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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 1 of 74
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 2 of 74 INDEX
COMPANY DATA ................................................................................................................... 3 INTRODUCTION ..................................................................................................................... 4
CORPORATE POSITIONS AS OF 30 JUNE 2026 ................................................................. 5
GROUP STRUCTURE AND COMPOSITION AS OF 30 JUNE 2026 ................................... 6
INTERIM REPORT ON OPERATIONS .................................................................................. 8
Macroeconomic and geopolitical context .................................................................................. 9 Performance of the sector in which the group operates ............................................................. 9 Competitive scenario ............................................................................................................... 10 Operating performance ............................................................................................................ 11 Summary of results .................................................................................................................. 15 Information on risks and uncertainties ..................................................................................... 19 Human resources ...................................................................................................................... 23 Transactions with related parties ............................................................................................. 24 Significant events during the first half of 2026 ....................................................................... 24 Business outlook ...................................................................................................................... 26
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ...................... 28
Interim consolidated statement of financial position as of june 30, 2026 and december 31, 2025.......................................................................................................................................... 29 Interim consolidated statement of profit or loss for the six months ended june 30, 2026 and 2025.......................................................................................................................................... 31 Interim consolidated statement of comprehensive income for the six months ended june 30, 2026 and 2025 .......................................................................................................................... 33 Interim consolidated statement of changes in equity as of june 30, 2026 and 2025................ 34 interim consolidated statement of cash flows for the six months ended june 30, 2026 and 2025.......................................................................................................................................... 35
NOTES TO THE CONDENSED HALF -YEAR CONSOLIDATED FINANCIAL
STATEMENTS AS OF JUNE 30, 2026 ................................................................................. 38
CERTIFICATION PURSUANT TO THE PROVISIONS OF ARTICLE 154 -BIS,
PARAGRAPH 5 OF LEGISLATIVE DECREE NO. 58/1998 (CONSOLIDATED LAW ON FINANCE) ............................................................................................................................... 72
INDEPENDENT AUDITORS' REPORT ON THE CONDENSED HALF -YEAR
CONSOLIDATED FINANCIAL STATEMENTS ................................................................. 74
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 3 of 74 COMPANY DATA
REGISTERED OFFICE
Gens Aurea S.p.A.
Via Giusepp e Mazzini 24 23875 Osnago (LC) - Italy Tel. +39 039 916 4833
COMPANY DATA
Fiscal Code 06702220960 REA (Economic Administrative Index) Number LC 310592
VAT: 06702220960
Share Capital Euro 14,836,900 fully paid- up Legal form: Joint -Stock Company Main business sector (ATECO): 464800
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 4 of 74 INTRODUCTION
In the first half of 2026, the Gens Aurea Group continued its growth trajectory in the European gold and precious metals market, consolidating its position among the leading players in the sector.
Through an integrated business model that combines gold buying, jewelry retail, investment gold and buy -back services, the Group operates in five European countries with a network of 560 shops , of which 483 are directly operated and 77 are franchised, and a portfolio of eight specialised brands (including OroCash, Luxury Zone, GioiaPura, Alfieri & St. John, OroCaja, Super Efectivo, OuroCaixa and OroCash Invest). The multi -brand multi- channel model, supported by industry expertise, digital infrastructure and structured oversight of compliance profiles, forms the fo undation of the Gens Aurea development strategy in a highly regulated and fragmented market.
As part of this process, in July 2026, the shares of Gens Aurea S.p.A. were admitted to trading on the Euronext Milan regulated market, organised and managed by Borsa Italiana, following an offering covering 10% of the share capital.
Listing on Euronext Milan represents a natural step in the Group’s growth trajectory, aiming to increase its visibility within the financial community, consolidate its position as a key player in the recycled gold segment, and broaden its shareholder base through the entry of long- term institutional investors.
This half -yearly financial report as as of June 30, 2026 is the first to be prepared by the Group as an issuer listed on a regulated market. The document has been prepared in accordance with the provisions of Article 154- ter of Italian Legislative Decree 58/1998 (Consolidated Law on Finance) and the International Accounting Standards (IAS/IFRS) applicable to interim financial statements (in particular IAS 34), as well as taking into account the recommendations issued by Consob on periodic financial reporting. The report aims to provide a clear, transparent and comprehensive overview of the Group’s operating performance, economic -financial position and the main strategic developments in the first half of 2026, also in light of its recent entry into the capital market.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 5 of 74 CORPORATE POSITIONS AS OF 30 JUNE 2026
BOARD OF DIRECTORS
Iñigo Jaime Barcaiztegui Quiroga Chair of the Board of Directors Silvano Corbella Vice Chair of the Board of Directors* Fabio Godano Chief Executive Officer Ignacio Casanova Sánchez de Oca ña Non-executive Director Valentina Manfredi Non-executive Director* Chabi Priscilla Nouri Non-executive Director* *Independent Director pursuant to Article 147 -ter, paragraph 4, and Article 148, paragraph 2, of the Consolidated Law on Finance, as well as Article 2 of the Corporate Governance Code.
BOARD OF STATUTORY AUDITORS
Sonia Ferrero Chair of the Board Marco Ghidotti Statutory Auditor Nicola Saba Statutory Auditor Sergio Maiorana Alternate Auditor Alessandra D'Amico Alternate Auditor
AUDITING COMPANY
Deloitte & Touche S.p.A.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 6 of 74
GROUP STRUCTURE AND COMPOSITION A S OF 30 JUNE 2026
ORGANISATIONAL CHART
GROUP COMPOSITION
The half -year consolidated financial statements of the Gens Aurea Group (“Group”) as of June 30, 2026 include Gens Aurea S.p.A. (the “Parent Company” or the “Company”) and 9 consolidated companies in which the Parent Company holds direct control.
SCOPE OF CONSOLIDATION
- Gens Aurea S.p.A. with registered office in Osnago, via Mazzini 24, share capital of Euro 14,836,900
(parent company);
- Alphagold Schmuck - und Uhren Vertriebsges. G.m.b.H. with registered office in Klagenfurt, Dr. -
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 7 of 74 Franz -Palla -Gasse 21, share capital of Euro 726,728 and 100% owned directly by the parent company;
- Handle S.A. with registered office in Chiasso, via Pasteur 1, share capital of Euro 79,970 and 100% owned directly by the parent company;
- Orcip Oro Cash L.d.a. with registered office in Lisbon, freguesia de São Sebastião da Pedreira, Avenida António Augusto de Aguiar, no. 17, 5.º Direito, share capital of Euro 30,000 and 100% owned directly by the parent company;
- Aurea San Marino S.r.l. with registered office in Serravalle (RSM), share capital of Euro 25,500 and 100% owned directly by the parent company;
- Aurea Switzerland S.A. with registered office in Chiasso, Via Pasteur 1, share capital of CHF 100,000 (equal to Euro 90,173) and 100% owned directly by the parent company.
- Oro Cash España S.L.U. with registered office in Madrid at Paseo General Martinez Campos 44, share capital of Euro 140,000 and 100% owned directly by the parent company;
- Super Efectivo S.L.U. with registered office in Madrid at Paseo General Martinez Campos 44, share capital of Euro 7,154,000 and 100% owned directly by the parent company;
- F.B. S.r.l. with registered office in Locate Varesino, Via Sacro Monte, 1, 22070 Locate Varesino CO, share capital of Euro 10,000, 100% owned by the parent company;
- Di.Da. S.r.l. with registered office at Via Sistina 89/90, 00187 Rome (RM), share capital of Euro 10,400 and 100% owned directly by the parent company.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 8 of 74 INTERIM REPORT
ON OPERATIONS
MACROECONOMIC AND GEOPOLITICAL CONTEXT
PERFORMANCE OF THE SECTOR IN WHICH THE GROUP OPERATES
COMPETITIVE SCENARIO
OPERATING PERFORMANCE
SUMMARY OF RESULTS*
INFORMATION ON RISKS AND UNCERTAINTIES
HUMAN RESOURCES
TRANSACTIONS WITH RELATED PARTIES
SIGNIFICANT EVENTS DURING THE FIRST HALF OF 2026
BUSINESS OUTLOOK
* This note applies to the entire document: figures are rounded to the first decimal place shown (except for percentage changes ).
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 9 of 74 MACROECONOMIC AND GEOPOLITICAL CONTEXT
During the first half of 2026, the global and European economic landscape was characterised by high uncertainty and increasing complexity, heavily influenced by the escalation of geopolitical tensions in the Middle East. Supply chain bottlenecks and tempor ary rises in the prices of energy commodities (oil and natural gas) in the Persian Gulf have generated new inflationary pressures, interrupting the trend of a rapid return to lower prices observed in previous months. As highlighted in the most recent Economic Bulletins of the Bank of Italy and the ECB, growth estimates for the Euro area for 2026 have been revised downwards (with a forecast for the area GDP of around 0.8%), against inflation projections that have been revised moderately upwards. In response to these dynamics, monetary authorities have maintained a cautious, data -driven stance, even going so far as to raise key interest rates to contain second -round risks and anchor medium -term expectations. With reference to Italy, economic activity showed mo derate growth in the first half of the year. However, the performance of the manufacturing and services sectors partially offset the effects of the decline in household purchasing power and the rise in borrowing costs. Overall, the baseline scenario remains exposed to downside risks linked to the evolution of international conflicts, maritime transport costs and possible corrections in financial markets .
(Data source: Economic Bulletin Nos. 1, 2, 3 2026 – Bank of Italy)
PERFORMANCE OF THE SECTOR IN WHICH THE GROUP OPERATES
The Group operates primarily in the "scrap gold" market, which saw particularly favourable trends in 2026, driven by a significant rise in the price of gold and growing global investment demand for the precious metal.
In the first half of 2026, the global supply of recycled gold remained largely stable at the high levels of the previous year. According to data from the World Gold Council, volumes stood at approximately 700 tonnes, up 0.7% from approximately 695 tonnes i n the first half of 2025. The rise in prices compared to the previous year increased the value of recycled metal, without resulting in a significant increase in volumes. The price correction in the second quarter and the reluctance of some holders to sell, while waiting for prices to recover and to retain gold as a store of value, contributed to holding back supply.
The jewelry sector, on the other hand, recorded a sharp decline, continuing the weak phase of 2025. In the first half of 2026, global demand for gold for jewelry manufacturing fell to 642.4 tonnes, compared to 782.1 tonnes in the same period of the previous year, a decline of 17.9%. The sector was particularly affected by the persistence of high prices, which curbed purchases and steered consumers towards lighter jewelry , especially in markets that are more sensitive to price.
On the investment side, the first half of 2026 saw a marked divergence between direct purchases of physical gold and flows into ETF. Demand for gold bars and coins rose by 24.1%, from 631.4 to 783.9 tonnes, fuelled by interest in gold as a safe -haven asset amidst geopolitical tensions and financial uncertainty. At the same time, net inflows into ETF backed by physical gold and similar products fell sharply: from 397.1 tonnes in the first
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 10 of 74 half of 2025 to 17.6 tonnes in the same period of 2026, a decline of 95.6%. The half -year balance therefore remained positive, although it was affected by the outflows recorded in the second quarter.
Overall, in the first half of 2026, global gold supply reached approximately 2,522 tonnes, up by around 2% compared to the same period in 2025. Growth was mainly driven by an increase in mine production, against largely stable recycling volumes. The market confirms the central role of gold in investment and wealth protection strategies, while high prices continue to dampen demand for jewelry . In this context, recovery and refining continue to play a strategic role in making metal that is already in circulation available once again.
(Data source: Gold Demand Trends: Q2 2026 and Q2 2025 – World Gold Council)
COMPETITIVE SCENARIO
Across Southern Europe, the profile of competitors can be divided into prevailing macro- types:
Jewellers operating in the “Gold Buying” sector A substantial and growing number of jewellers, both in Italy and across Europe, carry out gold buying activities.
It is estimated that more than 10% of operators in the market have now integrated gold buying into their services.
“Gold Buying” operators belonging to small chains or with single shops These are operators who run up to a maximum of 5 shops, on average 1 or 2. In these types of businesses, the owner often operates directly and overhead costs are minimal, allowing for highly competitive pricing.
“Gold Buying” operators belonging to structured chains Direct competition is represented by structured operators. These competitors often favour the franchise network model, while operators with their own shops are dimensionally less significant.
Jewellers operating mainly in the retail sector For the Luxury Zone and Gioiapura branded stores, direct competition comes from established operators running mono- brand stores in outlet centres, as well as jewelry stores within shopping malls, including international chains. These operators appear, in some cases, to apply very aggressive commercial policies.
Jewelry and precious metals manufacturers For the Alfieri & St. John brand’s wholesale sales channel, direct competition comes, on the one hand, from jewelry manufacturers with international brands that are recognised by consumers and, on the other, from manufacturers with lesser -known brands that are highly competitive in commercial terms.
Operators of the “Investment Gold” sector
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 11 of 74 Direct competition is represented by structured operators, typically online or franchise -based. These operators offer a comprehensive range of products, including gold bars and coins, and ensure high standards of quality and transparency in transactions. A lthough less widespread, operators with their own shops can offer greater specialisation and a more personalised service, often accompanied by one -to-one advice for investors.
OPERATING PERFORMANCE
As in previous years, the Group has continued to pursue a strategy of differentiation and diversification across its business sectors, with the aim of reducing its reliance on the traditional gold -buying business. More specifically, the following activitie s continued:
- Buying used silver : all shops also buy used silver with sales methods totally similar to those of used
gold;
- Goldsmith's workshop : all the shops also offer goldsmithing services. In particular, the shops collect damaged or broken items from customers, send them to a specialised workshop that repairs or replaces the damaged parts, and return the item to the customer. The customer bea rs the cost of the replaced parts plus a fee for the service provided;
- Sale of new diamonds and jewelry : new diamonds and jewelry are sold on consignment in owned shops in Italy;
- Development of the Luxury Zone and Gioiapura brands , specialising in the resale of new jewelry and precious items;
- Development of the Orocash basic brand , which started in October 2018 and has seen its share of total new product sales steadily increase.
As of June 30, 2026, the total number of shops owned by the Group was 483 (of which 272 in Italy, 162 in Spain, 22 in Austria, 19 in Portugal, 7 in Switzerland and 1 in San Marino), while there were 77 shops belonging to the franchise network, of which 75 were in Italy. The outlets are generally small to medium -sized and are structured to ensure both high safety standards for operators and the safeguarding of goods.
The change in the number of stores as of June 30, 2026 compared to December 31, 2025 is shown below:
Category As of December 31, 2025 New shops Closures As of June 30, 2026 Owned ................................ ......................... 458 25 - 483 Franchise ................................ ..................... 75 2 - 77 Total ............................................................ 533 27 - 560
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 12 of 74 The operating model spans multiple segments of the precious metals value chain, combining four highly synergistic business lines within a diversified, multi- brand ecosystem.
The Group's main business lines are as follows:
- Buy-Sell: purchase from retail customers and sale to the main European refiners of gold and, to a lesser extent, silver and second -hand watches, through the established brands OroCash, OroCaja, OuroCaixa
and SuperEfectivo;
- Investment Gold : sale of investment gold, launched in 2022 with the marketing of gold bars and coins to meet the growing demand for safe haven assets, through the OroCash Invest brand;
- Jewelry Retail : production and retail sale of branded jewelry , carried out primarily through the LuxuryZone and GioiaPura brands;
- Buy-Back : buy- back transactions with repurchase rights, carried out in Spain and Portugal through the OroCaja, OuroCaixa and SuperEfectivo brands.
A very small proportion of the Group’s business also involves the purchase of diamonds and precious stones from retail customers, which are subsequently sold to third parties, usually through auctions.
In the half -year months ended June 30, 2026, the Group achieved total sales volumes of 824.8 million, up by approximately 129% compared to the same period of the previous year. Revenues are mainly generated by the Buy-Sell business line, which accounts for approximately 96% of the total, an inc rease of three percentage points compared to June 30, 2025.
To facilitate an understanding of the Group’s economic performance during the period, a summary reclassified income statement as of June 30, 2026, is presented below, compared with data for the corresponding period of the previous year:
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 13 of 74 Amounts in Euro
Reclassified income statement 30.06.2026 30.06.2025 Revenues ................................ ................................ ................................ ... 824,833,132 359,476,831 Other revenues ................................ ................................ .......................... 1,509,008 470,183 Total revenues ................................ ................................ ......................... 826,342,140 359,947,014 Purchases of goods ................................ ................................ .................... 669,822,930 281,604,972 Gross Margin ................................ ................................ ........................... 156,519,210 78,342,042 Personnel ................................ ................................ ................................ ... 20,850,691 17,346,424 Other operating costs ................................ ................................ ................ 19,315,257 12,212,057 Depreciation, amortization and impairment of assets ................................ 5,867,750 6,076,562 EBIT ................................ ................................ ................................ ......... 110,485,512 42,706,999 Financial income/(expenses) ................................ ................................ ..... (1,942,561) (1,188,521) EBT ................................ ................................ ................................ .......... 108,542,951 41,518,478 Income taxes ................................ ................................ ............................. (28,220,886) (11,464,431) Group result for the period ................................ ................................ .... 80,322,065 30,054,047
In the first half of 2026, the Group recorded significant growth in business, with sales revenues of Euro 824.8 million, a substantial increase compared to Euro 359.5 million in the corresponding period of the previous year.
Total revenues amounted to Euro 826.3 million, compared to Euro 359.9 million as of June 30, 2025.
The growth in volumes was reflected in the trend in purchases of goods, which amounted to Euro 669.8 million, compared to Euro 281.6 million in the first half of 2025. The gross margin consequently increased in absolute terms, from Euro 78.3 million to Eur o 156.5 million.
The evolution of the cost structure shows good operating leverage: personnel costs grew significantly less than revenue, amounting to Euro 20.9 million compared to Euro 17.3 million in the first half of 2025. This increase reflects the strengthening of the workforce to support the Group’s development, while maintaining adequate levels of efficiency.
Other operating costs amounted to Euro 19.3 million, compared to Euro 12.2 million in the comparative period, and included non- recurring costs related to the listing transaction of Euro 4.5 million.
Below is the reclassified statement of financial position a s of June 30, 2026, compared with that as of December
31, 2025:
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 14 of 74 Statement of financial position 30.06.2026 31.12.2025
Assets
Trade receivables ................................ ................................ ...................... 32,563,120 14,326,150 Inventories ................................ ................................ ................................ 61,079,165 97,479,682 Other current assets ................................ ................................ ................... 6,661,612 4,082,918 Total current assets (without cash and cash equivalents) ................... 100,303,897 115,888,750 Fixed assets ................................ ................................ ............................... 69,085,634 60,094,548 Total ASSETS ................................ ................................ .......................... 169,389,531 175,983,298
Liabilities
Suppliers and other liabilities ................................ ................................ .... 92.909.863 72,464,339 Total LIABILITIES ................................ ................................ ................ 92.909.863 72,464,339
Total INVESTED CAPITAL ................................ ................................ . 76.479.668 103,518,959
Cash and cash equivalents ................................ ................................ ......... (138.379.238) (54,231,760) Current financial assets ................................ ................................ ............. (1.715.842) (1,561,548) Borrowings ................................ ................................ ................................ 74.687.126 48,863,065 Financial liabilities ................................ ................................ .................... 32.605.695 26,374,451 Net Financial Position ................................ ................................ ............. (32.802.259 ) 19,444,208 Equity ................................ ................................ ................................ ....... 109.281.92 7 84,074,751 Total SOURCES ................................ ................................ ...................... 76.479.668 103,518,959
Total SOURCES AND LIABILITIES ................................ ................... 169.389. 531 175,983,298
In the first half of 2026, the Group’s key equity and financial figures showed a significant change compared to December 31, 2025, reflecting the evolution of operating volumes and a different composition of invested capital.
Trade receivables increased from Euro 14.3 million to Euro 32.6 million, an increase of Euro 18.3 million or approximately +127%, consistent with the growth in business recorded during the period. In contrast, inventories decreased from Euro 97.5 million t o Euro 61.1 million, a reduction of Euro 36.4 million or approximately -37%.
Other current assets increased from Euro 4.1 million to Euro 6.7 million. Overall, total current assets, net of cash and cash equivalents, decreased from Euro 115.9 million to Euro 100.3 million, mainly due to the reduction in inventories, partially offset by the increase in trade receivables.
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 15 of 74 Fixed assets increased from Euro 60.1 million to Euro 69.1 million, an increase of Euro 9 million. Overall, total assets decreased from Euro 176 million to Euro 169.4 million, down by Euro 6.6 million compared to December 31, 2025.
On the operating liabilities side, trade payables and other liabilities increased from Euro 72.4 million to Euro 92.6 million, an increase of Euro 20.2 million, or about +28%. As a result of the combined effect of the reduction in inventories and the incre ase in operating liabilities, invested capital decreased from Euro 103.5 million to Euro 76.7 million, a decrease of Euro 26.8 million.
Cash and cash equivalents increased from Euro 54.2 million to Euro 138.4 million, while payables to banks rose from Euro 48.9 million to Euro 74.7 million and financial liabilities from Euro 26.4 million to Euro 32.9 million.
Taking into account also current financial assets, amounting to Euro 1.7 million, the net financial position changed from net debt of Euro 19.4 million as of December 31, 2025 to net financial assets of Euro 32. 8 million as of June 30, 2026, representing an overall improvement of Euro 5 2.2 million.
Shareholders' equity increased from Euro 84.1 million to Euro 109.3 million, an increase of Euro 25.2 million, mainly attributable to the result for the period and capital transactions. Overall, the Group's equity and financial structure ha ve been strengthened, with greater availability of financial resources to support business development.
SUMMARY OF RESULTS
To facilitate an understanding of the company's performance, we annex below a brief analysis based on alternative performance indicators.
The Group uses certain alternative performance indicators, which are not identified as accounting measures under accounting standards IFRS, to enable a better assessment of the Group's performance. Therefore, the calculation method applied by the Group may not be consistent with that adopted by other groups, and the result obtained may not be comparable with that determined by them.
These indicators are calculated exclusively on the basis of the Group's historical data and are determined in accordance with the Guidelines on Alternative Performance Indicators issued by ESMA/2015/1415 and adopted by CONSOB in Communication No. 92543 of December 3, 2015. The indicators refer only to the performance of the accounting period covered by this Half -year Financial Report and the periods being compared, and not to the Group's expected performance, and should not be considered as substitutes for the indicators required by the reference accounting standards (IFRS).
Alternative Performance Indicators are not subject to audit.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 16 of 74
The method for calculating the Alternative Performance Indicators used in the Half -Year Financial Report is set
out below:
- EBITDA: defined as profit for the year or period, before income taxes, financial income, financial expenses and amortisation, depreciation and impairment of assets, excluding provisions for bad debts and impairment of assets.
- EBITDA Margin: calculated by dividing a) EBITDA by b) revenues and other income.
- Adjusted EBITDA: defined as profit for the year or period, before income taxes, income and expenses from equity investments, financial income and expenses, amortisation and depreciation, impairment of assets, and costs incurred for the IPO.
- Adjusted EBITDA Margin: calculated by dividing a) Adjusted EBITDA by b) revenues and other income.
- EBIT: corresponds to the operating profit for the year or period as reported in the Group’s consolidated financial statements.
- EBIT Margin: calculated by dividing a) EBIT by b) revenues and other income.
- Net Financial Indebtedness: represents the sum of current and non- current financial indebtedness, net of cash and cash equivalents and other current financial assets. A positive value indicates a net debt position, while a negative value indicates a net cash position. The breakdown of net financial indebtedness is determined as required by CONSOB Communication DEM/6064293 of July 28, 2006, as amended by Communication No. 5/21 of 29 April 2021, and in accordance with the ESMA recommendations contained in Guidelines 32- 382-1138 of March 4, 2021.
- Adjusted Net Financial Indebtedness: defined as net financial indebtedness net of current and non-current lease liabilities. A positive value indicates a net debt position, while a negative value indicates a net cash position.
- Capital Expenditure (CAPEX): refers to purchases of tangible fixed assets and investments in intangible assets .
- Cash Generation: this refers to EBITDA net of purchases of tangible assets and investments in intangible assets .
- Cash Conversion Rate: this refers to the ratio of Cash Generation to EBITDA .
- Adjusted Cash Generation: this means Adjusted EBITDA net of purchases of tangible assets and investments in intangible assets.
- Adjusted Cash Generation Rate: this refers to the ratio of Cash Generation to Adjusted EBITDA.
The tables below show the calculation of these indicators for the period ending June 30, 2026 compared with the corresponding period of the previous year:
Financial data (Amounts in Euro) 30.06.2026 30.06.2025 Profit (loss) for the period ................................ ................................ .. 80,322,065 30,054,047 Income taxes ................................ ................................ ...................... 28,220,886 11,464,431 Financial income ................................ ................................ ................ (138,211) (33,977)
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 17 of 74 Financial expense ................................ ................................ ............... 2,080,772 1,222,498 EBIT ................................ ................................ ................................ .. 110,485,512 42,706,999
EBIT MARGIN ................................ ................................ ................ 13% 12%
Amortisation, depreciation and impairment of assets ......................... 5,867,750 6,076,562
Excluding:
- Provisions for bad debts ................................ .......................... - -
- Impairment of assets ................................ ............................... - (942,017) EBITDA ................................ ................................ ............................ 116,353,262 47,841,544 EBITDA Margin ................................ ................................ .............. 14% 13% Extraordinary costs incurred for the listing ................................ ........ 4,766,181 -
Adjusted EBITDA ................................ ................................ ........... 121,119,443 47,841,544 Adjusted EBITDA Margin ................................ .............................. 15% 13%
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page18 of 74 Financial data (Amounts in thousands of Euro) 30.06.2026 31.12.2025 (A) Cash and cash equivalents ................................ ................................ .. 138,379 54,232 (B) Cash equivalents ................................ ................................ ................. - -
(C) Other current financial assets ................................ .............................. 1,716 1,562 (D) Cash and cash equivalents (A+B+C) ................................ .............. 140,095 55,794 (E) Current financial payables (including debt instruments, but excluding the current portion of non-current financial payables) ............. 2,857 8,700 (F) Current portion of non -current financial payables ............................... 25,252 16,797 (G) Current financial debt (E+F) ................................ .......................... 28,109 25,497 (H) Net current financial debt (G -D) ................................ .................... (111,986) (30,297) (I) Non -current financial payables (excluding the current portion and debt instruments) ...................................................................................... 79,184 49,742 (J) Debt instruments ................................ ................................ .................. - -
(K) Trade and other non -current payables ................................ ................. - -
(L) Non -current financial debt (I+J+K) ................................ ............... 79,184 49,742 (M) Net Financial Position (H+L) ................................ ......................... (32,802) 19,445
Excluding:
(N) Financial liabilities lease (current) ................................ ..................... (6,755) (5,991) (O) Financial liabilities lease (non -current) ................................ ............. (21,454) (16,058) (P) Adjusted Net Financial Position (M -N-O) ................................ ...... (61,011) (2,604)
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page19 of 74 Capital Expenditure (Amounts in Euro) 30.06.2026 30.06.2025 Increases in tangible assets ................................ ................................ ........ 3,658,954 1,993,493 Increases in intangible assets ................................ ................................ .... 827,271 61,471 CAPEX ................................ ................................ ................................ ..... 4,486,225 2,054,964
EBITDA ................................ ................................ ................................ .... 116,353,262 47,841,544 Cash generation ................................ ................................ ....................... 111,867,037 45,786,580 Cash conversion rate ................................ ................................ ............... 96% 96%
Adjusted EBITDA ................................ ................................ .................... 121,119,443 47,841,544 Adjusted cash generation ................................ ................................ ....... 116,633,218 45,786,580 Adjusted cash conversion rate ................................ ............................... 96% 96%
INFORMATION ON RISKS AND UNCERTAINTIES
The Group constantly monitors the risks to which it is exposed, both internally and with the support of external consultants, in order to identify and promptly implement the actions necessary to mitigate them.
The main risks identified and the measures currently adopted to reduce their impact are set out below:
OPERATIONAL RISKS
Human Capital and Going Concern The loss of key management personnel, particularly in the roles of CEO and CFO, would pose a significant risk to the implementation of the Group’s growth strategy. Although the Group has developed a well -structured organisational structure, the concentration of critical expertise in a small number of individuals remains a vulnerability that requires attention. The rapid expansion of the retail network, with the opening of new outlets in various jurisdictions, requires the recruitment and training of qualified personnel capable of operating in accordance with the Group’s standards. A shortage of suitable human resources could put pressure on operating costs, compromise the quality of customer service and limit the Group's ability to grow. The Group has implem ented structured training and professional development programmes for employees. Retention programmes and incentives for key management personnel have also been implemented, including competitive remuneration packages and career opportunities.
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 20 of 74 Reliability of Information Systems and Cybersecurity The Group’s operations rely to a significant extent on the functionality and security of its IT systems, which support inventory management, regulatory compliance, customer management and financial operations. The malfunction identified in the AML complian ce reporting system in July 2025 revealed vulnerabilities in compliance controls and underscores the importance of ongoing investment in robust technology infrastructure.
The risk of cyberattacks, including malware, ransomware and phishing, remains high in the current environment of increasingly sophisticated cyber threats. The Group has invested in robust IT infrastructure, including backup and disaster recovery systems, as well as up -to-date cybersecurity protocols. A cybersecurity training programme has been activated for staff in order to reduce the risk of cyberattacks resulting from human error. Moreover, the Group has adopted processes for the continuous monitoring of IT systems and has appointed a Cybersecurity Officer with dedicated authority and resources. Lastly, internal audit processes have been implemented to verify the effectiveness of cybersecurity controls and to identify any vulnerabilities in a timely manner.
Theft, Robbery and Criminal Activity Handling significant quantities of gold, precious metals and cash exposes the Group to the risk of theft, robbery and other criminal activities, both by third parties and by employees. This exposure is inherent in the nature of the business and represents a vulnerability that cannot be completely eliminated . Furthermore, there is a risk that valuable items may be seized by law enforcement authorities if there is a suspicion that they are stolen or the proceeds of criminal activity. The Group has invested in physical security measures at its points of sale an d facilities, including video surveillance systems, alarms, safes and security personnel. It has also implemented robust operational protocols for the handling and transport of valuable items, including verification and documentation processes. The Group has developed strong relationships with reliable security service providers and has adopted staff security training processes.
Concentration risk
The Group is exposed to risks related to the concentration of revenues from the Buy- Sell line with a limited number of commercial counterparties, consisting of the main European refineries to which the Group sells gold on a wholesale basis and, to a lesser extent, silver and other precious metals purchased from retail customers through its network of stores. The Group has developed strong relationships with refineries and has implemented liquidity planning processes to mitigate the risk of liquidity constra ints due to late payments. It has also implemented measures to diversify its supplier base and has established strong relationships with alternative suppliers. The Group continuously monitors the financial health of key suppliers and takes proactive measur es to mitigate disruption risks, including backup agreements and contingency plans. The Group sells essentially all the gold and other precious metals purchased from retail customers to two major European refineries, one located in Switzerland and one in I taly. In particular, the Swiss smelter, with which the Group has maintained a relationship for over 15 years, processed approximately 60% of the total volume of gold sold by the Group for the year ended December 31, 2025, while the Italian smelter, with which the Group has maintained a relationship for approximately eight years, was the main counterparty for the remainder of the volume of gold sold in the same period. This breakdown was also largely confirmed in the s ix months ended June 30, 2026. The concentration of the Buy- Sell business line with two main customers exposes the Group to the risk that any deterioration, non- renewal, suspension or termination of relations with one or both of these counterparties could adversely affect the Group's ability to promptly monetise the precious metals purchased from retail customers.
Liquidity risk
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 21 of 74 The Group's business model is based on the ongoing purchase of gold from retail customers and the subsequent resale of precious metals to refineries; the timing of collections from the latter is therefore crucial for the working capital cycle and overall l iquidity. Due to high market demand, smelters and refineries are currently operating at full capacity, resulting in longer than normal processing times. Although these delays are a widespread industry trend and not specific to the Group, the resulting exposure to liquidity risk remains entirely the responsibility of the Group itself. Consequently, any delays in the processing of metals and the related receipts could generate temporary liquidity pressures, compromising the Group's ability to finance its curr ent operations, pay its suppliers and meet its other financial obligations. To mitigate this risk, the Group usually adopts a consecutive operating model with the foundries, which involves collecting a down payment on the value of the gold before shipment.
Strategy Execution and Integration of Acquisitions The Group has recorded significant growth rates in recent years and has completed several acquisitions. The ability to sustain these growth rates, maintain operational efficiency and successfully integrate newly acquired businesses remains a critical element of the strategy. The Group may not be able to sustain these growth rates due to various factors, including changes in gold prices, changes in consumer behaviour, increased competition, regulatory changes and the challenges of managing continued growth a nd integrating acquired businesses.
Acquisitions entail risks such as failure to meet sales and profitability expectations, the discovery of unknown liabilities, and difficulties in operational and cultural integration.
The Group has implemented robust due diligence processes to evaluate potential acquisitions, including financial, operational and legal analysis. It has also implemented structured post -acquisition integration processes, including detailed integration plans, the allocation of dedicated resources, and ongoing monitoring of performance. The Group has appointed an integration manager with dedicated authority and resources, and has implemented transparent communication processes with the employees of the acquired companies.
FINANCIAL RISKS
Exposure to Gold Price Fluctuations The Group's business and financial performance is influenced by the market price of gold and silver. The Group's core business focuses on purchasing gold and, to a lesser extent, silver from retail customers and then selling it to refineries. Therefore, th e Group's revenues and profitability are influenced by the prices and trading volumes of gold and silver, with gold accounting for the substantial majority of this business. Gold and silver prices are influenced by a variety of factors beyond the Group's control, including global macroeconomic conditions, political events, financial market volatility, central bank monetary policies, exchange rate fluctuations, inflation expectations, interest rate movements and supply and demand dynamics.
The Group has developed a diversified business model by operating in various business segments (Buy- back, Jewelry Retail, Investment Gold), which provide a degree of revenue diversification and partial mitigation of the risk of price volatility. The Group constantly monitors precious metal prices and adjusts its business strategy accordingly. It has also implemented price risk management processes, including scenario analysis and contingency planning for low -price environments.
Interest rate risk The Group is exposed to interest rate risk in relation to its variable -rate debt. Significant increases in interest rates would result in higher borrowing costs and a reduction in the cash flow available for investments and distributions to shareholders. The Group has implemented active capital structure management and periodically assesses the use of hedging instruments to mitigate its exposure to interest rate risk. It has also implemented
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 22 of 74 processes for the ongoing monitoring of interest rates and financing costs, in order to identify any opportunities to optimise the capital structure in a timely manner.
Supply Difficulties and Financial Forecasts Rising gold prices may lead to supply difficulties for the Jewelry Retail and Investment Gold businesses, as demand for gold increases while product availability may be limited. The financial projections contained in the prospectus are based on assumptions subject to potential variation, which could result in discrepanci es, sometimes significant, between expected and actual results.
The Group has also implemented robust financial planning and performance monitoring processes, including scenario analysis and the periodic review of forecasts, in order to identify any deviations from forecasts in a timely manner and to take appropriate corrective action.
MARKET AND REGULATORY RISKS
Macroeconomic Conditions and Competition The Group’s business is sensitive to general macroeconomic conditions, geopolitical developments and financial market dynamics. Economic recessions, geopolitical uncertainty, inflation and high interest rates can adversely affect consumer spending patterns . The gold trading market is characterised by high competition and significant fragmentation, with low barriers to entry in certain segments, which leads to pressure on prices and margins. The Group has developed a geographical diversification strategy, operating in multiple European markets and in emerging markets, in order to reduce exposure to adverse economic conditions in any single market. Moreover, a differentiation strategy has been implemented based on service quality, brand reputation (in particular, ‘OroCash’), operational efficiency and geographical divers ification. The Group continuously invests in innovation and the development of new products and services in order to maintain a competitive advantage in the market.
Changes in Consumer Preferences and Brand Protection Consumer preferences may change as a result of trends, economic conditions or alternative investment options. The Group's success depends on the effective protection of its brands, in particular 'OroCash'. Unauthorised use by competitors and difficulties in enforcing intellectual property rights could damage the Group’s reputation and competitive position. The Group monitors market trends and adapts its range of products and services in response to changi ng consumer preferences. A trademark protection strategy has also been adopted, including registration in multiple jurisdictions and procedures for enforcing intellectual property rights. Lastly, the Group has implemented counterfeiting monitoring processe s and has developed relationships with enforcement authorities to combat the unauthorised use of its trademarks.
Multi- Jurisdictional Regulatory Compliance The Group operates in five jurisdictions (Italy, Spain, Portugal, Austria, Switzerland), each with its own specific regulatory framework on anti -money laundering (AML), customer identification (KYC) and the reporting of suspicious activity. The complexity of multi- jurisdictional compliance requires significant investments in compliance systems and dedicated resources. The regulatory framework is constantly evolving, with potential changes relating to limits on the use of cash, taxation, regulations on digit al assets (Digital Gold Tokens) and more stringent AML restrictions. Furthermore, the Buy -Sell and Buy- Back sector is sometimes subject to negative perceptions on the part of the public and regulatory authorities. The Group has implemented comprehensive compliance systems in each jurisdiction in which it operates, with ongoing regulatory
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 23 of 74 compliance monitoring processes and escalation procedures to address any violations promptly. The 231 Model has also been implemented, allocating significant resources to training staff on regulatory compliance and the prevention of corruption. The Group has appointed a Compliance Officer with dedicated authority and resources, and has implemented internal audit processes to verify the effectiveness of compliance controls.
Regulatory changes are constantly monitored and operational processes are adapted accordingly.
Group business lines The Group's results are influenced by the relative contribution of its four business lines: Buy- Sell, Investment Gold, Jewelry Retail and Buy -Back. These activities differ in their commercial characteristics, their contribution to revenue and their operating profile, and changes in the relative weight of each business line can affect the Group’s business. In particular, since the Buy-Sell activity has historically accounted for the majority of the Group’s revenues, fluctuations in the performance of this business line can significantly impact consolidated results.
Multi- brand strategy and brand positioning The Group operates in a diverse, multi -brand ecosystem, with brands targeting distinct customer segments, price points and geographies. Some brands may experience more pronounced growth or higher transaction volumes depending on local market conditions, competitive dynamics, or marketing effectiveness, while others may require greater investment to support brand awareness or repositioning. Shifts in brand composition or changes in the allocation of marketing and operational resources across brands can impac t consolidated revenue growth, margins, and profitability.
ESG-related factors
The Group's operating results may be affected by environmental, social and governance considerations, including evolving regulatory requirements, stakeholder expectations and the costs associated with maintaining and developing sustainability practices. Al though the Group operates a circular business model focused on the reuse of precious metals, changes in ESG regulations, reporting standards or market expectations may require operational adjustments, additional investments or increased compliance costs. C onsequently, ESG -related factors may affect the Group's operating performance.
HUMAN RESOURCES
Organisational Structure
The Group’s workforce a s of June 30, 2026 stood at 1,177 employees, compared to 1,123 a s at December 31, 2025.
Training and Development In the first half of 2026, the Group continued to invest in the training of shop and sales area staff, with a specific focus on enhancing sales techniques and improving methods for valuing valuables. Staff also receive ongoing training on occupational heal th and safety.
\
GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 24 of 74
Type of Contracts in place The Group mainly uses permanent employment contracts, confirming its focus on job stability. Fixed- term contracts are used on an ad hoc basis, mainly to replace staff on maternity leave and to manage the temporary increase in operational volumes associated with the rapid expansion of the store network.
During the first half of 2026, training for point -of-sale and sales area staff continued, with a particular focus on sales techniques and methods for valuing valuables. All staff are also constantly updated on safety regulations.
TRANSACTIONS WITH RELATED PARTIES
On May 21, 2026, the Company's Board of Directors approved the Procedure for Transactions with Related Parties, adopted in implementation of the Related Parties Regulation issued by Consob with Resolution No.
17221 of 12 March 2010, as subsequently amended by Resolution No. 22144 of 22 December 2021.
There were no atypical or unusual transactions as related party transactions, including intercompany transactions, that are part of the Group’s ordinary business, were made at arm’s length in consideration of the features of goods and services provided. These transactions are settled at arm's length.
Transactions with related parties other than intra -group transactions are described in the Notes to the condensed half-year consolidated financial statements, which also highlight the impact of transactions with related parties on the financial statement i tems.
SIGNIFICANT EVENTS DURING THE FIRST HALF OF 2026
Liquidation of Aurea Prestiti S.p.A.
During the first half of 2026, the liquidation procedure of the subsidiary Aurea Prestiti S.p.A. was completed.
The final liquidation financial statements a s of December 31, 2025, together with the final distribution plan, were approved by the sole liquidator on February 26, 2026. At its meeting on March 26, 2026, the Board of Directors reviewed the progress of the procedure and granted the Chief Executive Officer the powers to approve the final liquidation financial statements at the Shareholders’ Meeting and to waive the right to object to the financial sta tements and the related distribution plan. The company was subsequently removed from the Companies Register on April 27, 2026.
Approval of the 2025 annual separate and consolidated financial statements and distribution of dividends On April 23, 2026, the Board of Directors of Gens Aurea S.p.A. approved the Group's consolidated financial statements a s of December 31, 2025, which show a net profit of Euro 67,904,099. On the same date, the
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 25 of 74 Shareholders' Meeting approved the separate financial statements of Gens Aurea S.p.A. as of December 31, 2025 and resolved on the allocation of the related profit, amounting to Euro 65.610.012, providing for the distribution of dividends totalling Euro 55,000,000 and the allocation of Euro 10,610,012 to the extraordinary reserve.
Proposed listing on Euronext Milan On April 16, 2026, the plan for the admission to listing of the Company's ordinary shares on the Euronext Milan regulated market, organised and managed by Borsa Italiana S.p.A., was approved. During the first half of 2026, the preparatory activities for the listing were carried out, including the preparation of the documentation necessary for the approval of the prospectus by the National Commission for Companies and the Stock Exchange (Consob) and for admission to listing and trading by Borsa Italiana S.p.A. After the end of the half -
year, the process concluded with the commencement of trading of the Company’s ordinary shares on Euronext Milan on July 14, 2026. For further information, please refer to the section “Significant events subsequent to the end of the half -year”.
Statutory Amendments and Capital Operations Preparatory to Listing On April 23, 2026, the Extraordinary General Meeting of Shareholders of the Company, with deed executed by Notary Marco Ferrari in Milan, rep. no. 11771, racc . no. 6281, resolved to split the shares in circulation in the ratio of 100 new shares for each share held, as well as to eliminate the indication of the nominal value of the shares.
The General Meeting further approved, with effectiveness conditional upon the commencement of trading of the Company's shares on Euronext Milan, the conversion of Class A shares and Class B shares into ordinary shares in the ratio of 1 ordinary share for e ach Class A or Class B share held, as well as the adoption of a new articles of association functional to the assumption of the status of a company with shares listed on a regulated market.
Strengthening corporate governance On April 30, 2026, the Shareholders’ Meeting appointed the Company’s new Board of Directors, comprising four members – Iñigo Jaime Barcaiztegui Quiroga, Silvano Corbella, Fabio Godano and Ignacio Casanova Sánchez de Ocaña – who will remain in office until the approval of the annual financial statements as of December 31 , 2028. In the context of the listing project on Euronext Milan and in order to ensure a governance structure consistent with the regulatory requirements applicable to listed companies, the Ordinary Shareholders' Meeting held on May 21, 2026 resolved to expand the composition of the Board of Directors, increasing the number of members from four to six, through the appointment of Valentina Manfredi and Chabi Priscilla Nouri, with effect from the day following the resolution and until the a pproval of the annual financial statements as of December 31, 2028.
Renewal of the supervisory bodies and appointment of the statutory auditor On April 30, 2026, the Company's new Board of Statutory Auditors was appointed, which will remain in office until the approval of the financial statements a s of December 31, 2028. The Board of Statutory Auditors comprises three Statutory Auditors – Sonia Ferrero (Chair), Marco Ghidotti and Nicola Saba – and two Alternate Auditors – Sergio Maiorana and Alessandra D'Amico.
On May 21, 2026, the Ordinary Shareholders' Meeting appointed Deloitte & Touche S.p.A., with effect from the date on which trading in the Company's shares commences on Euronext Milan, as the new statutory auditor for
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 26 of 74 the nine -year period 2026 –2034, in accordance with the regulatory provisions applicable to public -interest entities pursuant to Articles 16 et seq. of Italian Legislative Decree No. 39 of 27 January 2010.
Merger by incorporation of Di. Da. S.r.l.
By resolution of the Board of Directors on June 4, 2026, the merger by incorporation was approved of Di. Da.
S.r.l., a wholly -owned subsidiary of the Company, into Gens Aurea S.p.A. The transaction, structured as a simplified merger pursuant to Article 2505 of the Italian Civil Code, is aimed at streamlining the Group's corporate structure, achieving operational efficiencies, reducing administrative and governance costs, and pursuing operational synergies. No new shares are to be issued, nor are any exchange ratios to be applied, given that the Company holds the entire share capital of the company being merged. The legal effectiveness of the merger shall commence from the date of the last registration of the merger deed with the competent Business Register, or from any subsequent date indicated in the deed itself.
New management incentive plan On June 4, 2026, the Shareholders' Meeting approved, subject to the completion of the Company's listing, a new incentive plan for qualified directors and managers of the Company. The plan, whose effectiveness was conditional upon the successful listing of the Company's shares, became effective following the completion of the offering and the commencement of trading. For further information, please refer to the section “Significant events subsequent to the end of the half -year”.
BUSINESS OUTLOOK
In the second half of 2026, the international macroeconomic and geopolitical environment is expected to continue to be characterised by high uncertainty and volatility. In particular, the trend in the gold fixing, which during the period recorded historica lly high levels and significant fluctuations, will continue to be a significant factor in the development of the business, affecting both the dynamics of buying and selling precious metals and the expectations of market participants.
In this scenario, the Group intends to continue implementing its strategy, preserving its identity and values and maintaining a prudent approach to risk management while, at the same time, remaining flexible in identifying development opportunities. The pr iority remains protecting the long -term value of the brands, strengthening operational efficiency and consolidating the main business lines.
In line with this approach, the Directors approved the New Business Plan 2026– 2030, which identifies the following key strategic guidelines:
- rationalisation of structural costs, both at central level and at sales network level;
- development of the retail channel, including through partnership agreements with leading jewelry manufacturers, strengthening of the Luxury Zone format in fashion outlets and enhancement of e -
commerce channels dedicated to the resale of jewelry ;
- consolidation of the gold- broking business, through new openings in high- traffic locations, light
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 27 of 74 refitting of shops and the introduction of purchasing techniques aimed at improving margins in
wholesale sales;
- development of the buying and selling of used valuables with a repurchase option, as a further lever to expand the commercial offering.
\
GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 28 of 74 INTERIM
CONDENSED
CONSOLIDATED
FINANCIAL STATEMENTS
INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION
INTERIM CONSOLIDATED INCOME STATEMENT
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
INTERIM CONSOLIDATED STATEMENT OF CASH FLOW S
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 29 of 74 INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF
JUNE 30, 2026 AND DECEMBER 31, 2025
Amounts in Euro Notes As of June 30, 2026 of which
related
parties As of
December 31,
2025 of which
related
parties
Property, plant and equipment ................................ 3.1
11,843,442
9,378,619
Goodwill .................................................................
3,996,732
3,996,732
Intangible assets ...................................................... 3.2
20,641,594
20,947,393
Rights -of-use assets ................................................. 3.3
26,742,070
20,433,522
Other non-current assets ..........................................
2,747,049
1,803,342
Other non-current financial assets ...........................
1,530,637
1,373,058
1,082,273
1,049,816
Deferred tax assets ..................................................
1,584,110
2,452,667
Total non -current assets .......................................
69,085,634
1,373,058
60,094,548
1,049,816
Inventories .............................................................. 3.4
61,079,165
97,479,682
Trade receivables .................................................... 3.5
32,563,120
14,326,150
Other current assets .................................................
3,660,050
2,508,380
Other current financial assets ..................................
1,715,842
1,561,548
Tax receivables .......................................................
3,001,562
1,574,538
Cash and cash equivalents .......................................
138,379,238
54,231,760
Total current assets ...............................................
240,398,977
-
171,682,058
-
TOTAL ASSETS ...................................................
309,484,611
1,373,058
231,776,606
1,049,816
Share Capital ........................................................... 3.6
14,836,900
14,836,900
Reserves .................................................................. 3.6
14,122,962
1,333,752
Profit for the year or period attributable to the Owners of the parent company ................................
80,322,065
67,904,099
Equity attributable to the Owners of the parent company .................................................................
109,281,927
-
84,074,751
-
TOTAL EQUITY ..................................................
109,281,927
-
84,074,751
-
Employee benefits ...................................................
720,449
744,331
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 30 of 74 Amounts in Euro Notes As of June 30, 2026 of which
related
parties As of
December 31,
2025 of which
related
parties
Deferred tax liabilities .............................................
3,678,914
3,766,799
Non-current borrowings .......................................... 3.7
54,785,919
30,883,805
Non-current tax payables ........................................
-
3,766,139
Other non-current financial liabilities ..................... 3.7
24,665,183
18,872,239
Total non -current liabilities .................................
83,850,465
-
58,033,313
-
Current borrowings ................................................. 3.7
19,901,207
17,979,260
Trade payables ........................................................
13,802,988
19,228,913
Current tax payables ................................................
46,293,779
17,829,832
Other current financial liabilities ............................. 3.7
8,207,505
7,517,212
Other current liabilities ........................................... 3.8
28,146,740
27,113,325
Total current liabilities .........................................
116,352,219
-
89,668,542
-
TOTAL LIABILITIES .........................................
200,202,684
-
147,701,855
-
TOTAL EQUITY AND LIABILITIES ...............
309,484,611
-
231,776,606
-
The following notes form an integral part of this half -year financial report.
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 31 of 74 INTERIM CONSOLIDATED INCOME STATEMENT FOR THE SIX MONTHS
ENDED JUNE 30, 2026 AND 2025
Amounts in Euro Note s As of June 30, 2026 of which
related
parties As of June 30, 2025 of which
related
parties
Revenue .................................................................. 3.10
824,833,132
359,476,831
Other income ...........................................................
1,509,008
470,183
Total revenue and other income ..........................
826,342,140
-
359,947,014
-
Purchase of goods ................................................... 3.11
669,822,930
281,604,972
Costs for services .................................................... 3.11
17,539,726
850,895
11,000,459
1,022,514
Costs for use of third-party assets ........................... 3.11
577,114
345,700
Personnel costs ........................................................ 3.11
20,850,691
17,346,424
Other operating costs .............................................. 3.11
1,198,417
865,898
Amorti zation , depreciation and impairment of assets ....................................................................... 3.12
5,867,750
6,076,562
Total operating costs .............................................
715,856,628
850,895
317,240,015
1,022 ,514
Operating profit ....................................................
110,485,512
42,706,999
Financ e costs ........................................................... 3.13 (2,080,772)
(1,222,498)
Financ e income ....................................................... 3.13
138,211
57,573
33,977
Net loss from financial activities ..........................
(1,942,561)
57,573
(1,188,521)
-
Profit (loss) before tax ...........................................
108,542,951
41,518,478
Income taxes ........................................................... 3.14
(28,220,886)
(11,464,431)
Profit for the period ..............................................
80,322,065
30,054,047
Of which:
\
GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 32 of 74 Amounts in Euro Note
s As of June 30, 2026 of which
related
parties As of June 30, 2025 of which
related
parties
Group Net Result ..................................................
80,322,065
30,054,047
Basic earnings (loss) per share ................................ 3.15
0.80
0.30
Diluted profit (loss) per share .................................. 3.15
0.80
0.30
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 33 of 74 INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR
THE SIX MONTHS ENDED JUNE 30, 2026 AND 2025
Amounts in Euro Notes As of
June 30,
2026 As of
June 30,
2025
Profit for the period ................................ ................................ ....................
80,322,065 30,054,047
Items that will not be reclassified subsequently to profit or loss :
Total items that will not be reclassified subsequently to profit or loss
- -
Items that may be reclassified subsequently to profit or loss :
Fair value gain/(loss) arising on hedging instruments during the period .... 3.7 (151,168) (20,847) Income tax relating to items that may be reclassified subsequently to the profit or loss ...............................................................................................
36,280 5,003
Total items that may be reclassified subsequently to profit or loss ......
(114,888) (15,844)
Other comprehensive income for the period net of tax .........................
(114,888) (15,844)
Total comprehensive income for the period ................................ ........... 80,207,177 30,038,203
The following notes form an integral part of this half -year financial report.
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 34 of 74 INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS OF JUNE 30, 2026 AND 2025
Amounts in Euro Share capital Legal
reserve Extraordinary
reserve Retained earnings Cash flow
hedge
reserve Profit
for the period or year Equity attributable to owners of the parent company Total Equity Shareholders’ equity as of January 1, 2025 14,836,900 908,434 61,029 4,848,231 - 34,002,537 54,657,131 54,657,131 Profit for the period ................................ ........ - - - - - 30,054,047 30,054,047 30,054,047 Other items of the comprehensive income statement ........................................................ - - - - (15,844) - (15,844) (15,844) Total result for the period .............................. - - - - (15,844) 30,054,047 30,038,203 30,038,203 Allocation of previous year result .................. - 2,195,385 41,712,318 (9,905,166) (34,002,537) - -
Dividends to shareholders .............................. (22,000,000) (22,000,000) (22,000,000) Shareholders’ equity as of June 30, 2025 ... 14,836,900 3,103,819 19,773,347 (5,056,935) (15,844) 30,054,047 62,695,334 62,695,334
Shareholders’ equity as of January 1, 2026 14,836,900 3,103,819 3,273,347 (5,056,935) 13,521 67,904,099 84,074,751 84,074,751 Profits for the period ................................ ...... - - - - - 80,322,065 80,322,065 80,322,065 Other items of the comprehensive income statement ........................................................ - - - - (114,888) - (114,888) (114,888) Total result for the period .............................. - - - - (114,888) 80,322,065 80,207,177 80,207,177 Allocation of previous year result .................. - - 65,610,012 2,294,087 - (67,904,099) - -
Dividends to shareholders .............................. - - (55,000,000) - - - (55,000,000) (55,000,000) Shareholders’ equity as of June 30, 2026 ... 14,836,900 3,103,819 13,883,359 (2,762,848) (101,368) 80,322,065 109,281,927 109,281,927
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 35 of 74
The following notes form an integral part of this financial report.
INTERIM CONSOLIDATED STATEMENT OF CASH F LOWS FOR THE SIX
MONTHS ENDED JUNE 30, 2026 AND 2025
Amounts in Euro As of June 30, 2026 As of June 30, 2025 Consolidated result ................................ ................................ ................. 80,322,065 30,054,047 Income taxes ................................ ................................ ............................. 28,220,886 11,464,431 Net financial costs/ (income) ................................ ................................ ..... 1,942,561 1,188,522 Gain and losses from investments ................................ ............................. (5,361) 4,502 Amortization, depreciation and impairment of assets ............................... 5,867,750 6,076,562 Provisions ................................ ................................ ................................ . 178,802 290,837 Other adjustments for non -monetary items ................................ ............... - (71,547) Operating cash flows before movements in working capital ................ 116,526,703 49,007,354 Decrease/(increase) in inventories ................................ ............................ 36,400,517 (14,857,045) Decrease/(increase) in trade receivables ................................ ................... (18,236,968) (1,849,415) Decrease/(increase) in trade payables ................................ ....................... (5,425,925) (3,984,191) Other changes in net working capital ................................ ....................... (2,056,420) 5,003,753 Cash flow from operating activities after changes in net working capital ...................................................................................................... 127,207,906 33,320,455 Interest received/(paid) ................................ ................................ .............. (1,813,108) (1,041,624) Income taxes paid ................................ ................................ ...................... (3,282,562) (2,179,615) Use of provisions ................................ ................................ ....................... (202,684) (267,457) Net c ash from operating activities (A) ................................ ................... 121,909,552 29,831,760 Purchases of property, plant and equipment ................................ .............. (3,658,953) (1,993,493) Proceeds on disposal of property, plant and equipment ............................. 36,917 120,818 Investments in intangible assets ................................ ................................ . (827,271) (61,471) Proceeds of intangible assets ................................ ................................ ..... - -
Investments in financial assets ................................ ................................ ... (258,000) -
Proceeds of financial assets ................................ ................................ ....... - 433,624 Investments in other financial assets ................................ ........................ (150,000) -
Proceeds of other financial assets ................................ .............................. - -
Acquisitions of subsidiaries net of cash and cash equivalents ................... - 942,067
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 36 of 74 Amounts in Euro As of
June 30, 2026 As of June 30, 2025 Net cash (used in) investing activities (B)................................ ............... (4,857,306) (558,455) Increase/(decrease) in short -term payables to banks ................................ .. (838,585) (1,077,702) Proceeds from borrowings ................................ ................................ ........ 35,107,500 15,600,000 Repayments of borrowings ................................ ................................ ....... (8,592,122) (8,648,987) Repayment of principal portion of lease liabilities ................................ ...
Dividend paid ............................................................................................ (3,581,560) (3,021,186)
(55,000,000) (13,000,000)
Net c ash (used in) financing activities (C) ................................ .............. (32,904,767) (10,147,875) Net increase/(decrease) in cash and cash equivalents (A + B + C) ....... 84,147,478 19,125,429 Cash and cash equivalents at the beginning of period ........................ 54,231,760 24,955,860 Cash and cash equivalents at the end of period ................................ ... 138,379,238 44,081,289
The accompanying notes are an integral part of these interim condensed consolidated financial statements .
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page37 of 74 For the Board of Directors of Gens Aurea S.p.A.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 38 of 74
NOTES TO THE CONDENSED HALF -YEAR CONSOLIDATED
FINANCIAL STATEMENTS AS OF JUNE 30, 2026
1. GENERAL INFORMATION ABOUT THE GROUP
1.1 THE GROUP AND ITS MAIN ACTIVITIES
Gens Aurea S.p.A. (hereinafter referred to as the 'Company', the 'Parent Company' or, together with its subsidiaries, the 'Group') is an Italian public limited company registered in the Companies Register of the Lecco Chamber of Commerce, with its register ed office at Via Mazzini, 24, Osnago (LC), Italy.
The Group operates through the Parent Company and the companies directly and entirely controlled by it in the sector of trading of precious metals, stones, watches and precious objects, both used and new, both wholesale and retail, in Italy, Spain, Portuga l, Switzerland, San Marino, and Austria. The Group also operates in the sector of precious metal trading services with right of repurchase for the benefit of the customer, through the companies Super Efectivo S.l.u., Oro Cash España S.l.u. and Orcip Oro Cash L.d.a.
In 2022, the Group also started selling gold bars in order to meet the growing demand of customers for investment goods (so- called safe haven assets), and in 2024 through the acquisition of F.B. S.r.l., the company that owns Gioiapura, the marketplace foun ded in Italy in 2001 and now Italy’s leading online jewelry retailer, the Group significantly strengthened its presence in e -commerce.
The Group’s growth and expansion strategy also includes the acquisition of Alphagold Schmuck - und Uhren Vertriebsges G.m.b.H. (hereinafter, Alphagold G.m.b.H.), an Austrian company operating in Austria with a network of 26 shops located within shopping centres, acquired on June 6, 2024.
In addition, on December 11, 2025, the Parent Company completed the acquisition of 100% of the share capital of Di.Da. S.r.l., company operating in the gold buying sector through 19 sales outlets under franchise agreement with the Company, located mainly in central Italy.
The condensed half -year consolidated financial statements as of June 30, 2026 were approved by the Board of Directors on September 29, 2026.
1.2 STANDARDS USED TO PREPARE THE HALF -YEAR CONSOLIDATED FINANCIAL
STATEMENTS
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 39 of 74
1.2.1. REFERENCE ACCOUNTING STANDARDS
The Consolidated Half -Year Financial Statements as of June 30, 2026, which constitute the first half -year financial report prepared by the Group as an issuer listed on a regulated market, have been prepared in accordance with the provisions of Article 154- ter of Italian Legislative Decree No. 58 of 24 February 1998 (Consolidated Law on Finance – “TUF”), as subsequently amended and supplemented, and in application of International Accounting Standard IAS 34 “Interim Financial Reporting”.
These half -year financial statements do not include all the information and explanatory notes required by International Financial Reporting Standards (“IFRS”) for the preparation of annual financial statements and should therefore be read in conjunction wi th the consolidated financial statements as of December 31, 2025, prepared in accordance with International Accounting Standards issued by the International Accounting Standards Board (“IASB”) and endorsed by the European Union. The term IFRS also refers to the revised International Accounting Standards (“IAS”) and the interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”), formerly the Standing Interpretations Committee (“SIC”).
The income statement, comprehensive income statement, statement of financial position, statement of changes in equity and cash flow statement are presented in full and, where applicable, are consistent with those adopted in the consolidated financial statements as of December 31, 2025. The explanatory notes, on the other hand, are prepared in summary form and, in line with the provisions of IAS 34, focus on the components of the income statement, the comprehensive income statement, the statement of financial position, the statement of changes in equity and the cash flow statement, the composition or change of which, by amount, nature or unusual character, is essential for a proper understanding of the Group's economic, equity and financial position during the half -
year.
1.2.2. STRUCTURE OF THE FINANCIAL STATEMENTS
These consolidated financial statements consist of the consolidated financial statements, which include the consolidated statement of financial position, the income statement, the comprehensive income statement, the statement of changes in consolidated sha reholders' equity, the consolidated cash flow statement and these notes (collectively, the “Condensed Consolidated Financial Statements”).
These consolidated financial statements are drawn up in Euro, which is the Group's functional currency. All amounts are expressed in Euro units, unless otherwise indicated.
The financial statements adopted by the Gens Aurea Group have the following characteristics:
- current, non -current and classified as held for sale assets and current and non- current liabilities are
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 40 of 74 shown separately in the consolidated statement of financial position. Current assets, which include cash and cash equivalents, are those intended to be realised or disposed of within twelve months of the end of the financial year; current liabilities are those expected to be settled within twelve months of the end of the financial year;
- the consolidated statement of profit or loss provides for the presentation of cost and revenue items according to their nature, and shows the intermediate results for net operating profit and pre -tax profit;
- the consolidated statement of comprehensive income shows the result components suspended in equity;
- the consolidated cash flow statement was prepared by applying the indirect method as set forth in IAS 7;
- the consolidated statement of changes in shareholders' equity has been prepared in accordance with IAS 1 and shows the net result for the year, each item recognised directly in equity, the overall effect on shareholders' equity of changes in accounting sta ndards or corrections of decisive errors and the related changes of the period, and the reconciliation of the accounting values at the beginning and end of the year.
1.2.3. BASIS OF PREPARATION
The preparation of financial statements in accordance with IFRS accounting standards requires the use of certain accounting estimates and the exercise of management's judgement in applying certain standards.
Please refer to the paragraph "Use of estimates in the preparation of financial statements" in the Group consolidated financial statements a s of December 31, 2025.
These financial statements have been prepared in accordance with the historical cost principle, with the exception of financial assets and liabilities measured at fair value or amortised cost, as discussed below.
1.2.4. GOING CONCERN
At the time of approving the condensed half -year consolidated financial statements, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue operating in the foreseeable future. Therefore, they continue to adopt the going concern basis in preparing the condensed half -
year consolidated financial statements.
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 41 of 74 2. SUMMARY OF THE MAIN SIGNIFICANT ACCOUNTING STANDARDS USED
IN PREPARING THE CONDENSED HALF -YEAR CONSOLIDATED
FINANCIAL STATEMENTS
The accounting standards adopted for the preparation of the Consolidated Half -Year Financial Statements are consistent with those used for the preparation of the Gens Aurea Group's Consolidated Financial Statements as of December 31, 2025, except for the adoption of the new standards, amendments and interpretations approved by the IASB and endorsed for adoption in Europe, which are mandatory for financial years beginning on or after January 1, 2026, as listed in the section below.
2.1. IFRS ACCOUNTING STANDARDS, AMENDMENTS AND INTERPRETATIONS
ACCOUNTING STANDARD APPLIED AS OF JANUARY 1, 2026
The following IFRS Accounting Standards, amendments and interpretations were applied for the first time by the Group from January 1, 2026:
On May 30, 2024, the IASB published the document “Amendments to the Classification and Measurement of Financial Instruments - Amendments to IFRS 9 and IFRS 7”. The document clarifies a number of problematic issues that emerged from the post -implementation review of IFRS 9, including the accounting treatment of financial assets whose returns vary based on the achievement of ESG objectives (i.e., green bonds). In particular, the amendments aim to:
- clarify the classification of financial assets with variable returns linked to environmental, social and governance (ESG) objectives, and the criteria to be used for assessing the SPPI test;
- determine that, for liabilities settled through electronic payment systems, the settlement date is the date on which the liability is extinguished. However, it is permitted to adopt an accounting policy that allows derecognising a financial liability befor e delivering cash on the settlement date, provided that certain specific conditions are met.
With these amendments, the IASB also introduced additional disclosure requirements, particularly concerning investments in equity instruments designated at FVTOCI.
The adoption of this amendment had no effect on the Group’s consolidated financial statements.
On December 18, 2024, the IASB published an amendment called “Contracts Referencing Nature- dependent Electricity – Amendment to IFRS 9 and IFRS 7”. The document aims to support entities in accounting for the financial effects of contracts for the purchase of electricity g enerated from renewable sources (often structured as Power Purchase Agreements). Under these contracts, the amount of electricity generated and purchased may vary due to uncontrollable factors, such as weather conditions. The IASB has made targeted amendme nts to IFRS 9 and IFRS 7.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 42 of 74
The amendments include:
- clarification on the application of ‘own use’ requirements to this type of contract;
- criteria to enable the accounting for such contracts as hedging instruments; and,
- new disclosure requirements to enable users of financial statements to understand the effect of these contracts on an entity’s financial performance and cash flows.
The adoption of this amendment had no effect on the Group’s consolidated financial statements.
On July 18, 2024, the IASB published a document called “Annual Improvements Volume 11”. The document includes clarifications, simplifications, corrections and amendments aimed at improving the consistency of various IFRS Accounting Standards. The amended standards are :
- IFRS 1 First -time Adoption of International Financial Reporting Standards;
- IFRS 7 Financial Instruments: Disclosures and the related guidance on the implementation of IFRS 7;
- IFRS 9 Financial Instruments;
- IFRS 10 Consolidated Financial Statements;
- IAS 7 Statement of Cash Flows.
The adoption of this amendment had no effect on the Group’s consolidated financial statements.
2.2. ACCOUNTING STANDARDS, AMENDMENTS AND IFRS ACCOUNTING
STANDARDS INTERPRETATIONS APPROVED BY THE EUROPEAN UNION, NOT YET OBLIGATORILY APPLICABLE AND NOT ADOPTED IN ADVANCE BY THE
GROUP AS OF JUNE 30, 2026
As of the date of this document, the competent bodies of the European Union have completed the endorsement process necessary for the adoption of the amendments and standards described below. However, these standards are not mandatorily applicable and have not been adopted early by the Group a s of June 30, 2026:
On April 9, 2024, the IASB published a new standard, IFRS 18 Presentation and Disclosure in Financial Statements, which will replace IAS 1 Presentation of Financial Statements. The new standard aims to improve the presentation of the financial statements, with a particular focus on the statement of profit or loss. In particular, the new standard requires:
- the classification of revenue and costs into three new categories (operating segment, investing segment and financing segment), in addition to the tax and discontinued operations categories already included in the statement of profit or loss;
- the presentation of two new sub- totals, the operating result and the result before interest and taxes (i.e.
EBIT).
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 43 of 74 The new standard also:
- requires more information on the performance indicators defined by management;
- introduces new criteria for the aggregation and disaggregation of information; and,
- introduces a number of changes to the layout of the cash flow statement, including a requirement to use operating profit as the starting point for the presentation of the cash flow statement prepared using the indirect method, and the removal of certain cl assification options for some existing items (such as interest paid, interest received, dividends paid and dividends received).
The new standard will be applicable starting from January 1, 2027. However, earlier application is permitted. At the date of preparation of these financial statements, the Directors are evaluating the possible effects of the introduction of this new standard on the Group’s consolidated financial statements.
2.3. IFRS ACCOUNTING STANDARDS, AMENDMENTS AND INTERPRETATIONS
NOT YET ENDORSED BY THE EUROPEAN UNION
As of the date of this document, the competent bodies of the European Union have not yet completed the approval process necessary for the adoption of the amendments and standards described below.
On May 9, 2024, the IASB published a new standard, IFRS 19 Subsidiaries without Public Accountability:
Disclosures (together with the Amendments to IFRS 19 Subsidiaries without Public Accountability: Disclosures published on August 21, 2025). The new standard introduces some simplifications with reference to the disclosures required by IFRS in the financial statements of a subsidiary, which meets the following
requirements:
- it has not issued equity or debt instruments listed on a market and is not in the process of issuing them;
- its own parent company prepares consolidated financial statements in accordance with IFRS.
The new standard takes effect from January 1, 2027. However, earlier application is permitted. The Directors do not expect a significant impact on the Group’s consolidated financial statements to arise due to the adoption of such amendment.
On November 13, 2025, the IASB published a document called “Translation to a Hyperinflationary Presentation Currency – Amendment to IAS 21”, which clarifies the translation procedures for an entity whose presentation currency is the currency of a hyperinflationary economy. An entity shall apply the amendments if:
- its functional currency is the currency of a non- hyperinflationary economy, and it is translating its results of operations and financial position into the currency of a hyperinflationary economy; or,
- it is translating the results of operations and the financial position of a foreign operation whose functional currency is the currency of a non- hyperinflationary economy into the currency of a hyperinflationary economy.
The amendments will apply from the financial statements for financial years beginning on or after January 1, 2027. The Directors do not expect an impact on the Group’s consolidated financial statements to arise due to the adoption of such amendment.
On May 27, 20262026227, 2026, the IASB published IFRS 20 – Regulatory Assets and Regulatory Liabilities.
The new standard applies to all entities subject to a specific type of tariff regulation, namely tariff regulation that creates timing differences.
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 44 of 74 The objective of the new standard is to require an entity to provide relevant information that represents the impact of income and costs arising from regulated activities on the entity's profit or loss, as well as the impact of assets and liabilities arising from regulated activities on the statement of financial position. To achieve this objective, the new standard defines the requirements for the recognition, measurement, presentation and disclosure of assets, liabilities, income and expenses arising from regulated activities. Assets and liabilities arising from regulated activities constitute a subset of the rights and obligations created by a regulatory agreement. Disclosures relating to this subset of rights and obligations enable users of financial sta tements to
understand:
- the revenues and costs arising from an entity's regulated activities, which arise from the assets and liabilities arising from regulated activities. This understanding, together with the information required by other IFRS standards, will provide guidance o n the total remuneration allowed for regulated goods or services provided by the entity in a reporting period and, consequently, on the entity's profit or loss and future cash flow prospects,
- the assets and liabilities arising from an entity's regulated activities. This understanding will provide information on the entity's financial position at the end of a reporting period and on the amount, timing and uncertainty of the entity's future cash flows.
IFRS 20 shall replace IFRS 14 – Regulatory Deferral Accounts and shall apply starting from 1 st January 2029.
Early application is permitted.
The Directors do not expect a significant impact on the Group’s consolidated financial statements to arise due to the adoption of such standard.
On June 27, 2026, the IASB published a document called “Amendments to the Fair Value Option for Investments in Associates and Joint Ventures (Amendments to IAS 28)” that clarifies which entities are eligible to measure investments in associates and joint ventures usin g the fair value measurement option provided for in IAS 28. The IASB has decided to develop amendments to address:
- the lack of clarity on the meaning of “similar entities, including investment- linked insurance funds” and on how this definition should be interpreted, whether narrowly or broadly; and,
- the different interpretations of the relationship between the scope of the fair value option in IAS 28 and the requirements of IFRS 18 relating to “specified main business activities”.
The amendments will apply at the same time as the application of IFRS 18 and thus, starting from the financial statements for FY beginning on or after January 1, 2027. The directors do not expect a significant impact on the Group's consolidated financial statements from the adoption of said amendments.
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 45 of 74 3. ANALYSIS OF THE COMPOSITION OF THE MAIN ITEMS IN THE
STATEMENT OF FINANCIAL POSITION AND PROFIT OR LOSS
STATEMENT
3.1 PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment amount to Euro 11,843,442 as of June 30, 2026 (Euro 9,378,619 as of December 31, 2025) and are detailed , along with changes of the period, as follows :
Amounts in Euro Plant and machinery Industrial and
commercial
equipment Other property,
plant and
equipment Assets under
construction and
advances Total Property,
plant and
equipment
Net value a s of January 1, 2026 ......... 2,115,618 1,395,023 5,819,556 48,422 9,378,619 Additions ..................... 1,295,125 314,668 1,598,212 450,949 3,658,954 Reclassifications ......... 38,331 - 48,564 (86,895) -
Disposals ..................... (86,859) (13,464) (7,810) - (108,133) Depreciation ............... (467,132) (71,956) (623,486) - (1,162,574)
Decrease of
accumulated
depreciation ................. 68,766 - 7,810 - 76,576 Net carrying amount as of June 30, 2026..... 2,963,849 1,624,271 6,842,846 412,476 11,843,442 Plants and machinery This item includes the installation of alarm and air conditioning systems in leased shops. The period increases of Euro 1,295,125, mainly reflect the installation of these systems in new openings and the refurbishment of existing stores.
Industrial and commercial equipment This item mainly consists of assets such as scales, storage containers and other shop equipment.
Other property, plant and equipment This item mainly includes assets such as furniture, signs and office machines, as well as leasehold improvements.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 46 of 74
Assets under construction and advances This item refers to costs capitalised in connection with the Group's store network expansion projects , represented mainly by leasehold improvements relating to stores not yet opened as of June 30, 2026. These costs will be reclassified to the relevant destination item upon completion of the works and amortised from the date on which the assets become available for use.
3.2 INTANGIBLE ASSETS
Intangible assets (excluding goodwill) amount to Euro 20,641,594 as of June 30, 2026 (Euro 20,947,393 a s of December 31, 2025) and are detailed , along with changes of the period, as follow s:
Amounts in Euro Industrial patents
and intellectual
property rights Concessions,
licenses,
trademarks and
similar rights Other intangible assets Assets under
development and
advances Total intangible
assets
Net carrying
amount as of
December 31,
2025 .................... 70,188 20,585,011 116,874 175,320 20,947,393 Additions ............. 789,449 3,381 34,441 - 827,271 Reclassifications . 175,320 - - (175,320) -
Disposals ............. - - (35,764) - (35,764)
Amortization for
the period ............ (155,461) (936,973) (40,636) - (1,133,070)
Decrease of
accumulated depreciation .........
- - 35,764 - 35,764
Net carrying
amount as of June 30, 2026 ..... 879,496 19,651,419 110,679 - 20,641,594
Industrial patent and intellectual property rights The item “Industrial patent rights and intellectual property rights” mainly includes costs incurred for upgrades to the e -commerce platform.
Concessions, licenses, trademarks and similar rights
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 47 of 74 The item "Concessions, licenses, trademarks and similar rights" mainly includes the Oro Cash brand, the Super Efectivo brand and the Alfieri & St. John brand.
Other intangible assets This item includes long -term expenses.
Intangible assets under construction and advance payments This item, which as of December 31, 2025 mainly included improvements in progress to the management software used by the Group, was reclassified during the half -year to the relevant destination items, following the completion of the related projects. The amortisation of these improvements commenced on the date on which they became available for use.
Impairment of intangible assets and goodwill As of the date of preparation of these Interim Consolidated Financial Statements, no triggering events have been identified that would require an impairment test to be performed to assess the recoverability of the carrying amount of assets with an indefini te useful life and goodwill. Accordingly, the impairment test will be performed as part of the preparation of the annual financial statements.
3.3 RIGHTS OF USE FOR LEASED ASSETS
The Group’s right -of-use assets are detailed below in the three categories identified:
The table below shows the change of the Right of Use a s of June 30, 2026:
Amounts in Euro 01.01.2026 Lease modification Increases/( Dep
reciation /
(Depreciation ) Decreases Adjustments 30.06.2026 Historical cost . 49,364,727 4,829,022 5,048,764 (1,294,238) 367 57,948,642
Accumulated
amortisation .... (28,931,205) - (3,572,106) 1,294,238 2,501 (31,206,572) Amounts in Euro As of June 30, 2026 As of December 31, 2025 Buildings ................................ ................................ ................ 25,752,760 19,666,230 Plants ................................ ................................ ...................... - 49,710 Vehicles ................................ ................................ ................... 989,310 717,582 Total ................................ ................................ ....................... 26,742,070 20,433,522
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 48 of 74 Amounts in Euro 01.01.2026 Lease
modification Increases/( Dep
reciation /
(Depreciation ) Decreases Adjustments 30.06.2026
Net carrying
amount ........... 20,433,522 4,829,022 1,476,658 - 2,868 26,742,070
3.4 INVENTORIES
The item Inventories includes inventories of gold, silver and other products for sale. Below is a breakdown of inventories as of June 30, 2026 and as of December 31, 2025:
The value of inventories as of June 30, 2026 amounts to Euro 61.1 million (Euro 97.5 million at 31 December 2025), net of a provision for theft/robbery amounting to Euro 1.3 million (Euro 968 thousand at 31 December 2025) and an inventory write -down provision amounting to Euro 2.2 million (Euro 2.9 million at 31 December 2025).
Raw, ancillary and consumable materials relate to recovered diamonds and raw materials used for the production of jewelry under the “Alfieri & St. John” brand.
Inventories of finished products and goods include:
- used gold products waiting to be sold to the transferee;
- used silver products waiting to be sold to the transferee;
- new products intended for retail sale.
Details of changes in provisions as as of June 30, 2026 are shown below:
Amounts in Euro 01.01.2026 Write -down Releases Uses 30.06.2026 Inventory write -down provision ......................... 2,853,199 - - (665,944) 2,187,255
Theft/robbery
reimbursement provision . 967,864 633,186 (58,689) (261,754) 1,280,607 As of June 30, 2026 As of December 31, 2025 Raw, ancillary and consumable materials .............................. 303,910 853,780 Finished products and goods ................................ ................... 60,775,255 96,625,902 Total ................................ ................................ ...................... 61,079,165 97,479,682
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page49 of 74 The provision for theft and robbery includes the provisions made by the Group for thefts suffered, for an amount equal to the value of the goods found to be missing.
The inventory write -down provision, on the other hand, reflects the effects of the write -down of inventories with low turnover, as well as inventories the net realisable value of which is lower than their carrying value.
3.5 TRADE RECEIVABLES
Details of trade receivables as of June 30, 2026 and December 31, 2025, respectively, are set out below:
Receivables amounted to Euro 32.6 million as of June 30, 2026 (Euro 14.3 million as of December 31, 2025) and mainly relate to receivables from the Swiss refinery Argor- Heraeus S.A. amounting to Euro 12.4 million and to sale and purchase transactions with a repurchase right granted to the customer amounting to Euro 12.5 million (Euro 10.7 million as of December 31, 2025).
The provision for bad debts as of June 30, 2026 amounted to Euro 145,272. The Group has maintained the provision at the same level as of December 31, 2025, considering it adequate to reflect the estimated realisable value of trade receivables in the financial statements.
Details of trade receivables by geographical area as of June 30, 2026 are provided below:
3.6 EQUITY
Consolidated equity as of June 30, 2026 and as of December 31, 2025 includes share capital and reserves. There have not been changes in the share capital within the period.
3.6.1. SHARE CAPITAL Amounts in Euro 30.06.2026 31.12.2025 Trade receivables ................................ ................................ .... 32,563,120 14,326,150 Amounts in Euro Geographical area ................................ ................ Foreign countries Italy Total Trade receivables ................................ ................ 27,946,309 4,616,811 32,563,120
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 50 of 74
On April 23, 2026, the Extraordinary Shareholders’ Meeting of the Company, by resolution drawn up by the Notary Marco Ferrari in Milan, deed no. 11771, file no. 6281, approved the splitting of the Company’s shares in the ratio of 100 new shares for each share held, as well as the removal of the indication of the nominal value of the shares.
The effective date of the split is therefore May 19, 2026, the date on which the new Articles of Association were filed with the Companies Register.
Therefore, as of June 30, 2026, the Company's share capital amounted to Euro 14,836,900 and was represented by 101,000,000 shares with no nominal value, divided into class A and class B shares, each of which confers the right to one vote.
On the same date, prior to the commencement of trading of the Company’s shares on Euronext Milan, the shares were registered and issued in dematerialised form pursuant to Articles 83- bis et seq. of Italian Legislative Decree No. 58/1998.
As of June 30, 2026, the Company's share capital was divided into Class A shares, held by Mattina Holding S.A. and representing 99% of the share capital, and Class B shares, entirely held by My Braves S.r.l. and representing 1% of the share capital. Class B shares enjoyed the same administrative rights as Class A shares, including voting rights, but granted enhanced economic rights pursuant to the articles of association in force at that date. My Braves S.r.l. was held 99% by the Company's managers and 1% by Mattina Holding S.A.
From the date on which the Company's shares began trading on Euronext Milan, the class A shares and class B shares were converted into ordinary shares at a ratio of one ordinary share for each class A or B share held. Following this conversion, the share c apital is represented by 101,000,000 ordinary shares, with no stated nominal value, all with the same rights and each carrying one vote.
For information regarding the new Management Incentive Plan ("MIP"), please refer to the section "S ignificant events s ubsequent to the end of the half -year".
3.6.2. RESERVES
Reserves amount to Euro 14.1 million as of June 30, 2026 (Euro 1.3 million as of December 31, 2025) and are broken down as follows:
Amounts in Euro As of June 30, 2026 As of December 31, 2025 Legal reserve ................................ ................................ ........... 3,103,819 3,103,819 Extraordinary reserve ................................ .............................. 13,883,359 3,273,347
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page51 of 74
3.7 BORROWINGS AND OTHER FINANCIAL LIABILITIES
Details of bank borrowings and other current and non -current financial liabilities a s of June 30, 2026 and December 31, 2025, are set out below.
3.7.1 BORROWINGS
The table below provides details of borrowings as of June 30, 2026: This item is attributable to short- term and medium -/long -term loans intended to support the Group’s financial requirements:
Amounts in Euro As of June 30, 2026 As of December 31, 2025 Current portion ................................ ..... 19,901,207 17,979,260 Non-current portion .............................. 54,785,919 30,883,805 Total ................................ .................... 74,687,126 48,863,065
Below is the disclosure required by IFRS 7 concerning the breakdown of bank loans (excluding overdrafts) as of June 30, 2026:
ISP Loan
004/01497507 ..... 100,000 13/09/2019 13/09/2026 3,928 3,928 -
Simest Loan
33408 .................. 480,000 28/04/2021 31/12/2027 180,000 120,000 60,000 Simest Loan 1990 200,070 31/03/2022 07/11/2028 125,053 50,027 75,026 Amounts in Euro As of June 30, 2026 As of December 31, 2025 Retained earnings ................................ ................................ .... (2,762,848) (5,056,935) Cash flow hedge reserve ................................ ......................... (101,368) 13,521 Total ................................ ................................ ....................... 14,122,962 1,333,752
Lending
institution Amount
financed Date of signing Maturity Rate Outstanding debt as of
June 30,
2026 Current Non-
current
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page52 of 74 BANCA SELLA
Loan 2541K ........ 160,000 12/04/2024 12/04/2029 95,164 32,382 62,782
SELLA Loan
2541L .................. 60,000 17/07/2024 17/07/2026 2,626 2,626 -
Intesa San Paolo
Loan
10227040323 ...... 3,000,000 16/12/2024 16/12/2026 Euribor
1M +
1.90% 779,346 779,346 -
BBVA Loan
32946 .................. 700,000 19/03/2025 19/03/2028 417,139 235,599 181,540 Unicredit Loan .... 20,000,000 03/06/2026 01/07/2030 Euribor
3M +
1.95% 19,488,076 2,985,022 16,503,054 ISP Loan 1324 ..... 15,000,000 28/05/2026 30/09/2029 Euribor
1M +
1.80% 14,703,204 2,752,025 11,951,179 BBVA Loan No.
32950 .................. 300,000 19/03/2025 19/03/2028 178,774 100,971 77,803
Simest Loan
500730 ................ 125,000 24/04/2025 24/04/2029 125,117 117 125,000
BPM Loan
8088310 .............. 10,000,000 28/05/2025 31/12/2029 Euribor
6M +
2.50% 7,547,692 2,117,935 5,429,757
BPM Loan
8103498 .............. 1,250,000 28/05/2025 29/03/2030 Euribor
6M +
2.50% 1,250,000 312,500 937,500
BPM Loan
8262272 .............. 700,000 28/05/2025 29/03/2030 Euribor
6M +
2.50% 700,000 175,000 525,000
BPM Loan
8262056 .............. 2,000,000 28/05/2025 29/03/2030 Euribor
6M +
2.50% 2,000,000 500,000 1,500,000
BPM Loan
8205195 .............. 1,000,000 28/05/2025 29/03/2030 Euribor
6M +
2.50% 1,000,000 250,000 750,000
BPM Loan
8126419 .............. 1,450,000 28/05/2025 29/03/2030 Euribor
6M +
2.50% 1,450,000 362,500 1,087,500
BPM Loan
8088367 .............. 3,600,000 28/05/2025 29/03/2030 Euribor
6M +
2.50% 3,600,000 900,000 2,700,000
MPS Loan
994424618 .......... 10,000,000 29/07/2025 30/09/2029 Euribor 3M +1.60% 9,240,453 2,834,586 6,405,867
Mediocredito
Centrale Loan ...... 5,000,000 05/11/2025 31/12/2029 Euribor 3M +2.05% 4,947,369 1,403,978 3,543,391
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page53 of 74 BBVA Loan
35654 .................. 300,000 05/11/2025 05/11/2028 244,525 99,160 145,365
BBVA Loan
35653 .................. 700,000 05/11/2025 05/11/2028 570,558 231,373 339,186
Banca del
Mezzogiorno
Loan .................... 2,500,000 07/11/2025 31/12/2029 Euribor 3M +2.05% 2,473,355 701,835 1,771,520
SIMEST Loan
900548 ................ 207,500 16/01/2026 14/03/2031 207,811 311 207,500 Santander Loan ... 500,000 17/06/2026 16/06/2031 500,364 93,414 406,949 Total ................... 71,830,554 17,044,635 54,785,919
Financial covenants
Following the financing agreements entered into in 2025 and 2026 with Banco BPM, Banca del Mezzogiorno, Mediocredito Centrale and UniCredit, the Group is subject to compliance with financial covenants and the provision of guarantees. Such financings require compliance with the same financial covenant, calculated on a consolidated basis, represented by the ratio between Net Financial Position and EBITDA, as defined in the respective agreements, which shall not exceed 2.00x. The covenants were verified and complied with on the occasion of the approval of the Group's consolidated financial statements as of December 31, 2025 and, based on the Group's economic and financial forecasts, compliance with the same covenants is expected at the next contractually scheduled verification date. Any failure to comply with the covenants results in the loss of the benefit of the term and grants the financing banks the right to request the immediate repayment of the financings.
New loans
During the financial year 2026, the Group strengthened its financial structure by taking out new facilities and loans totalling Euro 80,000,000. In particular, on May 28, 2026, Banco BPM granted a revolving facility for a maximum amount of Euro 35,000,000, Intesa Sanpaolo granted a new loan for Euro 15,000,000, and on June 3, 2026, UniCredit granted a loan for Euro 20,000,000, in addition to a revolving facility for Euro 10,000,000. As of the reporting date, the revolving facilities granted by Banco BPM and UniCredit have not been drawn down.
Real guarantees
With regard to guarantees, the financing provided by Banco BPM is secured by a non -possessory pledge over the Company’s gold holdings, as well as by the assignment by way of security of receivables arising from acquisitions and intercompany loans funded using the proceeds of the financing itself. Following the granting, in 2026, of the additional revolving facility of Euro 35,000,000 by Banco BPM, the non- possessory pledge was also extended to secure the obligations arising from this facility, without any novation effect with respect to the original security.
3.7.2. OTHER FINANCIAL LIABILITIES
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 54 of 74
The following table shows a breakdown of other financial liabilities as of June 30, 2026 and as of December 31, 2025.
Amounts in Euro As of June 30, 2026 As of December 31, 2025 Current financial lease liabilities .......... 6,754,672 5,991,332 Non-current financial lease liabilities ... 21,453,924 16,058,219 Other current financial liabilities .......... 1,452,833 1,525,880 Other non -current financial liabilities .. 3,211,259 2,814,020 Total ................................ .................... 32,872,688 26,389,451 As of June 30, 2026, other financial liabilities totalled Euro 32,872,688 (Euro 26,389,451 as of December 31, 2025), and mainly comprised financial liabilities for leases recognised under IFRS 16, residual payables relating to acquisitions completed in 2024 and 2025, liabilities related to the fair value measurement of outstanding derivative instruments, as well as other residual financial liabilities, including the payable to Ricoh Italia S.r.l. relating to a loan agreement for the purchase of electronic devices.
Deferred Consideration Payable Related to Acquisitions As of June 30, 2026 and as of December 31, 2025, other financial liabilities include the outstanding payables related to the acquisitions of Di.Da. S.r.l. and F.B. S.r.l., completed in 2025 and 2024 respectively. With reference to the acquisition of Di.Da. S.r.l., completed on 11 December 2025, th e outstanding debt amounted to Euro 2,685,087 as of June 30, 2026 (Euro 2,610,444 as of December 31, 2025), of which Euro 1,428,051 was classified under current liabilities and Euro 1,257,036 under non- current liabilities. With reference to the acquisition of F.B. S.r.l., completed on 21 May 2024, the outstanding debt amounted to Euro 1,650,389 as of June 30, 2026 (Euro 1,597,417 as of December 31, 2025), entirely classified under non -current liabilities.
Derivative financial instruments As of June 30, 2026, the Group had Interest Rate Swap (“IRS”) derivative contracts in place, entered into to hedge the risk of changes in cash flows related to the payment of interest on variable -rate loans. These instruments are designated as cash flow hedge instruments in accordance with IFRS 9.
The outstanding IRS relate to loans entered into with Banco BPM in May 2025, with Intesa Sanpaolo in May 2026 and with UniCredit in June 2026. As of June 30, 2026, the three IRS relating to the Banco BPM loan had an overall positive fair value of Euro 133,615; the IRS relating to the Intesa Sanpaolo loan had a negative fair value of Euro 167,849; and the IRS relating to the UniCredit loan had a negative fair value of Euro 99,143.
The fair value measurement of outstanding derivative instruments is recognised under financial assets or liabilities depending on their sign at the reporting date.
Financial liabilities for leases
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 55 of 74
Changes in financial liabilities for leases (IFRS 16) from January 1, 2026 to June 30, 2026 are shown below:
\
GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page56 of 74 Amounts in Euro 01.01.2026 Lease
modificati
on Increases
(new
contracts) Increases
(accrued
finance
costs) Decreases Adjustments 30.06.2026 Lease Liabilities 22,049,551 4,829,022 5,048,764 629,515 (4,211,075) (137,180) 28,208,597
The increases refer to the financial debt related to the new contracts signed during the period and the financial expenses accrued. The decreases refer to the portion of lease payments made during the period. Changes in leases, on the other hand, reflect contractual changes that occurred during the period.
For the purpose of measuring new lease liabilities and contract modifications recognised during the period, the Group applied an incremental borrowing rate of 4.70% (5.85% for the financial year 2025).
Reconciliation of changes in financial liabilities in accordance with IAS 7 Below is the reconciliation statement for liabilities arising from financing activities, showing separately the monetary and non -monetary changes that occurred during the period, as required by IAS 7:
Cash Changes Non-Cash Changes Amounts in Euro 01.01.2026 Increases Reimbursemen ts Additions to Right of Use Other 30.06.2026 Borrowings ... 45,172,400 35,107,500 (8,556,412) 107,066 71,830,554
Bank
overdraft ....... 3,690,665 (838,585) 4,492 2,856,572
Lease
financial
liabilities ....... 22,049,551 (3,581,560) 5,048,764 4,691,842 28,208,597
Payables for
acquisitions ... 4,207,861 127,615 4,335,476
Other
financial
liabilities ....... 132,039 (35,710) 232,286 328,615 Total ............. 75,252,516 35,107,500 (13,012,267) 5,048,764 5,163,301 107,559,814
3.8 OTHER CURRENT LIABILITIES
Details of other current liabilities respectively as of June 30, 2026 and as of December 31, 2025 are shown
below:
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 57 of 74
Amounts in Euro As of June 30, 2026 As of December 31, 2025 Payables to social security institutions . 1,384,129 1,138,916 Payables to personnel for salaries, holidays and additional monthly payments .............................................. 4,628,984 4,478,315 Advance payments from customers ..... 18,622,001 19,909,373 Other ................................ .................... 3,511,626 1,586,721 Total ................................ .................... 28,146,740 27,113,325
The caption “Other” mainly consists of accru ed expenses and deferred income, primarily relating to costs pertaining to the current period that will be settled in subsequent years (accrued expenses) and to revenues already recognised, the economic accrual of which is deferred to future periods (deferred income). Advances from cust omers refer to amounts already received from the main customers, i.e. the foundries.
3.9 SEGMENT INFORMATION
As of June 30, 2026, in accordance with IFRS 8 “Operating Segments”, the Group has identified its reportable segments based on the operating segments that are regularly reviewed by the Chief Executive Officer, as the Chief Operating Decision Maker (“CODM”), for the purp oses of strategic decision -making, resource allocation and performance assessment.
The CODM considers the Group to be a single operating segment. The Group companies are in fact active in the trade of gold and precious metals in various forms (gold buying, retail jewelry , investment gold, buy- back services). However, they operate on the basis of an integrated and unified strategy, with management and coordination exercised by a single management team and with consistent planning, control and operational management process es.
In light of this approach, the Group does not report information on separate operating segments, nor are segmented assets or liabilities recognised and reported to the CODM for the purposes of performance assessment and resource allocation. Management and performance information is therefore presented at the consolidated level. For a breakdown of revenues by type and geographical area, see Note 3.10 of this half -year financial report. Revenues of Euro 824,833 thousand in the half -year ended June 30, 2026 (Euro 359,477 thousand in the half -year ended June 30, 2025) mainly derive from sales to the Group's two main customers, each of which accounts for at least 10 percent of the Group's consolidated revenues in the half -years ended June 30, 2026 and 2025. No other single customer contributed 10 percent or more to the Group's revenue in the half -
years ended June 30, 2026 and 2025.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 58 of 74
The breakdown of revenues by business line is shown below:
Below is a breakdown of revenues by geographical area:
For the Buy- Sell business, revenues by geographical area are allocated on the basis of the location where the gold and jewelry are purchased through the Group's network of shops (place of origin), rather than on the basis of the end customer's location or the consolidation centre.
3.11 OPERATING COSTS
Below is a breakdown of operating costs:
3.10 REVENUES
Amounts in Euro As of June 30, 2026 As of June 30, 2025 Buy-Sell ................................ ................................ .................. 793,676,084 333,099,801 Investment Gold ................................ ................................ ..... 15,702,095 11,237,626 Jewelry Retail ................................ ................................ ......... 9,746,268 10,827,885 Buy-Back ................................ ................................ ................ 5,289,158 4,197,110 Other revenues ................................ ................................ ........ 419,527 114,409 Total ................................ ................................ ....................... 824,833,132 359,476,831 Amounts in Euro As of June 30, 2026 As of June 30, 2025 Italy ................................ ................................ ........................ 558,679,579 227,493,336 Spain ................................ ................................ ....................... 162,497,595 76,900,542 Switzerland ................................ ................................ ............. 87,710,287 46,848,377 Austria ................................ ................................ .................... 8,386,861 5,339,739 Portugal ................................ ................................ .................. 7,415,267 2,706,796 San Marino ................................ ................................ ............. 143,543 188,041 Total ................................ ................................ ....................... 824,833,132 359,476,831
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 59 of 74 Amounts in Euro As of June 30, 2026 As of June 30, 2025 Purchases of goods ................................ .......................... 669,822,930 281,604,972 Costs for services ................................ ............................ 17,539,726 11,000,459 Costs for rents and leases ................................ ................ 577,114 345,700 Personnel costs ................................ ................................ 20,850,691 17,346,424 Other operating costs ................................ ...................... 1,198,417 865,898 Total ................................ ................................ ............... 709,988,878 311,163,453
The item Purchases of goods includes purchases of used gold and silver, purchases of new goods for sale and purchases made for the production of new jewelry for sale.
Below is the breakdown of costs for services:
Costs for services
Amounts in Euro As of June 30, 2026 As of June 30, 2025 Advertising expenses ................................ ................................ ....... 4,085,075 2,988,542 Professional and consult ing fees ................................ ...................... 5,689,148 2,079,215 Bank ing fees and charges ................................ ................................ . 939,205 534,940 Shipping and logistic costs ................................ ............................... 1,711,764 1,279,579 Board of Directors’ fees ................................ ................................ ... 626,215 426,500 IT expenses ................................ ................................ ...................... 385,178 951,132 Utilities ................................ ................................ ............................ 666,365 682,756 Other service costs ................................ ................................ ........... 3,436,776 2,057,795 Total ................................ ................................ ................................ 17,539,726 11,000,459
Fees for professional and consultancy services relating to the half -year ended June 30, 2026 include costs related to the IPO transaction of Euro 4.5 million.
The item " Other service costs " mainly includes commissions and subscription fees. e -commerce commissions relating to sales transactions and costs for warehouse management services.
Personnel costs
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 60 of 74 Amounts in Euro As of June 30, 2026 As of June 30, 2025 Wages and salaries ................................ ................................ 15,281,994 12,779,021 Social security contributions ................................ ................. 4,245,600 3,762,493 Post-employment benefits ................................ ..................... 755,479 533,521 Other employee costs ................................ ............................ 567,618 271,389 Total ................................ ................................ ..................... 20,850,691 17,346,424
Personnel costs as of June 30, 2026 include the first instalment of an extraordinary one -off bonus linked to the IPO, for a total amount of Euro 239,360.
3.12 AMORTIZATION, DEPRECIATION AND IMPAIRMENT OF ASSETS
The following table shows a breakdown of Depreciation, amortisation and impairment of assets as of June 30, 2026 compared with the previous period:
Amounts in Euro As of June 30, 2026 As of June 30, 2025 Depreciation of right -of-use assets ................................ ................... 3,572,106 3,100,402 Depreciation of property, plant and equipment ................................ 1,162,574 885,265 Amortization of intangible assets ................................ ..................... 1,133,070 1,148,879 Impairments of assets ................................ ................................ ....... - 942,017 Total ................................ ................................ ................................ 5,867,750 6,076,562
3.13 NET FINANCE INCOME AND COSTS
The breakdown of financial income and expenses as of June 30, 2025 and 2026 is shown below:
Amounts in Euro As of June 30, 2026 As of June 30, 2025 Interest expense on loans ................................ ..................... 1,141,075 302,326
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 61 of 74 Amounts in Euro As of June 30, 2026 As of June 30, 2025 Interest expense on leases ................................ .................... 629,515 653,939 Other financial expenses ................................ ...................... 310,182 266,233 Total financial expenses ................................ ..................... 2,080,772 1,222,498 Other financial income ................................ ......................... 138,211 33,977 Total financial income ................................ ....................... 138,211 33,977
3.14 INCOME TAXES
Income taxes are recognised on the basis of estimated taxable income, in accordance with current legislation, taking into account applicable reliefs and available tax credits.
Amounts in Euro As of June 30, 2026 As of June 30, 2025 Current taxes ................................ ................................ ........ 27,403,824 11,216,109 Deferred tax liabilities/assets ................................ ............... 817,062 248,322 Total ................................ ................................ .................... 28,220,886 11,464,431
3.15 EARNINGS PER SHARE
The calculation of Earnings Per Share (EPS) as of June 30, 2026 and as of June 30, 2025 is reported in the table below and is based on the ratio of profit attributable to the Group to the number of shares.
Diluted earnings per share are equal to basic earnings per share, as there are no potentially dilutive instruments in the periods presented.
Amounts in Euro, unless otherwise indicated for the number of shares As of June 30, 2026 As of June 30, 2025 A. Profit for the period attributable to owners of the parent company for basic and diluted earnings per share ............... 80,322,065 30,054,047 B. Weighted average number of shares ............................... 101,000,000 101,000,000 C. Basic and diluted earnings per share (A/B) .................... 0.80 0.30
On 23 April 2026, the Extraordinary General Meeting of Shareholders of the Company, by resolution drawn up by the Notary Marco Ferrari in Milan, deed no. 11771, file no. 6281, resolved to split the Company's shares in the ratio of 100 new shares for each s hare held as of December 31, 2025 and to remove the indication of the
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 62 of 74 nominal value of the shares. Therefore, following the share split, the number of the Company's shares increased from 1,010,000 to 101,000,000 shares. Earnings per share (EPS) a s of June 30, 2026 and 2025 were calculated on the basis of the new number of shares resulting from the aforementioned resolution.
4. FINANCIAL RISK MANAGEMENT
Below is the disclosure required by IFRS 7 on the measurement criteria for financial assets and financial liabilities outstanding a s of June 30, 2026:
Amounts in Euro 30 June 2026 Evaluation criterion Fair value level 1 2 3 Other non -current assets ............................... 2,747,049 Amortised cost
Other non-current financial assets ................
1,530,637 Amortised cost
with the exception of derivative instruments
FVTOCI
133,615
Tax receivables .............................................
3,001,562 Amortised cost
Trade receivables .........................................
32,563,120 Amortised cost
Other current assets ......................................
3,660,050 Amortised cost
Other current financial assets .......................
1,715,842 Amortised cost
with the exception of investment instruments
FVTPL 1,566,842
Cash and cash equivalents ............................
138,379,238 Amortised cost
Total financial assets ................................ .. 183,597,498 1,566,842 133,615 -
Non-current borrowings ...............................
54,785,919 Amortised cost
Other non-current financial liabilities ...........
24,665,183 Amortised cost
with the exception of derivative instruments
266,992
Non-current tax payables .............................. - Amortised cost
Current borrowings ......................................
19,901,207 Amortised cost
Current tax payables .....................................
46,293,779 Amortised cost
Trade payables .............................................
13,802,988 Amortised cost
Other current liabilities .................................
28,146,740 Amortised cost
Other current financial liabilities ..................
8,207,505 Amortised cost
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page63 of 74 Total Financial Liabilities ..........................
195,803,321 - 266,992 -
Fair value
Fair value is the sum of estimated future cash flows in relation to assets or liabilities, including the related discounted finance income or costs at year -end. The present value of future cash flows is determined by applying the forward interest rate curve at the reporting date.
Fair value hierarchy The fair value of financial instruments quoted in an active market is based on the relevant market prices at the reporting date. The fair value of financial instruments not listed on an active market is, instead, determined using valuation techniques based on a variety of methods and assumptions related to market conditions at the same date.
The various levels are outlined below:
- Level 1: Fair value is determined using the (unadjusted) prices of identical financial instruments listed on active markets.
- Level 2: Fair value is determined using measurement techniques based on observable data in active markets, other than quoted prices in Level 1.
- Level 3: Fair value is determined using measurement techniques based on unobservable market data.
The following tables show the financial instruments recognised at fair value, based on the measurement
techniques used:
Financial assets Measurement techniques and main inputs Significant
unobservable
inputs Relation and
sensitivity of
unobservable
inputs to fair value Interest Rate Swaps – derivative instruments held for hedging purposes ......................................... Observable inputs, including yield curves, counterparty credit spreads and interest rate volatility observable on the market n/a n/a Italian government securities – Level 1 fair value measurement ..... Bid prices quoted in an active market n/a n/a Interest rate swap derivatives – Level 2 fair value measurement ..... Observable inputs, including yield curves, benchmark interest rates and credit spreads obtained from active markets, with fair value determined using the present value of cash flows method (income approach).
n/a n/a
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page64 of 74 Impact on Statement of profit or loss of financial instruments measured at fair value
Amounts in Euro As of June 30, 2026 As of June 30, 2025 Financial income – FV adjustment government securities ....................... 4,294 19,600 Finance costs – derivatives FV adjustment ................................ .............. - (8,632) The Group, both internally and through the use of external consultants, constantly monitors the risks to which it is exposed, in order to put in place the necessary actions to mitigate them in good time. Below we list the main financial risks to which the Group is exposed and the measures currently in place to mitigate them.
Liquidity risk
The liquidity risk to which the Group is subject may arise from the difficulty of obtaining financing to support operations in a timely and appropriate manner.
This risk is monitored centrally by the Parent Company. In particular, Corporate Management monitors liquidity risk trends through analysis and reporting on cash inflows and outflows arising from the Group's activities. This way, the Group aims to ensure adequate coverage of needs, carefully monitoring loans, open lines of credit and related uses in order to optimise financial resources and manage any temporary liquidity exceedance.
Management believes that the funds currently available, in addition to those that will be generated by operating and financing activities, including the funds currently available with reference to credit lines, will allow the Group to meet its needs arisin g from investment activities, working capital management and the repayment of debts at their natural due dates, and will ensure an appropriate level of operational and strategic flexibility.
Below is the Group's exposure to liquidity risk and the maturity analysis of expected cash outflows with reference to outstanding liabilities as of June 30, 2026 and December 31, 2025, respectively.
Amounts in Euro As of June 30, 2026 Non-discounted contractual amount Total Within 12 months 1-5 years Over 5 years Trade payables .......................... 13,802,988 13,802,988 - -
Tax payables ............................. 46,293,779 46,293,779 - -
Borrowings ................................ 79,247,474 20,109,733 59,137,741 -
Other financial liabilities ........... 36,941,123 9,505,753 24,038,209 3,397,161 Other current liabilities .............. 28,146,740 28,146,740 - -
Total ................................ ......... 204,432,104 117,858,993 83,175,950 3,397,161
The maturity analysis was carried out using cash flows consistent with the presentation in the financial statements and the amounts were entered taking into account the first date on which payment can be demanded. For this reason, uncommitted credit lines were placed in the first time band.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page65 of 74
Credit risk
As can be seen from the figures below (gross exposure to the bad debt provision), the Group's credit risk is very low, as most of its sales are to foundries with a very limited retail exposure represented mainly by receivables from customers who have opted to sell gold and precious metals with right of repurchase.
The provision for bad debts June 30, 2026 amounted to 145,272; the provision did not change compared to December 31, 2025.
The following is the aging of receivables as of June 30, 2026:
30 June 2026 Amounts in Euro Total Due 0-30 days 30-60 days 60-90 days 90-120 days > 120 days
Trade
receivables ...... 32,563,120 31,248,187 197,556 160,118 63,627 89,327 804.305
Exchange rate risk The Group is subject to the risk of fluctuations in the Euro/CHF exchange rate only to a residual extent, as the transactions of the Swiss -based company Handle S.A. are also conducted in Euro.
Interest rate risk As of June 30, 2026, the Group was exposed to the risk of changes in cash flows related to variable -rate bank loans, indexed to Euribor plus spread, for a portion equal to 23. 4% of current and non- current financial liabilities (49.5% a s of December 31, 2025). For the portion of the exposure hedged by interest rate swap contracts designated as cash flow hedges, the effects of changes in interest rates on the income statement are substantially offset by the hedging relation.
Fixed -rate loans outstanding at the reporting date were not included in the sensitivity analysis, as they are not exposed to the risk of changes in cash flows arising from fluctuations in interest rates.
The following table shows the sensitivity analysis for interest rate risk in accordance with IFRS 7.40, highlighting the impact that a reasonably possible change in the reference Euribor rates, of ±50 basis points, would have had at the reporting date of the financial statements, assuming all other variables remain unchanged:
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page66 of 74 As of June 30, 2026
Amounts in Euro, except for amounts in bps +50 bps -50 bps Impact on the result before taxes ................................ ............................... -87,818 87,818 Total impact ................................ ................................ ............................. -87,818 87,818
Gold price fluctuation risk The Group’s financial results have historically shown limited exposure to fluctuations in the gold price, specifically the "fixing", thanks to the Group’s ability to rapidly pass on increases in the fixing rate to the final price of the gold acquired.
Furthermore, the selling price is determined in advance based on the fixing value for the relevant period.
Finally, it should be noted that the Group, in order to mitigate the risks arising from fixing fluctuations between the time of purchase and the time of subsequent resale, has forward contracts in place, known as forward sales contracts.
5. COMMITMENTS AND GUARANTEES
The risks assumed by the Group, relating to guarantee bonds and other guarantee commitments outstanding as of June 30, 2026, amount in total to Euro 12,392,804.
The guarantee bonds provided in relation to the lease contracts for the retail outlets and offices of the Group's companies amount to Euro 1,392,804 as of June 30, 2026, broken down as follows: Euro 1,339,804 attributable to the parent company Gens Aurea S.p.A., Euro 45,800 attributable to Oro Cash España S.L.U. and Euro 7,200 attributable to Super Efectivo S.L.U.
In order to support the acquisition of F.B. company, the Company subscribed, during the fiscal year ended December 31, 2024, a bank guarantee with Monte dei Paschi di Siena with an original value of Euro 3,000,000, valid until June 20, 2029. During the second half of 2025, such bank guarantee was reduced to Euro 2,000,000. In relation thereto, Monte dei Paschi di Siena holds a pledge right over Government Securities held by the Parent Company for Euro 1,000,000.
Furthermore, as of June 30, 2026, there is an outstanding performance guarantee of Euro 4,000,000, issued by Banca dello Stato del Cantone Ticino on the order of Handle S.A. in favor of Argor Heraeus S.A., in the context of the Au/Ag & Ag refining contract entered into between the parties. Such guarantee, originally issued on April 25, 2024 and subsequently amended, was extended with a new expiry date of April 30, 2027.
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 67 of 74 During the period, the credit facility of Euro 5,000,000 granted by Banco BPM to the Company, initially used as bridge financing and fully repaid in February 2026, was subsequently allocated to the issuance of a bank guarantee released by the same institut ion in favor of the refinery Argor Heraeus S.A., to secure the advances granted by the latter to the subsidiary Handle S.A. in relation to the sales of precious metals.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 68 of 74 6. TRANSACTIONS WITH RELATED PARTIES
For the purposes of the provisions in force, it should be noted that, during half -year ended June 30, 2026, no atypical and/or unusual transactions were carried out, either with related parties or with parties other than related parties, which, due to their significance and/or relevance, could give rise to doubts as to the protection of the Company's asset s. Transactions with related parties are carried out at arm's length.
As of June 30, 2026 Amounts in Euro Other operating costs Finance income DVC Partners ................................ ................................ ... 100,000 -
IME Spain Partners ................................ .......................... 95,000 -
Amor Holding ................................ ................................ .. - 57,573 Mattina Holding ................................ ............................... 12,000 -
LDK A dvisory S.t.p. S.r.l. ................................ ................ 62,400 -
Key Management Personnel ................................ ............ 581,495 -
Total ................................ ................................ ................ 850,895 57,573
As of June 30, 2025 Amounts in Euro Other operating costs Finance income DVC Partners ................................ ................................ ... 83,334 -
IME Spain Partners ................................ .......................... 95,000 -
Inigo Barcaiztegui ................................ ............................ 200,000 -
Ignacio Casanova ................................ ............................. 40,000 -
Capitole Entertainment Sàrl ................................ ............. 100,000 -
NOVA Inversiones Global Real Estate ............................ 60,000 -
Key Management Personnel ................................ ............ 444,180 -
Total ................................ ................................ ................ 1,022,514 -
The balance sheet balances as of June 30, 2026 and December 31, 2025 are shown below:
As of June 30, 2026
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 69 of 74 Amounts in Euro Financial assets Amor Holding ................................ ................................ .... 1,226,242 Fabio Godano – CEO Gens Aurea ................................ ..... 146,816 Total ................................ ................................ .................. 1,373,058
As of December 31, 2025 Amounts in Euro Financial assets Amor Holding ................................ ................................ ..... 903,000 Fabio Godano – CEO Gens Aurea ................................ ...... 146,816 Total ................................ ................................ ................... 1,049,816
The transactions carried out as of June 30, 2026 with DVC Partners and IME Spain Partners mainly refer to specialist financial and real estate advisory assignments.
Oro Cash España S.L.U. maintains an active financing agreement with Amor Holding G.m.b.H. (“Amor Holding”). The loan facility is intended to support the relaunch of Amor Holding, a company operating in the jewelry and watch sector. As of June 30, 2026, the outstanding balance of the loan granted by Oro Cash España S.L.U. amounted to Euro 1,226,242 and generated interest income of Euro 57,573.
Finally, on June 21, 2024, the Group granted a loan to the Chief Executive Officer of the Parent Company, Fabio Godano, for a total amount of Euro 650,000. The balance of the receivable as of June, 30 amounted to Euro 146,816 and was unchanged compared to the comparative period.
7. COMPENSATION OF KEY MANAGEMENT PERSONNEL
Amounts in Euro 30 June 2026 30 June 2025 Group Directors' fees ....................................................................... 626,215 426,500 Total Group Directors' fees ................................ ............................ 626,215 426,500
SIGNIFICANT EVENTS SUBSEQUENT TO THE END OF THE HALF -YEAR
\ GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 70 of 74 After June 30, 2026, the Group completed the process of listing the ordinary shares of Gens Aurea S.p.A. on Euronext Milan, a regulated market organised and managed by Borsa Italiana.
The transaction involved an initial public offering for the admission to trading of ordinary shares, consisting entirely of existing shares offered for sale by the shareholder Mattina Holding S.A.
On July 10, 2026, Borsa Italiana approved the admission to trading of Gens Aurea S.p.A. ordinary shares on the Euronext Milan market, following the successful completion of the institutional placement and the publication of the prospectus on July 10, 2026.
The offer covered 10,100,000 ordinary shares, equal to 10% of the share capital, at an offer price of Euro 10 per share, corresponding to an initial capitalisation of Euro 1.01 billion. At the same time, the selling shareholder granted BNP Paribas, in its capacity as stabilising manager, an over -allotment option for up to 1,010,000 additional shares (equal to approximately 10% of the shares offered, or 1% of the Company’s total shares), exercisable within 30 days of the start of trading.
The commencement date for trading in Gens Aurea S.p.A. shares on the Euronext Milan market was set for July 14, 2026. On August 13, the Stabilisation Manager announced the partial exercise of the over -allotment option (so-called greenshoe) granted by the selling shareholder, with the purchase of a portion of the shares covered by the option and the return of the remaining shares borr owed. Following this exercise, the Offer covered a total of 10,376,818 ordinary shares, with a free float of 10.2 7%.
The new long- term management incentive plan (Management Incentive Plan, “MIP”), the effectiveness of which was conditional on the successful listing of the Company's shares, has been in operation since July 1, 2026. The plan was approved by the Shareholders' Meeting on June 4, 2026 and became effective following the completion of the offer and the commencement of trading. The plan consists of two main components: an IPO Bonus and a Stock Grant Plan, i.e. a share allocation plan with a five -year vesting period, reserved for a group of key managers within the Group.
On July 30, the IPO Bonus due to the key managers was paid, in implementation of the new MIP; at the same time, the majority shareholder paid the Company an amount of Euro 9,799,901 to cover the cost. This amount, initially classified as an intra -group loan, was subsequently waived by the shareholder, resulting in its reclassification to a shareholders' equity reserve.
The Directors believe that, as at the date of approval of these condensed half -year consolidated financial statements, the events described above did not have effects that would require a change to the amounts reported in the financial statements as of June 30, 2026, but that they are of informative importance for understanding the Group's financial and equity profile in the new context of a listed company.
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 71 of 74 ***
These Half -Year Consolidated Financial Statements, comprising the consolidated income statement, the comprehensive income statement, the consolidated statement of financial position, the statement of changes in shareholders' equity, the consolidated cash f low statement and the Notes to the Half -Year Consolidated Financial Statements, provide a true and fair view of the financial position and results of operations, as well as the cash flows, and correspond to the accounting records of the Parent Company and the companies included in the consolidation.
Osnago, September 29, 2026
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 72 of 74 CERTIFICATION PURSUANT TO THE PROVISIONS OF ARTICLE
154-BIS, PARAGRAPH 5 OF LEGISLATIVE DECREE NO. 58/1998
(CONSOLIDATED LAW ON FINANCE)
1. The undersigned Fabio Godano and Lorenzo Bottigelli, in their respective capacities as Chief Executive Officer and Officer Responsible for the Preparation of the Company's Financial Documents of Gens Aurea S.p.A., hereby certify, also taking into account t he provisions of Article 154- bis, paragraphs 3 and 4, of Legislative Decree of February 24, 1998, No. 58 • the adequacy in relation to the characteristics of the enterprise; and • the effective application of the administrative and accounting procedures for the preparation of the condensed consolidated interim financial statements as of June 30, 2026 during the first half of 2026.
2. The administrative and accounting procedures for the preparation of the condensed consolidated interim financial statements as of June 30, 2026 have been defined and the assessment of their adequacy has been carried out on the basis of the standards and me thodologies established by Gens Aurea S.p.A. in accordance with the Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission, which represents a framework of reference for the system of internal control generally accepted at the international level.
3. It is further certified that:
3.1 The condensed consolidated interim financial statements as of June 30, 2026:
a) are prepared in accordance with the International Financial Reporting Standards applicable and recognized in the European Union pursuant to Regulation (EC) No. 1606/2002 of the European Parliament and of the Council of July 19, 2002;
b) correspond to the results of the books and accounting records;
c) are suitable to provide a true and fair representation of the financial position, results of operations and cash flows of the issuer and of the aggregate of the enterprises included in the consolidation.
3.2 The interim management report includes a reliable analysis of the references to the significant events that occurred in the first six months of the fiscal year and their impact on the condensed consolidated interim financial statements, together with a des cription of the principal risks and uncertainties for the remaining six months of the fiscal year. The interim management report also includes a reliable analysis of the information on significant transactions with related parties.
Osnago, September 29, 2026
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GENS AUREA GROUP – HALF -YEAR FINANCIAL REPORT 2026 Page 73 of 74
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