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BigRep SE Interim / Quarterly Report 2025
6540_ir_2026-05-19_2fb78446-a353-4151-ae5b-b1bd5374eea1.pdf
Interim / Quarterly Report
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Docusign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
bigrep
30 June 2025
Half Year Report
BigRep SE
(former SMG Technology Acceleration SE)
Half Year Report 2025
Reporting Period
1 Jan - 30 Jun 2025
Registered Office
Luxembourg
Listing
Frankfurt Stock Exchange
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
Table of Contents
Company...4
Interim Management Report...4
Corporate Governance and Responsibility Statement...16
Report on Review of Condensed Consolidated Interim Financial Statements...20
Condensed Consolidated Interim Financial Statements...22
Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income...23
Condensed Consolidated Interim Statement of Financial Position...24
Condensed Consolidated Interim Statement of Changes in Equity...26
Condensed Consolidated Interim Statement of Cash Flows...27
Notes to Condensed Consolidated Interim Financial Statements...28
Other Information...64
List of Abbreviations and Acronyms...64
Dacueign Envelope ID: 27203AB0-0179-8FF3-82D9-9B06926B5F3B
Company: Interim Management Report
The Management Board of BigRep here after the "Company" submit its interim management report with the condensed consolidated interim financial statements of the Company and its subsidiaries (the "Group") for the period ended 30 June 2025.
1. Highlights First Half-Year 2025
1.1. Company Milestones and Strategic Transformation
Following the completion of the De-SPAC Transaction (the "Business Combination") between BigRep SE and BigRep GmbH, we successfully entered the stock market as an operational company. This significant step marks a new chapter in our history as a leading provider of large-format Fused Filament Fabrication (FFF) 3D printers. Our commitment remains to providing a comprehensive ecosystem—including the high temperature capabilities acquired through HAGE3D in 2024 for a global customer base that includes industry leaders such as Ford, Deutsche Bahn, Volkswagen and Airbus.
To secure long-term profitability, the Company has approved a new four-phase model. Since the fourth quarter of 2024, the Group has been in Phase 1, which aims to strike a balance between consistent cost management and targeted growth initiatives. A key milestone was the completion of structural personnel cost adjustments in the first half of 2025. Despite unplanned personnel changes in key financial management positions, operational stability was ensured by a new, cross-location team structure, supported by external financial experts (interim CFO) under the direct leadership of the Management Board. Our customers include renowned companies such as Ford, Deutsche Bahn, Canyon, and Airbus, as well as educational institutions, research institutes, and startups.
1.2. Strategic Objectives
To navigate the current market environment and ensure long-term value creation, the Group has defined core Objective Key Results (OKRs) for the 2025 financial year:
- OKR 1: Operational Stability through Sales & Marketing Efficiency Management is focused on securing liquidity by stabilizing operations. Key initiatives include the strategic sell-off of legacy machine inventory and a targeted reduction in lead acquisition costs. In Q2 2025, we successfully increased volume of leads by 32%, halting previous downward trends.
- OKR 2: Enhanced Customer Retention and Lifetime Value (LTV), we aim to increase the service-related share of total revenue, H1 2025 results show strong momentum with CX Service revenue per maintenance contracts.
- OKR 3: Strengthening Market Position and Competitiveness, we are executing the global market launch of DRYCON and IPSO to drive higher attention and leads in focus markets. Furthermore, we are accelerating the roll-out of VIIO and ALTRA in regions outside of DACH, specifically targeting the US and APAC markets.
- OKR 4: Internal Process Optimization, to improve operational agility, we are automating administrative workflows and standardizing hardware on a common software platform. A primary efficiency gain is the decided reduction of the "Materials" portfolio significantly lowering logistics and procurement complexity.
- OKR 5: Efficient Resource Utilization and Cost Reduction, the Group is executing a strict cost-management program. This includes the successful relocation of our Berlin HQ and targeted reductions in license fees to yield substantial annual savings.
1.3. Technological Offensive and Market Performance
With the full launch of the VIIO 250, we have successfully completed the technical finalization of our latest product generation. Market presence is being strengthened by intensified activities in our focus regions and the start of a strategic cooperation with a specialized partner for federal business in US. While we are seeing stable demand for the established BigRep ONE, whose sales we have specifically reactivated with technical improvements, we remain determined to clear finished goods inventory to free up tied-up capital.
The current market environment remains challenging due to macroeconomic factors such as high interest rates and geopolitical uncertainties. While the entry-level segment is still recording growth across the industry, the industrial and mid-range segments relevant to us are currently under considerable investment pressure. This general market weakness leads to a more cautious assessment of short-term sales expectations.
Nevertheless, a strong performance in June 2025 has narrowed the gap to our half-year targets. The gross margin remains at a low, but solid level. While personnel costs are in line with plans, general operating expenses (OPEX) remain above the original budget due to one-time audit expenses and costs of external finance team. Management has initiated detailed process optimizations to bring cost efficiency back into full alignment with the budget for future periods.
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2. Economic Report
2.1. Macroeconomic and Sector Specific Environment
The first half of 2025 is characterised by a remarkable discrepancy between industrial maturity and continued investment reluctance. While technological development in the field of material extrusion (FDM/FFF) is accelerating, hardware sales figures are stagnating due to external economic factors.
2.1.1. Market Overview and the Economic Paradox
After a transitional year in 2024, the global AM market – which was worth around EUR 10.72 billion in 2024 – showed positive momentum at the beginning of 2025. The overall market grew sequentially from around USD 3.89 billion in the second quarter to over USD 4 billion in the third quarter of 2025, with a full-year forecast of USD 23.4 billion.
Despite these leaps, the industry faces an economic paradox in which innovation does not immediately translate into hardware sales:
- Use instead of purchase: Instead of investing in new capacity, customers are optimising their existing fleets. This shift is reflected in stable or growing revenue shares from materials and services.
- Macroeconomic brakes: High interest rates, inflation and geopolitical tensions have led to frozen investment budgets and project postponements.
- Market consolidation: The sector is weeding out unprofitable players, while established companies are using this phase to restructure and increase their efficiency.
2.1.2. Technological Drivers: Specialization and Materials
The industry is moving away from generic printers towards highly specialised ecosystems that focus on application depth.
- High-performance plastics: There is an accelerated transition from standard plastics to engineering thermoplastics that can replace metal in the aerospace and automotive industries.
- Workflow integration and automation: New generations of machines are increasingly relying on automation to improve first-print-right rates and minimise manual intervention.
- Regulatory and sustainability factors: Stricter safety and environmental standards are promoting sustainable, bio-based solutions and recyclable materials.
2.1.3. Regional Dynamics and Industry Growth
The polymer sector remains more mature than the metal segment and is recording significantly higher sales of materials and component services.
- Regional shifts: In North America, historically the largest market, the focus is shifting from pure capacity expansion to optimising existing facilities and end-part manufacturing.
- Growth drivers: The defense sector in the US and Europe, as well as medical technology, have become important growth engines as capital market interest rates begin to stabilise.
- Competitive pressure: Asian suppliers, especially those from China, continue to increase price pressure on entry-level systems, forcing Western industrial manufacturers to differentiate themselves through quality and specialised applications.
2.1.4. Conclusion and Outlook
The current phase is not a technological crisis, but rather an economically driven consolidation. While hardware sales are stagnating in the short term, advances in materials science and automated processes are paving the way for the next major growth phase. The long-term outlook remains very optimistic, with an expected CAGR of 13% until 2029.
Source:
Primary industry reports
- AMpower (2025) Additive manufacturing report 2025: Global market and technology report (7. edition) https://additive-manufacturing-report.com/
- Maia Research (2025) Global polymer additive industry trends analysis report 2025, forecast to 2033 https://www.marketresearch.com/Maia-Research-v4212/Global-Polymer-Additive-Trends-Forecast-43119089/
- VoxelMatters Research (2026, 27. January) Additive manufacturing market report 2025 https://www.voxelmatters.report/product/additive-manufacturing-market-report-2025/
- Archive Market Research (2025) Polymer material additives analysis 2025 and forecasts 2033: Unveiling growth opportunities https://www.archiveemarketresearch.com/
Professional publications and analyses
- 3D Printing Industry (2025) 2025 AMpower report launched: Exclusive insights and analysis https://3dprintingindustry.com/
- Metatech Insights (2025) High performance polymers market: Global size, share & forecast 2025-2035 https://www.metatechinsights.com/
- 3Dnatives (2025, 19. March) AMpower: AM market resumes growth after a transitional period https://www.3dnatives.com/en/ampower-am-market-resumes-growth-190320256/
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2.2. Business Performance
Following the challenging financial year 2024, the first half of 2025 marks the continuation of a far-reaching transformation phase for BigRep. The company has set the necessary course to evolve from a pure start-up structure into a listed industrial player.
2.2.1. Restructuring and Resource Allocation
The first half of the year was characterised by significant extraordinary costs. Personnel changes in financial management – in particular the departure of the CFO and the Head of Accounting – coincided with the complex regulatory restructuring of the De-SPAC Transaction. This combination tied up considerable internal resources and resulted in above-average consultancy and administrative costs, which weighed on the results for the first six months and beyond.
2.2.2. Strategic Course-Setting and Operational Clean-up
Despite these administrative challenges, BigRep has successfully driven forward the operational clean-up:
- Structural streamlining: The reorganisation of the group structure continued, and overhead costs (IT, rent) were sustainably reduced – with the first visible results.
- Supply chain optimisation: The relocation of printer production to Austria was initiated, thereby increasing flexibility and strengthening the protection of core IP in the future. At the same time, an expanded low-cost sourcing structure for components was established through a strategic partnership in Asia.
- Inventory clearance: The liquidation of legacy stock that has begun has created a clean and efficient basis for the coming growth cycles.
2.2.3. Start of Roll-Out and Market Performance
With a technologically leading portfolio, BigRep has now entered the active roll-out phase:
- VIIO, IPSO and ALTRA models: Launched in 2024 and 2025, now cover the full industrial spectrum. Notable initial orders have been recorded, particularly in the defense sector.
- Market development: Nevertheless, the first half of the year was still weak – the refined positioning of the portfolio and the new sales processes only began to show initial success towards the end of the first half of the year. The company is thus heading towards the requested inflection point.
2.3. Results of Operations, Financial Position, and Net Assets
The Group's activities in the prior year interim period were limited to those of a holding company. Following the business combination, the Group now operates as a fully consolidated operating business. As a result, the prior year figures are not comparable, and no meaningful year over year variance analysis can be presented.
2.3.1. Results of Operations
Group statement of profit and loss in accordance with IFRS:
| in EUR thousand | Six months ended |
|---|---|
| 30 June 2025 | |
| Revenue | 4,175 |
| Cost of Materials | (2,625) |
| Gross Profits | 1,550 |
| Gross Margin % | 37% |
| Other Income | 250 |
| Personnel expenses | (3,205) |
| Other expenses | (4,539) |
| EBITDA reported | (5,944) |
2.3.2. Financial Position
Group statement of financial positions in accordance with IFRS:
| in EUR thousand | 30 June | 31 December | Delta |
|---|---|---|---|
| 2025 | 2024 | ||
| Total equity | (3,286) | 20,096 | (23,382) |
| Total equity and liabilities/total assets | 15,919 | 36,916 | (20,997) |
| Equity ratio | (21%) | 54% | |
| Non-current assets | 5,578 | 23,276 | (17,698) |
| Current assets | 10,341 | 13,640 | (3,299) |
BigRep's financial position shows a lower equity ratio (defined as a percentage of total equity divided by total equity and liabilities) of -21% on 30 June 2025, compared to 54% six months ago. This significant change is mainly due to the impairment losses as of 30 June 2025 and the negative operating result from the first six months in 2025.
The non-current assets amount to 35% of the total assets and are dominated by the intangible assets of EUR 2,856 thousand. Thereof internally developed products amounting to EUR 2,848. The remaining balance under intangible assets is attributable to capitalised commercial software licenses.
Current assets amounted to EUR 10,341 thousand as of 30 June 2025 (as of 31 December 2024: EUR 13,640 thousand). The inventory levels were destocked to EUR 5,714 thousand as of 30 June 2025 (as of 31 December 2024: EUR 6,572 thousand). Cash and cash equivalents were reduced to EUR 637 thousand (as of 31 December 2024: EUR 3,941 thousand). Equity and liabilities consist of EUR -3,286 thousand equity as of 30 June 2025 (as of 31 December 2024: EUR 20,096 thousand), EUR 13,610 thousand in non-current liabilities (as of 31 December 2024: EUR 3,971 thousand) and EUR 5,595 thousand in current liabilities (as of 31 December 2024: EUR 12,849 thousand). Non-current liabilities of comprise primarily of EUR 12,016 thousand non-current financial liabilities, of which EUR 10,575 thousand are owed to shareholders of the Group.
Cash Flows
Cash flow from operating activities in the first six months of 2025 was negative with EUR - 3,584 thousand. Bridging from the loss of the first half year 2025 to operating cash flows reflects significant non cash items related to impairment losses on intangible assets and exchange difference from the transactions in foreign currencies.
Net cash used in investing activities was EUR -1,204 thousand. Cash outflows mainly related to payments for intangible assets.
Financing activities resulted in a net outflow of EUR 1,407 thousand. Gross proceeds from loans and borrowings of EUR 1.8 million were partly offset by repayments of EUR 24 thousand.
Net decrease in cash and cash equivalents was EUR 3,381 thousand. A positive foreign exchange effect of EUR 77 thousand was included.
Overall Assessment of the Economic Situation
The first half of 2025 was a decisive turning point for the Group, characterised by a technological acceleration that contrasted with a cautious macroeconomic climate. While the global additive manufacturing (AM) market is recovering, hardware sales across the industry have experienced a temporary growth pause as customers prioritise the utilisation of existing fleets over new investments.
In response to these dynamics, management has successfully completed a comprehensive workforce reduction programme that began in 2024 to create a leaner and more efficient cost structure. Despite the unplanned departure of the CFO and Head of Accounting, transition plans are in place to ensure financial continuity. The Group's focus remains on:
- Liquidity and working capital: Accelerating sales of the established BigRep ONE printer and launching global clearance campaigns for old stock to bring working capital back to historical levels.
- Portfolio introduction: Leveraging the global launch of the new high-margin portfolio, including the VIIO, IP5O and ALTRA models, which are already achieving promising initial market results.
- Break-even target: With rising sales of new products and recurring revenue from materials and services, management believes the group should break even in 2027.
Nevertheless, significant risks remain, including high interest rates and potential impact from US tariffs and the war in Iran, which could cause the business plan to underperform. Management remains vigilant and is taking additional measures such as further cost optimisation.
Going Concern
The going concern forecast for BigRep SE is based on a comprehensive assessment of the assumptions set out in the 2024 annual consolidated financial statements, as well as on the financing measures successfully implemented in 2025.
Strategic Financing Instruments
To bridge the gap until the recapitalsation was implemented, the company received interest-bearing loans (6% p.a.) in July and September 2025 from de Krassny GmbH totaling EUR 3 million and from HAGE Holding GmbH with the amount of EUR 200 thousand. On 11 November 2025, the Supervisory Board resolved to issue convertible bonds with a total volume of up to EUR 10 million
- Terms: The interest rate was set at 8% p.a. aligned with the loans from Koehler Invest GmbH. The conversion price is EUR 0.70 per share. The standard term ends on 31 December 2031.
- Subscription by de Krassny: On 14 November 2025, de Krassny GmbH subscribed to convertible bonds worth EUR 2 million. In addition, the existing interim loans amounting to EUR 3 million (from the recapitalisation phase) were converted into convertible bonds (“restatement”), with a shortened term for this tranche until 31 December 2027, analogous to the Koehler loans.
- Advance payment and further subscriptions: In February 2026, de Krassny GmbH made an advance payment of EUR 1 million towards further convertible bonds. On 24 February 2026, Koehler Invest GmbH also subscribed to convertible bonds worth EUR 1 million.
In March 2026, de Krassny GmbH granted BigRep GmbH a loan of EUR 0.8 million bearing interest at 8% p.a. The loan is secured by a transfer of title to finished goods.
In April 2026, Koehler Invest GmbH entered into a loan agreement with BigRep GmbH for a loan amounting to EUR 1.0 million, bearing interest at 8% p.a. The loan is secured by a revolving global assignment of receivables.
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Operational Milestones for Risk Minimization
Management has reduced the going concern risk through targeted operational measures:
- Structural costs: The cash burn rate has been stabilized through the consistent reduction of overheads and the comprehensive insourcing of finance-related tasks. Further measures in the BigRep SE are under evaluation.
- Supply chain resilience: The transition to a hybrid production strategy – insourcing in Austria and cost-effective outsourcing in Asia – is leading to a sustainable improvement in gross margins.
- Revenue quality: The focus on high-margin markets such as the defense sector and the planned increase in the proportion of recurring revenue (LTV) through upgraded campaigns are strengthening financial resilience.
Based on current liquidity planning, the available financial instruments and their implementation, the execution of the measures as well as the forecast market recovery for 2026, management is confident that the Group has sufficient funds to meet its obligations for the foreseeable future. The goal remains to achieve the planned EBITDA break-even in 2027.
3. Outlook
3.1. Outlook
The 2025 financial year was a period of significant strategic change and operational consolidation. As the global additive manufacturing market continues to evolve, the first half of 2025 was characterised by marked divergence: A buoyant entry-level segment contrasted with temporary stagnation in the industrial and SME segments, which recorded low double-digit percentage decline due to high interest rates and geopolitical uncertainties.
Despite these macroeconomic challenges, BigRep showed strong resilience towards the end of the first half of 2025. Strong sales performance in June significantly narrowed the gap to our half-year targets. This momentum, supported by a stable, but slightly lower gross margin underscores the fundamental health of our core business model.
We have been focusing on the following strategic pillars:
- Product launch and market expansion: The technical completion and full market launch of the VIO series, combined with the global launch of DRYCON and IPSO, are key growth drivers. We are accelerating the distribution of these systems and the ALTRA product range, particularly in North America and the Asia-Pacific region, in order to strengthen our competitive position.
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Operational efficiency (phase 1): Following the successful completion of staff reductions in the first half of 2025, we are now focusing on an 'in-depth analysis' of all OPEX items in order to strictly align costs with our budget. The strategic streamlining of our material portfolio by 40% will further reduce the complexity of logistics and improve margins.
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Strategic partnerships: The start of our collaboration with a specialized US-based partner for federal business and intensified activities in focus markets opened up significant opportunities in new industrial sectors.
At the time of this report, we have identified about 30 relevant and specific risks to our business, the vast majority of which have a low or very low probability of occurrence and a low or very low impact. Overall, the higher-risk items were classified as implementation-relevant in the most recent risk inventories for the first half of 2025 and onwards. The implementation-relevant risks are described as follows:
- Financial constraints and liquidity resources: BigRep relies on debt financing to drive its business growth. Whilst the staff reduction was successfully completed in the first half of 2025, liquidity remains a critical factor. The aggressive sale of the inventory of older machines (legacy solutions) is underway but is progressing more slowly than planned. Delays in the disposal of this inventory or slower-than-expected OPEX reductions could continue to hamper the transition to Phase 1 targets and will increase the risk to slow down the ongoing production insourcing initiative due to insufficient funds for raw material procurement.
Impact: Very high | Probability: High
- Global market slowdown and investment pressure (CAPEX): Current market data for 2025 points to a split: whilst the AM market remains attractive overall, the industrial segment and the SME segment continue to record double-digit percentage declines compared to the previous year. High interest rates continue to lead to investment reluctance, with industrial customers postponing major investments. This market weakness has led to a more cautious assessment of short-term revenue expectations.
Impact: High | Probability: Very high
- Disruption from low-cost and Asian competitors: The market for polymer-based 3D printing is subject to extreme competitive pressure. The entry-level segment is growing, whilst the professional segment (with prices between desktop and large industrial machines) is recording a significant decline in revenue, as users switch to high-performance, cost-effective entry-level machines from Asian suppliers. BigRep differentiates itself through its specialised value proposition in the large-format industrial sector (VIO/ALTRA).
Impact: High | Probability: Very high
- Supply chain disruptions and cost increase due to political instability: The Group's machines and assembly groups are produced by a limited number of contract manufacturers (single sourcing) or in our own production facility. If raw materials shortages result in equipment production delays or come to a stop, this would lead to a decreasing ability to deliver and have negative consequences on cash flow. Furthermore, new trade conditions and changing customs regulations in the US in 2025 have increased the risk of rising component costs and raised the effective costs of operations. Should BigRep be unable to pass on these increased costs sufficiently, this could affect liquidity. The war in Iran could result in additional logistic cost and delivery time.
Impact: Medium | Probability: High
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- Technological progress and portfolio integration: We operate in a rapidly growing environment. With the full market launch of the VIIO and the integration of HAGE3D (ALTRA/IPSO product lines), BigRep achieved key technological milestones in the first half of 2025. However, underinvestment in further unified platforms (control systems/extruders) could result in a loss of competitive advantage and prevent us from fully realising cost-reduction potential and innovation speed across product lines.
Impact: High | Probability: High
- Geopolitical and macroeconomic conditions: Economic conditions in Germany, our home market, as well as in Europe and the US, remain under pressure. The ongoing conflict in Ukraine and the Middle East, as well as the reintroduction of significant trade tariffs in the US in 2025, have reshaped supply chains. Higher inflation and interest rates continue to affect the Group's revenue and the purchasing power of its broad customer base.
Impact: Medium | Probability: High
The Management Board considers the Group's overall risk exposure to be appropriate, provided that the restructuring and Phase 1 targets are implemented as planned. Market information from the first half of 2025 suggests that the recovery of the industrial segment is likely to be delayed until interest rates stabilise.
BigRep is well positioned technologically with its ONE, VIIO, IPSO and ALTRA systems. However, there remains significant uncertainty regarding the Group's ability to generate positive cash flow, which could give rise to substantial doubts about its ability to continue as a going concern should the planned reduction in inventories and cost savings be delayed. Taking these measures into account, no further risks to the going concern were apparent at the time of publishing this report.
Furthermore, we are continuing our aggressive strategy to reduce finished goods inventory in order to free up liquidity. Based on the results of the first half of 2025 and the expected outlook, we showed significant growth for the full financial year 2025.
For 2025, we anticipated a significantly negative EBITDA, attributable to planned investments in our new product lines and the remaining costs of our organisational transformation. We remain committed to our long-term financial plan, with the target break-even point still scheduled for 2027.
3.2. Subsequent Events
Please refer to Note 14 to the condensed consolidated interim financial statements.
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Company: Corporate Governance and Responsibility Statements
BigRep SE (hereinafter referred to as "the Company") is a Societas Europaea under Luxembourg law, which shares are traded on the regulated market of the Frankfurt Stock Exchange. The Company established a two-tier governance system (Système Dualiste) that comprises of a Management Board (Directoire) responsible for the operating management of the Company and a Supervisory Board (Conseil de Surveillance) that oversees and monitors the activities of the Management Board. The Group's corporate governance is determined by the applicable Luxembourg law of 10 August 1915 on commercial companies (as amended), the Luxembourg law of 24 May 2011 on the exercise of certain shareholder rights in listed companies (as amended), the Group's Articles of Association, as well as the Rules of Procedure of the Group's Management Board and the Rules of Procedure of the Supervisory Board. The Group is not required to adhere to the Luxembourg corporate governance regime applicable to companies whose shares are traded in Luxembourg. The Group has opted not to apply the Luxembourg corporate governance regime in its entirety on a voluntary basis either. Nevertheless, the company aligns its corporate governance framework with the Ten Principles of Corporate Governance of the Luxembourg Stock Exchange ("LuxSE") wherever appropriate. During the reporting period, the Supervisory Board reviewed the Company's regulations in light of these principles and confirmed that the framework is largely structured and applied in accordance with them. Company-specific circumstances may lead to deviations from this framework, but these are generally based on the rules of proper corporate governance. As a result, the Company is committed to applying and implementing a high standard of corporate governance throughout its organization and has therefore decided to set up a corporate governance structure comparable to the aforementioned standards which meet the specific needs and interests of the Group. The Supervisory Board reviews the corporate governance framework at least once a year.
The Company has also issued internally a corporate Code of Conduct. Under this code, all employees of the Company are required to abide by applicable laws and practice a culture of integrity. The code outlines the core values of the Company, which also include taking corporate and social responsibility, embracing diversity and considering also the long-term effects of our doing.
The Management Board is responsible for managing the Company and informs the Supervisory Board regularly, comprehensively, and without delay about all relevant issues involving strategy, planning, business development, the risk situation, risk management, and compliance. The Supervisory Board appoints the Management Board members and monitors and advises the Management Board on its management duties. To perform certain transactions and measures specified by law, the Articles of Association of the Company, or the Management Board's bylaws, the Management Board must obtain the prior approval of the Supervisory Board. The Management Board is required to report to the Supervisory Board on the conclusion, amendment, or termination of important agreements that do not require approval under the Articles of Association or the Management Board's bylaws. The Management Board is also required to notify the Supervisory Board of all material events, even those that do not require the approval of the Supervisory Board. In light of the above statements in 2024, the Management Board and the Supervisory Board once worked closely together for the benefit of the Company and all stakeholders.
Solely for purposes of section 5.4.1. of the DAX Equity Index Methodology Guide of STOXX Ltd., the Company declares that it does not deviate from recommendations C.10 (with sole reference to its applicability to the Chair of the Audit Committee), D.8 and D.9 of the GCGC 2022, in each case applied accordingly to a Societas Europaea with a two-tier governance system under Luxembourg law. The Company's Supervisory Board or its audit committee arranges for the Company's external auditors to inform it and note in the audit report if, during the performance of the audit, the external auditors identify any facts that indicate an inaccuracy in adhering to the recommendations in C.10, D.8 or D.9 of the GCGC in each case applied accordingly to a Societas Europaea with a two-tier governance system under Luxembourg law, and, in case of D.9, applied accordingly with respect to this statement.
During the first six months of 2025 fiscal year, the Supervisory Board continuously performed the tasks that are incumbent upon it according to the laws and the Company's bylaws. It consulted with the Management Board on an ongoing basis regarding the operational management of the company and supervised its managerial activities. The Management Board informed the Supervisory Board regularly, promptly and extensively about all significant topics concerning the Company, especially about the corporate strategy, the status of the implementation of all strategic initiatives, and the current business progress. Likewise, the share price performance, as well as topics of relevance to the capital market and compliance, also formed part of the regular information provided by the Management Board.
The Supervisory Board was included at an early stage in all fundamentally important decisions. The Supervisory Board therefore had sufficient opportunity to engage with topics and to prepare for resolutions. Any and all matters that the Management Board submitted to the Supervisory Board for approval in accordance with the bylaws and the rules of business procedures were approved by the Supervisory Board after in-depth review and discussion with the Management Board. The chairman of the Supervisory Board and the Management Board were also in close contact to ensure a continuous information outside scope of Supervisory Board meetings. The quorum required by the bylaws of the Company was always complied with when the Supervisory Board passed its resolutions.
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The following table shows the members of the Management Board and the Supervisory Board of the Company:
| Board | Name | Role/Position | Start of Term | End of Term |
|---|---|---|---|---|
| Management Board | Dr. Reinhard Festag | Chief Financial Officer (CFO) | 30 Jul 2024 | 31 Mar 2025 |
| Thomas Janics-Jakomini | Chief Executive Officer (CEO) | 01 Nov 2024 | — (incumbent) | |
| Supervisory Board | Dr. Peter Smeets | Chairman | 30 Jul 2024 | 30 Aug 2025 |
| Florian Hampel | Deputy Chairman | 30 Jul 2024 | — (incumbent) | |
| Philipp Prechtl | Member | 30 Jul 2024 | — (incumbent) | |
| Tommy Grosche | Member | 30 Jul 2024 | — (incumbent) | |
| Isabella de Krassny | Member | 30 Jul 2024 | — (incumbent) | |
| Uwe Bögershausen | Chairman | 20 Feb 2026 | — (incumbent) |
The Company additionally declares that it has appointed an Audit Committee that is to monitor the accounting process, the effectiveness of the internal control system, the risk management system, and the internal accounting control system as well as the auditing of standalone and consolidated financial statements, and in this regard particularly the selection and the independence of the auditor of the annual accounts and the services additionally provided by the auditor of the annual accounts pursuant to section 107 (4) of the German Stock Corporation Act (Aktiengesetz) and, insofar as applicable to the Company as a Luxembourg-listed public-interest entity, Article 52 of the Luxembourg Law of 23 July 2016 concerning the audit profession and the related provisions of Regulation (EU) No 537/2014. The Audit Committee comprises two members elected by the Supervisory Board. These are Philipp Prechtl (chairman) and Florian Hampel. In accordance with Article 68, the Audit Committee supervises the financial reporting process, including the effectiveness of the internal control system and risk management system, and—consistent with Luxembourg law—performs these duties pursuant to Article 52(6)(b)—(c) of the Luxembourg Law of 23 July 2016 concerning the audit profession (and related provisions of Regulation (EU) No 537/2014). It discusses regular risk reports and addresses issues of compliance and reporting to the Supervisory Board. In addition, it oversees, without intervening in it, the audit of the standalone financial statements, the Management Report and the proposal on profit/loss appropriation as well as the consolidated financial statements and the Group Management Report by the Supervisory Board. In this context, it familiarizes itself with the auditors' view on certain aspects of the audit.
Due to the reorganization of the Management Board, there is currently no dedicated remuneration policy in place. This will be further specified in the course of the further reorganization of the Management Board.
In general, the compensation scheme for the Company's governing bodies, comprising the Management Board and the Supervisory Board of the Company, is based on the respective individuals' responsibilities and tasks, and in the existing variable components for the Management Board takes into account the Company's financial and business position. The Supervisory Board consults about and approves the Management Board's compensation. The current compensation structure was set in the current employment contract. The existing employment contract will be supplemented in the 2025 fiscal year by a long-term incentive program (LTI) that will be concluded in the course of fiscal year 2025. Compensation for individual members of the Management Board comprises both fixed and variable components.
Corporate Governance Statement by the Management Board for the period ended 30 June 2025
The Management Board of the Company reaffirm their responsibility to ensure the maintenance of proper accounting records disclosing the consolidated financial position and performance of the Group with reasonable accuracy at any time and ensuring that an appropriate system of internal controls is in place to ensure that the Group's business operations are carried out efficiently and transparently.
In accordance with Article 4 of the Luxembourg law of 11 January 2008 on transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market, the Management Board of the Company, acting within the framework of their corporate governance responsibilities, hereby confirm that, to the best of their knowledge, the condensed consolidated interim financial statements, prepared in accordance with International Accounting Standard IAS 34 Interim Reporting Financial as adopted by European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of the issuer and the undertakings included in the consolidation taken as a whole.
Furthermore, the management report includes a fair review of the development and performance of the business and the position of the Group, and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties, where appropriate, faced by the Group as well as other information required by Article 68b of the Luxembourg law of 19 December 2002 on the commercial companies register and on the accounting records and financial statements of undertakings, as amended.
Luxembourg, 15 May 2026
Thomas Janics-Jakomini
Chief Executive Officer BigRep SE
Member of the Management Board
Dequegh Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
Report on Review of Condensed Consolidated Interim Financial Statements
To the Shareholders of
BigRep S.E.
9, rue de Bitbourg
L-1273, Luxembourg
Report on review of condensed consolidated interim financial statements
Introduction
We have reviewed the accompanying condensed consolidated interim financial statements of BigRep SE and its subsidiaries as of 30 June 2025 and for the six-month period then ended, which comprise the condensed consolidated interim statement of financial position as at 30 June 2025, the related condensed consolidated interim income statement, the condensed consolidated interim statement of other comprehensive income, the condensed consolidated interim statement of changes in equity, the condensed consolidated statement of cash flows for the six-month period then ended and explanatory notes. Management is responsible for the preparation and fair presentation of these condensed consolidated interim financial statements in accordance with International Financial Reporting Standard IAS 34 "Interim Financial Reporting" as adopted by the European Union ("IAS 34"). Our responsibility is to draw a conclusion on these condensed consolidated interim financial statements based on our review.
Scope of Review
We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity." A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for qualified conclusion
As described in Note 2.1. to the condensed consolidated interim financial statements, the condensed consolidated interim financial statements do not present the comparative condensed consolidated interim statement of profit or loss and other comprehensive income, condensed consolidated interim statement of changes in equity and condensed consolidated interim statement of cash flows for the period ended 30 June 2024, therefore the condensed consolidated interim financial statements do not represent a full set of interim financial information as required by IAS 34.
Qualified Conclusion
Except for the matter described in the Basis for Qualified Conclusion section, based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial statements have not been prepared, in all material respects, in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union.
Material uncertainty related to the going concern
We draw attention to Note 2.2. to the condensed consolidated interim financial statements, which describes management's assessment of the Group's ability to continue as a going concern. The Group's ability to continue as a going concern depends on its ability to maintain a positive cash balance for at least twelve months after the date of approval of the condensed consolidated interim financial statements.
Management's assessment is based on the planned and ongoing implementation of the restructuring and financing measures described therein, and on forecasts that incorporate planned operational improvements, cost-optimization measures and expected revenue growth. These forecasts involve significant judgement and are subject to estimation uncertainty and sensitivity to external factors, including macroeconomic conditions, inflation, supply-chain disruptions and tariffs. The successful and timely implementation of the restructuring and financing measures is also subject to execution and regulatory risks.
These events or conditions, together with other matters described in Note 2.2., indicate that a continued material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our conclusion is not modified as a result of this matter.
Luxembourg, 15 May 2026
For Forvis Mazars, Cabinet de révision agréé
5, rue Guillaume J. Kroll
L-1882 Luxembourg
Oana Bentel
Réviseur d'entreprises agréé
Dequeign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
Condensed Consolidated Interim Financial Statements
Table of Contents
Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income 23
Condensed Consolidated Interim Statement of Financial Position 24
Condensed Consolidated Interim Statement of Changes in Equity 26
Condensed Consolidated Interim Statement of Cash Flows 27
Notes to Condensed Consolidated Interim Financial Statements 28
Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income
For the six month period ended 30 June 2025
| in EUR thousand | Note | Six months ended 30 June 20251 |
|---|---|---|
| Revenue from contracts with customers | 4 | 4,175 |
| Other income | 5.1 | 250 |
| Cost of materials | 5.2 | (2,625) |
| Personnel expenses | 5.3 | (3,205) |
| Other expenses | 5.4 | (4,539) |
| Earnings before interest taxation depreciation and amortization (EBITDA)2 | (5,944) | |
| Depreciation expenses | 7.2, 7.3 | (558) |
| Amortization expenses | 7.1 | (1,643) |
| Impairment expenses3 | 7.1 | (16,371) |
| Operating result (EBIT)2 | (24,516) | |
| Finance income | 5.5 | 4 |
| Fair value loss on Class A warrants | 5.5 | (83) |
| Finance costs | 5.5 | (331) |
| Financial result, net | (410) | |
| Loss before tax (EBT)2 | (24,926) | |
| Income tax | 5.6 | 1,128 |
| Loss for the period | (23,798) | |
| Number of shares outstanding (basic) | 12 | 12,380,151 |
| Number of shares outstanding (diluted) | 12 | 12,380,151 |
| Basic earnings per share (in EUR) | 12 | (1.92) |
| Diluted earnings per share (in EUR) | 12 | (1.92) |
| Items that will be reclassified subsequently to profit or loss: | ||
| Exchange differences from the translation of foreign operations | 8 | 416 |
| Other comprehensive income for the period, net of tax | 416 | |
| Total comprehensive loss for the period | (23,382) |
1 As at 30 June 2025, comparative figures are not disclosed due to the restructuring completed in July 2024, which has significantly impacted comparability with prior periods. Please refer to Note 2.1.
2 Key indicators not defined in IFRS.
3 Impairment on goodwill and other internally generated intangible assets.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
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Condensed Consolidated Interim Statement of Financial Position
| in EUR thousand | Note | 30 June 2025 | 31 December 2024 |
|---|---|---|---|
| Non-current assets | |||
| Intangible assets | 7.1 | 2,856 | 20,254 |
| Property, plant and equipment | 7.2 | 1,256 | 1,450 |
| Right-of-use assets | 7.3 | 1,391 | 1,294 |
| Non-current financial assets | 37 | 277 | |
| Deferred tax assets | 7.5 | 38 | 1 |
| Total non-current assets | 5,578 | 23,276 | |
| Current assets | |||
| Inventories | 7.4 | 5,714 | 6,572 |
| Advances to suppliers | 16 | 3 | |
| Trade receivables | 6.1 | 1,669 | 1,065 |
| Current financial assets | 6.2 | 397 | 1,393 |
| Other current assets | 7.6 | 1,908 | 666 |
| Cash and cash equivalents | 6.3 | 637 | 3,941 |
| Total current assets | 10,341 | 13,640 | |
| Total assets | 15,919 | 36,916 |
Condensed Consolidated Interim Statement of Financial Position
| in EUR thousand | Note | 30 June 2025 | 31 December 2024 |
|---|---|---|---|
| Equity | |||
| Share capital | 794 | 794 | |
| Share premium | 157,706 | 157,706 | |
| Other reserves | 8 | 26 | (390) |
| Treasury shares | (21,953) | (21,953) | |
| Reserve for share-based payments | 1,727 | 1,727 | |
| Accumulated Losses | (117,788) | (56,062) | |
| Loss for the period | (23,798) | (61,726) | |
| Total equity | (3,286) | 20,096 | |
| Non-current liabilities | |||
| Non-current financial liabilities | 6.4 | 12,016 | 1,461 |
| Warrants liabilities | 6.5 | 394 | 311 |
| Non-current lease liabilities | 7.3 | 954 | 852 |
| Other non-current liabilities | - | 11 | |
| Deferred tax liabilities | 7.5 | 246 | 1,336 |
| Total non-current liabilities | 13,610 | 3,971 | |
| Current liabilities | |||
| Current financial liabilities | 6.4 | 64 | 8,933 |
| Current lease liabilities | 7.3 | 419 | 434 |
| Short-term employee benefits | 945 | 803 | |
| Current provisions | 400 | 157 | |
| Contract liabilities | 118 | 338 | |
| Trade payables | 6.4 | 2,264 | 1,405 |
| Other current liabilities | 7.7 | 1,384 | 778 |
| Income tax liabilities | 1 | 1 | |
| Total current liabilities | 5,595 | 12,849 | |
| Total liabilities | 19,205 | 16,820 | |
| Total equity and liabilities | 15,919 | 36,916 |
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95928B5F3B
BigRep Half Year Report 2025: Condensed Consolidated Interim Financial Statements
Condensed Consolidated Interim Statement of Changes in Equity
For the six month period ended 30 June 2025
| in EUR thousand | Note | Share capital | Share premium | Share based payment reserves | Accumulated losses | Profit / Loss for the year | Other reserves - CTA | Treasury shares | Total equity |
|---|---|---|---|---|---|---|---|---|---|
| Balance as of 1 January 2025 | 794 | 157,706 | 1,727 | (56,062) | (61,726) | (390) | (21,953) | 20,096 | |
| Allocation for prior year results | - | - | - | (61,726) | 61,726 | - | - | - | |
| Profit / Loss for the year | - | - | - | - | (23,798) | - | - | (23,798) | |
| Other comprehensive income for the year | 8 | - | - | - | - | - | 416 | - | 416 |
| Total comprehensive income | - | - | - | - | (23,798) | 416 | - | (23,382) | |
| Balance as of 30 June 2025 | 794 | 157,706 | 1,727 | (117,788) | (23,798) | 26 | (21,953) | (3,286) |
Condensed Consolidated Interim Statement of Cash Flows
For the six month period ended 30 June 2025
| in EUR thousand | Note | Six months ended 30 June 2025 | |
|---|---|---|---|
| Profit / Loss for the year | (23,798) | ||
| +/- | Adjustments for depreciation and amortization | 7.1, 7.2, 7.3 | 2,194 |
| +/- | Fair value loss on Class A warrants | 6.5 | 83 |
| +/- | Other Adjustments for non-cash items | (1,132) | |
| +/- | Adjustments for increase in inventories, trade receivables and other current assets that are not attributable to investing or financing | 7.4, 6.1, 6.2, 7.6 | 505 |
| +/- | Adjustments for decrease in trade payables and other liabilities that are not attributable to investing or financing activities | 6.4, 7.7 | 817 |
| -/+ | Adjustments for unrealized foreign exchange gains | 815 | |
| +/- | Adjustments for impairment losses | 7.1 | 16,371 |
| +/- | Adjustments for share-based payments | 53 | |
| +/- | Adjustments for net finance costs | 508 | |
| Cash flow from operating activities | (3,584) | ||
| - | Payments for intangible assets | 7.1 | (1,145) |
| + | Proceeds on disposals of property, plant and equipment | 7.2 | 6 |
| - | Payments for property, plant and equipment | 7.2 | (65) |
| Cash flow from investing activities | (1,204) | ||
| + | Proceeds from loans and borrowings | 6.4 | 1,800 |
| - | Repayments of loans and borrowings | 6.4 | (24) |
| - | Settlement of share-based payment plans | (53) | |
| - | Payments of lease liabilities | 7.3 | (284) |
| - | Interest paid | (32) | |
| Cash flow from financing activities | 1,407 | ||
| Net decrease in cash and cash equivalents | (3,381) | ||
| Cash and cash equivalents at beginning of year | 3,941 | ||
| Effect of foreign exchange rate changes | 77 | ||
| Cash and bank balances at end of year | 637 |
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95928B5F3B
Notes to Condensed Consolidated Interim Financial Statements
1. General Information
BigRep SE (the "Company", or "BigRep"), formerly SMG Technology Acceleration SMG was incorporated in Luxembourg on 27 July 2023 and registered with the Luxembourg Trade and Companies Register on 7 August 2023. The registered office of the company is in rue de Bitbourg 9, L-1273, Luxembourg. These condensed consolidated interim financial statements comprise the company and its subsidiaries (together referred to as the "Group" or "BigRep").
BigRep is a Societas Europaea, formed on 7 August 2023 and the company's initial corporate purpose was the acquisition of one operating business with a principal business operations in a member state of the European Economic Area, the United Kingdom or Switzerland that is based in the technology sector, which encompassed primarily the following verticals: additive manufacturing/3D printing, software as a service (SaaS), and digital infrastructure/blockchain-based technologies, through a merger, capital stock exchange, share purchase, asset acquisition, reorganization or similar transaction (the "Business combination").
On 20 December 2023, the Company signed a Business Combination Agreement with BigRep GmbH, a producer of advanced 3D printing solutions which serves a wide range of industries e.g., industrial, business solution and consumer products, automotive, transportation, aerospace and logistics as well as government and education. On 28 May 2024, the company entered into an Amendment Agreement relating to the Business Combination Agreement signed with BigRep GmbH and dated 20 December 2023. In accordance with this Amendment Agreement, the original terms of the Business Combination Agreement were revised. On 25 July 2024, the company changed its name from SMG Technology Acceleration SE to BigRep SE. On 29 July 2024, the company completed its Business combination with BigRep GmbH following the extraordinary general meeting.
Following the completion of the Business combination, BigRep holds all of the shares in BigRep GmbH. The Business combination is accounted for as a reverse acquisition in accordance with IFRS. While BigRep SE was the legal acquirer, BigRep GmbH was deemed the accounting acquirer.
Furthermore, BigRep GmbH signed a share contribution agreement regarding the acquisition of 100% of the shares in HAGE3D GmbH, Obdach, Austria ("HAGE3D") on 3 November 2023. HAGE3D was initially founded in 2019 as a business unit of HAGE Sondermaschinenbau GmbH, Obdach, Austria, and employs 16 people as at the Business Combination date. The company develops and sells industrial 3D printers. HAGE3D's basic technology is additive material extrusion, an extrusion-based sub-discipline of additive manufacturing. The key products of HAGE3D are four models that can process engineering thermoplastics and high-performance thermoplastics, respectively.
The strategic rational of the transaction is to gain access to two models of HAGE3D that can process high-performance thermoplastics.
The transaction was closed on 26 July 2024, when BigRep GmbH obtained control of HAGE3D in accordance with IFRS 3.8 in connection with IFRS 10.
After the Business combination and the acquisition of HAGE3D GmbH, BigRep Group is organized as follows:
Decuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95928B5F3B
BigRep Half Year Report 2025: Condensed Consolidated Interim Financial Statements
2. Basis of Preparation
2.1. Preparation of the Condensed Consolidated Interim Financial Statements
The Company's current condensed consolidated interim financial statements start on 1 January 2025 and end on 30 June 2025.
The condensed consolidated interim financial statements of BigRep S.E. (the "Company") and its subsidiaries (together the "Group") as of and for the period ended 30 June 2025 have been prepared in accordance with the International Accounting Standard ("IAS") 34. "Interim Financial Reporting" as adopted by the European Union. They should be read in conjunction with the consolidated financial statements and the notes thereto in the Group's Annual Report as of and for the year ended 31 December 2024, which have been prepared in accordance with the International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and as adopted by the European Union.
The Group was formed following the completion of the business combination on 29 July 2024, at which date the Company transitioned from operating as a special purpose acquisition company ("SPAC") to an operating group. Accordingly, no comparative information is presented for the Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income, Condensed Consolidated Interim Statement of Changes in Equity, and Condensed Consolidated Interim Statement of Cash Flows for the six-month period ended 30 June 2024, as that period does not represent a comparable reporting period for the Group's operating activities. The current period therefore represents the Group's first interim period of operations following the business combination. The Group had not previously prepared or published interim financial information. This treatment is consistent with IAS 34 Interim Financial Reporting.
The condensed consolidated interim financial statements have been published in Euro. Unless stated otherwise, the numbers are rounded to thousands of euros.
On 13 May 2026 the Supervisory Board approved the condensed consolidated interim financial statements.
Material Accounting Policies
The accounting policies are consistent with those applied in the consolidated financial statements for the year ended 31 December 2024.
The preparation of the condensed consolidated interim financial statements requires Management to make certain accounting estimates and assumptions that might affect the reported amounts of assets and liabilities, as of the reporting date, and the reported amounts of revenue and expenses for the reported period. Actual results may differ from those estimates. The main areas involving significant estimates or judgments are the impairment of goodwill and long-lives assets, the income taxes, obsolescence of inventories, valuation of trade receivables, business combinations, useful lives of property, plant and equipment and intangible assets and fair value estimation of certain financial instruments.
None of the accounting pronouncements applicable after 31 December 2024, and as of the date of these condensed consolidated interim financial statements had a material impact on the Group's financial position or the results of its operations.
Use of Judgment and Estimates
The preparation of these condensed consolidated interim financial statements in conformity with IFRS recognition and measurement principles requires the use of estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Management reviews its estimates on an ongoing basis using currently available information.
Changes in facts and circumstances or obtaining new information or more experience may result in revised estimates, and actual results could differ from those estimates.
2.2. Going Concern
The Group's ability to continue as a going concern depends on its ability to maintain a positive cash balance for at least twelve months after the date of approval of these condensed consolidated interim financial statements.
Management has assessed the Group's ability to continue as a going concern. This assessment is based on the planned and ongoing implementation of the restructuring and financing measures further described in the note 14 to the condensed consolidated interim financial statements.
Management's assessment further relies on forecasts, which incorporate planned operational improvements, cost-optimization measures and expected revenue growth. These forecasts and assumptions are subject to estimation uncertainty and are sensitive to various external factors, including macroeconomic conditions, inflation, supply-chain disruptions, and tariffs. The successful and timely implementation of the restructuring and financing measures is subject to execution and regulatory risks.
As a result, a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern.
The condensed consolidated interim financial statements have been prepared on a going-concern basis in accordance with IAS 1.25, based on management's expectation that the restructuring and financing measures described above will be implemented successfully and in a timely manner.
2.3. Significant Events during the Period
In March 2025, an agreement between the Company and SMG Holding S.à r.l. was reached in accordance with which a payment of EUR 1 million was made by SMG Holding S.à r.l. to the Company to settle outstanding receivables and loans due by SMG Holding S.à r.l. In accordance with the agreement reached, SMG Holding S.à r.l. also agreed to bear and settle on behalf of the Company EUR 292 thousand expenses incurred in relation to the Business Combination.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95928B5F3B
Effective 31 March 2025, Dr. Reinhard Festag resigned as Managing Director of BigRep SE.
On 30 May 2025, BigRep SE announced the conclusion of a legally binding restructuring agreement with its major shareholders to secure the Company's liquidity and ensure sustainable financial stability. The restructuring package includes the following key measures:
- A cash capital increase of EUR 3.2 million under exclusion of shareholder subscription rights, fully underwritten by two major shareholders (de Krassny GmbH and HAGE Holding GmbH), who will subscribe to 4,571,428 new Class A shares.
- The capital increase is subject to a regulatory exemption from the Commission de Supervision du Secteur Financier (CSSF), the Luxembourg financial supervisory authority. Should the exemption not be granted, the committed shareholders have undertaken to provide the necessary liquidity through alternative means.
- Extension of existing shareholder loans until 31 December 2027 by BASF Venture Capital GmbH, Koehler Invest GmbH, and HAGE Holding GmbH, along with the commitment to convert these loans into equity (up to 1,269,582 Class A shares) or use them to otherwise relieve the balance sheet at maturity.
- An additional liquidity inflow of EUR 1.8 million through repayment of a previously settled shareholder loan by Koehler Invest GmbH.
Interest bearing loans with the interest rate of 6% p.a. were extended to the Company to provide interim financing until the aforementioned measures were implemented. In July 2025, the Company received an interest-bearing loan of EUR 1.4 million from de Krassny GmbH, followed by an additional EUR 1.6 million in September 2025. In the same month, the Company also secured an interest-bearing loan of EUR 200 thousand from HAGE Holding GmbH.
3. Segment Information
3.1. Basis for Identifying Operating Segments
In accordance with IFRS 8 Operating Segments, an operating segment is a component of an entity:
- that engages in business activities from which it may earn revenues and incur expenses,
- whose operating results are regularly reviewed by the management for purposes of performance assessment and resource allocation, and
- for which discrete financial information is available.
BigRep generates revenues from various sources, primarily including:
- the sale of industrial 3D printing systems,
- the sale of consumable materials used in additive manufacturing, and
- additive manufacturing services provided using the Group's proprietary 3D printing technology.
Although these revenue streams are distinguishable by nature, they are operationally integrated and collectively support a single business model focused on the provision of industrial additive manufacturing solutions. The Group's management prepares internal forecasts that include revenue analyses by product category; however, these analyses are used solely for planning purposes and do not form the basis for management's assessment of performance or allocation of resources.
The management reviews the Group's operating performance on a consolidated basis at least monthly. Internal management reporting does not provide discrete financial information (including profit or loss measures, assets, or liabilities) for individual revenue streams, nor are decisions regarding capital allocation or strategic priorities made based on such distinctions.
Accordingly, the Group does not meet the criteria set out in IFRS 8 for the identification of multiple operating segments. BigRep is therefore considered to operate as a single operating segment for the purposes of segment reporting.
3.2. Segment Information
As the Group operates as a single operating segment, no separate segment information is presented in these condensed consolidated interim financial statements. The financial performance and financial position of the Group's sole operating segment are presented in:
- the condensed consolidated interim statement of profit or loss and other Comprehensive Income, and
- the condensed consolidated interim statement of financial position.
No additional reconciliations or disaggregated segment disclosures are required under IFRS 8.
3.3. Entity-Wide Disclosures – Revenue by Geographical Areas
In accordance with the entity-wide disclosure requirements of IFRS 8, revenue information is presented by geographical areas. These disclosures are provided for informational purposes only and do not represent operating segments, as geographical regions are not reviewed by management for performance evaluation or resource allocation.
The Group operates through legal entities located in Germany, Austria, the United States, and Singapore, serving customers in more than 40 countries worldwide.
- BigRep GmbH (Germany) is responsible for distribution and shipment of products primarily within EMEA and supports sales activities in other regions.
- BigRep America Inc. (USA) is responsible for distribution and shipment within NA.
- BigRep Private Ltd. (Singapore) acts as a sales and support office for the German operating entity in APAC.
- HAGE3D GmbH (Austria) performs activities exclusively within the Group and does not generate external revenue.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
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Revenue by geographical area is attributed based on the country of domicile of the Group entity invoicing the external customer. This basis reflects the organizational structure of the Group's sales and distribution functions and does not represent the location of customers, production activities, or underlying economic risks and returns.
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Germany | 2,336 | 3,152 |
| USA | 1,696 | 3,051 |
| Austria | 146 | 44 |
| Total | 4,175 | 6,247 |
The presentation of revenue by country or region does not constitute segmentation under IFRS 8, as:
- management does not evaluate operating results on a geographical basis,
- resources are not allocated by region, and
- discrete financial information by geography is not used for internal decision-making.
4. Revenue from Contracts with Customers
Disaggregated Revenue Information
BigRep views its products and services offered to be appropriate categories in disclosing the disaggregated revenues. The following table provides information about the disaggregated revenue by product or service:
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Printers | 2,313 |
| Materials and spare parts | 1,096 |
| Printing and other services | 766 |
| Total | 4,175 |
5. Income and Expenses
5.1. Other Income
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Reversal of lease liabilities | 62 |
| Income from foreign currency translation | 62 |
| Allocated other non-cash benefits (excluding goods) | 19 |
| Government grants | 10 |
| Other sundry income | 97 |
| Total other income | 250 |
5.2. Cost of Materials
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Cost of purchased goods | 1,709 |
| Cost for purchased services | 784 |
| Cost for raw materials, consumables and supplies | 132 |
| Total | 2,625 |
5.3. Personnel Expenses
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Wages and salaries | 2,521 |
| Social security contributions | 433 |
| Employer's social security contributions | 262 |
| Settlement of share-based payment plans* | (11) |
| Total | 3,205 |
*Due to reversal of accrual
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
5.4. Other Expenses
Breakdown of other expenses by nature:
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Legal and consulting fees | 1,512 |
| Currency exchange expenses | 823 |
| Freight and handling expenses | 446 |
| Advertising expenses | 424 |
| Impairment on inventory | 370 |
| Third-party service expenses | 301 |
| Software license expenses | 223 |
| Traveling expenses | 122 |
| Rent and room expenses | 46 |
| Insurance expenses | 95 |
| Impairment losses on receivables | 3 |
| Other sundry expenses | 174 |
| Total other expenses | 4,539 |
5.5. Finance Income and Finance Costs
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Finance income | |
| Other interest and similar income | 4 |
| Total finance income | 4 |
| in EUR thousand | Six months ended 30 June 2025 |
| --- | --- |
| Finance costs | |
| Interest expenses from shareholder loan | 251 |
| Interest expenses from loans | 37 |
| Interest expenses from lease liabilities | 43 |
| Loss on revaluation of Class A warrants | 83 |
| Total finance costs | 414 |
| Finance result | (410) |
| --- | --- |
5.6. Income Tax
The tax expense for the period is based on an estimated annual effective rate for jurisdictions where the Group operates combined with the tax impact of the events that are recorded discretely within the reporting period. The income tax expense was EUR 1,128 thousand for the six months ended 30 June 2025.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
6. Financial Assets and Liabilities
This Note provides information about BigRep's financial instruments, including:
- an overview of all financial instruments held by BigRep
- specific information about each type of financial instrument
Financial assets at amortized cost
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Cash and cash equivalents | 637 | 3,941 |
| Receivables from related parties | 26 | 1,292 |
| Trade receivables | 1,669 | 1,065 |
| Deposits | 37 | 277 |
| Other financial assets | 371 | 101 |
| Total | 2,740 | 6,676 |
| Total current | 2,703 | 6,398 |
| Total non-current | 37 | 277 |
Financial liabilities at amortized cost
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Liabilities towards shareholders | 10,575 | 8,523 |
| Loans and borrowings | 1,437 | 1,461 |
| Trade payables | 2,264 | 1,405 |
| Lease liabilities | 1,373 | 1,286 |
| Other financial liabilities | 64 | 411 |
| Total | 15,713 | 13,086 |
| Total current | 2,349 | 10,462 |
| Total non-current | 13,364 | 2,624 |
Financial liabilities at fair value
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Warrants liabilities | 394 | 311 |
| Total | 394 | 311 |
BigRep's exposure to various risks associated with financial instruments is discussed in Note 9.1 – Liquidity Risk. The maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class of financial assets mentioned above.
Financial liabilities at fair value comprise Class A warrants as of 30 June 2025. For further explanation refer to Note 6.5.
For further information regarding leases and lease liabilities see note 7.3 Leases.
6.1. Trade Receivables
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Trade receivables | 2,156 | 1,593 |
| Impairment | (487) | (528) |
| Total | 1,669 | 1,065 |
Trade receivables are non-interest bearing and are generally short-term.
6.2. Current Financial Assets
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Receivables from related parties | 26 | 1,292 |
| Deposits | 37 | 277 |
| Other financial assets | 371 | 101 |
| Total | 434 | 1,670 |
| Total current | 397 | 1,393 |
| Total non-current | 37 | 277 |
Other financial assets include advance payments resulting from excess transaction costs, which are in the process of being gradually reimbursed.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
BigRep Half Year Report 2025: Condensed Consolidated Interim Financial Statements
6.3. Cash and Cash Equivalents
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Cash and cash equivalents | 637 | 3,941 |
| Total | 637 | 3,941 |
BigRep did not recognize any credit impairment losses on cash as the credit risk on cash measured at amortized cost is insignificant due to main counterparties exclusively operating under European financial regulation.
6.4. Non-Current Financial Liabilities
On 30 May 2025, BigRep SE announced the conclusion of a legally binding restructuring agreement with its major shareholders to secure the Company's liquidity and ensure sustainable financial stability. The existing shareholder loans were extended until 31 December 2027 by BASF Venture Capital GmbH, Koehler Invest GmbH, and HAGE Holding GmbH, along with the commitment to exempt the interest and convert these loans into equity (up to 1,269,582 Class A shares) or use them to otherwise relieve the balance sheet at maturity.
An additional liquidity inflow of EUR 1.8 million through repayment of a previously settled shareholder loan by Koehler Invest GmbH.
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Liabilities to banks | 1,437 | 1,461 |
| Liabilities to shareholders | 10,575 | 8,523 |
| Other financial liabilities | 68 | 411 |
| Total | 12,080 | 10,395 |
| Total current | 64 | 8,933 |
| Total non-current | 12,016 | 1,461 |
| in EUR thousand | Liabilities to shareholders | Liabilities to banks |
| --- | --- | --- |
| As of 1 January 2025 | 8,523 | 1,461 |
| Additions | 1,800 | - |
| Repayments | - | (24) |
| Accrued interest | 252 | - |
| As of 30 June 2025 | 10,575 | 1,437 |
| in EUR thousand | Liabilities to shareholders | Liabilities to banks |
| --- | --- | --- |
| As of 1 January 2024 | 4,050 | 800 |
| Additions | 5,940 | 685 |
| Repayments | (1,953) | (24) |
| Converted | - | - |
| Accrued interest | 486 | - |
| As of 31 December 2024 | 8,523 | 1,461 |
Trade payables are non-interest bearing and are due within one year.
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Trade Payables | 2,264 | 1,405 |
| Total | 2,264 | 1,405 |
6.5. Warrants Liabilities
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Warrants liabilities | 394 | 311 |
| Total | 394 | 311 |
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
BigRep Half Year Report 2025: Condensed Consolidated Interim Financial Statements
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Class A Warrants at Fair Value
On 27 October 2023, BigRep SE (at that time being named SMG Technology Acceleration SE) issued 22,000,000 redeemable class A shares with a par value of approximately EUR 0.00548 per share, together with 11,000,000 class A warrants (together, a "Unit") for an aggregate price of EUR 1 per unit, the nominal subscription price per class A warrant being EUR 0.001. Following a 10:1 reverse stock split on 25 July 2024, these reflect 1,100,000 class A warrants at the balance sheet date 31 December 2024.
Each unit had a unit price of EUR 1.00 (i.e. EUR 10.0 post the reverse stock split) and consisted of one class A share with a subscription right for one half of a class A warrant. Each whole class A warrant entitled the holder thereof to purchase one class A share at a price of EUR 1.15 per share at the Business Combination date and EUR 0.70 before the reverse stock split.
Class A warrants have the International Securities Identification Number ("ISIN") LU2859870326 and are not listed on the open market of the Frankfurt Stock Exchange.
After the reverse stock split each Class A warrant now entitles its holder to subscribe for one Class A share, with a stated exercise price of EUR 11.50, subject to customary anti-dilution adjustments. Holders of Class A warrants can exercise the warrants on a cashless basis unless the Company elects to require exercise against payment in cash of the exercise price.
The class A shares and class A warrants comprising the units were separated upon issuance and only the class A shares are publicly traded.
The class A warrants will become exercisable on the first anniversary of the consummation of the Business Combination, i.e., on 29 July 2025, and will be exercisable subsequently on the first day until the 14th day (including) of June and December of each year and 14 days immediately prior to expiration and will expire five years from the date of the consummation of the Business Combination, i.e., on 29 July 2029, or earlier upon redemption or liquidation of the Company. They are redeemable at the option of the Company, provided that the price per class A share equals or exceeds EUR 18.0 or is below EUR 18.0 but equals or exceeds EUR 10.0, for any 10 out of the 30 consecutive trading days following the consummation of the Business Combination. Warrants are assumed to be fully redeemed if the class A share price is above EUR 18.0. They do not pose any liquidity risk for BigRep. Further, these class A warrants have no liquidation distribution rights and will expire worthlessly in the case of liquidation. Since there is no redemption or liquidation exercised as at the balance sheet date 30 June 2025, they are presented as non-current financial liabilities in the condensed consolidated interim financial statements of the Group.
On the issue date, the fair value of class A warrants was estimated at EUR 954 thousand (EUR 0.0867 per warrant) using a combination of Monte Carlo and Binomial Options Pricing Model (level 3), resulting in the recognition of a day-one gain of EUR 943 thousand in accordance with IFRS 9.
As at Business Combination date 29 July 2024 the fair value was estimated to be EUR 4,091 thousand (EUR 3.7187 per warrant) using the same combination of Monte Carlo and Binomial Options Pricing Model (level 3). The respective profit or loss impact by EUR 2,706 thousand from the change of the fair value for the period from 1 January 2024 to 29 July 2024 was reclassified in retained earnings as an effect of the capital reorganization at Business Combination date.
As at 31 December 2024, after the Business Combination, the fair value of class A warrants was estimated to be EUR 311 thousand (EUR 0.2824 per warrant), resulting in the recognition of a fair value gain of EUR 3,780 thousand for the period from 29 July 2024 to 31 December 2024 in the consolidated financial statements of BigRep Group.
As at 30 June 2025, the fair value of class A warrants was estimated to be EUR 394 thousand (EUR 0.3580 per warrant), resulting in the recognition of a fair value loss of EUR 83 thousand for the period from 1 January 2025 to 30 June 2025 in the condensed consolidated interim financial statements of BigRep Group.
The significant inputs to the valuation model include the contractual terms of the warrants, i.e. a strike price of EUR 7.00 and a capping price of EUR 18.00, an average maturity of 4.58 years, risk-free rates of German government bonds, volatility of the Company's potential target peers and volatility of the warrants by reference to traded warrants issued by similar listed special purpose acquisition companies.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
7. Non-Financial Assets and Liabilities
7.1. Intangible Assets
The development cost of the internally generated intangible assets for the first six months of year 2025 were capitalized and amortized. As at the reporting date, indications through a "Triggering Event" were identified, so that an extraordinary write-down for internally generated intangible assets as of the balance sheet date 30 June 2025 was required.
During the first six months of year 2025, the Group recognised an impairment loss of EUR 10.6 million relating to related intangible assets, following the impairment test of the relevant CGU. The impairment has been included within other operating expenses and is reflected in the following reconciliation:
| in EUR thousand | Internally generated intangible assets | Concessions, licenses and similar rights | Goodwill | Total |
|---|---|---|---|---|
| Acquisition costs | ||||
| As of 1 January 2024 | 10,552 | 629 | - | 11,181 |
| Additions | ||||
| Disposals | 2,156 | - | - | 2,156 |
| Purchases | 5,770 | - | 10,617 | 16,387 |
| As of 31 December 31 2024 | 18,478 | 629 | 10,617 | 29,724 |
| As of 1 January 2025 | 18,478 | 629 | 10,617 | 29,724 |
| Additions | ||||
| Internally developed | 746 | - | - | 746 |
| Purchases | - | - | 6 | 6 |
| Disposals | (6) | - | - | 746 |
| Other reclassifications | (130) | 22 | - | (108) |
| As of 30 June 2025 | 19,088 | 615 | 10,623 | 30,362 |
| in EUR thousand | Internally generated intangible assets | Concessions, licenses and similar rights | Goodwill | Total |
| --- | --- | --- | --- | --- |
| Accumulated amortization and impairment losses | ||||
| As of 1 January 2024 | 7,067 | 586 | - | 7,653 |
| Amortization | 1,963 | 35 | - | 1,998 |
| Other reclassifications | (180) | - | - | (180) |
| As of 31 December 2024 | 8,849 | 621 | - | 9,470 |
| As of 1 January 2025 | 8,849 | 621 | - | 9,470 |
| Amortization | 1,643 | (1) | - | 1,642 |
| Impairment loss | 5,748 | - | 10,623 | 16,371 |
| Other reclassifications | - | 23 | - | 23 |
| As of 30 June 2025 | 16,240 | 643 | 10,623 | 27,506 |
in EUR thousand
| Carrying amount | ||||
|---|---|---|---|---|
| As of 31 December 2024 | 9,629 | 8 | 10,617 | 20,254 |
| As of 30 June 2025 | 2,848 | 8 | - | 2,856 |
The remaining useful lives of the affected intangible assets range from 2 to 5 years.
Goodwill
Goodwill is allocated to the Industrial 3D Printing CGU and is tested annually for impairment, or more frequently if indicators of impairment arise.
Background to the Impairment
The Group performs annual impairment tests for goodwill and intangible assets with indefinite useful lives, and whenever there is an indication that an asset may be impaired. During the first six months of year 2025, the Group identified impairment indicators primarily arising from a decline in the Group's enterprise value, reflecting adverse market conditions and updated financial forecasts.
For the first six months of year 2025, the Group recognised a total impairment loss of EUR 16.4 million (previous year ended 31 December 2024: nil), allocated as follows:
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
BigRep Half Year Report 2025: Condensed Consolidated Interim Financial Statements
Goodwill: EUR 10.6 million
- Internally Generated Intangible assets: EUR 5.7 million
The impairment loss has been recognised in other operating expenses in the condensed consolidated interim statement of profit or loss. The impairment of goodwill is not reversible.
Cash Generating Unit
The impairment relates to the Industrial 3D Printing CGU, which corresponds to the Group's AMS operating segment. The CGU includes goodwill arising from prior business combinations and intangible assets primarily comprising technology related assets, customer relationships, as well as internally generated software and prototypes. The carrying amounts of assets allocated to the CGU immediately before recognition of the impairment were as follows:
- Goodwill: EUR 10.6 million
- Internally Generated Intangible assets: EUR 9.6 million
Method Used to Determine Recoverable Amount
The recoverable amount of the CGU was determined based on value in use. The value in use was estimated using the discounted cash flows method, based on the cash flows derived from the most recent business plan over a discrete period of five years. The impairment loss was recognised to the extent that the carrying amount of the CGU exceeded its recoverable amount.
Key Assumptions
The key assumptions used in determining the recoverable amount include:
- Revenue growth rates based on management approved forecasts covering a five-year period;
- Operating margins reflecting expected operational efficiencies and market conditions;
- A pretax discount rate of 13.65%, reflecting the CGU's weighted average cost of capital and current market assessments of the risks specific to the CGU;
- A terminal growth rate of 1%, which does not exceed the long-term average growth rate of the relevant markets.
Management believes that the assumptions used are reasonable and consistent with external market data and past performance.
Sensitivity Analysis
Management has performed sensitivity analyses on the key assumptions. The analysis indicates that an increase in the discount rate, or reduction in forecast cash flows would result in a further impairment of the CGU's assets.
The impairment test indicates that the recoverable amount of the BigRep SE CGU is already significantly below its carrying amount under the base case. Sensitivity analyses show that reasonably possible adverse changes in key assumptions, including increases in the discount rate or reductions in forecast cash flows and EBITDA margins, would result in further impairment. Accordingly, no headroom exists and any change in key assumptions would increase the impairment loss.
In this context, management has impaired the entire goodwill allocated to the CGU as well as a substantial portion of internally generated intangible assets. Furthermore, there is limited additional impairment potential, as the remaining asset base primarily consists of tangible assets with comparatively low carrying amounts, which do not show indications of impairment. Any further impairment would therefore be limited in scope and not material relative to the total impairment already recognised.
Critical Accounting Estimates and Judgments
The determination of the recoverable amount of CGU involves significant management judgment, particularly with respect to forecast cash flows, discount rates and terminal growth rates. Changes in these assumptions could result in material adjustments to the carrying amounts of goodwill and intangible assets in future periods.
7.2. Property, Plant and Equipment
Reconciliation of carrying amount:
| in EUR thousand | Land and buildings | Technical equipment and machinery | Other equipment, operating and office equipment | Total |
|---|---|---|---|---|
| Acquisition costs | ||||
| As of 1 January 2024 | 151 | 2,394 | 867 | 3,411 |
| Additions | - | 1,091 | 36 | 1,127 |
| Disposals | - | (302) | (1) | (304) |
| Effect of movements in exchange rates | - | 20 | 2 | 23 |
| As of 31 December 31 2024 | 151 | 3,203 | 904 | 4,258 |
| As of 1 January 2025 | 151 | 3,203 | 904 | 4,258 |
| Additions | 37 | 1 | 26 | 64 |
| Other financial liabilities | - | 324 | 19 | 343 |
| Effect of movements in exchange rates | - | (61) | (4) | (65) |
| As of 30 June 2025 | 168 | 3,467 | 945 | 4,600 |
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Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
BigRep Half Year Report 2025: Condensed Consolidated Interim Financial Statements
48
49
7.3. Leases
Lease liabilities increased from EUR 1,293 thousand at 31 December 2024, to EUR 1,391 thousand at 30 June 2025 mainly due to lease payments during the period.
New lease agreement for the US office was entered.
| in EUR thousand | Land and buildings | Technical equipment and machinery | Other equipment, operating and office equipment | Total |
|---|---|---|---|---|
| Accumulated amortization and impairment losses | ||||
| As of 1 January 2024 | 121 | 1,683 | 704 | 2,509 |
| Depreciation | 15 | 423 | 73 | 511 |
| Impairment loss | - | - | (8) | (8) |
| Disposals | - | (219) | (1) | (220) |
| Effect of movements in exchange rates | - | 13 | 2 | 15 |
| As of 31 December 2024 | 136 | 1,901 | 771 | 2,807 |
| As of 1 January 2025 | 136 | 1,901 | 771 | 2,808 |
| Depreciation | 5 | 252 | 33 | 290 |
| Other reclassifications | - | 261 | 25 | 286 |
| Effect of movements in exchange rates | - | (35) | (5) | (40) |
| As of 30 June 2025 | 141 | 2,379 | 824 | 3,344 |
| in EUR thousand | Carrying amount | As of 31 December 2024 | As of 30 June 2025 | |
| --- | --- | --- | --- | |
| 30 June 2025 | 15 | 47 | ||
| in EUR thousand | Warrants liabilities | Vehicles and equipment | Total | |
| --- | --- | --- | --- | |
| 30 June 2025 | 1,349 | 1,391 | ||
| in EUR thousand | Additions and disposals to right-of-use assets | In EUR thousand | Additions | Disposals |
| --- | --- | --- | --- | --- |
| 30 June 2025 | 30 June 2025 | 1,387 | - | |
| in EUR thousand | Lease liability | In EUR thousand | Current | Non-current |
| --- | --- | --- | --- | --- |
| 30 June 2025 | 30 June 2025 | 419 | 954 |
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
7.4. Inventories
The reported inventories are comprised as follows:
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Finished goods and merchandise | 5,166 | 5,474 |
| Work in progress, unfinished goods and services | 443 | 399 |
| Raw materials, consumables and supplies | 105 | 699 |
| Total inventories | 5,714 | 6,572 |
Inventories recognised as an expense during the first six months of the year 2025 amounted to EUR 2,625 thousand (as of 31 December 2024: EUR 3,461 thousand).
7.5. Deferred Tax
Movement in deferred taxes balances as of 30 June 2025 relates to the following:
As of 30 June 2025
| in EUR thousand | Net balance at 1 January 2025 | Recognized in profit or loss | Net balance at 30 June 2025 | Deferred tax assets | Deferred tax liabilities |
|---|---|---|---|---|---|
| Intangible assets | (2,499) | 1,993 | (506) | - | (506) |
| Property, plant and equipment | - | (14) | (14) | - | (14) |
| Right-of-use assets | (429) | 45 | (384) | - | (384) |
| Inventories | - | 31 | 31 | 40 | (10) |
| Tax losses carried forward | 1,156 | (868) | 288 | 288 | - |
| Lease liabilities | 435 | (58) | 377 | 377 | - |
| Tax assets (liabilities) before set off | (1,337) | 1,128 | (209) | 705 | (914) |
| Set-off of tax | (667) | 667 | |||
| Net deferred taxes | 38 | (246) |
As of 31 December 2024
| in EUR thousand | Net balance at 1 January 2025 | Recognized in profit or loss | Recognized directly in equity | Net balance at 30 June 2025 | Deferred tax assets | Deferred tax liabilities |
|---|---|---|---|---|---|---|
| Intangible assets | (1,051) | (111) | (1,338) | (2,499) | - | (2,499) |
| Right-of-use assets | (85) | (344) | (429) | - | (429) | |
| Tax losses carried forward | 1,043 | 113 | 1,156 | 1,156 | - | |
| Lease liabilities | 96 | 339 | - | 435 | 435 | - |
| Tax assets (liabilities) before set off | 3 | (3) | (1,338) | (1,337) | 1,591 | (2,928) |
| Set-off of tax | (1,590) | 1,590 | ||||
| Net deferred taxes | 1 | 1,336 |
Deferred tax assets and deferred tax liabilities are presented net in the consolidated statement of financial position when they relate to income taxes levied by the same taxation authority on the same taxable entity and when a legally enforceable right of set-off exists. As of 30 June 2025, deferred tax assets and deferred tax liabilities of EUR 667 thousand were offset, resulting in a net deferred tax asset of EUR 38 thousand and a deferred tax liability of EUR 246 thousand presented in the consolidated statement of financial position.
Tax Losses Carried Forward
The following tax losses which have no expiry date are available at reporting date:
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Corporate income tax | 81,060 | 78,942 |
| Municipal trade tax | 81,433 | 74,047 |
| Tax losses carried forward | 162,493 | 152,989 |
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
As of 30 June 2025, tax losses carried forward for which deferred tax assets were recognized amount to EUR 288 thousand (as of 31 December 2024: EUR 3,869 thousand).
As of 30 June 2025, tax losses carried forward for which no deferred tax assets were recognized amount to EUR 162,493 thousand (as of 31 December 2024: EUR 152,988 thousand).
Deferred tax assets on tax loss carryforwards are recognized only to the extent that sufficient future taxable profits are expected to be available in accordance with IAS 12. Given the Group's recurring losses in recent years and the resulting lack of expected taxable income in several jurisdictions, management has concluded that deferred tax assets can only be recognized for a limited portion of the available tax loss carryforwards. Consequently, deferred tax assets relating to the majority of tax loss carryforwards remain unrecognized.
In Germany and Austria, tax losses can be carried forward indefinitely, subject to minimum taxation rules (Germany: full utilization up to EUR 1 million, thereafter 60%; Austria: offset limited to 75% of taxable income per year).
In the United States, tax losses incurred before 2018 expire after 20 years; losses incurred as of 2018 may be carried forward indefinitely, subject to an 80% limitation of taxable income per year.
In Singapore, tax losses can be carried forward indefinitely, provided that the continuity of shareholding test is met.
The Group does not have any tax losses with a limited carry-forward period.
7.6. Other Current Assets
Other assets are composed as follows:
| in EUR thousand | 30 June | 31 December |
|---|---|---|
| 2025 | 2024 | |
| Other tax assets | 391 | 345 |
| Other assets | 1,517 | 321 |
| Total | 1,908 | 666 |
| Current | 1,908 | 666 |
| Non-current | - | - |
Other tax assets included mainly VAT receivables.
The other assets reflected the receivables in relation to reimbursement of excessive De-SPAC transaction costs.
7.7. Other Current Liabilities
Other liabilities are composed as follows:
| in EUR thousand | 30 June | 31 December |
|---|---|---|
| 2025 | 2024 | |
| Other tax liabilities | 229 | 289 |
| Share-based payment liabilities | - | 67 |
| Other liabilities | 1,155 | 432 |
| Total | 1,384 | 788 |
| Current | 1,384 | 778 |
| Non-current | - | 10 |
Other tax liabilities included mainly VAT payables.
The other liabilities reflected the payables in relation to De-SPAC transaction costs.
8. Equity
The changes in equity of BigRep are shown in the consolidated statement of changes in equity for the financial period from 1 January to 30 June 2025 and 31 December 2024.
Other Reserves
The other reserves comprise all foreign currency differences arising from the translation of the financial statements of foreign operations. In the reporting period, the corresponding effect from other comprehensive income amounted to EUR 416 thousand.
The total as of 30 June 2025, amounts to EUR 26 thousand.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
9. Financial Risk Management and Financial Instruments
There have been no significant changes in the group's financial risk management objectives and policies since the year 31 December 2024.
9.1. Liquidity Risk
There are no available credit lines as of 30 June 2025, and 31 December 2024.
The table below presents BigRep's financial liabilities by contractual maturity, based on undiscounted contractual cash flows.
As of 30 June 2025
| in EUR thousand | < 1 year | 1 to 5 years | > 5 years | Total | Carrying amount |
|---|---|---|---|---|---|
| Trade payables | 2,264 | - | - | 2,264 | 2,264 |
| Lease liabilities | 483 | 1,083 | - | 1,566 | 1,373 |
| Loans and borrowings | 266 | 1,036 | 340 | 1,643 | 1,437 |
| Liabilities to shareholders | - | 10,575 | - | 10,575 | 10,575 |
| Class A warrants at fair value | - | 394 | - | 394 | 11,000 |
| Other financial liabilities | 68 | - | - | 68 | - |
| Total | 3,081 | 13,088 | 340 | 16,510 | 26,649 |
As of 31 December 2024
| in EUR thousand | < 1 year | 1 to 5 years | > 5 years | Total | Carrying amount |
|---|---|---|---|---|---|
| Liabilities towards shareholders | 8,568 | - | - | 8,568 | 8,523 |
| Loans and borrowings | 93 | 1,512 | 122 | 1,726 | 1,461 |
| Trade payables | 1,405 | - | - | 1,405 | 1,405 |
| Lease liabilities | 465 | 871 | - | 1,336 | 1,286 |
| Class A warrants at fair value | - | 311 | - | 311 | 11,000 |
| Other financial liabilities | 411 | - | - | 411 | 411 |
| Total | 10,942 | 2,694 | 122 | 13,758 | 24,086 |
9.2. Categories of Financial Instruments and Fair Values
In accordance with IFRS 9, the following tables visualize the carrying amounts, valuations and fair values of financial assets and liabilities for each individual category of financial instruments as well as their corresponding levels within the fair value hierarchy in accordance with IFRS 13.
As of 30 June 2025
| in EUR thousand | Category IFRS 9* | Carrying amount | Amortized cost (AC) | Fair value through profit or loss (FVPL) | Fair value | Fair value level |
|---|---|---|---|---|---|---|
| Assets | ||||||
| Cash and bank balances | FAAC | 637 | 637 | - | - | n/a |
| Trade receivables | FAAC | 1,669 | 1,669 | - | - | n/a |
| Other current financial assets | FAAC | 397 | 397 | - | 397 | 2 |
| Other non-current financial assets | FAAC | - | - | - | - | 2 |
| Liabilities | ||||||
| Trade payables | FLAC | 2,264 | 2,264 | - | n/a | n/a |
| Financial liabilities – current | ||||||
| Bank loans | FLAC | - | - | - | - | 2 |
| Lease liabilities | n/a | 419 | 419 | - | - | n/a |
| Shareholder loans | FLAC | - | - | - | - | 2 |
| Class A warrants at fair value | FVTPL | 394 | - | - | 394 | 2 |
| Other current financial liabilities | FLAC | 64 | 64 | - | 64 | 2 |
| Derivative financial liabilities | FVTPL | - | - | - | - | 2 |
| Financial liabilities - non-current | ||||||
| Bank loans | FLAC | 1,437 | 1,437 | - | 1,064 | 2 |
| Shareholder loans | FLAC | 10,575 | 10,575 | - | 7,370 | 2 |
| Lease liabilities | n/a | 954 | 954 | - | - | n/a |
| Other non-current financial liabilities | FLAC | 4 | 4 | - | - | 2 |
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
As of 31 December 2024
| in EUR thousand | Category IFRS 9* | Carrying amount | Amortized cost (AC) | Fair value through profit or loss (FVPL) | Fair value | Fair value level |
|---|---|---|---|---|---|---|
| Assets | ||||||
| Cash and bank balances | FAAC | 3,941 | 3,941 | - | - | n/a |
| Trade receivables | FAAC | 1,065 | 1,065 | - | - | n/a |
| Other current financial assets | FAAC | 1,393 | 1,393 | - | 1,393 | 2 |
| Other non-current financial assets | FAAC | 277 | 277 | - | 277 | 2 |
| Liabilities | ||||||
| Trade payables | FLAC | 1,405 | 1,405 | - | n/a | n/a |
| Financial liabilities - current | ||||||
| Bank loans | FLAC | - | - | - | - | 2 |
| Lease liabilities | n/a | 434 | 434 | - | - | n/a |
| Shareholder loans | FLAC | 8,523 | 8,523 | - | 8,523 | 2 |
| Class A warrants at fair value | FVTPL | 11,000 | - | 3,780 | 311 | 3 |
| Other current financial liabilities | FLAC | 411 | 411 | - | 411 | 2 |
| Derivative financial liabilities | FVTPL | - | - | - | - | 2 |
| Financial liabilities - non-current | ||||||
| Bank loans | FLAC | 1,461 | 1,461 | - | 1,387 | 2 |
| Shareholder loans | FLAC | 10,575 | 10,575 | - | 7,370 | 2 |
| Lease liabilities | n/a | 852 | 852 | - | - | n/a |
| Other non-current financial liabilities | FLAC | - | - | - | - | 2 |
Note: FAAC = Financial assets at amortized costs; FLAC = Financial liabilities at amortized cost, FVTPL = Fair value through profit or loss
10. Group Structure
List of legal entities fully included in the scope of consolidation:
| Name | Country of incorporation | Head- quarter | 2025 |
|---|---|---|---|
| BigRep GmbH | Germany | Berlin | 100% |
| BigRep America Inc. | United States | Acton | 100% |
| BigRep Private Ltd. | Singapore | Singapore | 100% |
| HAGE3D GmbH | Austria | Graz | 100% |
| BSL BigRep Service GmbH | Germany | Berlin | 100% |
| SMG Technologie Advisors GmbH | Germany | Berlin | 100% |
| SMG Technologie Advisors GmbH & Co. KG | Germany | Berlin | 100% |
BigRep SE has the direct or indirect voting majority in accordance with IFRS 10 and it has the ability to affect the returns through its power over the entity.
11. Contingent Liabilities and Contingent Assets
As of 30 June 2025, the following contingent liabilities exist:
In connection with guarantees and liabilities assumed by HAGE Holding GmbH on behalf of HAGE3D GmbH, BigRep GmbH has undertaken an indemnification obligation. In the event that HAGE Holding GmbH is claimed upon by lenders, BigRep GmbH will indemnify HAGE Holding GmbH upon first demand.
Guarantee agreement dated 5 July 2022 with Steiermärkische Bank and Sparkassen AG relating to an ERP loan in the amount of EUR 337 thousand and an additional ERP loan in the amount of EUR 300 thousand.
At the reporting date, it is considered not probable that these contingent liabilities will materialize. Accordingly, no provision has been recognized.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
12. Earnings per Share
The company is a publicly listed company, which allots shares of the company to the shareholders.
Earnings per share (basic) and earnings per share (diluted) are calculated based on the earnings attributable to the BigRep SE shareholders.
The loss attributable to the shareholders of BigRep SE (basic and diluted) amounts to EUR 23,561 thousand. The number of shares in circulation as of 30 June 2025 amounts to 12,380,151 (basic) and 12,380,151 (diluted). The Class C preferred shares (2,100,000) and subscription rights qualify as potential ordinary shares under IAS 33. However, as the Group incurred a net loss for the period, the inclusion of these instruments would be anti-dilutive. Accordingly, diluted earnings per share equals basic earnings per share.
Profit (loss) attributable to ordinary shareholders (basic and diluted)
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Profit (Loss) for the year, attributable to the owners of the company | (23,798) |
| Dividends on no redeemable preference shares | - |
| Loss attributable to ordinary shareholder | (23,798) |
Earnings per Shares
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Earnings attributable to shareholders | (23,798) |
| Number of shares outstanding (basic) | 12,380,151 |
| Number of shares outstanding (diluted) | 12,380,151 |
| Basic earnings per share | (1.92) |
| Diluted earnings per share | (1.92) |
The number of shares during the six months ended 30 June 2025 is stated below:
| As of 1 January 2025 | Number of shares |
|---|---|
| Class A shares* | 14,575,418 |
| Treasury Shares not included in EPS Calc. | (2,195,267) |
| Total number of shares | 12,380,151 |
| Movement during the six months of year 2025 | - |
| As of 30 June 2025 | 12,380,151 |
- Class B shares were converted to class A at the end of the year 2024.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
13. Related Party Transactions
Entities with Significant Influence over the Group
| Ownership stakes | |||
|---|---|---|---|
| Name | Place of incorporation | 30 June 2025 | 31 December 2024 |
| De Krassny GmbH¹ | Wien | 28.6% | 28.6% |
| Koehler Invest GmbH | Oberkirch | 20.5% | 20.5% |
| BASF Venture Capital GmbH² | Ludwigshafen | 13.4% | 13.4% |
¹ There were no transactions with De Krassny GmbH in the reporting period.
² Even if there was no related party relationship as at the balance sheet date of 30 June 2025, there was a related party relationship through significant influence at the time of the conclusion of the commitment transaction with BASF Venture Capital GmbH.
Transactions with Related Parties
The following transactions occurred with related parties:
Goods provided
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Sale of goods to other related party | 1 |
| Total | 1 |
Loans received and associated interest
| in EUR thousand | Six months ended 30 June 2025 |
|---|---|
| Transactions resulting from loans received from entities with significant influence over the entity | (226) |
| Transactions resulting from loans received from other related parties | (23) |
| Total | (249) |
Outstanding balances arising from transactions with related parties
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Current payables to: | ||
| Key Management Personnel | 110 | - |
| Other related parties | (1) | (2) |
| Current receivables from: | ||
| Other related parties | - | - |
| Total | 109 | (2) |
Outstanding Balances Arising from Transactions with Related Parties
The following balances are outstanding at the end of the reporting period in relation to transactions with related parties:
| in EUR thousand | 30 June 2025 | 31 December 2024 |
|---|---|---|
| Loans received from: | ||
| Entities with significant influence over the entity | (9,685) | (7,659) |
| Other related parties | (325) | (314) |
| Total | (10,010) | (7,973) |
Terms and Conditions
All transactions were made on normal commercial terms and conditions and at market rates.
Docuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
BigRep Half Year Report 2025: Condensed Consolidated Interim Financial Statements
14. Subsequent Events
To bridge the gap until the recapitalisation was implemented, the company received interest-bearing loans (6% p.a.) in July and September 2025 from de Krassny GmbH totaling EUR 3 million and from HAGE Holding GmbH with the amount of EUR 200 thousand.
The Chairman, Dr. Peter Smeets, stepped down on 31 August 2025; his deputy, Florian Hampel, took over the role.
On 11 November 2025, the Supervisory Board resolved to issue convertible bonds with a total volume of up to EUR 10 million:
- Terms: The interest rate was set at 8% p.a., aligned with the loans from Koehler Invest GmbH. The conversion price is EUR 0.70 per share. The standard term ends on 31 December 2031.
- Subscription by de Krassny: On 14 November 2025, de Krassny GmbH subscribed to convertible bonds worth EUR 2 million. In addition, the existing interim loans amounting to EUR 3 million (from the recapitalisation phase) were converted into convertible bonds ("restatement"), with a shortened term for this tranche until 31 December 2027, analogous to the Koehler loans.
- Advance payment and further subscriptions: In February 2026, de Krassny GmbH made an advance payment of EUR 1 million towards further convertible bonds. On 24 February 2026, Koehler Invest GmbH also subscribed to convertible bonds worth EUR 1 million.
With effect from 20 February 2026, Uwe Bögershausen took up his position as Chairman of the Supervisory Board.
In March 2026, de Krassny GmbH granted BigRep GmbH a loan of EUR 0.8 million bearing interest at 8% p.a. The loan is secured by a transfer of title to finished goods.
In April 2026, Koehler Invest GmbH entered into a loan agreement with BigRep GmbH for a loan amounting to EUR 1 million, bearing interest at 8% p.a. The loan is secured by a revolving global assignment of receivables.
15. Iran Disclosure
Since the reporting date, the international geopolitical environment has deteriorated due to the escalation of the conflict involving Iran (the "Conflict"), following military strikes against that country on 28 February 2026. The Supervisory Board of the Company is closely monitoring developments and assessing the potential impacts on its operations, financial performance, cash flows, as well as on the carrying amounts of its assets and the extent of its liabilities and commitments.
At this stage, the main potential impacts identified include, in particular: (i) volatility in energy and commodity prices, (ii) disruptions to supply chains and transportation (including insurability, availability and costs), (iii) increased volatility in foreign exchange rates and interest rates, (iv) an increase in credit and/or counterparty risk, and (v) changes in the regulatory environment, including the introduction or tightening of sanctions and restrictive measures.
Given the uncertainty regarding the future development of the Conflict and its indirect consequences, the Supervisory Board of the Company is not, as at the date of authorisation of these condensed consolidated interim financial statements, in a position to reliably estimate the potential financial impact. Based on the information available as at the date of authorisation of these condensed consolidated interim financial statements, and subject to the future evolution of the Conflict, the condensed consolidated interim financial statements have been prepared on a going concern basis.
At this stage, the Supervisory Board of the Company has not identified any significant direct exposure (customers, suppliers, assets or financing) to Iran.
Luxembourg, 15 May 2026
Chief Executive Officer BigRep SE
Member of the Management Board
Decuaign Envelope ID: 27203AB0-0179-8FF3-82D9-9B95926B5F3B
Other Information:
List of Abbreviations and Acronyms
| ALTRA | BigRep's 3D Printer Model |
|---|---|
| AMS | Additive Manufacturing Solutions |
| APAC | Asian Pacific Region |
| CAGR | Compound Annual Growth Rate |
| CAPEX | Capital Expenditures |
| CFO | Chief Financial Officer |
| CGU | Cash Generating Unit |
| CSSF | Commission de Supervision du Secteur Financier |
| CX | Customer Experience |
| DACH | Region Germany, Austria and Switzerland |
| DRYCON | 3D Printing Filament Dryer |
| EBIT | Earnings Before Interest and Taxes |
| EBITDA | Earnings Before Interest, Taxes, Depreciation, and Amortization |
| EBT | Earnings Before Taxes |
| EMEA | Region Europe, Middle East and Africa |
| FAAC | Financial Assets at Amortized Costs |
| FDM | Fused Deposition Modeling |
| FFF | Fused Filament Fabrication |
| FLAC | Financial Liabilities at Amortized Costs |
| FVLCD | Fair Value Less Costs of Disposal |
| FVTPL | Fair Value Through Profit or Loss |
| HQ | Headquarter |
| IAS | International Accounting Standards |
| IFRS | International Financial Reporting Standards |
| --- | --- |
| IPSO | BigRep's 3D Printer Model |
| LTV | Lifetime Value |
| n/a | not applicable |
| NA | Region North America |
| OKRs | Objective Key Results |
| ONE | BigRep's 3D Printer Model |
| OPEX | Operating Expenditures |
| SME | Small and Medium-sized Enterprise |
| SPAC | Special Purpose Acquisition Company |
| US/USA | The United States of America |
| VAT | Value Added Tax |
| VIIO | BigRep's 3D Printer Model |
Docusign Envelope ID. 27203AB0-0179-8FF3-82D9-9B95926B5F3B
bigrep
Half Year Report 2025 / Imprint
Get in touch.
BigRep SE
9, rue de Bitbourg
L-1273 Luxembourg
Grand Duchy of Luxembourg
BigRep GmbH
Gneisenaustraße 66
10961 Berlin
Germany
T +49 30 2084 8260
BigRep America Inc.
40 Nagog Park, Suite 100-105
Acton, MA 01720
United States
T +1 781 281 0569
BigRep APAC
201 Henderson Road
Apex@Henderson #03-13
Singapore 159545
T +65 6909 8191
+ 65 9793 2515
HAGE3D
Kratkystraße 2
8020 Graz
Austria
T +43 3578 36412
HAGE3D Production
Hauptstraße 52e
8742 Obdach
Austria
Online
bigrep.com/investor-relations
Email
[email protected]
BigRep SE — Luxembourg
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