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Ariston Holding N.V.

Investor Presentation Nov 5, 2025

9974_rns_2025-11-05_df9c3615-3039-4aab-b7dc-8c9e314f62f4.pdf

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THIRD QUARTER AND NINE MONTHS 2025 RESULTS

05TH NOVEMBER 2025

Highlights
Financials
Outlook
Appendix

Q3: >4% ORGANIC GROWTH AND MARGIN IMPROVED

Net
revenues
668 €M
+4.2% YoY organic1
Heating driving growth, led by heat pump
Water heating confirmed solid
Adj.
EBIT
48 €M
7.4% margin
Like-for-Like
Third sequential quarter of YoY improvement
Efficiency plan execution and operating leverage more than offsetting
investments for growth in go-to-market, digital, R&D
Free Cash
Flow
15 €M
vs. 37 €M in Q3 2024
Positive performance thanks to organic growth, despite higher investments
Last year impacted by exceptional working capital reduction
Highlights Albacina
ESG ratings: strong improvements
Post 30th
(Italy): new water heating production plant, leveraging AI technology
September event: production plant acquisition in India dedicated to water heating
Guidance Mid-term outlook unchanged 2025 guidance improved, organic revenues growth around +3%
(from
+1% to
+3% range)

ESG RATINGS: STRONG IMPROVEMENTS IN 2025

2023 2024 2025 Trend
1 Bronze
Medal
Score: 57/100
Silver
Medal
Score: 68/100
Silver Medal
Score: 73/100
Improved
ESG 2 Global CSA Score
27/100
Household Durable
Global CSA Score
39/100
Building Products
Global CSA Score
46/100
Building Products
Improved
ratings 3 B
Household Durable sector
BBB
Building Products sector
Above median: 3.66
Electrical equipment peer group
Leading: 4.17
Electrical equipment peer group
Leading: 4.63
Electrical equipment peer group
Improved

Emission targets approval

Science Based Targets initiative validated4 the "Road to 100" decarbonization 2030 targets (Scope 1, Scope 2, Scope 3 emission reduction targets)

1. The EcoVadis assessment evaluates a company on 21 sustainability criteria in four core areas: Environment, Labor & Human Rights, Ethics and Sustainable Procurement.

2. The S&P Global ESG Score measures a company's performance on and management of material ESG risks, opportunities, and impacts informed by a combination of company disclosures, media and stakeholder analysis, modeling approaches, and indepth company engagement via the S&P Global Corporate Sustainability Assessment (CSA). The Corporate Sustainability Assessment includes 62 industry-specific questionaries.

3. MSCI ESG Research provides ESG Ratings on global public and a few private companies on a scale of AAA (leader) to CCC (laggard), according to exposure to industry-specific ESG risks and the ability to manage those risks relative to peers. 4. In 2024.

BALANCED EXPOSURE TO BOTH CLIMATE COMFORT AND WATER HEATING MARKETS

FY 2024

Note: Renewables accounted for a mid-teens percentage of total revenues.

GERMANY: 2025 MARKET AT THE LAST 15-YEAR BOTTOM (IN VOLUMES), STRONG HHP RECOVERY

Germany1 example: heating generators market, '000 pcs

Comments

  • Historical trend 2013-22: +4% volume growth, replacement market, shift to higher efficiency and renewable solutions
  • 2023: exceptional peak driven by incentives and fear of gas boiler ban in 2024 (not materialized)

2025:

  • Total market: at the last 15-years bottom (in volumes), well below historical replacement rate
  • HHP: strong recovery after 2024 drop driven by destocking, stable incentive approvals >20k/months in 2025

Quarterly avg. of heating heat pumps incentive approvals, '000

1. Germany represented circa 20% of 2024 Ariston Group revenues. Source: BDH and Company estimates; BEG website (German Government, Federal Ministry for Economics and Climate Protection). Number of incentives approval includes air-to-air HP.

AGENDA

Highlights
Financials
Outlook
Appendix

NET REVENUES1 , €M

Q3 comments

  • Climate comfort: continued growth
  • − Europe: positive heat pumps trend, driven by Germany
  • − Americas: market normalizing after Q2 peak, FX headwinds
  • Water heating: organically positive, FX headwinds
  • − Europe: growing
  • − Asia Pacific & MEA, Americas: solid performance, FX headwind
  • Services and Parts: continued to grow
  • FX: headwinds mainly in US, Mexico and Asia Pacific countries
  • Perimeter variation: includes Russia for 18.3 €M net revenues, DDR Heating and Z.R.E.

EUROPE ORGANIC GROWTH ABOVE GUIDANCE, ROW NEGATIVELY AFFECTED BY FX

NET REVENUES1, €M

Share of net revenues, %, 9M 2025

Europe

Asia Pacific & MEA

Americas2

9M

Q3 comments:

Germany positive development thanks to heating heat pumps, major countries stable or up

Ariston overperformed market trends

Mid-single digit organic growth, affected by FX headwinds

Q3

Strong negative FX impact in Mexico and USA

1. Reported figures.

2. It includes DDR Heating contribution in 2025 figures.

MARGIN IMPROVED BY 110 BPS YOY LIKE-FOR-LIKE

€M, % OF NET REVENUES

Adj. EBIT1

Q3 comments

  • +110 bps Like-for-Like, third quarter of YoY margin improvement
  • Efficiency plan execution and operating leverage more than offsetting investments for growth in go-to-market, digital, R&D
  • Trajectory as per historical H1-H2 seasonality
  • Reported EBIT at 35.6 €M; main adjustments:
  • PPA amortization: +5 €M
  • Right-sizing actions, net: +7 €M

Adj. EBIT historical distribution

  1. Reported figures.

Free Cash Flow

Q3 comments

  • 3.1 p.p. YoY NWC improvement Like-for-Like, maintained discipline; Q3 up vs. Q2 in line with previous year
  • CapEx increased YoY as planned
  • Last year impacted by exceptional net working capital reduction

Net Working Capital, % of rolling net revenues

STABLE LEVERAGE

€M

Leverage1 2.1x 2.2x

1. Adj. net debt/(Cash) / Adj. EBITDA. 12

2. Includes NFP impact from Ariston Thermo Rus LLC reconsolidation.

SOLID NET FINANCIAL POSITION

€M

30 Sep 2025, comments

  • Non-current bank debt duration extended to 3.7 years (from 3.2 years as of June 30th):
  • ‒ c.90% of maturities in 2027-2032
  • Limited sensitivity to inflation: >60% of long-term debt at fixed-rate or hedged
  • Additional 0.9 €BN committed unused credit lines to fuel organic and inorganic growth

AGENDA

Appendix

Highlights Financials Outlook

2025 GUIDANCE

2025: focus on growth and margin improvement

2025 guidance

Top line

• Organic revenues around +3% YoY Like-for-Like1(previously between +1% and +3%)

Profitability

• Adj. EBIT 7+%, thanks to cost efficiencies (Fit-2-Win program and direct cost savings) and operating leverage (Like-for-Like perimeter)

Cash Flow

  • Generation concentrated in Q4
  • Investing more for future development: CapEx 5-6% on revenues

M&A/Buyback

  • Continuous assessment of bolt-on options and strategic M&A
  • Buyback program to support Long-Term Incentive plans (up to 2M shares)

The guidance does not incorporate the potential demand-side implications of ongoing tariff discussions or prospective adjustments across our key markets

Mid-term guidance

  • Mid-single-digit organic growth (assuming neutral FX)
  • Adj. EBIT margin > 10%

Plus M&A

Company Profile

Deep Dive into Q3/9M 2025 Financials

OUR EQUITY STORY

Champion of Thermal Comfort, with solid growth

  • Balanced presence in Water Heating and Climate Comfort1
  • Leading market position in 40+ countries worldwide
  • Focused on residential market demand driven by replacement in Europe/Americas and penetration in Asia Pacific & MEA
  • Key strengths to win competition: 95 years of heritage, high quality, innovation and strong relationship with installers
  • Historical annual growth rate of 8% recorded from 2001 to 2024

Driving profitability and cash flow

  • Solid profitability levels average of ~9% adj. EBIT margin2 , with peaks up to 10+%
  • Reliable cash conversion average of ~80% FCF/Adjusted Net Profit ratio2

Well-balanced capital allocation

  • CapEx: significant investment on development to drive future growth
  • Key player in M&A
  • Dividend policy designed to fairly distribute returns to shareholders

OUR GLOBAL PRESENCE

Source: half year 2025 corporate profile.

NET REVENUES, €M

LAST >10-YEAR M&A TRACKRECORD

EFFICIENCY INITIATIVES

70-80 €M efficiency initiatives in FY 2024 2025-2027 "Fit-2-Win" program Immediate impact: OpEx • Labor costs: org. optimization, hiring freeze • Indirect costs: travel, rental, services Simplify operating model to drive cost efficiency, lean and effective processes Goal • Technology: developments re-prioritization without affecting future growth Organization Future proof operating model, developing COEs1, Optimized timing optimizing legal entities setup CapEx Synergies leveraging global footprint Reduce internal demand and simplify processes, upgrade G&A systems & tools and enhance capabilities Executed Sales & Service Increase frontline productivity leveraging data analytics and efficient back-office functions Key areas & R&D Platform and modularity initiatives, synergies between Ariston and Wolf portfolios actions Boost data-driven practices such as Should Cost and Procurement As announced in H1 2024 review policies for non-business critical expenses results presentation Act as a backbone of the Fit-2-Win transformation, IT

3 years savings target: ~50 €M

upgrade critical systems, digital transformation, Al

  1. COE = Centre Of Excellence

SERVING OUR CUSTOMERS WITH AN EXTENSIVE PORTFOLIO OF BRANDS

STRATEGIC GLOBAL BRANDS

The global expert in heating and water heating, offering a wide range of renewable and high efficiency solutions to provide easy and sustainable comfort to every home

The European high end heating solutions provider that covers the most advanced consumer needs and offers first class service throughout the entire products and systems life cycle

The German indoor climate expert which offers high quality heating, residential ventilationand air handling solutions in close partnership with our professionals.

STRATEGIC REGIONAL BRANDS BURNERS & COMPONENTS

Water heating Heating Ventilation

DISTRIBUTION CHANNELS: MAINLY B2B2C

24 Note: chart is illustrative and not exhaustive.

CURRENT REGULATION IN THE EUROPEAN HEATING MARKET: SUMMARY OF OUR MAIN COUNTRIES

EU: Energy Performance of Buildings Directive (EPBD):

Stop incentives for «stand-alone boilers powered by fossil fuels» from 2025. Push towards decarbonisation technologies, reduction of energy consumption of existing building stock. Phase–out of fossil fuels used in boilers by 2040.

Incentives /
ban presence

Incentives for Heating Heat Pumps and Water Heating Heat Pumps, Hybrids included No incentives for gas boilers Replacement

Heat Pumps are mandated both for Heating and Water Heating Stand-alone gas boilers not allowed (with very limited exceptions e.g. in Germany) New Buildings

Incentives structure

Up to 70% reimbursement, max €30k expenditure

Up to 50% tax deduction spread over 10 years, subject to income eligibility

Depending on type, Canton, power and system

Up to 60% upfront grant, subject to income eligibility

OUR RELENTLESS COMMITTMENT TO SUSTAINABILITY

ENCRYPTED IN OUR DNA…

.1967

"There is no value in the economic success of any industrial initiative, unless it is accompanied by a commitment to social progress".

ARISTIDE MERLONI, FOUNDER

.1979

Discloses the first social report in italy, published by Battelle Centre de Recherche de Geneve.

.2018

Starts reporting non-financial performances and establishes a sustainability governance framework.

.2021

After listing on euronext milan, defines the new esg vision and embarks on the new esg journey towards 2030.

…SHAPING OUR FUTURE

.2023

Releases Road to 100, its ESG roadmap to 2030;

5 ENGAGEMENTS: Solutions, Operations, People & Communities, Customers, Governance;

9 material topics & 10 Clear-cut ESG objectives.

KEY DECARBONIZATION TARGETS TO 2030

Ultimate objective of 100 million tons of CO2 emissions avoided by 2030 thanks to the renewable and high efficiency products we sell in the regions we operate in.

SCOPE 4, WRI

42% Reduction by 2030 in emissions generated by the way we operate vs. 2021. SCOPE 1 AND SCOPE 2, GHG PROTOCOL

>50% Reduction by 2030 in GHG emissions from sold products per €mln value added vs. 2021.

SCOPE 3, GHG PROTOCOL

SHAREHOLDERS AND VOTING RIGHTS

AS OF 17 JUNE 20251

* Including 535,268 ordinary shares held directly by Mr. Paolo Merloni.

1. Between June and September 2024 Merloni Holding acquired c.1.6m of ordinary listed shares.

Company Profile

Deep Dive into Q3/9M 2025 Financials

NET REVENUES BY DIVISION

NET REVENUES1, €M

Share of net revenues, %, 9M 2025

Thermal Comfort

Components

Burners

Q3 comments:

Heating recovery, driven by heat pumps, especially in Europe

FX headwinds in USA, Mexico and Asia Pacific countries

Solid growth in residential in core export markets DDR Heating and Z.R.E. included in 2025 figures

Positive growth driven by residential in most of our markets, while activity slowdown in commercial and industrial segment in Asian countries

1 Reported figures.

HISTORICAL QUARTERLY GROWTH BY REGION

NET REVENUES, YOY

2021 2022 20232 20241 20251
Q4 FY Q1 Q2 Q3 Q4 FY Q1 Q2 Q3 Q4 FY Q1 Q2 Q3 Q4 FY Q1 Q2 Q3
Europe +6.6% +18.1% +17.5% +18.2% +15.3% +14.1% +16.2% +59.6% +50.8% +46.7% +38.5% +48.5% -18.2% -20.3% -17.1% -10.1% -16.4% +2.1% +3.2% +4.8%
Asia Pacific
& MEA
+5.6% +20.3% +54.0% +52.3% +48.5% +18.0% +40.6% -1.4% +3.6% -1.7% -4.4% -1.1% -4.5% -11.8% -7.4% 3.9% -4.9% +3.4% +0.0% -0.5%
Americas +16.1% +24.9% +15.5% +17.7% -5.1% +5.1% +7.4% -4.9% -22.2% -4.5% -3.9% -8.6% +4.1% +5.0% -7.6% -6.3% -1.8% +0.2% -0.6% -3.4%
Total Group +7.6% +19.4% +23.8% +24.3% +18.7% +13.6% +19.7% +37.6% +31.5% +28.9% +23.1% +30.0% -14.0% -17.0% -14.4% -7.3% -13.1% +2.1% +2.2% +2.9%
o/w organic +5.9% +19.9% +14.5% +13.0% +6.4% +4.2% +9.1% +7.0% +3.5% -1.4% -3.2% +2.5% -13.6% -16.9% -13.7% -6.8% -12.7% +2.4% +3.6% +4.2%

1. Like-for-Like: Ariston Thermo Rus LLC deconsolidated from end-April in 2024 and 2023 (unaudited) figures. Reconsolidated since end-March 2025.

2. Organic pro-forma growth (including Wolf-Brink also in 2022)

Q3 2025 Q3 2024 % change
Net revenue 647.0 631.5 2.5%
EBITDA 69.2 67.4 2.8%
% margin 10.7% 10.7%
Adjusted EBITDA 76.8 68.2 12.6%
% margin 11.9% 10.8%
EBIT 35.1 33.2 5.8%
% margin 5.4% 5.3%
Adjusted EBIT 47.8 39.8 20.0%
% margin 7.4% 6.3%

9M 2025 9M 2024 % change
Net revenue 1,960.1 1,905.9 2.8%
EBITDA 228.2 131.8 73.2%
% margin 11.6% 6.9%
Adjusted EBITDA 202.2 181.4 11.4%
% margin 10.3% 9.5%
EBIT 124.8 29.6 n.m.
% margin 6.4% 1.6%
Adjusted EBIT 114.1 96.8 17.9%
% margin 5.8% 5.1%
Net financial charges (26.3) (34.7)
Income/(losses) from associates (3.7) (1.2)
Profit before tax 94.8 (6.2)

Comments

  • Reported figures: Ariston Thermo Rus LLC deconsolidated from end-April in 2024 and reconsolidated from end-March in 2025
  • Main adjustments on EBIT:
  • ‒ Russian subsidiary reconsolidation: -40 €M
  • ‒ PPA amortization: 15 €M

9M 2025 9M 2024 Change
EBITDA 228.2 131.8 96.4
Tax paid (27.7) (25.8) (1.9)
Provisions and other changes from operating activities (35.1) 48.5 (83.6)
1
Change in working capital
(62.3) (48.9) (13.4)
Operating Cash Flow 103.1 105.6 (2.4)
CapEx (73.6) (60.6) (13.0)
IFRS16 lease payments (28.4) (25.9) (2.5)
2
Other changes
0.1 (5.5) 5.6
Free Cash Flow 1.2 13.5 (12.3)

Comments

  • Higher cash absorption from Net Working Capital vs. 9M 2024
  • EBITDA improvement
  • Higher CapEx vs. 9M 2024, in line with our 2025 guidance

1.Change in working capital does not include FX and acquisition perimeter variation effects. 34

2.Excludes MtM derivatives impact.

NET FINANCIAL INDEBTEDNESS

€M

30/09/2025 31/12/2024 30/09/20241
Liquidity 219.8 357.1 225.9
minus: Current financial indebtedness (60.9) (148.2) (139.2)
minus: Non-current financial indebtedness (831.7) (811.7) (802.7)
Net Financial Indebtedness2
(ESMA guidelines)
(672.7) (602.7) (715.9)
Adjustments: Put & call options, escrow accounts and
positive MtM
23.0 23.6 24.3
Adjusted Net Financial Indebtedness1
(previous calculation method)
(649.7) (579.1) (691.6)

Comments

  • Non-current bank debt duration at 3.7 years:
  • ‒ c.90% of maturities in 2027-2032
  • Low sensitivity to inflation: >60% of longterm debt at fixed-rate or hedged
  • Additional >0.9 €BN committed unused credit lines to fuel organic and inorganic growth

1. Ariston Thermo Rus LLC has been deconsolidated from end-April in 2024 figures (unaudited). 35

2. Positive figures represent net cash.

DISCLAIMER

This document contains forward-looking statements that relate to future events and future operating, economic and financial results of Ariston Group. By their nature, forward-looking statements involve risk and uncertainty because they depend on the occurrence of future events and circumstances. Actual results may differ materially from those reflected in forward-looking statements due to a variety of factors, most of which are outside of the Group's control, including the direct and indirect consequences resulting from the ongoing developments in Ukraine and Russia.

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