Quarterly Report • Nov 5, 2025
Quarterly Report
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as of September 30, 2025
| Interim consolidated statement of financial position 5 | |
|---|---|
| Interim consolidated income statement 6 | |
| Interim consolidated statement of comprehensive income 7 | |
| Interim consolidated statement of cash flows 8 | |
| Interim statement of changes in the net consolidated equity 9 | |
| Explanatory Notes to the Interim Condensed Consolidated Financials as of September 30, 2025 11 | |
| A. General information 12 | |
| B. Notes to the main Financial Statement items – Income Statement 20 | |
| C. Notes to the main Financial Statement items – Statement of financial position - Assets 26 | |
| D. Notes to the main Financial Statement items – Statement of financial position – Equity and liabilities 36 |
|
| E. Financial Risks 44 | |
| F. Segment reporting 46 | |
| G. Related Party Transactions 49 | |
| H. Non-recurring events 52 | |
| I. Commitments and contingent liabilities 53 | |
| J. Events after the reporting date 54 |

| Notes | As of September 30, 2025 |
Of which Related parties |
As of December 31, 2024 |
Of which Related parties |
|
|---|---|---|---|---|---|
| Assets | (in € thousands) | ||||
| Goodwill and other intangible assets | 15 | 101,767 | 115,959 | ||
| Property, plant and equipment | 16 | 301,969 | 291,784 | ||
| Equity-accounted investees | 17 | 234,190 | 236,751 | ||
| Financial assets, including derivatives | 18 | 4,608 | 4,592 | ||
| Deferred tax assets | 14,874 | 15,473 | |||
| Other receivables | 23 | 5,843 | 52 | 6,803 | 52 |
| Total non-current assets | 663,251 | 671,362 | |||
| Inventory | 19 | 236,222 | 255,452 | ||
| Financial assets, including derivatives | 18 | 11,585 | 10,510 | ||
| Current tax assets | 20 | 11,134 | 9,719 | ||
| Construction contracts assets | 21 | 32,450 | 141 | 44,961 | 2,350 |
| Trade receivables | 22 | 167,332 | 32,531 | 173,522 | 43,857 |
| Other receivables | 23 | 51,450 | 62 | 42,079 | 7 |
| Cash and cash equivalents | 24 | 188,277 | 215,857 | ||
| Total current assets | 698,450 | 752,100 | |||
| Total assets | 1,361,701 | 1,423,462 | |||
| Liabilities | |||||
| Equity attributable to the parent | 942,346 | 946,527 | |||
| Equity attributable to non-controlling interests | 10,608 | 7,256 | |||
| Total Equity | 25 | 952,954 | 953,783 | ||
| Employee benefits | 26 | 24,580 | 25,935 | ||
| Provisions for risks and charges | 27 | 2,382 | 2,746 | ||
| Deferred tax liabilities | 5,187 | 6,022 | |||
| Financial liabilities, net of current portion | 28 | 135,567 | 140,638 | ||
| Trade payables | 29 | 55 | 2 | ||
| Other payables | 31 | 3,150 | 44 | 2,870 | 47 |
| Total non-current liabilities | 170,921 | 178,213 | |||
| Provisions for risks and charges | 27 | 17,008 | 17,131 | ||
| Financial liabilities, current portion | 28 | 25,055 | 18,948 | ||
| Construction contracts liabilities | 21 | 14,174 | 342 | 8,547 | - |
| Trade payables | 29 | 86,604 | 1,004 | 116,799 | 589 |
| Income tax payable | 30 | 13,418 | 24,234 | ||
| Other payables | 31 | 81,567 | 31,602 | 105,807 | 56,392 |
| Total current liabilities | 237,826 | 291,466 | |||
| Total equity and liabilities | 1,361,701 | 1,423,462 |
First nine months ended September 30
| Of which | Of which | ||||
|---|---|---|---|---|---|
| Notes | 2025 | Related | 2024 | Related | |
| parties | parties | ||||
| (in € thousands) | |||||
| Revenues | 3 | 631,343 | 172,453 | 601,223 | 146,887 |
| Change in inventory of finished goods and work in progress | 4 | (5,438) | 3,364 | ||
| Other income | 5 | 11,532 | 615 | 11,246 | 541 |
| Costs for raw materials, consumables, supplies and goods | 6 | (255,498) | (2,679) | (253,199) | (1,983) |
| Personnel expenses | 7 | (118,003) | (5,668) | (114,033) | (5,209) |
| Costs for services | 8 | (130,105) | (1,984) | (132,654) | (4,239) |
| Other operating expenses | 9 | (7,254) | (7,615) | ||
| Amortization and depreciation | 15 – 16 | (26,654) | (24,412) | ||
| (Impairment)/write-backs of non-current assets and net accrual of provisions for risks and charges |
10 | (5,145) | (1,555) | ||
| Operating profit | 94,778 | 82,365 | |||
| Share of profit of equity-accounted investees | (1,233) | (378) | |||
| Finance income | 11 | 17,501 | 11,907 | ||
| Finance expenses | 12 | (24,500) | (18,443) | ||
| Profit before tax | 86,546 | 75,451 | |||
| Income tax expense | 13 | (26,153) | (22,988) | ||
| Profit for the period | 60,393 | 52,463 | |||
| Attributable to: | |||||
| Owners of the parent | 60,022 | 52,276 | |||
| Non-controlling interests | 371 | 187 | |||
| Basic earnings per share (in Euro) | 14 | 0.30 | 0.26 | ||
| Diluted earnings per share (in Euro) | 14 | 0.30 | 0.26 |
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Net Result for the period | 60,393 | 52,463 |
| Items that will not be reclassified to profit or loss: | ||
| Revaluation of net (liabilities)/assets on defined benefit obligations | 1,507 | 990 |
| Tax effect on items that will not be reclassified to profit and loss | (522) | (291) |
| Total items that will not be reclassified to profit or loss, net of the tax effect (A) | 985 | 699 |
| Items that may be reclassified subsequently to profit or loss: | ||
| Effective portion of the change in fair value of financial instruments hedging cash flows |
29 | 5 |
| Change in fair value of financial assets | (195) | 474 |
| Translation reserve | (44,448) | (7,361) |
| Tax effect on items that may be reclassified subsequrently to profit and loss | 53 | (117) |
| Total items that may be reclassified subsequently to profit or loss, net of the tax effect (B) |
(44,561) | (6,999) |
| Total other comprehensive income net of the tax effects (A) + (B) | (43,576) | (6,300) |
| Net Result of the comprehensive income statement | 16,817 | 46,163 |
| Attributable to: | ||
| Owners of the parent | 17,270 | 45,879 |
| Non-controlling interests | (453) | 284 |
| First nine months ended September 30 | ||||||
|---|---|---|---|---|---|---|
| Of which | ||||||
| Notes | 2025 | Related | 2024 | Related | ||
| parties | parties | |||||
| (in € thousands) | ||||||
| Cash flows from operating activities | ||||||
| Profit for the period | 25 | 60,393 | 52,463 | |||
| Adjustments for: | ||||||
| Amortization and depreciation | 15-16 | 26,654 | 24,412 | |||
| Impairment/(write-back) of property, plant and equipment and intangible | 11- 16- | (51) | - | |||
| assets | 17 | |||||
| Finance expenses | 12 | 24,500 | 18,443 | |||
| Finance income | 11 | (17,501) | (11,907) | |||
| Share of profit of equity-accounted investees | 17 | 1,233 | 1,233 | 378 | 378 | |
| (Gains) losses on the sale of property, plant and equipment and intangible assets |
15-16 | (662) | (5,598) | |||
| Income tax expense | 13 | 26,153 | 22,988 | |||
| Share based payments | 7 - 25 | 714 | 576 | 961 | 486 | |
| Change in inventory | 19 | 3,256 | (13,989) | |||
| Change in trade receivables and construction contracts | 21-22 | 10,060 | 13,877 | (5,369) | (11,570) | |
| Change in trade payables | 29 | (24,274) | 415 | (19,180) | 626 | |
| Change in other receivables/payables | 23-31 | (35,548) | (24,847) | 19,216 | 15,341 | |
| Change in provisions and employee benefits | 26-27 | (1,982) | (4,829) | |||
| Cash flows generated (used in) by operating activities | 72,945 | 77,989 | ||||
| Interest and other finance expenses paid | 12 | (15,180) | (12,263) | |||
| Interest and other finance income collected | 11 | 16,248 | 8,810 | |||
| Income taxes paid | 13 | (32,270) | (22,847) | |||
| Net cash flows generated by (used in) operating activities | 41,743 | 51,689 | ||||
| Cash flows from investing activities | ||||||
| Sale of property, plant and equipment and intangible assets | 15-16 | 1,033 | 6,147 | |||
| Investments in property, plant and equipment | 15-16 | (40,727) | (39,418) | |||
| Investments in intangible assets | 15-16 | (4,470) | (3,884) | |||
| (Investment in)/Disposal of financial activities | 18 | (1,909) | 4,354 | |||
| Net cash flows generated by (used in) investing activities | (46,073) | (32,801) | ||||
| Cash flows from financing activities | ||||||
| Share capital increase | 25 | 2,258 | 2,258 | 1,100 | 1,100 | |
| Treasury shares buy-back | 25 | - | (25,923) | |||
| New loans | 28 | 6,959 | 10,097 | |||
| Repayments of loans | 28 | (72) | (7) | |||
| Lease payments | 28 | (2,942) | (3,002) | |||
| Increase (decrease) in other financial liabilities | 28 | (5) | (5) | |||
| Dividends paid | 25 | (20,665) | (24,438) | |||
| Net cash flows generated by (used in) financing activities | (14,467) | (42,178) | ||||
| Net increase (decrease) in cash and cash equivalents | (18,797) | (23,290) | ||||
| Cash and cash equivalents as of January 1 | 215,857 | 198,491 | ||||
| Exchange rate gains/(losses) | (8,783) | (2,579) | ||||
| Cash and cash equivalents as of September 30 | 24 | 188,277 | 172,622 |
| (in € thousands) | Share capital |
Legal reserve |
Share premium |
Retained earnings |
Tran slation reserve |
Other reserves |
Profit for the period |
Equity attributable to the parent |
Equity attributable to non controlling interests |
Total Equity |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of December 31, 2023 |
18,268 | 3,654 | 223,433 | 452,307 | (19,538) | (3,686) | 230,050 | 904,488 | 5,700 | 910,188 |
| Transactions with shareholders: Share capital increase |
- | - | - | - | - | - | - | - | 1,100 | 1,100 |
| Allocation of profit for 2023 |
- | - | - | 230,050 | - | - | (230,050) | - | - | - |
| Distribution of Dividends |
- | - | - | (24,438) | - | - | - | (24,438) | (54) | (24,492) |
| (Increase) / Decrease of Treasury Shares |
- | - | (28) | - | - | (25,895) | - | (25,923) | - | (25,923) |
| Other movements – Share based payments |
- | - | - | - | - | 961 | - | 961 | - | 961 |
| Comprehensive income statement: |
||||||||||
| Profit for the period |
- | - | - | - | - | - | 52,276 | 52,276 | 187 | 52,463 |
| Revaluation of net (liabilities)/assets on defined benefit obligations |
- | - | - | - | - | 695 | - | 695 | 4 | 699 |
| Effective portion of the change in fair value of financial instruments hedging cash flows |
- | - | - | - | - | 8 | - | 8 | - | 8 |
| Change in fair value of financial assets |
- | - | - | - | - | 192 | - | 192 | 162 | 354 |
| Translation reserve |
- | - | - | - | (7,292) | - | - | (7,292) | (69) | (7,361) |
Balance as of
| September 30, 2024 |
18,268 | 3,654 | 223,405 | 657,919 | (26,830) (27,725) | 52,276 | 900,967 | 7,030 | 907,997 | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of December 31, 2024 |
18,268 | 3,654 | 223,405 | 657,919 | (9,696) | (30,399) | 83,376 | 946,527 | 7,256 | 953,783 |
| Transactions with shareholders: Share capital increase |
- | - | - | - | - | - | - | - | 2,258 | 2,258 |
| Allocation of profit for 2024 |
- | - | - | 83,376 | - | - | (83,376) | - | - | - |
| Distribution of Dividends |
- | - | - | (20,665) | - | - | - | (20,665) | - | (20,665) |
| (Increase) / Decrease of Treasury Shares |
- | - | 28 | - | - | 73 | - | 101 | - | 101 |
| Other movements | - | - | - | - | - | (1,601) | - | (1,601) | 1,547 | (54) |
| Other movements – Share based payments |
- | - | - | - | - | 714 | - | 714 | - | 714 |
| Comprehensive income statement: |
||||||||||
| Profit for the period |
- | - | - | - | - | - | 60,022 | 60,022 | 371 | 60,393 |
| Revaluation of net (liabilities)/assets on defined benefit obligations |
- | - | - | - | - | 990 | - | 990 | (5) | 985 |
| Effective portion of the change in fair value of financial instruments hedging cash flows |
- | - | - | - | - | 29 | - | 29 | - | 29 |
| Change in fair value of financial assets |
- | - | - | - | - | (143) | - | (143) | 1 | (142) |
| Translation reserve |
- | - | - | - | (43,628) | - | - | (43,628) | (820) | (44,448) |
| Balance as of September 30, 2025 |
18,268 | 3,654 | 223,433 | 720,630 | (53,324) (30,337) | 60,022 | 942,346 | 10,608 | 952,954 |
Industrie De Nora S.p.A. (hereinafter the "Company" or "IDN" and together with its subsidiaries the "Group" or the "De Nora Group") is a joint-stock company incorporated and registered in Italy at the Companies Register Office of Milan, with registered office at Via Bistolfi 35 - Milan, Italy.
The Group was founded by the engineer Oronzio De Nora and prides itself of more than 100 years in the electrochemical industry. Today it is known as a world leader in supplying electrodes for the electrochemical industry. The Group is also active in the design and supply of technologies for water treatment and disinfection and is committed to developing solutions for the energy transition, particularly holding a prominent position in supplying technologies for hydrogen production through water electrolysis.
Please note that these Condensed Consolidated Interim Financial Statements for the nine months ended September 30, 2025 (hereinafter the "Condensed Consolidated Interim Financial Statements") were approved by the Company's Board of Directors on November 4, 2025.
The Company has been listed on Euronext Milan since June 30, 2022.
The De Nora share closed the first nine months of 2025 at 7.385 euros per share, recording an 11.8% recovery in the third quarter compared to the end of June. The performance was in line with the main benchmark indices and was accompanied by an increase in volumes, particularly in September, which saw a daily average of approximately 427,000 shares traded. The positive performance also reflected the rebound of the main pure players in the low-carbon hydrogen segment, supported by expectations of a reduction in the cost of money in various geographical areas, which favoured a sector rotation in favour of the clean tech segment, after the previous months characterised by marked weakness.
Considering the nine-month horizon, at 30 September the stock remains slightly below the values reported at the end of 2024, when the stock was trading at €7.55 per share.
During the first nine months of the 2025 financial year, the average daily trading volumes (number of shares) were approximately 242,000, with an average value of approximately €1.7 million.
As at 30 September 2025, De Nora shares were covered by six financial analysts (2 Buy, 4 Neutral) from various national and international brokerages. The average target price expressed by analysts as at 30 September 2025 was €8.6 per share.
| Industrie De Nora share - Euronext Milan (Euro) |
Period 01/01/2025 - 30/09/2025 |
|---|---|
| Beginning of period (January 2, 2025) | 7.770 |
| Maximum* (March 18, 2025) | 10.040 |
| Minimum (April 22, 2025) | 5.955 |
| Average | 6.942 |
| End of period price (September 30, 2025) | 7.385 |
| Capitalization** as at September 30, 2025 – € million | 1,489 |
* Maximum, Minimum and Average values based on daily closing prices
** Total capitalization is calculated as follows: (number of ordinary shares + number of multiple voting shares) multiplied by the price of ordinary shares
Performance of Industrie De Nora shares during the third quarter 2025 (June – September 2025), compared with indices Italian FTSE Italia Mid Cap, S&P Clean Tech, FTSE Water Technologies, FTSE Alternative Energies, MSCI Industrial CapitalGoods

Performance of Industrie De Nora shares during the last twelve months (September 2024 – September 2025), compared with indices Italian FTSE Italia Mid Cap, S&P Clean Tech, FTSE Water Technologies, FTSE Alternative Energies, MSCI Industrial CapitalGoods

| Share Capital of Industrie De Nora S.p.A. as at September 30, 2025 | |||||||
|---|---|---|---|---|---|---|---|
| Number of shares | Number of voting rights | ||||||
| Share capital (Euro) | 18,268,203.90 | 18,268,203.90 | |||||
| Total shares | 201,685,174 | 502,647,564 | |||||
| Ordinary shares | 51,203,979 | 51,203,979 |
Multiple voting shares (*) 150,481,195 451,443,585
The De Nora Group has prepared these Condensed Consolidated Interim Financial Statements in accordance with IAS 34 - Interim Financial Reporting by applying the same accounting standards adopted in the preparation of the Consolidated Financial Statements as of December 31, 2024 and in effect as of September 30, 2025, in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and adopted in the European Union, hereinafter the "IFRS". The IFRS have been applied consistently in all the periods presented. These Condensed Consolidated Interim Financial Statements have been prepared in "condensed" form, i.e., with a significantly lower level of disclosure than required by IFRS, as permitted by IAS 34, and should therefore be read in conjunction with the Group's consolidated financial statements for the year ending December 31, 2024, prepared in accordance with IFRS and approved by the Board of Directors on March 18, 2025.
The Condensed Consolidated Interim Financial Statements consist of the interim consolidated statement of financial position, the interim consolidated income statement, the interim consolidated statement of comprehensive income, the interim statement of changes in the net consolidated equity, and the interim consolidated statement of cash flows, as well as the explanatory notes.
Assets and liabilities as of September 30, 2025 are compared with the consolidated statement of financial position as of December 31, 2024. The amounts in the consolidated income statement, consolidated statement of comprehensive income, statement of changes in the net consolidated equity, and consolidated statement of cash flows for the nine months ended September 30, 2025, are compared with the respective amounts for the nine months ended September 30, 2024.
The Group has chosen to present the consolidated income statement by the nature of the expenses, highlighting the interim results relating to the operating result and the result before tax.
The statement of financial position is prepared using the format whereby assets and liabilities are presented on a "current/non-current" basis. An asset is classified as current when:
* Owned by the shareholders Federico De Nora, Federico De Nora S.p.A., Norfin S.p.A. and Asset Company 10 S.r.l. Multiple voting shares are not admitted to trading on Euronext Milan and are not counted in the free float and market capitalization value. The multiple voting shares grant 3 votes at the shareholders' meeting.
All other assets are classified as non-current. In particular, IAS 1 includes property, plant and equipment, intangible assets and long-term financial assets among non-current assets.
A liability is classified as current when:
All other liabilities are classified by the company as non-current.
The operating cycle is the time that elapses between the acquisition of assets for the production process and their realization in cash or cash equivalents. When the normal operating cycle is not clearly identifiable, its duration is assumed to be twelve months.
The consolidated statement of cash flows is prepared using the indirect method.
The statement of changes in the consolidated equity shows the changes in shareholders' equity items related to:
The consolidated statement of comprehensive income presents, on a separate basis, the profit/(loss) for the period and any income and expense not recognized in the income statement, in accordance with specific IFRS principles.
The Condensed Consolidated Interim Financial Statements have been drawn up in Euro, the Company's functional currency. The financial position and income statements, the explanatory notes and the tables are expressed in thousands of Euro, unless otherwise indicated.
The Condensed Consolidated Interim Financial Statements were prepared:
on an accrual basis of accounting, in compliance with the principle of relevance and significance of the information, of the prevalence of substance over form and with a view to favoring consistency with future presentations. The assets and liabilities, costs and revenues are not offset against each other, unless this is permitted or required by IFRS;
on the basis of the conventional historical cost criterion, except for the valuation of financial assets and liabilities in cases where the application of the fair value criterion is mandatory.
With regard to the accounting standards and amendments applicable from January 1, 2025 and to the accounting standards and amendments that are not yet applicable, they are already described in the Consolidated Financial Statements at 31 December 2024 to which reference should be made. Compared to that disclosure, it's noted that:
The Condensed Consolidated Interim Financial Statements include the economic and financial position of the Company and its subsidiaries, prepared based on the related accounting situations and, where applicable, appropriately adjusted to make them compliant with IFRS.
As of September 30, 2025, the financial statements of the companies in which the Company directly or indirectly has control have been consolidated using the "full consolidation method", by fully including the assets and liabilities and the costs and revenues of the subsidiaries.
Companies in which the Group exercises significant influence are measured using the "equity method", which foresees the initial recognition of the equity investment at cost and the subsequent adjustment of the carrying amount to reflect the investor's share of the related company's profits or losses after the acquisition date.
The companies included in the consolidation scope as of September 30, 2025 are as follows:
| Company | Registered office |
Functional currency |
Share Capital as of 30.09.2025 | Interest % De Nora Group |
Consolidation method |
||
|---|---|---|---|---|---|---|---|
| in currency | in Euro | As of 30.09.2025 |
As of 31.12.2024 |
||||
| Oronzio De Nora International BV - THE NETHERLANDS: |
Basisweg, 10 - Amsterdam - OLANDA |
Euro | 4,500,000.00 € | 4,500,000.00 € | 100% | 100% | line-by-line |
| *De Nora Deutschland GmbH - GERMANY |
Industriestrasse 17 63517 Rodenbach - GERMANY |
Euro | 100,000.00 € | 100,000.00 € | 100% | 100% | line-by-line |
| *Shotec Gmbh - GERMANY |
An der Bruchengrube 5, 63452 Hanau - GERMANY |
Euro | 40,000.00 € | 40,000.00 € | 100% | 100% | line-by-line |
| *De Nora India Ltd - INDIA |
Plot Nos. 184, 185 & 189 Kundaim Industrial Estate Kundaim 403 115, Goa, INDIA |
INR | ₹ 53,086,340.00 | 509,198.04 € | 53.67% | 53.67% | line-by-line |
| *De Nora Permelec Ltd – JAPAN: |
2023-15 Endo, Fujisawa City - Kanagawa Pref. 252 - JAPAN |
JPY | ¥90,000,000.00 | 517,955.80 € | 100% | 100% | line-by-line |
|---|---|---|---|---|---|---|---|
| *De Nora Hong Kong Limited - HONG KONG |
Unit D-F 25/F YHC Tower 1 Sheung YUET Road Kowllon Bay KL - HONG KONG |
HKD | \$100,000.00 | 10,945.83 € | 100% | 100% | line-by-line |
| De Nora do Brasil Ltda - BRASIL |
Avenida Jerome Case No. 1959 Eden -CEP 18087-220 - Sorocoba/SP - BRASIL |
BRL | 0.00 | 1,547,644.96 € | 100% | 100% | line-by-line |
| De Nora Elettrodi (Suzhou) Co., Ltd – CHINA: |
No. 113 Longtan Road,Suzhou Industrial Park 215126, CHINA |
CNY | \$25,259,666.00 | 21,514,066.94 € | 100% | 100% | line-by-line |
| *De Nora China - Jinan Co Ltd - CHINA: |
Building 3,No.5436,Wenquan Rd.,Lingang Development Zone,Licheng District,Jinan City.Shandong Province PR CHINA |
CNY | ¥15,000,000.00 | 1,794,451.56 € | 100% | 100% | line-by-line |
| *De Nora Glory (Shanghai) Co Ltd - CHINA: |
No.2277 Longyang Rd. Unit 1605 Yongda Int'l Plaza - Shanghai - CHINA |
CNY | ¥1,000,000.00 | 119,630.10 € | 80% | 80% | line-by-line |
| De Nora Italy S.r.l ITALY |
Via L.Bistolfi, 35 - 20134 Milan - ITALY |
Euro | 5,000,000.00 € | 5,000,000.00 € | 100% | 100% | line-by-line |
| De Nora Water Technologies Italy S.r.l. – ITALY |
Via L.Bistolfi, 35 - 20134 Milan - ITALY |
Euro | 78,000.00 € | 78,000.00 € | 100% | 100% | line-by-line |
| *De Nora Water Technologies FZE – DUBAI |
Office No: 614, Le Solarium Tower, Dubai Silicon Oasis - DUBAI |
AED | 0.00 [\$3801- دإ [ | 57,979.08 € | 100% | 100% | line-by-line |
| De Nora Italy Hydrogen Technologies S.r.l ITALY |
Via L.Bistolfi, 35 - 20134 Milan - ITALY |
Euro | 5,368,000.00 € | 5,368,000.00 € | 90% | 90% | line-by-line |
| De Nora Holding UK Ltd. – UNITED KINGDOM: |
c/o Pirola Pennuto Zei & Associati Limited, 5th Floor, Aldermary House, 10-15 Queen Street, London EC4N 1TX - UNITED KINGDOM |
Euro | 19.00 € | 19.00 € | 100% | 100% | line-by-line |
| *De Nora Water Technologies UK Services Ltd. – UNITED KINGDOM |
Daytona House Amber Close, Amington, Tamworth B77 4RP - UNITED KINGDOM |
GBP | £7,597,918.00 | 8,699,242.04 € | 100% | 100% | line-by-line |
| *De Nora Holding US Inc. – USA: |
7590 Discovery Lane , Concord, OH 4407 - U.S.A. |
USD | \$10.00 | 8.52 € | 100% | 100% | line-by-line |
| *De Nora Tech LLC – USA |
7590 Discovery Lane , Concord, OH 4407 - U.S.A. |
USD | - | 0.00 € | 100% | 100% | line-by-line |
| *De Nora Water Technologies LLC – USA: |
3000 Advance Lane 18915 - Colmar - PA - U.S.A. |
USD | \$968,500.19 | 824,887.31 € | 100% | 100% | line-by-line |
| *De Nora Water Technologies (Shanghai) Co. Ltd - CHINA |
2277 Longyang Road, Unit 305 Yongda International Plaza - 201204 - Pudong Shanghai - CHINA |
CNY | ¥16,780,955.00 | 2,007,507.39 € | 100% | 100% | line-by-line |
| *De Nora Water Technologies Ltd. – UNITED KINGDOM: |
c/o Pirola Pennuto Zei & Associati Limited, 5th Floor, Aldermary House, 10-15 Queen Street, London EC4N 1TX - UNITED KINGDOM |
GBP | £1.00 | 1.14 € | 100% | 100% | line-by-line |
| *De Nora Water Technologies (Shanghai) Ltd - CHINA |
No 96 Street A0201 Lingang Marine Science Park, Pudong New District, Shanghai - CHINA |
CNY | ¥7,757,786.80 | 928,064.84 € | 100% | 100% | line-by-line |
| Capannoni S.r.l ITALY: |
Via L.Bistolfi, 35 - 20134 Milan - ITALY |
Euro | 8,500,000.00 € | 8,500,000.00 € | 100% | 100% | line-by-line |
|---|---|---|---|---|---|---|---|
| *Capannoni LLC - USA |
7590 Discovery Lane , Concord, OH 4407 - U.S.A. |
USD | \$3,477,750.00 | 2,962,056.04 € | 100% | 100% | line-by-line |
| thyssenkrupp nucera AG & Co. KGaA |
GERMANY | Euro | 126,315,000.00 € 126,315,000.00 € | 25.85% | 25.85% | equity | |
| *Thyssenkrupp Nucera Italy S.r.l. |
ITALY | Euro | 1,080,000.00 € | 1,080,000.00 € | 25.85% | 25.85% | equity |
| *ThyssenKrupp Nucera Australia Pty. |
AUSTRALIA | AUD | \$500,000.00 | 281,531.53 € | 25.85% | 25.85% | equity |
| *thyssenkrupp nucera Arabia for Contracting LLC |
SAUDI ARABIA | SAR | 0.00 | 463,832.65 € | 25.85% | 25.85% | equity |
| *Thyssenkrupp Nucera Japan Ltd. |
JAPAN | JPY | ¥150,000,000.00 | 863,259.67 € | 25.85% | 25.85% | equity |
| *Thyssenkrupp nucera (Shanghai) Co., Ltd |
CHINA | CNY | ¥20,691,437.50 | 2,475,318.81 € | 25.85% | 25.85% | equity |
| *Thyssenkrupp Nucera USA Inc. |
U.S.A. | USD | \$700,000.00 | 596,201.35 € | 25.85% | 25.85% | equity |
| *thyssenkrupp nucera Participations GmbH |
GERMANY | Euro | 25,000.00 € | 25,000.00 € | 25.85% | 25.85% | equity |
| *thyssenkrupp nucera India Private Limited |
INDIA | INR | ₹ 71,940.00 | 690.04 € | 25.85% | 25.85% | equity |
| *thyssenkrupp nucera HTE GmbH |
GERMANY | Euro | 25,000.00 € | 25,000.00 € | 25.85% | - | equity |
| TK Nucera Management AG |
GERMANY | Euro | 50,000.00 € | 50,000.00 € | 34% | 34% | equity |
(*): indirect stake of Industrie De Nora S.p.A.
Relating to the scope of consolidation, compared to December 31, 2024, De Nora Neptune LLC - USA was dissolved at the end of September.
The following table summarises the exchange rates used to convert the financial statements of companies with functional currency other than the Euro for the periods indicated.
| Average exchange rate for the | Exchange rate at | ||||
|---|---|---|---|---|---|
| First nine months ended September 30, 2025 |
First nine months ended September 30, 2024 |
September 30, 2025 | December 31, 2024 | ||
| Currency | |||||
| US Dollar | 1.1188 | 1.0871 | 1.1741 | 1.0389 | |
| Japanese Yen | 165.6325 | 164.2864 | 173.7600 | 163.0600 | |
| Indian Rupee | 96.8089 | 90.6822 | 104.2548 | 88.9335 | |
| Chinese Yuan Renminbi | 8.0745 | 7.8248 | 8.3591 | 7.5833 | |
| Brazilian Real | 6.3187 | 5.6978 | 6.2432 | 6.4253 | |
| GB Pound | 0.8506 | 0.8514 | 0.8734 | 0.8292 |
The main recognition, classification and valuation criteria and accounting policies adopted for the preparation of the Condensed Consolidated Interim Financial Statements are consistent to those adopted for the preparation of the Consolidated Financial Statements as of December 31, 2024 to which reference is therefore made, except for the adjustments required by the nature of the interim reporting.
The Group has not early adopted any standard, interpretation or improvement issued but not yet in effect.
Estimates and assumptions used to draw up these Condensed Consolidated Interim Financial Statements are consistent with the ones used for the preparation of the Consolidated Financial Statements as of December 31, 2024 to which reference is therefore made.
Furthermore, income taxes for the period are determined based on the best possible estimate in relation to the available information and on the reasonable expectation of the year's performance until the end of the tax period.
All values are expressed in thousands, unless otherwise indicated.
The following table details revenues from contracts with customers by type for the nine month periods ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | ||
|---|---|---|---|
| (in € thousands) | |||
| Sales of electrodes | 348,611 | 317,340 | |
| Sales of systems | 15,866 | 23,667 | |
| After-market and other sales | 203,512 | 200,387 | |
| Change in construction contracts | 63,354 | 59,829 | |
| Total | 631,343 | 601,223 |
Revenues for the first nine months of 2025 amounted to Euro 631,343 thousand (Euro 601,223 thousand for the first nine months of 2024). The overall increase in revenues of Euro 30,120 thousand (5%) is attributable to all segments. The Electrode Technologies segment achieved a 1.4% increase, with revenues in the first nine months of 2025 amounting to Euro 326.7 million compared to Euro 322.3 million in the first nine months of 2024; the Water Technologies segment showed an overall increase in revenues of 8.5%, with revenues in the first nine months of 2025 amounting to Euro 226.4 million compared to Euro 208.7 million in the first nine months of 2024; the Energy Transition segment recorded an 11.4% increase in revenues, with revenues of Euro 78.2 million in the first nine months of 2025 compared to Euro 70.2 million in the same period of the previous year.
Revenue is analyzed in detail, by geographical area, here below:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Europe, Middle East, India and Africa (EMEIA) | 210,177 | 209,590 |
| North and Latin Americas (AMS) | 211,088 | 183,198 |
| Asia and South Pacific (APAC) | 210,078 | 208,435 |
| Total | 631,343 | 601,223 |
For the nine month periods ended September 30, 2025, almost all of the obligations to be fulfilled by the Group refer to contracts with a duration of less than 12 months.
For the first nine months of 2025, the Group reported a negative variation of in inventories of semi-finished and finished products of Euro 5,438 thousand (compared to a positive figure of Euro 3,364 thousand in the first nine months of 2024).
The table below shows the detail of other income for the nine month periods ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Sundry income | 5,018 | 3,419 |
| R&D grants | 5,337 | 1,817 |
| R&D income | 170 | 94 |
| Gain on sale of non-current assets | 890 | 5,816 |
| Insurance refund | 117 | 100 |
| Total | 11,532 | 11,246 |
Other income mainly refers to income from ancillary operations.
R&D grants for the first nine months of 2025 include Euro 4,222 thousand booked by De Nora Italy Hydrogen Technologies S.r.l. relating to IPCEI funds from the Ministry of Enterprise and Made in Italy, for the start of production activities related to the Energy Transition business.
Gain on sale of non-current assets are essentially related to the sale of machinery by U.S. subsidiary De Nora Neptune LLC. The value of the previous year referred to gains from the sale of fixed assets relating to the disposal of intangible assets by the parent company and the subsidiary De Nora Marine Technologies LLC, the latter as part of the process of exiting the marine business.
The table below shows the cost for raw materials, consumables, supplies and goods for the nine months ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Purchase of raw materials | 189,590 | 188,862 |
| Change in inventory | (6,951) | (13,164) |
| Purchase of semi-finished and finished goods | 58,744 | 62,614 |
| Purchase of consumables and supplies | 12,261 | 12,970 |
| Purchase of packaging material | 1,812 | 1,858 |
| Other purchases and related charges | 42 | 59 |
| Total | 255,498 | 253,199 |
Cost for raw materials, ancillary materials, consumables and goods for the nine months ended 30 September 2025 amounted to Euro 255,498 thousand, with an overall increase of Euro 2,299 thousand compared to Euro 253,199 thousand for the nine months ended 30 September 2024, mainly as a result of the increase in revenues described above.
The table below shows the detail of personnel expenses for the nine months ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Wages and salaries | 92,141 | 88,831 |
| Social security contributions | 21,452 | 20,745 |
| Post-employment benefits and other pension plans | 2,111 | 2,048 |
| Other personnel net (income)/expenses | 2,299 | 2,409 |
| Total | 118,003 | 114,033 |
Personnel expenses amounted to Euro 118,003 thousand for the nine months ended 30 September 2025, with an increase of Euro 3,970 thousand compared to the first nine months ended 30 September 2024 (Euro 114,033 thousand for the first nine months of 2024), also as a result of the increase in the average number of employees. The table below shows the average number of Group employees for the nine months ended 30 September 2025 and 2024.
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| Average number of employees | 2,065 | 2,045 |
The item Wages and Salaries includes also the cost for the Performance Share Plan (PSP), a regulation accounted for on the basis of IFRS 2 (approved by the Company's corporate bodies) that provides for the assignment to a certain number of beneficiaries, identified in the regulation itself, of rights of subscription of ordinary shares of the Company based on the achievement of performance objectives. The cost posted in the income statement in the nine months ended September 30, 2025 under personnel expenses amounts to Euro 714 thousand, (Euro 961 thousand for the same period of the previous year) recognized with a corresponding balancing entry in Other reserves in Equity.
"Other personnel net expenses/(income)" amounting to Euro 2,299 thousand (Euro 2,409 thousand for the nine months ended September 30, 2024), are mainly related to charges and incentives for termination of personnel, costs for medical and insurance coverage, and expatriate benefits.
The table below shows the detail of costs for services for the nine months ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Outsourcing expenses | 47,111 | 49,131 |
| Consultancies: | ||
| - Production and technical assistance | 10,512 | 15,513 |
| - Selling | 185 | 91 |
| - Legal, tax, administrative and ICT | 11,412 | 10,452 |
| - M&A and Business development | 102 | - |
| Maintenance expenses | 15,998 | 15,112 |
| Freight and other additional charges on purchases | 11,996 | 7,807 |
| Utilities/Phone expenses | 7,753 | 8,008 |
| Travel expenses | 6,880 | 7,200 |
| Insurance | 3,089 | 3,090 |
| Waste disposal, office cleaning and security | 3,277 | 2,893 |
| Commissions and royalties | 3,168 | 4,166 |
| Rents and other lease expenses | 2,163 | 1,998 |
| Canteen, training and other personnel expenses | 3,254 | 2,908 |
| R&D expenses | 675 | 1,647 |
| Patents and trademarks | 821 | 899 |
| Promotional, advertising and marketing expenses | 647 | 694 |
| Board of Directors' fees | 952 | 952 |
| Statutory auditors' fees | 110 | 93 |
| Total | 130,105 | 132,654 |
Costs for services amounted to Euro 130,105 thousand for the nine months ended September 30, 2025, with an overall decrease by Euro 2,550 thousand compared to the first nine months of 2024, and they are mainly related to outsourcing expenses, consultancies, utilities, maintenance and transport costs.
The table below shows the detail of other operating expenses for the nine months ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Indirect taxes and duties | 5,243 | 4,913 |
| Losses on sale of non-current assets | 228 | 218 |
| Losses on receivables (not covered by utilization of bad debt provision) | 13 | 46 |
| Other expenses | 1,770 | 2,438 |
| Total | 7,254 | 7,615 |
Other operating expenses amounted to Euro 7,254 thousand for the nine months ended September 30, 2025 (Euro 7,615 thousand for the nine months ended September 30, 2024).
The following table shows the detail of the item impairment (losses)/revaluations of non-current assets and provisions for the nine months ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Net accrual/(release) of provisions for risks and charges | 3,935 | 1,981 |
| Net accrual/(relesae) of bad debt provision | 1,261 | (426) |
| Impairment/(Write back) of Intangible Assets - Property, Plant and Equipment | (51) | - |
| Total | 5,145 | 1,555 |
The table below shows the detail of finance income for the nine months ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Exchange rate gains | 12,318 | 8,460 |
| Fair value adjustment on financial instruments | 730 | - |
| Income from non-current financial assets | 296 | 680 |
| Interest from banks/financial receivables | 2,791 | 2,750 |
| Interest on trade receivables | 4 | 12 |
| Other finance income | 1,362 | 5 |
| Total | 17,501 | 11,907 |
Other finance income includes, among other items, Euro 953 thousand in interest paid by the US government to the US subsidiaries De Nora Tech LLC and De Nora Water Technologies LLC on one-off grants accrued in 2023 and collected in 2025, as part of the COVID measures in favour of businesses, specifically linked to the retention of employees.
The table below shows the detail of finance expenses for the nine months ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | 2024 | ||
|---|---|---|---|
| (in € thousands) | |||
| Bank interest and interest on loans and borrowings | 3,762 | 4,889 | |
| Exchange rate losses | 18,598 | 10,954 | |
| Fair value adjustment on financial instruments | - | 524 | |
| Finance expenses on personnel costs | 689 | 446 | |
| Bank fees | 609 | 718 | |
| Other finance expenses | 842 | 912 | |
| Total | 24,500 | 18,443 |
The table below shows the detail of income tax expense for the nine months ended September 30, 2025 and 2024:
First nine months ended September 30
| 2025 | ||
|---|---|---|
| 2024 | ||
| (in € thousands) | ||
| 23,913 | 21,977 | |
| (808) | 960 | |
| 774 | 51 | |
| 2,274 | - | |
| 26,153 | 22,988 | |
The following table show the basic and diluted earnings per share for the nine months ended September 30, 2025 and 2024.
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| Profit for the period attributable to the owners of the parent distributable to shareholders (in Euro thousand) |
60,022 | 52,276 |
| Weighted average number of shares for basic earnings per share | 198,681,290 | 198,994,549 |
| Basic earnings per share (in Euro) | 0.30 | 0.26 |
| Weighted average number of shares for diluted earnings per share | 198,783,588 | 199,020,584 |
| Diluted earnings per share (in Euro) | 0.30 | 0.26 |
The table below shows the breakdown and changes in intangible assets for the nine months ended September 30, 2025:
| Goodwill | Industrial patents and intellectual property rights |
Conces sions licenses and trade marks |
Know - how and Techno logies |
Customer relation ships |
Develo pment costs |
Other | Assets under constru ction and advance payments |
Total intangible assets |
|
|---|---|---|---|---|---|---|---|---|---|
| (in € thousands) | |||||||||
| Historical cost at December 31, 2024 |
68,699 | 16,077 | 42,182 | 45,750 | 53,226 | 20,090 | 9,465 | 3,278 | 258,767 |
| Increase | - | 253 | 4 | - | - | - | - | 4,213 | 4,470 |
| Decrease | - | - | - | - | - | - | - | - | - |
| Impairment | - | - | - | - | - | - | - | - | - |
| Reclassifications/other changes |
- | 250 | 703 | - | - | - | 5 | (921) | 37 |
| Translation differences | (7,617) | (141) | (3,138) | (3,910) | (5,512) | (2,204) | (712) | (230) | (23,464) |
| Historical cost at September 30, 2025 |
61,082 | 16,439 | 39,751 | 41,840 | 47,714 | 17,886 | 8,758 | 6,340 | 239,810 |
| Accumulated amortization as at December 31, 2024 |
- | 15,065 | 34,469 | 34,681 | 41,840 | 10,756 | 5,997 | - | 142,808 |
| Increase | - | 526 | 2,559 | 1,079 | 856 | 1,987 | 418 | - | 7,425 |
| Decrease | - | - | - | - | - | - | - | - | - |
| Reclassifications/other changes |
- | - | - | - | - | - | - | - | - |
| Translation differences | - | (112) | (2,571) | (3,235) | (4,550) | (1,236) | (486) | - | (12,190) |
| Accumulated amortization as at September 30, 2025 |
- | 15,479 | 34,457 | 32,525 | 38,146 | 11,507 | 5,929 | - | 138,043 |
| Net carrying value as at December 31, 2024 |
68,699 | 1,012 | 7,713 | 11,069 | 11,386 | 9,334 | 3,468 | 3,278 | 115,959 |
| Net carrying value as at September 30, 2025 |
61,082 | 960 | 5,294 | 9,315 | 9,568 | 6,379 | 2,829 | 6,340 | 101,767 |
Investments in intangible assets for the first nine months 2025 amounted to Euro 4,470 thousand and mainly refer to:
Assets
The following table shows the breakdown and changes in property, plant and equipment for the nine months ended September 30, 2025:
| Land | Buildings | Plant and Machinery |
Other assets |
Leased assets |
Right of use of PPE: |
- of which Buildings |
- of which Other assets |
under construction and advance payments |
Total property, plant and equipment |
|
|---|---|---|---|---|---|---|---|---|---|---|
| (in € thousands) | ||||||||||
| Historical cost as of December 31, 2024 |
42,944 | 114,907 | 156,371 | 22,654 119,225 | 28,004 | 26,073 | 1,931 | 39,934 | 524,039 | |
| Increase | - | 95 | 550 | 88 | 3,453 | 3,830 | 3,021 | 809 | 36,541 | 44,557 |
| Decrease | - | (11) | (6,467) | (809) | (854) | (1,029) | (985) | (44) | (46) | (9,216) |
| Impairment | - | - | - | - | 51 | - | - | - | - | 51 |
| Reclassifications/other changes Translation |
- | 2,385 | 13,696 | 752 | - | 538 | 538 | - | (13,895) | 3,476 |
| differences | (1,716) | (7,719) | (8,913) | (1,549) | (7,412) | (1,102) | (1,029) | (73) | (1,071) | (29,482) |
| Historical cost at September 30, 2025 |
41,228 | 109,657 | 155,237 | 21,136 114,463 | 30,241 | 27,618 | 2,623 | 61,463 | 533,425 | |
| Accumulated depreciation as at December 31, 2024 |
10 | 42,305 | 70,116 | 15,977 | 95,959 | 7,888 | 7,261 | 627 | - | 232,255 |
| Increase | - | 3,110 | 7,852 | 1,320 | 3,895 | 3,051 | 2,638 | 413 | - | 19,228 |
| Decrease | - | (9) | (6,377) | (712) | (717) | (1,029) | (985) | (44) | - | (8,844) |
| Reclassifications/other changes |
- | 71 | 2,886 | 17 | - | 538 | 538 | - | - | 3,512 |
| Translation differences |
(2) | (2,709) | (4,656) | (1,107) | (5,695) | (526) | (503) | (23) | - | (14,695) |
| Accumulated depreciation as at September 30, 2025 |
8 | 42,768 | 69,821 | 15,495 | 93,442 | 9,922 | 8,949 | 973 | - | 231,456 |
| Net carrying value as at December 31, 2024 42,934 |
72,602 | 86,255 | 6,677 | 23,266 | 20,116 | 18,812 | 1,304 | 39,934 | 291,784 | |
| Net carrying value as at September 30, 2025 |
41,220 | 66,889 | 85,416 | 5,641 | 21,021 | 20,319 | 18,669 | 1,650 | 61,463 | 301,969 |
Additions to Property, plant and equipment amounted to Euro 44,557 for the first nine months 2025. In particular, investments in property, plant and equipment excluding increases in right of use of property, plant and equipment amounted to Euro 40,727 thousand and mainly refer to:
(v) assets under construction and advance payments amounting to Euro 36,541 thousand, which refer for Euro 14,032 thousand to plant and machinery aimed to the technological renewal and the planned production capacity expansion mainly in Italy, Germany, United States and Japan, for Euro 21,521 thousand to buildings mainly in Italy and United States, for Euro 688 thousand to other tangible assets under construction and for Euro 300 thousand to advance payments
The decrease in property, plant and equipment for a total of Euro 9,216 thousand (Euro 372 thousand net of the related accumulated depreciation) mainly refer to the disposal of machinery by the US subsidiary De Nora Neptune LLC prior to the completion of its dissolution and to the expiration of leasing contracts.
This item refers to the investment in the associated company Thyssenkrupp nucera AG & Co. KGaA ( "TK nucera"). At September 30, 2025, the value of equity-accounted investees is equal to Euro 234,190 thousand, compared to Euro 236,751 thousands at December 31, 2024.
| As of September 30, 2025 | |
|---|---|
| -------------------------- | -- |
| (in € thousands) | |
|---|---|
| Opening balance | 236,751 |
| Share of profit | (1,233) |
| Other increases (decreases) | (1,328) |
| Closing balance | 234,190 |
| Investment % | 25.85% |
For the purpose of measuring the investment using the equity method, the results for the six months ending as of June 30, 2025 were used, in the absence of tk nucera financial figures referring to a more recent date, taking into account any transactions or events that had a significant impact on the associated company in the July-September 2025 period, in accordance with IFRS (IAS 28, paragraph 34).
The following table shows the consolidated statement of financial position and income statement figures for tk nucera for the six months ended June 30, 2025 (a period that represents the second and third quarter of operations of the associate company since the business year of tk nucera group companies runs from October 1 to September 30).
As of June 30, 2025
| (in € million) | |
|---|---|
| Intangible assets | 69 |
| Property, plant and equipment | 41 |
| Deferred tax assets | 28 |
| Other non-current assets | 4 |
| Inventory | 199 |
| Trade receivables | 69 |
| Financial assets, other current receivables and construction contracts | 149 |
| Cash and cash equivalent | 688 |
| Total assets | 1,247 |
| Share Capital | 126 |
| Reserves | 628 |
| Deferred tax liabilities | 14 |
| Financial liabilities | 25 |
| Other non-current payables | 9 |
| Trade payables | 136 |
| Construction contracts and other current payables | 309 |
| Total liabilities and equity | 1,247 |
| (in € million) | |
|---|---|
| Revenues | 401 |
| Operating costs | (405) |
| Finance income/(expense) | 8 |
| Income tax expense | (9) |
| Net Result for the period | (5) |
| Other components of the comprehensive income statement | (5) |
| Net Result of the comprehensive income statement for the period | (10) |
The table below shows the breakdown of non-current financial assets as of September 30, 2025 and December 31, 2024.
| As of September 30, 2025 |
As of December 31, 2024 |
||
|---|---|---|---|
| (in € thousands) | |||
| Non-current | |||
| Investments in financial assets | 4,608 | 4,592 | |
| Total | 4,608 | 4,592 |
Investments in financial assets mainly refer to some pension funds and supplementary company funds for employees. They also include the parent company's investment in Fondo 360 Life II, whose fair value at 30 September 2025 was approximately €0.6 million; this fund supports start-ups operating in the Climate Tech sector that are responding to the challenges of climate transition with innovative technologies.
The table below shows the breakdown of current financial assets as of September 30, 2025 and December 31, 2024.
| As of September 30, 2025 |
As of December 31, 2024 |
|
|---|---|---|
| (in € thousands) | ||
| Current | ||
| Financial receivables | 960 | 193 |
| Investments in financial assets | 10,198 | 10,317 |
| Fair value of derivatives | 427 | - |
| Total | 11,585 | 10,510 |
Investments in financial assets, equal to Euro 10,198 thousand at September 30, 2025 (Euro 10,317 thousand at December 31, 2024) relate primarily to investments in market funds subject to short-term time restrictions that can be liquidated at any time.
The fair value of the derivative instruments at September 30, 2025 refers to forward currency derivative contracts entered into by the Parent company.
The table below shows the breakdown of inventories as of September 30,, 2025 and December 31, 2024:
| As of September 30, 2025 | As of December 31, 2024 | ||||||
|---|---|---|---|---|---|---|---|
| Inventory | Inventory | ||||||
| Gross value | write-down | Net value | Gross value | write-down | Net value | ||
| reserve | reserve | ||||||
| (in € thousands) | |||||||
| Raw materials and consumables | 108,169 | (3,866) | 104,303 | 112,539 | (4,596) | 107,943 | |
| Work in progress and semi-finished products |
90,437 | (13,233) | 77,204 | 91,746 | (9,794) | 81,952 | |
| Finished products and goods | 58,509 | (9,100) | 49,409 | 69,337 | (9,099) | 60,238 | |
| Goods in transit | 5,306 | - | 5,306 | 5,319 | - | 5,319 | |
| Total | 262,421 | (26,199) | 236,222 | 278,941 | (23,489) | 255,452 |
Inventory, amounting to Euro 236,222 thousand as at 30 September 2025 (Euro 255,452 thousand as at 31 December 2024), decreased by a total of Euro 19,230 thousand, mainly due to the decrease in finished product inventories.
Inventory is shown net of the write down provision equal to Euro 26,199 thousand at September 30, 2025 (Euro 23,489 at December 31, 2024). Changes in Inventory write-down provision are the following:
| Raw materials and consumables |
Work in progress and semi-finished products |
Finished products and goods |
Total | |
|---|---|---|---|---|
| (in € thousands) | ||||
| Balance as of December 31, 2024 | 4,596 | 9,794 | 9,099 | 23,489 |
| Accruals | 4,145 | 11,338 | 8,155 | 23,638 |
| Utilization and release | (4,577) | (7,576) | (7,649) | (19,802) |
| Exchange rate difference | (298) | (323) | (505) | (1,126) |
| Balance as of September 30, 2025 | 3,866 | 13,233 | 9,100 | 26,199 |
Current tax assets amounted to Euro 11,134 thousand at September 30, 2025 (Euro 9,719 thousand at December 31, 2024) and mainly refer to advances on income taxes paid by some Group companies net of the related payables.
The following tables provides a breakdown of Construction contracts classified as current assets and current liabilities as of September 30, 2025 and December 31, 2024.
| As of September 30, 2025 |
As of December 31, 2024 |
||
|---|---|---|---|
| (in € thousands) | |||
| Current assets | |||
| Construction contracts | 176,688 | 172,149 | |
| Progress payments | (144,073) | (127,000) | |
| Provision for losses on construction contracts | (165) | (188) | |
| Total | 32,450 | 44,961 |
| As of September | As of December | |
|---|---|---|
| 30, 2025 | 31, 2024 | |
| (in € thousands) | ||
| Current liabilities | ||
| Construction contracts | 61,966 | 53,898 |
| Progress payments and Advances | (75,970) | (62,240) |
| Provision for losses on construction contracts | (170) | (205) |
| Total | (14,174) | (8,547) |
| Total Construction contracts (net of advances) | 18,276 | 36,414 |
Construction contracts (net of contractual advances) amounted to Euro 18,276 thousand at September 30, 2025, decreasing from Euro 36,414 thousand as of December 31, 2024, and refer to contracts relating to the Water Technologies business segment.
The table below shows the detail of trade receivables as of September 30, 2025 and December 31, 2024.
| As of September 30, 2025 |
As of December 31, 2024 |
||
|---|---|---|---|
| (in € thousands) | |||
| Current | |||
| Receivables from third parties | 140,207 | 134,960 | |
| Receivables from related parties | 32,531 | 43,857 | |
| Bad debt reserve | (5,406) | (5,295) | |
| Total | 167,332 | 173,522 |
Trade receivables, all current, derive from sales and services rendered and amounted to Euro 167,332 thousand at 30 September 2025, down Euro 6,190 thousand compared to Euro 173,522 thousand at 31 December 2024.
The carrying amount of trade receivables, net of the bad debt provision, is deemed to approximate its fair value.
Following are the movements in the bad debt reserve:
| As of September 30, 2025 |
|
|---|---|
| (in € thousands) | |
| Current | |
| Balance as of December 31, 2024 | 5,295 |
| Accrual of the period | 1,520 |
| Utilisation and release of the period | (1,155) |
| Exchange rate difference | (254) |
| Balance as of September 30, 2025 | 5,406 |
The following table shows the detail of the other receivables as of September 30, 2025 and December 31, 2024, broken down between current and non-current amounts:
| As of September 30, 2025 |
As of December 31, 2024 |
|
|---|---|---|
| (in € thousands) | ||
| Non-current | ||
| Tax receivables | 2,828 | 3,758 |
| Other receivables from third parties | 2,963 | 2,993 |
| Receivables from related parties | 52 | 52 |
| Total | 5,843 | 6,803 |
| As of September | As of December | |
|---|---|---|
| 30, 2025 | 31, 2024 | |
| (in € thousands) | ||
| Current | ||
| Tax receivables | 19,176 | 13,788 |
| Advances to suppliers | 11,035 | 8,128 |
| Other receivables from third parties | 21,177 | 20,156 |
| Receivables from related parties | 62 | 7 |
| Total | 51,450 | 42,079 |
As of September 30, 2025, other current and non-current receivables totaled Euro 57,293 thousand, increased compared to Euro 48,882 thousand as of December 31, 2024.
Non-current tax receivables relate to withholding taxes incurred mainly by the parent company in collecting receivables from foreign subsidiaries.
The other non-current receivables from third parties are mainly attributable to the contributions paid by the Italian companies of the Group to existing supplementary pension funds as a counter-entry of the contribution due by the employer.
Current tax receivables mainly refer to VAT receivables, in addition to the current portion of the withholding taxes incurred by the parent company in collecting receivables from foreign subsidiaries.
The table below provides a breakdown of cash and cash equivalents as of September 30, 2025 and December 31, 2024
| As of September 30, 2025 |
As of December 31, 2024 |
|
|---|---|---|
| (in € thousands) | ||
| Bank and postal accounts | 182,182 | 174,331 |
| Cash on hand | 22 | 29 |
| Deposit accounts | 6,073 | 41,497 |
| Cash and cash equivalents | 188,277 | 215,857 |
Cash and cash equivalents are made up of effectively available values and deposits. As regards the amounts on deposits and current accounts, the related interests have been recognized on accrual basis.
Cash and cash equivalents, amounting to Euro 188,277 thousand as of September 30, 2025, decreased by Euro 27,580 thousand compared to December 31, 2024, of which Euro 8,783 thousand as a negative effect of exchange rate fluctuations.
For further details on the variations of the period please refer to Interim consolidated statement of cash flows.
Equity as of September 30, 2025 amounts to Euro 952.954 thousand, with a slight decrease from Euro 953,783 thousand as of December 31, 2024.
The shares issued are fully paid up and have no nominal value.
Changes in equity for the nine month periods ended September 30, 2025 and September 30, 2024 are shown in the "Consolidated statement of changes in equity", while the "Consolidated statement of comprehensive income" sets out the other components of the statement of comprehensive income for the period, net of the tax effects.
At September 30, 2025 the amount of share capital of Industrie De Nora S.p.A. and its composition is unchanged compared to December 31, 2024:
| Euro | Number of shares | |
|---|---|---|
| Total, of which: | 18,268,203.90 | 201,685,174 |
| Ordinary Shares | ||
| (regular entitlements) | 4,637,944.92 | 51,203,979 |
| Multiple voting shares (*) | 13,630,258.98 | 150,481,195 |
(*) Owned by the shareholders Federico De Nora, Federico De Nora S.p.A., Norfin S.p.A. and Asset Company 10 S.r.l. Multiple voting shares are not admitted to trading on Euronext Milan and are not counted in the free float and market capitalization value.
Based on the program communicated to the market by Industrie De Nora S.p.A. on November 8, 2023 and launched on November 9, 2023, the Company acquired 3,000,000 treasury shares. The residual treasury shares in portfolio at September 30, 2025 are 2,936,065, equal to 1,456% of the share capital, reduced by 50,175 compared to December. 31, 2024, the latter of which were used against existing incentive plans.
Legal reserve as at September 30, 2025 amounts to Euro 3,654 thousand, unchanged compared to December 31, 2024.
Share premium reserve as at September 30, 2025 amounts to Euro 223,433 thousand, increased by Euro 28 thousand compared to December 31, 2024.
Retained earnings, translation reserve and other reserves pertaining to the Group as of September 30, 2025, amounted to Euro 636.969 thousand (Euro 617,824 thousand as of December 31, 2024), a net increase of Euro 19,145 thousand over December 31, 2024, including:
The table below shows the breakdown of minority interests as of September 30, 2025 and December 31, 2024:
| As of September 30, 2025 |
As of December 31, 2024 |
||
|---|---|---|---|
| (in € thousands) | |||
| Share capital and reserves | 11,061 | 7,346 | |
| Profit (Loss) for the period | 371 | (64) | |
| Other comprehensive income | (824) | (26) | |
| Total | 10,608 | 7,256 |
The item Share capital and reserves as at September 30, 2025 includes, among other, Euro 2,258 thousand related to the contribution made during the first nine months 2025 to De Nora Italy Hydrogen Technologies S.r.l by the minority shareholder SNAM S.p.A.
Employee benefits at September 30, 2025 amount to Euro 24,580 thousand (Euro 25,935 thousand at December 31, 2024).
Group companies guarantee post-employment benefits for their employees either directly or by contributing to funds outside the Group. The manner in which these benefits are guaranteed varies according to the legal, fiscal and economic conditions of each country in which the Group operates. Benefits are usually based on employees' remuneration and years of service. The obligations relate to both active and former employees. The Group companies guarantee postemployment benefits through 'defined contribution' and/or 'defined benefit' plans. In the case of 'defined contribution' plans, the Group companies pay contributions to public or private insurance institutions on the basis of a legal or contractual obligation or on a voluntary basis. By paying the contributions, the companies fulfil all their obligations. Defined benefit plans may be unfunded or may be wholly or partially funded by contributions paid by the company, and sometimes by its employees, to a company or fund that is legally separate from the company that provides the benefits to employees.
The following table shows the composition and movements of the provisions for risks and charges as of September 30, 2025 and December 31, 2024.
| As of September | As of December | ||
|---|---|---|---|
| 30, 2025 | 31, 2024 | ||
| (in € thousands) | |||
| Non-current | |||
| Provision for contractual warranties | 801 | 796 | |
| Provision for other risks | 1,581 | 1,950 | |
| Total | 2,382 | 2,746 | |
| Current | |||
| Provision for contractual warranties | 10,956 | 13,036 | |
| Provision for other risks | 6,052 | 4,095 | |
| Total | 17,008 | 17,131 | |
| Total provisions for risks and charges | 19,390 | 19,877 |
Provisions for risks and charges mainly include: (i) the provision for contractual warranties risks, which represents an estimate of the costs for contractually stipulated warranties in connection with the supply of products and plants; and (ii) the provision for other risks, mainly related to accruals to cover environmental risks, legal disputes or tax risks.
The provision for risks for contractual warranties has a value of Euro 11,757 thousand as of September 30, 2025 (Euro 13,832 thousand as of December 31, 2024). While the provision for other risks, as of September 30, 2025, stands at Euro 7,633 thousand, an increase compared to Euro 6,045 thousand as of December 31, 2024 mainly as a result of provisions for tax risks.
Changes for the nine months ended September 30, 2025 were as follows:
| Provision for contractual warranties |
Provision for other risks |
|
|---|---|---|
| (in € thousands) | ||
| Balance as of December 31, 2024 | 13,832 | 6,045 |
| Accrual of the period | 4,593 | 2,735 |
| Utilization and release of the period | (5,764) | (938) |
| Exchange rate differences | (904) | (209) |
| Balance as of September 30, 2025 | 11,757 | 7,633 |
The following table shows the detail of financial liabilities as of September 30, 2025 and December 31, 2024.
| As of September | As of December | |
|---|---|---|
| 30, 2025 | 31, 2024 | |
| (in € thousands) | ||
| Non-current | ||
| Bank loans and borrowings | 118,283 | 123,328 |
| Lease payables | 17,284 | 17,310 |
| Total | 135,567 | 140,638 |
| Current | ||
| Bank overdrafts | 297 | 178 |
| Bank loans and borrowings | 20,771 | 14,775 |
| Lease payables | 3,987 | 3,692 |
| Fair value of derivatives | - | 303 |
| Total | 25,055 | 18,948 |
| Total financial liabilities | 160,622 | 159,586 |
The table below shows the details of bank loans and borrowings and bank overdrafts:
| As of September 30, 2025 | As of December 31, 2024 | ||||||
|---|---|---|---|---|---|---|---|
| Non Current |
Current | Total | Non Current |
Current | Total | ||
| (in € thousands) | |||||||
| Pool Financing (IDN) | 79,949 | - | 79,949 | 79,843 | - | 79,843 | |
| Pool Financing (De Nora Holdings US Inc) | 34,118 | - | 34,118 | 38,434 | - | 38,434 | |
| Sumitomo Mitsui Banking Co Hibiya Branch (De Nora Permelec Ltd) |
4,216 | 17,893 | 22,109 | 5,051 | 14,775 | 19,826 | |
| BNP paribas - Tokyo Branch (De Nora Permelec Ltd) |
- | 2,878 | 2,878 | - | - | - | |
| Overdrafts and accrued finance expenses | - | 297 | 297 | - | 178 | 178 | |
| Total | 118,283 | 21,068 | 139,351 | 123,328 | 14,953 | 138,281 |
As of September 30, 2025 and December 31, 2024, the fair value of bank loans and borrowings approximates the book value using amortized cost method.
As of September 30, 2025 pool financing loans are outstanding for Euro 80,000 thousand and USD 40,000 thousand respectively and they are shown under financial liabilities net of upfront fees and other charges directly related to the financing agreements which, paid on the stipulation date of the loan agreement, are presented in the financial statements as a reduction of the total debt according to the amortized cost method. The pool loan considers interest rates based on the 3 month Euribor for the Euro portion and on the SOFR for the USD portion, in addition to a margin that may change semi-annually, based on the evolution of the Group's Leverage level. The "leverage ratio," given by the ratio of consolidated net debt to consolidated EBITDA, is the only financial covenant included in the loan agreement, and it is stipulated that it cannot exceed a value of 3.5x throughout the term of the agreement. The parameter has been largely respected so far.
As described in the paragraph "Events after the reporting date", on 17 October 2025, the USD 40 million Facility A2 credit line pertaining to De Nora Holdings US Inc. was wholly repaid, through its own resources, and in particular through available liquidity. Therefore, only the Facility A1 credit line remains active, for a nominal amount of Euro 80 million.
The subsidiary De Nora Permelec Ltd. has some financing credit lines available granted by different banks. As at September 30, 2025 the financing used amounts to around JPY 4.3 billion (Euro 24,987 thousand).
These represent the financial liabilities recognized in accordance with IFRS 16 "Leasing"; in particular, the payable is the obligation to make the payments foreseen over the duration of the contract.
Lease payables as at September 30, 2025, including current and non-current portion, amount to Euro 21,271 thousand (Euro 21,002 thousand as of December 31, 2024).
The following table details the composition of the Group's net financial indebtedness determined in accordance with the provisions of the CONSOB Communication DEM/6064293 of July 28, 2006, as amended by CONSOB Communication No. 5/21 of April 29, 2021 and in accordance with ESMA Recommendations contained in Guidelines 32-382-1138 of March 4, 2021 on disclosure requirements under the Prospectus Regulation (the "Net Financial Indebtedness - ESMA"). The table below includes figures as of September 30, 2025 and as of December 31, 2024:
| As of September 30, 2025 | As of December 31, 2024 | ||
|---|---|---|---|
| (in € thousands) | |||
| A | Cash | 182,204 | 174,360 |
| B | Cash equivalents | 6,073 | 41,497 |
| C | Other current financial assets | 11,158 | 10,510 |
| D | Liquidity (A + B + C) | 199,435 | 226,367 |
| E | Current financial debt | 21,068 | 14,953 |
| F | Current portion of non-current financial debt | 3,987 | 3,692 |
| G | Current financial indebtedness (E + F) | 25,055 | 18,645 |
| - Of which secured | - | - | |
| - Of which unsecured | 25,055 | 18,645 | |
| H | Net current financial indebtedness/(Net current Liquidity) (G - D) |
(174,380) | (207,722) |
| I | Non-current financial debt | 135,567 | 140,638 |
| J | Debt instruments | - | - |
| K | Non-current trade and other payables | - | - |
| L | Non-current financial indebtedness (I + J + K) | 135,567 | 140,638 |
| - Of which secured | - | - | |
| - Of which unsecured | 135,567 | 140,638 | |
| M | Net Financial Indebtedness/(Net Liquidity) - ESMA (H + L) |
(38,813) | (67,084) |
The reconciliation between the Net Financial Indebtedness - ESMA and the net financial indebtedness of the Group as monitored by the Group (hereinafter the "Net Financial Indebtedness - De Nora") as of September 30, 2025 and December 31, 2024, is shown below:
| As of September | As of December | |
|---|---|---|
| 30, 2025 | 31, 2024 | |
| (in € thousands) | ||
| Net Financial Indebtedness/(Net Liquidity) - ESMA | (38,813) | (67,084) |
| Fair value of derivatives covering currency risks | (427) | 303 |
| Net Financial Indebtedness/(Net Liquidity) – De Nora | (39,240) | (66,781) |
The reduction in Net Liquidity - ESMA as of September 30, 2025 compared to December 31, 2024, totaling Euro 28,271 thousand, from Euro 67,084 thousand as of December 31, 2024 to Euro 38,813 as of September 30, 2025. Changes are mainly attributable to the combined effect of the following factors:
For further details on the cash flows for the period, please refer to the interim consolidated cash flow statement.
The following table shows an analysis of the maturity of the Group's payables as of September 30, 2025:
| As of September 30, 2025 | |||||||
|---|---|---|---|---|---|---|---|
| Due date | |||||||
| Carrying amount |
Contractual cash flows (*) |
0-12 months |
1-2 years | 2-3 years | 3-4 years | Over 4 years |
|
| (in € thousands) | |||||||
| Financial liabilities | |||||||
| Bank loans and overdrafts | 139,351 | 143,586 | 23,666 | 119,920 | - | - | - |
| Lease payables | 21,271 | 24,070 | 4,705 | 4,058 | 3,534 | 2,995 | 8,778 |
| Trade payables | 86,659 | 86,659 | 86,604 | 55 | - | - | - |
| Other payables | 84,717 | 84,717 | 81,567 | 3,150 | - | - | - |
| Total financial liabilities | 331,998 | 339,032 | 196,542 | 127,183 | 3,534 | 2,995 | 8,778 |
* The difference between the book value of total bank loans and borrowings and bank overdrafts and the related contractual cash flows is due to the upfront fees which, paid on the date of stipulation of the loan agreement, are recognized in the financial statements as a decrease of the total amount payable according to the amortized cost criterion. Furthermore, the amounts maturing for bank loans and borrowings and bank overdrafts include both principal and interest. Specifically, the interest has been estimated on the Pool Financing of Industrie De Nora S.p.A. and the Pool Financing of De Nora Holdings US Inc., in addition to the interest foreseen on the existing credit lines of De Nora Permelec Ltd – Japan.
* The difference between the book value of lease payables and the related contractual cash flows is the expected future interest due on existing leases outstanding at the end of the period.
The table below shows the detail of trade payables as of September 30, 2025 and December 31, 2024.
| As of September | As of December | |||
|---|---|---|---|---|
| 30, 2025 | 31, 2024 | |||
| (in € thousand) | ||||
| Non-current | ||||
| Payables to third parties | 55 | 2 | ||
| Total non-current payables | 55 | 2 | ||
| Current | ||||
| Payables to third parties | 85,600 | 116,210 | ||
| Payables to related parties | 1,004 | 589 | ||
| Total current payables | 86,604 | 116,799 | ||
| Total payables | 86,659 | 116,801 |
As of September 30, 2025, trade payables, between current and non-current portions, amounted to Euro 86,659 thousand, decreased from Euro 116,801 thousand as of December 31, 2024, due to the high level of payable invoicing at the end of the previous financial year.
This item mainly includes payables related to the purchase of goods and services, which are due within twelve months. It should be noted that the carrying amount of trade payables is close to their fair value.
Income tax payables, current, as of September 30, 2025 amounted to Euro 13,418 thousand, down compared to Euro 24,234 thousand as at 31 December 2024, mainly due to tax payments for the period between the balance of those relating to the previous year and tax advances for the current year.
The table below shows the detail of other payables as of September 30, 2025 and December 31, 2024.
| As of September | As of December | |
|---|---|---|
| 30, 2025 | 31, 2024 | |
| (in € thousands) | ||
| Non-current | ||
| Payables to employees | 2,304 | 2,009 |
| Other payables to third parties | 802 | 814 |
| Other payables to related parties | 44 | 47 |
| Total | 3,150 | 2,870 |
| Current | ||
| Advances from customers | 16,817 | 18,548 |
| Advances from related parties | 28,700 | 52,184 |
| Payables to employees | 16,944 | 17,813 |
| Social security payables | 2,146 | 2,821 |
| Withholding tax payables | 1,718 | 1,476 |
| VAT payables | 5,109 | 1,419 |
| Other tax payables | 1,770 | 2,363 |
| Other payables to third parties | 7,770 | 8,720 |
| Other payables to related parties | 593 | 463 |
| Total | 81,567 | 105,807 |
| Total Other payables | 84,717 | 108,677 |
Other payables as at September 30, 2025 amount, including current and non-current portion, to Euro 84,717 thousand, down by Euro 23,960 thousand compared to €108,677 thousand at 31 December 2024, mainly due to lower advances received from customers and related parties (tk nucera).
Payables to employees relate to amounts accrued but not yet liquidated, such as vacations and bonuses.
In the context of business risks, the main risks identified, monitored and, as specified below, actively managed by the Group, are the following:
The Group's objective is to maintain, over time, a balanced management of its financial exposure, in order to guarantee a liability structure that is balanced with the composition of the assets on the statement of financial position and able to ensure the necessary operating flexibility through the use of the liquidity generated by current operations and the use of bank loans.
The Group considers risk monitoring and control systems a top priority to guarantee an efficient risk management. In line with this objective, the Group has adopted a risk management system with formalized strategies, policies and procedures to ensure the identification, measurement and control of individual risks at centralized level for the entire Group.
The purpose of the Group's risk management policies is to:
The Condensed Consolidated Interim Financial Statements do not include all of the risk management disclosures mentioned above, required by IFRS. For a detailed description of this information, please refer to Note "E – Financial risks" in the 2024 Consolidated Financial Statements.
The tables below indicate the carrying amount of each financial asset and liability recognised in the statement of financial position.
In addition, the following table classifies the financial assets and liabilities, designated at fair value, on the basis of the specific measurement method used. The different levels have been defined as described below:
In the periods reported the Group has not changed the valuation techniques of the financial instruments accounted for at fair value; the financial instruments in these condensed consolidated interim financial statements belong to all three levels.
| Classification and fair value as of September 30, 2025 |
Carrying amount | Fair Value | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Notes | Loans and receiva bles |
Invest ments in financial assets - Fair value |
Deriva tives at fair value |
Other financial liabilities |
Total | Level 1 Level 2 Level 3 | |||
| (in € thousands) | |||||||||
| Financial assets | |||||||||
| Cash and cash equivalents | 24 | 188,277 | - | - | - | 188,277 | - | - | - |
| Trade and other receivables | 22/23 | 235,759 | - | - | - | 235,759 | - | - | - |
| Financial assets including derivatives | 18 | 960 | 14,806 | 427 | - | 16,193 | 8,333 | 427 | 6,473 |
| 424,996 | 14,806 | 427 | - | 440,229 | 8,333 | 427 | 6,473 | ||
| Financial liabilities Bank loans and borrowings, and bank overdrafts |
28 | - | - | - | 139,351 | 139,351 | - | - | - |
| Lease payables | 28 | - | - | - | 21,271 | 21,271 | - | - | - |
| Trade and other payables | 29/30/31 | - | - | - | 184,794 | 184,794 | - | - | - |
| - | - | - | 345,416 | 345,416 | - | - | - | ||
| Classification and fair value as of | Carrying amount | Fair Value | |||||||
| December 31, 2024 | |||||||||
| Notes | Loans and receiva bles |
Invest ments in financial assets - Fair value |
Deri vatives at fair value |
Other financial liabilities |
Total | Level 1 Level 2 Level 3 | |||
| (in € thousands) | |||||||||
| Financial assets | |||||||||
| Cash and cash equivalents | 24 | 215,857 | - | - | - | 215,857 | - | - | - |
| Trade and other receivables | 22/23 | 232,123 | - | - | - | 232,123 | - | - | - |
| Financial assets including derivatives | 18 | 193 | 14,909 | - | - | 15,102 | 7,730 | - | 7,179 |
| 448,173 | 14,909 | - | - | 463,082 | 7,730 | - | 7,179 | ||
| Financial liabilities Bank loans and borrowings, and bank overdrafts |
28 | - | - | - | 138,281 | 138,281 | - | - | - |
| Lease payables | 28 | - | - | - | 21,002 | 21,002 | - | - | - |
| Derivatives | 28 | - | - | 303 | - | 303 | - | 303 | - |
| Trade and other payables | 29/30/31 | - | - | - | 249,712 | 249,712 | - | - | - |
The information relating to business segments was prepared in accordance with the provisions of IFRS 8 "Operating segments" (hereinafter "IFRS 8"), which require that the provided information is consistent with the reports submitted to the highest operational decision-making level for the purpose of making decisions regarding the resources to be allocated to the sector and assessing the related results. In particular, the Group identifies the following three operational business segments:
In support of these business segments there are the so-called Corporate activities which costs are fully allocated to the segments.
The following tables show the economic information by business segment for the nine month periods ended September 30, 2025 and 2024:
| Group | Segment Electrode Technologies |
Segment Water Technologies |
Segment Energy Transition |
|
|---|---|---|---|---|
| (in € thousands) | ||||
| Revenue | 631,343 | 326,723 | 226,444 | 78,176 |
| Royalties and commissions | (5,409) | (2,577) | (2,681) | (151) |
| Cost of goods sold | (408,873) | (218,755) | (132,917) | (57,201) |
| Selling expenses | (24,025) | (7,599) | (14,687) | (1,739) |
| G&A expenses | (38,160) | (15,622) | (17,813) | (4,725) |
| R&D expenses | (8,660) | (2,890) | (1,743) | (4,027) |
| Other operating income (expenses) | 2,350 | 1,641 | 785 | (76) |
| Corporate costs allocation to business segments | (27,184) | (13,454) | (10,391) | (3,339) |
| EBITDA | 121,382 | 67,467 | 46,997 | 6,918 |
| Depreciation and amortization | (26,654) | |||
| Impairment | 50 | |||
| Operating profit - EBIT | 94,778 | |||
| Share of profit of equity-accounted investees | (1,233) | |||
| Finance income | 17,501 | |||
| Finance expenses | (24,500) | |||
| Profit before tax | 86,546 | |||
| Income tax expense | (26,153) | |||
| Profit for the period | 60,393 |
| Group | Segment Electrode Technologies |
Segment Water Technologies |
Segment Energy Transition |
|
|---|---|---|---|---|
| (in € thousands) | ||||
| Revenue | 601,223 | 322,347 | 208,705 | 70,171 |
| Royalties and commissions | (6,438) | (4,246) | (2,099) | (93) |
| Cost of goods sold | (398,750) | (209,181) | (133,879) | (55,690) |
| Selling expenses | (23,175) | (7,156) | (14,376) | (1,643) |
| G&A expenses | (36,660) | (14,633) | (18,110) | (3,917) |
| R&D expenses | (12,118) | (2,005) | (1,234) | (8,879) |
| Other operating income (expenses) | 7,454 | 46 | 4,560 | 2,848 |
| Corporate costs allocation to business segments | (24,760) | (12,568) | (9,271) | (2,921) |
| EBITDA | 106,776 | 72,604 | 34,296 | (124) |
| Depreciation and amortization | (24,411) | |||
| Operating profit - EBIT | 82,365 | |||
| Share of profit of equity-accounted investees | (378) | |||
| Finance income | 11,907 | |||
| Finance expenses | (18,443) | |||
| Profit before tax | 75,451 | |||
| Income tax expense | (22,988) | |||
| Profit for the period | 52,463 |
The following table shows investments by business segment for the nine month periods ended September 30, 2025:
| Group | Segment Electrode Technologies |
Segment Water Technologies |
Segment Energy Transition |
Not Allocated | |
|---|---|---|---|---|---|
| (in € thousands) | |||||
| As of September 30, 2025 | |||||
| Property, plant and equipment | 40,727 | 19,734 | 2,920 | 17,269 | 804 |
| Intangible assets | 4,470 | 335 | 1,658 | 158 | 2,319 |
| Total Investments 2025 | 45,197 | 20,069 | 4,578 | 17,427 | 3,123 |
(*) It does not include increases related to the rights of use of Property, Plant and Equipment.
In accordance with the provisions of IFRS 8, paragraph 34, it should also be noted that for the nine month periods ended September 30, 2025 and 2024, there was only one customer (tk nucera) belonging to the Electrode Technologies business and Energy Transition business segments that generated revenues exceeding 10% of the total, amounting to Euro 170,975 thousand and Euro 142,910 thousand, respectively.
The table below shows the non-current assets, other than financial assets and deferred tax assets, by geographical area at September 30, 2025 and at December 31, 2024, allocated on the basis of the country in which the assets are located.
| As of September 30, 2025 | ||||||
|---|---|---|---|---|---|---|
| EMEIA, Italy excluding Italy |
APAC | AMS | Total | |||
| (in € thousands) | ||||||
| Intangible assets | 6,780 | 5,169 | 11,020 | 78,798 | 101,767 | |
| Property, plant and equipment | 91,491 | 59,840 | 77,842 | 72,796 | 301,969 | |
| Other receivables | 4,726 | 70 | 940 | 107 | 5,843 |
Total 102,997 65,079 89,802 151,701 409,579
| As of December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| Italy | EMEIA, excluding Italy |
APAC | AMS | Total | ||
| (in € thousands) | ||||||
| Intangible assets | 4,978 | 5,740 | 13,238 | 92,003 | 115,959 | |
| Property, plant and equipment | 68,954 | 61,646 | 85,182 | 76,002 | 291,784 | |
| Other receivables | 5,649 | 70 | 1,001 | 83 | 6,803 | |
| Total | 79,581 | 67,456 | 99,421 | 168,088 | 414,546 |
Transactions with related parties, as defined by IAS 24 - Related Party Disclosures, mainly relate to commercial, administrative and financial transactions. They are carried out as part of ordinary operations, within the scope of the core business of each party and take place on an arm's length basis. In particular, the Group has relations with the following related parties:
The table below details the statement of financial position values referring to the related party transactions at September 30, 2025 and December 31, 2024:
| (in € thousands) | Parent Company |
Associates | Other - related parties |
Total | Total statement of financial position item |
As percentage of Total statement of financial position item |
|---|---|---|---|---|---|---|
| Other non-current receivables | ||||||
| As of September 30, 2025 | - | - | 52 | 52 | 5,843 | 0.9% |
| As of December 31, 2024 | - | - | 52 | 52 | 6,803 | 0.8% |
| Construction contracts - Assets | ||||||
| As of September 30, 2025 | - | - | 141 | 141 | 32,450 | 0.4% |
| As of December 31, 2024 | - | - | 2,350 | 2,350 | 44,961 | 5.2% |
| Construction contracts - Liabilities | ||||||
| As of September 30, 2025 | - | - | 342 | 342 | 14,174 | 2.4% |
| As of December 31, 2024 | - | - | - | - | 8,547 | 0.0% |
| Current trade receivables | ||||||
| As of September 30, 2025 | 40 | 30,307 | 2,184 | 32,531 | 167,332 | 19.4% |
| As of December 31, 2024 | 24 | 43,636 | 197 | 43,857 | 173,522 | 25.3% |
| Other current receivables | ||||||
| As of September 30, 2025 | - | 60 | 2 | 62 | 51,450 | 0.1% |
| As of December 31, 2024 | - | - | 7 | 7 | 42,079 | 0.0% |
| Other non-current payables | ||||||
| As of September 30, 2025 | - | 44 | - | 44 | 3,150 | 1.4% |
| As of December 31, 2024 | - | 47 | - | 47 | 2,870 | 1.6% |
| Current trade payables | ||||||
| As of September 30, 2025 | 25 | 173 | 806 | 1,004 | 86,604 | 1.2% |
| As of December 31, 2024 | 43 | 210 | 336 | 589 | 116,799 | 0.5% |
| Other current payables | ||||||
| As of September 30, 2025 | - | 29,107 | 186 | 29,293 | 81,567 | 35.9% |
| As of December 31, 2024 | - | 52,632 | 15 | 52,647 | 105,807 | 49.8% |
Among balance sheet amounts with related parties the main portion is related to amounts with Associates: they consist of current trade receivables amounting to Euro 30,307 thousand as at September 30, 2025 compared to Euro 43,636 thousand as at December 31, 2024 mainly related to the sale of electrodes under the supply "Toll Manufacturing and Services Agreement" initially stipulated on April 1, 2015 with tk nucera and subsequently amended.
Other current payables to Associates amounting to Euro 29,107 thousand as of September 30, 2025, compared to Euro 52,632 thousand as of December 31, 2024, essentially related to advances obtained with reference to the aforementioned supply contract, while trade payables of Euro 173 thousand as of September 30, 2025 compared to Euro 210 thousand as at December 31, 2024 are related to the supply of goods and services by tk nucera.
The table below shows the detail of the economic values relating to transactions with related parties for the nine month periods ended September 30, 2025 and 2024:
| (in € thousands) | Parent Company |
Associates | Other related parties |
Total | Total income statement item |
As percentage of Total income statement item |
|---|---|---|---|---|---|---|
| Revenue | ||||||
| Nine months ended September 30, 2025 | - | 170,975 | 1,478 | 172,453 | 631,343 | 27.3% |
| Nine months ended September 30, 2024 | - | 142,910 | 3,977 | 146,887 | 601,223 | 24.4% |
| Other income | ||||||
| Nine months ended September 30, 2025 | 69 | 541 | 5 | 615 | 11,532 | 5.3% |
| Nine months ended September 30, 2024 | 57 | 478 | 6 | 541 | 11,246 | 4.8% |
| Costs for raw materials, consumables, supplies and goods |
||||||
| Nine months ended September 30, 2025 | - | 2,679 | - | 2,679 | 255,498 | 1.0% |
| Nine months ended September 30, 2024 | - | 1,948 | 35 | 1,983 | 253,199 | 0.8% |
| Costs for services | ||||||
| Nine months ended September 30, 2025 | 67 | 347 | 508 | 922 | 130,105 | 0.7% |
| Nine months ended September 30, 2024 | 54 | 3,000 | 141 | 3,195 | 132,654 | 2.4% |
| Personnel expenses | ||||||
| Nine months ended September 30, 2025 | - | - | 2 | 2 | 118,003 | 0.0% |
| Nine months ended September 30, 2024 | - | - | 2 | 2 | 114,033 | 0.0% |
The economic relations with the Associates mainly relate to revenues, amounting to Euro 170,975 thousand and Euro 142,910 thousand, for the nine month periods ended September 30, 2025 and 2024, respectively, mainly concerning the sale of electrodes under the "Toll Manufacturing and Services Agreement" mentioned above; there are also in the first nine months of 2025 purchases from tk nucera for supplies of materials and services for Euro 2,679 and 347 thousand respectively.
In addition to the balance sheet and income statement values with related parties presented in the tables above, the Group has recognized compensation to Top Management for the amount of Euro 4,952 thousand and Euro 5,208 thousand for the nine month periods ended September 30, 2025 and 2024, respectively, of which Euro 1,977 thousand not yet paid as at September 30, 2025.
The table below shows the breakdown of the aforementioned benefits under the cost categories identified by IAS 24:
First nine months ended September 30
| 2025 | 2024 | |
|---|---|---|
| (in € thousands) | ||
| Short-term employee benefits | 4,083 | 4,468 |
| Post-employment benefits | 288 | 251 |
| Other long-term benefits | 4 | 3 |
| Share-based payment | 577 | 486 |
| Total | 4,952 | 5,208 |
Top Management compensation represents 4.2% of the total personnel expenses for the nine month period ended September 30, 2025 (4.6% for the first nine months of 2024).
Fees related to the directors and statutory auditors for the first nine months of 2025 amount to Euro 952 thousand and Euro 110 thousand respectively (Euro 952 thousand and Euro 93 thousand in the first nine months of 2024).
There aren't, in the period under analysis, non-recurring events and operations for which information are required according to Consob Communication n. DEM/6064293 del 28 July 2006.
The Company has not undertaken any commitments that have not been recorded in the statement of financial position, except for some orders for the purchase of capital assets amounting to around Euro 24 million at September 30, 2025.
The Group has not assumed any contingent liabilities that have not been recognised in the financial statements.
• The Board of Directors of Industrie De Nora S.p.A., in execution of the resolution of the Shareholders' Meeting of 29 April 2025 and subject to the favorable opinion of the Appointment and Remuneration Committee, resolved, on October 7, 2025,to allocate rights relating to the first cycle of the 2025-2027 Performance Shares Plan ("PSP").
In particular, the Board of Directors resolved to allocate a total of 433,595 rights, which may be increased to 814,303 in the event of maximum over-performance, divided between (i) Chief Executive Officer Paolo Dellachà (144,290 rights, which may be increased to 288,580 in the event of maximum over-performance); (ii) executives with strategic responsibilities (183,535 rights, which may be increased to 367,070 in the event of maximum over-performance); and (iii) other Group executives identified as beneficiaries of the PSP.
The Board of Directors also approved an amendment to the regulations of the 2025-2027 Performance Share Plan in order to better align it with the characteristics of the PSP as set out in the Information Document pursuant to Article 84-bis of the Issuers' Regulations (the "Information Document").
• Industrie De Nora S.p.A. has proceeded with the voluntary early partial repayment of the outstanding loan agreement named "Senior Facilities Agreement". The loan agreement, signed on May 5, 2022, between De Nora Holdings US Inc. ("De Nora US") and a pool of financial institutions (the "Senior Facilities Agreement"), had already been partially repaid in March of the 2023 financial year. The additional voluntary early partial repayment, carried out on October 17, 2025, concerned an amount of USD 40 million, applied to the disbursed and outstanding amounts under the Facility A2 credit line, which has now been fully repaid. As of today, the Facility A1 credit line remains active, with a nominal amount of EUR 80 million.
The Company has funded the early repayment its available liquidity. This repayment is consistent with the Group's ongoing efforts to optimize its financial structure and aims to further improve the average annual cost of medium- to long-term debt.
These events had no effect on the present interim condensed consolidated financial statements.
Milan, November 4, 2025
On behalf of the Board of Directors The Chief Executive Officer Paolo Enrico Dellachà

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