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Emak

Interim / Quarterly Report Aug 8, 2025

4407_rns_2025-08-08_3a45df40-fee2-4c52-87c9-839f505c5d75.pdf

Interim / Quarterly Report

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HALF YEAR REPORT AT 30 JUNE 2025

Emak S.p.A. • Via Fermi, 4 • 42011 Bagnolo in Piano (Reggio Emilia) ITALY Tel. +39 0522 956611 • Fax +39 0522 951555 • www.emakgroup.it • www.emakgroup.com Capitale Sociale Euro 42.623.057,10 Interamente versato • Registro delle Imprese N. 00130010358 • R.E.A. 107563 Registro A.E.E. IT08020000000632 • Registro Pile/Accumulatori IT09060P00000161 Meccanografico RE 005145 • C/C Postale 11178423 • Partita IVA 00130010358 • Codice Fiscale 00130010358

Index

Organizational chart of Emak Group 3
Corporate Bodies of Emak S.p.A. 4
Main shareholders of Emak S.p.A 5
Emak Group Profile 5
Intermediate Directors Report at 30 June 2025 7
Main strategic lines of action 8
Policy of analysis and management of risks related to the Group's business 8
1. Main economic and financial figures for Emak Group 13
2. Information about the current geopolitical context 14
3. Scope of consolidation 14
4. Economic and financial results of Emak Group 15
5. Dealings with related parties 20
6. Plan to purchase Emak S.p.A. shares 21
7. Disputes 21
8. Business outlook 21
9. Significant events occurring during the period and positions or transactions arising from atypical and unusual
transactions, significant and non-recurring 22
10. Subsequent events 22
11. Other information 22
12. Reconciliation between shareholders' equity and net profit of the parent company Emak and consolidated equity
and the results 22
Emak Group – Condensed consolidated half year report at 30 June 2025 24
Consolidated income statement and consolidated statement of other comprehensive income 25
Statement of consolidated financial position 26
Statement of changes in consolidated equity for the Emak Group at 31.12.2024 and at 30.06.2025 27
Statement of changes in consolidated equity for the Emak Group at 30.06.2024 27
Consolidated Cash Flow Statement 28
Explanatory notes to the condensed consolidated financial statements for the half-year of Emak Group 29
Declaration on the consolidated half year report in accordance whit Article 154-bis, paragraph 5 of Legislative Decree no.
58/1998 (Consolidated Law on Finance) 56
Auditor's review report on the half year condensed consolidated financial statement 57

Organizational chart of Emak Group

    1. Valley Industries LLP is consolidated at 100% as a result of the "Put and Call Option Agreement" that governs the purchase of the remaining 6%.
    1. Comet do Brasil Industria e Comercio de Equipamentos Ltda is owned for 99.63% by Comet S.p.A. and 0.37% by P.T.C. S.r.l.
    1. Emak do Brasil is owned for 99.99% by Emak S.p.A. and 0.01% by Comet do Brasil Industria e Comercio de Equipamentos Ltda.
    1. Lavorwash Brasil Ind. Ltda is owned for 99.99% by Lavorwash S.p.A. and 0.01% by Comet do Brasil Industria e Comercio de Equipamentos Ltda.
    1. S.I.Agro Mexico is owned for 97% by Comet S.p.A. and 3% by P.T.C. S.r.l.
    1. Markusson Professional Grinders AB is consolidated at 100% as a result of the "Put and Call Option Agreement" that governs the purchase of the remaining 19%.
    1. Agres Sistemas Eletrônicos S.A. is consolidated at 100% as a result of the "Put and Call Option Agreement" that governs the purchase of the remaining 4.5%.
    1. Poli S.r.l. is consolidated at 100% as a result of the "Put and Call Option Agreement" that governs the purchase of the remaining 20%.
    1. Emak Deutschland Gmbh is in the process of liquidation.
    1. Ptc Waterblasting LLC has ceased its operational activity.
    1. PNR Central Europe Gmbh, formerly Spraylab Western Europe GmbH, changed its company name effective January 16, 2025.
    1. PNR EE Sp. Z.o.o. has started the liquidation process.

Corporate Bodies of Emak S.p.A.

The Ordinary General Meeting of the Shareholders of the Parent Company, Emak S.p.A. on 29 April 2025 appointed the Board of Directors and the Board of Statutory Auditors for the financial years 2025-2027 and at the same time, it assigned the mandate for the statutory audit of accounts for the nine-year period 2025-2033 and the limited review of the consolidated sustainability report for the 2025-2027 financial years.

Board of Directors
Non-executive Chairman Massimo Livatino
Deputy Chairman and Chief Executive Officer Luigi Bartoli
Executive Director Cristian Becchi
Independent Director Silvia Grappi
Elena Iotti
Valeria Venturelli
Non-executive Directors Francesca Baldi
Ariello Bartoli
Paola Becchi
Giuliano Ferrari
Marzia Salsapariglia
Vilmo Spaggiari
Paolo Zambelli
Risk Control and Sustainability Committee; Remuneration
Committee, Related Party Transactions Committee,
Nomination Committee
Chairman Elena Iotti
Components Valeria Venturelli
Silvia Grappi
Manager in charge of preparing the accounting statements Roberto Bertuzzi
General Manager Giovanni Pinzuti
Supervisory Body as per Legislative Decree 231/01
Chairman Sara Mandelli
Acting member Marianna Grazioli
Board of Statutory Auditors
Chairman Stefano Montanari
Acting auditors Roberta Labanti
Riccardo Moratti
Alternate auditor Rossana Rinaldi
Luigi Gesaldi
Independent Auditor KPMG S.p.A.

Main shareholders of Emak S.p.A.

The share capital of Emak S.p.A. is represented by 163,934,835 shares with a par value of 0.26 euros per share.

The Company has been listed on the Milan Stock Exchange since June 25, 1998. Since September 2001 the stock has been included in the Euronext Segment of Equities with High Requirements (STAR).

At the closing date of June 30, 2025 on the basis of notifications received pursuant to Article 120 of Legislative Decree 58/1998, only Yama S.p.A., with 68.929%, is the owner of a stake of more than 5% of the share capital.

Emak Group Profile

The Group operates on the global market with a direct presence in 15 countries and a distribution network covering 5 continents.

The Group offers a wide range of products with recognised trademarks and refers to a target clientele highly diversified into three business segments:

  • Outdoor Power Equipment (OPE): Emak S.p.A. and its commercial and productive subsidiaries operates in this segment;
  • Pumps & Water Jetting (PWJ): this segment is managed by Comet S.p.A. and its subsidiaries, including Lavorwash S.p.A.;
  • Components & Accessories (C&A): this segment is managed by Tecomec S.r.l., Sabart S.r.l. and their subsidiaries.

Outdoor Power Equipment (34% of the Group's total sales as of June 30, 2025)

The Outdoor Power Equipment segment includes the development, manufacturing, and marketing of products for gardening, forestry, and small agricultural machinery, such as brush cutters, lawnmowers, tractors, chainsaws, and tillers. The Group is one of the main players in the European market, where it operates with commercial subsidiaries in the main markets, supported by a vast network of independent importers in the remaining ones. Globally, the Group relies on a network of 150 distributors in over 115 countries. Given the technical content of the products, sales are mainly carried out through the network of specialized distributors, characterized by high pre- and post-sales service, while the large distribution channel is approached only in some countries. Online sales take place through a dedicated proprietary portal, agreements with sector marketplaces, and platforms developed by its network of distributors. The Group distributes its products under the main brands Oleo-Mac, Efco, Bertolini, Nibbi, and, limited to the French market, Staub. The Group's offer is mainly aimed at private users and, to a lesser extent, professionals. In this sector, the Group focuses its resources on product innovation (electrification and development of clean engines, safety, comfort) and process innovation, strengthening its market position, and penetrating new highpotential markets. The sector's demand is generally linked to economic trends and the level of disposable income of users. Sales performance is also influenced by weather conditions: during the year, the business is heavily skewed towards the first half, so a spring season with more or less favorable weather can lead to different demand trends for green care products.

Pumps & Water Jetting (38% of the Group's total sales as of June 30, 2025)

The Pumps & Water Jetting segment encompasses the development, manufacturing, and marketing of three product lines: (i) agriculture (about 40% of the segment's revenue), with a complete range of centrifugal pumps, diaphragm pumps, piston pumps, sprayers, and products for spraying and weeding activities; (ii) industry (about 19% of the segment's revenue), with a full range of low, high, and ultra-high pressure piston pumps (up to 2,800 bar), hydrodynamic units (known as plants) and accessories for water blasting, urban cleaning machines; (iii) washing or cleaning (about 41% of the segment's revenue), with a complete offer of pressure washers, from domestic to professional use, floor scrubber-dryers, sweepers, and vacuum cleaners. The Group markets its products under the brands Comet, HPP, Lemasa, PTC Waterjetting Equipment, PTC Urban Cleaning Equipment, Lavor, Poli, Valley, and Bestway. Product distribution takes place through its commercial subsidiaries and independent distributors in over 130 countries worldwide. The type of clientele and sales channel varies depending on the products: the agriculture line is sold to manufacturers of spraying and weeding machines, directly to end users (mainly farmers), or through a network of specialized dealers and importers; the industry range is sold to manufacturers of pressure washers and hydrodynamic units, to contractors/users of the complete system, or through specialized dealers; the cleaning line is sold through

specialized dealers, organized large distribution, online, and to contractors. In this sector, the Group focuses its activities on product innovation, expanding its offer both in terms of products and sectors of use, as well as maximizing synergies from acquisitions completed over the years. The demand for agricultural and industrial products is generally linked to the performance of the various sectors/application fields; the demand for cleaning products is mainly correlated to the economic cycle, people's disposable income, and the increase in hygiene standards.

Components & Accessories (28% of the Group's total sales as of June 30, 2025)

The Components & Accessories segment includes the development, manufacturing, and marketing of products for the outdoor power equipment sector (accounting for about 54% of the segment's revenue), agriculture (about 17% of the segment's revenue), and cleaning (about 29% of the segment's revenue). Among the wide range of products offered, the most representative are trimmer lines and heads (which together form the cutting system); chain sharpeners for chainsaws; guns, valves, and nozzles for pressure washers, industrial cleaning, and car wash; products and solutions for precision farming. In this segment, the Group operates partly through its brands Tecomec, Speed, Geoline, Agres, Mecline, Markusson, Sabart, Trebol, and PNR, and partly by providing products under third-party brands. The Group serves the main manufacturers of green care, agriculture, and cleaning machines through a network of specialized distributors and has established relationships with the largest organized large distribution chains. In this sector, the Group focuses its resources on product innovation, strengthening partnerships with key manufacturers, and expanding its offer. The demand for products in this segment follows the dynamics of the other businesses in which the Group operates. In the outdoor power equipment world, weather and the disposable income of end users can influence machine sales and their use, contributing to the sale of both original equipment and spare parts. In the agriculture and industrial cleaning sectors, the trend of raw materials, government policies, and the general economic context can influence the investment levels of market operators.

Intermediate Directors Report at 30 June 2025

Main strategic lines of action

The main goal of the Emak Group is the creation of value for its stakeholders, through sustainable growth.

The Group's strategy is based on four pillars:

  • Innovation, understood as both product and process innovation. In a dynamic and competitive scenario like the one in which it operates, the Group pays great attention to the development of its product range, both in terms of expansion and evolution. Research and development activities also aim to achieve product performance that, while maintaining the desired quality standards, is not disconnected from the environmental impacts of the product: this goal is pursued through the development of new technologies (range electrification), the reduction of emissions from internal combustion engines, and the use of recycled materials. Another line of development is the expansion of applications and sectors for the use of its products (e.g., industrial pumps in agriculture). Regarding processes, the directions of innovation concern methodological research and digitalization aimed at improving the efficiency of internal processes.
  • Distribution, understood on the one hand as strengthening its position within the distribution network, and on the other as increasing business in high-potential markets to achieve a proper balance of distribution in different geographical areas.
  • Efficiency, understood as the continuous improvement of its processes and the management of its activities, aimed at generating resources to be allocated to the Group's development initiatives in the medium to long term.
  • Acquisitions, understood as growth through external lines, to strengthen the most profitable businesses, increase the weight of sectors characterized by greater resilience and stability in the medium to long term, rebalance the weight of reference markets geographically, and finally to acquire new skills and complete product ranges.

Policy of analysis and management of risks related to the Group's business

The Group and its subsidiaries have an internal control system that is considered by the Board of Directors of Emak to be appropriate for the size and nature of the activity carried out, suitable for effectively overseeing the main risk areas typical of the activity, aimed at contribute to the sustainable success of the Group.

In fact, as part of the formalization of strategic plans, the Board of Directors of Emak takes into consideration the nature and level of risk compatible with the strategic objectives of the Group and, in this regard, has adopted a system of internal control consisting of the set of rules, resources, processes and procedures that aim to ensure:

  • the containment of risk within the limits compatible with sustainable management of the business activity;
  • the safeguarding of the value of the assets;
  • the effectiveness and efficiency of business processes;
  • the reliability and security of company information and IT procedures;
  • the compliance of company operations with the law, policies, regulations and internal procedures.

Consequently, within the Group the following have been defined:

  • the behaviours to keep;
  • the assignment and separation of duties;
  • the organizational dependencies;
  • the responsibilities and levels of autonomy;
  • the operating instructions;
  • the controls to be applied within the activities.

As part of its industrial activity, the Group is exposed to a series of risks, the identification, assessment and management of which are assigned to Managing Directors, also in the role of Executives Directors appointed pursuant to the self-regulatory Corporate Governance Code of Borsa Italiana S.p.A., to business area managers and the Risk Control and Sustainability Committee.

The Directors responsible for the internal control system oversee the risk management process by implementing the guidelines defined by the Board of Directors in relation to risk management and by verifying their adequacy.

In order to prevent and manage the most significant risks of a strategic nature, of Compliance and of fairness of financial information, the Group has tools for mapping and managing the various types of risks, also through an assessment of the economic and financial impacts and the probability of occurrence.

As part of this process, different types of risk are classified on the basis of the assessment of their impact on the achievement of the strategic objectives, that is to say, on the basis of the consequences that the occurrence of the risk may have in terms of compromised operating or financial performance, or of compliance with laws and/or regulations.

On the website www.emakgroup.com is published The Corporate Governance report relating to the 2024 financial year, prepared in accordance with the provisions of Art. 123-bis, Legislative Decree 58/98 which analytically describes the corporate governance structure of the group and the practices applied in terms of the Internal Control System and risk management.

In relation to the main risks, highlighted below, the Group constantly pays attention to and monitors the situations and developments in macroeconomic, market and demand trends in order to be able to implement the necessary and timely strategic assessments.

The following are the risks considered significant and related to the Group's activities; for specific risks related to sustainability issues, please refer to the dedicated reporting section of the annual financial report as of December 31, 2024.

Competition and market trends

The Group operates on a global scale, in sectors characterized by a high level of competition and in which sales are concentrated mainly in mature markets with moderate or low rates of growth in demand.

Performances are closely correlated to factors such as the level of prices, product quality, trademarks and technology, which define the competitive positioning of operators on the market. The competitive position of the Group, which compares with global players that often have greater financial resources as well as greater diversification in terms of geography, makes particularly significant the exposure to risks typically associated with market competitiveness.

The Group mitigates the country risk by adopting a business diversification policy by product and geographic area, such as to allow risk balancing.

The Group also constantly monitors the positioning of its competitors in order to intercept any impacts on its commercial offer.

In order to reduce the risk of saturation of the segments / markets in which it operates, the Group is progressively expanding its product range.

Risks associated with consumer purchasing behavior

Over the last few years, trends have emerged such as for example e-commerce and technologies which could have, in the medium to long term, a significant impact on the market in which the Group operates. The ability to grasp the emerging expectations and needs of consumers is therefore an essential element for maintaining the Group's competitive position.

The Group seeks to capture emerging market trends to renew its range of products and adapt its value proposition based on consumer purchasing behaviour.

Geopolitical risk and international expansion strategy

The Group operates in an increasingly complex international context, in which local tensions and conflicts cause effects at global level, increasingly influencing the economic performance of companies. In addition, the Group's strategies, aimed at increasing business also in emerging countries, more subject to sudden socioeconomic and regulatory changes (e.g., tariffs), could influence results in a more significant way compared to the past. For further information, please refer to the following paragraph "Information about the current geopolitical context".

The most recent macroeconomic evolutions affecting the geopolitical context has had and will have significant repercussions on the variables that determine the performances of businesses, notably the prices of raw materials, transportation costs, energy costs, exchange rates, consumption trends, inflation rate trends and, consequently, interest rates, making the indicators and fundamentals of the economy increasingly volatile and unpredictable; some markets (Russia and Belarus) are subject to economic sanctions that limit their access to the global market.

Emak constantly monitors the evolution of the socio-political situation of the various countries in which it operates, seeking to diversify end markets and supply markets, adopting operating flexibility solutions

(adequate inventories, adjustment of sales prices, etc.) aimed at promptly dealing with very rapid and unexpected changes in contexts.

The Group, in the context of external growth, implements and coordinates M&A activities in all respects in order to mitigate the risks.

Demand variability following weather conditions

Weather conditions may impact on the sales of certain product families. Generally, weather conditions characterized by drought can cause contractions in the sale of gardening products such as lawnmowers and garden tractors, while winters with mild climate adversely affect sales of chainsaws. The Group is able to respond quickly to changes in demand by leveraging on flexible production.

Technological products evolution

The Group operates in sectors where product innovation represents an important driver for the maintenance and growth of its market share.

The Group actively monitors regulatory requirements introduced in outlet countries in order to anticipate technological innovations and place compliant products on the market.

The Group responds to this risk with continuous investment in research and development and in the use of appropriate skills in order to continue to offer innovative and competitive products and adapt supply to the current and future needs of the market.

Customers performances

The Group's results are influenced by the actions of a number of large customers, with which there are no agreements involving minimum purchase quantities. As a result, the demand of such customers for fixed volumes of products cannot be guaranteed and it is impossible to rule out that a loss of important customers or the reduction of orders made by them could have negative effects on the Group's economic and financial results.

Over the last few years, the Group has increasingly implemented a policy of diversifying customers.

Raw material and components price trend

The Group's economic results are influenced by the trend in the price of raw materials and components. The main raw materials used are copper, steel, aluminium, and plastic materials. Their prices can fluctuate significantly during the year since they are linked to official commodity prices on the reference markets. The Group does not use raw material hedging instruments but mitigates risk through supply contracts with

short- term defined conditions while medium-term fluctuations are managed through adjustments to selling prices.

Risks associated with the supply chain and the availability of raw materials

A delay/blocking of deliveries or problems relating to quality with respect to a supplier can adversely affect the production of finished products. Although the Group does not use raw materials which are difficult to obtain and has always managed to ensure a supply of adequate quantity and quality, it is not possible to exclude that the occurrence of possible further supply tensions could lead to procurement difficulties. The Group adopts a strategy of supply diversification specifically with the aim of minimizing the risks linked to a potential unavailability of raw materials in the times required by production.

In addition, the Group has created a system for monitoring the economic-financial performance of suppliers in order to mitigate the risks inherent in any supply interruptions and has set up a management of relations with suppliers that guarantee supply flexibility and quality in line with the Group's policies.

Environment, Health and Safety management

The Group is exposed to risks associated with health and safety at work and the environment, which could involve the occurrence work-related accidents and illness, environmental pollution phenomena or the failed compliance of specific legal regulations. The risks associated with such phenomena may lead to penal or administrative sanctions or pecuniary disbursements against the Group. The Group manages these types of risks through a system of procedures aimed the systematic control of risk factors as well as to their reduction within acceptable limits. All this is organized by implementing different management systems required by the standards of different countries and international standards of reference.

Risks associated with dependence on key figures

The Group's results also depend on the ability of its management, which has a decisive role for the Group's development and which boasts significant experience in the sector. Should the relationship in force with a

number of these professional figures be interrupted without a timely and suitable replacement, the Group's competitive capacity and its relative growth prospects could be affected.

The Group has an operating and management structure able to ensure business continuity, also through the adoption of retention plans for key professional figures, as well as initiatives aimed at developing skills and retaining talent.

Liability to customers and third parties

The Group is exposed to potential liability risks towards customers or third parties in relation to product liability due to possible design and/or manufacturing defects in the Group's products, also attributable to third parties such as suppliers and assemblers. Moreover, in the event that products are defective or do not meet technical and legal specifications, the Group, also by order of control authorities, could be obliged to withdraw such products from the market. In order to manage and reduce these risks, the Group has entered into a master group insurance coverage that minimizes risks only to insurance deductibles.

Risks associated with the recoverability of assets, in particular goodwill

As part of the development strategy, the Group has implemented acquisitions of companies that have enabled it to increase its presence on the market and seize growth opportunities. With reference to these investments, specified in the financial statements as goodwill, there is no guarantee that the Group will be able to reach the benefits initially expected from these operations. The Group continuously monitors the performance against the expected plans, putting in place the necessary corrective actions if there are unfavourable trends which, when assessing the congruity of the values recorded in the financial statements, lead to significant changes in the expected cash flows used for the impairment tests.

Tax risk management

The Group operates in many countries and the tax management of each company is subject to complex national and international tax regulations that may change over time.

Compliance with the tax regulations of parent companies and subsidiaries is harmonized with the Group's tax strategy through coordination and validation activities, which is expressed in homogeneously approaching, while taking into account local particularities, issues such as tax consolidation, facilitations for research and development., transfer pricing, the various forms of public incentives for businesses, as well as the choices relating to the management of any tax disputes.

In addition, the Group, with particular reference to its Italian subsidiaries, has also defined a tax risk control system coordinated with the provisions of Law 262/05 and Legislative Decree 231/01, to monitor activities with potential tax impacts on the main business processes and on the Group's results.

Information Technology

For several years, the Group has automated through its IT systems most of the operational processes to support its business, continuing a progressive and constant digitalization process, subsequent the exponential technological evolution in place. IT systems malfunction and crashes can have a direct impact on most business processes.

In the current economic and social context the risks of cyber security are increasing, especially because of cyber attacks.

If successful, such attacks could adversely impact the Group's business operations, financial condition or reputation. Also due to the recent investment of the Group in new and updated information systems, the Group has started the necessary activities to keep the systems protected and to guarantee their recovery following emergencies, as well as an adequate data storage capacity; furthermore, activities were started on the enhancement of skills in the field of IT security, as well as awareness and training on information security. In parallel with the provisions of the European Regulation (GDPR), the Group constantly monitors the protection of rights in relation to the personal data processed.

The recent and rapid evolution of AI (Artificial Intelligence) technologies raises the issue of their impact on company business models and operational processes, with a general effect on competitiveness and efficiency. The Group closely monitors the technology's evolution and continually evaluates its applications within its business model, in order to develop an appropriate investment plan, both in terms of resources and human capital, to seize opportunities and minimize adverse effects.

Financial risks

In the ordinary performance of its operating activities, the Group is exposed to various risks of a financial nature. For detailed analysis, reference should be made to the appropriate section of the Notes to annual financial statements as of December 31, 2024 in which the disclosures as per IFRS no. 7 are set out.

Risk management process

With the aim of reducing the financial impact of any harmful event, Emak has arranged to transfer residual risks to the insurance market, when insurable.

In this sense, Emak, as part of its risk management, has taken steps to customize insurance coverage in order to significantly reduce exposure, particularly with regard to possible damages arising from the manufacturing and marketing of products. All companies of the Group are today insured, with policies of international programs such as Liability, Property all risks, D&O, Crime, EPL and "legal protection", against major risks considered as strategic, such as: product liability and product recall, general civil liability, legal fees, certain catastrophic events and related business interruption. Other insurance coverage has been taken out at the local level in order to respond to regulatory requirements or specific regulations.

The analysis and insurance transfer of the risks to which the Group is exposed is carried out in collaboration with a high standing insurance broker who, through an international network, is also able to assess the adequacy of the management of the Group's insurance programs on a global scale.

1. Main economic and financial figures for Emak Group

Income statement (€/000)

Y 2024 2 Q 2025 2 Q 2024 I H 2025 I H 2024
601,914 Revenues from sales 177,090 175,332 369,419 345,439
62,160 EBITDA before non ordinary income/expenses
(*)
25,390 23,140 51,872 44,936
60,881 EBITDA
(*)
25,326 22,230 51,782 43,717
24,411 EBIT 17,409 14,160 35,744 27,854
6,500 Net profit 8,895 6,458 20,105 14,309

Investment and free cash flow (€/000)

Y 2024 2 Q 2025 2 Q 2024 I H 2025 I H 2024
18,950 Investment in property, plant and equipment 3,026 4,237 7,026 8,251
5,771 Investment in intangible assets 1,206 1,578 2,256 2,888
42,970 Free cash flow from operations
(*)
16,812 14,528 36,143 30,172

Statement of financial position (€/000)

31.12.2024 30.06.2025 30.06.2024
490,273 Net capital employed (*) 505,719 502,346
(209,959) Net debt (*) (219,338) (212,884)
280,314 Total equity 286,381 289,462

Other statistics

Y 2024 2 Q 2025 2 Q 2024 I H 2025 I H 2024
10.1% EBITDA / Net sales (%) 14.3% 12.7% 14.0% 12.7%
4.1% EBIT/ Net sales (%) 9.8% 8.1% 9.7% 8.1%
1.1% Net profit / Net sales (%) 5.0% 3.7% 5.4% 4.1%
5.0% EBIT / Net capital employed (%) 7.1% 5.5%
0.75 Net debt / Equity 0.77 0.74
2,527 Number of employees at period end 2,537 2,516

Share information and prices

31.12.2024 30.06.2025 30.06.2024
0.035 Earnings per share (€) 0.121 0.086
1.69 Equity per share (€)
(*)
1.73 1.75
0.89 Official price (€) 0.87 1.01
1.23 Maximum share price in period (€) 0.96 1.23
0.86 Minimum share price in period (€) 0.73 0.96
145 Stockmarket capitalization (€ / million) 142 165
162,837,602 Average number of outstanding shares 162,837,602 162,837,602
163,934,835 Number of shares comprising share capital 163,934,835 163,934,835
0.264 Free cash flow from operations per share (€)
(*)
0.222 0.185
0.025 Dividend per share (€) - -

(*) See section "definitions of alternative performance indicators"

2. Information about the current geopolitical context

In an international context still marked by high economic and political uncertainty, the Group has continued to closely monitor geopolitical developments and promptly manage the related risks, adopting measures aimed at safeguarding regular business operations and achieving its strategic objectives.

Russia-Ukraine conflict

The prolonged conflict between Russia and Ukraine has had a significant impact on the socio-economic systems of the countries directly involved, with indirect repercussions on the global economy.

The Group operates in Ukraine mainly through the subsidiary Epicenter Llc, while it distributes its products, in compliance with the international regulations, through independent customers in Russia and Belarus.

Epicenter Llc, a gardening machinery distribution company, located in Kiev and 100% controlled by Emak S.p.A., since the beginning of the hostilities, has implemented all necessary measures to safeguard employee safety, integrity of product inventory and ensure business continuity.

The subsidiary, which has 20 employees, generated a turnover of € 2,077 thousand in the first half of 2025 (€ 3.8 million in 2024), entirely produced in the domestic market.

The local management continues to monitor the evolution of the context to guarantee the continuity of the business under the safest condition.

Net of the subsidiary's activities, the Ukrainian market represents a marginal incidence for the Group, with sales in the first half of 2025 amounting to approximately € 421 thousand and a commercial exposure of just € 6 thousand.

The revenues achieved in the Russian and Belarusian markets represent 0.3% of the total turnover (0.8% in 2024) with a commercial exposure to approximately € 13 thousand.

Israeli-Palestinian conflict

The Israeli-Palestinian conflict has increased the level of macroeconomic uncertainty, affecting energy prices and financial markets.

The Group is closely monitoring the evolution of the situation, although no significant direct impacts have been observed to date, as the affected areas do not represent key markets either for sales or for direct sourcing.

Trade tensions and tariffs

During the year, there was a tightening of protectionist policies and the introduction of new tariffs, particularly concerning trade flows between the United States, Europe and China.

The Group continuously monitors developments in the regulatory and tariff framework, promptly adapting its commercial and operational strategies as needed.

Based on the measures communicated to date, the available evidence, and foreseeable scenarios, the direct impact of tariffs on the Group's economic flows should not jeopardize the achievement of the planned objectives, although it remains an additional element of uncertainty and managerial complexity.

Global Logistics – Red Sea Area

Geopolitical tensions in the Red Sea area have led, starting from the final months of 2023 and throughout 2024, to a redefinition of international maritime trade routes.

This situation has resulted in increased transportation costs and longer delivery times, effects that have persisted into the first half of 2025. The Group has managed these challenges through continuous monitoring of the supply chain and the implementation of operational mitigation measures.

3. Scope of consolidation

Compared to 31 December 2024 and 30 June 2024, the company PNR Nordic AB entered the scope of consolidation on January 2, 2025, 100% acquired by the Spraylab Northern Europe AB. On January 3rd, a reverse merger between the two companies was approved, and the transaction was completed in June 2025.

4. Economic and financial results of Emak Group

Comments on economic figures

Revenues from sales

In the first half of 2025, the Group achieved a consolidated turnover of € 369,419 thousand, compared to € 345,439 thousand of the same period last year, an increase of 6.9%. This increase is due to an organic increase in sales for 7.9%, offset by a negative effect of translation changes for 1%.

The turnover for the second quarter amounts to € 177,090 thousand against € 175,332 thousand in the second quarter of 2024, an increase of 1%.

EBITDA

In the first half of 2025, Ebitda amounts to € 51,782 thousand (14% of sales) compared to € 43,717 thousand (12.7% of sales) for the corresponding semester of the previous year.

During the first half of 2025, non-ordinary expenses for € 136 thousand (€ 1,219 thousand in the first half of 2024) and non-ordinary incomes for € 46 thousand were recorded. Ebitda before non-ordinary expenses and revenues amounts to € 51,872 thousand and equal to 14% of revenues (€ 44,936 thousand equal to 13% of revenues in the same period last year).

The positive effect resulting from the application of the IFRS 16 principle on Ebitda for the first half of 2025 is € 5,417 thousand, against to € 5,195 thousand of the first half of 2024.

Ebitda for the half-year benefited from the increase in sales volumes and a favorable product mix effect, while it was affected by the high level of logistics costs, following geopolitical tensions in the Red Sea.

Personnel costs increased compared to the same period of the previous year for € 2,584 thousand; this increase is due to the greater use of temporary workers to support seasonal peaks and the dynamics of labor costs also affected by contractual increases.

The average number of resources employed by the Group, also considering temporary workers employed in the period, was equal to 2,763 (2,750 in the first half of 2024).

Operating result

Operating result for the first half of 2025 is € 35,744 thousand with an incidence of 9.7% on revenues, compared to € 27,854 thousand (8.1% of sales) for the corresponding period of the previous year.

Depreciation and amortization are € 16,038 thousand, compared to € 15,863 thousand on 30 June 2024.

Non-annualized operating result as a percentage of net capital employed is 7.1% compared to 5.5% of the same period of the previous year.

Net result

Net profit for the first half of 2025 is equal to € 20,105 thousand, against € 14,309 thousand for the same period last year.

Net financial expenses, equal to € 5,981 thousand, decreased compared to € 6,819 thousand in the same period of the previous year, due to the reduction in market interest rates.

Currency management is negative for € 2,572 thousand, compared to a negative value of € 640 thousand in the first half of 2024. Exchange rate management was negatively affected by the devaluation of the US dollar against euro.

The item "Income from/(expenses on) equity investment", equal to a negative value of € 2 thousand (compared to a negative value of € 7 thousand for the same period last year), relates to the valuation according to the equity method of the associated company Raw Power S.r.l.

The effective tax rate is equal to 26.1%, decreasing compared to 29.8% of the same period last year, mainly due to a different distribution of incomes within the Group and lower deferred tax assets on tax losses, which were prudently not recognized by certain subsidiaries.

Comment to consolidated statement of financial position

31.12.2024 €/000 30.06.2025 30.06.2024
229,990 Net non-current assets (*) 221,506 232,790
260,283 Net working capital (*) 284,213 269,556
490,273 Total net capital employed (*) 505,719 502,346
275,947 Equity attributable to the Group 281,767 285,132
4,367 Equity attributable to non controlling interests 4,614 4,330
(209,959) Net debt
(*)
(219,338) (212,884)
(*) See section "Definitions of alternative performance indicators"

Net non-current assets

During first half of 2025 the Group invested € 9,282 thousand in property, plant and equipment and intangible assets, as follows:

31.12.2024 €/000 30.06.2025 30.06.2024
6,514 Technological innovation of products 2,508 3,010
10,476 Production capacity and process innovation 3,789 4,639
3,732 Computer network system 1,442 2,041
2,889 Industrial buildings 922 755
1,110 Other investments 621 694
24,721 Total 9,282 11,139

Investments broken down by geographical area are as follows:

31.12.2024 €/000 30.06.2025 30.06.2024
14,405 Italy 6,460 6,548
1,770 Europe 721 1,034
5,863 Americas 1,358 2,396
2,683 Asia, Africa and Oceania 743 1,161
24,721 Total 9,282 11,139

Net working capital

Net working capital at 30 June 2025 amounted to € 284,231 thousand, compared to € 260,283 thousand at 31 December 2024 and € 269,556 thousand at 30 June 2024.

The following table shows the change in net working capital in the first half of 2025 compared with the previous year:

€/000 1H 2025 1H 2024
Net working capital at 01 January 260,283 251,587
Increase/(decrease) in inventories (20,789) (7,820)
Increase/(decrease) in trade receivables 36,250 41,237
(Increase)/decrease in trade payables 14,767 (16,549)
Change in scope of consolidation 26 5,922
Other changes (6,324) (4,821)
Net working capital at 30 June 284,213 269,556

The level of net working capital at the end of the first half reflects business performance and the impact of the Group's commercial strategies aimed at ensuring an adequate level of customer service. Inventory levels are consistent with seasonal trends, supported by strong sales performance and a reduction in purchases, which led to a decrease in trade payables. Trade receivables are in line with the same period of the previous year, despite the increase in sales, indicating an improvement in the financial position of customers during the halfyear.

Net financial position

Net negative financial position amounts to € 219,338 thousand at 30 June 2025, compared to € 212,884 thousand at 30 June 2024 and € 209,959 thousand at 31 December 2024.

The following table shows the movements in the net financial position of the first half:

€/000 1H 2025 1H 2024
Opening NFP (209,959) (191,495)
Net profit 20,105 14,309
Amortization, depreciation and impairment losses 16,038 15,863
Reversal of profits from acquisition (46) -
Cash flow from operations, excluding changes in operating
assets and liabilities
36,097 30,172
Changes in operating assets and liabilities (30,856) (15,653)
Cash flow from operations 5,241 14,519
Changes in investments and disinvestments (8,422) (10,659)
Changes rights of use IFRS 16 (4,296) (3,277)
Dividends cash out (4,204) (7,404)
Other equity changes (3) 7
Changes from exchange rates and translation reserve 2,284 1,036
Change in scope of consolidation 21 (15,611)
Closing NFP (219,338) (212,884)

Cash flow from operations, excluding changes in operating assets and liabilities, amounted to € 36,097 thousand, compared to € 30,172 thousand for the same period last year. Cash flow from operations is positive for € 5,241 thousand compared to € 14,519 thousand in the same period of the previous year. The change in the scope of consolidation linked to the acquisition of the company PNR Nordic, has positively affected for approximately € 21 thousand, as the acquired cash and cash equivalents exceeded the purchase price.

Details of the net financial position is analyzed as follows:

(€/000) 30.06.2025 31.12.2024 30.06.2024
A. Cash 71,085 69,174 83,675
B. Cash equivalents - - -
C. Other current financial assets 185 408 909
D. Liquidity funds (A+B+C) 71,270 69,582 84,584
E. Current financial debt (20,081) (17,484) (24,274)
F. Current portion of non-current financial debt (65,186) (66,426) (66,949)
G. Current financial indebtedness (E + F) (85,267) (83,910) (91,223)
H. Net current financial indebtedness (G - D) (13,997) (14,328) (6,639)
I. Non-current financial debt (206,612) (196,813) (207,390)
J. Debt instruments - - -
K. Non-current trade and other payables - - -
L. Non-current financial indebtedness (I + J + K) (206,612) (196,813) (207,390)
M. Total financial indebtedness (H + L) (ESMA) (220,609) (211,141) (214,029)
N. Non current financial receivables 1,271 1,182 1,145
O. Net financial position (M-N) (219,338) (209,959) (212,884)
Effect IFRS 16 42,802 44,184 45,216
Net financial position without effect IFRS 16 (176,536) (165,775) (167,668)

Net financial position at 30 June 2025 includes actualized financial liabilities related to the payment of future rental and rent payments, in application of IFRS 16 standard, equal to overall € 42,802 thousand, of which € 9,095 thousand falling due within 12 months while at 31 December 2024 they amounted to a total of € 44,184 thousand, of which € 8,632 thousand falling due within 12 months.

Current financial indebtedness mainly consist of:

  • account payables and self-liquidating accounts;
  • loan repayments falling due by 30 June 2026;
  • amounts due to other providers of finance falling due by 30 June 2026;
  • debt for equity investments in the amount of € 4,482 thousand.

Financial liabilities for the purchase of the remaining minority shares subject to Put & Call Options are equal to € 4,482 thousand and are entirely classified as short-term. These liabilities refer to the following companies:

  • Markusson for an amount of € 1,693 thousand;
  • Poli S.r.l. for an amount of € 1,610 thousand;
  • Valley LLP for an amount of € 899 thousand;
  • Agres for an amount of € 280 thousand.

Equity

Total equity is equal to € 286,381 thousand at 30 June 2025 against € 280,314 thousand at 31 December 2024.

Highlights of the consolidated financial statement of the semester broken down by operating segment

OUTDOOR POWER
EQUIPMENT
PUMPS & WATER
JETTING
COMPONENTS &
ACCESSORIES
Other not allocated /
Netting
Consolidated
€/000 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024
Sales to third parties 124,007 110,465 140,119 140,354 105,293 94,620 369,419 345,439
Intersegment sales 240 233 1,192 1,198 5,805 5,602 (7,237) (7,033)
Revenues from sales 124,247 110,698 141,311 141,552 111,098 100,222 (7,237) (7,033) 369,419 345,439
Ebitda (*) 12,589 9,654 18,454 17,214 21,536 18,207 (797) (1,358) 51,782 43,717
Ebitda/Total Revenues % 10.1% 8.7% 13.1% 12.2% 19.4% 18.2% 14.0% 12.7%
Ebitda before non ordinary expenses (*) 12,589 10,508 18,454 17,269 21,626 18,517 (797) (1,358) 51,872 44,936
Ebitda before non ordinary expenses/Total Revenues % 10.1% 9.5% 13.1% 12.2% 19.5% 18.5% 14.0% 13.0%
Operating result 8,441 5,698 12,427 11,300 15,673 12,214 (797) (1,358) 35,744 27,854
Operating result/Total Revenues % 6.8% 5.1% 8.8% 8.0% 14.1% 12.2% 9.7% 8.1%
Net financial expenses (1) (8,555) (7,466)
Profit befor taxes 27,189 20,388
Income taxes (7,084) (6,079)
Net profit 20,105 14,309
Net profit/Total Revenues% 5.4% 4.1%
(1) Net financial expenses includes the amount of Financial income and expenses, Exchange gains and losses and the amount of the Income from equity investment
STATEMENT OF FINANCIAL POSITION 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024
Net debt (*) 20,508 17,558 139,554 135,438 59,276 56,963 0 0 219,338 209,959
Shareholders' Equity 189,178 185,667 89,168 90,158 86,188 82,934 (78,153) (78,445) 286,381 280,314
Total Shareholders' Equity and Net debt 209,686 203,225 228,722 225,596 145,464 139,897 (78,153) (78,445) 505,719 490,273
Net non-current assets (2) (*) 122,455 123,570 105,581 109,658 68,759 71,936 (75,289) (75,174) 221,506 229,990
Net working capital (*) 87,231 79,655 123,141 115,938 76,705 67,961 (2,864) (3,271) 284,213 260,283
Total net capital employed (*) 209,686 203,225 228,722 225,596 145,464 139,897 (78,153) (78,445) 505,719 490,273
(2) The net non-current assets of the Outdoor Power Equipment area includes the amount of Equity investments for 76,074 thousand Euro
OTHER STATISTICS 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024
Number of employees at period end 724 727 983 980 821 811 9 9 2,537 2,527
OTHER INFORMATIONS 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024
Amortization, depreciation and impairment losses 4,148 3,956 6,027 5,914 5,863 5,993 16,038 15,863
Investment in property, plant and equipment and in
intangible assets
3,505 3,176 2,074 3,916 3,703 4,047 9,282 11,139

(*) See section "Definitions of alternative performance indicators"

Comments on interim results by operating segment

The table below shows the breakdown of "Sales to third parties" in the first six months of 2025 and the second quarter by business sector and geographic area, compared with the same period last year.

OUTDOOR POWER EQUIPMENT PUMPS &
WATER JETTING
COMPONENTS & ACCESSORIES CONSOLIDATED
€/000 1H 2025 1H 2024 Var. % 1H 2025 1H 2024 Var. % 1H 2025 1H 2024 Var. % 1H 2025 1H 2024 Var. %
Europe
Americas
Asia, Africa and Oceania
109,141
3,058
11,808
96,290
3,281
10,894
13.3
(6.8)
8.4
60,072
65,617
14,430
58,935
68,624
12,795
1.9
(4.4)
12.8
61,424
30,852
13,017
56,952
27,097
10,571
7.9
13.9
23.1
230,637
99,527
39,255
212,177
99,002
34,260
8.7
0.5
14.6
Total 124,007 110,465 12.3 140,119 140,354 (0.2) 105,293 94,620 11.3 369,419 345,439 6.9
OUTDOOR POWER EQUIPMENT PUMPS &
WATER JETTING
COMPONENTS & ACCESSORIES CONSOLIDATED
€/000 2Q 2025 2Q 2024 Var. % 2Q 2025 2Q 2024 Var. % 2Q 2025 2Q 2024 Var. % 2Q 2025 2Q 2024 Var. %
Europe 49,653 47,533 4.5 28,871 31,633 (8.7) 31,228 28,992 7.7 109,752 108,158 1.5
Americas 1,002 1,306 (23.3) 33,058 34,762 (4.9) 15,709 13,365 17.5 49,769 49,433 0.7
Asia, Africa and Oceania 4,915 5,584 (12.0) 6,719 6,975 (3.7) 5,935 5,182 14.5 17,569 17,741 (1.0)
Total 55,570 54,423 2.1 68,648 73,370 (6.4) 52,872 47,539 11.2 177,090 175,332 1.0

Outdoor Power Equipment

Sales in the first half of the year grew by 12.3%, driven by initiatives supporting the distribution network and the high level of orders recorded in the first quarter. Growth in the second quarter was uneven, influenced by weather conditions and the economic and geopolitical situation which affected some markets.

In Europe, more significant increases were recorded in countries where the Group operates through a direct presence, while sales continue to slow in markets impacted by the Russia-Ukraine conflict.

In the Americas area, an increase in revenues was recorded in North America, while sales showed weakness in the South American markets.

In the Asia, Africa, and Oceania area, sales growth was concentrated in the Turkish market.

EBITDA amounted to € 12,589 thousand, up from € 9,654 thousand as of June 30, 2024. This increase is mainly attributable to higher sales and the optimization of logistics costs; conversely, it was negatively affected by higher labor costs and certain operating expenses related to increased volumes and the strengthening of the distribution network.

Net negative financial position, amounting to € 20,508 thousand and increasing compared to December 31, 2024, mainly reflects the absorption of net working capital typical of the first half of the year, further accentuated by the growth in sales volumes during the period.

Pumps & Water Jetting

Segment revenues decreased by 0.2% compared to the first half of 2024.

Sales in Europe increased, despite a slowdown in the second quarter, thanks to strong performance in France, Denmark, Germany, and the Netherlands which more than offset decline in Italy, Spain, Russia, and the United Kingdom.

In the Americas area, revenue declined, mainly due to a drop in sales in Brazil and the United States, only partially offset by solid performance in Canada and Argentina.

Revenues in the Asia, Africa, and Oceania area increased, primarily driven by sales in the Chinese and Oceanian markets.

EBITDA for the first half of 2025 amounted to € 18,454 thousand, compared to € 17,214 thousand in the first half of 2024, it was positively influenced by the product mix effect and the containment of overhead costs.

Net negative financial position amounted to € 139,554 thousand, up compared to December 31, 2024, mainly due to seasonal dynamics in net working capital.

Components & Accessories

Segment revenues increased by 11.3% compared to the first half of 2024.

In Europe, there was a widespread increase in sales across all product lines in which the business unit operates.

Revenue in the Americas area grew thanks to the strong performance of the North American market, while the South American market showed slight growth.

In the Asia, Africa, and Oceania area, growth was driven by the markets of Turkey, China, Vietnam, India, North Africa, and Australia.

EBITDA amounted to € 21,536 thousand, compared to € 18,207 thousand as of June 30, 2024, it benefited from higher sales volumes and a favorable product mix effect, while it was negatively impacted by higher personnel costs (mainly due to greater use of temporary workers) and the dynamics of fixed costs.

Net negative financial position, amounted to € 59,276 thousand, an increase compared to the end of the 2024 financial year, is attributable to the increase in net working capital, particularly due to a higher amount of trade receivables, as a result of the increased revenue generated during the half-year.

5. Dealings with related parties

Emak S.p.A. is controlled by Yama S.p.A., which holds 68.93% of its share capital and which, as a non financial holding company, is at the head of a larger group of companies mainly operating in the production of machinery and equipment for agriculture and gardening and of components for motors, and in real estate.

With these companies there are limited supply and industrial services dealings, as well as industrial surfaces rental services of and financial services deriving from the equity investment of a few Italian companies in the Group, including Emak S.p.A., in the tax consolidation headed by Yama S.p.A.

There have been collaboration relationships for consultancy services of a technological nature linked to the development of new electrical products with the company Raw power S.r.l.

A further area of relationships with "other related parties" is derived from the performance of professional services for legal and fiscal nature, provided by entities subject to significant influence by a non-executive director.

All of the above dealings, of a normal and recurring nature, falling within the ordinary exercise of industrial activity, constitute the preponderant part of activities carried out in the period by the Group with related parties. The transactions in question are all regulated under current market conditions, in compliance with framework resolutions approved periodically by the Board of Directors. Reference can be made to the notes to the accounts at paragraph 36.

During the year, no extraordinary operations with related parties have been carried out. If transactions of this nature had taken place, enforcement procedures approved by the Board of Directors would have been applied, most recently with its resolution of 12 May 2021.

* * * * * * *

The determination of the remuneration of Directors and Auditors and Managers with strategic responsibility in the Parent Company occurs as part of the governance framework illustrated to the Shareholders and to the public through the report as per art. 123-ter of Leg. Dec. 58/98, available on the site www.emakgroup.it. Given the conditions, Emak S.p.A. makes use of the procedural simplifications provided for in paragraphs 1 and 3, lett. b), in art. 13 of CONSOB Resolution no. 17221 of March 12, 2010 and related amendments and additions. The remuneration of Directors and Auditors and Managers with strategic responsibilities in the subsidiaries are also established based on adequate protection procedures, that provide for the Parent Company to perform control and harmonization activities.

6. Plan to purchase Emak S.p.A. shares

At December 31, 2024, the Company held 1,097,233 treasury shares in portfolio for an equivalent value of € 2,835 thousand.

During the first half 2025 and until the date of approval by the Board of Directors of this report, there were no changes in the consistency of the portfolio of treasury shares, leaving the balances at the beginning of the year unchanged.

7. Disputes

There were no disputes in progress that might lead to liabilities in the financial statements other than those already described in note 34 of the condensed consolidated half-year financial statements, to which reference is made.

8. Business outlook

In the second quarter of 2025, the Group operated in a persistently uncertain market environment, but with demand progressively normalizing. The commercial and organizational initiatives implemented allowed for a slight further increase in revenue and a solid margin performance, albeit with a natural slowdown compared to the first quarter's dynamics.

The second half of the year presents additional challenges resulting from the macroeconomic environment, which reduces visibility on business performance. In this context of uncertainty, the support provided, both by the ongoing commercial and product development initiatives, will help sustain sales.

The Group will continue to operate with a prudent and flexible approach, maintaining a strong focus on capital efficiency, confident in achieving the growth targets set for 2025.

9. Significant events occurring during the period and positions or transactions arising from atypical and unusual transactions, significant and non-recurring

The significant events that occurred during the period and positions or transactions arising from atypical and unusual transactions, significant and non-recurring are set out in notes 5 and 7 of condensed consolidated half-year financial statements.

10. Subsequent events

On July 8, 2025, the liquidation process of the subsidiary Emak Deutschland GmbH was completed.

11. Other information

Significant operations: derogation from disclosure obligations

The Company has resolved to make use, with effect from 31 January 2013, of the right to derogate from the obligation to publish the informative documents prescribed in the event of significant merger, demerger, share capital increase through the transfer of goods in kind, acquisition and disposal operations, pursuant to art. 70, paragraph 8, and art. 71, paragraph 1-bis of Consob Issuers Regulations, approved with resolution no. 11971 of 4/5/1999 and subsequent modifications and integrations.

12. Reconciliation between shareholders' equity and net profit of the parent company Emak and consolidated equity and the results

In accordance with the Consob Communication dated July 28, 2006, the following table provides a reconciliation between net income for first half 2025 and shareholders' equity at 30 June 2025 of the Group (Group share), with the corresponding values of the parent company Emak S.p.A.

€/000 Equity at
30.06.2025
Result for the
year ending
30.06.2025
Equity at
30.06.2024
Result for the
year ending
30.06.2024
Equity and result of Emak S.p.A. 153,470 6,105 153,824 8,805
Equity and result of consolidated subsidiaries 370,753 29,365 368,991 25,616
Effect of the elimination of the accounting value of
shareholdings
(227,900) (240) (223,500) (283)
Elimination of dividends - (15,677) - (19,776)
Elimination of intergroup profits (9,946) 554 (9,848) (46)
Evaluation of equity investment in associated 4 (2) (5) (7)
Total consolidated amount 286,381 20,105 289,462 14,309
Non controlling interest (4,614) (457) (4,330) (349)
Equity and result attributable to the Group 281,767 19,648 285,132 13,960

Bagnolo in Piano (RE), August 8, 2025

On behalf of the Board of Directors The Chiarman

Massimo Livatino

Definitions of alternative performance indicators

The chart below shows, in accordance with recommendation ESMA/201/1415 published on October 5, 2015, the criteria used for the construction of key performance indicators that management considers necessary to the monitoring the Group performance.

  • EBITDA before non-ordinary expenses and revenues: is obtained by deducting at EBITDA the impact of charges and income for litigation and grants relating to non-core management, expenses related to M&A transactions, and costs for staff reorganization and restructuring.
  • EBITDA: defined as profit/(loss) for the period gross of depreciation of tangible and intangible fixed assets and rights of use, write-downs of fixed assets, goodwill and equity investments, Income from/(expenses on) equity investment, income and financial charges, foreign exchange gains and charges and income taxes.
  • FREE CASH FLOW FROM OPERATIONS: calculated by adding the items "Net profit" plus "Amortization, depreciation and impairment losses".
  • EQUITY PER SHARE: is obtained dividing the item "Group equity" by number of outstanding shares at period end.
  • NET WORKING CAPITAL: include items "Trade receivables", "Inventories", current non financial "other receivables" net of "Trade payables" and current non financial "other payables".
  • NET FIXED ASSETS or NET NON-CURRENT ASSETS: include non-financial "Non current assets" net of nonfinancial "Non-current liabilities".
  • NET CAPITAL EMPLOYED: is obtained by adding the "Net working capital" and "Net non-current assets".
  • NET FINANCIAL POSITION: this indicator is calculated by adding to the scheme envisaged by the "Call for attention no. 5/21" of 29 April 2021 issued by Consob, which refers to ESMA guidelines 32-382-1138 of 4 March 2021, the noncurrent financial receivables.

It should be noted that alternative performance indicators are not identified as an accounting measure under the International Accounting Standards and, therefore, should not be considered a substitute measure for the evaluation of the performance of the Company and the Group. The criterion for determining these indicators applied by the Company and the Group may not be homogeneous with that adopted by other companies in the sector and, therefore, such data may not be comparable.

Emak Group

Condensed consolidated half year report at 30 June 2025

Emak Group – Condensed consolidated half year report at 30/06/2025

Consolidated financial statements

Consolidated income statement and consolidated statement of other comprehensive income

Thousand of Euro

Year 2024 CONSOLIDATED INCOME STATEMENT Notes 1H 2025 of which to
related parties
1H 2024 of which to
related parties
601,914
5,089
Revenues from sales
Other operating incomes
9
9
369,419
1,894
194 345,439
1,918
579
14,134 Change in inventories (14,541) (6,602)
(323,486) Raw materials, consumables and goods 10 (177,197) (1,414) (174,643) (1,316)
(120,549) Personnel expenses 11 (64,839) (62,255)
(116,221) Other operating costs and provisions 12 (62,954) (296) (60,140) (405)
(36,470) Amortization, depreciation and impairment losses 13 (16,038) (937) (15,863) (937)
24,411 Operating result 35,744 27,854
4,843 Financial income 14 724 - 1,984 -
(18,119) Financial expenses 14 (6,705) 159 (8,803) 183
(654) Exchange gains and losses 14 (2,572) (640)
4 Income from/(expenses on) equity investment 14 (2) (7)
10,485 Profit before taxes 27,189 20,388
(3,985) Income taxes 15 (7,084) (6,079)
6,500 Net profit (A) 20,105 14,309
(745) (Profit)/loss attributable to non controlling interests (457) (349)
5,755 Net profit attributable to the Group 19,648 13,960
0.035 Basic earnings per share 16 0.121 0.086
0.035 Diluted earnings per share 16 0.121 0.086
Year 2024 CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE
INCOME
Notes 1H 2025 1H 2024
6,500 Net profit (A) 20,105 14,309
(3,591) Profits/(losses) deriving from the conversion of foreign company
accounts
(9,831) (2,352)
50 Actuarial profits/(losses) deriving from defined benefit plans (*) - -
(14) Income taxes on OCI (*) - -
(3,555) Total other components to be included in the comprehensive
income statement (B)
(9,831) (2,352)
2,945 Total comprehensive income for the period (A)+(B) 10,274 11,957
(386) Comprehensive net profit attributable to non controlling interests (C) (380) (178)
2,559 Comprehensive net profit attributable to the Group (A)+(B)+(C) 9,894 11,779

(*) Items will not be classified in the income statement

In accordance with the CONSOB resolution no. 15519 of July 27 2006, the effects of transactions with related parties on the consolidated income statement are shown in the scheme and are further described and discussed in note 36.

Statement of consolidated financial position

Thousand of Euro

31.12.2024 ASSETS Notes
30.06.2025
of which to
30.06.2024
related parties
of which to
related parties
Non-current assets
93,248 Property, plant and equipment 17 89,385 90,338
32,474 Intangible assets 18 30,399 33,580
41,670 Rights of use 19 40,083 10,257 42,822 12,129
67,176 Goodwill 20 65,573 9,914 72,422 9,914
8 Equity investments in other companies 21 8 8
806 Equity investments in associates 21 804 795
13,517 Deferred tax assets 30 13,514 12,150
1,182 Other financial assets 22 1,271 - 1,145 37
97 Other assets 24 92 97
250,178 Total non-current assets 241,129 253,357
Current assets
251,684 Inventories 25 230,984 231,462
133,620 Trade and other receivables 24 172,094 1,372 169,211 2,192
10,450 Current tax receivables 30 6,980 10,089
38 Other financial assets 22 78 74 74 74
370 Derivative financial instruments 23 107 835
69,174 Cash and cash equivalents 71,085 83,675
465,336 Total current assets 481,328 495,346
715,514 TOTAL ASSETS 722,457 748,703
31.12.2024 SHAREHOLDERS' EQUITY AND LIABILITIES 30.06.2025 of which to
related parties
30.06.2024 of which to
related parties
Shareholders' Equity
275,947 Shareholders' Equity of the Group 26 281,767 285,132
4,367 Non-controlling interests 4,614 4,330
280,314 Total Shareholders' Equity 286,381 289,462
Non-current liabilities
161,261 Loans and borrowings due to banks and others lenders 28 172,905 170,361
35,552 Liabilities for leasing 29 33,707 9,083 37,029 10,982
9,006 Deferred tax liabilities 30 8,383 9,262
6,535 Employee benefits 31 6,617 6,501
2,735 Provisions for risks and charges 32 2,711 3,017
730 Other liabilities 33 641 642
215,819 Total non-current liabilities 224,964 226,812
Current liabilities
128,142 Trade and other payables 27 117,120 3,693 132,482 3,481
4,876 Current tax liabilities 30 6,544 6,598
74,300 Loans and borrowings due to banks and others lenders 28 74,542 82,914
8,632 Liabilities for leasing 29 9,095 1,900 8,187 1,849
978 Derivative financial instruments 23 1,630 122
2,453 Provisions for risks and charges 32 2,181 2,126
219,381 Total current liabilities 211,112 232,429
715,514 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 722,457 748,703

In accordance with the CONSOB resolution no. 15519 of July 27 2006, the effects of related party transactions on the financial position are shown in the scheme and are further described and discussed in note 36.

Statement of changes in consolidated equity for the Emak Group at 31.12.2024 and at 30.06.2025

SHARE
CAPITAL
SHARE
PREMIUM
OTHER RESERVES RETAINED EARNINGS EQUITY
ATTRIBUTABLE
Thousand of Euro Treasury
Shares
Legal
reserve
Revaluation
reserve
Cumulative
translation
adjustment
Reserve
IAS 19
Other
reserves
Retained
earnings
Net profit
of the
period
TOTAL
GROUP
TO NON
CONTROLLING
INTERESTS
TOTAL
Balance at 31.12.2023 42,623 41,513 (2,835) 4,969 4,353 75 (984) 35,483 135,080 19,075 279,352 4,315 283,667
Profit reclassification 522 2,598 8,627 (19,075) (7,328) (243) (7,571)
Other changes 1,364 1,364 (91) 1,273
Net profit for the period (3,232) 36 5,755 2,559 386 2,945
Balance at 31.12.2024 42,623 41,513 (2,835) 5,491 4,353 (3,157) (948) 38,081 145,071 5,755 275,947 4,367 280,314
Profit reclassification 321 2,021 (658) (5,755) (4,071) (133) (4,204)
Other changes (3) (3) - (3)
Net profit for the period (9,754) 19,648 9,894 380 10,274
Balance at 30.06.2025 42,623 41,513 (2,835) 5,812 4,353 (12,911) (948) 40,102 144,410 19,648 281,767 4,614 286,381

Statement of changes in consolidated equity for the Emak Group at 30.06.2024

SHARE
CAPITAL
OTHER RESERVES RETAINED EARNINGS EQUITY
ATTRIBUTABLE
Thousand of Euro SHARE
PREMIUM
Treasury
Shares
Legal
reserve
Revaluation
reserve
Cumulative
translation
adjustment
Reserve
IAS 19
Other
reserves
Retained
earnings
Net profit
of the
period
TOTAL
GROUP
TO NON
CONTROLLING
INTERESTS
TOTAL
Balance at 31.12.2023 42,623 41,513 (2,835) 4,969 4,353 75 (984) 35,483 135,080 19,075 279,352 4,315 283,667
Profit reclassification 522 2,598 8,627 (19,075) (7,328) (76) (7,404)
Other changes 1,329 1,329 (87) 1,242
Net profit for the period (2,181) 13,960 11,779 178 11,957
Balance at 30.06.2024 42,623 41,513 (2,835) 5,491 4,353 (2,106) (984) 38,081 145,036 13,960 285,132 4,330 289,462

Consolidated Cash Flow Statement

31.12.2024 ( €/000 ) Notes 30.06.2025 30.06.2024
Cash flow from operations
6,500 Net profit for the period 20,105 14,309
36,470 Amortization, depreciation and impairment losses 13 16,038 15,863
49 Financial expenses from discounting of debts and other income/expenses
from non-monetary transactions (37) 25
(4) Income from/(expenses on) equity investment 14 2 7
(1,292) Financial (income)/ Expenses from adjustment of estimated liabilities for 14 62 (21)
outstanding commitment associates' shares
(236) Capital (gains)/losses on disposal of property, plant and equipment (11) (81)
(10,277) Decreases/(increases) in trade and other receivables (37,682) (43,338)
(14,363) Decreases/(increases) in inventories 13,997 6,669
14,338 (Decreases)/increases in trade and other payables (6,999) 20,758
(39) Change in employee benefits 82 (73)
450 (Decreases)/increases in provisions for risks and charges (243) 400
1,046 Change in derivative financial instruments 913 (284)
32,642 Cash flow from operations 6,227 14,234
Cash flow from investing activities
(24,125) Change in property, plant and equipment and intangible assets (8,435) (10,748)
82 (Increases) and decreases in securities and financial assets (130) 115
236 Proceeds from disposal of property, plant and equipment and other changes 11 81
(11,889) Change in scope of consolidation 5 21 (10,689)
(35,696) Cash flow from investing activities (8,533) (21,241)
Cash flow from financing activities
73 Other changes in equity (3) 7
8,850 Change in short and long-term loans and borrowings 14,384 26,516
(8,624) Liabilities for leasing refund (4,463) (4,143)
(7,571) Dividends paid (4,204) (7,404)
(7,272) Cash flow from financing activities 5,714 14,976
(10,326) Total cash flow from operations, investing and financing activities 3,408 7,969
2,470 Effect of changes from exchange rates and translation reserve (1,075) 1,022
(7,856) INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 2,333 8,991
72,909 OPENING CASH AND CASH EQUIVALENTS 65,053 72,909
65,053 CLOSING CASH AND CASH EQUIVALENTS 67,386 81,900
ADDITIONAL INFORMATION ON THE CASH FLOW STATEMENT
31.12.2024 ( €/000 ) 30.06.2025 30.06.2024
RECONCILIATION OF CASH AND CASH EQUIVALENTS
72,909 Opening cash and cash equivalents, detailed as follows: 65,053 72,909
75,661 Cash and cash equivalents 69,174 75,661
(2,752) Overdrafts (4,121) (2,752)
65,053 Closing cash and cash equivalents, detailed as follows: 67,386 81,900
69,174 Cash and cash equivalents 71,085 83,675
(4,121) Overdrafts (3,699) (1,775)
Other information:
169 Change in related party receivables and service transactions 591 (60)
70 Change in related party payables and service transactions 2,017 1,875
37 Change in related party financial assets - -
(2,180) Related party liabilities for leasing refund (1,090) (1,090)

In accordance with the CONSOB resolution no. 15519 of July 27 2006, the effects of transactions with related parties on the consolidated cash flow statement are shown in the section Other information.

Explanatory notes to the condensed consolidated financial statements for the half-year of Emak Group

Index

  • 1. General information
  • 2. Summary of principal accounting policies
  • 3. Capital and Financial risk management
  • 4. Key accounting estimates and assumptions and disclosure of contingent assets and liabilities
  • 5. Significant non-recurring events and transactions
  • 6. Segment information
  • 7. Balances or transactions arising from atypical and unusual operations
  • 8. Net financial position
  • 9. Revenues from sales and other operating income
  • 10. Raw materials, consumable and goods
  • 11. Personnel expenses
  • 12. Other operating costs and provisions
  • 13. Amortization, depreciation and impairment losses
  • 14. Financial income and expenses, exchange gains and losses and Income from/(expenses on) equity investment
  • 15. Income taxes
  • 16. Earnings per share
  • 17. Property, plant and equipment
  • 18. Intangible assets
  • 19. Rights of use
  • 20. Goodwill
  • 21. Equity investments in other companies and investments in associates
  • 22. Other financial assets
  • 23. Derivative financial instruments
  • 24. Trade and other receivables
  • 25. Inventories
  • 26. Equity
  • 27. Trade and other payables
  • 28. Loans and borrowings
  • 29. Liabilities deriving from leases
  • 30. Tax assets and liabilities
  • 31. Employee benefits
  • 32. Provisions for risks and charges
  • 33. Other non-current liabilities
  • 34. Contingent liabilities
  • 35. Commitments
  • 36. Related party transactions
  • 37. Subsequent events

1. General Information

Emak S.p.A. (hereinafter "Emak" or the "Parent Company") is a public company, with registered offices in Via Fermi, 4 in Bagnolo in Piano (RE). It is listed on the Italian stock market (MTA) on the EURONEXT STAR segment.

Emak S.p.A. is controlled by Yama S.p.A., non-financial holding company, which holds the majority of its capital and appoints, pursuant to the law and the company's bylaws, the majority of the members of its governing bodies. Emak S.p.A., nonetheless, is not subject to management or coordination on the part of Yama, and its Board of Directors makes its own strategic and operating choices in complete autonomy.

Values shown in the notes are in thousands of Euros, unless otherwise stated.

The Board of Directors of Emak S.p.A. on August 8, 2025 approved the half year report to June 30, 2025 and ordered his immediate notification under Art. 154-ter, paragraph 1-ter TUF, to the Board of Auditors and to the Auditing firm in order for them to carry out their relative duties.

The half year report at 30 June 2025 is subject to a limited audit by KPMG S.p.A. This audit is significantly less extensive than that of a complete audit carried out according to established auditing standards.

1.rmation about the current geopolitical context

Please refer to chapter 2 of the interim Directors' report.

2. Summary of principal accounting policies

The principal accounting policies used for preparing the condensed consolidated half-year financial statements are in line, except as specified below, with those applied for the annual consolidated financial statements at 31 December 2024 and are briefly discussed below.

2.1 General methods of preparation

The condensed consolidated half-year report of the Group at 30 June 2025 has been drawn-up in compliance with the IFRS's issued by the International Accounting Standards Board and adopted by the European Union and has been prepared in accordance with the IAS 34 accounting standard (Interim Financial Reporting), with art. 154-ter (financial reports) of the Consolidated Finance Act and with Consob regulations and resolutions in force. The same accounting principles used in preparing the consolidated financial statements at 31 December 2024 were applied. "IFRS" also includes all valid International Accounting Standards ("IAS") still in force, as well as all interpretations of the International Financial Reporting Standards Interpretations Committee (IFRS IC, formerly "IFRIC"), previously known as the Standing Interpretations Committee ("SIC"). For this purpose, the financial statements of consolidated subsidiaries were reclassified and adjusted.

There are also the explanatory notes according to the disclosures required by IAS 34 with the supplementary information considered useful for a clearer understanding of the condensed consolidated financial statements. The condensed consolidated financial statements at June 30, 2025 should be read in conjunction with the annual financial statements at 31 December 2024.

In accordance with IAS 1, the Directors confirm that, given the economic outlook, the capital and the Group's financial position, it operates as a going concern.

As partial exception to the provisions of IAS 34, these condensed consolidated financial statements provide detailed as opposed to summary schedules in order to provide a better and clearer view of the economicfinancial and financial dynamics during the period.

The financial statements used at June 30, 2025 are consistent with those in place for the annual financial statements at December 31, 2024.

In accordance with the requirements established by IFRS, the condensed consolidated half-year report is constituted by the following reports and documents:

    1. Statement of consolidated financial position: based on the distinction between current and non-current assets and current and non-current liabilities;
    1. Consolidated income statement and consolidated statement of other comprehensive income: classification of items of income and expense according to their nature and with representation of the operating result that does not include the effects of exchange differences and income from/(expenses on) equity investment, as per the accounting policy historically adopted by the Group;
    1. Consolidated cash flow statement: based on a presentation of cash flows using the indirect method;
    1. Consolidated statement of changes in equity;
    1. Notes to the interim consolidated financial statements.

The condensed consolidated financial statements presents annual data for comparative purposes in the previous year in order to provide adequate information, in consideration of the seasonality of the business of the Group as well as the values of the comparatives of the same period of the previous year are also shown. Indeed, the Group carries out an activity that is affected by the non perfect homogeneity of the flow of revenues and expenses during the year, showing a concentration of volumes mainly in the first half of each year.

The preparation of financial statements in conformity with IFRS requires the use of estimates by the Directors. The areas involving a higher degree of judgment or complexity and areas where assumptions and estimates could have a significant impact on the consolidated financial statements are discussed in note 4.

It is also to be noted that some valuation procedures have minimal impact on the financial statements, are generally carried out completely only in the preparation of annual financial statements, when all necessary information are available, except in cases where there are indications that an immediate assessment of any impairment is required.

Given their limited materiality even the actuarial valuations for the calculation of provisions for employee benefits, as well as the adjustment to the most recent estimates, based on the updated long-term plans, of the payables for the purchase of the residual minority shareholdings if based on prospective economic-financial parameters, are normally processed on the occasion of the annual financial statement, except in specific cases where more significant effects are expected.

Current and deferred tax is recognized based on tax rates in force at the date of the half year report.

2.2 Methods of consolidation

Subsidiaries

The consolidated financial statements of the Group include the financial statements of Emak S.p.A. and the Italian and foreign companies over which Emak exercises direct or indirect control by governing their financial and operating policies and receiving the related benefits, according to the criteria established by IFRS 10.

The acquisition of subsidiaries is accounted for using the purchase method ("Acquisition method"), except for those acquired in 2011 from the parent company Yama S.p.A. The cost of acquisition initially corresponds to the fair value of the assets acquired, the financial instruments issued and the liabilities at the date of acquisition. The excess of the cost of acquisition over the group's share of the fair value of the net identifiable assets acquired is recognized as goodwill.

If the cost of acquisition is lower, the difference is directly expensed to income. The financial statements of subsidiaries are included in the consolidated accounts starting from the date of taking control to when such control ceases to exist. Minority interests and the amount of profit or loss for the period attributable to minorities are shown separately in the consolidated statement of financial position and income statement.

Subsidiaries are consolidated line-by-line from the date that the Group obtains control.

In business combinations carried out in several phases, with the presence of previous parent-subsidiary relationship, full consolidation takes place from the date of acquisition of control and on the same date the remeasurement at fair value of the previously held investment takes place.

It should be noted that:

  • the subsidiary Valley LLP, owned by Comet Usa Inc with a share of 94%, is consolidated at 100% as a result of the "Put and Call Option Agreement" which regulates the acquisition of the remaining 6% held by a company linked to the current CEO of the subsidiary;
  • Markusson Professional Grinders AB, participated by Tecomec S.r.l., with a share of 81%, is consolidated at 100% on the basis of the "Put and Call Option Agreement" which regulates the purchase of the remaining 19%.
  • Agres Sistemas Eletrônicos S.A., participated by Tecomec S.r.l., with a share of 95.5%, is consolidated at 100% on the basis of the "Put and Call Option Agreement" which regulates the purchase of the remaining 4.5%;
  • Poli S.r.l., participated by Comet S.p.A., with a share of 80%, is consolidated at 100% on the basis of the "Put and Call Option Agreement" which regulates the purchase of the remaining 20%.

Intercompany transactions

Transactions, balances and unrealized profits relating to operations between Group companies are eliminated. Unrealized losses are similarly eliminated, unless the operation involves a loss in value of the asset transferred. The financial statements of the enterprises included in the scope of consolidation have been suitably adjusted, where necessary, to align them with the accounting principles adopted by the Group.

Associated companies

Associated companies are companies in which the Group exercises significant influence, as defined by IAS 28 - Investments in Associates and joint venture, but not control over financial and operating policies. Investments in associated companies are accounted for with the equity method starting from the date the significant influence begins, up to when such influence ceases to exist.

Scope of consolidation

The scope of consolidation at June 30, 2025 include the following companies consolidated using the full consolidation method:

Emak S.p.A.
Bagnolo in Piano - RE (I)
42,623,057

Italy
Comet S.p.A.
Reggio Emilia (I)
2,600,000

100.00 Emak S.p.A.
100.00
PTC S.r.l.
Rubiera - RE (I)
55,556

100.00 Comet S.p.A.
100.00
Sabart S.r.l.
Reggio Emilia (I)
1,900,000

100.00 Emak S.p.A.
100.00
Tecomec S.r.l.
Reggio Emilia (I)
1,580,000

100.00 Emak S.p.A.
100.00
Lavorwash S.p.A.
Pegognaga - MN (I)
3,186,161

98.92 Comet S.p.A.
98.92
Poli S.r.l. (1)
Colorno - PR (I)
60,000

100.00 Comet S.p.A.
80.00
Pnr Italia S.r.l.
Voghera - PV (I)
1,000,000

100.00 Tecomec S.r.l.
100.00
Europe
Emak Suministros Espana SA
Getafe - Madrid (E)
270,459

90.00 Emak S.p.A.
90.00
Comet France SAS
Wolfisheim (F)
320,000

100.00 Comet S.p.A.
100.00
Emak Deutschland Gmbh
Fellbach - Oeffingen (D)
553,218

100.00 Emak S.p.A.
100.00
Emak France SAS
Rixheim (F)
2,000,000

100.00 Emak S.p.A.
100.00
Emak U.K. Ltd
Burntwood (UK)
342,090
GBP
100.00 Emak S.p.A.
100.00
Epicenter LLC
Kiev (UA)
19,026,200
UAH
100.00 Emak S.p.A.
100.00
Speed France SAS
Arnas (F)
300,000

100.00 Tecomec S.r.l.
100.00
Victus-Emak Sp. Z o.o.
Poznan (PL)
10,168,000
PLN
100.00 Emak S.p.A.
100.00
Lavorwash France S.A.S
Wolfisheim (F)
37,000

98.92 Lavorwash S.p.A.
100.00
Lavorwash GB Ltd
St. Helens Merseyside (UK)
900,000
GBP
98.92 Lavorwash S.p.A.
100.00
Lavorwash Polska SP.ZOO
Bydgoszcz (PL)
163,500
PLN
98.92 Lavorwash S.p.A.
100.00
Lavorwash Iberica S.L.
Tarragona (E)
80,000

98.92 Lavorwash S.p.A.
100.00
Markusson Professional Grinders AB (2)
Rimbo (SE)
50,000
SEK
100.00 Tecomec S.r.l.
81.00
Trebol Maquinaria y Suministros S.A.
A Coruña (E)
75,000

83.33 Sabart S.r.l.
83.33
Pnr EE Sp. Z.o.o.
Poznan (PL)
5,000
PLN
100.00 Pnr Italia S.r.l.
100.00
PNR Central Europe GmbH
Freilassing (D)
25,000

100.00 Pnr Italia S.r.l.
100.00
PNR Nordic AB
Stoccolma (SE)
400,000
SEK
100.00 Pnr Italia S.r.l.
100.00
America
Comet Usa Inc
Bloomington - Minnesota (USA)
231,090
USD
100.00 Comet S.p.A.
100.00
Comet do Brasil Industria e Comercio de
51,777,052
Comet S.p.A.
99.63
Indaiatuba (BR)
BRL
100.00
Equipamentos Ltda
PTC S.r.l.
0.37
23,557,909
Emak S.p.A.
99.99
Emak do Brasil Industria LTDA
Ribeirao Preto (BR)
BRL
100.00
Comet do Brasil LTDA
0.01
PTC Waterblasting LLC
Bloomington - Minnesota (USA)
285,000
USD
100.00 Comet Usa Inc
100.00
1,000,000
Comet S.p.A.
97.00
S.I. Agro Mexico
Guadalajara (MEX)
MXN
100.00
PTC S.r.l.
3.00
Speed South America S.p.A.
Providencia - Santiago (RCH)
906,215,860
CLP
100.00 Speed France SAS
100.00
Valley Industries LLP (3)
Paynesville - Minnesota (USA)
-
USD
100.00 Comet Usa Inc
94.00
Speed North America Inc.
Wooster - Ohio (USA)
10
USD
100.00 Speed France SAS
100.00
34,245,535
Lavorwash S.p.A.
99.99
Lavorwash Brasil Ind. Ltda
Indaiatuba (BR)
BRL
98.92
Comet do Brasil LTDA
0.01
Spraycom comercio de pecas para agricoltura
Catanduva (BR)
533,410
BRL
51.00 Tecomec S.r.l.
51.00
S.A.
Agres Sistemas Eletrônicos S.A. (4)
Pinais (BR)
2,224,787
BRL
100.00 Tecomec S.r.l.
95.50
PNR America LLC
Poughkeepsie - New York (USA)
1,000
USD
100.00 Pnr Italia S.r.l.
100.00
Rest of the world
Jiangmen Emak Outdoor Power Equipment
Jiangmen (RPC)
20,425,994
RMB
100.00 Emak S.p.A.
100.00
Co.Ltd
Ningbo Tecomec Manufacturing Co. Ltd
Ningbo City (RPC)
8,029,494
RMB
100.00 Tecomec S.r.l.
100.00
Tai Long (Zhuhai) Machinery Manufacturing Ltd Zhuhai (RPC)
16,353,001
RMB
100.00 Emak S.p.A.
100.00
Speed Line South Africa Ltd
Pietermaritzburg (ZA)
100
ZAR
51.00 Speed France SAS
51.00
Yongkang Lavorwash Equipment Co. Ltd
Yongkang City (RPC)
63,016,019
RMB
98.92 Lavorwash S.p.A.
100.00
Yongkang Lavorwash Trading Co. Ltd
Yongkang City (RPC)
3,930,579
RMB
98.92 Lavorwash S.p.A.
100.00
100.00 Emak S.p.A.
Name Head office Share capitale Currency % consolidated Held by % of equity
investment
Parent company
Jiangmen Autech Equipment Co. Ltd Jiangmen (RPC) 5,106,499 RMB 100.00

(1) Poli S.r.l. is consolidated at 100% as a result of the "Put and Call Option Agreement" which regulates the acquisition of the remaining 20%.

(2) Markusson Professional Grinders AB is consolidated at 100% as a result of the "Put and Call Option Agreement" which regulates the acquisition of the remaining 19%.

(3) Valley Industries LLP is consolidated at 100% as a result of the "Put and Call Option Agreement" which regulates the acquisition of the remaining 6%.

(4) Agres Sistemas Eletrônicos S.A. is consolidated at 100% as a result of the "Put and Call Option Agreement" which regulates the acquisition of the remaining 4.5%.

Compared to 31 December 2024 and 30 June 2024, the company PNR Nordic AB entered the scope of consolidation on January 2, 2025, 100% acquired by the Spraylab Northern Europe AB. On January 3rd, a reverse merger between the two companies was approved, and the transaction was completed in June 2025.

The associated company Raw Power S.r.l., with headquarters in Reggio Emilia (Italy) and share capital of € 75,292, is 24% held by Emak S.p.A. and consolidated starting from the first quarter of 2023 with the equity method.

2.3 Translation differences

Functional currency and presentation currency

Transactions included in the financial statements of each group company are recorded using the currency of the primary economic environment in which the company operates (functional currency). The consolidated financial statements are presented in Euro, the functional and presentation currency of the Parent Company.

Transactions and balances

Transactions in foreign currencies are translated at the exchange rates at the dates of the transactions. Gains and losses arising from foreign exchange receipts and payments in foreign currency and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in income.

Consolidation of foreign companies financial statements

The financial statements of all Group companies with functional currency different from the presentation currency of the consolidated financial statements are translated as follows:

  • (i) assets and liabilities are translated at the closing rate on the statement of financial position date;
  • (ii) income and expenses are translated at the average rate for the period;
  • (iii) all translation differences are recognized as a separate reserve under equity ("cumulative translation adjustment");
  • (iv) the other residual transactions are recorded at the specific exchange rate of the transaction.

The main exchange rates used for the translation in Euro of the financial statements expressed in foreign currencies are the following:

31.12.2024 Amount of foreign for 1 Euro Average 1H 2025 30.06.2025 Average 1H 2024 30.06.2024
0.83 GB Pounds (UK) 0.84 0.86 0.85 0.85
7.58 Renminbi (China) 7.92 8.40 7.80 7.77
1.04 Dollar (Usa) 1.09 1.17 1.08 1.07
4.28 Zloty (Poland) 4.23 4.24 4.32 4.31
19.62 Zar (South Africa) 20.08 20.84 20.25 19.50
43.69 Uah (Ukraine) 45.48 48.99 42.20 43.27
6.43 Real (Brazil) 6.29 6.44 5.49 5.89
21.55 Mexican Pesos (Mexico) 21.80 22.09 18.51 19.57
1,033.76 Chilean Pesos (Chile) 1,043.28 1,100.97 1,016.24 1,021.54
11.46 Swedish krona (Sweden) 11.10 11.15 11.39 11.36

2.4 Description of accounting policies applied to individual items

Details of the accounting policies applied to individual items within the financial statements can be found in sections from 2.4 to 2.28 of the explanatory notes to the consolidated financial statements at 31 December 2024.

2.5 Changes in accounting standards and new accounting standards

IFRS ACCOUNTING STANDARDS, AMENDMENTS AND INTERPRETATIONS APPLICABLE SINCE JANUARY 1, 2025

The following IFRS, amendments and interpretations were first adopted by the Group starting January 1, 2025:

• On August 15, 2023 the IASB published an amendment entitled "Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability". The document requires an entity to apply a consistent methodology to determine whether one currency can be converted into another and, when this is not possible, how to determine the exchange rate to use and the disclosure to provide in the notes to the financial statements. The amendments came into effect on January 1, 2025. The adoption of this amendment did not lead any effects on the Group's consolidated financial statements.

ACCOUNTING STANDARD, AMENDMENTS AND INTERPRETATIONS ENDORSED BY THE EUROPEAN UNION, BUT NOT YET MANDATORY APPLICABLE AND NOT EARLY ADOPTED FROM THE GROUP ON JUNE 30, 2025

The following accounting standards, amendments, and interpretations of IFRS have completed the homologation process necessary for the adoption of the amendments and the principles described below but are not yet mandatorily applicable and have not been adopted early by the Group as of June 30, 2025:

  • On May 30, 2024, the IASB published the document "Amendments to the Classification and Measurement of Financial Instruments—Amendments to IFRS 9 and IFRS 7". The document clarifies certain problematic aspects that emerged from the post-implementation review of IFRS 9, including the accounting treatment of financial assets whose returns vary upon the achievement of ESG objectives (i.e., green bonds). Specifically, the amendments aim to:
    • o clarify the classification of financial assets with variable returns linked to environmental, social, and corporate governance (ESG) objectives and the criteria to be used for the SPPI test assessment;
    • o determine that the settlement date for liabilities settled through electronic payment systems is the date on which the liability is extinguished. However, an entity is permitted to adopt an accounting policy to derecognize a financial liability before delivering cash on the settlement date under certain specific conditions.

With these amendments, the IASB has also introduced additional disclosure requirements, particularly concerning investments in equity instruments designated at FVOCI.

The amendments will apply to financial statements for periods beginning starting from January 1, 2026. The Directors do not expect a significant effect on the Group's consolidated financial statements from the adoption of this new amendment.

ACCOUNTING STANDARDS, AMENDMENTS AND INTERPRETATIONS INTERNATIONAL FINANCIAL REPORTING STANDARDS NOT YET APPROVED BY THE EUROPEAN UNION

At the reference date of this document, the competent bodies of the European Union have not yet completed the approval process necessary for the adoption of the amendments and principles described below.

  • On July 18, 2024, the IASB published a document titled "Annual Improvements Volume 11." The document includes clarifications, simplifications, corrections, and changes aimed at improving the consistency of various IFRS Accounting Standards. The amended standards are:
    • o IFRS 1 First-time Adoption of International Financial Reporting Standards;
    • o IFRS 7 Financial Instruments: Disclosures and the related implementation guidelines for IFRS 7;
    • o IFRS 9 Financial Instruments;
    • o IFRS 10 Consolidated Financial Statements; and
    • o IAS 7 Statement of Cash Flows.

The amendments will be applicable from January 1, 2026, but early application is permitted. The Directors do not expect a significant impact on the Group's consolidated financial statements from the adoption of these amendments.

  • On December 18, 2024, the IASB published an amendment titled "Contracts Referencing Naturedependent Electricity – Amendment to IFRS 9 and IFRS 7". The document aims to support entities in reporting the financial effects of contracts for purchasing electricity generated from renewable sources (often structured as Power Purchase Agreements). Based on these contracts, the amount of electricity generated and purchased can vary due to uncontrollable factors such as weather conditions. The IASB has made targeted amendments to IFRS 9 and IFRS 7. The amendments include:
    • o A clarification regarding the application of "own use" requirements to this type of contract;
    • o Criteria to allow the accounting of these contracts as hedging instruments; and
    • o New disclosure requirements to enable financial statement users to understand the impact of these contracts on an entity's financial performance and cash flows.

The amendment will be applicable from January 1, 2026, but early application is permitted. The Directors do not expect a significant impact on the Group's consolidated financial statements from the adoption of this amendment.

  • On April 9, 2024, the IASB published a new standard, IFRS 18 Presentation and Disclosure in Financial Statements, which will replace IAS 1 Presentation of Financial Statements. The new standard aims to improve the presentation of the financial statements, with particular reference to the income statement format. Specifically, the new standard requires:
    • o classifying revenues and expenses into three new categories (operating section, investing section, and financing section), in addition to the existing categories of taxes and discontinued operations in the income statement;

o presenting two new subtotals, operating profit and earnings before interest and taxes (EBIT). The new standard also:

  • o requires more information on performance indicators defined by management;
  • o introduces new criteria for the aggregation and disaggregation of information; and,
  • o introduces some changes to the cash flow statement format, including the requirement to use operating profit as the starting point for presenting the cash flow statement prepared using the indirect method, and the elimination of certain existing classification options (such as interest paid, interest received, dividends paid, and dividends received).

The new standard will come into effect on January 1, 2027, but earlier application is permitted. The Directors are currently assessing the potential impacts of introducing this new standard on the Group's consolidated financial statements.

  • On May 9, 2024, the IASB published a new standard, IFRS 19 Subsidiaries without Public Accountability: Disclosures. The new standard introduces certain simplifications regarding the disclosures required by other IAS-IFRS standards. This standard can be applied by an entity that meets the following main criteria:
    • o it is a subsidiary;
    • o it has not issued, and is not in the process of issuing, equity or debt instruments in a public market;

o it has a parent company that prepares consolidated financial statements in accordance with IFRS. The new standard will come into effect on January 1, 2027, but earlier application is permitted. The Directors do not expect a significant effect on the Group's consolidated financial statements from the adoption of this amendment.

3. Capital and financial risk management

The Group's objectives for managing capital are:

  • a) to safeguard the ability to continue operating as a going concern;
  • b) to provide an adequate return for shareholders.

Details can be found in the explanatory notes to the consolidated financial statements at 31 December 2024.

The Group is exposed to a variety of financial risks associated with its business activities:

  • market risks, with particular reference to exchange and interest rates and market price, since the Group operates at an international level in different currencies and uses financial instruments that generate interest;
  • credit risk, regarding both normal commercial relations and to financing activities;
  • liquidity risk, with particular reference to the availability of financial resources and to access to the credit market.

The Group constantly monitors the financial risks to which it is exposed, so as to minimize the potential negative effects on financial results.

The Group's exposure to financial risks has not undergone significant changes compared to 31 December 2024.

4. Key accounting estimates and assumptions and disclosure of contingent assets and liabilities

In preparing these condensed consolidated financial statements for the half-year, the company's management was required to make estimates and assumptions about the future that affect the application of the Group's accounting principles and the amounts of assets, liabilities, costs, and revenues recognized in the financial statements. However, it should be noted that, as these are estimates, the actual results may differ from those presented in this report.

The significant judgments made by management in applying the Group's accounting principles and the main sources of estimation uncertainty remain unchanged from those described in the most recent annual financial statements.

4.1 Fair value measurement

Various accounting standards and certain disclosure requirements require the Group to assess the fair value of financial and non-financial assets and liabilities.

With regard to fair value measurement, the Group has an established control framework in place, which involves both external consultants and internal staff who report directly to the CFO and the Manager in charge of preparing corporate accounting statements, who are generally responsible for all significant fair value measurements, including those classified as Level 3.

The team regularly reviews unobservable market inputs, although the Group relies, whenever possible, on observable market data when measuring the fair value of an asset or liability. When third-party information is used to determine fair value, the team assesses and documents the evidence provided by such third parties to support the conclusion that the valuations comply with IFRS requirements, including the appropriate level in the fair value hierarchy to which the valuation should be assigned.

Fair values are categorized within a hierarchy based on the inputs used in the valuation techniques, as outlined below:

  • Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
  • Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (prices) or indirectly (derived from prices); and
  • Level 3: inputs for the asset or liability that are not based on observable market data.

If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, the entire valuation is classified in the same level of the hierarchy as the lowest level input that is significant to the overall measurement.

The Group recognizes transfers between the different levels of the fair value hierarchy at the end of the period in which the transfer occurred. During the first half of 2025, there were no transfers between the different levels of fair value.

The following table presents, for each financial asset and liability, the carrying amount and the fair value, including the corresponding level within the fair value hierarchy. Information on the fair value of financial assets and liabilities not measured at fair value is excluded when the carrying amount represents a reasonable approximation of fair value.

The table below shows the balances as at June 30, 2025 and December 31, 2024:

€/000 Note Fair value –
derivative
instruments
FVTPL Financial assets
measured at
amortized cost
Other financial
liabilities at
amortized cost
Total Level 1 Level 2 Level 3 Total
Financial assets measured at fair value
Interest rate hedging derivatives not in Hedge Accounting 23 75 - - - 75 - 75 - 75
Foreign exchange hedging derivatives not in Hedge Accounting 23 32 - - - 32 - 32 - 32
Equity instruments 21 - 8 - - 8 - - 8 8
Total 107 8 - - 115 - 107 8 115
Financial assets not measured at fair value
Trade receivables * 24 - - 160,737 - 160,737 - - - -
Guarantee deposits and cautions security 22 - - 1,256 - 1,256 - - - -
Other financial receivables 22 - - 93 - 93 - - - -
Cash and cash equivalents - - 71,085 - 71,085 - - - -
Total - - 233,171 - 233,171 - - - -
Financial liabilities measured at fair value
Interest rate hedging derivatives not in Hedge Accounting 23 (979) - - - (979) - (979) - (979)
Foreign exchange hedging derivatives not in Hedge Accounting 23 (651) - - - (651) - (651) - (651)
Potential consideration for options on non-controlling interests 28 - (4,482) - - (4,482) - - (4,482) (4,482)
Total (1,630) (4,482) - - (6,112) - (1,630) (4,482) (6,112)
Financial liabilities not measured at fair value
Overdrafts 28 - - - (3,699) (3,699) - - - -
Bank loans 28 - - - (239,266) (239,266) - - - -
Trade payables ** 27 - - - (89,377) (89,377) - - - -
Total - - - (332,342) (332,342) - - - -

* Other receivables not classified as financial assets (such as other receivables and accrued income and prepaid expenses) are excluded ** Other liabilities not classified as financial liabilities are excluded (liabilities to employees and social security institutions, customer advances and accrued expenses, other liabilities and deferred income)

€/000 Fair value –
derivative
instruments
FVTPL Financial assets
measured at
amortized cost
Other financial
liabilities at
amortized cost
Total Level 1 Level 2 Level 3 Total
Financial assets measured at fair value
Interest rate hedging derivatives not in Hedge Accounting 218 - - - 218 - 218 - 218
Foreign exchange hedging derivatives not in Hedge Accounting 152 - - - 152 - 152 - 152
Equity instruments - 8 - - 8 - - 8 8
Total 370 8 - - 378 - 370 8 378
Financial assets not measured at fair value
Trade receivables * - - 124,414 - 124,414 - - - -
Guarantee deposits and cautions security - - 1,129 - 1,129 - - - -
Other financial receivables - - 91 - 91 - - - -
Cash and cash equivalents - - 69,174 - 69,174 - - - -
Total - - 194,808 - 194,808 - - - -
Financial liabilities measured at fair value
Interest rate hedging derivatives not in Hedge Accounting (972) - - - (972) - (972) - (972)
Foreign exchange hedging derivatives not in Hedge Accounting (6) - - - (6) - (6) - (6)
Potential consideration for options on non-controlling interests - (4,710) - - (4,710) - - (4,710) (4,710)
Total (978) (4,710) - - (5,688) - (978) (4,710) (5,688)
Financial liabilities not measured at fair value
Overdrafts - - - (4,121) (4,121) - - - -
Bank loans - - - (226,730) (226,730) - - - -
Trade payables ** - - - (104,030) (104,030) - - - -
Total - - - (334,881) (334,881) - - - -

* Other receivables not classified as financial assets (such as other receivables and accrued income and prepaid expenses) are excluded

** Other liabilities not classified as financial liabilities are excluded (liabilities to employees and social security institutions, customer advances and accrued expenses, other liabilities and deferred income)

Financial Instruments Measured at Fair Value

Foreign exchange hedging derivatives not in Hedge Accounting: fair value is determined using the forward pricing technique, based on quotes provided by third-party counterparties as of the closing date.

Interest rate hedging derivatives not in Hedge Accounting: fair value is determined using swap model techniques, based on quotes provided by third-party counterparties as of the closing date.

Equity instruments: these are minor investments measured based on the financial information available to management.

Consideration for options on non-controlling interests: the valuation technique used is the discounted cash flow model. This technique considers the present value of estimated payments, discounted using a rate that reflects the associated risk.

5. Significant non-recurring events and transactions

Acquisition of PNR Nordic

On January 2, 2025, the subsidiary Spraylab Northern Europe AB (Sweden) acquired 100% of the company Pnr Nordic AB (Sweden), the main customer operating exclusively as a distributor of Pnr catalog products in the local market. The transaction, carried out with the aim of streamlining the distribution chain in the local market, was concluded for a consideration of approximately 35 thousand euros, against acquired net assets equal to € 81 thousand.

The acquired company has assets of approximately € 270 thousand, revenues of approximately € 1,400 thousand in 2024, and a profit of approximately € 60 thousand. On January 3, a reverse merger with the acquiring company Spraylab Northern Europe AB was approved, with retroactive effect from January 1, 2025 and finalized in June 2025.

The economic and financial impacts of this acquisition are not significant, as the effects of consolidation do not result in substantial changes, given that the company PNR Nordic AB is the sole client of the acquiring entity. It should be noted that the acquisition profit, amounting to € 46 thousand, was recognized in the income statement for the period.

The book values of the assets and liabilities, subject to acquisition, are detailed below:

€/000 Book values
31 12 2024
Fair Value
adjustments
Fair value of
acquired assets
and liabilities
Current assets
Inventories 89 - 89
Trade and other receivables 57 - 57
Cash and cash equivalents 56 - 56
Current liabilities
Trade and other payables (119) - (119)
Current tax liabilities (2) - (2)
Total net assets acquired 81 - 81
% interest held 100%
Net equity acquired 81
Profit from acquisition (46)
Price paid at closing 35

Liquidation of the company Pnr EE Sp. Z.o.o

On March 6, 2025, the Board of Directors of Pnr Italia S.r.l. resolved to liquidate the Polish trading company Pnr EE Sp. Z.o.o., which recorded a turnover of approximately € 300 thousand in 2024. The company no longer operates in Poland and Eastern Europe following the implementation of the new distribution model from 2025.

6. Segment information

IFRS 8 provides for information to be given for certain items in the financial statements on the basis of the operational segments of the company.

An operating segment is a component of a company:

  • a) that carries on business activities generating costs and revenues;
  • b) whose operating results are reviewed on a periodic basis at the highest executive levels for the purpose of taking decisions about resources to be allocated to the segment and for the evaluation of results;
  • c) for which separate reporting information is available.

IFRS 8 is based on the so-called "Management approach", which defines sectors exclusively on the basis of the internal organizational and reporting structure used to assess performance and allocate resources.

According to these definitions, the operating segments of Emak Group are represented by three Divisions/ Business Units with which develops, manufactures and distributes its range of products:

  • Outdoor Power Equipment (products for gardening, forestry and small agricultural equipment, such as brushcutters, lawnmowers, garden tractors, chainsaws, tillers and walking tractors);
  • Pumps & Water Jetting (membrane pumps for the agricultural sector spraying and weeding piston pumps for the industrial sector, professional and semi-professional high-pressure washers, hydrodynamic units and urban cleaning machines);
  • Components & Accessories (line and heads for brushcutters, cables for agricultural applications, chainsaw accessories, guns, nozzles and valves for high pressure washers and agricultural applications, precision farming such as sensors and computers, technical seats and spare parts for tractors).

The Directors separately observe the results by business segment in order to make decisions about resource allocation and performance verification.

The performance of the segment is evaluated on the basis of the measured result that is consistent with the result of the consolidated financial statements.

OUTDOOR POWER
EQUIPMENT
PUMPS & WATER
JETTING
COMPONENTS &
ACCESSORIES
Other not allocated /
Netting
Consolidated
€/000 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024
Sales to third parties 124,007 110,465 140,119 140,354 105,293 94,620 369,419 345,439
Intersegment sales 240 233 1,192 1,198 5,805 5,602 (7,237) (7,033)
Revenues from sales 124,247 110,698 141,311 141,552 111,098 100,222 (7,237) (7,033) 369,419 345,439
Ebitda (*) 12,589 9,654 18,454 17,214 21,536 18,207 (797) (1,358) 51,782 43,717
Ebitda/Total Revenues % 10.1% 8.7% 13.1% 12.2% 19.4% 18.2% 14.0% 12.7%
Ebitda before non ordinary expenses (*) 12,589 10,508 18,454 17,269 21,626 18,517 (797) (1,358) 51,872 44,936
Ebitda before non ordinary expenses/Total Revenues % 10.1% 9.5% 13.1% 12.2% 19.5% 18.5% 14.0% 13.0%
Operating result 8,441 5,698 12,427 11,300 15,673 12,214 (797) (1,358) 35,744 27,854
Operating result/Total Revenues % 6.8% 5.1% 8.8% 8.0% 14.1% 12.2% 9.7% 8.1%
Net financial expenses (1) (8,555) (7,466)
Profit befor taxes 27,189 20,388
Income taxes (7,084) (6,079)
Net profit 20,105 14,309
Net profit/Total Revenues% 5.4% 4.1%
(1) Net financial expenses includes the amount of Financial income and expenses, Exchange gains and losses and the amount of the Income from equity investment
STATEMENT OF FINANCIAL POSITION 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024
Net debt (*) 20,508 17,558 139,554 135,438 59,276 56,963 0 0 219,338 209,959
Shareholders' Equity 189,178 185,667 89,168 90,158 86,188 82,934 (78,153) (78,445) 286,381 280,314
Total Shareholders' Equity and Net debt 209,686 203,225 228,722 225,596 145,464 139,897 (78,153) (78,445) 505,719 490,273
Net non-current assets (2) (*) 122,455 123,570 105,581 109,658 68,759 71,936 (75,289) (75,174) 221,506 229,990
Net working capital (*) 87,231 79,655 123,141 115,938 76,705 67,961 (2,864) (3,271) 284,213 260,283
Total net capital employed (*) 209,686 203,225 228,722 225,596 145,464 139,897 (78,153) (78,445) 505,719 490,273
(2) The net non-current assets of the Outdoor Power Equipment area includes the amount of Equity investments for 76,074 thousand Euro
OTHER STATISTICS 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024 30.06.2025 31.12.2024
Number of employees at period end 724 727 983 980 821 811 9 9 2,537 2,527
OTHER INFORMATIONS 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024 30.06.2025 30.06.2024
Amortization, depreciation and impairment losses 4,148 3,956 6,027 5,914 5,863 5,993 16,038 15,863
Investment in property, plant and equipment and in
intangible assets
3,505 3,176 2,074 3,916 3,703 4,047 9,282 11,139

Below are the main economic and financial data broken down by operating segment:

(*) See section "Definitions of alternative performance indicators"

For the comments of the economic and financial data, reference should be made to chapter 4 of the Directors' Report.

7. Balances or transactions arising from atypical and unusual operations

No events/operations as per Consob Communication DEM/6064293 of 28 July 2006 have been recorded during the first half of 2025. As indicated in this Communication "atypical and/or unusual operations are considered as operations that, due to their significance/materiality, the nature of the counterparties, the object of the transaction, the means for determining the transfer price and the time of the event (near the close of the period), may give rise to doubts with regards to: the correctness/completeness of the information in the financial statements, conflicts of interest, the protection of company assets, the safeguarding of minority interests".

8. Net financial positions

The table below shows the details of net financial position, which includes the net financial debt determined according to ESMA criteria (based on the format required by Consob communication no. 5/21 of 29 April 2021):

(€/000) 30.06.2025 31.12.2024 30.06.2024
A. Cash 71,085 69,174 83,675
B. Cash equivalents - - -
C. Other current financial assets 185 408 909
D. Liquidity funds (A+B+C) 71,270 69,582 84,584
E. Current financial debt (20,081) (17,484) (24,274)
F. Current portion of non-current financial debt (65,186) (66,426) (66,949)
G. Current financial indebtedness (E + F) (85,267) (83,910) (91,223)
H. Net current financial indebtedness (G - D) (13,997) (14,328) (6,639)
I. Non-current financial debt (206,612) (196,813) (207,390)
J. Debt instruments - - -
K. Non-current trade and other payables - - -
L. Non-current financial indebtedness (I + J + K) (206,612) (196,813) (207,390)
M. Total financial indebtedness (H + L) (ESMA) (220,609) (211,141) (214,029)
N. Non current financial receivables 1,271 1,182 1,145
O. Net financial position (M-N) (219,338) (209,959) (212,884)
Effect IFRS 16 42,802 44,184 45,216
Net financial position without effect IFRS 16 (176,536) (165,775) (167,668)

Net financial position at June 30, 2025, includes € 4,482 thousand (€ 4,710 thousand at December 31, 2024), referring to payables for the purchase of the remaining minority shareholding subject to Put & Call Options. These debts refer to the current portion of the purchase of investments in the following companies:

  • Markusson for an amount of € 1,693 thousand (€ 1,877 thousand at December 31, 2024);

  • Agres for an amount of € 280 thousand (€ 274 thousand at December 31, 2024);

  • Valley LLP for an amount of € 899 thousand (€ 949 thousand at December 31, 2024);

  • Poli S.r.l. for an amount of € 1,610 thousand (€ 1,610 thousand at December 31, 2024).

Net financial position at June 30, 2025, includes, in the items referring to "Financial debts", financial liabilities for € 42,802 thousand (€ 44,184 thousand at December 31, 2024), of which € 9,095 thousand as a current portion (€ 8,632 thousand at December 31, 2024), deriving from the application of IFRS 16- Leases.

Net financial also includes liabilities for leasing to related parties for an amount of € 10,983 thousand, of which € 1,900 thousand as a short term attributable to the application of the IFRS 16 to the rental contracts that some Group companies enter into with the associated company Yama immobiliare S.r.l.

Financial receivables mainly include deposits to guarantee potential liabilities. Other current financial assets mainly relate to the fair value of derivative financial instruments.

For the purposes of the debt declaration pursuant to Consob Communication no. 5/21 of April 29, 2021, there is no indirect debt or debt subject to conditions that has not been directly recognized in the consolidated financial statements, nor are there any significant differences with reference to the obligations arising and registered but whose final amount is not still been determined with certainty.

9. Revenues from sales and other operating income

Details of revenues from sales are as follows:

€/000 1 H 2025 1 H 2024
Net sales revenues (net of discounts and rebates) 368,053 344,059
Revenues from recharged transport costs 3,116 3,154
Returns (1,750) (1,774)
Total 369,419 345,439

The increase in "Revenues" compared to the corresponding period of the previous year is mainly due to the organic increase in sales.

Other operating income is analyzed as follows:
€/000 1 H 2025 1 H 2024
Grants related to income and assets 610 473
Revenues for rents 349 306
Recovery of other costs 258 251
Advertising reimbursement 88 116
Capital gains on property, plant and equipment 48 145
Insurance refunds 10 10
Other operating income 531 617
Total 1,894 1,918

The item "Grants related to income and assets" mainly includes tax credits and other accruals for nonrepayable grant for R&D and investment projects.

10.Cost of raw materials, consumable and goods

The cost of raw materials, semi-finished products and goods is analyzed as follows:

€/000 1 H 2025 1 H 2024
Raw materials, semi-finished products and goods 174,805 172,442
Other purchases 2,443 2,323
Development costs capitalized (51) (122)
Total 177,197 174,643

11.Personnel expenses

Details of these costs are as follows:

€/000 1 H 2025 1 H 2024
Wage and salaries 44,351 43,310
Social security charges 12,960 12,126
Employee termination indemnities 1,718 1,607
Other costs 1,436 1,674
Directors' emoluments 665 573
Temporary staff 4,648 3,543
Development costs capitalized (939) (578)
Total 64,839 62,255

Personnel expenses increased compared to the same period of the previous year due to the the greater use of temporary workers and the dynamics of labor costs.

During the first half of 2025, personnel costs for € 939 thousand were capitalized under intangible fixed assets (€ 578 thousand at 30 June 2024), referring to the costs for the development of new products.

12. Other operating costs and provisions

Details of these costs are as follows:

€/000 1 H 2025 1 H 2024
Subcontract work 7,785 6,782
Maintenance 4,633 4,412
Trasportation and duties 18,195 15,802
Advertising and promotion 3,633 3,399
Commissions 5,176 5,938
Travel 2,143 2,371
Consulting fees 3,374 3,579
Other services 12,647 11,920
Development costs capitalized (13) (5)
Services 57,573 54,198
Rents,
rentals and
the
enjoyment of third party
assets
2,752 2,382
Increases in provisions 251 773
Other operating costs 2,378 2,787
Total 62,954 60,140

The increase in transportation costs is mainly attributable to the higher volumes of purchases and sales, the elevated transportation costs caused by geopolitical conditions, as well as the application of import tariffs in the USA.

13.Amortization, depreciation and impairment losses

Details of these amounts are as follows:

€/000 1 H 2025 1 H 2024
Amortization of intangible assets (note 18) 3,764 3,804
Depreciaton of property, plant and equipment (note 17) 7,590 7,517
Amortization of rights of use (note 19) 4,684 4,542
Total 16,038 15,863

The amortization and depreciation at June 30, 2025 amounted to € 16,038 thousand.

The item Amortization of rights of use includes the amortization of rights of use recognized among non-current assets in application of IFRS 16 - Leases.

Amortization is calculated based on the duration of the contracts, taking into account the reasonableness of the probable renewals where they are contractually provided for.

14. Financial income and expenses, exchange gains and losses and Income from/(expenses on) equity investment

"Financial income" is analyzed as follows:

€/000 1 H 2025 1 H 2024
Cash management interest 315 832
Income from adjustment to fair value and fixing of derived instruments for
hedging interest rate risk
193 885
Financial income of debt adjustment estimate for purchase commitment of
remaining shares of subsidiaries
- 21
Other financial income 216 246
Financial income 724 1,984

The item "Cash management interest" mainly refers to interest accrued on cash investment operations.

With reference to the income from fair value adjustments and fixing of derivative instruments, please refer to paragraph 23 of these Explanatory Notes.

"Financial expenses" are analyzed as follows:

€/000 1 H 2025 1 H 2024
Interest on medium long-term bank loans and borrowings 4,595 6,447
Financial charges from leases 892 924
Interest on short-term bank loans and borrowings 458 742
Costs from adjustment to fair value and fixing of derived instruments for
hedging interest rate risk
194 229
Financial charges of debt adjustment estimate for purchase commitment of
remaining shares of subsidiaries
62 -
Financial expenses from P&C discounting debts 9 25
Financial charges from valuing employee terminations indemnities 75 67
Other financial costs 420 369
Financial expenses 6,705 8,803

The "Financial charges of debt adjustment estimate for purchase commitment of remaining shares of subsidiaries", equal to € 62 thousand at 30 June 2025, refers to the adjustment estimate of the debt for the purchase of the remaining shares of Valley Industries LLP subject to Put & Call option for the purchase of the remaining 6% of the company. At June 30,2024 a positive adjustment of € 21 thousand had been recorded.

The reduction in the "interest on medium long-term bank loan and borrowings" is related to the decrease in interest rates.

The "Financial expenses from discounting debts" refers to the implicit interest deriving from the discounting of debts.

The item "Financial charges from leases" refers to interest on financial liabilities recorded in accordance with accounting standard IFRS 16 – Leases.

Reference should be made to Note 23 for more details on interest rate hedging derivatives risk.

Details of "exchange gains and losses" are as follows:

€/000 1 H 2025 1 H 2024
Profit / (Loss) on exchange differences on trade transactions (242) (59)
Profit / (Loss) on exchange differences on trade transactions adjustments 462 (491)
Profit / (Loss) on exchange differences on financial transactions (2,000) (258)
Profit / (Loss) on exchange differences on valuation of hedging derivatives (792) 168
Exchange gains and losses (2,572) (640)

The exchange rate management 2025 is negative for € 2,572 thousand (compared to a negative value of € 640 thousand for the same period of last year).

Foreign exchange management was negatively affected by the devaluation of the Us dollar against euro.

The item "Income from/(expenses on) equity investment", equal to a negative value of € 2 thousand (compared to a negative value of € 7 thousand for the same period last year), relates to the valuation according to the equity method of the investment in the associated company Raw Power S.r.l.

15. Income taxes

The estimated tax burden for the first half of 2025 of current, deferred tax assets and liabilities amounted to € 7,084 thousand (€ 6,079 thousand in the corresponding period of the previous year) equal to an effective tax rate of 26.1%, a decrease compared to tax rate of 29.8% for the same period of the previous year, mainly due to a different distribution of incomes within the Group and a lower impact from unrecognized deferred tax assets on tax losses compared to the first half of the previous year (which had a negative effect on the tax rate of approximately 2.2%).

16. Earnings per share

"Basic" earnings per share are calculated by dividing the net profit for the period attributable to the Parent company's shareholders by the weighted average number of ordinary shares outstanding during the period, excluding the average number of ordinary shares purchased or held by the Parent company as treasury shares. The Parent company has only ordinary shares outstanding.

1H 2025 1H 2024
Net profit attributable to ordinary shareholders in the parent company (€/000) 19,648 13,960
Weighted average number of ordinary shares outstanding 162,837,602 162,837,602
Basic earnings per share (€) 0.121 0.086

Diluted earnings per share are the same as basic earnings per share.

17.Property, plant and equipment

Changes in property, plant and equipment are shown below:

€/000 31.12.2024 Increase/
(Amortizations)
Decrease Reclassification Exchange
difference
Other movements 30.06.2025
Land and buildings 63,439 26 (1,808) - 61,657
Accumulated depreciation (29,744) (794) 692 - (29,846)
Land and buildings 33,695 (768) - - (1,116) - 31,811
Plant and machinery 153,030 2,102 (122) 2,551 (3,672) - 153,889
Accumulated depreciation (115,829) (3,977) 122 - 2,926 - (116,758)
Plant and machinery 37,201 (1,875) - 2,551 (746) - 37,131
Other assets 151,413 2,686 (1,631) 264 (1,748) - 150,984
Accumulated depreciation (134,349) (2,819) 1,571 3 1,446 - (134,148)
Other assets 17,064 (133) (60) 267 (302) - 16,836
Advances and fixed assets in
progress
5,288 2,212 - (2,844) (249) (800) 3,607
Cost 373,170 7,026 (1,753) (29) (7,477) (800) 370,137
Accumulated depreciation
(note 13)
(279,922) (7,590) 1,693 3 5,064 - (280,752)
Net book value 93,248 (564) (60) (26) (2,413) (800) 89,385

The "Other movements" amounting to € 800 thousand, refer to the non-completion, as contractually stipulated, of an investment for the implementation of a production line of a Group company. This change resulted in a decrease of the related trade payables in the liabilities.

Increases refer mainly to investments:

    1. in equipment for the development of new products and new technologies;
    1. in renewal projects of the IT system;
    1. in the upgrading and modernization of production lines;
    1. in the upgrading of production systems and infrastructures;
    1. in the cyclical renewal of production and industrial equipment.

18. Intangible assets

Intangible assets report the following changes:

€/000 31.12.2024 Increases Amortizations Exchange
difference
Reclassification 30.06.2025
Development costs 4,168 1,035 (931) 3 11 4,286
Patents and software 3,526 611 (1,071) (32) 30 3,064
Concessions, licences and
trademarks
7,506 13 (516) (566) - 6,437
Other intangible assets 16,628 262 (1,246) 2 125 15,771
Advances and fixed assets in
progress
646 335 - - (140) 841
Net book value (note 13) 32,474 2,256 (3,764) (593) 26 30,399

The increase in the semester mainly refers to the investments for the development of new products and for the adoption of software related to greater efficiency and safety of processes.

19.Rights of use

The movement of the item "Rights of use" is set out below:

€/000 31.12.2024 Increases Amortizations Decreases Exchange
difference
30.06.2025
Rights of use buildings 38,485 3,461 (3,890) - (1,040) 37,016
Rights of use other assets 3,185 779 (794) (43) (60) 3,067
Net book value (note 13) 41,670 4,240 (4,684) (43) (1,100) 40,083

The increases for the first half of 2025 are mainly related to the signing of new lease contracts for buildings owned by third parties, which expired during the year, for identical underlying assets.

20.Goodwill

The goodwill of € 65,573 thousand reported at June 30, 2025 is detailed below:

Cash Generating
Unit (CGU)
Country Description 31.12.2024 Change in scope
of consolidation
Exchange
differences
30.06.2025
Victus Poland Goodwill recorded in Victus IT 5,693 - 44 5,737
Tecomec Italy Goodwill recorded in Tecomec Group 2,807 - - 2,807
Speed France France Goodwill recorded in Speed France 2,854 - - 2,854
Comet Italy Goodwill recorded in Comet Group 4,253 - - 4,253
PTC Italy Goodwill recorded in PTC 1,236 - - 1,236
Valley USA Goodwill recorded in Valley LLP, A1 and Bestway 14,621 - (1,661) 12,960
Tecomec Italy Goodwill Geoline Electronic S.r.l. recorded in Tecomec S.r.l. 901 - - 901
S.I.Agro Mexico Mexico Goodwill recorded in S.I.Agro Mexico 634 - - 634
Comet do Brasil Brazil Goodwill Lemasa LTDA recorded in Comet do Brasil 8,833 - (15) 8,818
Lavorwash Italy Goodwill recorded in Lavorwash Group 13,076 - - 13,076
Spraycom Brazil Goodwill recorded in Spraycom 200 - - 200
Markusson Sweden Goodwill recorded in Markusson 1,538 - 43 1,581
Agres Brazil Goodwill recorded in Agres 6,562 - (14) 6,548
Poli Italy Goodwill recorded in Poli 1,815 - - 1,815
Trebol Spain Goodwill recorded in Trebol 1,191 - - 1,191
PNR Italy Goodwill recorded in PNR Group 962 - - 962
Total 67,176 - (1,603) 65,573

For the purposes of preparing the Half-Year Financial Report, Management verified the presence of any indicators that could lead to the presumption of an impairment in the value of the registered goodwill. The analysis took into consideration external and internal factors and in particular evaluated the deviations of the actual data at June 2025 compared to the budget data as well as the level of headroom of the impairment tests carried out at 31 December 2024.

As a result of the analyses carried out and in particular taking into account: i) the analyses conducted on the actual results as of June 30, 2025 of the Group's companies, which did not indicate the need to revise the related multi-year business plans, ii) the trend of market interest rates, decreased compared to December 31, 2024, and iii) the levels of headroom of the impairments carried out as of December 31, 2024, the Directors did not identify any indicators requiring the need to activate impairment test procedures to assess the recoverability of individual goodwill as of June 30, 2025.

It is also reported that the persistence of uncertainty on the financial markets has confirmed the performance of the Emak share with a market capitalization level lower than the Group's equity as at 30 June 2025. The Directors, taking into account the size of the headroom of the so-called impairment test of "second level" carried out in preparing the financial statements as at 31 December 2024, and the expected trends did not identify the presence of indicators such as to activate the impairment test procedures for the purpose of assessing the recoverability of the value of the consolidated net invested capital as at 30 June 2025.

21.Equity investments in other companies and Investments in associates

The item "Equity investments in other companies" amounts to € 8 thousand; risks and benefits associated with the possession of the investment are negligible.

The item " Income from/(expenses on) equity investment", amounting to € 804 thousand, refers to the value of the share pertaining to the Group in associates obtained with the application of the equity method. In particular, the item refers to the company Raw Power S.r.l.

The value of the equity investments in associated companies was adjusted as at 30 June 2025 for a negative value of € 2 thousand, recorded under the Income Statement item "Income from/(expenses on) equity investment".

22. Other financial assets

Other financial assets amount to € 1,271 thousand (€ 1,182 thousand at December 31, 2024), which is noncurrent portion, and € 78 thousand (€ 38 thousand at December 31, 2024) as current portion and refer mainly to:

  • an amount of € 676 thousand relating to guarantee deposits (€ 564 thousand at December 31, 2024), entered under the non-current assets;
  • an amount of € 580 thousand relating to sureties (€ 565 thousand at December 31, 2024), recorded under non-current assets;
  • an amount of € 74 thousand (unchanged compared to December 31, 2024) as a current portion corresponding to the receivable due from the parent company, Yama S.p.A. by way of a capital replenishment made to the Group for expenses incurred by a number of companies and relating to the period on which Yama S.p.A. exercised control over them.

23.Derivative financial instruments

The financial statements values relate to changes in the fair value of financial instruments for:

  • hedging purchases and sales in foreign currency;
  • hedging the risk of changes in interest rates.

All derivative financial instruments are valued at fair value at the second hierarchical level: the estimate of their fair value has been carried out using variables other than prices quoted in active markets and which are observable (on the market) either directly (prices) or indirectly (derived from prices).

In the case in point, the fair value recorded is equal to the "market to market" estimation provided by the reference banks, which represents the current market value of each contract calculated at the closing date of the Financial Statements.

Accounting for the underexposed instruments is at fair value. According to the IFRS principles these effects were accounted in the income statement of the current period.

The current value of these contracts at June 30, 2025 is shown as follows:

€/000 30.06.2025 31.12.2024
Positive fair value assessment exchange rate hedge and options 32 152
Positive fair value assessment IRS and interest rate options 75 218
Total derivative financial instrument assets 107 370
Negative fair value assessment exchange rate hedge and options 651 6
Negative fair value assessment IRS and interest rate options 979 972
Total derivative financial instrument liabilities 1,630 978

24. Trade and other receivables

Details of these amounts are as follows:

€/000 30.06.2025 31.12.2024
Trade receivables 165,718 129,244
Provision for doubtful accounts (5,290) (5,211)
Net trade receivables 160,428 124,033
Trade receivables from related parties (note 36) 309 381
Prepaid expenses and accrued income 5,544 4,004
Other receivables 5,813 5,202
Total current portion 172,094 133,620
Other non current receivables 92 97
Total non current portion 92 97

The change in trade receivables is attributable to the well-known seasonal effects as well as the organic increase in sales.

The creditworthiness of customers is confirmed at good levels of reliability.

The item "Other receivables", for the current portion, includes:

  • an amount of € 2,421 thousand as advances to suppliers for the supply of goods (€ 2,303 thousand at 31 December 2024);
  • an amount of € 1,603 thousand (€ 1,582 thousand at 31 December 2024), for receivables of certain Group companies towards the controlling company Yama S.p.A., emerging from the relationships that govern the tax consolidation in which they participate.

All non-current receivables mature within five years. There are no trade receivables maturing beyond one year.

25. Inventories

Inventories are detailed as follows:

€/000 30.06.2025 31.12.2024
Raw, ancillary and consumable materials 78,170 81,640
Work in progress and semi-finished products 30,359 27,736
Finished products and goods 122,455 142,308
Total 230,984 251,684

Inventories at June 30, 2025 are stated net of provisions amounting to € 15,556 thousand (€ 15,076 thousand at December 31 2024) intended to align the obsolete and slow moving items to their estimated realizable value.

The inventories provision is an estimate of the loss in value expected by the Group, calculated on the basis of past experience, historic trends and market expectations.

26. Equity

Share capital

Share capital is fully paid up at 30 June 2025 and amounts to € 42,623 thousand, remaining unchanged during the year under examination, and it is represented by 163,934,835 ordinary shares of par value € 0.26 each.

All shares have been fully paid.

Treasury shares

Total value of treasury shares held at 30 June 2025 amounts to € 2,835 and has not undergone any changes compared to the previous year.

Dividends

On 29 April 2025 the Shareholders' Meeting of Emak S.p.A. resolved to allocate the profit for the year 2024 for € 321 thousand to the legal reserve, for a total of € 4,071 thousand as a dividend to shareholders (0.025 euro) and for the remainder equal to € 2,021 thousand to an extraordinary reserve.

Share premium reserve

At 30 June 2025, the share premium reserve amounts to € 41,513 thousand, and consists of premiums on subsequently issued shares.

The reserve is shown net of progress charges related to the capital increase amounted to € 1,598 thousand and adjusted for the related tax effect of € 501 thousand.

Legal reserve

The legal reserve at June 30, 2025 of € 5,812 thousand (€ 5,491 thousand at December 31, 2024).

Revaluation reserve

At 30 June 2025 the revaluation reserve includes the reserves deriving from the revaluation as per Law 72/83 for € 371 thousand, as per Law 413/91 for € 767 thousand and as per Law 104/2020 for € 3,215 thousand.

Reserve for translation differences

At 30 June 2025 the reserve for translation differences for a negative amount of € 12,911 thousand is entirely attributable to the differences generated from the translation of balances into the Group's reporting currency. The reserve recorded a negative adjustment of € 9,754 thousand mainly due to the effect of the US dollar and renminbi currency.

Reserve IAS 19

At 30 June 2025 the IAS 19 reserve is equal a negative amount of € 948 thousand, for the actuarial valuation differences of post-employment benefits to employees.

Other reserves

At 30 June 2025 the Other reserves include:

  • the extraordinary reserve, amounts to € 36,290 thousand, inclusive of all allocations of earnings in prior years;
  • the reserves qualifying for tax relief refer to tax provisions for grants and donations for € 129 thousand;
  • the reserves for merger surpluses for € 3,561 thousand;
  • the reserves from capital grants deriving from the merger of Bertolini S.p.A. for € 122 thousand.

27. Trade and other payables

Details of trade and other payables are set out below:

€/000 30.06.2025 31.12.2024
Trade payables 88,317 102,892
Payables due to related parties (note 36) 1,060 1,138
Payables due to staff and social security institutions 18,400 16,152
Advances from customers 1,703 1,875
Accrued expenses and deferred income 3,157 3,439
Other payables 4,483 2,646
Total current portion 117,120 128,142

The item "Trade payables" includes € 302 thousand related to the residual portion of the short term payable for the acquisition, which took place in 2020, by the subsidiary Speed France of a technology and systems for the production of polyester monofilaments and cables for agricultural applications.

The item "Other payables" includes € 2,633 thousand, compared to € 538 thousand at 31 December 2024, for current IRES tax liabilities recorded by some companies of the Group towards the parent company Yama S.p.A. and arising from the relationships that govern the consolidated tax return, to which the same participating.

28. Loans and borrowings

€/000 30.06.2025 31.12.2024 Bank loans 65,354 66,787 Overdrafts 3,699 4,121 Liabilities for purchase of equity investments 4,482 2,725 Financial accrued expenses 454 647 Other loans 553 20 Total current portion 74,542 74,300

Details of short-term loans and borrowings are as follows:

The item "Liabilities for purchase of equity investments" includes:

  • an amount of € 899 thousand (€ 949 thousand at December 31, 2024) refers to the debt towards the transferor shareholder of the company Valley Industries LLP for the purchase of the remaining 6% subject to the "Put & Call Option without expiry date;
  • an amount of € 1,610 thousand (unchanged compared to December 31, 2024), relates to the discounted debt for the purchase price portion of 20% of Poli S.r.l. shares and governed by the "Put and Call option" contract to be exercised between 2024 and 2026;
  • an amount of € 1,693 thousand (€ 1,877 thousand at December 31, 2024), relates to the discounted debt for the purchase price portion of 19% of Markusson shares and governed by the "Put and Call option" contract to be exercised in 2026;
  • an amount of € 280 thousand (€ 274 thousand at December 31, 2024), relates to the discounted debt for the purchase price portion of 4.5% of Agres Sistemas Eletrônicos shares and governed by the "Put and Call option" contract to be exercised from 1 January 2026.

Long-term loans and borrowings are detailed as follows:

€/000 30.06.2025 31.12.2024
Bank loans 172,905 159,276
Liabilities for purchase of equity investments - 1,985
Total non current portion 172,905 161,261

As at 30 June 2025, bank loans due after 5 years amount to a € 3,828 thousand.

Some medium-long term loans are subjected to financial Covenants verified, mainly, on the basis of the consolidated ratios Nfp/Ebitda and Nfp/Equity consolidated at year-end; no constraint of compliance with financial covenant applies to 30 June 2025.

On the basis of the business plans prepared by the Management as well as the forecast results, compliance with the covenants is expected at December 31, 2025, date of verification of the restrictions.

29.Liabilities deriving from leases

The item "Liabilities deriving from leases" which totals € 42,802 thousand (€ 44,184 thousand at December 31, 2024), of which € 33,707 thousand (€ 35,552 thousand at December 31, 2024) as non-current portion and € 9,095 thousand (€ 8,632 thousand at December 31, 2024) as current portion, refers to financial liabilities recorded in application of the IFRS 16 accounting standard – Leases. These liabilities are equal to the present value of the future residual payments provided by the contracts.

At 30 June 2025 the payables deriving from leases due beyond 5 years amount to € 6,986 thousand (€ 8,234 thousand at December 31, 2024).

30. Tax assets and liabilities

Deferred tax assets are detailed below:

€/000 30.06.2025 31.12.2024
Deferred tax on impairment losses of assets 674 769
Deferred tax on reversal of unrealized intercompany gains 3,719 3,934
Deferred tax on provision for inventory write-downs 2,907 2,801
Deferred tax on losses in past financial periods 1,723 1,443
Deferred tax on provisions for bad debts 585 598
Deferred tax on right of use IFRS 16 606 575
Deferred tax asset on on unrealized exchange differences 494 509
Deferred tax on tax realignment and revaluations 1,213 1,243
Other deferred tax assets 1,593 1,645
Total 13,514 13,517

The item "Deferred tax assets on tax realignments and revaluations" includes deferred tax assets recognized against the recognition of future tax benefits deriving from revaluation and realignment of the civil and fiscal values carried out by some companies of the Group during 2020 and 2021.

The breakdown of Deferred tax liabilities is shown as follows:

€/000 30.06.2025 31.12.2024
Deferred tax on property ex IAS 17 79 82
Deferred tax on depreciations 6,221 6,609
Other deferred tax liabilities 2,083 2,315
Total 8,383 9,006

The "other deferred tax liabilities" refer mainly to revenues already accounted for, but which will acquire fiscal relevance, in the coming years.

Current tax receivables amount at June 30, 2025 to € 6,980 thousand, against € 10,450 thousand at December 31, 2024, and refer to VAT credits, surplus payments on account of direct tax and other tax credits.

Current tax liabilities amount to € 6,544 thousand at June 30, 2025, compared with € 4,876 thousand at December 31, 2024, and they refer to payables for direct tax for the period, VAT and withholding taxes.

The main Italian companies of the Group participate with the parent company Yama S.p.A. in the tax consolidation pursuant to articles 117 and following of the Presidential Decree n. 917/1986: payables and receivables for current IRES taxes of these companies are recorded under the item "Other current payables" and "Other current receivables".

31. Employee benefits

The item "Employee benefits" equal to € 6,617 thousand (€ 6,535 thousand at December 31, 2024), refer principally to the discounted liability for employment termination indemnity payable at the end of an employee's working life, amounting to € 6,114 thousand.

The main economic financial assumptions used to calculate the fund are unchanged compared to those used at the close of December 31, 2024.

32. Provisions for risks and charges

Movements in these provisions are detailed below:

€/000 31.12.2024 Increase Decrease Exchange
differences
30.06.2025
Provisions for agents' termination indemnity 2,633 116 (71) - 2,678
Other provisions 102 - (69) - 33
Total non current portion 2,735 116 (140) - 2,711
Provisions for products warranties 1,528 39 (2) 2 1,567
Other provisions 925 96 (347) (60) 614
Total current portion 2,453 135 (349) (58) 2,181

The provision for agents' termination indemnity is calculated on the basis of agency relationships in force at the close of the financial year, it refers to the probable indemnity which will have to be paid to the agents at the time of the resolution of the respective report. The year allocation of € 116 thousand, was recorded under the provisions in the item "Other operating expenses" in the income statement.

The other non-current provisions, amounting to € 33 thousand, were used for € 69 thousand in relation to legal and ancillary expenses associated with a dispute related to industrial property rights, which was settled during the half-year.

The product warranty provision refers to future costs for repairs on warranty which will be incurred for products sold covered by the legal and/or contractual warranty period; the allocation is based on estimates extrapolated from the historic trend.

The item "Other provisions", for the current portion, refers to the best possible estimate of probable liabilities relating to:

  • future costs to be incurred for the restoration activities of the industrial area of the former headquarters of the company Tailong (Zhuhai) Machinery Manufacturing Equipment Ltd, equal to € 447 thousand (€ 659 thousand at December 31, 2024). This provision was partially allocated during the half-year;
  • future defense costs for € 29 thousand (€ 70 thousand at 31 December 2024) in the face of some tax disputes against two Group companies and used during the half-year for € 41 thousand;
  • future charges related to disputes with some employees for € 66 thousand (€ 54 thousand at 31 December 2024), of which € 30 thousand were used during the half-year following the settlement of one dispute.

The Group, on the basis of the information currently available, does not believe it is necessary to allocate further provisions for contingent liabilities.

33. Other non-current liabilities

The item "Other non-current liabilities" includes:

  • € 347 thousand, against € 359 thousand at 31 December 2024, refers to the deferred income, of future competence, relating to capital grants received pursuant to Law 488/92 by Comag S.r.l., now merged into Emak S.p.A.;
  • other deferrals related to the correct accrual accounting of received grants amounting to €280 thousand.

34. Contingent liabilities

At 30 June 2025, the Group has not further significant outstanding disputes in addition to those already discussed in these notes.

35.Commitments

Fixed asset purchases

The Group has commitments for the purchase of fixed assets not accounted for in the financial statements as of June 30, 2025 for an amount equal to € 2,454 thousand.

These commitments mainly refer to the purchase of equipment.

36.Related party transactions

The transactions entered into with related parties by the Group in the first half of 2025 mainly relate to three different types of usual nature relations, within the ordinary course of business, adjusted to normal market conditions.

It is in first place for the exchange of goods and provision of services of industrial and real estate activities, responding to a stringent production logic and purpose, carried out with the parent company YAMA S.p.A. and with certain companies controlled by it. On one side, among the companies under the direct control of Yama, some have provided during the period to the Emak Group components, materials of production, as well as the leasing of industrial surfaces.

In particular, significant amounts of rights of use, equal to € 10,257 thousand, liabilities deriving from leases, equal to € 10,983 thousand, amortization and depreciation, equal to € 937 thousand, and financial charges, equal to € 159 thousand, derive from the passive real estate lease relationships with the subsidiary Yama Immobiliare S.r.l., in compliance with the IFRS accounting standard 16, properly identified in the financial statements.

On the other hand, certain companies of Yama Group bought from the Group products for the completion of their respective range of commercial offer.

Secondly, relations of a tax nature and usual character arise from the participation of the Parent Company Emak S.p.A. and of the subsidiaries Comet S.p.A., Tecomec S.r.l., Sabart S.r.l., P.T.C. S.r.l., Lavorwash S.p.A., Poli S.r.l. and PNR Italia S.r.l. to the tax consolidation regime under Articles. 117 et seq., Tax Code, intercurrent with Yama S.p.A., as consolidating company. The criteria and procedures for the settlement of such transactions are established and formalized in agreements of consolidation, based on the principle of equal treatment between participants.

From some years there have been collaboration relationships for consultancy services of a technological nature linked to the development of new electrical products with the company Raw power S.r.l.. Following the purchase of the 24% connection share which took place in the first half of 2023, the transactions with this company they qualify as related party transactions.

A further area of relationships with "other related parties" is derived from the performance of professional services for legal and fiscal nature, provided by entities subject to significant influence by a non-executive director.

The nature and extent of the usual and commercial operations described above is shown in the following two tables.

Sale of goods and services, trade and other receivables and financial asset:

€/000 Net sales Trade
receivables
Other
receivables for
tax
consolidation
Total trade
and other
receivables
Current
financial assets
Non current
financial assets
Euro Reflex D.o.o. 192 307 - 307 - -
Garmec S.r.l. 1 2 - 2 - -
Selettra S.r.l. 1 - - - - -
Yama S.p.A. - - 1,063 1,063 74 -
Total (notes 22 and 24) 194 309 1,063 1,372 74 -

Purchase of goods and services, trade and other payables:

€/000 Purchases of
raw materials
and
consumables
Other
operating costs
Trade
payables
Other payables
for tax
consolidation
Total trade
and other
payables
Financial
charges
Current
liabilities for
leasing
Non current
liabilities for
leasing
Euro Reflex D.o.o. 573 15 114 - 114 - - -
Garmec S.r.l. 799 - 613 - 613 - - -
Selettra S.r.l. 42 - 36 - 36 - - -
Yama Immobiliare S.r.l. - - 2 - 2 159 1,900 9,083
Yama S.p.A. - - - 2,633 2,633 - - -
Raw Power S.r.l. - 87 118 - 118 - - -
Other related parties - 194 177 - 177 - - -
Total (note 27) 1,414 296 1,060 2,633 3,693 159 1,900 9,083

The amount of balances with related parties, relating to tax consolidation relationships, are shown in notes 24 and 27.

With regard to values that arose in previous years from transactions with related parties, it should be noted that the assets still exhibit goodwill equal to € 9,914 thousand (unchanged compared to 31 December 2024). These values derive from the so-called Greenfield operation through which the Group, on 23 December 2011, acquired from the parent company Yama S.p.A. the total control of the Tecomec Group, of the Comet Group, of Sabart S.r.l.

***************

As regards relations with the parent company's corporate bodies, the accrued payments at 30 June 2025 are as follows:

  • Board of Directors for € 310 thousand (included in Personnel costs);
  • Statutory Auditors for € 40 thousand (included in Cost of services).

37. Subsequent events

For a description of subsequent events, please refer to Note 10 of the Directors report.

Declaration on the consolidated half year report in accordance whit Article 154-bis, paragraph 5 of Legislative Decree no. 58/1998 (Consolidated Law on Finance)

1. We, the undersigned, Cristian Becchi, as Chief Executive Officer for finance and control, and Roberto Bertuzzi, as the Manager in charge of preparing the accounting statements of the company Emak S.p.A. affirm, taking account of the provisions of art. 154-bis, paragraphs 3 and 4, of legislative decree 24 February 1998, n. 58:

  • the suitability, with reference to the nature of the company, and
  • the effective application,

of administrative and accounting procedures for the preparation of the half year financial statements for the financial period 1 January 2025 - 30 June 2025.

No significant elements have emerged.

    1. It is hereby declared, moreover, that:
  • 2.1 The condensed consolidated half-year accounts:
    • a) have been drawn up in compliance with applicable international accounting principles recognized by the European Community in accordance with (EC) regulation no. 1606/2002 issued by the European Parliament and Council on 19 July 2002;
    • b) correspond to the accounting records and entries;
    • c) are appropriate for giving a true and fair view of the assets, liabilities, economic and financial situation of the issuer and of the companies included in the consolidation.

2.2 The Directors' Report contains a reliable analysis of operating trends and results, as well as of the current situation of the issuer and of the entities included in the consolidation, together with a description of the main risks and uncertainties to which they are exposed.

Date: 8 August 2025

The Chief Executive Officer for finance and control

Cristian Becchi

The Manager in charge of preparing the accounting statements

Roberto Bertuzzi

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