Fine Foods Group - 30 June 2026 Half-year Financial Report
1 FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Registered office: VIA BERLINO 39 VERDELLINO (BG) Registered in the BERGAMO Companies Register Tax code and Company reference number: 09320600969 Registered in the BERGAMO REA no. 454184 Subscribed share capital €22,770,445.02 Fully paid up VAT number: 09320600969
Half-year Financial Report as of 30 June 2026
08 September 2026 Board of Directors
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Table of contents
Corporate positions page 3 Report on Operations " 5 30/06/2026 Consolidated Financial Statements " 35 Manager certification " 71 Auditing company Reports " 72
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CORPORATE POSITIONS
Board of Directors
Chairman and CEO Marco Francesco Eigenmann
Managing Director
Pietro Oriani
Directors
Ada Imperadore
Adriano Pala Ciurlo Deborah Maria Venturini
Elena Sacco
Giovanni Eigenmann
Marco Costaguta
Paolo Ferrario
Susanna Pedretti
Board of Statutory Auditors
Chairman
Croci Guido
Statutory Auditors
Massimo Petrelli
Ottavia Alfano
Auditing Company
EY S.p.A.
Manager responsible for preparing the Company’s Financial Reports
Pietro Bassani
Appointed by the Board of Directors on 21 April 2021 under Article 27-bis of the Articles of Association.
Committees
Control and Risk Committee
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Ada Imperadore
Elena Sacco
Susanna Pedretti
Supervisory Body
Cristiana Renna
Paolo Villa
Susanna Pedretti
Remuneration Committee
Ada Imperadore
Susanna Pedretti
Related Party Committee
Ada Imperadore
Elena Sacco
Susanna Pedretti
Environmental, Social and Governance (ESG) Committee
Ada Imperadore
Deborah Maria Venturini
Pietro Oriani
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Report on Operations
Fine Foods Group - 30 June 2026 Half-year Financial Report
6 Report on Operations: Summary Introduction .............................................................................................................................................................................................. 7
Information
on the Group companies ...................................................................................................................................................... 7 Market development .............................................................................................................................................................................. 13 Significant events .................................................................................................................................................................................. 14 General economic performance ............................................................................................................................................................ 15 Management Performance .................................................................................................................................................................... 16 Business outlook ................................................................................................................................................................................... 16 Fine Foods & Pharmaceuticals N.T.M. S.p.A. Share trend S.p.A. ......................................................................................................... 17 Balance sheet and financial position ..................................................................................................................................................... 19 Financial situation .................................................................................................................................................................................. 21 Income Statement ................................................................................................................................................................................. 21 Alternative Performance Measures ....................................................................................................................................................... 23 Main risks and uncertainties for the Group ............................................................................................................................................ 24 Key non-financial indicators ................................................................................................................................................................... 31 Environmental information ..................................................................................................................................................................... 31 Work Risk Assessment .......................................................................................................................................................................... 31 Personnel Management Information ..................................................................................................................................................... 32 Research and development ................................................................................................................................................................... 33 Relationships with subsidiary, associated, parent companies and companies controlled by the parent companies ............................ 33 Related Party Relationships .................................................................................................................................................................. 33 Treasury shares buyback programme ................................................................................................................................................... 33 Parent Company shares/quotas ............................................................................................................................................................ 34 Use of financial instruments significant to the assessment of the financial position and net result for the year .................................... 34 Events following the end of the financial year ....................................................................................................................................... 34 Personal data protection - Privacy ......................................................................................................................................................... 34
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Directors' Report on Operations
Introduction
The 30 June 2026 condensed consolidated interim Financial Statements have been prepared under the International Accounting Standards - IAS and International Financial Reporting Standards - IFRS issued by the International Accounting Standards Board (IASB) and the interpretations of the IFRS Interpretations Committee (IFRSIC) and the Standing Interpretations Committee (SIC), recognised in the European Union under (EC) Regulation no. 1606/2002 and in force at the end of the period. All of the above standards and interpretations are referred to as "IAS/IFRS".
The 30 June 2026 condensed consolidated interim Financial Statements have been prepared under IAS 34 Interim Financial Reporting.
During the first half of 2026, the Group’s consolidation scope expanded following the acquisition of 100% of Sofar S.p.A.’s share capital, completed on 12 June 2026. As of 30 June 2026, the consolidation scope comprised Fine Foods & Pharmaceuticals N.T.M.
S.p.A. (hereafter "Fine Foods", "Parent Company", or "Controlling Company") and its wholly owned subsidiaries Fine Cosmetics S.p.A.
(formerly Euro Cosmetic S.p.A.) and Sofar S.p.A.
The tables shown in this document have been constructed as follows:
• Income statement and Balance Sheet figures as of 30 June 2026 refer to the consolidation of the Fine Foods Group, which includes the Parent Company Fine Foods, and the subsidiaries Fine Cosmetics S.p.A. and Sofar S.p.A.. The most recent balance sheet available, dated 31 May 2026, was used for the initial consolidation of the newly acquired Sofar S.p.A., while the June 2026 results were used for the income statement.
• The comparative Balance Sheet as of 31 December 2025 relates to the consolidation of the Fine Foods Group, which includes the Parent Company Fine Foods and the subsidiary Fine Cosmetics S.p.A..
• The comparative Income Statement as of 30 June 2025 includes the values of the Parent Company Fine Foods and the subsidiary Fine Cosmetics S.p.A..
Information
on the Group companies Fine Foods & Pharmaceuticals N.T.M. S.p.A. (hereafter referred to as "Fine Foods" and/or the “Parent Company" and/or "Controlling Company"), registered and domiciled in Bergamo, is a joint-stock company, with its registered office in Via Berlino 39, Verdellino -
Zingonia (BG). The Company, listed on the Euronext STAR Milan segment of Borsa Italiana, is an Italian independent Contract Solutions Development & Manufacturing Organization (CSDMO), specialising in the contract development and manufacturing of products for the nutraceutical, pharmaceutical, and cosmetics industries, with a customer-centric, service-oriented philosophy.
Founded in 1984, Fine Foods proved to be a reliable and capable strategic partner for customers in the reference sectors. The Company’s organisation can provide successful design process and solid, long-term partnerships. The continuous search for excellence is part of the Company’s business model and includes research and development, innovation, process reliability, product quality, ESG, and sustainable management of the Group's supply chain.
Fine Foods is a benefit corporation which relies on certifications and ratings under international standards. These guarantee its sustainability commitment across the business.
Fine Foods develops and manufactures drugs, food supplements, other nutraceutical products and medical devices for pharmaceutical and nutraceutical companies. These products are in the form of powder or granule blends, film-coated or uncoated swallowable, orally dissolvable or chewable tablets, effervescent tablets, hard gelatin capsules, and liquid formulations available in various types of packaging, including sachets, sticks, pillboxes, jars, blister packs, and strips. The fact Fine Foods operates in the pharmaceutical and nutraceutical sectors allows it to benefit from commercial synergies, knowledge and technologies developed in both markets.
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Pharmaceutical products are manufactured at the Company's Brembate facility, which, after expansions completed in 2020 and 2025, encompasses more than 135,900 square metres, including approximately 25,500 square metres of covered floor space. The Brembate pharmaceutical plant has the authorisation to produce pharmaceuticals and European GMP certification, both issued by the Italian Medicines Agency (AIFA, Agenzia Italiana del Farmaco), and occupational and environmental safety approval.
The image below shows the nearly finished extension of the Brembate plant, built to boost fluid bed granulation and mixing capacity:
The following images show the recently built facility, adjacent to the existing pharmaceutical workshop.
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Nutraceutical products are manufactured at the Company's facility in Zingonia - Verdellino, covering a total area of approximately 45,600 square metres. The plant produces under HACCP (Hazard Analysis and Critical Control Points) regulations and GMPs (Good Manufacturing Practices) applicable to food supplements. The Company has obtained authorisation from the Ministry of Health and is constantly monitored by the Local Health Authority (ATS). The Company possesses relevant certifications in environmental, food, and occupational safety, and is authorised to manufacture medical devices. It successfully passed an inspection by the US Food and Drug Administration in 2017. The Zingonia - Verdellino plant has a total covered surface area of approximately 28,800 sqm, including a recent expansion of approximately 12,900 sqm of total production area resulting in an increase of around 80 per cent on the pre-
existing surface area.
The images below show the Zingonia - Verdellino plant from above.
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Fine Foods & Pharmaceuticals N.T.M. S.p.A. holds the following certifications:
• UNI EN ISO 9001: standard defining quality management system requirements. Scope: research, development and production of food supplements, food for special groups, pharmaceuticals for third parties.
• UNI EN ISO 14001: standard defining environmental protection management system requirements. Scope: research, development and production of food supplements, food for special groups, pharmaceuticals for third parties through the following processes: reception and storage of raw materials and packaging materials, grinding, mixing, granulation, screening, compressing, dedusting, film coating, encapsulation; packaging in bags, blisters, bottles, jars and tubes;
storage and shipment of finished products.
• ISO 45001: standard defining Occupational Health and Safety Management System requirements. Scope: research, development and production of food supplements, food for special groups, pharmaceuticals for third parties through the following processes: reception and storage of raw materials and packaging materials, grinding, mixing, granulation, screening, compressing, dedusting, film coating, encapsulation; packaging in bags, blisters, bottles, jars and tubes;
storage and shipment of finished products.
• Halal certification of the oral solid product lines under the international Islamic standard.
• SMETA (Sedex Member Ethical Trade Audit): an audit and reporting methodology created by Sedex (one of the world's leading business ethics organisations providing an online platform used by over 60,000 members in more than 180 countries to help companies operate responsibly and sustainably, protect their workers and ensure an ethical supply chain) using a best practice model in ethic business audit techniques. The aim is to provide a central and standardised verification protocol for organisations interested in demonstrating a commitment to social issues and ethical and environmental standards in their supply chain. The Company uses a SMETA audit as a tool to enhance the practices adopted in its ethical and responsible business. SMETA bases its assessment criteria on the ETI (Ethical Trade Initiative) code, integrating them with applicable national and local laws and comprises four modules: health and safety, labour standards, environment and business ethics.
Specifically, the Verdellino - Zingonia plant:
• UNI EN ISO 13485: standard defining the regulatory requirements of a quality management system to produce medical devices. Scope: contract designing and manufacturing of invasive medical devices concerning body orifices for gastrointestinal and oral use.
• FSSC 22000: is a certification scheme based on the ISO 22000 standard, which defines a food safety management system, integrated with the ISO/TS 22002-1 technical standard and FSSC 22000 additional requirements. Scope:
contract manufacturing (dry mixing, fluid-bed granulation, compressing, film coating, encapsulation, mixing of water-
based liquids), and packaging. This applies to dry powder products, foods for special diets, and foods intended for infants and children. This excludes cereal-based foods and powders, granules, tablets, capsules, and liquids packaged in plastic and polylaminate.
Please note that Fine Foods & N.T.M. S.p.A. adopts an Organisation, Management and Control System under Legislative Decree 231/2001 "regulating the administrative responsibility of legal persons, companies and associations, including those without legal status", which introduced into the Italian regulatory system the concept of administrative liability for legal persons resulting from the commission of a criminal offence. Supervising the operation and compliance with the rules and principles in this system is entrusted to a Supervisory Body with independent initiative and control powers. In 2021 it became necessary to update the System following the new tax offences referred to in Article 25 quinquiesdecies and smuggling referred to in Article 25 sexiesdecies in Legislative Decree no. 231/2001. This updating included risk control for the offences referred to in the previous articles and a risk assessment review.
Under Legislative Decree no. 24/2023, in July 2023, Fine Foods N.T.M. S.p.A. committed to respecting and guaranteeing the anonymity of those who report violations or offences identified within the Company by managing the above reports using an external channel:
The Teseo Whistleblowing ERM Platform.
On 14 November 2024, Fine Foods Board of Directors approved the revision of the Organisation, Management and Control (OMC) System to meet the new regulatory additions in the list of predicate offences of Legislative Decree 231/2001, to strengthen the Company's compliance system.
On 29 January 2026, Fine Foods Group Board of Directors approved the revision of the Organisation, Management and Control (OMC) System to meet the new regulatory additions in the list of predicate offences of Legislative Decree 231/2001, to strengthen the Company's compliance system.
Fine Foods Group - 30 June 2026 Half-year Financial Report
11 The subsidiary Fine Cosmetics S.p.A. (formerly Euro Cosmetic S.p.A.) is a CSDMO specialising in research and development, production and sales of cosmetics. In October 2021, it joined the Fine Foods Group, enhancing its growth and innovation through increased production capacity and strengthened cross-functional expertise. In 2025, the subsidiary rebranded, changing its name from Euro Cosmetic S.p.A. to Fine Cosmetics S.p.A. and updating its logo.
Since its acquisition, the surface area of the cosmetics production plant in Trenzano (Brescia), along with its mixing facilities, packing lines, and laboratories, has expanded to its current state: a modern facility occupying approximately 20,000 square metres. The new 300 square metre Research & Innovation Hub for cosmetics development opened in 2025.
The customer portfolio consists of prestigious cosmetics and pharmaceutical companies, operating in the GD (large-scale retail), GDO (organised large-scale retail) and Discount sectors and specialised channels such as national and international pharmacies and single-
and multi-brand perfumeries.
Fine Cosmetics contract develops and manufactures cosmetic products, including:
ORAL HYGIENE: paste and gel toothpastes, with microencapsulated, mono- and bi-phasic active ingredients, alcoholic and non-alcoholic mouthwashes, and breath-freshening products.
SKIN CARE: w/o, o/w emulsions, microemulsions, and gels.
DEODORANTS: solid sticks, roll-ons, sprays, with or without antiperspirant, with or without alcohol, with "on-demand" active ingredients.
BODY CLEANSING: bath foams, shower gels, intimate cleansers, liquid soaps.
HAIR CARE: shampoos, conditioners, modelling waxes, gels.
PERFUMERY: perfumed body waters, eau de parfum, after-shave.
The Quality Management System within Fine Cosmetics certifies:
compliance with GMPc requirements (UNI EN ISO 22716);
compliance with UNI EN ISO 9001 requirements;
compliance with IFS – HCP requirements;
compliance with COSMOS Natural & Organic requirements;
compliance with ECO BIO COSMESI requirements;
RSPO SCCS (Roundtable on Sustainable Palm Oil – Supply Chain Certification Standard).
The image below shows the Trenzano plant.
The subsidiary Sofar S.p.A., acquired by the Fine Foods Group on 12 June 2026, is a company active in the contract development and manufacturing of liquid and semi-solid pharmaceutical forms. The inclusion of Sofar within the Group’s scope broadens Fine Foods’ industrial and technological expertise, strengthening its product range and competitive positioning. The Group's total area covers 24,900 square metres, including 10,000 square metres of the facility in Trezzano Rosa, broken down as follows: 4,700 square metres for the factory, 500 square metres for laboratories, 3,800 square metres for warehouses and 1,000 square metres for offices.
The company complies with high quality and regulatory standards, as evidenced by its certifications and authorisations listed below:
Fine Foods Group - 30 June 2026 Half-year Financial Report
12 AIFA: authorisation to manufacture medicinal products for human use, under Directive 2001/83/EC, transposed by Legislative Decree No. 219 of 24 April 2006, as amended, No. aM-29/2025 (GMP certificate No: IT/37/H/2025): Scope of
application:
- Manufacturing activities (Part 1): Non-sterile products – Packaging – Quality control testing
- Importation of medicinal products (Part 2): Batch certification of imported medicinal products, non-sterile products AIFA: Registration certificate relating to the manufacture/import of active substances for pharmaceutical plant No. API
59/2021
UNI EN ISO 9001:2015: Standard defining quality management system requirements. Reg. no. 10783-A and 10783_NA-A.
Scope of application: Development and manufacture of medical devices for the gastroenterology and dermatology sectors UNI EN ISO 13485:2021: Standard defining quality management system requirements. Reg. no.: 10783-M. Scope of application: Development and manufacture of medical devices for the gastroenterology and dermatology sectors
The image below shows the Trezzano Rosa plant.
The image below shows some of the Group's product portfolio (Nutra, Pharma and Cosmetics Business Units):
Fine Foods Group does not have trademarks or hold any product patent rights. These remain the customer's property. The Group maintains relationships with highly loyal customers, including major Italian and multinational pharmaceutical, nutraceutical and cosmetics companies such as Aboca, Alfasigma, Alkaloid, Angelini, Bolton Manetti & Roberts, Chiesi, ColgateGroup, Davines, DOC, Dompè, Dr Max, Equilibra, Giuliani, Haleon, Herbalife, Ibsa, Italfarmaco, Krka, Menarini, Mirato, Paglieri, PepsiCo, Perrigo, Pharmanutra, Recordati, Sandoz, Sanofi, Teva, Viatris and Zentiva.
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Market development
Fine Foods is one of the players in the European nutraceutical market and is focused on contract manufacturing of food supplements.
The nutraceutical market is the Group’s key reference market, and where 51% revenue from customer contracts was recorded as of 30 June 2026. Within this market, the Group’s target segment is the dietary supplements segment in Europe. The segment’s expected value is estimated to grow from €21.5 billion in 2025 to €26.5 billion in 2029, with a CAGR '25-'29 of 5.4%. In H1 2026, revenue from customer contracts generated by the Group’s Nutraceutical Business Unit was €63,621,372, down from €71,438,779 recorded in H1 2025.
The Pharmaceutical market is the Group’s second key reference market, where 37.4% of revenue from customer contracts was recorded as of 30 June 2026. As of 30 June 2026, the Company recorded revenue of €46,628,364 in the Pharma Business Unit, (including the new subsidiary Sofar), an increase compared to €41,618,013 at the end of the previous financial year (+12.0%).
Forecasts for European pharmaceutical production show growth from €729.9 billion in 2025 to €849.6 billion in 2029, with a CAGR '25-'29 of 3.9%. The pharmaceutical market was stable with customers loyal to their suppliers. Expected growth can be seen in the development of CDMOs that produce medicines for pharmaceutical companies (i.e. Fine Foods). The expected demand for pharmaceutical products is steadily growing due to the increase in the average age of the world’s population and the rise in health standards adopted, especially in developed countries.
The Group’s third key reference market is cosmetics served by its subsidiary Fine Cosmetics. As of 30 June 2026, this market accounted for 11.6% of revenue from customer contracts, amounting to €14,543,078, compared to €15,673,249 in H1 2025. These amounts comprise the following Euromonitor categories: "Bath and Shower", "Deodorants", "Fragrances", "Hair Care", "Oral Care", "Skin Care" and "Sun Care".
The European cosmetics market is expected to accelerate its growth in the coming years, with forecasts showing an increase from €115.7 billion in 2025 to €142.1 billion in 2029. The CAGR for the period 2025-2029 is 5.3%.
*Sources: Euromonitor International, Industrial, Pharmaceuticals, 2025 Edition Production MSP, EUR Fixed Ex Rates, Current Prices. Consumer Health, 2026 Edition, Retail Value RSP, EUR Fixed Ex Rates, Current Prices. Cosmetics as per aggregation of Euromonitor’s Bath and Shower, Deodorants, Fragrances, Hair Care, Oral Care, Skin Care and Sun Care
Fine Foods Group - 30 June 2026 Half-year Financial Report
14 The above analysis showed that Fine Foods is outperforming the market and its competitors. The reference markets showed high and steady growth and resilience during recessions. Despite this, Fine Foods has significantly outperformed its reference end markets over the past decade, with sales in 2025 at 2.5 times the level achieved in 2015.
*Sources: Euromonitor International, Industrial, Pharmaceuticals, 2025 Edition Production MSP, EUR Fixed Ex Rates, Current Prices. Consumer Health, 2026 Edition, Retail Value RSP, EUR Fixed Ex Rates, Current Prices. Cosmetics as per aggregation of Euromonitor’s Bath and Shower, Deodorants, Fragrances, Hair Care, Oral Care, Skin Care and Sun Care. Company Analysis: the three variables’ time series are divided by their respective 2015 value (the basis) and multiplied by a factor of 100; the considered variables are Fine Foods revenue, European Nutraceuticals – Vitamins & Dietary Supplements segment size, European Pharmaceuticals production size and European Cosmetics size.
Significant events
Acquisition of Sofar S.p.A.
On 17 April 2026, Fine Foods & Pharmaceuticals N.T.M. S.p.A. (“Fine Foods”) entered into a binding agreement with Alfasigma S.p.A.
(“Alfasigma”) for the acquisition of 100% of Sofar S.p.A.’s (“Sofar” or the “Company”) share capital. Sofar is a joint-stock company based in Trezzano Rosa (MI), operating in the contract development and manufacturing organization (CDMO) sector and specialising in the development, manufacture, marketing and distribution of non-sterile medicinal products, in solid, semi-solid and liquid forms, and medical devices. Sofar’s share capital is €1,300,000.00, comprising 2,500,000 shares with a nominal value of €0.52 each.
The transaction aligns with Fine Foods' industrial strategy to strengthen and expand its production. The acquisition allows Fine Foods to add expertise and technology for developing and producing liquid and semi-solid pharmaceutical forms, expanding its industrial capabilities. By completing this transaction, Fine Foods broadens its service portfolio, reinforces its competitive role as a strategic and integrated partner, and enhances its capability to secure new projects and customers.
The transaction values Sofar at an enterprise value of €27 million. The consideration for the shares’ sale, as specified in the notarial deed of transfer, was €23,399,233.04 and was paid in full in cash on the closing date, by bank transfer, funded through a bank loan.
This amount was based on the enterprise value, considering the net financial position, the settlement of intra-group transactions and items contractually agreed between the parties. Upon completion of the transaction, the existing cash pooling arrangement with the seller was settled for €3,063,500, bringing the total consideration paid to €26,462,733.04.
On 22 April 2026, Fine Foods filed a notification with the Presidency of the Council of Ministers to obtain clearance under the special powers legislation (Golden Power), under Decree-Law No. 21 of 15 March 2012, as converted with amendments by Law No. 56 of 11 May 2012, as amended. On 28 May 2026, the Presidency of the Council of Ministers announced that the transaction did not fall within the above legislation.
Fine Foods Group - 30 June 2026 Half-year Financial Report
15 The transaction was completed on 12 June 2026 by way of a notarial deed of transfer, under which Alfasigma transferred the shares representing 100% of Sofar’s share capital to Fine Foods.
As part of the transaction, the parties signed a long-term contract manufacturing agreement (r-MSA) between Alfasigma and the Fine Foods Group, which ensures operational and production continuity at the Trezzano Rosa site. At the same time, the parties entered into Transitional Services Agreements (TSAs) to ensure a smooth transition of the corporate functions previously provided by Alfasigma to the Company.
For six months following completion of the transaction, the consideration may be subject to further price adjustments relating to: (i) verification of any leakage occurring between the locked-box date and the closing date; (ii) any deferred consideration, or Deferred Price, relating to the production of Meclon Cream; (iii) any adjustment based on the actual revenue generated under the r-MSA during the first three-year period of its term; and (iv) any adjustment linked to the determination of the Payback Request for Medical Devices related to medical devices subject to certification under Regulation (EU) 2017/745 (MDR).
To provide a more detailed view of the Group’s economic performance, the Group’s pro forma turnover and EBITDA are presented below for information purposes, based on the assumption that the acquired company had been consolidated since 1 January 2026.
These figures were prepared for management and comparative purposes and do not represent the figures reported in the consolidated financial statements, in which Sofar S.p.A. was included since 1 June 2026.
Thousands of
Euro Actual Actual Actual Actual Pro-Forma Pro-Forma Pro-Forma Pro-Forma Fine Foods Fine Cosmetics Sofar Group Fine Foods Fine Cosmetics Sofar Group Turnover 107,622 14,543 2,628 124,793 107,622 14,543 16,458 138,622
Adjusted
EBITDA 15,186 (337) 335 15,184 15,186 (337) 3,010 17,859
Intesa and BNL Loans On 11 June 2026 and 25 June 2026, the Parent Company Fine Foods signed two new medium- to long-term loan agreements to support the investment plan for the next three years: one with BNL for €30 million, with due date in 2031, and one with Intesa San Paolo S.p.A. for €20 million, with due date in 2030.
General economic performance During H1 2026, the global economy continued to record moderate growth, against a backdrop marked by the gradual consolidation of the disinflationary process, still-cautious financial conditions, and persistently high uncertainty linked to geopolitical developments and the escalation of international trade tensions.
The World Economic Outlook published by the International Monetary Fund in April 2026 forecasts global economic growth of 3.1% for 2026, representing a slight slowdown compared to previous years and a rate below the historical average, reflecting the impact of rising energy commodity prices, ongoing geopolitical tensions and tighter financial conditions. Emerging economies remain the main driver of global growth, while developed economies continue to expand more modestly.
During the half-year, the major central banks have maintained a cautious approach to monetary policy. The European Central Bank observed that the disinflationary process is continuing, despite risks stemming from higher energy prices amid tensions in the Middle East, and confirmed that future policy decisions will continue to depend on incoming macroeconomic and inflation data. According to the Eurosystem’s macroeconomic projections, Euro area GDP is expected to grow by 1.1% in 2026, in a context that remains marked by high uncertainty.
Among developed economies, the United States maintained relatively resilient economic growth, supported by domestic demand and investment in high-tech sectors. The Euro area recorded more subdued growth, affected by weakness in the manufacturing sector, a slowdown in international trade and the impact of geopolitical uncertainty on investment. Domestic demand continued to be supported by the gradual recovery in household purchasing power.
The macroeconomic outlook for Italy indicated that growth remained moderate. According to Banca d'Italisa’s Economic Bulletin of April 2026, economic activity continues to be supported mainly by services and investment related to the implementation of the National Recovery and Resilience Plan, while manufacturing remains affected by weak external demand and uncertainty in the international environment. Italian GDP growth is forecast to remain at around 0.5% in 2026, in line with the modest pace of expansion expected across Europe.
Fine Foods Group - 30 June 2026 Half-year Financial Report
16 Among emerging economies, China continues to grow at a moderate pace, supported by economic policy measures and domestic demand, although the property sector remains vulnerable. India remains one of the world’s most dynamic economies, underpinned by robust domestic demand, infrastructure investment and growth in the technology sector, and continues to contribute significantly to global economic expansion.
Management Performance
Economic indicators for the year (In thousands of Euro) 30 June 2026 30 June 2025 Revenue 124,793 128,730 Adjusted EBITDA 15,184 21,598 Adjusted operating result (ADJ EBIT) 5,135 13,803 Adjusted profit (loss) for the year 2,105 9,693
The table above provides a preliminary overview of the Group’s financial performance in H1 2026: turnover was €124.8 million as of 30 June 2026, compared to €128.7 million in H1 2025, representing a decrease of 3.1%.
The Group’s Adjusted EBITDA fell from €21.6 million to €15.2 million as of 30 June 2026. Adjusted operating result (Adj EBIT) was €5.1 million as of 30 June 2026, compared to €13.8 million H1 2025.
Adjusted profit for the period was €2.1 million (€9.7 million in H1 2025).
Nutra Business Unit Performance During H1 2026, the Group's Nutra sector turnover decreased from €71.4 million as of 30 June 2025 to €63.6 million as of 30 June 2026 (a decrease of 10.9%). The Nutra Business Unit turnover was 51% (55.5% in 2025) of the Group's total turnover.
Adjusted EBITDA for the Nutra Business Unit was €10.3 million (16.2% EBITDA Margin), compared to €13.9 million in H1 2025 (19.5% EBITDA Margin).
Pharma Business Unit Performance The Pharma sector, including the subsidiary Sofar, accounted for 37.4% of total turnover (32.3% in 2025), and continued to grow, with turnover increasing by 12% (up on a like-for-like basis: +5.7%), from €41.6 million in H1 2025 to €46.6 million as of 30 June 2026.
Production at the expanded Brembate facility is underway, and its output is expected to steadily contribute to revenue growth throughout 2026.
The Pharma Business Unit’s Adjusted EBITDA was €5.2 million (11.2% EBITDA Margin), compared to €6.3 million in H1 2025 (15.2% EBITDA Margin).
Cosmetics Business Unit Performance Revenue generated by the Cosmetics Business Unit was €14.5 million in H1 2026, down compared to €15.8 million as of 30 June 2025. The Company reported a negative Adjusted EBITDA of €337,000 (compared to €1.3 million as of 30 June 2025).
Business outlook
During the first half of 2026, the international macroeconomic environment remained characterised by moderate growth, against a backdrop of ongoing geopolitical and trade tensions and persistently high uncertainty. The disinflationary trend continued, although risks remained in relation to developments in energy markets and international trade.
Major central banks, including the European Central Bank and the Federal Reserve, maintained a cautious monetary policy stance, while continuing the gradual normalisation process initiated in 2025.
According to the International Monetary Fund’s World Economic Outlook of April 2026, the global economy is expected to grow by 3.1% in 2026, driven mainly by emerging economies, while developed economies are expected to continue recording more subdued growth.
Fine Foods Group - 30 June 2026 Half-year Financial Report
17 For the Euro area, the European Central Bank’s latest projections indicate moderate growth throughout 2026, supported by the gradual recovery in domestic demand, although still constrained by weakness in the manufacturing sector and uncertainty surrounding international trade. Similarly, the Banca d'Italia expects the Italian economy to continue growing at a moderate pace, supported by services and investment, against a backdrop of weak external demand.
The outlook for the remainder of FY 2026 points to a gradual stabilisation of the macroeconomic environment and a continued consolidation of the disinflationary trend. However, significant risks remain, linked to the evolution of geopolitical tensions, tightening of trade and tariff policies, and volatility in the financial markets – factors that could affect the growth prospects of the global economy.
The Group’s reference markets show favourable growth prospects over the medium to long term, in Europe and globally.
Meanwhile, the main players in the Health & Beauty sector are increasingly outsourcing, opting for integrated partners to develop and manufacture nutraceutical, pharmaceutical, and cosmetics solutions. This shift supports asset-light business models that emphasise advanced research and brand management.
Fine Foods & Pharmaceuticals N.T.M. S.p.A. aims to strengthen its competitive position by expanding its market share across its three core business units—Nutra, Pharma, and Cosmetics—enhancing their synergies.
The Group recently announced the completion of the acquisition of all shares in Sofar S.p.A. from Alfasigma S.p.A., and Sofar's results were consolidated effective as of 1 June 2026. The Group is actively exploring further inorganic growth opportunities to enhance the variety of its products, including different pharmaceutical and galenic forms and packaging options.
The Pharma BU, which grew rapidly in H1 2026, will focus on managing higher volumes through multi-year agreements with top international customers. The Group will keep focusing on output optimisation at current sites and integrating Sofar S.p.A.’s Trezzano Rosa site. Production at the expanded Brembate facility is underway, and its output is expected to steadily contribute to revenue growth throughout 2026.
Despite challenges, the Nutra BU is advancing its development, prioritising quality, innovation, and value-added services. Performance for the current financial year is expected to be mixed: the innovative segment is forecast to grow, while weight management product volumes remain weak, affected by lower consumption, partly linked to the growing uptake of GLP-1-based therapies, and supply chain destocking. Quantifying the full scope of these effects presents challenges due to broader macroeconomic conditions. New commercial partnerships are expected to support the Nutra BU. The Group confirms its plan to boost the Nutra BU’s production capacity and develop new forms and technologies. This strategy is intended to enhance its competitiveness and support growth over the medium to long term.
The Cosmetics BU has completed a phase of integration, reorganisation and optimisation, supported by targeted investments, a new formulation research laboratory and a strengthened management structure, and is entering a phase of evolution and diversification.
However, the financial benefits of this industrial and commercial transformation are expected to take longer to impact the financial results. Fine Cosmetics is focused on innovation and strategic partnerships in the international beauty and personal care market to increase its contribution to the Group’s growth.
Fine Foods’ diversified three-segment model remains a key strength; however, limited visibility in certain reference markets supports a cautious outlook for the second half of the financial year.
Although the Group’s business model is naturally subject to quarterly volatility, the order book, signed multi-year agreements and development pipeline provide good visibility on business trends and underpin management’s confidence in sustainable medium- to long-term profit growth.
The Fine Foods Group, which obtained its EcoVadis Platinum rating for the fourth consecutive year in 2025, will continue its commitment to sustainability, strengthening its role as a reference partner for its customers, and provide solutions that are increasingly aligned with the growing ESG market expectations.
Fine Foods & Pharmaceuticals N.T.M. S.p.A. Share trend S.p.A.
As of 30 June 2026, the Fine Foods & Pharmaceuticals N.T.M. S.p.A. share was listed at €8.68 per share, with a decrease of 9 percentage points than the listing as of 30 December 2025 (€9.58 per share).
Market capitalisation as of 30 June 2026 was €222 million.
The diagram below shows the Fine Foods share performance compared with the leading stock market indices as of 30 June 2026:
Fine Foods Group - 30 June 2026 Half-year Financial Report
18
The table below shows the main share and stock market data as of 30 June 2026:
Share and stock market data as of 30 June 2026 First listing price (02/01/2026) 9.50 Maximum listing price 11.85 Minimum listing price 8.06 Last listing price (30/06/2026) 8.68 No. of listed outstanding shares 22,060,125 No. of unlisted outstanding shares 3,500,000 Total capitalisation €222 million
Fine Foods Group - 30 June 2026 Half-year Financial Report
19
Balance sheet and financial position The diagram below shows the net financial debt under Consob recommendation of 21 April 2021 and ESMA32-382-1138 guidelines.
Thousands of Euro 30 June 2026 31 December 2025 A. Liquid assets 21,341 38,883 B. Cash or cash equivalents -
C. Other current financial assets 15,000 -
D. Liquidity (A) + (B) + (C) 36,341 38,883 E. Current financial receivables - -
E. Current financial debt (including debt instruments, but excluding the current portion of non-
current financial debt) 3,441 1,392 F. Current portion of non -current financial debt 27,958 11,751 G. Current financial debt (E + F) 31,399 13,143
- guaranteed - -
- secured by collateral 274 272
- not guaranteed 31,125 12,871 H. Net current financial debt (G - D) (4,942) (25,740) I. Non-current financial debt (excluding current portion and debt instruments) 102,918 73,636 J. Debt instruments - -
K. Trade payables and other non-current payables - -
L. Non-current financial debt (I + J + K) 102,918 73,636
- guaranteed
- secured by collateral 2,595 2,732
- not guaranteed 100,323 70,904 M. Total Financial Debt (H + L) 97,976 47,896
For a better understanding of the Company's balance sheet and financial position, a reclassified Balance Sheet is provided below.
Working capital 30 June 2026 31 December 2025 Inventories 44,298,394 34,954,626 Trade receivables 47,915,853 36,606,666 Other current assets 8,592,247 6,910,801 Trade payables (41,000,347) (36,351,971) Other current liabilities (19,542,376) (17,754,508) Total working capital (A) 40,263,771 24,365,615
Fixed assets 30 June 2026 31 December 2025 Tangible fixed assets 159,768,585 144,157,789 Intangible assets and rights of use 17,504,556 16,326,903 Other receivables and non-current assets 2,482,005 2,188,455 Employee severance indemnities and other provisions (6,008,258) (4,936,954) Total fixed assets (B) 173,746,888 157,736,193
Fine Foods Group - 30 June 2026 Half-year Financial Report
20 Net Invested Capital (A) + (B) 214,010,659 182,101,808
Sources 30 June 2026 31 December 2025 Shareholders' equity 116,034,543 134,205,722 Net financial debt 97,976,116 47,896,086 Total Sources 214,010,659 182,101,808
Net invested capital as of 30 June 2026 was €214.1 million (€182.1 million as of 31 December 2025) and was covered by:
Shareholders' equity of €116 million (€134.2 million as of 31 December 2025);
As of 30 June 2026, the Group’s Net Financial Position stood at €98 million, compared to €47.9 million as of 31 December 2025. The increase reflected more than €41 million invested to support growth, comprising €27 million for the acquisition of Sofar, including €0.5 million as the best estimate of deferred price, and €14.6 million in net industrial investment. Additional outflows of €15.7 million comprised dividends of €3.7 million and share buybacks of €12 million. Operations generated a positive cash flow of €11.0 million before capital expenditure, up from €9.5 million in H1 2025. Financial charges resulted in a further cash outflow of €1.5 million, while other cash flows, including taxes, represented €2.3 million.
Working Capital as of 30 June 2026 was €40.3 million compared to €24.4 million at the end of the previous financial year. Commercial Net Working Capital as of 30 June 2026 was €51.2 million compared to €35.2 million as of 31 December 2025. This increase was mainly attributable to:
The rise in trade receivables (from €36.6 million as of 31 December 2025 to €41.7 million in H1 2026, with an increase of €5.1 million).
An increase in Net Working Capital arising from the contribution of the new subsidiary Sofar of €10.6 million.
Tangible fixed assets increased by €15.6 million in H1 2026 as a result of the following:
Fine Foods' net new investments for the period of €13.0 million, with depreciation and amortisation for the period totalling
€8.2 million;
Fine Cosmetics’ net new investments for the period of €0.5 million, with depreciation and amortisation for the period totalling
€1 million;
Contribution from the new subsidiary Sofar of €11.3 million (against net investments in June of €180,000 and depreciation and amortisation for the same period of €127,000).
Intangible fixed assets and rights of use increased by €1.2 million in H1 2026 as a result of the following:
Recognition of goodwill from the consolidation of new subsidiary of €4.7 million;
Fine Foods' net new investments for the period of €0.7 million, with depreciation and amortisation for the period totalling
€0.4 million;
Fine Cosmetics’ net new investments for the period of €0.2 million, with depreciation and amortisation for the period totalling
€0.3 million;
Sofar contributed €0.3 million, with no increase recorded in June 2026.
The subsidiary Fine Cosmetics’ goodwill Impairment was €4 million.
During H1 2026, extraordinary investments on the Brembate plant expansion totalled €6.0 million.
Financial indicators
Indicator 30 June 2026 31 December 2025 Calculation Method Capital structure margin (61,238,597) (26,278,970) Shareholders' equity - Property, plant and machinery -
Other intangible assets - Goodwill - Rights of use -
Asset ratio 0.7 0.8 Shareholders' equity/(Property, plant and machinery - Other intangible assets - Goodwill - Rights of use) Liquidity margin 907,447 15,150,686 Total current assets - Inventories - Total current liabilities Current ratio 1.0 1.2 (Total current assets - Inventories)/Total current liabilities
Fine Foods Group - 30 June 2026 Half-year Financial Report
21 Net Working Capital/Turnover 41.0% 14.0% (Trade receivables + Inventories - Trade payables) /
Turnover
Cash Conversion Ratio (23.3%) 6.8% Operating cash flow / Adjusted EBITDA Leverage 2.7 1.3 Net Financial Position / Adjusted EBITDA DSO 69 53 (Trade receivables/Sales revenue)*365 (Trade receivables/Sales revenue)*180 DPO 111 95 (Trade payables/Raw material purchase cost)*365 (Trade payables/Raw material purchase cost)*180 DIO 120 92 (Inventories/Raw material purchase cost)*365 (Inventories/Raw material purchase cost)*180
Financial situation
To better understand the Company's operating results, a reclassification of the Income Statement is provided below.
Income Statement
Item 30 June 2026 % 30 June 2025 % Absolute change % Changes Revenue from contracts with customers 124,792,814 100.0% 128,730,041 100.0% (3,937,227) (3.1%) Costs for consumption of raw materials, change in inventories of finished goods and work in progress. (66,262,074) (53.1%) (69,490,382) (54.0%) 3,228,307 (4.6%)
INDUSTRIAL ADDED VALUE 58,530,739 46.9% 59,239,659 46.0% (708,920) (1.2%)
Other revenue and income 594,925 0.5% 628,698 0.5% (33,773) (5.4%) Costs for services (14,711,693) (11.8%) (12,433,164) (9.7%) (2,278,529) 18.3% Personnel costs (28,733,474) (23.0%) (26,671,033) (20.7%) (2,062,441) 7.7% Other operating costs (1,170,246) (0.9%) (465,536) (0.4%) (704,710) 151.4%
EBITDA 14,510,251 11.6% 20,298,624 15.8% (5,788,373) (28.5%)
ADJUSTED EBITDA 15,184,201 12.2% 21,597,692 16.8% (6,413,491) (29.7%)
Amortisation, depreciation, and impairment losses (14,049,030) (11.3%) (7,795,164) (6.1%) (6,253,866) 80.2%
EBIT 461,222 0.4% 12,503,460 9.7% (12,042,239) (96.3%)
ADJUSTED EBIT 5,135,171 4.1% 13,802,528 10.7% (8,667,357) (62.8%)
Financial income 22,978 0.0% 155,677 0.1% (132,699) (85.2%) Financial charges (1,545,459) (1.2%) (1,343,331) (1.0%) (202,128) 15.0% Changes in fair value of financial assets and liabilities - 0.0% - 0.0% - -
INCOME BEFORE TAXES (1,061,259) (0.9%) 11,315,806 8.8% (12,377,065) (109.4%)
ADJUSTED INCOME BEFORE TAXES 3,612,691 2.9% 12,614,874 9.8% (9,002,183) (71.4%)
Income taxes 1,318,925 1.1% 2,560,614 2.0% (1,241,689) (48.5%) Profit (loss) for the financial year (2,380,184) (1.9%) 8,755,192 6.8% (11,135,376) (127.2%) ADJUSTED income/(loss) 2,105,734 1.7% 9,693,803 7.5% (7,588,070) (78.3%)
The table below shows the reconciliation of Industrial Added Value, EBITDA, EBIT, Income before taxes, and Profit (Loss) for the period, and the Adjusted related values.
Fine Foods Group - 30 June 2026 Half-year Financial Report
22 Industrial Added Value was determined using the following income statement classification:
30 June 2026 30 June 2025 Revenue from contracts with customers 124,792,814 128,730,041 Costs for consumption of raw materials, change in inventories of finished goods and work in progress (66,262,074) (69,490,382) Industrial Added Value 58,530,739 59,239,659
The diagram below shows the definition of the subtotals for the other income statement items.
30 June 2026 30 June 2025 Profit/(loss) for the financial year (1) (2,380,184) 8,755,192 Income taxes (1,318,925) (2,560,614) Income before taxes (2) (1,061,259) 11,315,806 Changes in fair value of financial assets and liabilities - -
Financial charges 1,545,459 1,343,331 Financial income (22,978) (155,677)
EBIT (3) 461,222 12,503,460
Amortisation 14,049,030 7,795,164
EBITDA (4) 14,510,251 20,298,624
Extraordinary and non-recurring items impacting EBITDA, that have been adjusted during H1 2026 and H1 2025, are shown in the table below. For further details, please refer to what is reported below.
30 June 2026 30 June 2025 Non-recurring income and charges attributable to Fine Foods 627,848 1,249,214 Non-recurring income and charges attributable to Fine Cosmetics 46,102 49,853 Non-recurring income and charges attributable to Sofar - -
Total non-recurring income and charges (5) 673,950 1,299,068
As a result of these non-recurring costs, Adjusted EBITDA, Adjusted EBIT and Adjusted income before taxes and Adjusted profit (loss) are shown in the table below.
30 June 2026 30 June 2025 Adjusted EBITDA (4) + (5) 15,184,201 21,597,692 Fine Cosmetics’ goodwill impairment (6) 4,000,000 -
Adjusted EBIT (3) + (5) + (6) 5,135,171 13,802,528 Income before taxes (1,061,259) 11,315,806 Non-recurring income and charges (5) 673,950 1,299,068 Fine Cosmetics’ goodwill impairment (6) 4,000,000 -
Adjusted Income before taxes 3,612,691 12,614,874 Income taxes (1,318,925) (2,560,614) tax effect on non-recurring income and charges (5) (188,032) (360,457) Adjusted income/(loss) 2,105,734 9,693,803
Revenue from sales and services went from €128.7 million in H1 2025 to €124.8 million as of 30 June 2026, with a decrease of 3.1%.
Raw material costs accounted for approximately 53.1% of sales revenue, an improvement compared to 54.0% in H1 2025.
Fine Foods Group - 30 June 2026 Half-year Financial Report
23 Cost of Services increased by €2.3 million, from €12.4 million to €14.7 million as of 30 June 2026. The increase was mainly driven by higher consultancy costs, including recurring and acquisition-related expenses (+€0.7 million), maintenance costs (+€0.6 million), and external and environmental analysis costs (+€0.3 million).
Personnel costs were €28.7 million, up €2.1 million compared to the same period of the previous financial year. This increase was due to higher workforce costs at the new pharmaceutical plant.
The Group’s Adjusted EBITDA in H1 2026 was €15.2 million (12.2% Adjusted EBITDA Margin), compared to €21.6 million (16.8% Adjusted EBITDA Margin) as of 30 June 2025.
Non-recurring expenses were incurred in H1 2026, impacting EBITDA and mainly relating to the Parent Company, Fine Foods.
Particularly:
Provision for risks relating to salary adjustments of €176,000;
Consultancy costs relating to strategic development projects of €359,000;
Other non-recurring costs were €138,600 The following non-recurring expenses were incurred in H1 2025, impacting EBITDA:
Severance and redundancy incentives were €50,800;
Operating expenses of approximately €888,700, including personnel costs for employees and temporary staff, were incurred to support the start-up of the new pharmaceutical facility;
An additional €359,500 was allocated to the risk provision for salary adjustments as of 31 December 2024.
Adjusted EBIT was €5.1 million in H1 2026, compared to €13.8 million in H1 2025. The goodwill impairment has been included in non-
recurring expenses, affecting EBIT by €4 million.
Adjusted Income Before Taxes as of 30 June 2026 was €3.6 million compared to €12.6 million in the previous year. The Group closed H1 2026 with an Adjusted profit of €2.1 million, compared to €9.7 million as of 30 June 2025.
Alternative Performance Measures To facilitate an understanding of Fine Foods' financial and economic performance, the directors have identified in the previous paragraphs several Alternative Performance Measures ("APMs"). These measures are the tools that assist the directors in identifying operating trends and making investments, resource allocations and other operating decisions.
For a correct interpretation of these APMs, the following should be noted:
these measures are constructed exclusively from historical data and are not indicative of the Company's future performance;
APMs are not required by the International Financial Reporting Standards (IFRS) and, although derived from the Company's Financial Statements, are not subject to audit;
the APMs must not be considered as a replacement for the indicators provided for by the International Financial Reporting
Standards (IFRS);
these APMs should be read alongside the financial information derived from the Company's Financial Statements;
the definitions of the measures used, since they do not derive from the reference accounting standards, may not be consistent with those adopted by other groups/companies or comparable to them;
the APMs used have been developed with continuity and uniformity of definition and representation for periods when financial information is included in these consolidated interim Financial Statements.
The APMs below were selected and presented in the Report on Operations because the Group believes that:
the Net financial debt allows a better assessment of the overall debt level, the equity strength and the debt repayment
capacity;
Fixed assets - thus, Net investments in tangible and intangible fixed assets, calculated as the sum of increases (net of decreases) in tangible fixed assets (including the right to use leased assets) and intangible fixed assets - Net working capital and Net invested capital allow a better assessment of the ability to meet short-term commercial commitments through current commercial assets and the consistency between the investments and financing sources structure over time;
EBITDA is the operating result before depreciation, amortisation and provisions. The defined EBITDA is a measure used by management to monitor and evaluate the Company's operating performance. EBITDA is not an IFRS accounting measure and is an alternative measure for evaluating the Company's operating performance. Since the reference accounting
Fine Foods Group - 30 June 2026 Half-year Financial Report
24 principles do not regulate the EBITDA composition, the criteria for its definition applied by the Company may not be consistent with those adopted by other companies or comparable to them.
The ADJUSTED EBITDA is the operating result before Amortisation, depreciation and provisions minus operating revenue and costs that, although inherent to the business, are non-recurring and significantly impacted results. The defined ADJUSTED EBITDA is a measure used by Company management to monitor and evaluate the Company's operating performance. ADJUSTED EBITDA is not an IFRS accounting measure and is an alternative measure for evaluating the Company's operating performance. Since the reference accounting principles do not regulate the ADJUSTED EBITDA composition, the criteria for its definition applied by the Company may not be consistent with those adopted by other companies or comparable to them.
The ADJUSTED EBIT is the Company operating result minus operating revenue and costs that, although inherent to the business, are non-recurring and significantly impacted results. The Company's calculation criteria may not be consistent with those adopted by other groups. Therefore, the balance obtained by the Company may not be comparable.
The ADJUSTED INCOME BEFORE TAXES is the Company income before taxes minus operating revenue and costs that, although inherent to the business, are non-recurring and significantly impacted results and the fair value change of warrants.
The Company's calculation criteria may not be consistent with those adopted by other groups. Therefore, the balance obtained by the Company may not be comparable.
The ADJUSTED NET INCOME is the Company net result minus operating revenue and costs that, although inherent to the business, are non-recurring and significantly impacted results and the fair value change of warrants, after deduction of the relevant tax. The Company's calculation criteria may not be consistent with those adopted by other groups. Therefore, the balance obtained by the Company may not be comparable.
These indicators are commonly used by analysts and investors in the sector to which the Company belongs to evaluate the Company's performance.
Main risks and uncertainties for the Group The following paragraph illustrates the main risks to which the Group is exposed and the director's mitigating actions.
Liquidity risk
The Group monitors the liquidity shortage risk using a liquidity planning tool. The Group's objective is to maintain a balance between continuity in the availability of funds and flexibility of use with tools such as credit lines and bank loans, mortgages and bonds. The Group's policy is to keep loan numbers due in the next 12 months around 60%. As of 30 June 2026, 23.4% of the Group's financial debt was due in less than one year (2025: 15.1%), calculated based on the book value of debts in the Consolidated Financial Statements.
The table below summarises the Group's due date profile of financial liabilities based on undiscounted contractually agreed payments.
30 June 2026 Total 1 to 12 months 1 to 5 years > 5 years
Financial liabilities
Non-current bank borrowings 102,133,616 - 100,959,591 1,174,025 Current bank borrowings 29,959,595 29,959,595 - -
Non-current lease payables 784,569 - 722,870 61,700 Current lease payables 939,370 939,370 - -
Other current financial liabilities 500,000 500,000 - -
Total financial liabilities 134,317,151 31,398,965 101,682,460 1,235,725
31 December 2025 Total 1 to 12 months 1 to 5 years > 5 years
Financial liabilities
Non-current bank borrowings 72,736,116 - 71,416,146 1,319,970 Current bank borrowings 12,752,615 12,752,615 - -
Non-current lease payables 899,666 - 858,556 41,110 Current lease payables 390,589 390,589 - -
Total financial liabilities 86,778,987 13,143,204 72,274,702 1,361,081
Fine Foods Group - 30 June 2026 Half-year Financial Report
25 Interest rate risk Interest rate risk is a function of interest rate trends and the Company's related positions, identifiable in bond investments and debt transactions. The risk is the increase in borrowing costs associated with rising interest rates.
This risk may be indicated differently depending on the valuation parameter.
• Cash Flow Risk: this is related to the possibility of realising connected losses or to a reduction in expected receipts or an increase in expected costs. It is linked to items with payment profiles indexed to market rates. As these rates change, the Company's position will change (variable rate financing) • Fair Value Risk: this is linked to the possibility of losses related to an unexpected change in the value of an asset or liability following a sudden change in rates.
Credit risk
This is the risk that a customer or a financial instrument counterparty causes a financial loss by failing to fulfil an obligation; for the Group, the risk is mainly related to the failure to collect trade receivables. Fine Foods' main counterparties are major companies active in the nutraceutical and pharmaceutical sectors. The Group carefully evaluates its customers' credit standing, considering that, due to its business's nature, the relationships with its customers are long-term.
Price risk
The price risk is mitigated using a solid cost accounting procedure that can identify the production cost. In this way, remunerative and competitive prices are established and adopted with the customer.
Risk of changes in cash flows The risk of changes in cash flows is not considered significant in view of the Group's balance sheet. It is considered that the risks to which the business activity is exposed are not higher than those physiologically connected to the overall business risk.
Tax risks
The Group companies are subject to the taxation system under applicable Italian tax laws. Unfavourable changes to this legislation, and any Italian tax authorities or Law orientation related to the application, interpretation of tax regulations to determine the tax burden (Corporate Income Tax "IRES", Regional Tax on Production Activities "IRAP") and the Value Added Tax "VAT", may have significant negative effects on the companies economic and financial situation.
The Group is exposed to the risk that the financial administration or law may adopt different interpretations or positions concerning tax and fiscal legislation from those adopted by Fine Foods Group in carrying out its business. Tax and fiscal legislation, and its interpretation, are complex elements due to the continuous legislation evolution and interpretation from administrative and jurisdictional bodies.
The Group will periodically undergo inspections to verify such regulations' correct application and the correct payment of taxes.
Disputes with Italian or foreign tax authorities could involve the companies in lengthy proceedings, resulting in the payment of penalties or sanctions, with possible significant adverse effects on its business, economic and financial situation.
Due to the complexity and continuous changes in tax and fiscal regulations and their interpretation, it is impossible to exclude that the financial administration or law may make interpretations, or take positions, that contrast with those adopted by the Group. This might result in negative consequences on its economic and financial situation.
Risks related to the information system’s reliability The Group is exposed to the risk of accidental events or malicious actions to IT systems (hardware, software, databases, etc.) that impact their reliability, with potential negative effects on the Group's economic, capital and financial situation.
The Group implements security procedures and policies to ensure proper IT systems management. It has perimeter and internal security equipment. Infrastructures are equipped with high reliability techniques for critical systems and are checked annually. The IT department periodically conducts simulated external attacks to assess the robustness of the security system. The Group has a disaster recovery plan to ensure the reliability of its IT systems. The Group's IT systems comply with the General Data Protection Regulation.
The IT systems department is subject to internal audits by Quality Assurance, and external audits by certification bodies and customers.
Fine Foods Group - 30 June 2026 Half-year Financial Report
26 Risks related to ongoing geopolitical conflicts The Group faces the risk of cancelling or suspending orders for products exported to countries at war (e.g.: Russia, Ukraine and neighbouring areas), affecting the Nutra BU.
The Group is monitoring risks from ongoing and potential conflicts, including the events which took place in 2026, by maintaining regular contact with customers exporting to affected areas, and addressing issues promptly.
Risks related to the concentration of Group revenue on major customers The Group has historically had a significant concentration of revenue among its main customers. The loss of one or more of these relationships would have a significant impact on Group revenue. Contracts with the Group's main customers do not always have minimum guaranteed quantities. If these relationships continue, there is no certainty that the amount of revenue generated by the Group in subsequent years will be similar to or greater than those recorded in previous years. The possible occurrence of such circumstances could have significant adverse effects on the Group’s business and economic, capital and financial situation.
The Group mitigates this risk by building stable and long-lasting relationships with its customers and customer loyalty, through commercial activities for acquiring new customers and M&A for identifying and acquiring target companies. As Nutra and Pharma customer bases expand, coupled with the acquisition of the Cosmetics Business Unit, revenue concentration, while still evident, has become more dispersed and is gradually declining.
Manufacturer's liability risks The Group faces risks related to products manufactured with a quality that does not comply with the customer’s specifications and risks related to future due diligence obligations along the supply chain. This could expose the Group to possible liability action or claims for compensation, with potentially adverse effects on the Group’s economic, capital and financial position.
Suppliers of raw materials and packaging undergo a qualification process and monitoring of ESG requirements. This procedure will cover service providers in 2026. The Company has an international food alert and fraud monitoring system.
The Group stipulated a policy with a leading insurance company with a limit of €20 million per event, per year. A further risk mitigating action is included in the Business Continuity Plan and concerns continuous training of the personnel involved in product procurement, verification and manufacturing processes.
Risks related to production authorisations The Group faces the risk of non-approval, by governmental or health authorities and institutions, of the individual production stages that characterise its activities, if it is found not to comply with the regulatory requirements applicable to plants and the production of pharmaceuticals and nutraceutical products, with potentially adverse effects on its economic and financial position.
During the many audits conducted by customers and authorities, the Group has never received any reports of critical non-compliance.
GMP compliance is ensured by applying strict quality procedures and periodic internal audits.
In addition, the Group has a procedure for promptly handling any observations or deviations identified by the authorities.
Risks relating to environmental, occupational health and safety regulations The Group is exposed to the risk of accidental contamination of the environment in which its employees work, and possible injuries in the workplace. Any violations of environmental regulations, and the adoption of prevention and protection systems in the field of safety that are not appropriate to the Group’s needs, could lead to the application of administrative sanctions, including significant monetary sanctions or an injunction, including suspensions or interruptions of production, with potentially adverse effects on the Group’s economic, capital and financial position.
To address these risks, the Group has a robust system for managing worker health and safety standards and environmental protection of the areas where the Group operates. The Group has ISO45001:2018 (OH&S) and ISO14001:2015 (environment) certifications attesting to the proper system structuring and application and is subject to annual certified bodies’ and internal audits.
Risks related to climate change: physical risks Climate change can produce systemic effects that negatively affect financial activities.
Fine Foods Group - 30 June 2026 Half-year Financial Report
27 Physical risks of climate change can be classified as “acute” if caused by extreme events such as droughts, floods, and storms, or “chronic” if caused by progressive changes like rising temperatures, sea-level rise, water stress, and resource depletion.
The Group faces potential operational disruptions due to extreme weather events that could damage critical infrastructure, plants, machinery, and facilities. These events may lead to increased repair and maintenance costs, and production delays or shutdowns, impacting business continuity, reputation, and profitability.
Extreme weather conditions, such as heavy rainfall and floods, could compromise the quality of water used in production processes, which will raise purification costs.
The Group is aware of potential climate change effects on infrastructure from extreme events and the possible rise in energy usage due to increasing temperatures and is assessing how to address these challenges through transition plans or business resilience analyses. The Group has insurance coverage for "catastrophic risks." The Group is continually updating its expertise and capabilities in handling "transition risks" also through its association with Farmindustria, to align its energy efficiency with the best international standards.
The Group implemented a dedicated team coordinated by an energy manager which implements measures to increase all Group sites’ energy efficiency.
To address the effects of climate change on water resources, ongoing efforts aim to reduce water consumption. An internal task force regularly monitors progress and evaluates the effectiveness of the measures implemented.
Climate change risks: transition risks These risks refer to the financial loss associated with moving to a more sustainable and less carbon-dependent economic model. This situation is driven by the implementation of climate protection Directives and Regulations, advancements in technology, and shifts in market confidence and consumer preferences.
The absence of investments to reduce climate impact by lowering energy consumption may have a negative effect on the Group's Income Statement due to increases in operating costs and exposure to energy price fluctuations and possible regulatory measures e.g. introducing carbon taxes.
Water scarcity for industrial purposes, particularly following extended periods of drought, can negatively affect production efficiency.
Similarly, extreme weather events can disrupt the material procurement, causing partial or complete interruptions in the supply chain.
The Group is aware of potential climate change effects on infrastructure from extreme events and the possible rise in energy usage due to increasing temperatures and is updating its risk assessment. The Group has insurance coverage for "catastrophic risks." The Group is continually updating its expertise and capabilities in handling "transition risks" also through its association with Farmindustria, to align its energy efficiency with the best international standards.
The Group implemented a dedicated team coordinated by an energy manager which implements measures to increase all Group sites’ energy efficiency.
To address the effects of climate change on water resources, ongoing efforts aim to reduce water consumption. An internal task force regularly monitors progress and evaluates the effectiveness of the measures implemented.
Energy cost risk Energy costs remained high compared to historical cost, with high price volatility. The supply of energy available for the European market and domestic energy stocks are the reasons why the estimated negative impacts on the Group's economic, financial and capital position, and the likelihood of their occurrence, may be gradually reduced. As of this document's date, the business impact of recent events in the Middle East in 2026 could not be determined.
The Group assembled a team coordinated by an energy manager to monitor the energy market trend to minimise the impact of energy costs and implement appropriate measures to increase production sites’ energy efficiency. Fine Foods installed two co-generators for self-generation of electricity from gas combustion, which eliminated its exposure to the risk of electricity component fluctuations and optimised the efficient use of the heat developed through co-generation. Additionally, three facilities are equipped with photovoltaic systems that together provide 850 kW of power. These systems cover part of the Group’s energy need through energy from renewable resources, meeting about 11.8% of the Group's energy consumption in 2025. The Group reduces short-term risk by using fixed-price contracts to hedge against changes in the natural gas market's variable costs.
Legal and reputational risks related to the mismanagement of Substances of Concern Exceeding pollution limits or mishandling hazardous chemicals that have long-term effects on human health or the environment (as listed in the REACH list and Annex VI of the CLP Regulation) can result in fines and operational restrictions and severely damage Fine
Fine Foods Group - 30 June 2026 Half-year Financial Report
28 Foods' reputation. The use of substances that hinder the recycling of safe, high-quality secondary materials or most harmful substances (as listed by ECHA) can expose the Company to additional legal and reputational risks. This risk may arise from either direct impacts of business activities or regulatory requirements.
The Group has a robust system for managing worker health and safety standards and environmental protection of the areas where the Group operates. The Group has ISO45001:2018 (OH&S) and ISO14001:2015 (environment) certifications attesting to the proper system structuring and application and is subject to annual certified bodies’ and internal audits. The Group aims to ensure that all its plants receive the ISO certifications above. Currently, the Trenzano site is uncertified, even though it uses environmental and health and safety management systems that follow ISO standards.
Operational risk from a shortage of virgin raw materials The Company faces operational risks related to the shortage of virgin raw materials, such as palm oil, coffee, and various natural extracts. These shortages can increase operational costs for Fine Foods due to competition for supply. As these commodities are subject to stricter regulations, their limited availability and rising costs may negatively impact the continuity of production and profitability.
Fine Foods can adjust its selling prices if there are raw material cost increases. The purchasing department informs the sales department of raw material price increases, the sales department assesses its impact on the pricing of products that include this raw material and shares it with the customer.
The Group maintains a stock-pile of continuously used raw materials which is sufficient to cover a sudden lack on the market. To address potential medium- to long-term sustainability risks, the Group will review analysis applications in 2026 to identify at-risk raw materials and consider additional mitigation measures if needed.
Economic and reputational risks due to accidents and injuries Incidents involving employees could lead to operational disruptions and reputational damage, potentially slowing down Company operations. If such incidents affect employee health and safety, the Company could face legal claims, compensation costs, and sanctions for non-compliance with regulations and organisation systems (231 OMC System). An unsafe working environment could reduce the Company’s appeal to potential investors and diminish employee motivation, leading to higher turnover rates.
To address these risks, the Group has a robust system for managing worker health and safety standards and environmental protection of the areas where the Group operates. The Group has ISO45001:2018 (OH&S) and ISO14001:2015 (environment) certifications attesting to the proper system structuring and application and is subject to annual certified bodies’ and internal audits. The Group aims to ensure that all its plants receive the ISO certifications above. Currently, the Trenzano site is uncertified, even though it uses environmental and health and safety management systems that follow ISO standards.
Risks related to human capital management The growing demand in the labour market for certain technical and specialised profiles makes them highly attractive, which exposes the Company to the risk of losing highly qualified personnel, who are in short supply. Failure to implement the necessary policies to successfully manage human capital can have a negative impact on the Company's economic, capital and financial position.
To address these risks, it is necessary to adopt new, more inclusive business models and policies to enhance and promote talent. The Company implemented human capital management policies and procedures designed to support employees throughout their lifecycle within the Company. This includes recruitment, onboarding, continuous training programmes, internal career development paths, work-
life balance initiatives, workplace health promotion (WHP) measures, and the activation of various internal communication channels.
To comply with the EU pay transparency directive which will be implemented in Italy in June 2026, the Company has started internal changes and is pursuing gender equality certification (UNI PdR 125).
Risks related to salary adjustments claims Fine Foods contract develops and manufactures products including food supplements, nutraceuticals, and pharmaceuticals, employing more than 700 staff under the National Collective Labour Agreement for the Food Industry. Workers in the production departments are required to clock in at external turnstiles before proceeding to the changing rooms, where they change into company-issued attire such as trousers, tunics, caps, shoes, and, if necessary, beard covers. Once dressed, workers clock in again at the start of their shift and proceed to their workstations, with the same process being followed at the end of their work shift. Since late 2024, the Company has received several reimbursement requests mainly from former employees for wage differences related to time spent changing clothes and travelling between external turnstiles and changing rooms. The Company has resolved previously initiated disputes and is
Fine Foods Group - 30 June 2026 Half-year Financial Report
29 considering negotiations with trade unions to establish mutually agreed regulations regarding employee clothing. This process aims to facilitate the resolution of any future claims related to past matters.
Risks related to supplier relationships: shortages of raw and packaging materials.
Considering the complex geopolitical situation and climatic risks that may jeopardise some harvests, the Group risks increased costs in 2026 for the purchase of raw and packaging materials necessary to carry out its business, and delays in production due to the more difficult availability of raw and packaging materials, with potential adverse effects on the Group's business, economic, capital and financial position. The Group’s business is characterised, in certain cases, by a limited substitutability of suppliers, particularly in the pharmaceutical sector.
Fine Foods can adjust its selling prices if there are raw material cost increases. The purchasing department informs the sales department of raw material price increases, the sales department assesses its impact on the pricing of products that include this raw material and shares it with the customer.
The Group maintains a stock-pile of continuously used raw materials which is sufficient to cover a sudden lack on the market.
Additionally, mitigating actions are included in the Business Continuity Plan.
To address potential medium- to long-term sustainability risks, the Group will review analysis applications in 2026 to identify at-risk raw and packaging materials. The goal is to identify vulnerable suppliers, and consider additional mitigation measures if needed.
Reputational risk due to suppliers' non-compliance with equal opportunity and diversity laws If suppliers fail to comply with principles of diversity and equal opportunity—particularly in relation to wages, career advancement, and other employment practices—the Company could suffer a potential loss of consumer confidence and a decrease in sales.
The Company implemented procedures for supplier selection and assessment based on Environmental, Social, and Governance criteria (ESG), assessing their environmental, ethical and social performance, and compliance with health, safety, and human rights regulations. Suppliers are evaluated through audits, document analysis, and questionnaires based on their risk level and adopted procedure.
The Group adopted a Supplier Code of Conduct, which must be signed when entering into commercial contracts, and a monitoring system to ensure compliance with requirements. This system consists of four phases:
1) Annual risk assessment, by establishing three different risk matrices (chemical, packaging and service suppliers) to assign a criticality index to each supplier;
2) Planning and implementing monitoring audits, where necessary;
3) Sending questionnaire to update requirements and data, monitoring of ESG requirements (based on the supplier's inherent
ESG risk)
4) performance assessment Due to recent regulatory changes and the Group’s medium-term sustainability strategy, ESG requirements will be updated in 2026 to ensure ongoing oversight and due diligence under applicable standards and value chain best practices.
Reputational and legal risk for violating workers' human rights along the value chain The Group faces reputational risk from potential human rights violations by suppliers within its value chains. If suppliers fail to protect the health and safety of their workers and fundamental human and labour rights, they could face increased legal claims and sanctions for regulatory non-compliance. Such incidents may disrupt supplier and Fine Foods operations, potentially forcing the Group to terminate relationships with non-compliant suppliers, with consequent operations slowdowns.
The Company implemented procedures for supplier selection and assessment based on Environmental, Social, and Governance criteria (ESG), assessing their environmental, ethical and social performance, and compliance with health, safety, and human rights regulations. Suppliers are evaluated through audits, document analysis, and questionnaires based on their risk level and adopted procedure.
The Group adopted a Supplier Code of Conduct, which must be signed when entering into commercial contracts, and a monitoring system to ensure compliance with requirements. This system consists of four phases:
1) Annual risk assessment, by establishing three different risk matrices (chemical, packaging and service suppliers) to assign a criticality index to each supplier;
2) Planning and implementing monitoring audits, where necessary;
3) Sending questionnaire to update requirements and data, monitoring of ESG requirements (based on the supplier's inherent
ESG risk)
Fine Foods Group - 30 June 2026 Half-year Financial Report
30 4) performance assessment Due to recent regulatory changes and the Group’s medium-term sustainability strategy, ESG requirements will be updated in 2026 to ensure ongoing oversight and due diligence under applicable standards and value chain best practices.
Financial and reputational risk for violating employee safety conditions along the value chain Violating safety conditions for workers along the value chain is a significant risk for the Group. If suppliers or subcontractors fail to implement appropriate safety measures, it can result in work accidents, operational disruptions, and legal sanctions for these entities.
These events can lead to delays in delivery and increased procurement and project management costs for the Group. They may harm the Company’s reputation and reduce stakeholder confidence, ultimately causing financial losses.
The Company implemented procedures for supplier selection and assessment based on Environmental, Social, and Governance criteria (ESG), assessing their environmental, ethical and social performance, and compliance with health, safety, and human rights regulations. Suppliers are evaluated through audits, document analysis, and questionnaires based on their risk level and adopted procedure.
The Group adopted a Supplier Code of Conduct, which must be signed when entering into commercial contracts, and a monitoring system to ensure compliance with requirements. This system consists of four phases:
1) Annual risk assessment, by establishing three different risk matrices (chemical, packaging and service suppliers) to assign a criticality index to each supplier;
2) Planning and implementing monitoring audits, where necessary;
3) Sending questionnaire to update requirements and data, monitoring of ESG requirements (based on the supplier's inherent ESG risk) 4) performance assessment Due to recent regulatory changes and the Group’s medium-term sustainability strategy, ESG requirements will be updated in 2026 to ensure ongoing oversight and due diligence under applicable standards and value chain best practices.
Legal and reputational risks related to damage to user health and safety due to unsafe products The Group faces significant risks related to user health and safety due to unsafe products. Distributing products that fail to meet safety standards could cause physical harm or damage to user health, exposing the Group to potential lawsuits, product recalls, and regulatory penalties. Such incidents can lead to substantial costs for compensation and legal fees, and operational disruptions.
Negative public and stakeholder perceptions may severely harm the Company’s reputation, diminishing customer and investor confidence, and negatively impacting the Group’s revenues and market position.
The Group has a reliable quality system and several certifications which guarantee compliance with good manufacturing practices.
All finished products and raw materials undergo thorough analysis to ensure they meet release specifications.
Risk that staff may misuse company data, either improperly, without authorisation, or due to lack of competence, when working with generative Artificial Intelligence (AI) tools.
Unmonitored increasing use of generative AI tools may risk confidential data loss and cause financial or reputational damage to the Group. These circumstances occur because of a lack of oversight and/or clear internal policies regarding AI, and insufficient employee awareness of the limitations of these systems, which may lead to improper use.
Regulation (EU) 2024/1689, known as the AI Act, sets out new rules from the European Commission for generative AI platforms to address key issues. This avoids:
- adding data without authorisation, processing information incorrectly or ineffectively, and disclosing sensitive or
private data;
- fraudulent use of company resources, manipulation of databases, copyright infringement, creation of new harmful businesses.
This legislation forms a key element of Europe's wider plan, highlighting how crucial this matter is and underlining the necessity of supervision to safeguard citizens' privacy and the expertise of European businesses.
To comply with the EU AI Regulation 2024/1689 and reduce risks from generative AI, the Company is exploring risk mitigation
measures, including:
- implementing technological Proofs-of-Concept (POCs), starting with enterprise solutions for corporate accounts;
- implementing an internal AI policy detailing procedures for consultation, authorisation, and restrictions regarding the potential use of AI applications;
Fine Foods Group - 30 June 2026 Half-year Financial Report
31
- regular and targeted training for authorised staff to highlight AI misuse risks.
Key non-financial indicators The following Company business non-financial indicators are provided for a better understanding of the Company situation, operating trend and result:
The Group maintains consolidated and continuous relationships with more than 130 customers ;
The Group can count on 162 production lines located in the various plants;
The Group produces 1,640 Stock-Keeping Units (SKUs);
The Group’s workforce comprises 1,123 employees and contractors.
Environmental information
The environmental objectives and policies, including the measures adopted and the improvements made to the business activity that had the greatest impact on the environment, can be summarised as follows:
In May 2026, the Parent Company underwent a surveillance audit under the UNI EN ISO 14001:2015 standard, which certifies the presence of a management system to prevent waste management, air and water environmental issues.
The next maintenance visit is planned for the second or third quarter of 2027.
A management system illustrates how to intervene if harmful events occur.
During the financial year, there were no events that caused damage to the environment for which the Group companies were found guilty, nor were sanctions or penalties imposed for environmental crimes or damages.
The Trenzano site did not experience any environmental damage.
On 12 June 2026, Sofar S.p.A. became part of the Fine Foods Group. The Sofar S.p.A. site did not experience any environmental damage.
To protect the environment, Group companies give all the types of waste that are generated by the Zingonia - Verdellino, Brembate and Trenzano sites to authorised third parties, which follow the provisions of current legislation.
Work Risk Assessment Under Legislative Decree no. 81 of 09/04/2008 and Legislative Decree no. 106/09 and subsequent amendments, which contain reference standards for workplace health and safety, the Parent Company has drawn up the Risk Assessment Document (DVR -
Documento di Valutazione dei Rischi) filed at its registered office and revised on 14 April 2025, version no. 21.
The Risk Assessment Document for the subsidiary Fine Cosmetics (Trenzano site) is filed at the Company's registered office and was revised on 12 December 2025 in its fifth version.
For the newly acquired subsidiary Sofar S.p.A., the current Risk Assessment Document is Revision 5, dated 17 May 2024.
In May 2026, the Parent Company underwent the annual audit for the ISO 45001:2023 certification renewal, the international standard for an occupational health and safety management system (as of 21 May 2014, Fine Foods was certified under OHSAS 18001, the reference standard before ISO 45001).
The next follow-up assessment is scheduled for the first half of 2027.
During H1 2026, Fine Foods and its subsidiaries, Fine Cosmetics and Sofar S.p.A., reported no accidents that led to absences exceeding 40 days at initial prognosis or involved serious injuries to registered employees, for which company liability was established.
Fine Foods Group - 30 June 2026 Half-year Financial Report
32 During H1 2026, a Fine Foods employee submitted an occupational disease claim, which remains unresolved. No reports were received from the two subsidiaries, Fine Cosmetics and Sofar S.p.A..
During H1 2026, Fine Foods's Supervisory Body did not find any anomalies concerning implementing the current Organisation, Management and Control System under Legislative Decree no. 231/2001. They based their findings on the evidence of the assigned activities performance and deemed the control system correct and generally supplemented by a constant procedure updating process.
Personnel Management Information
To better understand the Group situation and management performance, some information relating to personnel management is provided.
Also this year, attention was paid to personnel's professional growth. In H1 2026, 5,181 training courses and seminars were held, for all levels, making 25,099 hours of training. These aimed at increasing technical skills and maintaining an adequate level of quality, safety, hygiene and environment skills.
Plant Number of courses Total hours delivered Nutraceuticals 636 6,831.75 Pharmaceuticals 4,489 17,094.75 Fine Cosmetics (Trenzano) 49 824 Sofar (Trezzano Rosa) 7 348
TOTAL 5,181 25,099
During the year there were no serious accidents at work that resulted in serious injuries to personnel enrolled in the employee register for which corporate responsibility was ascertained or charges relating to occupational illnesses on employees or former employees.
During the year, the Company promptly implemented all the protections legally prescribed. It reserved an unconditional commitment to worker safety issues, whether or not the staff were employed, and the population surrounding its sites. The Company based its
strategy on:
dissemination of a safety culture within the organisation;
specific dedicated operating procedures and adequate management systems;
prevention and protection from exposure to contagious and non-contagious risks;
the minimisation of risk exposure in each production activity;
surveillance and monitoring of prevention and protection activities.
This process involved the following phases:
identifying exposure to possible hazards related to the methods, products, and operations carried out;
risk assessment of the event severity and frequency;
identifying prevention actions, where possible, and mitigating residual risk;
investigation and analysis of incidents to learn lessons and increase prevention capacity;
developing risk minimisation plans based on technological investments, implementing safety management systems, and staff training and education.
Essential intangible resources The Group defines essential intangible resources as non-physical assets that are fundamental to its business model and serve as value creation drivers:
a) Intellectual capital, encompassing implicit knowledge, systems, procedures, and protocols within the organisation, and value generated through innovations and processes;
b) Human capital, relating to employees' skills, capabilities, and experience;
c) Social and relational capital, primarily referring to relationships with customers, suppliers, and stakeholders.
For details on assets recognised in the financial statements, refer to the relevant notes in the Consolidated and Separate Financial Statements.
Fine Foods Group - 30 June 2026 Half-year Financial Report
33
Research and development Fine Foods is active in the contract development and contract manufacturing of oral solid forms for the nutraceutical, pharmaceutical and cosmetics industries.
Research and development come from a structured cooperation with customers aimed at providing them with new formulations for their products, ensuring their effectiveness, quality and innovation.
The costs incurred for product research and development are not capitalised but are included in operating costs and charged to the income statement.
Relationships with subsidiary, associated, parent companies and companies controlled by the parent companies During 2026, the Parent Company distributed a dividend of €0.16 per share to the Holding Company Eigenfin S.r.l. as per the shareholders' resolution approving the 2025 Financial Statements.
During 2023, Fine Foods granted its subsidiary Fine Cosmetics S.p.A. €11 million in intercompany financing, disbursed in three instalments as follows:
• First instalment of €2 million in January 2023;
• Second instalment of €4 million in June 2023;
• Third instalment of €5 million in October 2023.
The applicable interest rate is equal to the six-month EURIBOR, increased by a fixed spread.
In June 2026, Fine Foods granted its subsidiary Sofar S.p.A. €6 million in intercompany financing, The applicable interest rate is equal to the six-month EURIBOR, increased by a fixed spread.
Related Party Relationships The Procedure for Transactions with Related Parties (last revision March 2022), under art. 2391-bis of the Italian Civil Code and art. 4 of the "Regulations for transactions with related parties" issued by Consob with resolution no. 17221 of 12 March 2010, is available on the Company's website (https://www.finefoods.it/).
Transactions between the Company and related parties identified under the provisions of international accounting standard IAS 24 included the remuneration of Directors, established under applicable regulations, based on assessments of mutual interest and economic benefit.
Treasury shares buyback programme On 15 April 2026, the Parent Company's Board of Directors resolved to launch the treasury share buyback programme to implement and comply with the authorisation to buyback and dispose of treasury shares approved by the 15 April 2026 Shareholders' Meeting.
The Programme will last 18 months after the 15 April 2026 authorising resolution date, unless there is an early interruption which will be legally reported to the Market. The arrangement in one or more issues of treasury shares is without time limits.
The table below summarises the situation regarding treasury shares as of 30/06/2026:
Fine Foods Group - 30 June 2026 Half-year Financial Report
34
Number Fees Euro Initial balance 1,588,089 18,722,230 Purchased shares 1,275,959 12,037,407 Shares allocated free of charge
Shares sold
Shares cancelled due to excess capital Shares cancelled to cover losses Final balance 2,864,048 30,759,637
As of 31 August 2026, Fine Foods & Pharmaceuticals N.T.M. S.p.A. holds 3,058,453 treasury shares equal to 11.9657% of the share capital, at a weighted average price of €10.1234.
Under at. 2357-ter of the Civil Code, the purchase of treasury shares involved booking a "Negative reserve for treasury shares in portfolio" under liabilities in the consolidated interim Financial Statements. The number of treasury shares held by the Company having recourse to the risk capital market does not exceed one-fifth of the share capital, as required by Article 2357 of the Civil Code.
Parent Company shares/quotas During the year, the Company did not hold Parent Company shares or quotas.
Use of financial instruments significant to the assessment of the financial position and net result for the year The Group has not undertaken any financial risk management policies, as it is not considered relevant to the Company.
Events following the end of the financial year
No significant events occurred after the end of the financial year.
Personal data protection - Privacy Under EU Regulation 2016/679, General Data Protection Regulation ("GDPR"), the Company has implemented a corporate organisation system for the protection of personal data to comply with the EU regulatory framework, which strengthens Privacy and the individuals’ data protection rights.
Verdellino, 08 September 2026
for the Board of Directors
Chairman
Marco Francesco Eigenmann
Fine Foods Group - 30 June 2026 Half-year Financial Report
35 Fine Foods & Pharmaceuticals N.T.M. S.p.A.
Registered office: Via Berlino 39 – VERDELLINO (BG), Italy Registered in the Bergamo Companies Register Tax Code and Registration no. 09320600969 Registered in the Bergamo REA no. 454184 Subscribed share capital € 22,770,445.02 fully paid-up VAT no. 09320600969
30 June 2026 condensed consolidated interim Financial Statements
Unless otherwise specified, amounts shown in the tables and explanatory notes are stated in Euro and rounded to the nearest Euro.
Fine Foods Group - 30 June 2026 Half-year Financial Report
36 Table of Contents Consolidated Income Statement ........................................................................................................................................................... 38 Comprehensive Consolidated Income Statement ................................................................................................................................. 38 Consolidated Statement of Financial Position ....................................................................................................................................... 39 Consolidated Cash Flow Statement ...................................................................................................................................................... 40 Consolidated Shareholders' Equity Changes Statement ....................................................................................................................... 41 30 JUNE 2026 HALF-YEAR FINANCIAL REPORT .............................................................................................................................. 42 1. Corporate information 42 Extraordinary transactions .............................................................................................................................................42 Significant events for the period ....................................................................................................................................43 Form and content of the 30 June 2026 consolidated interim Financial Statements ......................................................44 Summary of significant accounting policies ...................................................................................................................46 Operating sectors: disclosure ........................................................................................................................................48 Capital management .....................................................................................................................................................51 INCOME STATEMENT.......................................................................................................................................................................... 52 Revenue from contracts with customers ......................................................................................................................42 Other revenue and income ............................................................................................................................................52 Costs for raw materials, change in inventories of finished goods and work in progress. .............................................42 Personnel costs ............................................................................................................................................................42 Costs for services ..........................................................................................................................................................53 Other operating costs ...................................................................................................................................................42 Amortisation, depreciation, and impairment losses ......................................................................................................42 Financial income ...........................................................................................................................................................42 Financial charges .........................................................................................................................................................42 Income taxes ................................................................................................................................................................42 ASSETS ................................................................................................................................................................................................ 56 Property, plant and machinery ......................................................................................................................................42 Goodwill .........................................................................................................................................................................56 Other intangible fixed assets ........................................................................................................................................42 Leases ..........................................................................................................................................................................42 Other non-current assets ...............................................................................................................................................58 Deferred tax assets .......................................................................................................................................................58 Provision for deferred taxes ..........................................................................................................................................42 Inventories ....................................................................................................................................................................42 Trade receivables .........................................................................................................................................................42 Tax receivables ............................................................................................................................................................42 Other current assets .....................................................................................................................................................42 Current financial assets .................................................................................................................................................61
Fine Foods Group - 30 June 2026 Half-year Financial Report
37
Cash and other liquid assets ........................................................................................................................................42 SHAREHOLDERS' EQUITY .................................................................................................................................................................. 63 Shareholders' equity ......................................................................................................................................................63 LIABILITIES ........................................................................................................................................................................................... 64 Non-current bank borrowings ........................................................................................................................................64 Current bank borrowings ...............................................................................................................................................65 Employee benefits .........................................................................................................................................................65 Provisions for risks and charges ....................................................................................................................................67 Trade payables ..............................................................................................................................................................67 Taxes payable ..............................................................................................................................................................42 Other current financial liabilities ....................................................................................................................................67 Other current liabilities ..................................................................................................................................................42 5. Other information 68 Commitments and guarantees ......................................................................................................................................68 Contingent liabilities .......................................................................................................................................................69 Grants, contributions and similar ...................................................................................................................................69 Events after the Financial Statements date ...................................................................................................................69 Business outlook ................................................................................................... Errore. Il segnalibro non è definito.
Certification of the 30 June 2026 Consolidated Financial Statements under Article 81-ter of Consob Regulation no. 11971 of 14 May 1999 and subsequent amendments and additions ................................................................................................................................ 71
Fine Foods Group - 30 June 2026 Half-year Financial Report
38
Consolidated Income Statement Notes Half-year as of 30 June 2026 Half-year as of 30 June 2025
Revenue and income Revenue from contracts with customers 2.1 124,792,814 128,730,041 Other revenue and income 2.2 594,925 628,698 Total revenue 125,387,738 129,358,739
Operating costs
Costs for consumption of raw materials, change in inventories of finished goods and work in progress. 2.3 66,262,074 69,490,382 Personnel costs 2.4 28,733,474 26,671,033 Costs for services 2.5 14,711,693 12,433,164 Other operating costs 2.6 1,170,246 465,536 Amortisation, depreciation, and impairment losses 2.7 14,049,030 7,795,164 Total operating costs 124,926,517 116,855,279 Operating result 461,222 12,503,460
Changes in fair value of financial assets and liabilities 2.8 - -
Financial income 2.9 22,978 155,677 Financial charges 2.10 (1,545,459) (1,343,331) Income before taxes (1,061,259) 11,315,806 Income taxes 2.11 1,318,925 2,560,614 Profit/(loss) for the financial year (2,380,184) 8,755,192
Comprehensive Consolidated Income Statement Notes Half-year as of
30 June
2026 Half-year as of 30 June 2025 Profit /(loss) for the financial year (A) (2,380,184) 8,755,192
Components that will not be subsequently reclassified to profit/(loss) for the financial year Revaluation of net employee benefit liabilities/assets 4.4 (61,387) 32,573 Tax effect 14,733 (7,818)
Other comprehensive income (B) components (46,654) 24,756
Comprehensive profit/(loss) (A+B) (2,426,839) 8,779,948
Fine Foods Group - 30 June 2026 Half-year Financial Report
39 Consolidated Statement of Financial Position As of 30 June As of 31
December
(amounts in € units) Notes 2026 2025
Assets
Non-current assets
Property, plant and machinery 3.1 159,768,585 144,157,789 Goodwill 3.2 12,235,179 11,507,954 Other intangible fixed assets 3.3 2,004,962 1,924,298 Rights of use 3.4 3,264,415 2,894,651 Other non-current assets 3.5 131,018 324,052 Deferred tax assets 3.6 2,350,988 1,864,403 Total non-current assets 179,755,146 162,673,147
Current assets
Inventories 3.8 44,298,394 34,954,626 Trade receivables 3.9 47,915,853 36,606,666 Tax receivables 3.10 886,398 47,368 Other current assets 3.11 7,705,849 6,863,433 Current financial assets 3.12 14,999,915 -
Cash and other liquid assets 3.13 21,341,119 38,882,901 Total current assets 137,147,529 117,354,995
Total assets 316,902,675 280,028,141
Shareholders' equity
Share Capital 4.1 22,770,445 22,770,445 Other reserves 4.1 96,591,835 106,946,489 Employee benefit reserve 4.1 204,348 251,002 FTA reserve 4.1 (6,669,789) (6,669,789) Profits carried forward 4.1 5,517,888 810,290 Profit/(loss) for the financial year 4.1 (2,380,184) 10,097,286 Total Shareholders' Equity 116,034,543 134,205,722
Non-current liabilities
Non-current bank borrowings 4.2 102,133,616 72,736,116 Employee benefits 4.4 2,202,662 1,922,357 Provision for risks and charges 4.5 3,405,326 2,710,805 Provision for deferred taxes 3.7 400,270 303,792 Non-current lease payables 3.4 784,569 899,666 Total non-current liabilities 108,926,443 78,572,737
Current liabilities
Current bank borrowings 4.3 29,959,595 12,752,615 Trade payables 4.6 41,000,347 36,351,971 Taxes payable 4.7 1,305,586 995,522 Current lease payables 3.4 939,370 390,589 Other current financial liabilities 4.8 500,000 -
Other current liabilities 4.9 18,236,791 16,758,986 Total current liabilities 91,941,688 67,249,683
Total Shareholders' equity and Liabilities 316,902,675 280,028,141
Fine Foods Group - 30 June 2026 Half-year Financial Report
40
Consolidated Cash Flow Statement
(amounts in € units) Notes Half-year as of 30 June 2026 Half-year as of 30 June 2025
PROFIT/(LOSS) FOR THE FINANCIAL YEAR (2,380,184) 8,755,192
Adjustments to reconcile profit after tax with net cash flows:
Depreciation and impairment of property, plant and machinery 2.7 9,314,507 7,151,002 Amortisation and impairment of intangible fixed assets 2.7 434,218 409,247 Amortisation of rights of use 2.7 300,305 234,914 Other write-downs of fixed assets 2.7 4,000,000 -
Financial income 2.9 (22,978) (155,677) Financial charges 2.10 1,522,508 1,321,403 Changes in fair value of financial assets and liabilities 2.8 - -
Financial charges on financial liabilities for leases 2.10,3.4 22,951 21,928 Income taxes 2.11 1,334,935 802,782 Gains on the disposal of property, plant and machinery 2.2 3,049 (73,442) Current assets write-downs 3.8,3.9 837,985 694,008 Net change in severance indemnity and pension funds 4.4 (185,435) 49,159 Net change in provisions for risks and charges 4.5 180,175 377,500 Net change in deferred tax assets and liabilities 3.6,3.7 (39,139) 1,800,463 Interest paid 2.10 (1,483,072) (1,156,273) Income taxes paid 2.11 (2,581,911) (577,561) Changes in working capital:
(Increase)/decrease in inventories 3.8 (1,165,141) (9,671,555) (Increase)/decrease in trade receivables 3.9 (4,086,016) (7,532,285) (Increase)/decrease in other non-financial assets and liabilities 3.5,3.10,3.11,4.7,4.8 1,195,883 2,647,265 Increase/(decrease) in trade payables 4.6 505,363 1,952,059
NET CASH FLOWS FROM OPERATING ACTIVITIES 7,708,002 7,050,131
Investments:
Investments in tangible fixed assets 3.1 (13,753,371) (19,040,407) Disposal of tangible fixed assets 3.1 46,710 124,390 Investments in intangible fixed assets 3.3 (499,884) (577,291) Net (investments)/disposals in financial assets 2.8, 2.9 (14,999,915) -
Sofar acquisition 3.2 (26,460,847) -
NET CASH FLOWS FROM INVESTMENTS (55,667,307) (19,493,307)
Financing:
New financing 4.2,4.3 58,162,354 31,949,345 Funding repayment and bonds 4.2,4.3 (11,755,117) (12,963,828) Principal payments - lease liabilities 3.4 (245,374) (172,106) Dividends paid to the Parent Company's shareholders 4.1 (3,706,932) (3,427,544) Sale/(purchase) of treasury shares 4.1 (12,037,408) (249,533)
CASH FLOWS FROM FINANCING 30,417,523 15,136,334
NET CHANGE IN CASH AND CASH EQUIVALENTS (17,541,782) 2,693,158
Cash and short-term deposits as of 1 January 38,882,901 19,210,213 Cash and short-term deposits as of 30 June 21,341,119 21,903,370
Fine Foods Group - 30 June 2026 Half-year Financial Report
41 Consolidated Shareholders' Equity Changes Statement
Notes Share
Capital Legal
reserve Negative
reserve for
treasury
shares in the
portfolio Merger
surplus
reserve Share
premium
reserve Extraordinary
reserve Other
reserves FTA reserve Employee
benefit
reserve Profits/losses
carried
forward Profit/loss for
the financial
year Total
Shareholders'
equity
Balance as of 31 December 2024 4.1 22,770,445 5,000,000 (14,139,356) 19,366,185 86,743,750 1,532,549 4,416,281 (6,669,789) 191,928 4,691,909 8,155,879 132,059,779 Profit/(loss) for the financial year 10,097,286 10,097,286 Other income statement components 59,075 59,075 Comprehensive profit/(loss) - - - - - - - - - 59,075 - 10,097,286 10,156,360 Dividends (3,427,544) (3,427,544) Purchase of treasury shares (4,582,874) (4,582,874) 2024 profit allocation 12,037,498 (3,881,619) (8,155,879) -
Balance as of 31 December 2025 4.1 22,770,445 5,000,000 (18,722,230) 15,938,641 86,743,750 13,570,047 4,416,281 (6,669,789) 251,002 810,290 10,097,286 134,205,722 Profit/(loss) for the financial year (2,380,184) (2,380,184) Other income statement components (46,655) (46,655) Comprehensive profit/(loss) - - - - - - - - - (46,655) - (2,380,184) (2,426,839) Dividends (3,706,932) (3,706,932) Purchase of treasury shares (12,037,408) (12,037,408) 2025 profit allocation 5,389,688 4,707,597 (10,097,286) -
Balance as of 30 June 2026 4.1 22,770,445 5,000,000 (30,759,638) 15,938,641 86,743,750 15,252,804 4,416,281 (6,669,789) 204,347 5,517,887 (2,380,184) 116,034,543
Fine Foods Group - 30 June 2026 Half-year Financial Report
42
30 JUNE 2026 HALF-YEAR FINANCIAL REPORT
1. Corporate information Fine Foods & Pharmaceuticals N.T.M. S.p.A. (hereafter referred to as "Fine Foods" and/or the “Parent Company" and/or "Controlling Company"), registered and domiciled in Bergamo, is a joint-stock company, with its registered office in Via Berlino 39, Verdellino -
Zingonia (BG). The Company, listed on the Euronext STAR Milan segment of Borsa Italiana’s Euronext Milan Market, is an Italian independent Contract Services Development & Manufacturing Organization (CSDMO), specialising in the contract development and manufacturing of products for the nutraceutical, pharmaceutical, and cosmetics industries, with a customer-centric, service-oriented philosophy.
Founded in 1984, Fine Foods proved to be a reliable and capable strategic partner for customers in the reference sectors. The company’s organization can provide successful design process and solid, long-term partnerships. The continuous search for excellence is part of the company’s business model and includes research and development, innovation, process reliability, product quality, ESG, and sustainable management of the Group's supply chain. Fine Foods is a benefit corporation which relies on certifications and ratings under international standards. These guarantee its sustainability commitment across the business. Fine Foods is a growing and future-oriented company.
During the first half of 2026, the Group’s consolidation scope expanded following the acquisition of 100% of Sofar S.p.A.’s share capital, completed on 12 June 2026. As of 30 June 2026, the consolidation scope comprised Fine Foods & Pharmaceuticals N.T.M.
S.p.A. (hereafter "Fine Foods", "Parent Company", or "Controlling Company") and its wholly owned subsidiaries Fine Cosmetics S.p.A.
(formerly Euro Cosmetic S.p.A.) and Sofar S.p.A. The most recent balance sheet available, dated 31 May 2026, was used for the initial consolidation of the newly acquired Sofar S.p.A., while the June 2026 results were used for the income statement.
The publication of the Fine Foods & Pharmaceuticals N.T.M. S.p.A. 30 June 2026 condensed consolidated interim Financial Statements was authorised by the Board of Directors on 08 September 2026.
Extraordinary transactions
On 17 April 2026, Fine Foods & Pharmaceuticals N.T.M. S.p.A. (“Fine Foods”) entered into a binding agreement with Alfasigma S.p.A.
(“Alfasigma”) for the acquisition of 100% of Sofar S.p.A.’s (“Sofar” or the “Company”) share capital. Sofar is a joint-stock company based in Trezzano Rosa (MI), operating in the contract development and manufacturing organization (CDMO) sector and specialising in the development, manufacture, marketing and distribution of non-sterile medicinal products, in solid, semi-solid and liquid forms, and medical devices. Sofar’s share capital is €1,300,000.00, comprising 2,500,000 shares with a nominal value of €0.52 each.
The transaction aligns with Fine Foods' industrial strategy to strengthen and expand its production. The acquisition allows Fine Foods to add expertise and technology for developing and producing liquid and semi-solid pharmaceutical forms, expanding its industrial capabilities. By completing this transaction, Fine Foods broadens its service portfolio, reinforces its competitive role as a strategic and integrated partner, and enhances its capability to secure new projects and customers.
The transaction values Sofar at an enterprise value of €27 million. The consideration for the shares’ sale, as specified in the notarial deed of transfer, was €23,399,233.04 and was paid in full in cash on the closing date, by bank transfer, funded through a bank loan.
This amount was based on the enterprise value, considering the net financial position, the settlement of intra-group transactions and items contractually agreed between the parties. Upon completion of the transaction, the existing cash pooling arrangement with the seller was settled for €3,063,500, bringing the total consideration paid to €26,462,733.04.
On 22 April 2026, Fine Foods filed a notification with the Presidency of the Council of Ministers to obtain clearance under the special powers legislation (Golden Power), under Decree-Law No. 21 of 15 March 2012, as converted with amendments by Law No. 56 of 11 May 2012, as amended. On 28 May 2026, the Presidency of the Council of Ministers announced that the transaction did not fall within the above legislation.
The transaction was completed on 12 June 2026 by way of a notarial deed of transfer, under which Alfasigma transferred the shares representing 100% of Sofar’s share capital to Fine Foods.
As part of the transaction, the parties signed a long-term contract manufacturing agreement (r-MSA) between Alfasigma and the Fine Foods Group, which ensures operational and production continuity at the Trezzano Rosa site. At the same time, the parties entered into Transitional Services Agreements (TSAs) to ensure a smooth transition of the corporate functions previously provided by Alfasigma to the Company.
Fine Foods Group - 30 June 2026 Half-year Financial Report
43 For six months following completion of the transaction, the consideration may be subject to further price adjustments relating to: (i) verification of any leakage occurring between the locked-box date and the closing date; (ii) any deferred consideration, or Deferred Price, relating to the production of Meclon Cream (€500,000); (iii) any adjustment based on the actual revenue generated under the r-
MSA during the first three-year period of its term (the Initial Term). If actual revenue is at least 20% higher or lower than the revenue projected in the business plan, an additional payment or partial price refund of €1,000,000 will be made, respectively; and (iv) any adjustment linked to the determination of the Payback Request for Medical Devices related to medical devices subject to certification under Regulation (EU) 2017/745 (MDR).
In the Half-year Financial Report as of 30 June 2026, the contractual consideration was set at €26,963,000, including a deferred price component of €500,000 contingent on the actual margin of the Meclon Cream product meeting the contractually agreed thresholds.
Comparing the consideration with the acquisition-date fair value of the identifiable assets and liabilities resulted in the provisional recognition of goodwill of €4,727,225.33. The final purchase price allocation will be based on the applicable accounting standard.
Net assets Fair value recorded at the time of acquisition Thousands of Euro
Assets
Property, plant and machinery 11,222 Other Intangible fixed assets 15 Assets for right of use 300 Deferred tax assets 435 Trade receivables 7,360
Inventories 8,880
Other current assets 1,499 Total assets 29,711
Liabilities
Employee benefits 365 Provision for risks and charges 514 Provision for deferred taxes 99 Lease payables 309 Trade payables 4,143 Taxes payable 695 Other financial liabilities 3 Other liabilities 1,347 Total liabilities 7,475 Total net identifiable assets at fair value 22,236
Goodwill arising from the acquisition (provisional) 4,727 Consideration for the acquisition 26,963 Deferred Price portion 500
Cash flow analysis at acquisition Net cash acquired with subsidiary (included in cash flows from investing
activities) 2
Consideration paid (26,463) Net cash flow at acquisition (26,461)
Significant events for the period Intesa and BNL Loans
Fine Foods Group - 30 June 2026 Half-year Financial Report
44 On 11 June 2026 and 25 June 2026, the Parent Company Fine Foods signed two new medium- to long-term loan agreements to support the investment plan for the next three years: one with BNL for €30 million, with due date in 2031, and one with Intesa San Paolo S.p.A. for €20 million, with due date in 2030.
Form and content of the 30 June 2026 consolidated interim Financial Statements 1.3.1 Principles followed when preparing the Financial Statements The 30 June 2026 condensed consolidated interim Financial Statements have been prepared under the International Accounting Standards - IAS and International Financial Reporting Standards - IFRS issued by the International Accounting Standards Board (IASB) and the interpretations of the IFRS Interpretations Committee (IFRSIC) and the Standing Interpretations Committee (SIC), recognised in the European Union under (EC) Regulation no. 1606/2002 and in force at the end of the financial year. All of the above standards and interpretations are hereafter referred to as "IAS/IFRS".
The 30 June 2026 condensed consolidated interim Financial Statements have been prepared under IAS 34 Interim Financial Reporting .
The Group has prepared the condensed consolidated interim Financial Statements as a going concern. The directors consider there are no uncertainties that cast doubt on this assumption. They have assessed a reasonable expectation that the Group has adequate resources to continue as a going concern for the near future, not less than 12 months from the Financial Statements’ date.
The condensed consolidated interim Financial Statements do not present all the information required to prepare the annual consolidated Financial Statements. For this reason, it is necessary to read the condensed consolidated interim Financial Statements together with the Financial Statements as of 31 December 2025.
1.3.2 New accounting standards, interpretations and amendments adopted by the Group The accounting standards and assessment criteria adopted to prepare the condensed consolidated interim Financial Statements are consistent with those used in the 31 December 2025 Financial Statements to which reference is made, except for the adoption of the new standards and amendments effective from 1 January 2026.
The Group has not adopted any new standards, interpretations or amendments early, which have been issued but are not effective.
1.3.3 Consolidation standards The Consolidated Financial Statements include Fine Foods N.T.M. S.p.A. and its subsidiaries Fine Cosmetics S.p.A. and Sofar S.p.A.
Financial Statements as of 30 June 2026. During 2023, the merger by incorporation of Pharmatek PMC into Fine Cosmetics became effective.
Control happens when the Group is exposed or entitled to variable returns, arising from its relationship with the investee while affecting those returns by exercising its power over it. The Group controls a subsidiary when:
it has power over the investee (i.e. it has valid rights that give it the ability to direct the relevant activities of the investee);
it has the exposure or rights to variable returns arising from the relationship with the investee;
it has the ability to exercise power over the investee to affect its returns.
There is a presumption that a majority of the voting power involves control. To support this presumption and when the Group holds less than a majority of the voting rights (or similar rights), the Group considers all relevant facts and circumstances to determine whether it controls the investee, including:
Contractual arrangements with other holders of voting rights;
Rights resulting from contractual arrangements;
Group voting rights and potential voting rights.
The Group reconsiders whether it has control of a subsidiary if facts and circumstances indicate that there have been changes in one or more of those three elements relevant to the definition of control. Consolidation of a subsidiary begins when the Group obtains control and ceases when the Group loses control. The assets, liabilities, revenue and expenses of the subsidiary acquired or disposed of during the period are included in the Consolidated Financial Statements from the date on which the Group obtains control until the date on which the Group no longer exercises control over the Company.
Profit (loss) for the year and other Comprehensive Income Statement components are allocated to the shareholders of the parent and non-controlling interests, even if this results in the non-controlling interests having a negative balance. When necessary, adjustments are made to the financial statements of subsidiaries to ensure conformity with the Group's accounting policies. Intragroup assets and liabilities, equity, revenue, expenses and cash flows relating to transactions between Group entities are cancelled on consolidation.
Changes in shareholding in a subsidiary that do not result in a loss of control are recorded in Shareholder’s equity.
Fine Foods Group - 30 June 2026 Half-year Financial Report
45 If the Group loses control of a subsidiary, it must cancel the related assets (including goodwill), liabilities, non-controlling interests and other components of Shareholder’s equity, while any gain or loss is recorded in the Income Statement. Any retained shareholding shall be recorded at fair value.
1.3.4 Consolidation area Under Articles 38 and 39 of Legislative Decree 127/91 and Article 126 of Consob resolution no. 11971 of 14 May 1999, amended by resolution no. 12475 of 6 April 2000, details of the companies included in the consolidation area of Fine Foods & Pharmaceuticals N.T.M. S.p.A. 30 June 2026 are provided below.
Parent Company:
Company name Registered office Currency Share Capital Fine Foods & Pharmaceuticals N.T.M. S.p.A. Verdellino (BG) EUR 22,770,445.02
Consolidated subsidiaries:
Company name Ownership percentage Registered office Currency Share Capital Fine Cosmetics S.p.A. 100.0% Trenzano (BS) EUR 1,582,968 Sofar S.p.A. 100.0% Trezzano Rosa (MI) EUR 1,300,000
The ultimate Parent Company of Fine Foods & Pharmaceuticals N.T.M. S.p.A. is Eigenfin S.r.l., an unlisted company based in Italy.
Income statement and Balance Sheet figures as of 30 June 2026 refer to the consolidation of the Fine Foods Group, which includes the Parent Company Fine Foods, and the subsidiaries Fine Cosmetics S.p.A. and Sofar S.p.A. The most recent balance sheet available, dated 31 May 2026, was used for the initial consolidation of the newly acquired Sofar S.p.A., while the June 2026 results were used for the income statement.
1.3.5 Current/non-current classification Assets and liabilities in the Group's Financial Statements are classified as current/non-current. An asset is current when:
it is expected to be realised or held for sale or used as part of ordinary business activities;
it is held primarily for trading purposes;
it is expected to be realised within 12 months after the end of the reporting period or consists of cash or cash equivalents unless it is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.
All other assets are classified as non-current.
A liability is current when:
it is expected to be settled as part of ordinary business activities;
it is held primarily for trading purposes;
it is expected to be settled within 12 months after the end of the reporting period; or the entity does not have an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.
The liability contractual terms that could result in its settlement, at the option of the counterparty, through the issue of equity instruments do not affect its classification.
The Group classifies other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
Fine Foods Group - 30 June 2026 Half-year Financial Report
46
Summary of significant accounting policies 1.4.1 Business combinations and goodwill Business combinations are accounted for using the acquisition method. The acquisition cost is determined as the sum of the consideration transferred, measured at fair value at the acquisition date, and the amount of the minority shareholding in the acquired Company. For each business combination, the Group determines whether to measure the minority shareholding in the acquired Company at fair value or in proportion to the minority shareholding's share of the acquired Company's identifiable net assets. The acquisition costs are charged in the period and classified as administrative expenses. The Group determines that it has acquired a business when the integrated set of assets includes at least one production factor and one substantial process that contribute significantly to the ability to generate an output. The acquired process is considered material if it is critical to the ability to continue to generate an output and the received production factors include an organised workforce that has the necessary skills, knowledge or experience to perform that process or contributes significantly to the ability to create an output. And this is considered unique or scarce or cannot be replaced without high cost, effort or delay to the ability to create an output. When the Group acquires a business, it classifies or designates the financial assets acquired or liabilities assumed under contractual terms, financial conditions and other relevant terms valid at the acquisition date. This includes testing whether an embedded derivative should be separated from the primary contract. The acquirer records any contingent consideration at fair value at the acquisition date. Contingent consideration classified as an asset is not remeasured and its subsequent payment is accounted with a balancing entry under equity. The change in fair value of contingent consideration classified as an asset or liability shall be recorded in Income Statement as a financial instrument within the IFRS 9 "Financial Instruments" scope. Contingent consideration that is not within the scope of IFRS 9 is measured at fair value at the Financial Statements date and changes in fair value are recorded in the Income Statement. Goodwill is initially recorded at cost represented by the excess of all consideration paid and the amount recorded for non-controlling interests over the net identifiable assets acquired and liabilities assumed by the Group. If the fair value of the net assets acquired exceeds the amount paid, the Group reassesses whether it has correctly identified all assets acquired and liabilities assumed and reviews the procedures used to determine the amounts to be recorded at the acquisition date. If the reassessment still results in a fair value of the net assets acquired higher than the amount paid, the difference (gain) is recorded in the income statement. After the initial recording, goodwill is assessed at cost net of accumulated impairment losses. For impairment testing purposes, goodwill acquired in a business combination is allocated from the acquisition date to each Group cash-generating unit that is expected to benefit from the combination synergies, regardless of whether other assets or liabilities of the acquired entity are assigned to those units. If goodwill has been allocated to a cash-generating unit and the entity disposes of part of that unit's operations, any goodwill associated with it is carried over when determining the gain or loss on disposal. Goodwill associated with the discontinued operation is determined based on the relative values of the discontinued operation, and the portion of the cash-generating unit retained.
When performing what above, the directors use complex assumptions and estimates which are subject to their judgement. The main assumptions underlying this concern:
allocating assets and liabilities book values to individual CGUs, forecasting future cash flows, for the explicit period of the Group's business plan, defining normalised cash flows underlying the estimate of the final value, and defining long-term growth rates and discount rates applied to future cash flow forecasts.
1.4.2 Fair value measurement The Group measures financial instruments such as derivatives, and non-financial assets such as property investments, at fair value at each reporting date. Fair value is the price that would be received to sell an asset or paid to transfer a liability at the valuation date during an ordinary transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or to transfer the liability takes place:
in the main market for the asset or liability;
or in the absence of a main market, in the most advantageous market for the asset or liability.
The main or most advantageous market must be accessible to the Group. The fair value of an asset or liability is measured by adopting the assumptions that market participants would use in pricing the asset or liability, assuming that they are acting in their best economic interest. A fair value measurement of a non-financial asset considers a market participant's ability to generate economic benefits by using the asset to its highest and best use or by selling it to another market participant who would use it to its highest and best use.
The Group uses valuation techniques appropriate for the circumstances and for which there is sufficient available data to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
Fine Foods Group - 30 June 2026 Half-year Financial Report
47 All assets and liabilities for which fair value is measured or disclosed in the Financial Statements are categorised according to the fair value hierarchy, as described below:
Level 1 - listed prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the
measurement date;
Level 2 - inputs other than quoted prices included in Level 1 that are directly or indirectly observable for the asset or liability;
Level 3 - valuation techniques for which the inputs are not observable for the asset or liability.
The fair value measurement is classified entirely at the same level of the fair value hierarchy in which the input of the lowest level of the hierarchy used for the measurement is classified.
For assets and liabilities recorded in the Financial Statements at fair value on a recurring basis, the Group defines whether transfers have occurred between the hierarchy levels by reviewing the categorisation (based on the lowest level input, which is significant for the fair value measurement) at each reporting date.
The Group's Financial Management determines the criteria and procedures for recurring fair value measurements, such as property investments and equity instruments in unlisted companies, and non-recurring measurements, such as discontinued assets held for sale.
At each Financial Statements date, the Group's Financial Management analyses changes in the value of assets and liabilities for which revaluation or restatement is required under the Group's accounting policies.
For this analysis, the most recent valuation's main inputs are verified, linking the information used in the valuation to contracts and other relevant documents.
The Group's Financial Management compares each change in each asset and liability fair value with the relevant external sources to determine whether the change is reasonable.
For fair value disclosures, the Group defines the classes of assets and liabilities based on the asset or liability nature, characteristics and risks and the fair value hierarchy level outlined above.
The following table sets out the fair value measurement hierarchy for the Company's assets and liabilities as of 30 June 2026 and 31 December 2025.
30 June 2026 Total Book value Fair value Level 1 Fair value Level 2 Fair value
level 3
Financial assets
Current financial assets 14,999,915 14,999,915 14,999,915 Cash and other liquid assets 21,341,119 21,341,119 21,341,119 Total financial assets 36,341,035 36,341,035 36,341,035 - -
Financial liabilities
Other current financial liabilities 500,000 500,000 - 500,000 -
Non-current bank borrowings 102,133,616 102,133,616 - 102,133,616 -
Current bank borrowings 29,959,595 29,959,595 - 29,959,595 -
Non-current lease payables 784,569 784,569 - 784,569 -
Current lease payables 939,370 939,370 - 939,370 -
Total financial liabilities 134,317,151 134,317,151 - 134,317,151 -
31 December 2025 Total Book value Fair value Level 1 Fair value Level 2 Fair value
level 3
Financial assets
Current financial assets - - - - -
Cash and other liquid assets 38,882,901 38,882,901 38,882,901 Total financial assets 38,882,901 38,882,901 38,882,901 - -
Financial liabilities
Non-current bank borrowings 72,736,116 72,736,116 72,736,116 Current bank borrowings 12,752,615 12,752,615 12,752,615 Non-current lease payables 899,666 899,666 899,666 Current lease payables 390,589 390,589 390,589 Total financial liabilities 86,778,987 86,778,987 - 86,778,987 -
The Company's management has verified that the fair value of financial assets and liabilities approximates the book value.
Fine Foods Group - 30 June 2026 Half-year Financial Report
48
Operating sectors: disclosure For management and production purposes, the Group is organised into business units based on the products and services provided and has three operating sectors, which are described below:
- Pharma sector: the Fine Foods Group manufactures pharmaceuticals at its Brembate plant and at the Trezzano Rosa plant of the newly acquired Sofar S.p.A.. The factories produce powders and granules, tablets, film-coated tablets and hard gelatine capsules, packaged in sachets, blisters and pillboxes.
- Nutra sector: Fine Foods & Pharmaceuticals N.T.M. S.p.A. produces nutraceuticals at its 45,600 sqm plant in Zingonia, in the province of Bergamo. The Zingonia plant produces soluble and effervescent powders and granules, soluble, effervescent and chewable tablets, film-coated tablets and hard gelatine capsules, packaged in pouches, sticks, sachets, jars, pillboxes, blisters and strips.
- Cosmetics sector: the subsidiary Fine Cosmetics is active in the contract manufacturing and trading of cosmetic products (hair, skin, and oral care) at its Trenzano plant in the Brescia province.
The directors monitor the business units' results separately to make decisions on resource allocation and performance review. Sector performance is assessed based on the operating result. Financial management and income taxes are managed at the Company level and are not allocated to the operating sectors.
30 June 2026 Nutra Pharma Cosmetics Total sectors Revenue and income Revenue from contracts with customers 63,621,372 46,628,364 14,543,078 124,792,814 Other revenue and income 308,700 253,094 33,131 594,925 Total revenue 63,930,072 46,881,458 14,576,209 125,387,738
Operating costs
Costs for consumption of raw materials, change in inventories of finished goods and work in progress 36,670,562 21,247,969 8,343,543 66,262,074 Personnel costs 11,418,176 13,303,269 4,012,029 28,733,474 Costs for services 5,324,761 7,012,611 2,374,321 14,711,693 Other operating costs 589,851 350,729 229,665 1,170,246 Amortisation, depreciation, and impairment losses 3,438,956 5,333,072 5,277,002 14,049,030 Total operating costs 57,442,307 47,247,650 20,236,560 124,926,517
OPERATING RESULT 6,487,765 (366,192) (5,660,351) 461,222
30 June 2025 Nutra Pharma Cosmetics Total sectors Revenue and income Revenue from contracts with customers 71,438,779 41,618,013 15,673,249 128,730,041 Other revenue and income 374,413 208,052 46,234 628,698 Total revenue 71,813,191 41,826,065 15,719,483 129,358,739
Operating costs
Costs for consumption of raw materials, change in inventories of finished goods and work in progress 41,875,618 19,102,318 8,512,445 69,490,382 Personnel costs 11,167,083 11,822,942 3,681,009 26,671,033 Costs for services 5,105,123 5,161,842 2,166,199 12,433,164 Other operating costs (20,605) 378,554 107,587 465,536 Amortisation, depreciation, and impairment losses 3,439,013 3,118,007 1,238,144 7,795,164 Total operating costs 61,566,231 39,583,663 15,705,384 116,855,279
OPERATING RESULT 10,245,699 2,243,663 14,098 12,503,460
30 June 2026 Nutra Pharma Cosmetics Non-sector Total
Fine Foods Group - 30 June 2026 Half-year Financial Report
49
Assets
Non-current assets
Property, plant and machinery 46,949,053 98,170,426 14,649,106 - 159,768,585 Goodwill - 4,727,225 7,507,954 - 12,235,179 Other intangible fixed assets 1,015,810 731,241 257,911 - 2,004,962 Rights of use 484,296 560,401 2,219,719 - 3,264,415 Other non-current assets - - - 131,018 131,018 Deferred tax assets - - - 2,350,988 2,350,988 Total non-current assets 48,449,159 104,189,293 24,634,689 2,482,005 179,755,146
Current assets
Inventories 16,730,454 22,696,453 4,871,487 - 44,298,394 Trade receivables 19,556,934 22,193,373 6,165,546 - 47,915,853 Tax receivables - - - 886,398 886,398 Other current assets 932,614 1,014,543 229,152 5,529,540 7,705,849 Current financial assets - - - 14,999,915 14,999,915 Cash and other liquid assets - - - 21,341,119 21,341,119 Total current assets 37,220,002 45,904,369 11,266,185 42,756,973 137,147,529 Total assets 85,669,161 150,093,661 35,900,874 45,238,978 316,902,675
Shareholders' equity
Share Capital - - - 22,770,445 22,770,445 Other reserves - - - 96,591,835 96,591,835 Employee benefit reserve - - - 204,348 204,348 FTA reserve - - - (6,669,789) (6,669,789) Profits carried forward - - - 5,517,889 5,517,889 Profit/(loss) for the financial year - - - (2,380,184) (2,380,184) Total Shareholders' Equity - - - 116,034,543 116,034,543
Non-current liabilities
Non-current bank borrowings - - - 102,133,616 102,133,616 Employee benefits 353,765 674,224 1,174,672 - 2,202,662 Provisions for risks and charges 1,519,390 1,885,936 - - 3,405,326 Provision for deferred taxes - - - 400,270 400,270 Non-current lease payables 351,348 353,919 79,302 - 784,569 Total non-current liabilities 2,224,503 2,914,079 1,253,974 102,533,887 108,926,443
Current liabilities
Current bank borrowings - - - 29,959,595 29,959,595 Trade payables 16,430,345 19,399,972 5,170,030 - 41,000,347 Taxes payable - - - 1,305,586 1,305,586 Current lease payables 138,544 214,333 586,493 - 939,370 Other current financial liabilities - - - 500,000 500,000 Other current liabilities 6,634,714 9,763,961 1,838,116 - 18,236,791 Total current liabilities 23,203,603 29,378,266 7,594,639 31,765,180 91,941,688
Total Shareholders' equity and Liabilities 25,428,106 32,292,345 8,848,613 250,333,610 316,902,675
31 December 2025 Nutra Pharma Cosmetics Non-sector Total
Fine Foods Group - 30 June 2026 Half-year Financial Report
50
Assets
Non-current assets
Property, plant and machinery 45,080,528 83,040,515 15,142,387 894,359 144,157,789 Goodwill - - 11,507,954 - 11,507,954 Other intangible fixed assets 1,034,271 724,993 165,035 - 1,924,298 Rights of use 334,036 140,424 2,420,190 - 2,894,651 Other non-current assets - - - 324,052 324,052 Deferred tax assets - - - 1,864,403 1,864,403 Total non-current assets 46,448,835 83,905,932 29,235,566 3,082,814 162,673,147
Current assets
Inventories 15,092,563 14,951,187 4,910,876 - 34,954,626 Trade receivables 16,339,517 14,416,075 5,851,075 - 36,606,666 Tax receivables - - - 47,368 47,368 Other current assets 470,418 354,157 187,284 5,851,574 6,863,433 Cash and other liquid assets - - - 38,882,901 38,882,901 Total current assets 31,902,498 29,721,419 10,949,234 44,781,843 117,354,994
Total assets 78,351,333 113,627,351 40,184,800 47,864,657 280,028,141
Shareholders' equity
Share Capital 22,770,445 22,770,445 Other reserves 106,946,489 106,946,489 Employee benefit reserve 251,002 251,002 FTA reserve (6,669,789) (6,669,789) Profits carried forward 810,290 810,290 Profit/(loss) for the financial year 10,097,286 10,097,286 Total Shareholders' Equity - - - 134,205,722 134,205,722
Non-current liabilities
Non-current bank borrowings - - - 72,736,116 72,736,116 Employee benefits 352,809 314,698 1,254,850 - 1,922,357 Provisions for risks and charges 1,433,075 1,277,730 - - 2,710,805 Provision for deferred taxes - - - 303,792 303,792 Non-current lease payables 248,941 104,434 546,291 - 899,666 Total non-current liabilities 2,034,825 1,696,862 1,801,141 73,039,908 78,572,737
Current liabilities
Current bank borrowings - - - 12,752,615 12,752,615 Trade payables 15,778,052 15,150,774 5,423,144 - 36,351,971 Taxes payable - - - 995,522 995,522 Current lease payables 88,183 37,655 264,751 - 390,589 Other current liabilities 6,743,626 8,583,548 1,431,811 - 16,758,985 Total current liabilities 22,609,861 23,771,978 7,119,706 13,748,137 67,249,682
Total Shareholders' equity and Liabilities 24,644,686 25,468,840 8,920,847 220,993,768 280,028,141
Note that it is not necessary to reconcile the revenue and operating result reported in the Financial Statements with sector disclosure as there are no reconciling items.
As for the aggregation of revenue, the Group generates a significant part of its turnover from a limited number of customers, the first five customers, in the year ended 30 June 2026, cumulatively accounting for approximately 56.7% of the turnover.
Fine Foods Group - 30 June 2026 Half-year Financial Report
51
The breakdown of revenue by geographical area is shown in paragraph "2.1. Revenue from contracts with customers."
Capital management
For Group's capital managing purposes, capital is the issued share capital, convertible preferred shares, the share premium reserve and other capital reserves attributable to the Parent Company's shareholders. The capital management primary objective is to maximise its value for shareholders. The Company manages the capital structure and makes adjustments based on economic conditions and financial covenant requirements. To maintain or adjust the capital structure, the Parent Company may intervene on dividends paid to shareholders, repay the capital to shareholders or issue new shares. The Parent Company controls capital using a gearing ratio, which is the ratio of net debt to total capital plus net debt. The Group's policy is to maintain this ratio below 40%. As a result of the extraordinary transaction, this ratio stood at approximately 46% in H1 2026, compared to 26% as of 31 December 2025.
30 June 2026 31 December 2025 Interest-bearing loans and borrowings other than convertible preferred shares 132,093,211 85,370,340 Lease payables 1,723,940 1,290,256 Other current financial liabilities 500,000 -
Minus: liquid assets and short-term deposits (21,341,119) (38,882,901) Minus: current financial assets (14,999,915) -
Net debt 97,976,116 47,896,086 Shareholders' equity 116,034,543 134,205,722 Equity and net debt 214,010,659 182,101,808 Gearing ratio 46% 26%
Fine Foods Group - 30 June 2026 Half-year Financial Report
52
INCOME STATEMENT
Revenue from contracts with customers Revenue as of 30 June 2026 were €124,792,814, compared to €128,730,041 in the previous financial year, with a decrease of 3.1%.
A breakdown by business unit and geographical area is provided below:
(Amounts in Euro units) 30 June 2026 30 June 2025 Business Unit – Nutra 63,621,372 71,438,779 Business Unit - Pharma 46,628,364 41,618,013 Business Unit – Cosmetics 14,543,078 15,673,249 Total Revenue from contracts with customers 124,792,814 128,730,041
During H1 2026, the Group's Nutra sector turnover decreased from €71,438,779 as of 30 June 2025 to €63,621,372 as of 30 June 2026 (a decrease of 10.9%). The Nutra Business Unit turnover was 51% (55.5% in 2025) of the Group's total turnover.
The Pharma sector, including the subsidiary Sofar, with its €2,628,018 recorded in June, accounted for 37.4% of total turnover (32.3% in 2025), and continued to grow, with turnover increasing by 12% from €41,618,013 in H1 2025 to €46,628,364 as of 30 June 2026.
The Cosmetics Business Unit's revenue decreased from €15,673,249 as of 30 June 2025 to €14,543,078 in H1 2026.
(Amounts in Euro units) 30 June 2026 30 June 2025 Italian Revenue 77,411,974 74,032,675 Foreign Revenue 47,380,839 54,697,366 Total Revenue from contracts with customers 124,792,814 128,730,041
H1 2026 turnover was mainly driven by sales to Italian VAT-registered customers, accounting for 62.0% of sales.
Other revenue and income As of 30 June 2026, the Group's other revenue and income was €594,925 compared to €628,698 in the previous year. This is detailed
below:
(Amounts in Euro units) 30 June 2026 30 June 2025 Other revenue and income 2,162 -
Tax benefits 323,546 236,582 White Certificates 163,103 179,809 Capital gains 43,789 80,876 Write-down adjustments to receivables and liquid assets 25,178 19,867 Damage compensation 12,346 11,289 Contingent assets and allowances 24,802 100,275 Total other revenue and income 594,925 628,698
Revenues from white certificates mainly derive from the recognition in current assets of energy efficiency certificates accrued by the Company in 2026 following the installation of co-generators at the Verdellino and Brembate plants. The number of Energy Efficiency Certificates (TEE) in 2026 was estimated by the Company, with the assistance of expert consultants. The value attributed to the certificates corresponds to the guaranteed minimum withdrawal amount, as stipulated in the agreement between Fine Foods and GSE.
Other revenue and income mainly included the portion of grants received as tax credits for the year.
Fine Foods Group - 30 June 2026 Half-year Financial Report
53
Costs for raw materials, change in inventories of finished goods and work in progress.
As of 30 June 2026, the cost of raw materials and consumables, net of change in inventories, was €66,262,074 compared to €69,490,382 in the previous year, with a decrease of 4.6%. The impact of costs of purchasing materials on revenue from customer contracts (53.1%) was down from the value recorded in H1 2025 (54.0%).
A breakdown is provided below:
(Amounts in Euro units) 30 June 2026 30 June 2025 Goods purchased 64,403,555 76,744,414 Ancillary materials and consumables 2,322,379 1,838,526 Inventory changes (564,603) (8,967,297) Obsolescence 100,744 (125,262) Total costs for consumption of raw materials, change in inventories of finished goods and work in progress 66,262,074 69,490,382 The "Change in inventories of raw materials, ancillary materials, consumables and goods" item includes the effects on the income statement of changes in the inventory write-down provision. Please refer to note "3.8 Inventories".
Personnel costs
As of 30 June 2026, the Group's personnel costs were €28,733,474 compared to €26,671,033 in the previous year, with an increase of 7.7%. This is detailed below:
(Amounts in Euro units) 30 June 2026 30 June 2025 Wages and salaries 17,951,327 16,103,828 Social security contributions 5,798,149 5,416,952 Severance indemnity 1,062,008 995,756 External personnel 3,747,816 3,794,997 Provision for salary adjustments 174,175 359,500 Total personnel costs 28,733,474 26,671,033
Personnel expenses have risen because new employees were hired and temporary staff were used more frequently.
Costs for services As of 30 June 2026, the Group's service costs were €14,711,693 compared to €12,433,164 in the previous year, with an increase of 18.3%. A breakdown is provided below:
(Amounts in Euro units) 30 June 2026 30 June 2025 External and ecological analyses 622,895 418,769 Insurance companies 346,754 350,390 Electronic Data Processing (EDP) fees and maintenance 641,098 502,189 Bank fees 72,517 43,837 Statutory auditors and directors remuneration 771,604 601,851 Rental, lease and miscellaneous costs 448,574 479,379 Trade fair and advertising costs 704,790 541,303 Costs for processing goods on behalf of third parties 302,421 217,874 Ordinary maintenance costs 2,633,933 2,068,259 Cleaning, pest control and surveillance costs 1,132,237 1,028,159 Transport, fuel and tolls costs 436,237 356,351 Temporary employment 444,097 527,437 Sales commissions 111,906 137,553 Qualifications and Calibration 171,416 317,386 Effluent and solid waste disposal 820,653 811,867 Consultancy costs 1,927,680 1,155,422 Ticket 555,313 509,448
Fine Foods Group - 30 June 2026 Half-year Financial Report
54 Various utilities 2,155,380 1,984,246 Other service costs 412,189 381,445 Total service costs 14,711,693 12,433,164
The "Rental, lease and miscellaneous costs" item refers to short term and low-value contracts for which the Group took advantage of the exemption granted by the principle, as reported in paragraph "3.4 Leases." The increase was mainly driven by higher consultancy costs, including recurring and acquisition-related expenses (+€0.7 million), maintenance costs (+€0.6 million), and external and environmental analysis costs (+€0.3 million).
Other operating costs Other operating costs as of 30 June 2026 were €1,170,246 compared to €465,536 in the previous financial year.
(Amounts in Euro units) 30 June 2026 30 June 2025 Duties, taxes, and stamp charges 283,476 205,399 Conai, COREPLA adjustment (136,402) (501,038)
IMU and TARI 242,714 198,720
Corporate, entertainment costs and gifts 56,442 17,172 Membership Fees 84,336 114,428 Penalties and indemnities 288,381 208,335 Bad debt provision 136,704 115,012 Other operating costs 60,359 88,244 Donations 30,160 9,670 Capital losses from dismissal of assets 46,838 7,434 Contingent liabilities and allowances payable 77,237 2,162 Total other operating costs 1,170,246 465,536
During H1 2025, the Company received a reimbursement of approximately €501,000 related to the CONAI environmental contribution on packing, following the submission of the 2024 declaration. This income was not recognised in the 2024 financial statements as the conditions for accrual-based recognition were not met at year-end.
During H1 2026, the Company received a refund of €136,000 as a tax adjustment, via the tax return filed for 2025.
Amortisation, depreciation, and impairment losses As of 30 June 2026, the Company's amortisation, depreciation and impairment losses were €14,049,030 compared to €7,795,164 in the previous financial year. This is detailed below:
(Amounts in Euro units) 30 June 2026 30 June 2025 Depreciation of tangible assets 9,314,507 7,151,002 Amortisation of intangible assets 434,313 409,247 Amortisation of rights of use 300,210 234,914 Intangible Fixed Assets Write-downs 4,000,000 -
Total amortisation, depreciation, and impairment losses 14,049,030 7,795,164
In 2025, the Italian Medicines Agency (AIFA) granted the Parent Company Fine Foods authorisation to manufacture pharmaceuticals at the newly expanded Brembate facility, in compliance with good manufacturing practices. After this, the new property, plant, and machinery became operational, and their depreciation and amortisation were recorded in the income statement.
The increase of this item in 2026 was due to full-year depreciation on the new Brembate 3 plant and the €4 million goodwill impairment recognised for the subsidiary Fine Cosmetics.
Financial income
As of 30 June 2026, the Company's financial income was €22,978 compared to €155,677 in the previous year. This is detailed below:
Fine Foods Group - 30 June 2026 Half-year Financial Report
55 (Amounts in Euro units) 30 June 2026 30 June 2025 Foreign exchange gains 17,917 154,406 Bank interest income 5,061 1,270 Total financial income 22,978 155,677
Financial charges
As of 30 June 2026, the Company's financial charges were €1,545,459 compared to €1,343,331 in the previous year. This is detailed
below:
(Amounts in Euro units) 30 June 2026 30 June 2025 Interest expenses on bank accounts 53,341 65,514 Factoring interest expenses 32,878 48,213 Interest expenses on financing and bank loans 1,308,656 1,079,436 Interest on financial liabilities for lease 22,951 21,928 Financial charges on severance indemnity discounting 39,560 31,381 Interest expenses on invoice advances 32,587 37,069 Loss on the sale of securities 501 -
Foreign exchange losses 54,986 59,789 Total financial charges 1,545,459 1,343,331
Interest expenses on financing and bank loans included residual amounts from applying amortised cost to loans repaid early in the period.
Income taxes
Total income taxes for H1 2026 were €1,318,925 compared to €2,560,614 in the previous year.
(Amounts in Euro units) 30 June 2026 30 June 2025 Current taxes 1,387,214 802,782 Deferred tax assets and liabilities (39,139) 1,800,463 Taxes from previous years (29,150) (42,631) Total income tax 1,318,925 2,560,614
Taxes from previous years referred to the adjustments in IRAP and IRES estimates, made for the Financial Statements when preparing tax returns.
For details on deferred taxes, see 3.6 Deferred tax assets and note 3.7 Deferred tax provision.
Fine Foods Group - 30 June 2026 Half-year Financial Report
56
BALANCE SHEET
ASSETS
Property, plant and machinery The net book value of tangible fixed assets as of 30 June 2026 was €159,768,585 compared to €144,157,789 as of 31 December 2025. Changes in tangible fixed assets and their respective provisions for depreciation are shown below.
(Amounts in Euro units) Land and buildings Plant and machinery Industrial and
commercial
equipment Other assets Fixed assets
under
construction and
advances to
suppliers Total property,
plant and
machinery
Historical cost – 31 December 2025 96,950,040 151,884,248 17,221,788 14,060,316 19,370,458 299,486,850 Increases 674,917 3,320,884 622,083 158,528 8,796,965 13,573,377 Decreases (56,900) (184,449) (6,617) (270,420) - (518,386) Reclassifications 276,929 6,908,843 338,044 - (7,523,816) -
Other changes - - - - - -
Sofar Contribution 15,525,470 14,748,771 870,030 4,185,119 2,084,830 37,414,220 Historical cost – 30 June 2026 113,370,455 176,678,298 19,045,328 18,133,542 22,728,438 349,956,061 Amortisation provision - 31 December 2025 32,517,031 99,585,212 14,000,467 9,226,351 - 155,329,061 Increases 1,929,791 5,662,910 901,346 693,790 - 9,187,838 Decreases (10,797) (184,449) (5,881) (267,501) - (468,627) Reclassifications - - - - - -
Other changes - - - - - -
Sofar Contribution 10,711,886 11,017,272 805,792 3,604,255 - 26,139,205 Amortisation provision - 30 June 2026 45,147,912 116,080,946 15,701,725 13,256,894 - 190,187,477 Net book value - 31 December 2025 64,433,009 52,299,037 3,221,321 4,833,965 19,370,458 144,157,789 Net book value - 30 June 2026 68,222,544 60,597,353 3,343,603 4,876,648 22,728,438 159,768,585
A large part of fixed assets under construction consisted of advance payments for production lines and machinery, which will mostly be installed at the Pharma site.
For the new subsidiary, net investments of approximately €180,000 and depreciation of approximately €127,000 were recorded in June.
Goodwill
The net book value of goodwill as of 30 June 2026 was €12,235,179.
This is detailed below.
(Amounts in Euro units) 30 June 2026 31 December 2025 Sofar Goodwill 4,727,225 -
Fine Cosmetics Goodwill 7,507,954 11,507,954 Total Goodwill 12,235,179 11,507,954
As required by the international accounting standard IAS 36, the Group performs an impairment test at least once a year and in circumstances where an impairment indicator becomes apparent. Among the various impairment indicators, the Group considered elements such as i) the relationship between its market capitalisation and shareholders' equity, ii) the results achieved during the financial year, iii) other factors such as strategic business decisions or iv) sudden changes in the competitive environment or main economic variables.
Fine Foods Group - 30 June 2026 Half-year Financial Report
57 The Cosmetics CGU, which is now Fine Cosmetics, reported negative EBITDA as of 30 June 2026, with half-year results falling short of budget forecasts.
Considering these factors, the directors performed an impairment test on the Cosmetics CGU using updated projections from the 2026–2028 Business Plan, approved by the Board of Directors on 8 March 2026. The revised projections adopted a prudent approach, taking into account first-half performance, updated assumptions regarding customer trends, and the cost-containment measures implemented by the date of this report.
The directors estimated the value-in-use of the Cosmetics CGU using the unlevered discounted cash flow method based on the
following:
The projections contained in the business plan;
A weighted average cost of capital (WACC) of 9.30% (9.35% as of 31 December 2025);
A long-term growth rate (g) for determining the terminal value of 2%.
The impairment tests and their underlying business plans were approved by the Board of Directors at its 08 September 2026 meeting.
The tests performed indicate that the Cosmetics CGU should be written down by €4 million.
A sensitivity analysis was carried out, concerning:
- 1% WACC increase/decrease
- 0.5% growth rate increase/decrease The analysis indicated that the difference between the recoverable amount and the carrying amount ranges from a surplus of approximately +€3,312,000 to a shortfall of approximately -€8,750,000, depending on changes in the variables, whether considered individually or in combination.
Other intangible fixed assets The net book value of intangible assets as of 30 June 2026 was €2,004,962 compared to €1,924,298 as of 31 December 2025.
Changes in intangible fixed assets and their respective amortisation provisions are shown below.
(Amounts in Euro units) Industrial patents and intellectual property rights Total intangible fixed assets Historical cost - 1 January 2026 8,725,502 8,725,502 Increases 499,884 499,884 Decreases - -
Sofar Contribution 1,544,754 1,544,754 Historical cost - 30 June 2026 10,770,141 10,770,141 Amortisation provision - 1 January 2026 6,801,204 6,801,204 Increases 433,989 433,989 Decreases - -
Sofar Contribution 1,529,986 1,529,986 Amortisation provision - 30 June 2026 8,765,179 8,765,179 Net book value - 1 January 2026 1,924,298 1,924,298 Net book value - 30 June 2026 2,004,962 2,004,962
Intangible fixed assets mainly refer to software licences.
No investments in intangible assets were recorded in June 2026 for the subsidiary Sofar.
Leases
The breakdown of the right of use by nature of the underlying assets is shown below:
(Amounts in Euro units) Property Plant and Machinery Equipment Motor
vehicles
and other
vehicles Other Total
Fine Foods Group - 30 June 2026 Half-year Financial Report
58 Right of use as of 31 December 2025 7,540,832 2,049,465 194,420 329,256 - 10,113,973 Increase - - 104,224 289,596 - 393,820 Decreases (69,696) - - - - (69,696) Sofar Contribution - - - 873,536 1,452,349 2,325,885 Right of use as of 30 June 2026 7,471,136 2,049,465 298,644 1,492,387 1,452,349 12,763,982 Amortisation provision as of 31 December 2025 5,280,049 1,769,547 34,646 135,081 - 7,219,322 Increase 174,172 52,691 17,135 43,047 - 287,045 Decreases (45,738) - - - - (45,738) Sofar Contribution - - - 860,515 1,178,422 2,038,937 Amortisation provision as of 30 June 2026 5,408,483 1,822,238 51,781 1,038,643 1,178,422 9,499,567 Net book value as of 31 December 2025 2,260,783 279,918 159,774 194,175 - 2,894,651 Net book value as of 30 June 2026 2,062,653 227,227 246,864 453,744 273,927 3,264,415
The Group's main lease relates to a building located in Trenzano at Fine Cosmetics.
Below is a breakdown of the current and non-current liabilities arising from applying IFRS 16 as the Right of use as of 30 June 2026.
Financial liability
Financial liability as of 1 January 2026 1,290,256
Increases 393,820
Decreases (26,806)
Interest 15,705
Fees (242,565)
Other changes 1,188 Sofar Contribution 292,342 Financial liability as of 30 June 2026 1,723,939 Short-term financial liability 939,370 Long-term financial liability 784,569
Under the IFRS 16 international accounting standard - "Leases" - an incremental borrowing rate (IBR) was considered as the sum of the risk-free rate (Swap Standard rate vs six-month Euribor for each due date), recorded at the transition date to the international accounting standards and a pure risk component corresponding to the "credit risk" attributable to the Company (1%).
The Company has some lease contracts that include options for extension or early termination. Management negotiates these options to flexibly administer the leased assets portfolio and align management to the Company's operational needs. Management exercises significant professional assessment to define which extension or early termination options will be exercised with reasonable certainty.
Renewal for contracts that did not provide for it or for contracts already being considered for early termination was not considered.
Other non-current assets The value of other non-current assets as of 30 June 2026 was €131,018 compared to €324,052 in the previous year.
(Amounts in Euro units) 30 June 2026 31 December 2025 Tax credit for subsidised assets – amount after 12 months 131,018 324,052 Total other non-current assets 131,018 324,052
This related to the portion after 12 months of the tax credit for capital goods 4.0.
Deferred tax assets Deferred tax assets as of 30 June 2026 were €2,350,988 compared to €1,864,403 as of 31 December 2025, and are calculated on the portions of costs subject to deferred taxation under applicable rates at the reporting date (IRES 20% and IRAP 3.9%).
Below is a breakdown.
Fine Foods Group - 30 June 2026 Half-year Financial Report
59 (Amounts in Euro units) 31 December 2025 2026 EC taxes Sofar Contribution 30 June 2026 Deferred tax assets for inventory write-down 317,349 26,812 - 344,161 Deferred tax assets on IRES tax loss 701,732 - - 701,732 Deferred tax assets on salary adjustments 756,315 48,595 - 804,909 Deferred tax assets for other items 89,007 (20,231) 431,408 500,185 Total deferred tax assets 1,864,403 55,177 431,408 2,350,988
As of 30 June 2026, the directors believe that it is reasonable to fully recover deferred tax assets recognised in tax losses generated by the Group during previous years from the taxable profits that the Group Companies will earn in the future, as provided for in the multi-year plan (2026-2030) approved by the Board of Directors on 09 March 2026.
Deferred tax assets on salary adjustments refer to the provision for risks recorded as of 30 June 2026.
Provision for deferred taxes As of 30 June 2026, the deferred tax provision was €400,271 compared to €303,792 as of 31 December 2025, and was calculated under applicable rates at the reporting date (IRES 20% and IRAP 3.9%).
Below is a detail of the transactions that generated deferred taxes and their impact on the Income Statement and Shareholders' Equity as of 30 June 2026.
(Amounts in Euro units) 31 December 2025 2025 financial year OCI Sofar Contribution 30 June
2026
Deferred taxes lease IFRS 16 270,062 (1,240) - - 268,822 Deferred taxes IAS 19 33,730 10,792 (13,552) 14,062 45,031 Deferred tax assets for other items - - - 86,417 86,417 Total deferred taxes 303,792 9,552 (13,552) 100,479 400,271
Inventories
Inventories net of the related write-down provision for finished products and goods as of 30 June 2026 were €44,298,394 compared to €34,954,626 as of 31 December 2025.
(Amounts in Euro units) 30 June 2026 31 December 2025 Raw materials, ancillary materials, and consumables 31,197,375 25,220,133 Inventory write-down provision (1,296,519) (1,137,451) Work in progress and semi-finished products 4,905,903 4,051,213 Finished products and goods 9,491,634 6,820,731 Total inventories 44,298,394 34,954,626
Asset inventories are valued at the lower of purchase or production cost and realisable value based on market trends. The purchase cost includes any directly attributable ancillary charges.
Changes in the obsolescence provision are shown below:
Balance as of 31 December 2024 1,300,830 Provision allocation 1,644,048 Provision Use (1,807,427) Balance as of 31 December 2025 1,137,451 Provision allocation 691,241 Provision Use (595,139) Sofar Contribution 62,966 Balance as of 30 June 2026 1,296,519
Fine Foods Group - 30 June 2026 Half-year Financial Report
60 The inventory obsolescence provision set aside as of 30 June 2026 was €1,296,519 and was mainly intended to cover write-downs made due to goods expiring or non-compliant. Uses for the year are those disposals made in 2026 concerning expired or non-
conforming batches set aside as of 31 December 2025.
Trade receivables
As of 30 June 2026, trade receivables were €€47,915,853 (€36,606,666 as of 31 December 2025), net of the related bad debt provision of €1,270,650 (€1,057,089 as of 31 December 2025). Trade receivables of the new subsidiary Sofar were €6,233,565 as of 30 June 2026.
As of 30 June 2026 (and 31 December 2025), the Parent Company had put in place a non-recourse credit assignment transaction (factoring) for €3.6 million (€4.4 million as of 31 December 2025). Under IFRS 9, the assignment was deemed conclusive due to the significant transfer of all risks and benefits to the factoring company, resulting in the formal derecognition of the receivable.
The table below shows the distribution by geographical area of the trade receivables amount, which does not consider the bad debt provision.
(Amounts in Euro units) 30 June 2026 31 December 2025 ITALY trade receivables 33,256,441 26,235,545 EEC trade receivables 12,485,254 10,551,952 NON-EEC trade receivables 3,444,808 876,258 Total trade receivables 49,186,503 37,663,756
The first five customers represent 35.4% of the trade receivables (gross of the bad debt provision) reported in the Financial Statements for approximately €17 million.
Changes in the bad debt provision are summarised below:
Balance as of 31 December 2024 990,188 Provision allocation 188,319 Provision Use (121,417) Balance as of 31 December 2025 1,057,089 Provision allocation 107,080 Provision Use (14,258) Sofar Contribution 120,738 Balance as of 30 June 2026 1,270,650
Trade receivables, net of bad debt provision, are shown in the table below:
(Amounts in Euro units) 30 June 2026 31 December 2025 ITALY trade receivables 32,296,613 25,418,341 EEC trade receivables 12,263,776 10,399,595 NON-EEC trade receivables 3,355,465 788,730 Total trade receivables 47,915,853 36,606,666
Customer credit quality is assessed based on a generic sector assessment. Individual credit limits are established for all customers based on this assessment. Open trade receivables and assets arising from contracts are monitored regularly. An impairment analysis is performed on receivables at each Financial Statements date, using a matrix to measure expected losses.
The calculation is based on the receivable recovery probability and historical analysis of losses on receivables that have never been of a significant amount. The assessment considers the money time factor and information on past events available at the reporting date, current conditions and expected market scenarios.
The following table shows the ageing of trade receivables:
(Amounts in Euro units) 30 June 2026 Total receivables Not due Overdue 0 -
30 Overdue 30 -
60 Overdue 60 -
90 Overdue 90 -
180 Overdue
+180
Italy 33,256,441 27,270,661 4,907,119 625,637 160,997 60,531 231,494
Fine Foods Group - 30 June 2026 Half-year Financial Report
61
EEC 12,485,254 10,946,725 1,484,491 (147,687) 1,601 27,511 172,612
Non-EEC 3,444,808 1,854,913 1,560,049 22,900 (43,502) 48,464 1,984
Gross trade receivables 49,186,503 40,072,299 7,951,659 500,850 119,097 136,507 406,091 % write-down of receivables 2.6% - 1.4% 100.0% 100.0% 100.0% 100.0% Bad debt provision 1,270,650 - 108,105 500,850 119,097 136,507 406,091 Net trade receivables 47,915,853 40,072,299 7,843,554 - - - -
Tax receivables
As of 30 June 2026, tax receivables were €886,398 compared to €47,368 in the previous year. This is detailed below:
(Amounts in Euro units) 30 June 2026 31 December 2025 IRES receivables 637,651 16,622 IRAP receivables 248,747 30,746 Total tax receivables 886,398 47,368
Other current assets Total other current assets as of 30 June 2026 were €7,705,849 compared to €6,863,433 as of 31 December 2025. The table below provides a breakdown.
(Amounts in Euro units) 30 June 2026 31 December 2025 White Certificates 174,240 359,618 Other receivables 453,558 369,926 Receivables from financial institutions 233,509 16,089 Tax credit for tax benefits – short-term portion 210,781 739,106 VAT receivable 3,959,270 3,565,959 Accrued income and prepaid expenses 1,431,812 571,875 Withholding tax on "Conto Energia" income 5,499 4,060 Withholding tax on financial income 1,179,165 1,178,786 Substitute Tax Credit on Trademark Revaluation 58,015 58,015 Total other current assets 7,705,849 6,863,433
The VAT receivable mainly linked to the Parent Company Fine Foods, will be offset in 2026 following the submission of the VAT Form.
The "Receivables for withholding tax on collected coupons, dividends and capital gains" item mainly referred to the amounts withheld from the Fine Foods asset management, which will be recovered by submitting specific reimbursement requests to the relevant tax authorities or by offsetting the IRES payable.
The "Other receivables" balance is composed of advances to suppliers for goods and services.
Current financial assets As of 30 June 2026, the Group’s current financial assets amounted to €14,999,915.
This is detailed below:
(Amounts in Euro units) 30 June 2026 31 December 2025 Intesa Asset Management 14,999,915 -
Total cash and other liquid assets 14,999,915 -
Fine Foods Group - 30 June 2026 Half-year Financial Report
62 The asset management mandate established with Intesa Sanpaolo in June 2026, funded by an initial cash contribution, relates to a portfolio consisting of short-term Italian government securities with due date in December 2026, namely BTPs and BOTs, and cash balances used for trading activities.
Cash and other liquid assets As of 30 June 2026, the Group's cash and other liquid assets were €21,341,119 compared to €38,882,901 as of 31 December 2025.
This is detailed below:
(Amounts in Euro units) 30 June 2026 31 December 2025 Bank and postal deposits 21,336,069 38,877,873 Cash and cash equivalents on hand 5,050 5,028 Total cash and other liquid assets 21,341,119 38,882,901
Fine Foods Group - 30 June 2026 Half-year Financial Report
63
SHAREHOLDERS' EQUITY
Shareholders' equity
For the share capital please refer to the following paragraph "Categories of shares issued by the Parent Company." All subscribed shares have been fully paid up.
Other reserves are detailed below:
(Amounts in Euro units) 30 June 2026 31 December 2025 Legal reserve 5,000,000 5,000,000 Negative reserve for treasury shares in the portfolio (30,759,640) (18,722,230) Merger surplus reserve 15,938,641 15,938,641 Share premium reserve 86,743,750 86,743,750 Extraordinary reserve 15,252,804 13,570,047 Consolidation reserve (6,928,892) (6,928,892) IRS derivative hedging reserve 33,384 33,384 Warrant conversion reserve 11,311,789 11,311,789 Total reserves 96,591,835 106,946,488
Categories of shares issued by the Parent Company The following table shows the number and nominal value of Company's shares. No movements occurred during the period.
Type Final number Ordinary Shares 22,060,125 Redeemable Shares -
Multiple-voting Shares 3,500,000 Special Shares -
Total 25,560,125
The Parent Company is engaged in buy-back activities (repurchase of its shares on the market), which indicate that the Parent Company believes in its own structural and market growth and that its value is reflected in the negative reserve for the treasury shares in the portfolio. The objective of the buy-back plan is to prepare for upcoming acquisitions and synergies, to enhance the planned expansion phase.
Fine Foods Group - 30 June 2026 Half-year Financial Report
64
LIABILITIES
Non-current bank borrowings As of 30 June 2026, non-current bank borrowings were €102,133,616 compared to €72,736,116 as of 31 December 2025. This is
detailed below:
(Amounts in Euro units) 30 June 2026 31 December 2025 Intesa loan 10 million 7,998,485 8,995,323 BNL loan 20 million 17,720,544 20,245,485 Intesa loan 20 million 14,982,589 18,010,513 Intesa loan 30 million 18,827,785 22,574,431 Intesa loan 20 million (June 2026) 16,016,998 -
BNL loan 30 million (June 2026) 23,992,390 -
Loans to subsidiaries 2,594,825 2,910,364 Total non-current bank borrowings 102,133,616 72,736,116
Intesa loan €10 million A new loan agreement with Intesa Sanpaolo was signed on 12 June 2025. The main features are summarised below:
- Total amount €10,000,000;
- Rate: Six-month Euribor + 0.75% spread.
- Expiry date: 12 June 2031
- Repayment frequency: 12 half-yearly instalments starting on 12 December 2025.
The loan requires compliance with a financial covenant, measured using the Group's Consolidated Financial Statements. The covenant under consideration, which must be checked every six months, refers to the ratio of Net Financial Position (NFP) to EBITDA.
As of 30 June 2026, the covenant complies, meeting the required threshold of 3.
The project covered by loan number OIS1023522017 was completed by 30 June 2026. This will trigger a 10% reduction in the applicable spread, from 0.75% to 0.675%.
BNL loan €20 million A new loan agreement with Banca Nazionale del Lavoro was signed on 2 July 2025. The main features are summarised below:
- Total amount €20,000,000;
- Rate: Six-month Euribor + 0.65% spread.
- Expiry date: 02 July 2030;
- Repayment frequency: 12 half-yearly instalments starting on 2 January 2027.
The loan requires compliance with a financial covenant, measured using the Group's Consolidated Financial Statements. The covenant under consideration, which must be checked every six months, refers to the ratio of Net Financial Position (NFP) to EBITDA.
As of 30 June 2026, the covenant complies, meeting the required threshold of 3.5.
Intesa loan €20 million A new loan agreement with Intesa Sanpaolo was signed on 29 May 2025. The main features are summarised below:
- Total amount €20,000,000;
- Rate: Six-month Euribor + 0.75% spread.
- Expiry date: 29 May 2031;
- Repayment frequency: 12 half-yearly instalments starting on 29 November 2025.
The loan requires compliance with a financial covenant, measured using the Group's Consolidated Financial Statements. The covenant under consideration, which must be checked every six months, refers to the ratio of Net Financial Position (NFP) to EBITDA.
As of 30 June 2026, the covenant complies, meeting the required threshold of 3.
The project covered by loan number OIB2023454801 was completed by 30 June 2026. This will trigger a 10% reduction in the applicable spread, from 0.75% to 0.675%.
Intesa loan of €30 million
Fine Foods Group - 30 June 2026 Half-year Financial Report
65 A new loan agreement with Intesa Sanpaolo was signed on 30 October 2025. The main features are summarised below:
- Total amount €30,000,000;
- Rate: Six-month Euribor + 0.65% spread.
- Expiry date: 30 October 2029;
- Repayment frequency: Eight half-yearly instalments starting on 30 April 2026 The loan requires compliance with a financial covenant, measured using the Group's Consolidated Financial Statements. The covenant under consideration, which must be checked every six months, refers to the ratio of Net Financial Position (NFP) to EBITDA.
As of 30 June 2026, the covenant complies, meeting the required threshold of 3.
The project covered by loan number OIB1049294891 was completed by 30 June 2026. This will trigger a 10% reduction in the applicable spread, from 0.65% to 0.585%.
BNL loan €30 million A new loan agreement with Banca Nazionale del Lavoro was signed on 11 June 2026. The main features are summarised below:
- Total amount €30,000,000;
- Rate: Six-month Euribor + 0.65% spread.
- Expiry date: 11 June 2031;
- Repayment frequency: Ten half-yearly instalments starting on 11 December 2026.
The loan requires compliance with a financial covenant, measured using the Group's Consolidated Financial Statements. The covenant under consideration, which must be checked every six months, refers to the ratio of Net Financial Position (NFP) to EBITDA.
As of 30 June 2026, the covenant complies, meeting the required threshold of 3.
Intesa loan €20 million A new loan agreement with Intesa Sanpaolo was signed on 25 June 2026. The main features are summarised below:
- Total amount €20,000,000;
- Rate: Three-month Euribor + 0.45% spread.
- Expiry date: 25 June 2030;
- Repayment frequency: 16 quarterly instalments starting on 25 September 2026.
The loan requires compliance with a financial covenant, measured using the Group's Consolidated Financial Statements. The covenant under consideration, which must be checked every six months, refers to the ratio of Net Financial Position (NFP) to EBITDA.
As of 30 June 2026, the covenant complies, meeting the required threshold of 3.
Current bank borrowings As of 30 June 2026, current bank borrowings were €29,959,595 compared to €12,752,615 as of 31 December 2025, broken down as
follows:
(Amounts in Euro units) 30 June 2026 31 December 2025 Current accounts with negative balance 2,000,231 999,224 Loans - Portion due within the financial year 27,957,782 11,750,966 Accrued interest expenses 1,582 2,425 Total current bank borrowings 29,959,595 12,752,615
For the change in the portion of loans and mortgages within the financial year, please refer to the previous paragraph.
Employee benefits
As of 30 June 2026, the "Employee benefits" item was €2,202,662 compared to €1,922,357 as of 31 December 2025. This item refers to provisions set aside for severance and end-of-office indemnities.
Balance as of 31 December 2025 1,922,357 Provision Use (130,455) Discounting interest current year 34,087 Service cost (36,604)
Fine Foods Group - 30 June 2026 Half-year Financial Report
66 Payment of past severance indemnities to funds 56,468 Sofar Contribution 356,810 Balance as of 30 June 2026 2,202,662
As required by the international accounting standard, IAS19, the valuation of the Severance indemnity fund follows the method of projecting the present value of the defined benefit obligation with the estimate of the benefits accrued by employees.
Following the changes introduced by Law no. 296 of 27 December 2006 ("2007 Budget Law") and subsequent implementing decrees and regulations, the severance indemnities accrued up to 31 December 2006 will continue to be held by the Company as a defined benefit plan (obligation for accrued benefits subject to actuarial valuation). Amounts accruing from 1 January 2007, due to the choices made by employees during the year, will be allocated to supplementary pension schemes or transferred by the Company to the treasury fund managed by INPS, from when the employee makes their choice, thus becoming defined contribution plans (no longer subject to actuarial valuation).
Defining the employee severance indemnity is the result of applying an actuarial model based on various demographic and economic assumptions.
The table below shows the financial technical bases used:
30 June 2026 31 December 2025 Annual discount rate 3.37% 3.37% Annual inflation rate 2.00% 2.00% Severance indemnity increase annual rate 3.00% 3.00%
The annual discount rate used to define the obligation present value was based on paragraph 83 of IAS 19, concerning market yields of primary companies' bonds at the financial year closing date.
As required by the accounting standard IAS19 "Employee benefits", the sensitivity analysis for each actuarial assumption at the year-
end is shown below:
Sensitivity analysis of the main valuation parameters DBO as of 30 June 2026 DBO as of 31 December
2025
Turnover rate +1% 2,212,086 1,932,770 Turnover rate -1% 2,192,197 1,910,706 Inflation rate +0.25% 2,226,194 1,947,401 Inflation rate -0.25% 2,179,519 1,897,859 Discount rate +0.25% 2,166,396 1,889,188 Discount rate -0.25% 2,240,093 1,956,645
Service cost and duration 30 June 2026 31 December 2025 Fine Foods profuturo annual service cost - -
Fine Foods plan duration 7.5 7.8 Fine Cosmetics profuturo annual service cost - 240,973 Fine Cosmetics plan duration 8.2 11.5 Sofar profuturo annual service cost -
Sofar plan duration 5.2
Estimated future disbursements – Years 30 June 2026 31 December 2025 1 263,529 294,891 2 176,113 190,905 3 222,101 199,751 4 190,277 207,589 5 270,327 254,606
Fine Foods Group - 30 June 2026 Half-year Financial Report
67
Provisions for risks and charges Provisions for risks and charges as of 30 June 2026 were €3,405,326 compared to €2,710,805 at the end of the previous year.
(Amounts in Euro units) 30 June 2026 31 December 2025 Risk provision for salary adjustments 2,884,980 2,710,805 Provisions for staff-related risks (Sofar) 36,000 -
Provision for medical devices (Sofar) 484,346 -
Total Provisions for risks and charges 3,405,326 2,710,805
On 16 June 2026, the Parent Company and the trade unions reached an agreement on work clothing changing time. The parties acknowledged that employee clothing changing time is closely connected with the performance of their duties and constitutes working time, with specific financial arrangements. The amounts payable to individual employees are being finalised with the assistance of an external consultant. The provision's total value represents the best estimate of the amount payable at the expected settlement date, calculated by applying the average annual cost per employee to the number of active employees for each year of employment.
Employee annual costs for temporary staff were estimated similarly.
In H1 2026, a further provision of €174,000 was recognised.
This is detailed below:
Balance as of 1 January 2025 1,600,000 Provision allocation 1,269,438 Provision Use (158,633) Balance as of 31 December 2025 2,710,805 Provision allocation 174,175 Provision Use -
Sofar Contribution 520,346 Balance as of 30 June 2026 3,405,326
The provisions relating to the subsidiary Sofar comprise the following:
- Payback Request for Medical Devices: a provision linked to the reimbursement request from the relevant authority for medical devices subject to certification under Regulation (EU) 2017/745 (MDR) for the 2019–2022 period.
- Staff-related risk provision: it refers to employee disputes arising in 2025.
Trade payables
Trade payables as of 30 June 2026 were €41,000,347, including €4,895,046 attributable to the newly acquired Sofar, compared to €36,351,971, as of 31 December 2025, broken down geographically as follows:
(Amounts in Euro units) 30 June 2026 31 December 2025 Trade payables in ITALY 34,074,712 31,657,568 EEC trade payables 5,439,105 3,348,853 NON-EEC trade payables 1,486,530 1,345,550 Total trade payables 41,000,347 36,351,971
Taxes payable
Total tax payables as of 30 June 2026 were €1,305,586, compared to €995,522 as of 31 December 2025, and are broken down as
follows:
(Amounts in Euro units) 30 June 2026 31 December 2025 Payables for IRES 1,221,779 995,522 Payables for IRAP 83,807 -
Total taxes payable 1,305,586 995,522
Fine Foods Group - 30 June 2026 Half-year Financial Report
68
Tax payables referred mainly to the Parent Company and concerned the allocation of current taxes.
Other current financial liabilities Total current financial liabilities as of 30 June 2026 were €500,000. The breakdown is shown below:
(Amounts in Euro units) 30 June 2026 31 December 2025 Sofar Deferred Price 500,000 -
Total other current financial liabilities 500,000 -
As part of the acquisition of Sofar S.p.A., the sale and purchase agreement provides for a potential increase in the purchase price of the investment, payable to the seller in 2027, subject to Sofar achieving a margin level related to the production of the new Meclon Cream product during 2026.
At the date of preparation of the half-year Financial Statements, based on the information available, the contractually agreed margin level is likely to be achieved and a deferred payment of €500,000 is expected to be made to the seller.
Other current liabilities Total other current liabilities as of 30 June 2026 were €18,236,791, compared to €16,758,986 as of 31 December 2025, and are broken down as follows:
(Amounts in Euro units) 30 June 2026 31 December 2025 Other liabilities 781,155 1,175,143 Customer Advances 12,570 58,550 Payables for withholding taxes on self -employment 17,420 11,788 Payables for withholding taxes on employees 690,824 1,129,729 Payables to employees for salaries, production bonuses and accrued thirteenth month's pay, fourteen month's pay, holidays 8,408,463 6,586,335 Payables due to pension and social security institutions 2,804,115 2,646,322 VAT payables 174,897 -
Substitute tax on severance indemnity 2,864 150 Accrued expenses and deferred income 5,344,482 5,150,969 Total other current liabilities and payables 18,236,791 16,758,986
The "Other payables" item mainly included payables to the insurance company, to directors for unpaid remuneration (including accrued bonuses).
The accrued expenses and deferred income item included deferred income related to tax credits for investments in capital goods to align them over the useful life of the related fixed assets. They included deferred income from revenues that have already been invoiced but belong to future financial years.
5. Other information Commitments and guarantees
Amount
Guarantees 25,000,000
Collateral securities (mortgage on the property of Verdellino in favour of Mediocredito) 25,000,000
Sureties 41,000
Fine Foods Group - 30 June 2026 Half-year Financial Report
69 No commitments and guarantees were reported for Fine Cosmetics and Sofar.
Contingent liabilities
At the date of this document's preparation, there were no liabilities and contingent liabilities to be reported in the financial position or to be disclosed.
Grants, contributions and similar The Group has nothing to report on its obligation to disclose in the Explanatory Notes any sums of money received during the year as grants, contributions, remunerated appointments and any financial advantages from public administrations.
Events after the Financial Statements date No significant events occurred after the end of the financial year.
Business outlook
The Group’s reference markets show favourable growth prospects over the medium to long term, in Europe and globally.
Meanwhile, the main players in the Health & Beauty sector are increasingly outsourcing, opting for integrated partners to develop and manufacture nutraceutical, pharmaceutical, and cosmetics solutions. This shift supports asset-light business models that emphasise advanced research and brand management.
Fine Foods & Pharmaceuticals N.T.M. S.p.A. aims to strengthen its competitive position by expanding its market share across its three core business units—Nutra, Pharma, and Cosmetics—enhancing their synergies.
The Group recently announced the completion of the acquisition of all shares in Sofar S.p.A. from Alfasigma S.p.A., and Sofar's results were consolidated effective as of 1 June 2026. The Group is actively exploring further inorganic growth opportunities to enhance the variety of its products, including different pharmaceutical and galenic forms and packaging options.
The Pharma BU, which grew rapidly in H1 2026, will focus on managing higher volumes through multi-year agreements with top international customers. The Group will keep focusing on output optimisation at current sites and integrating Sofar S.p.A.’s Trezzano Rosa site. Production at the expanded Brembate facility is underway, and its output is expected to steadily contribute to revenue growth throughout 2026.
Despite challenges, the Nutra BU is advancing its development, prioritising quality, innovation, and value-added services. Performance for the current financial year is expected to be mixed: the innovative segment is forecast to grow, while weight management product volumes remain weak, affected by lower consumption, partly linked to the growing uptake of GLP-1-based therapies, and supply chain destocking. Quantifying the full scope of these effects presents challenges due to broader macroeconomic conditions. New commercial partnerships are expected to support the Nutra BU. The Group confirms its plan to boost the Nutra BU’s production capacity and develop new forms and technologies. This strategy is intended to enhance its competitiveness and support growth over the medium to long term.
The Cosmetics BU has completed a phase of integration, reorganisation and optimisation, supported by targeted investments, a new formulation research laboratory and a strengthened management structure, and is entering a phase of evolution and diversification.
However, the financial benefits of this industrial and commercial transformation are expected to take longer to impact the financial results. Fine Cosmetics is focused on innovation and strategic partnerships in the international beauty and personal care market to increase its contribution to the Group’s growth.
Fine Foods’ diversified three-segment model remains a key strength; however, limited visibility in certain reference markets supports a cautious outlook for the second half of the financial year.
Although the Group’s business model is naturally subject to quarterly volatility, the order book, signed multi-year agreements and development pipeline provide good visibility on business trends and underpin management’s confidence in sustainable medium- to long-term profit growth.
The Fine Foods Group, which obtained its EcoVadis Platinum rating for the fourth consecutive year in 2025, will continue its commitment to sustainability, strengthening its role as a reference partner for its customers, and provide solutions that are increasingly aligned with the growing ESG market expectations.
Verdellino, 08 September 2026
Fine Foods Group - 30 June 2026 Half-year Financial Report
70 for the Board of Directors
Chairman
Marco Francesco Eigenmann
Fine Foods Group - 30 June 2026 Half-year Financial Report
71 Certification of the 30 June 2026 Consolidated Financial Statements under Article 81-ter of Consob Regulation no. 11971 of 14 May 1999 and subsequent amendments and additions The undersigned, Pietro Oriani, in his capacity as Managing Director, and Pietro Bassani, in his capacity as Manager responsible for preparing the Company accounts of Fine Foods & Pharmaceuticals N.T.M. S.p.A. certify the following, under art. 154-bis, paragraphs 3 and 4 of Legislative Decree no. 58 of 24 February 1998:
the Financial Statements’ adequacy in relation to the Company features;
the practical application of the administrative and accounting procedures to prepare the Consolidated Financial Statements from 1 January to 30 June 2026.
The undersigned declare that:
the Consolidated Financial Statements:
a) have been prepared under applicable International Accounting Standards, as adopted by the European Union through the (EC) Regulation no. 1606/2002 of the European Parliament and Council of 19 July 2002, the measures issued to implement Article 9 of Legislative Decree no. 38/2005, and the (EU) Commission Delegated Regulation no. 2019/815 of 17 December 2018 ("ESEF Regulation");
b) reflect the accounting books and records;
c) provide a true and fair view of the assets, liabilities, profit or loss and financial position of the issuer and the companies included in the consolidation area.
The Report on Operations includes a reliable analysis of the progress and results of operations, the situation of the issuer and the companies included in the consolidation area, and a description of the principal risks and uncertainties to which it is exposed.
Verdellino-Zingonia, 08 September 2026
This Half-year Financial Report as of 30 June 2026 has been translated into English solely for the convenience of the international reader. In the event of conflict or inconsistency between the terms used in the Italian version of the report and the English version, the Italian version shall prevail, as the Italian version constitutes the sole official document. Managing Director Pietro Oriani The Manager preparing the corporate
accounts
Pietro Bassani
Fine Foods & Pharmaceuticals N.T.M. S.p.A.
Half-yearly condensed consolidated financial statements as of 30 June 2026 Review report on the interim condensed consolidated
financial statements
(Translation from the original Italian text)
EY S.p.A.
Viale Papa Giovanni XXIII, 48 24121 BergamoTel: +39 035 3592111
ey.com
EY S.p.A.
Sede Legale: Via Meravigli, 12 – 20123 Milano Sede Secondaria: Via Lombardia, 31 – 00187 Roma Capitale Sociale Euro 3.000.000 i.v.
Iscritta alla S.O. del Registro delle Imprese presso la CCIAA di Milano Monza Brianza Lodi Codice fiscale e numero di iscrizione 00434000584 - numero R.E.A. di Milano 606158 - P.IVA 00891231003 Iscritta al Registro Revisori Legali al n. 70945 Pubblicato sulla G.U. Suppl. 13 - IV Serie Speciale del 17/2/1998 A member firm of Ernst & Young Global LimitedReview report on the interim condensed consolidated financial
statements
(Translation from the original Italian text) To the Shareholders of Fine Foods & Pharmaceuticals N.T.M. S.p.A.
Introduction
We have reviewed the condensed consolidated interim financial statements, which comprise the interim consolidated statement of financial position, the interim consolidated income statement, the interim consolidated comprehensive income statement, the interim consolidated Shareholders' equity changes and interim consolidated cash flow statement and the related explanatory notes of Fine Foods & Pharmaceuticals N.T.M. S.p.A. and its subsidiaries (the “Fine Foods Group”) as of 30 June 2026. The Directors of Fine Foods & Pharmaceuticals N.T.M. S.p.A. are responsible for the preparation of the condensed consolidated interim financial statements in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as issued by the International Accounting Standards Board and adopted by the European Union. Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review.
Scope of Review We conducted our review in accordance with the criteria recommended by Consob for the review of the half-yearly financial statements under Resolution no. 10867 of 31 July 1997. A review of condensed consolidated interim financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (ISA Italia) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion on the condensed consolidated interim financial statements.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated interim financial statements of Fine Foods Group as of 30 June 2026 are not prepared, in all material respects, in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as issued by the International Accounting Standards Board and adopted by the European Union.
Bergamo, September 11, 2026.
EY S.p.A.
Signed by: Marco Malaguti, Statutory Auditor This report has been translated into the English language solely for the convenience of international readers. Accordingly, only the original text in Italian language is authoritative.