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River Tech PLC

Investor Presentation Oct 30, 2025

8195_rns_2025-10-30_008c0b27-4a4d-4cd8-84eb-e4c5c24d1cde.pdf

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Bringing your ideas to life

Q3 REPORT 2025 10/25

Disclaimer 03
CEO Overview 04
Board of Directors 07
Management Team 08
Q3 2024 VS 2025 09
Quarter on Quarter 11
KPI Revenue 13
Our Prducts and Solutions 14

DISCLAIMER

This presentation (the "Presentation") has been produced by River Tech Plc (the "Company") solely for use at presentations to potential investors and other stakeholders. By reading this Presentation or attending any meeting or oral presentation held innrelation thereto, you (the "Recipient") agree to be bound by the following terms, conditions and limitations. The Presentation is for information purposes only and does not in itself constitute, and should not be construed as, an offer to sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction.

Information contained in this Presentation has not been independently verified. None of the Company or any of its parent or subsidiary undertakings or affiliates, or any directors, officers, employees, advisors or representatives of any of the aforementioned (collectively the "Representatives") make any representation or warranty (express or implied) whatsoever as to the accuracy, completeness or sufficiency of any information contained herein, and nothing contained in this Presentation is or can be relied upon as a promise or representation by the Company or any of its Representatives. None of the Company or any of its Representatives shall have any liability whatsoever (in negligence or otherwise) arising directly or indirectly from the use of this Presentation or its contents, including but not limited to any liability for errors, inaccuracies, omissions or misleading statements in this Presentation. The Recipient will be required to conduct its own analysis and acknowledges and accepts that it will be solely responsible for its own assessment of the Company, the market, the market position of the Company, the Company's funding position, and the potential future performance of the Company's business and securities.

The Company has not authorized any other person to provide Recipients with any other information related to the Company and the Company will not assume any responsibility for any information other persons may provide.

An investment in the Company involves risk, and several factors could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements that may be expressed or implied by statements and information in this Presentation, including, among others, risks or uncertainties associated with the Company's business, segments, development, growth management, financing, market acceptance and relations with customers, and, more generally, general economic and business conditions, changes in domestic and foreign laws and regulations, taxes, changes in competition and pricing environments,

fluctuations in currency exchange rates and interest rates and other factors. Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this Presentation. An investment in the Company is suitable only for investors who understand the risk factors associated with this type of investment and who can afford a loss of all or part of their investment.

This Presentation speaks as at the date set out on its front page. Neither the delivery of this Presentation nor any further discussions of the Company with the Recipient shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since such date. The Company assumes no obligation to update or revise the Presentation or disclose any changes or revisions to the information contained in the Presentation.

The contents of this Presentation shall not be construed as financial, legal, business, investment, tax or other professional advice. The Recipient should consult its own professional advisers for any such matter and advice.

This Presentation contains certain forward-looking statements relating to inter alia the business, financial performance and results of the Company and the industry in which it operates. Any forward-looking statements contained in this Presentation, including assumptions, opinions and views of the Company or cited from third party sources, are solely opinions and forecasts and are subject to risks, uncertainties and other factors that may cause actual results and events to be materially different from those expected or implied by the forwardlooking statements. None of the Company or any of its Representatives provides any assurance that the assumptions underlying such forwardlooking statements are free from errors nor do any of them accept any responsibility for the future accuracy of opinions expressed in this Presentation or the actual occurrence of forecasted developments.

None of the Company or any of its Representatives have taken any actions to allow the distribution of this Presentation in any jurisdiction where action would be required for such purposes. The Presentation has not been registered with, or approved by, any public authority, stock exchange or regulated market. The distribution of this Presentation, as well as any subscription, purchase, sale or transfer of securities of the Company, may be

restricted by law in certain jurisdictions, and the Recipient should inform itself about, and observe, any such restriction. Any failure to comply with such restrictions may constitute a violation of the laws of any such jurisdiction. None of the Company or any of its Representatives shall have any responsibility or liability whatsoever (in negligence or otherwise) arising directly or indirectly from any violations of such restrictions.

The Company has not authorized any offer to the public of securities, or has undertaken or plans to undertake any action to make an offer of securities to the public requiring the publication of an offering prospectus, in any member state of the European Economic Area which has implemented the EU Prospectus Directive 2003/71/EC.

In the event that this Presentation is distributed in the United Kingdom, it shall be directed only at persons who are either "investment professionals" for the purposes of Article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or high net worth companies and other persons to whom it may lawfully be communicated in accordance with Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). Any person who is not a Relevant Person must not act or rely on this Presentation or any of its contents. Any investment or investment activity to which this Presentation relates will be available only to Relevant Persons and will be engaged in only with Relevant Persons.

This Presentation does not constitute an offer of securities for sale into the United States. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or with any securities regulatory authority of any state or other jurisdiction in the United States, and may not be offered or sold within the United States, absent registration or under an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. In the United States, the securities described herein will (if offered) be offered only to qualified institutional buyers ("QIBs") within the meaning of, and as defined in, Rule 144A under the Securities Act. Outside the United States, the securities described herein will (if offered) be offered in accordance with Regulation S under the Securities Act to non-U.S. persons (as defined in Regulation S).

This Presentation is subject to Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts.

cEO oVERVIEW

rIVERTECH - BRINGING YOUR IDEAS TO LIFE

Chief Executive Officer Luke Ciantar

EXECUTIVE Overview

The third quarter of 2025 has been a decisive period for River Tech. Following the notice of termination from a key client in September, the Group initiated the execution of a restructuring plan. The plan includes reinforcing River Tech's business foundation, stabilising operations, and preparing for the next phase of growth. These actions, combined with cost optimisations and the acquisition of a payment aggregator and orchestrator platform, along with its customer base, position the Group favourably for 2026.

Strategic and Operational Delivery

An agreement for the Group to acquire the assets, business, and employees of MSIPAY Limited, a company registered in Malta, was signed on 29 September 2025. The integration of the new assets, business, and employees is progressing ahead of schedule, with most contracts successfully novated and operations expected to be fully integrated by 31 October 2025. The Group has also secured two new clients on its new Payments Aggregator and Orchestrator Platform, a clear sign of early commercial traction and a promising start to this acquisition.

cEO oVERVIEW

Simultaneously, the Group is developing a new commercial identity that unifies its core product lines under one cohesive market-facing brand. This strategic branding initiative aims to enhance market recognition and customer engagement. River Tech now offers multiple products and is developing new product lines to diversify further.

The Group has also initiated the process of applying for a B2B licence from the Malta Gaming Authority. This strategic step, which involves meeting stringent regulatory requirements, will expand the addressable market across regulated sectors in Europe and strengthen River Tech's commercial credentials.

Financial Highlights

Key financial figures for Q3 2025 demonstrate continued operational resilience and progress towards a leaner operating model.

Revenue for the quarter reached €3.13 million, gross contribution margins remained stable, supported by early platform diversification and disciplined cost management. The Group's profitability remained resilient throughout the quarter, with an EBITDA of €1.57 million, compared to €1.94 million in Q3 2024.

cEO oVERVIEW

As of 30 September 2025, the Group reported total Current Assets of €9.55 million and total Equity of €10.61 million, with an Equity Ratio of 69 per cent.

The Group's disciplined approach to managing costs has proved beneficial, especially following the recent decisions, as it positions itself for future expansion. As of 1 October 2025, we have substantial cash reserves to support our growth aligned with two key strategic goals: expanding through acquisitions and attracting new customers by diversifying our product offerings.

OUTLOOK

With the new integration and Group-wide reorganisation nearly complete, allowing for the onboarding of new customers, and a favourable liquidity position, River Tech is well positioned to enter 2026 as a leaner, more product-focused Group. Management and the Board remain confident in the Group's ability to transform recent challenges into long-term growth opportunities and deliver shareholder value through innovation, operational discipline, and strategic diversification.

As River Tech continues to implement its growth focused transition, the Group reaffirms its unwavering commitment to its core mission: Bringing Ideas to Life. This mission guides us in transforming innovative technology into impactful business solutions that deliver scalability, compliance, and most importantly, customer success.

BOARD OF DIRECTORS

Chairman Richard Trinder

Richard has held key leadership roles in multinational organisations and startups across a variety of industries. His strategic insights and deep understanding of technology trends enhance the board's expertise and are key in shaping the Company's future.

Executive Director

Luke Ciantar

Luke has over 15 years of experience in the technology industry, primarily dealing with local and international clients and managed services. His broad expertise across various technology sectors positions him as a key figure in shaping the group's strategic direction.

Non-Executive Director Kathleen Zarb Adami

A lawyer by profession since 1999, Kathleen has been extensively involved in the setting up, executing and managing transactions involving multinational groups in various sectors, with a focus on gaming law and financial services sectors.

MANAGEMENT TEAM

Chief Financial Officer Daniela Pulis

Daniela has been with River Tech Plc since April 2019. Currently occupying the post of CFO, she has been in the finance industry for over 10 years and has a strong background in audit and finance from PwC. She has built a strong team, not only in finance but also in HR within River Tech.

Chief Technology Officer Joseph Debono

Joseph Debono sits as Chief Technology Officer for River Tech. He is responsible for overseeing all technology aspects of River Tech's products. He works closely with the CEO and COO/CPO to grow and improve the product offering and team culture using his experience and professionalism.

Chief Legal & Compliance Officer

Rachel Mifsud Bonnici

Dr Rachel Mifsud Bonnici, currently occupying the role of Chief Legal and Compliance Officer. In her role, Dr Mifsud Bonnici continues to lead the implementation of legal requirements and compliance management, ensuring that areas of potential risk within River Tech's products and services are identified effectively.

Q3 2024 VS 2025

River Tech plc (Group)

2024
Proforma (EUR)
2025
Proforma (EUR)
Revenue 3,620,000 3,126,667
Direct Costs (1,103,397) (976,859)
Gross Contribution 2,516,604 2,149,807
Operating Costs (580,038) (579,191)
EBITDA 1,936,566 1,570,616
Depreciation (19,052) (13,243)
Other Finance Costs (34,842) (29,900)
Profit from operations 1,882,672 1,527,474

-14% Gross Contribution -13% Revenue

-18%

Profit from continuing operations

-18% EBITDA

Q3 2024 VS 2025

RIVER TECHNOLOGIES

2024
Proforma (EUR)
2025
Proforma (EUR)
Revenue 3,620,000 3,126,667
Direct Costs (1,103,397) (976,859)
Gross Contribution 2,516,604 2,149,807
Operating Costs (431,347) (493,273)
EBITDA 2,085,256 1,656,534
Depreciation (18,877) (13,068)
Other Finance Costs (28,929) (16,843)
Profit from operations 2,037,450 1,626,624

-14% Gross Contribution -13% Revenue

-20%

Profit from continuing operations

-20%

EBITDA

QUARTER ON QUARTER

RIVER TECH PLC (GROUP)

QUARTER ON QUARTER

RIVER TECHNOLOGIES

2024
Proforma (EUR)
2025
Proforma (EUR)
Q3 (Eur) Q4 (Eur) Q1 (Eur) Q2 (Eur) Q3(Eur)
Proforma Proforma Proforma Proforma Proforma
Revenue 3,620,000 3,600,000 3,600,000 3,400,000 3,126,667
Direct Costs (1,103,397) (1,048,853) (1,032,425) (1,074,905) (976,859)
Gross Contribution 2,516,604 2,551,147 2,567,575 2,325,095 2,149,807
Operating Costs (431,347) (491,377) (530,000) (528,980) (493,273)
EBITDA 2,085,256 2,059,769 2,037,576 1,796,115 1,656,534
Depreciation (18,877) (18,689) (12,246) (13,889) (13,068)
Other Finance Costs (28,929) (25,567) (22,726) (19,751) (16,843)
Profit from operations 2,037,450 2,015,513 2,002,603 1,762,475 1,626,624

KPI - REVENUE

LICENSED & SERVICE / SUPPORT SPLIT

2024 Q1 (Eur) Q2 (Eur) Q3 (Eur) Q4 (Eur)
License Revenue 2,100,360 2,100,240 2,100,000 2,100,000
Service/Support 1,530,000 1,680,000 1,520,000 1,500,000
Total Revenue 3,630,360 3,780,240 3,620,000 3,600,000
2025 Q1 (Eur) Q2 (Eur) Q3 (Eur)
License Revenue 2,100,000 2,100,000 2,100,000
Service/Support 1,500,000 1,300,000 1,026,667
Total Revenue 3,600,000 3,400,000 3,126,667

BRINGING IDEAS TO LIFE: OUR PRODUCTIONS & SOLUTIONS

River Tech Plc has a clear vision and strategy to become a leading B2B provider of high-quality technological services through the development of proprietary products across emerging and rapidly growing sectors.

With many years of technology experience across a diverse range of both highly regulated and complex sectors, River Tech has a proven track record of delivering high performing technology projects and products.

Our offering combines five core elements to create bespoke technology and platform solutions for our clients no matter what the sector they are in.

Business Development Product Development Quality Assurance Infrastructure

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