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Altea Green Power

Interim / Quarterly Report Sep 12, 2025

4126_ir_2025-09-12_db191c0a-023a-4fae-9427-a9ce20f6414b.pdf

Interim / Quarterly Report

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Consolidated Half-Year Report at 30 June 2025

CONSOLIDATED REPORT ON OPERATIONS AT 30 JUNE 2025 4

CONSOLIDATED HALF-YEAR REPORT AT 30 JUNE 2025

Consolidated Statements 31
Notes to the Consolidated
Half-Year Financial Statements
37
Certification of the Consolidated
Half-Year Financial Statements
84
Independent Auditors' Report 87

1

Consolidated Report on Operations at 30 June 2025

We look to the future with determination and confidence. Partnerships in the pipeline, combined with our adaptability and the solidity of our business plan, place us in a prime position to seize new opportunities.

Chairman's letter to shareholders

Shareholders,

the first half of 2025 marked yet another phase of growth, consolidation, and industrial vision for the AGP Group. In a complex and continually shifting global context, our Group stood out through agility, financial solidity, and strategic coherence, confirming its role as a leader in the sustainable energy infrastructure landscape.

During the period, the Group reported revenue of € 13.7 million, with EBITDA of € 8 million and an EBITDA margin of 58%. Net profit stood at € 5.4 million, while the total backlog remained steadily above € 165 million. These results demonstrate the Group's capacity to create value sustainably, even amid external factors that are not always advantageous.

The year 2025 will also see the tangible start of construction of proprietary plants, in line with the 2024-2028 Business Plan approved in 2024. To support this strategy, the Group obtained a dedicated bond, which will enable us to directly finance the industrial development envisaged in the plan. This tool is a crucial step in expediting our transformation into an Independent Power Producer (IPP), aiming to build 90 MW of photovoltaic plants by 2028 and 150 MW in the medium to long term.

The commercial agreements concluded with national and international players in 2025 have further strengthened this trajectory, granting us access to a qualified pipeline of photovoltaic projects already approved or at an advanced stage of development. Such industrial synergies will enable us to operate flexibly on multiple fronts, accelerating the implementation of plants and enhancing internal know-how.

Regarding the global context in which the Group operates, the first half of 2025 was marked by major events: the inauguration of the new Trump presidency brought more assertive tax and trade policies, affecting international relations and energy policies. In Europe, the federal elections in Germany instead sparked debates about the Union's stability and the course of the green transition.

The COP30 in Belém, held in June, revived the international debate on green investment and energy transition. Against this backdrop, the role of energy storage systems has become increasingly pivotal. Regarding the latter, the AGP Group continued to stand out in the Battery Energy Storage System (BESS) segment, with projects authorized in record time and among the most prominent nationwide.

Our ESG strategy, aligned with CSRD regulations, continues to steer business decisions, placing sustainability, transparency, and positive impact on the local community at the core.

The completion of translisting on Euronext STAR Milan in November 2024 expanded our investor base and reinforced our reputation. We expedited the adoption of cloud management systems and reinforced the long-term reward policy, developing internal talent and fostering an excellence-driven corporate culture.

Enhancing governance by implementing best practices and approving new bylaws will allow us to address the challenges of a regulated and competitive market more effectively.

We look to the future with determination and confidence. Partnerships in the pipeline, combined with our adaptability and the solidity of our business plan, place us in a prime position to seize new opportunities. Our commitment remains to guide the AGP Group toward increasingly ambitious goals with responsibility, vision, and passion.

Thank you,

Giovanni Di Pascale Chairman of Altea Green Power S.p.A.

Corporate bodies and company

8

Giovanni Di Pascale

Directors Donatella De Lieto Vollaro Luca De Zen

Salvatore Guarino

Francesco Bavagnoli (independent)

Laura Guazzoni (independent) Anna Chiara Invernizzi (independent)

The Board of Directors will end its term of office with the approval of the financial statements for the year ending 31 December 2026.

Chairman of the Board of Statutory Auditors

Fabrizio Morra

Standing Auditors

Chiara Grandi

Franco Cattaneo (alternate)

Rosa Chirico (alternate)

The Board of Statutory Auditors will end its term of office with the approval of the financial statements for the year ending 31 December 2026.

BDO Italia S.p.A.

The Independent Auditors will end their term of office with the approval of the financial statements for the year ending 31 December 2032.

Eleonora Pradal

Appointments and Remuneration Committee

Chair

Anna Chiara Invernizzi Members

Laura Guazzoni Donatella De Lieto Vollaro

Control, Risk and Sustainability Committee

Chair Francesco Bavagnoli

Members Laura Guazzoni Donatella De Lieto Vollaro

Related Party Committee

Chair Laura Guazzoni

Members Francesco Bavagnoli Anna Chiara Invernizzi

ALTEA GREEN POWER S.p.A.

Registered office Corso Re Umberto, 8 - 10121 Turin Operational office Via Chivasso, 15/A - 10098 Rivoli (TO)

Share capital: € 911,778 fully paid up

VAT and Tax Code 08013190015

[email protected] - www.alteagreenpower.com

Foreword

This Consolidated Report on Operations is part of the Consolidated Half-Year Financial Report at 30 June 2025, prepared in accordance with IFRS, meaning all International Financial Reporting Standards, all International Accounting Standards (IAS), all interpretations of the International Reporting Interpretations Committee (IFRIC), formerly known as the Standing Interpretations Committee (SIC), which, at the closing date of the Consolidated Half-Year Report, were endorsed by the European Union in accordance with the procedure set forth in Regulation (EC) no. 1606/2002 by the European Parliament and the European Council of 19 July 2002.

Overview

The parent company, Altea Green Power S.p.A., is listed on the Euronext STAR Milan market of Borsa Italiana, with its operational headquarters in Rivoli (TO). Established in 2008, its mission is to supply and manage renewable energy plants with maximum efficiency and guaranteed operation, all while fully respecting the environment.

Leveraging its expertise for companies, funds, and investors, it develops projects and manages the authorization processes for photovoltaic, wind, and storage plants, also positioning itself as an Independent Power Producer (IPP) exclusively from renewable sources. It also develops and builds industrial-scale rooftop and ground-mounted photovoltaic plants.

The Group's business areas are:

  • Co-Development: the Co-Development division represents the Group's core business, primarily focusing on the process from originating suitable sites for plant construction to obtaining the necessary permits for the plant's development. This process focuses on the construction of large-scale renewable energy and storage plants. Specifically, under Co-Development, the Group is involved in:
    • the identification of suitable sites for the construction of photovoltaic plants, wind farms and Battery Energy Storage Systems (BESS),
    • the application for grid connection permits and the completion of administrative procedures necessary to obtain the functional permits for the construction of the plants; and
    • the preliminary and final planning and engineering work for the construction of the plants.
  • EPC and Energy Efficiency: the EPC (Engineering, Procurement, Construction) division specializes in the planning and construction of industrial-scale rooftop and ground-mounted

photovoltaic plants, medium-sized wind farms, and energy storage systems. It manages all stages of the process, providing "turnkey solutions". Through this division, the Group primarily offers small and medium-sized enterprises consulting services aimed at improving the efficiency of existing renewable energy plants, specifically by conducting energy diagnoses of sites and plants.

IPP: the Independent Power Production division is active in the planning and construction in Italy of proprietary photovoltaic plants with a capacity of at least 90 MW by 2028 in the photovoltaic sector, with plans to expand to 150 MW in subsequent years. This division is in start-up phase and is expected to start delivering its first results in the coming years.

AGP Group Structure

The Group's corporate organizational chart at 30 June 2025 is shown below:

Consolidation scope

At 30 June 2025, the consolidation scope includes the following companies directly or indirectly controlled by Altea Green Power S.p.A.:

SUBSIDIARIES Registered
office
Tax code Currency Share
capital
in Euro
Investment Consolidation
method
%
Share held
Brindisi Solar Energy S.r.l. Via San Vittore 45 - MI 10812770963 Euro 10,000 Direct Full 100%
IBE Guglionesi Wind S.r.l. C.so Re Umberto 8 - TO 12291540016 Euro 10,000 Direct Full 100%
Yellow BESS S.r.l. C.so Re Umberto 8 - TO 12291490014 Euro 10,000 Direct Full 100%
IBE Genzano S.r.l. C.so Re Umberto 8 - TO 12291460017 Euro 10,000 Direct Full 100%
IBE Manieri S.r.l. C.so Re Umberto 8 - TO 12291520018 Euro 10,000 Direct Full 100%
IBE Montecilfone S.r.l. C.so Re Umberto 8 - TO 12291530017 Euro 10,000 Direct Full 100%
IBE Alessandria S.r.l. C.so Re Umberto 8 - TO 12291500010 Euro 10,000 Direct Full 100%
IBE Venosa S.r.l. C.so Re Umberto 8 - TO 12291480015 Euro 10,000 Direct Full 100%
Padula Green Energy S.r.l. C.so Re Umberto 8 - TO 12710550018 Euro 10,000 Direct Full 100%
Black BESS S.r.l. C.so Re Umberto 8 - TO 12752950019 Euro 10,000 Direct Full 100%
A Mesagne S.r.l. Via San Vittore 45 - MI 12677100963 Euro 10,000 Direct Full 100%
Crumiere Energia S.r.l. C.so Re Umberto 8 - TO 3505520043 Euro 110,000 Direct Full 100%
IBE Orbetello S.r.l. C.so Re Umberto 8 - TO 12888870016 Euro 10,000 Direct Full 100%
Altea Independent Power
Producer S.r.l.
C.so Re Umberto 8 - TO 12268350969 Euro 10,000 Direct Full 100%
Altea Green Power US Corp. Delaware - USA n/a U.S. \$ n/a Direct Full 100%
RAL Green Energy Corp. Delaware - USA n/a U.S. \$ n/a Indirect Equity 50%
BESS Power Corp. Delaware - USA n/a U.S. \$ n/a Indirect Equity 25%
Black BESS 1 S.r.l. C.so Re Umberto 8 - TO 13053140011 Euro 10,000 Direct Full 100%
White BESS S.r.l. C.so Re Umberto 8 - TO 13053120013 Euro 10,000 Direct Full 100%
White BESS 1 S.r.l. C.so Re Umberto 8 - TO 13053110014 Euro 10,000 Direct Full 100%
Yellow BESS 1 S.r.l. C.so Re Umberto 8 - TO 13053100015 Euro 10,000 Direct Full 100%
Yellow BESS 2 S.r.l. C.so Re Umberto 8 - TO 13053130012 Euro 10,000 Direct Full 100%
Black BESS 2 S.r.l. C.so Re Umberto 8 - TO 13121820016 Euro 10,000 Direct Full 100%
Orange BESS 1 S.r.l. C.so Re Umberto 8 - TO 13123910013 Euro 10,000 Direct Full 100%
Orange BESS 2 S.r.l. C.so Re Umberto 8 - TO 13123980016 Euro 10,000 Direct Full 100%
Orange BESS 3 S.r.l. C.so Re Umberto 8 - TO 13124080014 Euro 10,000 Direct Full 100%
Orange BESS 4 S.r.l. C.so Re Umberto 8 - TO 13124070015 Euro 10,000 Direct Full 100%
Pink BESS 1 S.r.l. C.so Re Umberto 8 - TO 13100490013 Euro 10,000 Direct Full 100%
Pink BESS 2 S.r.l. C.so Re Umberto 8 - TO 13123500012 Euro 10,000 Direct Full 100%
Green Power Wind 1 S.r.l. C.so Re Umberto 8 - TO 13106140018 Euro 10,000 Direct Full 100%
OF Green Energy UNO S.r.l. C.so Re Umberto 8 - TO 12291470016 Euro 10,000 Direct Full 100%
GF Green Energy UNO S.r.l. Via San Vittore 45 - MI 12268360968 Euro 10,000 Direct Full 100%
Companies sold to third parties in 2025
Montenero Green Energy S.r.l. C.so Re Umberto 8 - TO 12692000016 Euro 10,000 Direct Full 100%

The investees shown are almost all Special Purpose Vehicles (SPVs) used to support Co-Development projects: each company represents an ongoing project. During 2025, upon completion of the authorization process, the Group divested 100% of the shares in the subsidiary Montenero Green Energy S.r.l., a Special Purpose Vehicle for a photovoltaic project with a total capacity of approximately 10 MW, for € 1.3 million. Subsidiaries include Altea Green Power US Corp., a U.S.-registered company, as a vehicle for developing the Group's business in U.S. markets, and BESS Power Corp., a company operating in the acquisition of stand-alone Battery Energy Storage System projects.

The Italian renewable energy target market where the Group operates

Between January and June 2025, Italy recorded solid growth in renewable generation, despite certain critical weather and local challenges. Approximately 3 GW of new renewable power was added, thanks mainly to photovoltaics; the latter achieved record expansion with 2,809 MW installed in just six months, reflecting a strong industry response to FER-X incentives and regulatory streamlining.

In terms of energy production, photovoltaics reached 22 TWh, cementing its lead over hydropower and positioning itself as Italy's top renewable source by contribution to the energy mix. This result is even more notable considering that hydropower dropped by 22.8% due to drought, while wind power declined by 7.9%, attributable to weaker winds during the spring.

Overall, renewables supplied 42% of Italy's electricity demand, demonstrating the system's resilience despite the hydro and wind setbacks. Regional disparities have been especially evident in the capacity to develop new plants and apply the "Eligible Areas" rules.

Among the most dynamic regions are Latium, Lombardy, and Piedmont, which together installed more than 1 GW, supported by significant streamlining of permitting procedures, strong engagement by local utilities, and substantial growth in agricultural plants, many tied to agrivoltaics and a reassessment of agricultural areas compatible with solar use. By contrast, the situation in Sardinia remains critical, where 2024 regional legislation imposed particularly strict limits, effectively blocking most new projects.

The Ministry of Environment and Energy Security (MASE) updated the implementing regulation of the FER-X Transitional Decree on 19 June 2025, introducing key elements to encourage plant growth, including:

direct access for small-scale plants (≤1 MW): allocation of a dedicated 3 GW quota provided that work begins by 31 December 2025, with start-up possible from 28 February 2026;

competitive auctions for plants >1 MW: maximum time to enter operation of 36 months from the publication of the ranking list (delays incur financial penalties, including a reduction of up to 7.5% of the recognized price) and introduction of a price adjustment mechanism (+23% for plants on bodies of water, such as reservoirs and irrigated ponds, and +20% for plants on marginal agricultural land or brownfields).

These provisions show a clear intent to channel investment toward more innovative technologies and stronger environmental integration.

Italy officially submitted the National Integrated Energy and Climate Plan (PNIEC) to the European Commission on 1 July 2025, finalizing the update process begun in 2024. The new plan incorporates both European targets (Fit-for-55, RepowerEU) and national priorities of transition, competitiveness, and innovation, aiming for a total renewable capacity of 131 GW by 2030, including 79.2 GW solar and 28.1 GW wind. In this favorable context, the AGP Group, through an integrated strategy that blends industrial vision and execution capability, supported by targeted commercial agreements, secured financing, and a steadily growing project pipeline, is laying the foundations and advancing ahead of the Business Plan, having already identified projects for proprietary plants exceeding 150 MW, some of which are at an advanced authorization stage.

Wind and photovoltaic plants

14

Under the 2024 PNIEC, submitted in final form to the European Commission on 1 July 2025, the target of 131 GW of renewable generation capacity by 2030 is confirmed, including 79.2 GW from solar and 28.1 GW from wind, consistent with the goals of the European Fit-for-55 and RepowerEU packages. According to Terna's data, at 30 June 2025, total installed renewable capacity surpassed 81 GW, a notable increase from the 76 GW recorded at end 2024. Specifically:

  • photovoltaics surpassed 39.9 GW, increasing by 2,809 MW in first half 2025, driven by utility-scale and agrivoltaic plants,
  • wind power reached 13.3 GW, with more modest growth of approximately 274 MW, hindered by weaker winds and slower permitting procedures.

This expansion marked a new milestone: renewables met 42% of national electricity demand in first half 2025, confirming photovoltaics' overtaking of hydro as the leading renewable source, producing more than 22 TWh. The data underscore the resilience of the Italian energy system, despite the decline in wind and hydro, and demonstrate the effectiveness of the incentive and planning measures introduced with the Transitional FER-X and the updated PNIEC. The graphical trend of installed capacity for solar and wind plants is shown below (source: Terna).

INSTALLED CAPACITY PHOTOVOLTAICS

Storage plants

Italy's energy storage market is developing rapidly, showing substantial growth that must continue in the future if the Country is to achieve its renewable energy targets; storage is in fact a crucial tool for integrating renewable energy into the Italian electricity system (storage enables surplus renewable energy to be conserved and reintroduced into the grid during offpeak hours).

In the PNIEC policy 2030 scenario, the storage capacity required to integrate renewables and operate the power system is estimated at approximately 122 GWh, broken down as follows:

  • 50 GWh from existing pumping;
  • approximately 14 GWh from small-scale storage;
  • approximately 8 GWh from storage already awarded long-term contracts in Capacity Market auctions;
  • 50 GWh from large-scale plants that may be supplied through the Mechanism for Electricity Storage Supply and Capacity (MACSE) and/or the result of private initiatives.

At 30 June 2025, the total installed capacity is approximately 69 MWh (11.1 GW in terms of power), showing a 5% growth versus 2024 (+11% in terms of power). Looking exclusively at the installed capacity of stand-alone storage plants where the Group operates, the total amounts to 6.4 MWh (1.7 GW in terms of power), with a growth of more than 50% versus the prior year in both capacity and installed power.

The following graph shows the evolution of the installed capacity of stand-alone plants only (source TERNA).

INSTALLED CAPACITY STAND-ALONE PLANTS

Energy efficiency

In the European context, the Energy Efficiency Directive (EED III), which entered into force in October 2023 and must be transposed by October 2025, establishes a binding target to cut final energy consumption by 11.7% by 2030 versus 2020 projections, strengthening the "Energy Efficiency First" principle and imposing rising annual savings obligations on member states; in June 2025, the European Commission reaffirmed its commitment to double the overall energy efficiency improvement rate to 4% annually. The Energy Performance of Buildings Directive (EPBD), adopted in 2024 and effective from May of that year, introduces the concept of nearly zero-emission buildings powered by local or community renewable sources, and in June 2025 the Commission published implementing rules and guidelines to support adoption, including the calculation of optimal energy performance levels and harmonization of data with the Building Stock Observatory. At the national level, Italy submitted the updated version of the PNIEC to Brussels on 1 July 2025, confirming the targets for reducing primary and final energy consumption, with acceleration on renewables, electrification, and efficiency measures, though the Commission reiterated the need for more effective implementation tools. The Transition 5.0 Plan, active during 2024-2025 with € 12.7 billion in resources, of which € 6.3 billion earmarked for energy efficiency, grants a tax credit of up to 45% for investments that lower energy consumption by at least 10% for the entire production unit or 15% for the individual process, with 2025 updates including compatibility with other incentives and bonuses for the use of European high-efficiency technologies. Within this framework, the AGP Group's activity, focused on industrial plants above 100 kW, fits into a highly favourable regulatory and incentive setting, with strong development prospects driven by the growing emphasis on industrial energy management and the availability of stable, targeted financial instruments.

Significant events

In 2025

Completion of authorization process for photovoltaic project

In June 2025, the Group entered into an agreement to sell a 10 MW photovoltaic project through Montenero Green Energy S.r.l., a wholly owned Special Purpose Vehicle, to a leading renewable energy group. The sale of this plant, valued at € 1.3 million, represents another key step in the Group's strategy and consolidation of its role in the Italian market, ensuring the development of high-quality plants managed by players with proven expertise in the renewable energy industry.

Authorization of the 200 MW BESS (Storage) Project in Basilicata

In January 2025, the Ministry of Environment and Energy Security (MASE) authorized the project for the 200 MW electrochemical storage plant (BESS) located in Basilicata, in the Municipality of Genzano di Lucania. This project was previously covered by the agreement signed in July 2022 with customer Aer Soléir.

The total value of the BESS (Storage) project exceeds € 17.5 million, with an operating impact of approximately € 8.6 million in 2024. It is expected to generate an additional impact of € 8.9 million in 2025, producing cash flows to the Group totaling € 13 million over the next 18/24 months. The authorization for the project in question follows the one received in November for the 250 MW electrochemical storage plant (BESS) located in Piedmont, in the Municipality of Rondissone, which is also covered by the agreement signed in July 2022 with customer Aer Soléir.

EIA clearance obtained for the construction of a 50 MW wind power plant in Basilicata

In April 2025, the AGP Group obtained clearance for the EIA (Environmental Impact Assessment) application for the construction of a wind plant of approximately 50 MW in Basilicata. The plant will consist of 11 turbines, each with a capacity of 4.5 MW. This wind plant is part of the Group's broader pipeline under the 2024-2028 Business Plan strategy, which calls for the construction of proprietary plants in Italy as an Independent Power Producer (IPP).

Start of share buyback plan

On 30 January 2025, the Board of Directors resolved to start a share buyback plan. Specifically:

  • purchases will concern a number of shares not exceeding 20% of the share capital, with a maximum countervalue set at € 1 million;
  • the purchase price may not deviate downward or upward by more than 25% from the reference price recorded by the share in the session on the day before each individual transaction;
  • the buyback plan may be implemented within 18 months from the date of the shareholders' resolution of 29 April 2024.

The Plan will be implemented by an independent intermediary who will be granted the appropriate mandate. The Group will provide information on transactions related to the share buyback plan in accordance with the terms and manners prescribed by applicable regulations. The Parent Company Altea Green Power S.p.A. held no treasury shares at 30 June 2025.

Governance

The Shareholders' Meeting of Altea Green Power S.p.A., which met on 28 March 2025, appointed, upon the proposal of the Board of Directors and pursuant to Article 2386 of the Civil Code, Salvatore Guarino - already co-opted on 20 February 2025 following the resignation of Director Fabio Lenzini - as a new non-independent and non-executive Director of the Company, who will remain in office until the expiry of the term of the current Board of Directors.

After 30 June 2025

Bond issue

On 6 August, the Group placed 100% of the bond, guaranteed 50% by SACE S.p.A., nonconvertible and non-subordinated at a floating rate, for a total of € 10 million, fully subscribed by BPER Banca S.p.A. as the primary underwriter of the Bond and subsequently transferred for a 50% share, thus € 5 million, to Cassa Depositi e Prestiti, as co-investor of the Bond. The € 10 million loan, consisting of 100 bearer bonds with a par value of € 100,000.00 each in non-fractional denominations, was placed at a floating rate (Euribor 6M + maximum margin of 2.90%). The bond has a term of 6 years from the issuance date, includes compliance with certain covenants including financial covenants set forth in the regulations, and is reserved exclusively for subscription by qualified professional investors as defined in the loan regulations.

The Bonds were issued as bearer securities and will be centralized at Monte Titoli S.p.A., headquartered in Milan, Piazza degli Affari 6 (now Euronext Securities Milan), subject to the regime applicable to dematerialized securities under Articles 83-bis et seq. of Legislative Decree 58 of 24 February 1998, as subsequently amended and supplemented, the joint CONSOB-Bank of Italy regulation of 13 August 2018, as subsequently amended and supplemented, and the regulations and procedures of Euronext Securities Milan.

The loan proceeds will support part of the Group's financial needs for new investments in renewable energy plants, as outlined in the 2024-2028 Business Plan. Specifically, they will allow the Group to expedite the development of proprietary photovoltaic projects as an Independent Power Producer (IPP).

New loans taken out with third parties

On 30 July, the Group secured a medium- to long-term loan with Intesa Sanpaolo amounting to € 4.5 million to support part of the Group's financial requirements for new investments in renewable energy plants, as outlined in the 2024-2028 Business Plan.

Commercial agreement for the purchase and sale and co-development of photovoltaic plants

In July, the AGP Group entered into a commercial agreement for the purchase of projects in the renewable energy sector, particularly photovoltaic plants in Italy. The AGP Group will be able to acquire projects from the pipeline, both already authorized and at an advanced stage of development. Beyond the acquisition of approved projects and co-development agreements, the Group may also acquire turnkey plants. Fees for the above activities will be defined on a case-by-case basis through specific and separate agreements, in line with market conditions.

Repayment of loan with Parent Company Dxor Investments S.r.l.

In July, the loan granted by the parent company Dxor Investments S.r.l. was fully repaid. This loan, disbursed in July 2024 for € 2.5 million at a floating rate (3-month EURIBOR + 2% spread), had an outstanding balance of € 1.3 million at 31 December 2024.

AGP Group performance

Income statement

Below is the reclassified consolidated income statement at 30 June 2025 and 30 June 2024.

RECLASSIFIED INCOME STATEMENT
(Figures in Euro)
30/06/2025 % 30/06/2024 %
Revenue 13,411,017 98% 14,424,363 99%
Other revenue 258,201 2% 104,105 1%
Total revenue 13,669,219 100% 14,528,468 100%
Purchases, services and other operating costs (4,268,014) (31%) (4,717,932) (32%)
Personnel expense (1,437,360) (11%) (1,701,113) (12%)
Operating costs (5,705,374) (42%) (6,419,045) (44%)
EBITDA 7,963,844 58% 8,109,423 56%
Amortization, depreciation and write-downs (120,084) (1%) (67,624) 0%
EBIT 7,843,760 57% 8,041,799 55%
Financial income/(expense) (198,502) (1%) (256,811) (2%)
EBT 7,645,258 56% 7,784,988 54%
Income tax (2,284,832) (17%) (2,462,165) (17%)
Consolidated Net Profit 5,360,426 39% 5,322,823 37%

The Group's consolidated income statement at 30 June 2025 shows revenue of € 13.7 million, slightly below the € 14.5 million recorded in the same period of 2024 (-6%), in a context reflecting the natural progression of orders and operational dynamics linked to variable authorization timelines and the normal adjustment of project flows, as well as the impact of a significant capital gain realized in first quarter 2024. Consolidated EBITDA amounted to € 8 million, essentially in line with the prior year (€ 8.1 million), while the EBITDA margin improved to 58% versus 56% in 2024, confirming the effectiveness of the strategic initiatives undertaken in prior years.

Statement of financial position

Below is the reclassified statement of financial position at 30 June 2025 and at 31 December 2024:

30/06/2025 31/12/2024
351,040 179,821
667,557 739,165
71,802 92,607
1,544,223 1,544,223
2,634,621 2,555,815
76,898,871 63,013,235
798,776 1,419,043
687,761 1,870,091
78,385,408 66,302,368
81,020,029 68,858,183
RECLASSIFIED STATEMENT OF FINANCIAL POSITION - LIABILITIES AND EQUITY
(Figures in Euro)
30/06/2025 31/12/2024
Equity 40,197,527 34,925,958
Non-current liabilities 3,715,562 5,089,097
Current liabilities 37,106,941 28,843,128
Total liabilities and equity 81,020,029 68,858,183

Non-current assets increased versus 31 December 2024, due mainly to investments incurred in the development of the new IT project. Such a project involves the adoption of stateof-the-art cloud-based management systems, with the goal of improving the operational efficiency and safety of business processes. The investment reflects the Group's commitment toward digitization and technological innovation. Current assets increased sharply versus the comparison period. This result is attributable mainly to the growth of the long-term orders managed by the co-Development division, with particular regard to the strategic segment of energy storage systems (Battery Energy Storage System - BESS).

At 30 June 2025, equity stood at € 40.2 million, up from € 34.9 million at 31 December 2024. This change is attributable mainly to the positive income results achieved in the first half of the year, as well as the effect of changes in translation reserves, reflecting the adjustment of balance sheet items denominated in foreign currencies (USD).

Non-current liabilities decreased by € 1.4 million versus the prior period, due mainly to repayments on medium- to long-term loans, while current liabilities increased, driven mainly by advance payments received from customers upon achievement of expected milestones on existing orders.

Net financial debt

The net financial debt at 30 June 2025 and 31 December 2024, as defined by the new ESMA Guidelines of 4 March 2021 (see CONSOB Warning Notice no. 5/21 of 29 April 2021), is composed as follows.

NET FINANCIAL DEBT
(Figures in Euro)
30/06/2025 31/12/2024
A. Cash (687,761) (1,870,091)
B. Cash and cash equivalents - -
C. Other current financial assets (56,000) -
D. Liquid assets (A + B + C) (743,761) (1,870,091)
E. Current financial debt (including debt instruments, but excluding the current portion of non-current
financial debt)
13,232 2,288,059
F. Current portion of non-current debt 2,840,416 3,276,670
G. Current financial debt (E+F) 2,853,648 5,564,730
H. Net current financial debt (G+D) 2,109,888 3,694,639
I. Non-current financial debt (excluding current portion and debt instruments) 1,994,355 3,708,347
J. Debt instruments - -
K. Trade and other non-current payables 5,380 4,007
L. Non-current financial debt (I+J+K) 1,999,735 3,712,354
M. Total financial debt (H+L) 4,109,623 7,406,994

Without the application of IFRS 16, net debt at 30 June 2025 would have been € 3.5 million and € 6.8 million at 31 December 2024.

Net Financial Debt shows a positive trend, benefiting significantly from the collection of advance payments from customers tied to the achievement of contractual milestones envisaged as part of orders under execution. This favourable effect arose despite the high volume of repayments on outstanding loans, confirming the solidity of the business model and the organization's capacity to generate operating cash flows sufficient to sustain financial commitments while supporting growth.

Below is the Reclassified Consolidated Statement of Cash Flows at 30 June 2025 and 30 June 2024.

RECLASSIFIED CONSOLIDATED STATEMENT OF CASH FLOWS
(Figures in Euro)
Cash flow from operations
30/06/2025 30/06/2024
3,478,010 3,162,932
Cash flows from investing activities (211,186) (115,557)
Free Cash Flow 3,266,824 3,047,375
Cash flow from financing activities (4,449,154) 623,563
Cash flow for the period (1,182,330) 3,670,938
Cash, beginning of period 1,870,091 502,486
Cash, end of period 687,761 4,173,424

Cash flow from operations amounted to positive € 3.5 million and should be attributed mainly to the collection of advances from customers, related to the achievement of contractual milestones envisaged as part of orders under execution. The cash used for investing activities was € 0.2 million and refers to investments made in the adoption of state-of-the-art cloudbased management systems. The cash flow from financing activities amounted to negative € 4.5 million, due mainly to the repayment of outstanding medium- to long-term loans and lines of credit.

Stock market and share performance

On 14 November 2024, Altea Green Power S.p.A., assisted by Intesa SanPaolo S.p.A. (IMI Corporate & Investment Banking Division), was admitted to listing on the Euronext Milan market - STAR Segment, starting trading on 18 November.

Altea Green Power S.p.A. share performance

(Euronext.com)

Despite target prices averaging above the market price at 30 June 2025, capitalization has remained essentially stable over the past 12 months, gradually recovering from the temporary decline recorded in the first quarter, linked to international macroeconomic factors - including the Trump effect - that had influenced the allocation choices of a number of institutional players, with a broad impact on the renewable energy sector.

Environmental and personnel disclosure

The Group, recognizing the need to oversee new areas of development with competence and professionalism, continues to bolster its organization by recruiting specialists from the market. In first half 2025, the Group added two new resources to support the higher volume of orders and ensure more structured oversight of operational activities.

The following is a summary table on headcount trends during the period.

HEADCOUNT

Average number Number at year end
2025 2024 Var. 2025 2024 Var.
Executives 2 - 2 2 2 -
of which part time - - - - - -
Managers 3 5 (2) 4 3 1
of which part time - - - - - -
Employees 29 25 4 29 28 1
of which part time 2 1 1 2 2 -
Workers 1 1 - 1 1 -
of which part time - - - - - -
Total 35 31 4 36 34 2

The AGP Group anticipates continuing this investment in human resources in the future, both through recruitment from the labor market and through the growth of internal staff. The Group is committed to enhancing its resources through technical and managerial training programs that promote the increasing adoption of managerial autonomy and accountability for achieving company objectives.

As proof of its commitment to enhancing the value of its resources, the AGP Group maintains an active remuneration policy for its employees, which aims to reward both the achievement of agreed goals and overall company performance on a variable basis (above 15%).

To complement this policy, the Group introduced, starting in 2024, a multi-year bonus policy (retention bonus and phantom stock options) to encourage employees in key positions and/or those who have demonstrated outstanding performance to remain with the Group and support its growth.

Safety

The AGP Group has maintained a strong focus on safety. The management and coordination of worker safety always remains a key issue both in the phase prior to the opening of a construction site and after the start of work. From an internal perspective, all of the Group employees are trained and informed about safety risks and responsibilities. Given that activities at the various construction sites are often subcontracted to external companies and/or craftsmen, it has become necessary to appoint an external RSPP (a legally-mandated expert in workplace safety), who collaborates with the safety manager and the employer and meets periodically to analyze and address any issues related to the construction sites.

To guarantee more effective qualification and monitoring of suppliers, as well as tighter control over compliance with internal procedures, a dedicated Enterprise Management Systems role was introduced in 2024.

Organizational and Management Model 231/01

Starting from 2024, the AGP Group has been working on updating the Code of Ethics to align its principles, policies, procedures, and behavioral practices with the internal control system. The Code of Ethics has been enhanced with a focus on promoting respect for Diversity & Inclusion,

fostering a corporate culture that embraces "zero tolerance" for all forms of discrimination and non-inclusion.

MOG implementation activities also began in the same period. The work carried out aims to implement the Organizational Management and Control Model by incorporating Environmental Crimes into its special section.

The new Code of Ethics and MOG have been updated and posted on the Company website. The corporate website has also been enhanced with a whistleblowing reporting feature, providing a specific online reporting channel that is accessible to all third parties, including anonymously.

Sustainability Report and ESG Policies

In 2025, the AGP Group prepared its third Sustainability Report (ESG), again on a voluntary basis. The Sustainability Report, referring to 31 December 2024, was prepared with the support of the relevant corporate departments and already incorporates some of the requirements set by the new European Corporate Sustainability Reporting Directive (CSRD) regulations. In light of current growth forecasts, these regulations will become mandatory for the Group starting with the approval of the 2028 financial statements.

The Sustainability Report reflects a journey where development, sustainability, and environmental impact are deeply interconnected. It serves as a crucial platform not only for presenting economic, social, and environmental results, but also for emphasizing the mediumto long-term strategic directions and their alignment with sustainable development goals. Consistent with the previous report, the 2024 Sustainability Report provides comprehensive information on economic, environmental, and social aspects, essential for understanding the AGP Group's activities, performance, results, and their impact. It was prepared in accordance with the "GRI Standards" of the relevant Global Reporting Initiative (GRI). These performance indicators are based on general principles that assess relevance, inclusiveness, sustainability context, comprehensiveness, balance between positive and negative aspects, comparability, accuracy, timeliness, reliability, and clarity. The indicators were selected based on an analysis of their relevance. Additionally, quantitative information, for which estimates were utilized, is shown in various sections of the Sustainability Report.

The preparation of the Sustainability Report marks an initial formal step towards adopting

a tangible sustainable approach, which involves progressively integrating the Sustainable Development Goals (SDGs) outlined in the 2030 Agenda by the United Nations. In this context, AGP conducted an analysis to assess the alignment of its business model and strategic objectives with the 17 Sustainable Development Goals - SDGs, including with the assistance of BLab-Global Compact's SDGs Action Manager platform. The SDGs Action Manager is a tool that can assess a company's contribution to the achievement of each individual goal relative to its potential.

As part of its commitment to enhance its management of relevant ESG (Environmental, Social & Governance) topics, the Group has embarked on a gap analysis and long-term road map project to advance its sustainability reporting process. This initiative is particularly focused on aligning with regulatory developments outlined in the new Corporate Sustainability Reporting Directive (CSRD).

The CSRD introduces more comprehensive non-financial reporting requirements, enhancing transparency regarding corporate performance. The AGP Group has also prepared a three-year ESG Plan, which consists of a structured set of goals and actions, associated with measurable KPIs to measure the results achieved. AGP aims to consolidate a Sustainable Business Model that, by integrating ESG topics into the company's management and reporting system, creates shared value for all stakeholders.

Quality, Environment and Safety

The Group Companies have the following certifications:

  • UNI CEI 11352:2014
  • UNI EN ISO 9001:2015
  • UNI ISO 45001-2003
  • UNI ISO 37001-2016
  • UNI EN ISO 14001:2015
  • UNI ISO 30415:2021

Additionally, the AGP Group has a duly certified UNI CEI 11339:2014 EGE (Energy Management Expert) in-house.

In 2024, the company oversaw functional activities related to the UNI EN ISO 45001-2003 and UNI ISO 37001-2016 certifications, obtained in September 2022; these certifications necessitated significant interventions in the company's procedural and management systems. The UNI ISO 45001-2003 certification serves to enhance the company's measures for worker safety and environmental protection. On the other hand, the UNI ISO 37001-2016 certification helps mitigate potential instances of corruption, complementing the provisions outlined in Law 231/01.

In November 2024, the company obtained the ISO 14001 certification (Environmental Management System Certification). ISO 14001 applies to environmental aspects that the organization identifies as within its control and influence.

The resulting opportunities are diverse:

  • improved image towards stakeholders for its commitment to environmental protection;
  • tool for managing Supply Chain Risk. Failure to comply with environmental obligations may in fact result in a halt to supply due to the authorities' enforcement actions against the risk

of environmental crimes;

  • satisfaction of customer requirements (in many cases, supplier qualification depends on proof of UNI EN ISO 14001 certification or the presence of environmental management processes);
  • reduction in insurance premiums;
  • environmental protection and conscious use of resources;
  • evidence that tools have been implemented to prevent potential misconduct.

The Environmental Management System can indeed be a valuable tool when linked with the Organizational Model established by Leg. Decr. 231/01, which provides for the extension of corporate administrative liability to certain types of environmental crimes.

Model 231 is an interconnected model that will interact with the quality and environmental management system (ISO 9001, ISO 14001), as well as the safety control and management system (Leg. Decr. 81/2008) health and safety in the workplace (ISO 45001), the Privacy system (GDPR 2016/679), the system for the prevention of corruption (ISO 37001).

In November 2024, the Group also obtained ISO 30415:2021 - Human Resources Management - Diversity and Inclusion certification, thereby implementing a model aimed at initiating a process of ongoing improvement in personnel management and inclusive capabilities and the enhancement of diversity. The standard concentrates on human resource management processes within the company, facilitating compliance and certification of key HR processes including personnel planning, selection, training, performance management, development plans, and compensation policies. By obtaining ISO 30415, the Group also aims to instill a culture of inclusivity throughout the business, developing greater economic value and enhanced appeal to stakeholders.

Other information

Research & Development

During the year, the AGP Group did not undertake any Research and Development projects.

Group Control

At 30 June 2025, Dxor Investments S.r.l., wholly owned by Giovanni Di Pascale, directly controls 52.20% of the share capital of Altea Green Power S.p.A., equal to 9,518,699 shares. Additionally, Dxor Investments 1 S.r.l., a wholly owned subsidiary of Dxor Investments S.r.l., directly controls 9.49% of the share capital of Altea Green Power S.p.A. equal to 1,731,301 shares.

Treasury shares

Altea Green Power S.p.A. held no treasury shares at 30 June 2025.

Transactions with associates and parent companies subject to the control of parents

For details regarding the credit/debit exposure at 30 June 2025, as well as the income and expense accrued with related parties during the period, please refer to the relevant section in the notes to the Consolidated Half-Year Report.

Atypical or unusual transactions

During the year, the Group did not carry out any atypical and/or unusual transactions.

27

Major risks and uncertainties

The Board of Directors reviews and agrees on policies to manage the main types of financial risks, as outlined below.

Credit risk

Credit risk refers to the Group's potential exposure to counterparties failing to fulfill their obligations. The Group is not particularly exposed to the risk of customers delaying or failing to meet their payment obligations according to the agreed terms and manner, due in part to its operations with leading players of unquestionable creditworthiness. For business purposes, policies are also adopted to ensure customer creditworthiness and limit exposure to credit risk through principal assessment and monitoring activities. Lastly, all receivables are regularly subject to a detailed evaluation on a customer-by-customer basis, with write-downs applied in cases where impairment is anticipated.

Market risk

Market risk refers to the variability in the value of assets and liabilities due to changes in market prices (primarily exchange rates and interest rates), which, in addition to affecting expected cash flows, can lead to unexpected increases in financial costs and expense.

Exchange risk

The Group is exposed to exchange rate fluctuation risks, due primarily to balance sheet items denominated in currencies other than the Euro. However, the current limited operations of the U.S. subsidiary do not expose the Group to "translational" exchange rate risks (related to fluctuations in exchange rates used to convert financial statement figures of subsidiaries) or "transactional" risks, as the Group primarily conducts its business in Eurozone countries.

Interest rate risk

Interest rate fluctuation risk is related mainly to medium/long-term loans negotiated at variable rates. Any fluctuations in exchange rates could potentially have negative effects on the Group's income and financial position. Interest rate risk management to date has been aimed primarily at minimizing financing costs and stabilizing cash flows. The Group also converted part of its floating-rate loans into fixed-rate loans by entering into financial derivatives for hedging purposes. For this reason, at the balance sheet date, the potential effect on the Income Statement from fluctuations in rising and falling rates (sensitivity analysis) is not considered significant.

Liquidity risk

Liquidity risk represents the potential difficulty that the Group may encounter in meeting its obligations associated with financial liabilities. The Group currently believes that its ability to generate cash - thanks in part to payment of services on a progress basis with chargeback of incurred costs - and the containment of bank exposure represent stable elements, sufficient to guarantee the necessary resources to continue its operations.

Risks associated with the global macroeconomic context

In recent years, the macroeconomic context has been marked by great uncertainty. Geopolitical instability, particularly the Russian-Ukrainian conflict that erupted in February 2022 and the more recent Israeli-Palestinian conflict, has created an extremely complex and unpredictable scenario marked by inflationary pressures and highly speculative dynamics. These phenomena, in particular, have impacted energy and commodity prices, disrupted supply continuity, and, more generally, led to a sharp rise in global inflation. This has resulted in a tightening of central bank monetary policies. While the Group has no significant direct or indirect business interests in the conflict-affected areas, it continues to closely monitor the developments in the macroeconomic context and its impact on business operations.

Cyber security risk

The increasing reliance on IT systems and the spread of digitization processes heighten the Group's exposure to this type of risk, which could lead to data loss, business disruption, or privacy violations. Although not particularly exposed to this risk, the Group is actively engaged in continuous efforts to enhance protection systems and procedures, train personnel, and strengthen IT infrastructure with dedicated safeguards.

Outlook

The results achieved in 2025 confirm the validity of the strategic decisions underlying the Group's business plan. Specifically, sustained focus and targeted investments in the Battery Energy Storage Systems (BESS) segment enabled the company to move significantly ahead of its main competitors, consolidating a substantial long-term operating and financial result. At the same time, the know-how acquired in this field now represents a distinctive, hard-to-replicate asset that strengthens the Group's competitive edge.

The ongoing expansion of the project pipeline in the Battery Energy Storage Systems (BESS) sector demonstrates the solidity of the strategy pursued and further enhances the AGP Group's leadership position in a rapidly growing market. This is accompanied by the launch of construction of proprietary plants, made possible by financial resources secured through the bond issue, representing another strategic step toward vertical integration and direct enhancement of energy assets.

This positive trend establishes the basis for sustainable growth aligned with medium- to longterm forecasts. Looking ahead, and considering the business opportunities under development, the Group intends to further consolidate its competitive positioning, continuing on a path of structured and resilient growth.

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Titolo della sezione su più righe Sottotitolo della sezione 2Consolidated Statements at 30 June 2025

Consolidated Statement of Financial Position

ASSETS
(Figures in Euro)
Notes 30/06/2025 31/12/2024
Non-current assets
Intangible assets 1
Industrial patent and intellectual property rights 351,040 39,895
Intangible fixed assets under construction and other - 139,926
Tangible assets 2
Rights of use: property 427,644 448,247
Rights of use: other 135,396 174,994
Tangible fixed assets under construction and other 104,518 115,923
Deferred tax assets 3 71,802 92,607
Other non-current assets 4
Investments 1,544,223 1,544,223
Total non-current assets 2,634,621 2,555,815
Current assets
Inventory 5 7,945,047 4,915,354
Contract work in progress 5 64,189,958 55,208,085
Trade receivables 6 2,205,955 701,399
Current financial assets 6 56,000 -
Tax receivables 6 2,501,911 3,061,664
Other current assets 6
Other assets 798,776 1,419,043
Cash and cash equivalents 7 687,761 1,870,091
Total current assets 78,385,408 66,302,368
Total assets 81,020,029 68,858,183

STATEMENT OF FINANCIAL POSITION - LIABILITIES AND EQUITY
(Figures in Euro)
Notes 30/06/2025 31/12/2024
Equity 8
Share capital 911,778 865,650
Share premium reserve 7,572,892 7,619,020
Legal reserve 173,130 173,130
Extraordinary reserve 59,832 59,832
FTA reserve (15,243) (15,243)
OCI reserve (15,758) (11,552)
Other reserves and retained earnings 26,150,469 10,161,245
Profit (loss) for the period 5,360,426 16,073,875
Share capital and reserves attributable to non-controlling interests - -
Total equity 40,197,527 34,925,958
Non-current liabilities
Employee benefits 9 1,226,694 838,315
Non-current financial liabilities 10 1,994,355 3,708,347
Non-current tax liabilities 10 383,651 464,246
Deferred tax provision 10 - 2,172
Other non-current liabilities 10 110,862 76,017
Total non-current liabilities 3,715,562 5,089,097
Current liabilities
Trade payables 10 3,007,004 3,960,282
Current financial liabilities 10 2,862,505 5,564,730
Current tax payables 10 4,751,888 3,523,394
Other current liabilities 10
Advances from customers 25,345,538 14,872,540
Other liabilities 1,140,005 922,182
Total current liabilities 37,106,941 28,843,128
Total liabilities and equity 81,020,029 68,858,183

Consolidated Income Statement

INCOME STATEMENT
(Figures in Euro)
Notes 30/06/2025 30/06/2024
Revenue
Revenue 13,411,017 14,424,363
Other revenue and income 258,201 104,105
Total revenue 11 13,669,219 14,528,468
Operating costs
Purchase costs 97,114 211,445
Service costs 6,379,519 3,519,811
Costs for rentals and leases 115,357 61,564
Personnel expense 1,437,360 1,701,113
Amortization and depreciation 116,238 74,849
Changes in allowances for inventory and trade receivables 3,846 (7,225)
Change in inventory (3,029,693) 89,861
Other operating costs 705,717 835,251
Total operating costs 12 5,825,459 6,486,669
Operating profit/(loss) 7,843,760 8,041,800
Financial income 157 144,350
Financial expense (198,659) (401,161)
Financials 13 (198,502) (256,811)
Profit/(Loss) before tax 7,645,258 7,784,989
Income tax 14 2,284,832 2,462,165
Profit/(Loss) for the year 5,360,426 5,322,824

Consolidated Comprehensive Income Statement

Comprehensive income/(loss) for the year 5,353,969 5,314,258
Total Other Comprehensive Income (6,457) (8,566)
Actuarial gains/losses from employee plans (4,787) 1,738
Items reclassifiable to income statement (1,670) (10,304)
Profit/(Loss) for the year 5,360,426 5,322,824
STATEMENT OF COMPREHENSIVE INCOME
(Figures in Euro)
Notes 30/06/2025 30/06/2024

Consolidated Statement of Changes in Equity

CHANGES IN EQUITY
IN THE YEAR 31/12/2024
(Figures in Euro)
Share
capital
Share
premium
reserve
Legal
reserve
Extraord.
reserve
FTA
reserve
OCI
reserve
Other
reserves
and
retained
earnings
Profit
(loss) for the
year
Total
Balance at 01/01/2024 865,650 6,142,911 166,603 59,832 (15,243) (4,315) 5,308,883 4,919,661 17,443,983
Allocation of prior-year's profit/loss - - 6,527 - - - 4,913,134 (4,919,661) -
Other changes - 1,476,109 - - - (7,236) (60,773) - 1,408,100
Profit (loss) for the year - - - - - - - 16,073,875 16,073,875
Total equity attributable to the
owners of the parent
865,650 7,619,020 173,130 59,832 (15,243) (11,552) 10,161,245 16,073,875 34,925,958
Total equity attributable to non
controlling interests
- - - - - - - - -
Balance at 31/12/2024 865,650 7,619,020 173,130 59,832 (15,243) (11,552) 10,161,245 16,073,875 34,925,958
CHANGES IN EQUITY
IN THE YEAR 30/06/25
(Figures in Euro)
Share Share
premium
Legal Extraord. FTA OCI Other
reserves
and
retained
Profit
(loss) for the
capital reserve reserve reserve reserve reserve earnings year Total
Balance at 01/01/2025 865,650 7,619,020 173,130 59,832 (15,243) (11,552) 10,161,245 16,073,875 34,925,958
Allocation of prior-year's profit/loss - - - - - - 16,073,875 (16,073,875) -
Other changes 46,128 (46,128) - - - (4,206) (84,651) - (88,857)
Profit (loss) for the year - - - - - - - 5,360,426 5,373,557
Total equity attributable to the
owners of the parent
911,778 7,572,892 173,130 59,832 (15,243) (15,758) 26,150,469 5,360,426 40,210,658
Total equity attributable to non
controlling interests
- - - - - - - - -
Balance at 30/06/2025 911,778 7,572,892 173,130 59,832 (15,243) (15,758) 26,150,469 5,360,426 40,210,658

Consolidated Statement of Cash Flows

STATEMENT OF CASH FLOWS
(Figures in Euro) 30/06//2025 30/06/2024
A. Cash flow from operations (indirect method)
Profit (loss) for the year 5,360,426 5,322,824
Income tax 2,284,832 2,462,165
Interest expense/(interest income) 198,502 256,811
1. Profit (loss) for the year before income tax, interest, dividends and gains/losses from disposals 7,843,760 8,041,800
Adjustments for non-monetary items that did not have a balancing item in the net working capital
Amortization and depreciation of fixed assets 116,238 74,849
Allocations/(releases) provisions 18,287 6,586
Other adjustments for non-monetary items 249,952 578,390
Total adjustments non-monetary items 384,477 659,825
2. Cash flow before changes in NWC 8,228,237 8,701,625
Changes in net working capital
Decrease/(increase) in inventory net of advances from customers (1,538,569) (6,162,210)
Decrease/(increase) in trade receivables from customers (1,504,556) 19,231
Increase/(decrease) in payables to third-party suppliers (953,278) (268,124)
Other changes in net working capital 1,694,190 3,493,260
Total changes in net working capital (2,302,214) (2,917,843)
3. Cash flow after changes in NWC 5,939,154 5,783,782
Other adjustments
Interest received/(paid) (176,313) (158,685)
Income tax paid/(payable/offset) (2,284,832) (2,462,165)
Total other adjustments (2,461,145) (2,620,850)
Cash flow from operations (A) 3,478,010 3,162,932
B. Cash flow from investing activities
Tangible fixed assets
(Purchases) (1,958) (58,415)
Intangible fixed assets
(Purchases) (209,228) -
Acquisition/disposal of companies/business units net of cash - (57,142)
Cash flow from investing activities (B) (211,186) (115,557)
C) Cash flow from financing activities
Loan capital
Increase/(Decrease) in short-term payables to banks (2,701,990) 387,316
New/(Repayment) loans (1,656,216) 307,163
Payments of lease liabilities (90,948) (70,917)
Cash flow from financing activities (C) (4,449,154) 623,563
Increase (decrease) in cash (A ± B ± C) (1,182,330) 3,670,938
Cash at 1 January 1,870,091 502,486
Bank and postal deposits 1,870,042 502,437
Cash and valuables on hand 48 48
Cash at 30 June 687,761 4,173,424
Bank and postal deposits 687,712 4,173,376
Cash and valuables on hand 48 48

36

3 Notes to the Consolidated Half-Year Financial Statements at 30 June 2025

Overview

The AGP Group is active in the project development and construction of industrial-scale rooftop and ground-mounted photovoltaic plants, wind power plants, and storage systems. It also operates as an Independent Power Producer (IPP) exclusively from renewable sources.

The Parent Company Altea Green Power S.p.A. has its registered office in Corso Re Umberto 8, Turin (TO) and is domiciled in Via Chivasso 15/A, Rivoli (TO). It has been listed on the Euronext Milan market - STAR Segment of Borsa Italiana since 18 November 2024.

The Board of Directors authorized the publication of these Consolidated Financial Statements on 11 September 2025.

Preparation criteria

The Consolidated Financial Statements were prepared in accordance with IFRS, meaning all International Financial Reporting Standards, all International Accounting Standards (IAS), all interpretations of the International Reporting Interpretations Committee (IFRIC), formerly known as the Standing Interpretations Committee (SIC), which, at the closing date of the Consolidated Financial Statements, were endorsed by the European Union in accordance with the procedure set forth in Regulation (EC) no. 1606/2002 by the European Parliament and the European Council of 19 July 2002, and in accordance with the International Accounting Standard IAS 34 relating to Interim Financial Reporting.

The Consolidated Financial Statements were prepared on a going concern basis, as the Directors have assessed that there are no financial, operational, or other indicators that may cast significant doubts on the Group's ability to meet its obligations in the foreseeable future and in particular in the next 12 months.

The Consolidated Financial Statements consist of:

  • a Consolidated Statement of Financial Position, broken down into current and non-current assets and liabilities, based on their realization or settlement within the company's normal operating cycle or within twelve months after the balance sheet date;
  • a Statement of Profit (Loss) for the Period and other items of the Consolidated Statement of Comprehensive Income, which presents expense and revenue classified by nature, a method considered more representative of the business sector in which the Group operates;
  • a Consolidated Statement of Changes in Equity;
  • a Consolidated Statement of Cash Flows prepared according to the indirect method;
  • these Explanatory Notes containing the information required by current regulations and international accounting standards, appropriately set out with regard to the reporting formats used.

The Consolidated Financial Statements are prepared on the basis of the historical cost principle, with the exception of financial instruments, measured at fair value. The Group has applied accounting standards consistent with those of the prior year.

Please refer to the Report on Operations for further details regarding the Group's situation, performance, and results of operations, particularly concerning costs, revenue, and capital expenditure. The Report also provides information on the key events in 2025 and the business outlook.

Consolidation scope and criteria

The Consolidated Financial Statements include the financial statements of the Parent Company Altea Green Power S.p.A. at 30 June 2025 and the financial statements, as of the same date, of the following direct or indirect subsidiaries:

SUBSIDIARIES Registered
office
Tax code Currency Share
capital
in Euro
Investment Consolidation
method
%
Share held
Brindisi Solar Energy S.r.l. Via San Vittore 45 - MI 10812770963 Euro 10,000 Direct Full 100%
IBE Guglionesi Wind S.r.l. C.so Re Umberto 8 - TO 12291540016 Euro 10,000 Direct Full 100%
Yellow BESS S.r.l. C.so Re Umberto 8 - TO 12291490014 Euro 10,000 Direct Full 100%
IBE Genzano S.r.l. C.so Re Umberto 8 - TO 12291460017 Euro 10,000 Direct Full 100%
IBE Manieri S.r.l. C.so Re Umberto 8 - TO 12291520018 Euro 10,000 Direct Full 100%
IBE Montecilfone S.r.l. C.so Re Umberto 8 - TO 12291530017 Euro 10,000 Direct Full 100%
IBE Alessandria S.r.l. C.so Re Umberto 8 - TO 12291500010 Euro 10,000 Direct Full 100%
IBE Venosa S.r.l. C.so Re Umberto 8 - TO 12291480015 Euro 10,000 Direct Full 100%
Padula Green Energy S.r.l. C.so Re Umberto 8 - TO 12710550018 Euro 10,000 Direct Full 100%
Black BESS S.r.l. C.so Re Umberto 8 - TO 12752950019 Euro 10,000 Direct Full 100%
A Mesagne S.r.l. Via San Vittore 45 - MI 12677100963 Euro 10,000 Direct Full 100%
Crumiere Energia S.r.l. C.so Re Umberto 8 - TO 3505520043 Euro 110,000 Direct Full 100%
IBE Orbetello S.r.l. C.so Re Umberto 8 - TO 12888870016 Euro 10,000 Direct Full 100%
Altea Independent Power
Producer S.r.l.
C.so Re Umberto 8 - TO 12268350969 Euro 10,000 Direct Full 100%
Altea Green Power US Corp. Delaware - USA n/a U.S. \$ n/a Direct Full 100%
RAL Green Energy Corp. Delaware - USA n/a U.S. \$ n/a Indirect Equity 50%
BESS Power Corp. Delaware - USA n/a U.S. \$ n/a Indirect Equity 25%
Black BESS 1 S.r.l. C.so Re Umberto 8 - TO 13053140011 Euro 10,000 Direct Full 100%
White BESS S.r.l. C.so Re Umberto 8 - TO 13053120013 Euro 10,000 Direct Full 100%
White BESS 1 S.r.l. C.so Re Umberto 8 - TO 13053110014 Euro 10,000 Direct Full 100%
Yellow BESS 1 S.r.l. C.so Re Umberto 8 - TO 13053100015 Euro 10,000 Direct Full 100%
Yellow BESS 2 S.r.l. C.so Re Umberto 8 - TO 13053130012 Euro 10,000 Direct Full 100%
Black BESS 2 S.r.l. C.so Re Umberto 8 - TO 13121820016 Euro 10,000 Direct Full 100%
Orange BESS 1 S.r.l. C.so Re Umberto 8 - TO 13123910013 Euro 10,000 Direct Full 100%
Orange BESS 2 S.r.l. C.so Re Umberto 8 - TO 13123980016 Euro 10,000 Direct Full 100%
Orange BESS 3 S.r.l. C.so Re Umberto 8 - TO 13124080014 Euro 10,000 Direct Full 100%
Orange BESS 4 S.r.l. C.so Re Umberto 8 - TO 13124070015 Euro 10,000 Direct Full 100%
Pink BESS 1 S.r.l. C.so Re Umberto 8 - TO 13100490013 Euro 10,000 Direct Full 100%
Pink BESS 2 S.r.l. C.so Re Umberto 8 - TO 13123500012 Euro 10,000 Direct Full 100%
Green Power Wind 1 S.r.l. C.so Re Umberto 8 - TO 13106140018 Euro 10,000 Direct Full 100%
OF Green Energy UNO S.r.l. C.so Re Umberto 8 - TO 12291470016 Euro 10,000 Direct Full 100%
GF Green Energy UNO S.r.l. Via San Vittore 45 - MI 12268360968 Euro 10,000 Direct Full 100%
SUBSIDIARIES Registered
office
Tax code Currency Share
capital
in Euro
Investment Consolidation
method
%
Share held
Companies sold to third parties in 2025
Montenero Green Energy S.r.l. C.so Re Umberto 8 - TO 12692000016 Euro 10,000 Direct Full 100%

Disposal of Montenero Green Energy S.r.l.

During 2025, upon completion of the authorization process, the Group divested 100% of the shares in the subsidiary Montenero Green Energy S.r.l., a Special Purpose Vehicle for a photovoltaic project with a total capacity of approximately 10 MW, for € 1.3 million.

Consolidation methods

The most significant consolidation methods used in the preparation of the Consolidated Financial Statements are as follows:

  • subsidiaries are consolidated line by line from the acquisition date, i.e., when the Group gains control, and cease to be consolidated on the date when control is transferred outside the Group. This method involves recognizing the full amount of assets, liabilities, costs, and revenue, regardless of the size of the investment held. Any portion of equity and the result for the year attributable to non-controlling interests is allocated to the appropriate items in the Consolidated Financial Statements;
  • the financial statements of subsidiaries were appropriately homogenized and reclassified to ensure consistency with the Group's accounting standards and valuation criteria, in accordance with the provisions of the IFRS currently in force;
  • the carrying amount of investments in subsidiaries is eliminated against the corresponding equity by recognizing the subsidiaries' assets and liabilities through the full consolidation method;
  • intra-group transaction balances and unrealized intra-group income and expense are eliminated. Unsupported losses are eliminated in the same way as unrealized gains, to the extent that there are no indicators that would give evidence of impairment.

Translation of individual financial statements expressed in currencies other than the Euro

At the balance sheet date, assets and liabilities of subsidiaries denominated in currencies other than the AGP Group's presentation currency (Euro) are translated as follows:

  • at the spot exchange rate at the balance sheet date for balance sheet assets and liabilities;
  • at the average exchange rate for the period for positive and negative income items in the Income Statement;
  • at the historical exchange rate at the time of their formation for equity reserves.

Differences resulting from the application of this method are classified in the equity item "translation reserve" until the investment is sold.

The exchange rates used to determine the Euro equivalents of the foreign currency denominated figures of Altea Green Power Corp., RAL Green Energy Corp., and BESS Power Corp. are shown in the tables below:

YEAR-END EXCHANGE RATES/CURRENCY 30/06/2025 31/12/2024
U.S. dollar 1.1720 1.0389
YEAR-END EXCHANGE RATES/CURRENCY 30/06/2025 30/06/2024
U.S. dollar 1.0927 1.0813

Business combinations

Business combinations in which control of an entity is acquired are recognized, in accordance with the provisions of IFRS 3, using the Acquisition Method. Acquisition cost is the fair value at the acquisition date of the assets acquired, liabilities assumed, and equity instruments issued. The identifiable assets acquired, along with liabilities and contingent liabilities assumed, are recorded at their fair value at the acquisition date, except for deferred tax assets and liabilities, employee benefit assets and liabilities, and assets held for sale, which are recorded in accordance with the relevant accounting standards. The difference between the acquisition cost and the current value of the assets and liabilities acquired, if positive, is recorded in intangible assets as goodwill, or, if negative, after assessing the correct measurement of the current values of the assets and liabilities acquired and the acquisition cost, directly in the Income Statement, as income. Acquisition-related costs are recognized in the Income Statement at the moment they are incurred.

Under IFRS 3, the acquisition of a business takes place when it includes a substantial input and process that, together, contribute significantly to the ability to generate output. The definition of the term "output" refers to goods and services provided to customers, which generate flows from investments and other flows, and excludes returns in the form of lower costs and other economic benefits. In the case of partial control, the share of equity attributable to noncontrolling interests is determined based on their proportionate share of the current values assigned to assets and liabilities at the date of assumption of control, excluding any goodwill attributable to them (partial goodwill method). Alternatively, the full amount of goodwill generated by the acquisition is recognized, including the portion attributable to non-controlling interests (so-called full goodwill method). In this case, non-controlling interests are presented at their full fair value, including their share of goodwill. The choice of how to determine goodwill (partial goodwill method or full goodwill method) is made selectively for each business combination transaction. The acquisition cost also includes contingent consideration, if any, which is recognized at fair value at the date when control is gained. Subsequent changes in fair value are recognized in the Income Statement or Comprehensive Income Statement if the contingent consideration is a financial asset or liability. Contingent consideration classified as equity is not recalculated and the subsequent settlement is accounted for directly in equity.

If the combination transactions through which control is gained occur in various steps, the Group recalculates the interest it previously held in the acquiree at the respective fair value at the acquisition date and recognizes any resulting gain or loss in the Income Statement.

In the event of loss of control, the Group eliminates the assets and liabilities of the subsidiary, any non-controlling interests and other components of equity related to subsidiaries. Any gain or loss resulting from the loss of control is recognized in Profit/(Loss) for the year. Any investment retained in the former subsidiary is measured at fair value at the date of loss of control.

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Accounting standards, amendments and interpretations applicable as of 1 January 2025

The following is a list of IFRS accounting standards, amendments and interpretations that became effective on 1 January 2025, the adoption of which did not materially affect the Group's financial statements.

IFRS IASB Effective Date Status of EU approval
Lack of convertibility (amendments to IAS 21 Effects of Changes
in Foreign Exchange Rates)
1 January 2025 Endorsed

Lack of convertibility (amendments to IAS 21 Effects of Changes in Foreign Exchange Rates)

On 15 August 2023, the IASB published "Lack of Convertibility", which amends IAS 21 - Effects of Changes in Foreign Exchange Rates (the Amendments). The Amendments follow a request submitted to the IFRS Interpretations Committee regarding the determination of the exchange rate when one currency is not convertible into another, which had resulted in varying practices. The Committee recommended that the IASB develop limited amendments to IAS 21 to address this issue. After further resolutions, the IASB published an Exposure Draft of the proposed amendments to IAS 21 in April 2021, and the Final Amendments were published in August 2023. The amendments introduce requirements for determining when a currency is convertible into another currency and when it is not, and require an entity to estimate the spot exchange rate when determining that a currency is not convertible into another currency.

Accounting standards, amendments and interpretations not yet mandatorily applicable

The following is a list of IFRS accounting standards, amendments and interpretations that are not yet mandatorily applicable and/or adopted in advance by the AGP Group.

Mandatorily effective for financial periods beginning on or after 1
January 2026
Mandatorily effective for financial periods beginning on or after 1
January 2027
Classification and measurement of financial instruments (amendments
to IFRS 9 and IFRS 7)
Subsidiaries without public accountability (IFRS 19)
Presentation and disclosure in financial statements (IFRS 18)

Classification and measurement of financial instruments (amendments to IFRS 9 and IFRS 7)

On 30 May 2024, the IASB published "Amendment to the Classification and Measurement of Financial Instruments", which amends IFRS 9 and IFRS 7, and in particular introduces new requirements regarding:

the derecognition of financial liabilities settled by electronic transfer; and

the classification of financial assets with environmental, social, and corporate governance (ESG) and similar characteristics: the amendments clarify how contractual cash flows on loans accounted for at amortized cost or fair value should be measured.

The amendments will be effective for financial periods beginning on or after 1 January 2026.

Subsidiaries without public accountability (IFRS 19)

On 9 May 2024, the IASB issued the new IFRS 19 Subsidiaries without Public Accountability. Disclosure allows eligible subsidiaries to use IFRS accounting standards with reduced disclosure. The new standard will allow subsidiaries to keep only one set of accounting records to meet the needs of both the parent company and the users of their financial statements and will require a reduction in disclosure requirements as it will allow reduced disclosures more suited to the needs of the users of their financial statements. The new standard will be effective for financial periods beginning on or after 1 January 2027.

Presentation and disclosure in financial statements (IFRS 18)

On 9 April 2024, the IASB issued the new IFRS 18, which will provide investors with more transparent and comparable information about companies' financial performance. IFRS 18 introduces three sets of new requirements to improve the reporting of companies' financial performance and provide investors with a better basis for analyzing and comparing companies:

  • improved comparability in the Income Statement;
  • greater transparency of performance measures defined by Management;
  • more useful grouping of information in the financial statements.

IFRS 18 supersedes IAS 1 Presentation of Financial Statements and will be effective for financial periods beginning on or after 1 January 2027; early application is permitted.

Discretionary evaluations and significant accounting estimates

The preparation of the financial statements requires the Directors to make discretionary judgments, estimates, and assumptions that impact the values of revenue, expense, assets, liabilities, and their related disclosures, as well as the disclosure of contingent liabilities. Uncertainty regarding these assumptions and estimates could lead to outcomes that may require significant adjustments to the carrying amount of assets and/or liabilities in the future. Briefly described below are the categories most impacted by the use of estimates and valuations, where changes in the conditions underlying the assumptions could significantly affect the financial figures.

Revenue from contracts with customers

With regard to revenue from contracts with customers for contract work and assets and liabilities in progress from contracts, the application of the incurred cost method (cost-to-cost) requires prior estimation of the total lifetime costs of individual projects, which are updated at each balance sheet date based on assumptions made by the Directors. The margins expected to be recognized on the entire project upon completion are recorded in the income statements of the relevant years according to the project's progress. Therefore, the proper recognition of work in progress and margins related to incomplete projects relies on accurate estimates by Management of the costs to completion, assumed increases, as well as potential delays, extra costs, and penalties that could reduce the expected margin. To better support the estimates, Management adopts contract risk management and analysis frameworks designed to monitor and quantify risks associated with the execution of these contracts. The amounts booked represent the best estimate made by Management at the time, supported by the use of these procedural aids. These facts and circumstances make it challenging to estimate the costs of completing projects and, consequently, to determine the value of contract assets or ongoing liabilities at the balance sheet date.

Allocations to provisions for risks and charges

Directors make estimates for risk and expense assessments. Specifically, the Directors have used estimates and assumptions to assess the likelihood of an actual liability arising. If the risk is deemed probable, they have determined the appropriate amount to be set aside to cover the identified risks.

Deferred tax assets

Deferred tax assets are accounted for based on expectations of taxable income in future years. The assessment of expected taxable income for the purpose of accounting for deferred tax assets depends on factors that may vary over time and result in significant effects on the recoverability of deferred tax assets.

Estimate of the marginal borrowing rate on leases

Directors cannot easily determine the implicit interest rate of the lease and therefore use the marginal lending rate to measure the lease liability. The marginal borrowing rate is the interest rate that the lessee would have to pay for a loan, with a similar term and similar collateral, in order to acquire an asset of comparable value to the right-of-use asset in a similar economic environment. The marginal borrowing rate reflects the rate the Group would have had to pay, and this requires estimating when data do not exist or when rates need to be adjusted to reflect the terms and conditions of the lease. The Group estimates the marginal borrowing rate using observable data (such as market interest rates) if available, as well as making specific considerations about creditworthiness conditions.

Significant judgment in determining the lease term of contracts containing an extension option

The Directors estimated the lease term of the contracts in which it acts as a lessee and which have renewal options. The assessment as to whether or not there is reasonable certainty of exercising the option affects the estimated lease term, significantly impacting the amount of the lease liability and assets from right of use recognized. The Group has reviewed all the lease contracts, defining the lease term for each one, given by the "not cancellable" period together with the effects of any extension or early termination clauses, the exercise of which was considered reasonably certain. Specifically, in the case of properties, the analysis took into account the specific circumstances of each asset. With regard to other categories of assets, mainly company cars, the Directors considered it unlikely that any extension or early termination clauses would be exercised in view of the Group's customary practice.

Determination of the useful life of assets

The Group determines the useful life of assets recorded under Property, Plant and Equipment, Intangible Fixed Assets with definite useful life, as well as Rights of Use. Estimated useful lives are estimated by the Directors based on generally applicable valuation practices, industry experience and knowledge, and are critically reviewed at each period end.

Impairment of non-financial assets

The Group's tangible and intangible assets are subject to impairment on at least an annual basis if they have indefinite lives or more often when events occur that indicate that the carrying amount is not recoverable. The identification of Cash Generating Units (CGUs) is also affected by the Directors' assessments, which may equally affect the recoverability of the amounts recorded in the assets. Further details are provided in Note 2.7.

Employee benefits

The carrying amount of defined benefit plans is determined using actuarial valuations that require the development of assumptions about discount rates, the expected rate of return on investments, future salary increases, mortality rates and future pension increases. The Group considers the rates estimated by the actuaries for the valuations at the balance sheet date to be reasonable. However, it cannot be ruled out that significant future changes in these rates could have a material impact on the liability recorded.

Cash-settled share-based payments - medium-long term incentive plan

The determination of the fair value of the shares awardable through the incentive plan as well as the measurement of vesting rights are subject to estimates on the expectation of the Group's results and the achievement of the targets assigned to the beneficiaries. The Group estimates the likelihood of achieving results consistent with the forecasts contained in the long-term plan adopted by the Board of Directors.

Valuation criteria

The valuation criteria applied or applicable are given below. It may therefore be the case that some of these criteria have not been applied at the reporting date.

1. Statement of financial position

1.1. Non-current assets

1.1.1. Property, plant and equipment

Recognition and measurement

An item of property, plant and equipment is measured at cost, including capitalized borrowing costs, less accumulated depreciation and impairment losses.

If an item of property, plant and equipment is composed of several components having different useful lives, these components are accounted for separately (significant components).

The gain or loss generated by the disposal of an item of property, plant and equipment is recognized in profit/(loss) for the year.

Subsequent Costs

Subsequent costs are capitalized only when it is probable that the related future economic benefits will flow to the Group.

Depreciation

Depreciation of an item of property, plant and equipment is calculated to reduce the cost of that item by a straight-line basis, net of its estimated residual value, over the useful life of the item. Depreciation is generally recognized in profit/(loss) for the year. Leased assets are depreciated over the shorter of the lease term and their useful life unless there is reasonable certainty that the Group will obtain ownership at the end of the lease term. Land is not depreciated. The estimated useful lives of the current and comparative years are as follows:

  • equipment: 5 years;
  • furniture and fittings: 8-9 years;
  • electronic office machines: 5 years.

Depreciation methods, useful lives and residual values are checked at the end of the year and adjusted where necessary.

1.1.2. Right of Use

Recognition and measurement

The Group recognizes assets from right of use on the lease commencement date (i.e., the date on which the underlying asset is available for use). Assets from right of use are measured at cost, net of accumulated amortization/depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities.

Amortization/depreciation

Assets from rights of use are amortized/depreciated on a straight-line basis from the effective date to the end of the useful life of the asset consisting of the right of use. Assets from right of use are subject to impairment.

1.1.3. Intangible fixed assets with indefinite useful life

Recognition and measurement

Goodwill: : goodwill arising from business combinations represents the positive excess of the acquisition cost over the Group's share of the current values, fair value, of identifiable assets, liabilities and contingent liabilities at the acquisition date. Goodwill is recognized as an asset with an indefinite useful life and is not amortized; rather, it is tested annually even in the absence of indicators of impairment, or more frequently if necessary, for impairment. Impairment losses are recognized directly in the Income Statement and are not subsequently reversed. After initial recognition, goodwill is measured at cost net of any accumulated impairment losses. When a subsidiary is sold, the net value of its goodwill is included in determining the gain or loss on disposal. For the purpose of impairment testing, goodwill is allocated to cash generating units or CGUs.

Other fixed assets with indefinite useful lives: an intangible asset is considered to have an indefinite useful life when, based on an analysis of relevant factors, there is no foreseeable limit to the period until which the asset is expected to generate net cash inflows for the entity. For the purpose of impairment testing, assets with indefinite useful lives are tested for recoverability within the cash generating units or CGUs to which they are allocated.

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1.1.4. Intangible fixed assets with finite useful life

Recognition and measurement

Research and development: expense for research activities is recognized in the Income Statement for the year in which it is incurred. Development expense is capitalized only if the cost attributable to the asset during its development can be reliably estimated, the product or process is feasible in technical and commercial terms, future economic benefits are likely, and the Group intends and has sufficient resources to complete its development and use or sell the asset. Other development expense is recognized in the Income Statement for the year as it is incurred. Capitalized development expense is recorded at cost less accumulated amortization and any accumulated impairment losses.

Other intangible assets: other intangible assets with finite useful life are carried at cost less accumulated amortization and any accumulated impairment losses.

Subsequent costs

Subsequent costs are capitalized only when they increase the expected future economic benefits attributable to the asset to which they relate. All other subsequent costs, including internally generated trademarks, are charged to the Income Statement for the year in which they are incurred.

Amortization

Amortization is recognized in the Income Statement for the year on a straight-line basis over the estimated useful life of intangible assets from the time the asset is available for use. The estimated useful lives of the current and comparative years are as follows:

  • long-term financial expense: 5 years;
  • software: 5 years;
  • patents: 5 years;
  • maintenance on third-party assets: based on the duration of the contract or the life of the asset, whichever is shorter.

Amortization methods, useful lives, and residual values are reviewed at each year-end and modified as necessary.

1.1.5. Investments

Recognition and measurement

Investments in associates and joint ventures: associates refer to those enterprises over which the Group or the Company exercises significant influence. Significant influence is when an entity owns directly or indirectly (e.g., through subsidiaries), 20% or more of the votes exercisable at the investee's shareholders' meeting, unless it can be clearly demonstrated otherwise. The existence of significant influence by an entity is usually evidenced in one or more of the following ways:

  • a. representation on the board of directors or equivalent governing body of the investee;
  • b. participation in policy-making processes, including participation in decisions about dividends or other profit distributions;
  • c. material transactions between the entity and its investee;
  • d. interchange of managerial personnel;
  • e. provision of essential technical information.

A joint venture is defined as a situation in which the Group or the Company has an arrangement under which two or more parties have joint control of the economic activity covered by the arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control. A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the arrangement. Associates are accounted for at cost, while joint ventures are accounted for under the equity method and initially recognized at cost. Under the equity method, on initial recognition the investment in a joint venture is recognized at cost, and the carrying amount is increased or decreased to recognize the investor's share of the profit or loss of the investee after the date of acquisition.

The investor's share of the investee's profit or loss is recognized in the investor's profit or loss. Distributions received from an investee reduce the carrying amount of the investment. Adjustments to the carrying amount may also be necessary for changes in the investor's proportionate interest in the investee arising from changes in the investee's other comprehensive income. Such changes include those arising from the revaluation of property, plant and equipment and from foreign exchange translation differences. The investor's share of these changes is recognized in other comprehensive income.

The investor's share of the investee's profit or loss is recognized in the investor's profit or loss. Distributions received from an investee reduce the carrying amount of the investment. Adjustments to the carrying amount may also be necessary for changes in the investor's proportionate interest in the investee arising from changes in the investee's other comprehensive income. Such changes include those arising from the revaluation of property, plant and equipment and from foreign exchange translation differences. The investor's share of these changes is recognized in other comprehensive income.

Other investments: investments in other companies are initially accounted for at acquisition cost including transaction costs. Their value undergoes regular impairment tests to compare the recoverable value with the carrying amount annually and whenever an impairment indication arises.

1.1.6. Financial instruments

Recognition and measurement

Trade receivables and debt securities issued are recognized when they are originated. All other financial assets and liabilities are initially recognized on the trade date, which is when the Group becomes a contractual party to the financial instrument. Except for trade receivables that do not contain a significant financing component, financial assets are initially measured at fair value plus or minus, in the case of financial assets or liabilities not measured at FVTPL, the transaction costs directly attributable to the acquisition or issuance of the financial asset. Upon initial recognition, trade receivables that do not have a significant financing component are measured at their transaction price.

Classification and subsequent valuation - Financial assets

Upon initial recognition, a financial asset is classified according to its valuation:

amortized cost;

48

  • fair value recognized in other comprehensive income (FVOCI);
  • fair value recognized in profit/(loss) for the year (FVTPL).

The Group determines their classification based on the business model pursued in the management of financial assets and the characteristics related to the contractual cash flows of financing activities.

Financial assets are not reclassified after their initial recognition unless the Group changes its

business model for managing financial assets. In such a case, all affected financial assets are reclassified on the first day of the first year following the change in business model.

A financial asset should be measured at amortized cost if both of the following conditions are met and it is not designated at FVTPL:

  • the financial asset is held as part of a business model whose objective is to hold financial assets for the purpose of collecting the relating contractual cash flows;
  • the contractual terms of the financial asset provide for cash flows at certain dates represented solely by payments of principal and interest on the amount of principal to be repaid.

A financial asset should be measured at FVOCI if both of the following conditions are met and it is not designated at FVTPL:

  • the financial asset is held as part of a business model whose objective is achieved by collecting contractual cash flows and selling financial assets and;
  • the contractual terms of the financial asset provide for cash flows at certain dates represented solely by payments of principal and interest on the amount of principal to be repaid.

Upon initial recognition of an equity security not held for trading purposes, the Group may make an irrevocable election to present subsequent changes in fair value in other comprehensive income. This choice is made for each asset.

All financial assets not classified as measured at amortized cost or FVOCI, as indicated above, are measured at FVTPL. This includes all financial derivatives. Upon initial recognition, the Group may irrevocably designate the financial asset as measured at fair value through profit or loss for the year if doing so eliminates or significantly reduces an accounting mismatch that would otherwise result from measuring the financial asset at amortized cost or FVOCI.

Financial assets - Evaluation of the business model

The Group evaluates the objective of the business model under which the financial asset is held at the portfolio level as best reflecting how the asset is managed and the information reported to Management.

Financial assets: assessment of whether contractual cash flows are represented solely by payments of principal and interest.

For valuation purposes, "principal" is the fair value of the financial asset upon initial recognition, while "interest" is the consideration for the time value of money, for the credit risk associated with the amount of principal to be repaid during a given period of time, and for other basic risks and costs associated with the loan (e.g., liquidity risk and administrative costs), as well as for the profit margin.

In assessing whether contractual cash flows are represented solely by payments of principal and interest, the Group considers the contractual terms of the instrument. Therefore, it assesses, among others, whether the financial asset contains a contractual clause that changes the timing or amount of contractual cash flows such that the following condition is not met. For evaluation purposes, the Group considers:

  • contingent events that would change the timing or amount of cash flows;
  • clauses that could adjust the contractual coupon rate, including variable-rate elements;
  • prepayment and extension elements;
  • clauses limiting the Group's requests for cash flows from specific assets.

Financial assets - Subsequent valuation and gains and losses

Financial assets measured at FVTPL: these assets are subsequently measured at fair value. Net gains and losses, including dividends or interest received, are recognized in the Income Statement for the year.

Financial assets measured at amortized cost: these assets are subsequently measured at amortized cost in accordance with the effective interest method. Amortized cost is decreased by impairment losses. Interest income, exchange gains and losses, and impairment losses are recognized in the Income Statement for the year as are any gains or losses from derecognition.

Debt securities measured at FVOCI: these assets are subsequently measured at fair value. Interest income calculated in accordance with the effective interest method, exchange gains and losses, and impairment losses are recognized in the Income Statement for the year. Other net gains and losses are recognized in other comprehensive income. Upon derecognition, accumulated gains or losses in other components of the Comprehensive Income Statement are reclassified to the Income Statement for the year.

Equity securities measured at FVOCI: these assets are subsequently measured at fair value. Dividends are recognized in the Income Statement for the year unless they clearly represent a recovery of a portion of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to net profit/(loss) for the year.

Derecognition - Financial assets

Financial assets are derecognized when the contractual rights to the cash flows from them expire, when the contractual rights to receive the cash flows under a transaction in which substantially all risks and rewards of ownership of the financial asset are transferred, or when the Group neither transfers nor retains substantially all risks and rewards of ownership of the financial asset and does not retain control of the financial asset.

Financial liabilities

The Group derecognizes a financial liability when the obligation specified in the contract has been fulfilled or cancelled or has expired. The Group also derecognizes a financial liability if the relevant contractual terms are changed, and the cash flows of the changed liability are substantially different. In this case, a new financial liability is recognized at fair value based on the amended contractual terms.

The difference between the carrying amount of the financial liability settled and the consideration paid (including assets not represented by cash transferred or liabilities assumed) is recognized in the Income Statement for the year.

Offsetting

Financial assets and financial liabilities may be offset and the amount resulting from the offset is presented in the statement of financial position if, and only if, the Group currently has the legal right to offset such amounts and intends to settle the balance on a net basis or realize the asset and settle the liability simultaneously.

Financial derivatives, including hedge accounting

The Group uses financial derivatives to hedge its exposure to exchange and interest rate risks. Derivative instruments are always measured at fair value with a balancing entry in the Income Statement, unless they are effective hedging instruments of a given risk related to underlying assets or liabilities or commitments undertaken by the Group.

At the beginning of the designated hedging relationship, the Group documents its risk management objectives and hedging strategy, as well as the economic relationship between hedged item and hedging instrument and whether it is expected that changes in the cash flows of the hedged item and hedging instrument will offset each other.

Cash flow hedging

When a financial derivative is designated as a hedge for exposure to cash flow variability, the effective portion of changes in the fair value of the financial derivative is recognized in other comprehensive income and presented in the cash flow hedge reserve. The effective portion of changes in the fair value of the derivative financial instrument that is recognized in other comprehensive income is limited to the cumulative change in the fair value of the hedged instrument (at present value) since the beginning of the hedge. The ineffective portion of changes in the fair value of the derivative financial instrument is immediately recognized in the Income Statement for the year.

In a hedging relationship, the Group designates only the change in the fair value of the spot element of the forward contract as the hedging instrument. The change in the fair value of the forward element of the exchange forward contract (forward points) is accounted for separately as a hedging cost and recognized in equity, in the hedging cost reserve.

If a planned hedged transaction subsequently results in the recognition of a non-financial asset or liability, for example, inventory, the amount accumulated in the cash flow hedge reserve and hedging cost reserve is included directly in the initial cost of the asset or liability upon recognition. For all other hedged planned transactions, the amount should be reclassified from the cash flow hedge reserve and hedge cost reserve into the profit/(loss) in the same year(s) in which the hedged expected future cash flows affect profit/(loss) for the year.

If the hedge ceases to meet the eligibility criteria or the hedging instrument is sold, matures or is exercised, hedge accounting ceases prospectively. When hedge accounting for cash flow hedges ceases, the amount accumulated in the cash flow hedge reserve remains in equity until, in the case of a hedge of a transaction involving the recognition of a non-financial asset or non-financial liability it is included in the cost of the non-financial asset or non-financial liability upon initial recognition or, in the case of other cash flow hedges, it is reclassified to net profit/ (loss) for the period in the same period(s) in which the hedged expected future cash flows affect net profit/(loss) for the period. If future hedged cash flows are no longer expected, the amount should be reclassified immediately from the cash flow hedge reserve and the hedge cost reserve into the profit/(loss) for the year.

1.1.7. Non-financial assets

At each balance sheet date, the Group tests whether there is objective evidence of impairment concerning the carrying amounts of its non-financial assets, excluding inventory and deferred tax assets. If on the basis of this test, it appears that the assets are indeed impaired, the Group estimates their recoverable value. The recoverable value of goodwill, on the other hand, is estimated annually. For the purpose of identifying impairment losses, assets are grouped into the smallest identifiable group of assets that generates cash flows largely independent of cash flows generated by other assets or groups of assets (the "cash-generating units" or "CGUs"). Goodwill acquired through a business combination is allocated to the group of CGUs expected to benefit from synergies.

The recoverable amount of an asset or CGU is the higher of its value in use and its fair value less costs of disposal. To determine value in use, estimated expected cash flows are discounted using a pre-tax discount rate that reflects current market assessments of the time value of money and risks specific to the asset or CGU. When the carrying amount of an asset or CGU exceeds its recoverable value, an impairment loss is recognized.

Impairment losses are recognized in profit/(loss) for the year. Those related to the CGU are first charged against the carrying amount of any goodwill allocated to the CGU, then proportionately charged against the other assets comprising the CGU. Goodwill impairment losses cannot be reversed. For other assets, impairment losses recognized in prior years are reversed up to the carrying amount that would have been determined (net of amortization) if the asset impairment loss had never been recognized.

1.1.8. Deferred tax

Deferred tax is recognized with regard to temporary differences between the carrying amounts of assets and liabilities recorded in the financial statements and the corresponding amounts recognized for tax purposes. Deferred tax is not recognized for:

  • temporary differences related to the initial recognition of assets or liabilities in a transaction other than a business combination that affects neither accounting profit (or loss) nor taxable income (or tax loss);
  • temporary differences related to investments in subsidiaries, associates, and joint ventures to the extent that the Group is able to control the timing of the reversal of temporary differences and it is probable that, in the foreseeable future, the temporary difference will not reverse;
  • taxable temporary differences related to the initial recognition of goodwill.

Deferred tax assets are recognized for unused tax losses and tax receivables, as well as deductible temporary differences, to the extent that it is probable that future taxable income will be available against which these assets can be used. Future taxable income is defined on the basis of the reversal of related deductible temporary differences.

If the amount of taxable temporary differences is not sufficient to fully recognize a deferred tax asset, future taxable income, adjusted for the cancellations of outstanding temporary differences, provided for in the business plans of individual Group subsidiaries, is taken into account. The value of deferred tax assets is reviewed at each balance sheet date and is reduced to the extent that it is no longer probable that the related tax benefit will be realized. These reductions should be restored when the probability of achieving future taxable income increases. Unrecognized deferred tax assets are reviewed at the end of each reporting period and are recognized to the extent that it has become probable that the Group will earn sufficient taxable profit in the future to utilize them.

Deferred tax is measured using the tax rates that are expected to be applicable to temporary differences in the year in which they reverse based on tax rates established by measures in effect or substantially in effect at the end of the year. The valuation of deferred tax reflects the tax effects arising from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of assets and liabilities.

Deferred tax assets and liabilities are offset only when certain criteria are met.

1.2. Current assets

1.2.1. Inventory

Inventory is carried at the lower of purchase cost, including all directly attributable ancillary costs and expense and indirect costs relating to internal production, and the presumed realizable value based on market trends.

Contract work in progress (for which there is an order in progress at the close of the year), related to future and potential photovoltaic, wind, and energy storage projects under construction at the close of the year, were quantified by adopting the percentage-of-completion method. Therefore, the valuation of this inventory is carried out in an amount corresponding to the revenue accrued at the end of each year, determined with regard to the progress of the work, which is determined by the incurred cost method. Finished products and goods, if any, are measured at production cost.

Any advance payments from customers are recorded under other current payables until the relevant revenue is recognized.

Allowances are made for any materials, finished products, spare parts and other supplies

considered obsolete or slow-moving, taking into account their expected future use and realizable value. It should be noted that to date there are no such funds allocated in the financial statements. In accordance with IFRS 15, revenue from sales is recognized only when the performance obligation is fulfilled. Since the only performance obligation recognized for IFRS 15 within the sales contracts is the authorization for the construction of the plant (at least unless otherwise indicated), prior to the settlement of this obligation, the activities performed are shown under "Contract work in progress" and recognized using the cost-to-cost method including the contract margin allocated to the work progress.

1.2.2. Trade receivables

Trade receivables, arising from the sale of goods or services produced or marketed by the Group, are included in current assets. They are recognized at the nominal amount shown on the invoice net of the allowance for doubtful accounts, which is set aside based on estimates of the risk of uncollectibility of receivables outstanding at the end of the period.

Trade receivables are subsequently measured at amortized cost, which represents the value at which they were measured at initial recognition less principal repayments, increased or decreased by aggregate amortization using the effective interest method on any difference between the initial value and the value at maturity, and less any reduction (directly or through the use of a provision) as a result of an impairment or assessment of uncollectibility.

Upon initial recognition, trade receivables that do not have a significant financing component are measured at their transaction price.

Impairment losses are recognized in the financial statements when there is objective evidence that the Group will not be able to recover the amount due from the counterparty based on the contractual terms.

Objective evidence includes such events as:

  • a. significant financial difficulties of the debtor;
  • b. open legal disputes with the debtor regarding the collectibility of the claim;
  • c. likelihood that the debtor will declare bankruptcy or other financial restructuring procedures will be opened.

The amount of impairment loss is measured as the difference between the asset's carrying amount and the present value of expected future cash flows and recognized in the Income Statement. Unrecoverable receivables are removed from the statement of financial position with an offset in the allowance for doubtful accounts. If, in subsequent periods, the reasons for the previous impairment losses cease to apply, the value of the assets is restored up to the value that would have resulted from valuation at amortized cost.

1.2.3. Cash and cash equivalents

These include cash, deposits with banks or other lending institutions available for current operations, postal accounts and other equivalent securities, as well as investments maturing within three months from the date of purchase. Cash and cash equivalents are recorded at fair value, which normally coincides with the nominal value.

1.3. Liabilities

1.3.1. Share capital

Ordinary shares

Incremental costs directly attributable to the issuance of ordinary shares are recognized as a decrease in equity. Income tax related to the transaction costs of an equity transaction is

recognized in accordance with IAS 12.

Buyback and reissue of ordinary shares (treasury shares)

In case of share buyback recognized in equity, the consideration paid, including costs directly attributable to the transaction are recognized as a reduction of equity. Shares thus bought back are classified as treasury shares and recognized in the treasury shares reserve. The consideration received from the subsequent sale or reissue of treasury shares is recognized as an increase in equity. Any positive or negative difference arising from the transaction is recognized in the share premium reserve.

FTA reserve and FVOCI reserve

The FTA reserve includes all pre-IFRS changes to adjust opening balances to IFRS. The FVOCI reserve holds changes in the fair value of financial instruments and assets following their valuation at fair value. Valuation differences are also recognized in other components of the statement of comprehensive income.

1.3.2. Loans payable

Loans are recorded at the fair value of the consideration received net of ancillary expense directly attributable to the financial asset. After initial recognition, loans are measured at amortized cost using the effective interest rate method.

1.3.3. Employee benefits

Short-term employee benefits

Short-term employee benefits are recognized as an expense when the service giving rise to such benefits is provided. The Group recognizes a liability for the amount expected to be paid when it has a present, legal, or constructive obligation to make such payments as a result of past events and a reliable estimate of the obligation can be made.

Share-based payment transactions

Group companies provide additional benefits to the Group's top executives through cash-settled share-based payment plans (phantom stock options). Under IFRS 2 ("Share-based payments"), employee phantom stock options are measured at fair value at the grant date according to models that take account of factors and elements (option exercise price, option term, current price of the underlying shares, expected volatility of the share price, expected dividends, and interest rate for a risk-free investment over the life of the option) in effect at the grant date. If the right becomes exercisable after a certain period and/or upon occurrence of certain performance conditions (vesting period), the total value of the options is allocated pro rata temporis over the aforementioned period and recorded in the Income Statement with an offsetting entry in a noncurrent liability item. At each year end, under IFRS 2, the estimated number of options that are estimated to vest (and thus the number of employees who will be eligible to exercise options) is updated. The change in estimate is recorded as an increase or decrease in the above noncurrent liability item with a balancing entry in the Income Statement. At the end of the exercise period, exercised options are settled in cash for the portion corresponding to the product of the number of shares issued and the par value of each share.

Defined contribution plans

Contributions payable to defined contribution plans are recognized as a cost in the Income Statement over the period in which employees serve; contributions paid in advance are recognized as an asset to the extent that the prepayment will result in a reduction in future payments or a refund.

54

Defined benefit plans

The Group's net obligation arising from defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have accrued in exchange for their service in the current and prior years; this benefit is discounted and the fair value of any plan assets is deducted from liabilities. The calculation is performed by an independent actuary using the projected unit credit method. If the calculation generates a benefit to the Group, the amount of the asset recognized is limited to the present value of economic benefits available in the form of refunds from the plan or reductions in future plan contributions.

Actuarial gains and losses, returns from any plan assets (excluding interest), and the effect of the asset ceiling (excluding any interest) arising from revaluations of the net defined benefit plan liability are recognized immediately in other comprehensive income. Net interest for the year on the net defined benefit liability/(asset) is calculated by applying to the net defined benefit liability/(asset), the discount rate used to discount the defined benefit obligation, determined at the beginning of the year, considering any changes in the net defined benefit liability/(asset) that occurred during the year as a result of contributions received and benefits paid.

Conversely, net interest and other costs related to defined benefit plans are recognized in net profit/(loss) for the year.

When changes are made to the benefits of a plan or when a plan is reduced, the portion of the economic benefit relating to past service or the gain or loss resulting from the reduction of the plan is recognized in net profit/(loss) for the year when the adjustment or reduction occurs.

Other long-term employee benefits

The Group's net obligation as a result of long-term employee benefits is the amount of future benefit that employees have accrued for employment benefits in the current and prior years. This benefit is discounted. Revaluations are recognized in profit/(loss) for the year when they arise.

Benefits due to employees for termination of employment

Benefits payable to employees for termination of employment are recognized as an expense when the Group has committed itself without the possibility of withdrawal in offering such benefits or when the Group recognizes restructuring costs, whichever is earlier. Benefits fully payable more than twelve months after the end of the year are discounted.

1.3.4. Provisions for risks and charges

Provisions for risks and charges are recognized when at the reporting date, in the presence of a legal or implied obligation to third parties arising from a past event, it is probable that an outlay of resources, the amount of which can be reliably estimated, will be required to satisfy the obligation.

This amount represents the best discounted estimate of the expense required to settle the obligation.

The rate used in determining the present value of the liability reflects current market values and includes additional effects related to the specific risk associated with each liability. Changes in estimates are reflected in the Income Statement for the year in which the change occurs. For certain disputes, the information required by IAS 37 - Provisions, Contingent Liabilities and Contingent Assets is not reported in order not to harm the Group's position in such disputes or negotiations.

Risks for which the onset of a liability is merely a possibility are disclosed in the appropriate disclosure section on commitments and risks, and no allocation is made.

With regard to assets and liabilities arising from contracts, in the event that the revisiting of

business plans (full-life estimates) during the progress of a contract shows the presence of elements that make them onerous, the portion of costs deemed "unavoidable" in excess of the economic benefits arising from the contract is recognized in its entirety in the year in which it becomes reasonably foreseeable and set aside in an "Onerous Contracts Provision", which is recorded under current provisions for risks and charges. The reversal of these provisions is recognized as absorption under "Other operating revenue".

1.3.5. Lease liabilities

On the effective date of the lease, the Group recognizes lease liabilities by measuring them at the present value of lease payments due but not yet paid at that date. Payments due include fixed payments (including in-substance fixed payments), net of any lease incentives to be received, variable lease payments dependent on an index or rate, and amounts expected to be payable under residual value guarantees.

Lease payments also include the exercise price of a purchase option if it is reasonably certain that such an option will be exercised by the Group and lease termination penalty payments if the lease term takes account of the Group's exercise of its lease termination option.

Variable lease payments that do not depend on an index or rate are recognized as costs in the period in which the event or condition that generated the payment occurs. When calculating the present value of payments due, the Group adopts the marginal borrowing rate at the start date. After the effective date, the amount of the lease liability increases to account for interest on the lease liability and decreases to account for payments made. Additionally, the carrying amount of lease payables is restated in the event of any changes in the lease or for a review of the contractual terms for the change in payments; it is also restated when there are changes regarding the valuation of the option to purchase the underlying asset or for changes in future payments that results from a change in the index or rate used to determine such payments. Lease liabilities are presented together with financial liabilities, distinguishing between current and non-current.

1.3.5.1. Short-term leases and low-value asset leases

The Group applies the exemption under IFRS 16 for the recognition of short-term (12-month) and low-value asset leases. For such contracts, payments of related expense are recognized as costs in the Income Statement on a straight-line basis spread over the term of the contract.

2. Income Statement

56

2.1. Revenue from contracts with customers

Based on the provisions of IFRS 15, revenue from contracts with customers is recognized when the transfer of control of the good or service to the customer takes place, which can occur over time or at a specific point in time.

Contracts related to the sale of projects referring to new production plants (whether photovoltaic, wind or Storage), which meet the requirements for over time revenue recognition, are classified under "Assets arising from contracts".

Specifically, "Assets arising from contracts" represent the right to consideration for goods or services that have already been transferred to the customer. The standard is applied using a model consisting of the following five basic steps:

1. identification of customer contract: occurs when the parties approve the contract, having commercial substance, and identify their respective rights and obligations. The contract must be legally binding, identify the right to receive goods and/or services, the consideration, and the terms of payment;

  • 2. identification of the contractual obligations (performance obligations) therein, i.e., promises to transfer distinct goods and services;
  • 3. determination of transaction consideration (transaction price): this is the total amount contracted with the counterparty over the contract term;
  • 4. price allocation to the different contractual obligations in proportion to their respective stand alone selling prices determined from list prices;
  • 1. revenue recognition upon fulfillment of contractual obligations.

Where there is more than one performance obligation within a contract, representing a contractual promise to transfer to the customer a distinct good or service (or a series of distinct goods or services that are essentially the same and are transferred in the same manner), classification among assets is done at the aggregate level and not at the individual performance obligation level.

Assets arising from contracts with customers for which revenue recognition takes place over time are recognized using an input-based ("cost-to-cost") methodology for measuring progress; under this methodology, costs, revenue, and margin are recognized based on the progress of production activity, determined with regard to the ratio of costs incurred at the measurement date to total costs expected for performance obligation fulfillments.

Conversely, in cases where the requirements for recognition over a period of time are not met, revenue is recognized at a specific point in time; in such cases, production progress under contracts with customers are recognized under the item of assets arising from point-in-time contracts, under "inventory".

Assets from contracts are shown net of any allowances for impairment. Updates to estimates are made periodically, and any economic effects are accounted for in the year in which the updates are made. In the event that a contract qualifies as "onerous", the method of accounting is set out later in this note.

Contracts with consideration denominated in currencies other than the functional currency are valued by converting the accrued portion of consideration, determined on the basis of the percentage-of-completion method, at the closing exchange rate for the period. The Group's foreign exchange risk policy requires that all contracts with cash flow exposures to changes in foreign exchange rates be hedged on a timely basis.

Revenue related to maintenance activities, sales of spare parts and provision of services is handled through customer spot orders and is recognized on an accrual basis. Revenue from services are accounted for on a progress basis in the year in which they are rendered.

2.2. Government grants

Government grants related to costs incurred during the year are recognized in the Income Statement for that year as other income when the government grant becomes receivable. Other government grants related to assets recorded in the Statement of Financial Position are initially recognized at fair value as deferred revenue if there is reasonable certainty that they will be received and that the Group will comply with the conditions attached to their receipt, and are then recognized in the Income Statement for the year as other income on a systematic basis over the useful life of the asset to which they relate.

2.3. Cost recognition

Costs are recognized when they relate to goods and services purchased or consumed during the period or by systematic allocation on an accrual basis.

2.4. Financial income and expense

Interest income and expense are recognized in the Income Statement for the year on an accrual basis using the effective interest method. Dividend income is recognizedbwhen the Group's right to receive payment is established.

The "effective interest rate" is the rate that exactly discounts estimated future payments or receipts over the expected life of the financial asset:

  • at the gross carrying amount of the financial asset or
  • at the amortized cost of the financial liability.

When calculating interest income and interest expense, the effective interest rate is applied to the gross carrying amount of the asset (when the asset is not impaired) or the amortized cost of the liability. However, in the case of financial assets that have impaired after initial recognition, interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset. If the asset ceases to be impaired, interest income reverts to a gross basis.

2.5. Income tax

Tax expense for the year includes current and deferred tax recognized in the Income Statement for the year, except for tax related to business combinations or items recognized directly in equity or among other components of the Comprehensive Income Statement. The Group has determined that interest and penalties related to income tax, including accounting treatments to be applied to income tax of an uncertain nature, are accounted for in accordance with IAS 37 - Provisions, Contingent Liabilities and Contingent Assets because they do not meet the definition of income tax.

2.6. Current tax

Current tax includes the estimated amount of income tax due or receivable, calculated on taxable income or tax loss for the year as well as any adjustments to tax from prior years. The amount of tax payable or receivable, determined on the basis of tax rates in effect or substantially in effect at the end of the year, also includes the best estimate of any amount payable or receivable that is subject to uncertainty factors. Current tax also includes any tax related to dividends. Current tax assets and liabilities are offset only when certain criteria are met.

2.7. Impairment losses

Non-financial derivatives

Financial instruments and assets arising from contracts

The Group recognizes allowances for expected credit losses related to:

  • financial assets measured at amortized cost;
  • debt securities measured at FVOCI;
  • assets arising from contracts.

The Group assesses allowances for impairment at an amount equal to the expected losses over the life of the loan, except as noted below, for the following twelve months:

  • debt securities with low credit risk as of the balance sheet date;
  • other debt securities and bank accounts whose credit risk (i.e., the risk of default occurring over the expected life of the financial instrument) has not significantly increased after initial recognition.

58

Allowances for impairment of trade receivables and assets arising from contracts are always valued at an amount equal to the expected losses over the life of the receivable.

To determine whether credit risk related to a financial asset has increased significantly since initial recognition for the purpose of estimating expected credit losses, the Group considers reasonable and demonstrable information that is relevant and available without undue cost or effort. Included is quantitative and qualitative information and analysis, based on the Group's historical experience, credit rating as well as information indicative of expected developments ("forward-looking information").

For the Group, the credit risk of a financial asset increases significantly when contractual payments are more than 30 days past due. Lifetime expected credit losses are the expected credit losses arising from all possible defaults over the expected life of a financial instrument. Expected credit losses at 12 months are expected credit losses arising from possible defaults within 12 months of the balance sheet date (or within a shorter period if the expected life of a financial instrument is less than 12 months). The maximum period to be considered in assessing expected credit losses is the maximum contractual period during which the Group is exposed to credit risk.

Evaluation of expected credit losses

Expected Credit Losses (or "ECL") are a probability-weighted estimate of credit losses. Bad debt losses are the present value of all uncollectibles (i.e., the difference between the cash flows due to the entity in accordance with the contract and the cash flows the Group expects to receive). ECLs are discounted using the effective interest criterion of the financial asset.

Impaired financial assets

At each reporting date, the Group assesses whether financial assets measured at amortized cost and debt securities at FVOCI are impaired. A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred.

Evidence that a financial asset is credit-impaired includes observable data about the following events:

  • significant financial difficulty of the issuer or the borrower;
  • a breach of contract, such as a default or past due event that has not been met for more than 90 days;
  • debt restructuring by the Group or an advance on terms that the Group would not otherwise have considered;
  • there is a likelihood that the borrower will file for bankruptcy or other financial restructuring procedures;
  • the disappearance of an active market for that financial asset because of financial difficulties.

Presentation of the allowance for expected loan losses in the statement of financial position Allowances for impairment of financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. For debt securities at FVOCI, the allowance for impairment is accrued in the Income Statement for the year and recognized in other comprehensive income.

Write-down

The gross carrying amount of a financial asset is written down (in part or in full) to the extent that there is no real prospect of recovery.

For private customers, the Group's policy is to write down the gross carrying amount when the financial asset is more than 180 days past due based on historical experience in recovering similar assets. For corporate customers, the Group individually assesses the timing and amount of impairment based on the actual prospect of recovery. The Group does not expect any significant recovery of the written-down amount. However, the written-down financial assets may still be subject to enforcement in order to comply with the Group's debt collection procedures.

2.8. Fair value measurement

Fair value is the price that would be received on the valuation date for the sale of an asset or that would be paid for the transfer of a liability in a regular transaction between market participants in the principal (or most advantageous) market to which the Group has access at that time. The fair value of a liability reflects the effect of a default risk. Several accounting standards and disclosure requirements require the Group to measure the fair value of financial and non-financial assets and liabilities. Fair values are divided into various hierarchical levels based on the inputs used in the measurement techniques, as shown below.

Level 1: where available, the Group assesses the fair value of an instrument using the quoted price of that instrument in an active market. A market is active when transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2: in the absence of a quoted price in an active market, input data are used that are observable for the asset or liability, either directly (prices) or indirectly (derived from prices).

Level 3: in the absence of data in Levels 1 and 2, input data related to the asset or liability that are not based on observable market data are used.

The Group uses valuation techniques by maximizing the use of observable input data and minimizing the use of unobservable input data. The chosen valuation technique includes all factors that market participants would consider in estimating the transaction price. If the inputs used to measure the fair value of an asset or liability fall into different levels of the fair value hierarchy, the entire valuation is placed in the same level of the hierarchy as the lowest level input that is significant to the entire valuation.

The Group recognizes transfers between levels of the fair value hierarchy at the end of the period in which the transfer took place. If an asset or liability measured at fair value has a bid and an ask price, the Group values the asset and long positions at the bid price and the liability and short positions at the ask price. The best evidence of the fair value of a financial instrument at initial recognition is usually the transaction price (i.e., the fair value of the consideration given or received). If the Group notices a difference between the fair value at initial recognition and the transaction price, and the fair value is not determined either by using a quoted price in an active market for identical assets or liabilities, or by means of a valuation technique whose unobservable inputs are considered insignificant, the financial instrument is initially measured at fair value, adjusted to defer the difference between the fair value at initial recognition and the transaction price. Thereafter, this difference is recognized in profit/(loss) for the year over the life of the instrument by an appropriate method, but no later than when the valuation is fully supported by observable market data or the transaction is concluded.

60

Notes to the Consolidated Half-Year Financial Statements at 30/06/2025

Assets

Non-current assets

1. Intangible assets

Changes in the item were as follows:

INTANGIBLE FIXED ASSETS
(Figures in Euro)
Industrial patent a
nd intellectual
property rights
Intangible fixed
assets in progress
and other
Total
intangible assets
Net amount at 01/01/2024 5,013 - 5,013
Increases/(Decreases/Divestments) 46,060 139,926 185,986
Amortization (11,178) - (11,178)
Net amount at 31/12/2024 39,895 139,926 179,821
Increases/(Decreases/Divestments) 349,154 (139,926) 209,228
Amortization (38,009) - (38,009)
Net amount at 30/06/2025 351,040 - 351,040

"Industrial patent and intellectual property rights" includes mainly the implementation costs of capitalized new management software, whose operational start-up (go-live) occurred during 2025. "Intangible fixed assets in progress and other" included, in the prior year, the same implementation costs incurred during the period but related to software that was not yet operational. With the software entering use, these costs were transferred to "Industrial patent and intellectual property rights" in 2025.

2. Tangible assets

The changes in the item are shown below (see next page):

TANGIBLE FIXED ASSETS
(Figures in Euro)
Property Plant,
machinery
and
equipment
Furniture
and fittings
Electr.
off.
mach.
Cars Tang.
fixed assets
in progress
Total
tangible
assets
Net amount at 1/1/2024 530,874 2,811 50,343 37,256 220,588 174,360 1,016,232
of which Rights of Use IFRS16 530,874 - - - 220,588 - 751,462
Increases/(Decreases/Divestments) (32,626) 1,090 11,273 35,818 27,182 - 42,737
Reclassifications - 550 - (550) - (174,360) (174,360)
Write-backs/(Write-downs) - - - - - - -
Depreciation (50,001) (925) (7,959) (13,784) (72,776) - (145,445)
Net amount at 31/12/2024 448,247 3,526 53,657 58,740 174,994 - 739,164
Increases/(Decreases/Divestments) 4,656 - 1,958 - 7 - 6,622
Reclassifications - - - - - - -
Write-backs/(Write-downs) - - - - - - -
Depreciation (25,259) (503) (4,362) (8,498) (39,606) - (78,229)
Net amount at 30/06/2025 427,644 3,023 51,253 50,242 135,396 - 667,557
of which Rights of Use IFRS16
Net amount at 31/12/2024 448,247 - - - 174,994 - 623,241
Increases/(Decreases/Divestments) 4,656 - - - 7 - 4,664
Depreciation (25,259) - - - (39,606) - (64,865)
Net amount at 30/06/2025 427,644 - - - 135,396 - 563,039

During the first half of the year, there were no significant transactions. The increases for the period relate mainly to the purchase of furniture and fittings (desks, meeting room tables, etc.) and the ISTAT adjustment for 2025 of the Rights of Use on the property under the lease contract governed by IFRS 16.

No disposals, divestments, scrapping of any kind were carried out during the period.

3. Deferred tax assets

The value of Deferred Tax Assets is composed mainly of the tax effect calculated as a result of adjustments made at first time adoption (1 January 2022). Specifically, the outstanding value at 30 June 2025, amounting to € 72 thousand, refers almost entirely (€ 71 thousand) to listing expense previously capitalized under OIC rules over a period of 5 years.

4. Other non-current assets

Investments in associates and joint ventures

Details at 30 June 2025 are given on the page below:

BESS Power Corp.
Total
Delaware (USA) USD 1,300,113
1,300,113
(380,345)
(380,345)
1,109,311
1,109,311
25% 277,328
277,328
1,544,223
1,544,223
INVESTMENTS IN
ASSOCIATES
Registered
office
(Country)
Currency Equity (with
profit/loss)
in currency
Profit/
loss for
the year in
currency
Equity (with
profit/loss)
in Euro
%
share held
Portion
of Equity
in Euro
Amount
entered in
the
Financial
Statements

The value of the investment in the associate BESS Power Corp., measured at cost, was not written down as Management, considering the high margins and advanced stage of development of existing projects, does not believe there is any indication of impairment. These projects include the Storage project named "Lund" on which there are current expressions of interest by third-party investors.

Current assets

5. Inventory and contract work in progress

"Inventory" includes Business Opportunities, represented by costs incurred by the Group for Co-Development projects not yet contractually formalized with the end customer. These costs are recognized as assets because they are considered recoverable in light of the prospects of finalizing ongoing commercial negotiations.

INVENTORY
(Figures in Euro)
Balance at 30/06/2025 Balance at 31/12/2024
Gross
stock
value
(Prov.
for stock
write
down)
Total
net
stock
Gross
stock
value
(Prov.
for stock
write
down)
Total
net
stock
Business Opportunities 7,945,047 - 7,945,047 4,915,354 - 4,915,354
Total 7,945,047 - 7,945,047 4,915,354 - 4,915,354

The sharp increase in "Business Opportunities" is attributable to progress in the authorization process related to specific projects in the Storage segment. This trend reflects the Group's strategic decision to prioritize high value-added proposals to be offered to investors, classified as "mature projects". Such an approach enhances the commercial appeal of the initiatives developed and enables access to contractual conditions financially more advantageous than those tied to projects in the preliminary (greenfield) phase.

Contract work in progress refers generally to long-term contracts, related to the Co-Development business, and to short-term contracts related to the Energy Efficiency business, in progress at the end of the period. Progress is determined by the costs incurred added to the recognized margins and net of any expected losses

CONTRACT WORK IN PROGRESS
(Figures in Euro)
Balance at 30/06/2025 Balance at 31/12/2024
(Allowance (Allowance
Gross
amount
for
impairm.)
Net
total
Gross
amount
for
impairm.)
Net
total
Short-term orders 917,646 - 917,646 459,954 - 459,954
Long-term orders 63,385,844 (113,532) 63,272,312 54,861,663 (113,532) 54,748,131
Total 64,303,490 (113,532) 64,189,958 55,321,617 (113,532) 55,208,085

In the Energy Efficiency business, EPC (Engineering, Procurement and Construction) activities for the construction of photovoltaic plants for condominium buildings, industrial sites, and agricultural enterprises continued during the year. These activities form part of the strategic initiatives aimed at cutting energy consumption and promoting renewable sources.

Within the Co-Development business, there was a significant increase in long-term orders, attributable mainly to the development of the Battery Energy Storage System (BESS) segment. Details of the activities of the long-term orders are shown in the table below:

LONG-TERM ORDERS
(Figures in Euro)
Balance at 30/06/2025 Balance at 31/12/2024 Change
Storage 51,978,695 40,674,381 11,304,314
Photovoltaic 10,070,348 13,035,608 (2,965,260)
Wind power 1,223,269 1,151,674 71,595
Total 63,272,312 54,861,663 8,410,649

The allowance for impairment on contract work in progress showed no movement during the year, as it was considered sufficiently adequate for the estimated risks of recoverability of assets recorded at 30 June 2025. In fact, the amount of the allowance was reviewed at the time of closing and found to be consistent with the current progress of the orders and the projected implementation.

6. Trade receivables, Tax receivables and Other current assets

Receivables from customers

64

Details of receivables by type and maturity are shown in the table below:

RECEIVABLES UNDER
CURRENT ASSETS
(Figures in Euro)
Balance for the Year
Due beyond one year
Amounts due
within
one year
Remaining
duration
less than or
equal to
five years
Remaining
residual
beyond
five years
Balance at
30/06/2025
Balance at
31/12/2024
Change
Receivables from customers 2,205,955 - - 2,205,955 701,399 1,504,556
Tax receivables 1,530,421 716,381 255,110 2,501,911 2,188,397 313,514
Current financial assets 56,000 - - 56,000 - 56,000
Other assets 798,776 - - 798,776 1,419,093 (620,317)

The change in receivables from customers, recorded net of the allowance for impairment (€ 22 thousand), is attributable to the issuance in June of two significant invoices whose collections had not been completed as of 30 June. It should be noted that the related collection was duly made in July, confirming the recoverability of the receivable and the absence of any need to adjust the allowance.

Details of the gross amount and allowance for impairment allocated to receivables from customers are shown in the tables below (see next page):

RECEIVABLES FROM CUSTOMERS

(Figures in Euro) Balance at 30/06/2025 Balance at 31/12/2024 Change
Trade receivables - gross amount 2,227,680 737,343 1,490,337
(Allowance for doubtful trade receivables) (21,725) (35,943) 14,218
Total - net amount 2,205,955 701,399 1,504,556

The table below shows the details of overdue by band of receivables from customers:

Total - net amount 2,205,955 488,000 1,321,017 248,120 18,818 - 130,000
(Allowance for doubtful trade
receivables)
(21,725) - - - (17,528) (3,667) (530)
Trade receivables - gross amount 2,227,680 488,000 1,321,017 248,120 36,345 3,667 130,530
DEADLINES
TRADE RECEIVABLES
(Figures in Euro)
Balance at
30/06/2025
Falling
due
Past due
up to
30 days
Past due
31-180
days
Past due
181-270
days
Past due
271-360
days
Past due
over
360 days

At 30 June, the amount related to receivables overdue for over 360 days refers to a single debt position, which is part of a broader ongoing business negotiation. The Group expects to finalize the agreement by end 2025, resulting in full repayment of the receivable. Given the advanced state of negotiations and the formal feedback already received, no further write-downs on this position are considered necessary.

Tax receivables

Total 2,501,911 2,188,397 313,514
Other tax receivables 2,738 47,373 (44,635)
SME listing tax receivable 421,139 - 421,139
VAT receivables 682,132 309,575 372,557
Tax receivables from Superbonus and other construction bonuses 1,395,901 1,831,449 (435,548)
TAX RECEIVABLES
(Figures in Euro)
Balance at 30/06/2025 Balance at 31/12/2024 Change

The decrease in "Tax receivables from Superbonus and other construction bonuses" refers to the offsetting of the paperwork, submitted to the tax authorities in 2023, related to the "invoice discount" as established by Law Decree 34/2020 and subsequent legislative measures, notably those associated with the 110% Superbonus on activities initiated in 2022.

VAT receivables include both the accumulated balance at 30 June 2025, amounting to € 295 thousand, and the amount accrued in prior years, which is fully available for offset. It should be noted that at 1 January 2024, the Group joined the "Group VAT settlement procedure".

The listing tax receivable refers to the granting in June 2025 of the tax receivable against consulting costs incurred by the Group for listing on the regulated market Euronext Milan - STAR Segment, aimed at SMEs, pursuant to Article 1, paragraphs 89-92, of Law No. 205/2017, as amended. Other receivables include mainly withholdings applied by banking institutions on wire transfers arranged in favour of beneficiaries of "traditional" building renovations.

Current financial assets

This item also includes loans disbursed in first half 2025 to the associate BESS Power Corp. as part of normal financial support for the development of its operations. These activities focus on the implementation of Battery Energy Storage System (BESS) projects intended for marketing in the United States.

Other current assets

"Other current assets" includes the following:

RECEIVABLES FROM OTHERS (Figures in Euro) Balance at 30/06/2025 Balance at 31/12/2024 Change Advances for land deposits and surface rights (DDS) 665,613 751,809 (86,196) Advances to suppliers and security deposits 69,985 569,929 (499,944) Accruals and deferrals 32,993 61,914 (28,921) Other assets 30,184 35,390 (5,206) Total 798,776 1,419,043 (620,267)

The decrease recorded in "Advances to suppliers and security deposits" is attributable mainly to the sale of the investment in Montenero Green Energy S.r.l., a special purpose vehicle operating in the renewable energy sector. The SPV included security deposits paid to Gestore dei Servizi Energetici (GSE), amounting to € 481 thousand, relating to contractual commitments for photovoltaic initiatives under development. Following deconsolidation, these amounts are no longer recorded in the financial statements.

Total receivables are due entirely from entities or subjects residing within the territory of Italy.

7. Cash and cash equivalents

The item is broken down as follows:

CASH
(Figures in Euro)
Balance at 30/06/2025 Balance at 31/12/2024 Change
Bank and postal deposits 687,712 1,870,042 (1,182,330)
Cash and valuables on hand 48 48 -
Total 687,761 1,870,091 (1,182,330)

Cash and cash equivalents include no escrow accounts.

Please refer to the Statement of Cash Flows for a quantitative analysis of the cash flows that originated the change for the year.

Liabilities

Equity

8. Equity

Details of this item are as follows:

EQUITY
(Figures in Euro)
Balance at 30/06/2025 Balance at 31/12/2024
Share capital 911,778 865,650
Share premium reserve 7,572,892 7,619,020
Legal reserve 173,130 173,130
Extraordinary reserve 59,832 59,832
FTA reserve (15,243) (15,243)
OCI reserve (15,758) (11,552)
Other reserves and retained earnings 26,150,469 10,161,245
Profit (loss) for the period 5,360,426 16,073,875
Total 40,197,527 34,925,958

At 30 June 2025, the fully subscribed and paid-up share capital of the Parent Company Altea Green Power S.p.A. stood at € 911,778, divided into 18,235,574 ordinary shares with no indication of their par value.

The Share Premium Reserve is recorded as a result of the share capital increase that took place when the company was listed on the Euronext Growth Milan Market (EGM) in February 2022 and subsequent increases due to the exercise of the Warrants.

"Other reserves and retained earnings", in addition to retained earnings from prior years, includes a translation reserve with a negative balance of € 362 thousand, related to foreign exchange differences from the translation into Euro of financial statements of Group companies operating in areas other than the Euro.

Reconciliation Statement between the Parent Company Separate Financial Statements and the Consolidated Financial Statements

The reconciliation between Equity of the Parent Company Altea Green Power S.p.A. and Consolidated Equity is shown below:

RECONCILIATION STATEMENT
(Figures in Euro)
Equity at
30/06/2025
Profit (loss)
2025
Equity at
31/12/2024
Profit (loss)
2024
Equity and profit (loss) of the parent company 35,410,065 5,613,613 18,949,923 16,464,466
Share of equity and net profit/loss of consolidated
companies, net of the carrying amount of the related
investments
(210,892) (239,293) (76,799) (403,723)
Adjustments made on consolidation for:
change in consolidation scope - - 4,647 13,218
difference in translation (362,072) (763) (25,689) (87)
Total 34,837,101 5,373,557 18,852,083 16,073,875

9. Employee benefits

"Employee benefits" refers to post-employment benefits and to long-term bonuses recognized

by the Group to its employees.

Details of "Employee benefits" are as follows:

EMPLOYEE BENEFITS
(Figures in Euro)
30/06/2025 31/12/2024
Post-employment benefits 172,573 96,536
Long-term bonuses 1,054,121 741,779
Total 1,226,694 838,315

Post-employment benefits

The actuarial valuation of post-employment benefits was performed based on the "accrued benefits" method using the Projected Unit Credit (PUC) criterion as provided in paragraphs 67- 69 of IAS 19.

The economic technical bases used are shown below:

SUMMARY OF ECONOMIC TECHNICAL BASES 30/06/2025 31/12/2024 31/12/2023
Annual discount rate 3.70% 3.38% 3.17%
Annual inflation rate 2.00% 2.00% 2.30%
Annual increase rate in post-employment benefits 3.00% 3.00% 3.23%
Annual wage increase rate Executives: 2.50%
Middle managers: 1.00%
Employees: 1.00%
Executives: 2.50%
Middle managers: 1.00%
Employees: 1.00%
Executives: 2.50%
Middle managers: 1.00%
Employees: 1.00%
Workers: 1.00% Workers: 1.00% Workers: 1.00%

Specifically:

  • the annual discount rate used to determine the present value of the obligation was derived, consistent with paragraph 83 of IAS 19, from the Iboxx Corporate AA index with duration 10+ recognized as of the valuation date. For this purpose, a yield with a duration comparable to that of the collective of workers being evaluated was chosen;
  • the annual increase rate in post-employment benefits, under Article 2120 of the Italian Civil Code, is 75% of inflation plus 1.5 percentage points;
  • the annual wage increase rate applied exclusively for Companies with an average of less than 50 employees in 2006 was determined based on the Group's historical experience.

The annual advance and turnover frequencies of 0.50% and 7.00%, respectively, stem from the Group's historical experience and frequencies derived from the Actuarial Company's experience on a relevant number of comparables.

The tables below show the reconciliations between the IAS 19 measurement of the postemployment benefits provision for 2024 and the IAS 19 measurement and the post-employment benefits provision at 31 December 2024 (see next page):

RECONCILIATION IAS 19 VALUATIONS FOR THE PERIOD 1/01/2024-31/12/2024

(Figures in Euro) AGP Group
Defined Benefit Obligation at 01/01/2024 61,148
Adjustments 6,402
Service cost 22,112
Interest cost 2,420
Benefits paid (835)
Transfers in / (out) -
Expected DBO at 31/12/2024 91,247
Actuarial (Gains)/Losses from experience 6,594
Actuarial (Gains)/Losses from change in demographic assumptions 19
Actuarial (Gains)/Losses from change in financial assumptions (1,324)
Defined Benefit Obligation at 31/12/2024 96,536

RECONCILIATION OF IAS 19 VALUATIONS AND POST-EMPLOYMEMENT BENEFITS PROVISION AT 31/12/2024

(Figures in Euro) AGP Group
Defined Benefit Obligation at 31/12/2024 96,536
Post-employment benefits at 31/12/2024 99,095
Surplus/(Deficit) 2,559

The tables below show the reconciliations between the IAS 19 measurement of the postemployment benefits provision for 2025 and the IAS 19 measurement and the statutory postemployment benefits provision at 30 June 2025:

RECONCILIATION IAS 19 VALUATIONS FOR THE PERIOD 01/01/2025-30/06/2025

(Figures in Euro) AGP Group
Defined Benefit Obligation at 01/01/2025 96,536
Service cost 14,441
Interest cost 1,759
Benefits paid -
Transfers in / (out) -
Expected DBO at 30/06/2025 112,736
Actuarial (Gains)/Losses from experience 62,623
Actuarial (Gains)/Losses from change in demographic assumptions -
Actuarial (Gains)/Losses from change in financial assumptions (2,785)
Defined Benefit Obligation at 30/06/2025 172,573

RECONCILIATION OF IAS 19 VALUATIONS AND POST-EMPLOYMEMENT BENEFITS PROVISION AT 30/06/2025 (Figures in Euro) AGP Group

Defined Benefit Obligation at 30/06/2025 172,573
Post-employment benefits at 30/06/2025 165,346
Surplus/(Deficit) (7,227)

Long-term bonuses

During the year, the Group introduced a series of long-term bonuses in the form of Phantom Stock Options and retention bonuses to be paid to employees who hold key positions and/or who have demonstrated outstanding performance during the plan evaluation period, in order to encourage their retention and support for the Group's growth.

Details of the item "Long-term bonuses" are as follows:

EMPLOYEE BENEFITS LONG-TERM BONUSES
(Figures in Euro)
30/06/2025 31/12/2024
Phantom Stock Options 431,897 314,014
Retention Bonus 622,224 427,765
Total 1,054,121 741,779

The Phantom Stock Option plan falls under cash-settled share-based payment transactions and therefore does not generate the granting of new shares at the end of the vesting period as outlined by IFRS 2. Regarding the measurement of Altea Green Power's performance in terms of Total Shareholder Return, this was estimated using stochastic simulation with the "Monte Carlo Method". This approach, based on appropriate assumptions, allowed for the generation of a substantial number of alternative scenarios through the end of the performance period. The actuarial valuation of the retention bonus plan, on the other hand, was performed based on the "accrued benefits" method using the Projected Unit Credit (PUC) criterion as provided in paragraphs 67-69 of IAS 19.

10. Non-current and current liabilities

Consolidated non-current and current liabilities are broken down by maturity as follows (see next page):

PAYABLES

(Figures in Euro) Balance for the Year
Amounts due
beyond one year
Amounts
due within
one year
Due beyond
one year
and within
five years
Due
beyond
five years
Balance at
30/06/2025
Balance at
31/12/2024
Change
Payables to banks 2,115,251 1,520,898 - 3,636,149 7,353,812 (3,717,662)
Payables to Dxor Investments S.r.l. 612,403 - - 612,403 1,252,364 (639,961)
Financial derivatives 8,857 - - 8,857 9,438 (581)
Tax payables 4,751,888 383,651 - 5,135,539 3,987,640 1,147,899
Advances from customers 25,345,538 - - 25,345,538 14,872,540 10,472,998
Payables to suppliers 3,007,004 - - 3,007,004 3,960,282 (953,278)
Other liabilities 1,140,005 110,862 - 1,250,868 998,199 252,669
Deferred tax provision - - - - 2,172 (2,172)
Financial liabilities arising from the
application of IFRS 16
125,994 270,572 202,885 599,452 657,464 (58,012)
Total 37,106,940 2,285,984 202,885 39,595,809 33,093,911 6,501,898

Payables to banks

"Payables to banks" includes outstanding loans from credit institutions, comprising both short- and medium- to long-term lines, consistent with the Group's operational and strategic requirements.

In first half 2025, no new medium- to long-term loans were requested or obtained, and no additional credit lines were activated.

Details of outstanding loans are as follows (see next page):

PAYABLES TO BANKS
(Figures in Euro)
Type
of loan
Interest
rate
Disbursem.
date
Maturity
date
Amount
disbursed
Outstanding
debt at
31/12/24
of which
current
portion
of which
long-term
portion
Banks
Banca Progetto Unsecured Euribor 1M
+ 4.75%
apr-22 apr-26 600,000 134,551 134,551 -
Intesa Sanpaolo Unsecured Euribor 1M
+ 3.15%
jun-22 jun-27 315,000 126,000 63,000 63,000
Banca Sella Unsecured Euribor 3M
+ 1.75%
apr-23 apr-28 1,500,000 892,921 301,690 591,231
Intesa Sanpaolo Unsecured Euribor 1M
+ 1.80%
may-23 may-26 800,000 244,445 244,445 -
Intesa Sanpaolo Unsecured Euribor 1M
+ 5.21%
jun-23 jun-29 650,000 433,333 108,333 325,000
BNL Unsecured Euribor 3M
+ 1.90%
apr-24 oct-25 1,500,000 750,000 750,000 -
Intesa Sanpaolo Unsecured Eur1M +
1.95%
jul-24 jul-27 1,500,000 1,041,667 500,000 541,667
Total payables to banks
for loans
3,622,917 2,102,019 1,520,898
Payables for use of
credit cards
13,232 13,232 -
Total 3,636,149 2,115,251 1,520,898

The Parent Company obtained a SACE / Mediocredito guarantee on the following loans:

  • Loan number 0L85010831898 concluded on 20 November 2020 with Banca Intesa Sanpaolo S.p.A.
  • Loan number 06/100/27706 concluded on 27 April 2022 with Banca Progetto S.p.A.
  • Loan number 0IC1017191315 concluded on 21 June 2022 with Banca Intesa Sanpaolo S.p.A.
  • Loan number 0UC2015428553 concluded on 29 June 2023 with Banca Intesa Sanpaolo S.p.A.
  • Loan number 0IR1036449708 concluded on 30 July 2024 with Banca Intesa Sanpaolo S.p.A.

Financial derivative liabilities

The current item includes the negative Mark to Market value of the following derivatives at 30 June 2025 (€ 9 thousand), see next page.

FINANCIAL INSTRUMENTS
(Figures in Euro)
Balance at 30/06/2025
Outstanding capital Positive fair value Negative fair value
Derivative hedging instruments
IRS Collar - 98592731 (Reference capital € 800K) 244,444 - (833)
IRS Dynamic Rate - 98983526 (Reference capital € 650K) 433,333 - (8,024)
Fair Value Financial Instruments recorded in the Financial Statement - (8,857)

The financial derivative matures within 5 years.

Tax payables

The details of "Tax payables" are as follows:

TAX PAYABLES
TAX PAYABLES
Balance at 30/06/2025 Balance at 31/12/2024 Change
Current IRES/IRAP payables 4,546,489 3,158,780 1,387,708
Payables for IRES/IRAP in instalments 540,526 656,386 (115,859)
Payables for withholding tax 48,524 172,474 (123,950)
Total 5,135,539 3,987,640 1,147,899

Payables to suppliers and other liabilities

"Payables to suppliers" includes mainly payables arising from the purchase of services and goods directly intended for the development of existing projects. The amount of trade payables overdue for over 360 days was € 5 thousand at 30 June 2025.

"Other liabilities", amounting to € 1,140 thousand at 30 June, includes mainly deferred income recorded for the granting of the SME listing tax receivable obtained in June and not yet used at the reporting date (€ 421 thousand), current salaries and annual employee bonuses (€ 375 thousand in total), and payables to INPS and supplementary pension funds (€ 230 thousand in total).

With the exception of € 181 thousand due to intermediaries residing in the European Union, the amount of payables is due to entities or parties residing in Italy.

There are no payables secured by collateral on corporate assets.

Income Statement

11. Revenue

The revenue item is broken down as follows:

BREAKDOWN BY TYPE
(Figures in Euro)
30/06/2025 % of Total
Revenue
and services
30/06/2024 % of Total
Revenue
and services
Change
Revenue
Invoiced revenue 4,429,144 33% 5,767,709 40% (1,338,565)
Revenue from contract work in progress 8,981,873 67% 8,656,655 60% 325,219
Total 13,411,017 100% 14,424,363 100% (1,013,346)

Invoiced revenue

The breakdown of "Invoiced revenue" by business category is as follows:

BREAKDOWN BY BUSINESS CATEGORY
(Figures in Euro)
30/06/2025 % on
Total revenue
and services
30/06/2024 % on
Total revenue
and services
Change
Invoiced revenue
Service revenue from EPC activities 896,011 20% 930,690 16% (34,679)
Service revenue from Co-Development Activities 3,533,133 80% 4,837,019 84% (1,303,885)
Total 4,429,144 100% 5,767,709 100% (1,338,565)

The change in "Service revenue from Co-Development activities" is due mainly to the March 2024 closing of the Co-Development contract concerning 9 Storage plants, which generated revenue of € 4.7 million in the comparison period. In first half 2025, by contrast, revenue under this item derives mainly from the completion of the authorization process of the project under the dedicated special purpose vehicle "Montenero Green Energy S.r.l." and the concurrent sale of the entire stake held in it.

"Service revenue from EPC activities", which includes revenue from the turnkey sale of industrial and residential photovoltaic plants, remained essentially stable versus the prior period, with no significant deviations.

It should be noted that revenue from sales and services was entirely generated in Italy.

Revenue from contract work in progress

The breakdown of "Revenue from contract work in progress" by business category is shown below:

BREAKDOWN BY CONTRACT WORK IN PROGRESS BY
BUSINESS CATEGORY
(Figures in Euro)
30/06/2025 % of
Total Revenue
and Services
30/06/2024 % of
Total Revenue
and Services
Change
Service revenue from EPC activities 457,692 5% 146,569 2% 311,123
Service revenue from Co-Development Activities 8,524,181 95% 8,510,086 98% 14,096
Total 8,981,873 100% 8,656,655 100% 325,219

Revenue from contract work in progress is recognized over time, in line with the gradual progress of activities. This percentage of completion is then applied to the total contract value agreed with the customer to determine the amount to be recorded as income in the Income Statement. In continuation of the discussion under "Inventory and Contract Work in Progress", the increase during the year is consistent with that of the prior year and is attributable mainly to the development of projects in the Storage segment.

Other revenue and income

"Other revenue and income", amounting to € 258 thousand, includes mainly the adjustment of certain accrued liabilities recorded in prior years, for which the related obligations have ceased to exist.

12. Operating costs

Operating costs are all inherent and related to revenue generation and accrued during the period.

Purchase costs

Details of this item are shown below:

PURCHASE COSTS
(Figures in Euro)
30/06/2025 30/06/2024 Change
Purchase of tangible goods for production of services 69,402 182,642 (113,240)
Purchase of capital goods <516.46 1,257 10,231 (8,974)
Other minor, individually negligible items 26,454 18,572 7,882
Total 97,114 211,445 (114,331)

"Purchase costs" refers mainly to the procurement of materials for the construction of industrial photovoltaic plants, generally the supply of materials for the turnkey sale of industrial and residential photovoltaic plants, as well as costs incurred for the acquisition of land related to project initiatives under development. The change versus the prior period is attributable, in line with operational planning, to a reduction in land purchases related to specific orders in the photovoltaic segment. The prior year included the purchase of land for Montenero Green Energy, which was sold in first half 2025.

Service costs

Details of this item are given below (see next page):

SERVICE COSTS
(Figures in Euro)
30/06/2025 30/06/2024 Change
Co-Development consulting 2,822,729 1,239,734 1,582,995
STMG fee, DDS and State Treasury expense 1,345,973 32,525 1,313,448
EPC Consulting 1,040,379 696,911 343,468
Fees to corporate bodies 222,711 532,776 (310,065)
Financial consulting 113,297 118,979 (5,682)
Administrative and tax consulting 101,923 241,314 (139,391)
Advertising, advertisements and billboards 85,128 81,460 3,668
Self-employment social security fund contributions 77,957 54,364 23,593
Miscellaneous insurance premiums 67,907 51,312 16,595
Fairs, exhibitions and conferences 54,714 7,177 47,538
Research and training 30,995 7,455 23,541
Legal and notarial consulting 20,896 75,052 (54,156)
Other minor, individually negligible items 394,910 380,753 14,157
Total 6,379,519 3,519,811 2,859,708

The change in "Service costs" versus the prior year is due mainly to the advancement of the authorization process for specific projects in the Storage area still at the Business Opportunities stage. This increase reflects the strategy pursued by the Group, aimed at enhancing the value of initiatives classified as "mature projects" to be offered to investors.

Net of cost components directly attributable to business development, there was a decrease in both expense related to corporate bodies - following the approval of new remuneration resolved with the appointment of the new Board of Directors - and in costs for external consultancy.

This decrease is evident when compared with the prior period, which was affected by extraordinary expense incurred in 2024 for specialized consulting services connected to the listing of ordinary shares and warrants on the Euronext Milan market, Euronext STAR Milan segment.

In net contrast with the reduction in other cost items not directly linked to business development, "Fairs, exhibitions and conferences" shows an increase in 2025, attributable to the Group's firsttime participation in the KEY exhibition in Rimini.

This event ranks among the leading European gatherings dedicated to technologies, services, and integrated solutions for energy efficiency and renewable energy, representing a strategic initiative for the Group's commercial positioning and sector visibility.

Costs for rentals and leases

Costs for rentals and leases are related mainly to annual fees for the use of the company's IT infrastructure (servers and licenses for management software), see next page:

Total 115,357 61,564 53,793
Electronic machine rental fees 1,357 742 615
Equipment and car rental for business trips 46,289 5,469 40,820
Fees for use of software licenses 67,711 55,353 12,358
COSTS FOR RENTALS AND LEASES
(Figures in Euro)
30/062025 30/06/2024 Change

In comparison with the prior period, the increase in costs is due mainly to license fees connected with the Group's adoption and gradual implementation of new management systems as part of a broader digital transformation program.

At the same time, higher costs were recorded for equipment rental, particularly for participation in the KEY fair in Rimini - a leading European event for the renewable energy sector - and for vehicle rentals used for domestic travel. These costs rose as a result of both higher unit fees and more frequent travel, consistent with the growth and expansion of the Group's activities.

Personnel expense

The item includes the entire expenditure incurred for employees, comprising the following components:

  • merit-related pay improvements;
  • category changes with the related salary adjustments;
  • statutory cost-of-living increases;
  • expense related to unused vacation and leave;
  • provisions required by legal obligations and collective agreements;
  • provisions for incentive bonuses governed by company regulations.

Despite the increase in the number of employees on the payroll versus the prior period, the item shows a decrease, due mainly to the lower provision of long-term bonuses under the phantom stock option plan, since in 2024, as the first year of the plan, the entire provision had been recognized in accordance with IFRS 2.

Amortization

Amortization was calculated based on the useful life of the assets, taking into account their actual contribution to the company's production phase. The calculation follows the accrual basis and accounting prudence, in compliance with current regulatory requirements. For further details on classification, estimated useful life, and the methods applied, see the specific notes on intangible and tangible fixed assets, which provide a detailed description of the assets and related amortization.

Changes in allowances for inventory and trade receivables

In the first half of the year, the Group made an allocation of € 4 thousand to the allowance for doubtful accounts, determined using the Expected Credit Losses (ECL) model, in accordance with IFRS 9.

Concurrently, the Directors, based on assessments of available evidence and analysis of contingent liabilities, did not deem the conditions necessary for the recognition of risk provisions to exist.

Other operating costs

Details of this item are shown below:

OTHER OPERATING COSTS
(Figures in Euro)
30/06/2025 30/06/2024 Change
Contingent liabilities 627,504 581,071 46,433
Miscellaneous tax 41,571 16,599 24,973
Sanctions, penalties and fines 34,013 227,575 (193,562)
Other expense 2,629 10,007 (7,377)
Total 705,717 835,251 (129,533)

Contingent liabilities recorded in the first half of the year are considered nonrecurring, as they stem from specific, one-off events, mainly linked to contract renegotiations concluded with suppliers and customers for past financial conditions and/or to the adjustment of accounting items from prior years, for alignments or accounting revisions.

These events reflect prudent and transparent management aimed at improving the accounting representation of liabilities to third parties.

13. Financial income and expense

Net financial expense, amounting to € 199 thousand, is broken down as follows:

NET FINANCIAL EXPENSE
(Figures in Euro)
30/06/2025 30/06/2024 Change
Financial income (157) (144,350) 144,193
Bank interest expense 141,647 116,389 25,257
Interest expense on loans to related parties 24,093 - 24,093
Interest expense from application of IFRS 16 and IAS 19 19,738 11,095 8,643
Sundry financial expense 6,721 886 (37,025)
Interest expense on arrears 6,460 272,790 (266,330)
Total 198,502 256,811 (58,309)

"Financial income" includes mainly the recovery of financial expense recorded in prior years under "other financial expense", following the offsetting of long-term tax receivables and/ or their transfer to third parties. This methodology had already been tested and reviewed in second half 2024.

"Interest expense on loans to related parties" includes interest recognized on the loan payable entered into in July 2024 with the parent company Dxor Investments S.r.l.

14. Income tax

Details of current, deferred and prepaid tax are shown below:

INCOME TAX
(Figures in Euro)
30/06/2025 30/06/2024 Change
IRES 1,923,132 2,059,379 (136,247)
IRAP 343,227 380,851 (37,624)
Total current tax 2,266,359 2,440,230 (173,871)
IRES 18,473 21,935 (3,462)
Total deferred and prepaid tax 18,473 21,935 (3,462)
Total income tax for the year 2,284,832 2,462,165 (177,333)

Deferred tax assets for the period refer mainly to the pro-rata release of deferred tax assets recorded on the elimination, upon first time adoption, of capitalized listing expense under OIC. Below is a reconciliation of the theoretical tax burden with the actual tax burden at 30 June 2025 and 30 June 2024:

RECONCILIATION OF THE TAX CHARGE
(Figures in Euro) 30/06/2025 30/06/2024
Theoretical IRES rate 24% 24%
Profit before tax 7,645,258 7,784,989
Theoretical IRES 1,834,862 1,868,397
Increasing changes 381,350 499,775
Decreasing changes (253,613) (21,200)
Taxable income 7,772,995 8,263,564
SPV tax loss effect 240,055 317,182
Net taxable income 8,013,050 8,580,746
IRES 24% 1,923,132 2,059,379
IRAP 3.9% 343,227 380,851
Total current tax 2,266,359 2,440,230
Deferred tax assets and liabilities 18,473 21,935
Total income tax for the year 2,284,832 2,462,165

15. Earnings per share

Earnings per share are calculated by dividing the net result for the period attributable to ordinary shareholders of the Parent Company by the weighted average number of ordinary shares outstanding during the period, excluding treasury shares.

Diluted earnings per share are calculated by dividing the net result for the period attributable to ordinary shareholders of the Parent Company by the weighted average number of ordinary shares outstanding during the period, excluding treasury shares, taking account of the effects of all potential ordinary shares with dilutive effect.

The result and number of ordinary shares used for the purpose of calculating basic and diluted earnings per share, determined in accordance with the methodology adopted by IAS 33, are shown below.

EARNINGS PER SHARE
(Figures in Euro)
30/06/2025 30/06/2024
Earnings/(Loss) per share 0.30 0.31
Earnings/(Loss) per diluted shares 0.30 0.31
Weighted average number of shares outstanding
Basic 18,169,312 17,293,887
Diluted 18,169,312 17,293,887

16. Fees paid to the Independent Auditors

Pursuant to Article 149-duodecies of the CONSOB Issuer Regulation, the fees for the current year for audit, certification and other services provided by the Independent Auditors BDO Italia S.p.A., for the Parent Company and its subsidiaries, are broken down as follows:

FEES TO THE INDEPENDENT AUDITORS
(Figures in Euro)
2025 fees
Audit 51,200
Audit-related services 4,000
Other fees 16,300

Other mandatory information

Disclosure by operating segment

IFRS 8 requires that, in the consolidated financial statements of a Group where the Parent Company has debt or equity instruments traded in a public market, information must be disclosed by operating segment.

"Operating segment" refers to a component of an entity that:

  • engages in entrepreneurial activities generating revenue and costs (including revenue and costs from transactions with other components of the same entity);
  • has its operational performance reviewed periodically by the entity's highest decisionmaking level to allocate resources and assess performance; and
  • has separate financial statement information available for reporting.

In accordance with IFRS 8, the Directors did not consider it reasonable to provide disclosure by operating segments, as, in line with paragraph 13 of the same accounting standard, business units other than Co-Development do not meet any of the quantitative thresholds, either individually or in aggregate. For further information on the performance and composition of the Group's business units, please refer to the Report on Operations.

80

Financial risk management: targets and criteria

The Board of Directors reviews and agrees on policies to manage the main types of financial risks, as outlined below.

Credit risk

Credit risk refers to the Group's potential exposure to counterparties failing to fulfill their obligations. The Group is not particularly exposed to the risk of customers delaying or failing to meet their payment obligations according to the agreed terms and manner, due in part to its operations with leading players of unquestionable creditworthiness.

For business purposes, policies are also adopted to ensure customer creditworthiness and limit exposure to credit risk through principal assessment and monitoring activities. Lastly, all receivables are regularly subject to a detailed evaluation on a customer-by-customer basis, with write-downs applied in cases where impairment is anticipated.

Market risk

Market risk refers to the variability in the value of assets and liabilities due to changes in market prices (primarily exchange rates and interest rates), which, in addition to affecting expected cash flows, can lead to unexpected increases in financial costs and expense.

Exchange risk

The Group is exposed to exchange rate fluctuation risks, due primarily to balance sheet items denominated in currencies other than the Euro. However, the current limited operations of the U.S. subsidiary do not expose the Group to "translational" exchange rate risks (related to fluctuations in exchange rates used to convert financial statement figures of subsidiaries) or "transactional" risks, as the Group primarily conducts its business in Eurozone countries.

Interest rate risk

Interest rate fluctuation risk is related mainly to medium/long-term loans negotiated at variable rates. Any fluctuations in exchange rates could potentially have negative effects on the Group's income and financial position. Interest rate risk management to date has been aimed primarily at minimizing financing costs and stabilizing cash flows. The Group also converted part of its floating-rate loans into fixed-rate loans by entering into financial derivatives for hedging purposes. For this reason, at the balance sheet date, the potential effect on the Income Statement from fluctuations in rising and falling rates (sensitivity analysis) is not considered significant.

Liquidity risk

Liquidity risk represents the potential difficulty that the Group may encounter in meeting its obligations associated with financial liabilities. The Group currently believes that its ability to generate cash - thanks in part to payment of services on a progress basis with chargeback of costs incurred, and the containment of bank exposure represent elements of stability, sufficient to guarantee the necessary resources to continue its operations.

Risks associated with the global macroeconomic context

In recent years, the macroeconomic context has been marked by great uncertainty. Geopolitical instability, particularly the Russian-Ukrainian conflict that erupted in February 2022 and the more recent Israeli-Palestinian conflict, has created an extremely complex and unpredictable scenario marked by inflationary pressures and highly speculative dynamics. These phenomena, in particular, have impacted energy and commodity prices, disrupted supply continuity, and, more generally, led to a sharp rise in global inflation. This has resulted in a tightening of central bank monetary policies. While the Group has no significant direct or indirect business interests in the conflict-affected areas, it continues to closely monitor the developments in the macroeconomic context and its impact on business operations.

Cyber security risk

The increasing reliance on IT systems and the spread of digitization processes heighten the Group's exposure to this type of risk, which could lead to data loss, business disruption, or privacy violations. Although not particularly exposed to this risk, the Group is actively engaged in continuous efforts to enhance protection systems and procedures, train personnel, and strengthen IT infrastructure with dedicated safeguards.

Fair value measurement and related hierarchical levels of measurement

The Directors have confirmed that the fair value of cash, trade receivables and payables, current financial assets and liabilities, and other current liabilities approximates their carrying amount, due to the short-term maturities of these instruments. As explained in Note 2.8, with regard to financial instruments recognized in the statement of financial position at fair value, IFRS 7 requires that these values be classified based on a hierarchy of levels that reflects the significance of the inputs used in determining fair value. All assets and liabilities measured at fair value at 30 June 2025 can be classified in hierarchical level number 2. Lastly, it should be noted that there were no transfers between different levels of measurement during the year.

Related party transactions

Pursuant to IAS 24, the following are defined as related parties of the Group: associates, members of the Board of Directors, Statutory Auditors and key management personnel of the Parent Company and their family members, and certain members of the Board of Directors and key management personnel of other Group companies and their family members.

The Group does not have any dealings with the parent Dxor S.r.l. and affiliates, with the exception of the loan granted on 31 July 2024 by the parent Dxor Investments S.r.l. to the parent Altea Green Power S.p.A. in the amount of € 2.5 million. The transaction was settled at arm's length, that is, on the terms that are or would be applied between two independent parties.

Transactions with related parties consist of fees paid to the Board of Directors, the Board of Statutory Auditors, and key management personnel of the Parent Company for the performance of their duties.

Below are the fees paid to the members of the management and supervisory bodies and key management personnel in first half 2025.

STATEMENT OF FINANCIAL POSITION
(Figures in Euro)
30/06/2025 31/12/2024
Receivables Payables Receivables Payables
Dxor Investments S.r.l. - 612,403 - 1,252,364
Board of Directors of the Parent Company 15,000 77,474 - 8,993
Board of Statutory Auditors of the Parent Company - 32,110 - 6,500
Key management personnel - 7,223 - 7,223
INCOME STATEMENT
(Figures in Euro)
30/06/2025 30/06/2024
Costs Revenue Costs Revenue
Dxor Investments S.r.l. 24,093 - - -
Board of Directors of the Parent Company 190,197 - 446,410 -
Board of Statutory Auditors of the Parent Company 32,514 - 17,500 -
Key management personnel 94,868 - 69,303 -

Significant events after 30 June 2025

See the description in the Consolidated Report on Operations for more information on significant events after 30 June 2025.

Rivoli (Turin), 11 September 2025

For the Board of Directors Chairman Giovanni Di Pascale

Financial Reporting Manager Giancarlo Signorini

4 Certification of the Consolidated Half-Year Financial Statements at 30 June 2025

Certification of the Consolidated Half-Year Financial Statements pursuant to Article 81-ter of CONSOB Regulation 11971/1999 193

  • 1. The undersigned Giovanni Di Pascale, as Chief Executive Officer, and Giancarlo Signorini, as Financial Reporting Manager of Altea Green Power Group, certify, also taking into account the provisions of Article 154-bis, paragraphs 3 and 4, of Legislative Decree no. 58 of 24 February 1998:
    • the adequacy of the characteristics of the Company and
    • the effective application of administrative and accounting procedures for the preparation of the Consolidated Half-Year Financial Statements in the first half of 2025.
  • 2. No major issues arose in this respect.
  • 3. Moreover, the following is certified:
    • 3.1. The Consolidated Half-Year Financial Statements of Altea Green Power S.p.A. Group:
      • were prepared in accordance with the International Financial Reporting Standards endorsed by the European Union pursuant to EC Regulation no. 1606/2002 of the European Parliament and Council of 19 July 2002;
      • are consistent with the accounting records and books;
      • give a true and fair view of the financial position and performance of the Issuer and of the companies included in the consolidation scope as a whole.
    • 3.2. The Report on Operations contains a reliable analysis of performance and the results of operations, and of the situation of the Issuer and the group of companies included in the consolidation scope, together with a description of the main risks and uncertainties they are exposed to for the remaining six months of the year.

Rivoli (Turin), 11 September 2025

Giovanni Di Pascale Chief Executive Officer

Giancarlo Signorini Financial Reporting Manager

5 Independent Auditors' Report

Altea Green Power S.p.A.

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

This report has been translated into English from the original, which was prepared in Italian and represents the only authentic copy, solely for the convenience of international readers.

MSCC/FFCI/Abro-RC118202024BD4482

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

To the shareholders of Altea Green Power S.p.A.

Introduction

We have reviewed the half-yearly condensed consolidated financial statements of Altea Green Power S.p.A. and subsidiaries (Altea Green Power Group), which comprise the consolidated statement of financial position as of June 30, 2025, and the consolidated income statement, consolidated comprehensive income statement, consolidated statement of changes in equity and consolidated statement of cash flow for the sixmonth period then ended, and the related explanatory notes.

The Directors are responsible for the preparation of the half-yearly condensed consolidated financial statements in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as issued by the International Accounting Standards Board and adopted by the European Union. Our responsibility is to express a conclusion on the half-yearly condensed consolidated financial statements based on our review.

Scope of review

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

Conclusion

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

Turin, September 11, 2025

BDO Italia S.p.A. Signed by

Massimo Siccardi Partner

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

BDO Italia S.p.A. – Sede Legale: Viale Abruzzi, 94 – 20131 Milano – Capitale Sociale Euro 1.000.000 i.v. Codice Fiscale, Partita IVA e Registro Imprese di Milano n. 07722780967 - R.E.A. Milano 1977842 Iscritta al Registro dei Revisori Legali al n. 167911 con D.M. del 15/03/2013 G.U. n. 26 del 02/04/2013 BDO Italia S.p.A., società per azioni italiana, è membro di BDO International Limited, società di diritto inglese (company limited by guarantee), e fa parte della rete internazionale BDO, network di società indipendenti.

Printed on FSC® paper.

The FSC® logo identifies products containing paper sourced from forests managed in accordance with the Forest Stewardship Council's stringent environmental, economic, and social standards.

Graphic design by: SIX Bianchetti

Altea Green Power S.p.A.

OPERATIONAL HEADQUARTERS

Via Chivasso, 15/A - 10098 Rivoli (TO) - Italy

REGISTERED OFFICE Corso Re Umberto, 8 - 10121 Torino - Italy

[email protected] www.alteagreenpower.com

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