event
4 March 2025 Publication of preliminary results for the 2024 financial year 1
27 March 2025 Publication of 2024 Annual report
13 May 2025 2025 Annual General Meeting in Hamburg
22 May 2025 Publication of the 2025 Quarterly statement 1
6 August 2025 Publication of the 2025 Half-year report 1
5 November 2025 Publication of 2025 Nine-month statement 1

1 Publication after close of trading (Xetra)

Upcoming dates are subject to change. The current status of the financial calendar (including conference call dates) can be found at fn.de/calendar. Further information on freenet and its shares is available at fn.de/investors.

Quarterly overview

Our latest quarterly figures are available for download at fn.de/downloadsir.

Imprint and contact

freenet AG Hollerstraße 126 24782 Büdelsdorf, Germany

Investor Relations & ESG Reporting

Deelbögenkamp 4 22297 Hamburg, Germany

Phone: +49 (0) 40 / 5 13 06-7 78 E-mail: [email protected] Internet: fn.de/investors

Consulting, Policy & Design

Silvester Group, Hamburg, Germany www.silvestergroup.com

The half-yearly report is also available in German. In case of doubt, the German version shall prevail.

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