Interim Report as at 30 June 2026 Biesse S.p.A.
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INTERIM REPORT AS AT 30 JUNE 2026
THE BIESSE GROUP ................................ ................................ ................................ ................................ ............ 4 BIESSE GROUP STRUCTURE ................................ ................................ ................................ ................................ 4 BIESSE GROUP PROFILE ................................ ................................ ................................ ................................ . 5 ALTERNATIVE PERFORMANCE INDICATORS ................................ ................................ ................................ . 5 FINANCIAL HIGHLIGHTS ................................ ................................ ................................ ................................ ...... 6 COMPOSITION OF CORPORATE BODIES ................................ ................................ ................................ ............ 9 DIRECTORS’ REPORT ON OPERATIONS ................................ ................................ ................................ ............ 10 GENERAL ECONOMIC OVERVIEW ................................ ................................ ................................ ..................... 10 BUSINESS SECTOR REVIEW ................................ ................................ ................................ ............................... 11 TREND IN THE FIRST HALF OF 202 6 ................................ ................................ ................................ ................... 12 MAIN EVENTS OF THE HALF -YEAR ................................ ................................ ................................ ..................... 13 INCOME STATEMENT ................................ ................................ ................................ ................................ .......... 14 STATEMENT OF FINANCIAL POSITION ................................ ................................ ................................ ............... 16 SEGMENT REPORTING ................................ ................................ ................................ ................................ ....... 17
TRANSACTIONS WITH ASSOCIATES, PARENTS AND THE LATTER’S SUBSIDIARIES ................................ ........ 18
OTHER RELATED -PARTY TRANSACTIONS ................................ ................................ ................................ .......... 18
‘ATYPICAL AND/OR UNUSUAL’ TRANSACTIONS OCCURRED DURING THE SIX -MONTH PERIOD .................. 18
SIGNIFICANT EVENTS AFTER THE REPORTING DATE AND FULL -YEAR OUTLOOK ................................ .......... 18
CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2026 ................................ ................................ .... 20 CONSOLIDATED INCOME STATEMENT ................................ ................................ ................................ ............. 20 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME ................................ ................................ ......... 21 CONSOLIDATED STATEMENT OF FINANCIAL POSITION1 ................................ ................................ ................. 22 CONSOLIDATED STATEMENT OF CASH FLOWS ................................ ................................ ............................... 23 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ................................ ................................ ................... 24 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ................................ ................................ ............. 25 1. GENERAL INFORMATION ................................ ................................ ................................ ........................... 25
2. STATEMENT OF COMPLIANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AND
GENERAL STANDARDS ................................ ................................ ................................ ................................ ....... 27 3. MEASUREMENT CRITERIA AND USE OF ESTIMATES ................................ ................................ ............ 30
4. ADOPTION OF NEW ACCOUNTING STANDARDS, AMENDMENTS AND IFRS INTERPRETATIONS ....... 31
5. REVENUE AND ANALYSIS BY OPERATING SEGMENT AND GEOGRAPHICAL AREA ........................... 34
6. PERSONNEL EXPENSE ................................ ................................ ................................ .......................... 36 7. EXCHANGE RATE GAINS AND LOSSES ................................ ................................ ................................ ..... 36 8. TAXES ................................ ................................ ................................ ................................ ...................... 36 9. EARNINGS PER SHARE ................................ ................................ ................................ ........................... 37 10. DIVIDENDS ................................ ................................ ................................ ................................ ............. 38
11. PROPERTY, PLANT, MACHINERY AND OTHER TANGIBLE AND INTANGIBLE ASSETS ........................ 38
12. GOODWILL ................................ ................................ ................................ ................................ ............. 38
13. OTHER CURRENT AND NON -CURRENT FINANCIAL ASSETS ................................ ............................... 39
14. INVENTORIES ................................ ................................ ................................ ................................ ......... 39 15. TRADE RECEIVABLES FROM THIRD PARTIES ................................ ................................ ....................... 40 16. SHARE CAPITAL AND TREASURY SHARES ................................ ................................ ............................ 40
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17. HEDGING AND TRANSLATION RESERVES ................................ ................................ ............................ 40 18. OTHER RESERVES ................................ ................................ ................................ ................................ .. 40 19. FINANCIAL LIABILITIES ................................ ................................ ................................ .......................... 40 20. TRADE PAYABLES ................................ ................................ ................................ ................................ ... 41 21. CONTRACT LIABILITIES ................................ ................................ ................................ ........................... 41 22. PROVISIONS FOR RISKS AND CHARGES ................................ ................................ ............................... 41
23. COMMITMENTS, CONTINGENT LIABILITIES AND FINANCIAL RISK MANAGEMENT ........................... 42
24. CLASSIFICATION OF FINANCIAL INSTRUMENTS ................................ ................................ .................. 43 25. SIGNIFICANT EVENTS AFTER THE REPORTING DATE ................................ ................................ .......... 43 26. RELATED -PARTY TRANSACTIONS ................................ ................................ ................................ ......... 44
INDEPENDENT AUDITORS’ REPORT AS AT 30/06/202 6 ___…………………………………………………………………………. 46
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THE BIESSE GROUP
BIESSE GROUP STRUCTURE
The following companies belong to the Biesse group and are included in the scope of consolidation:
Group structure definitions
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‘Biesse Group’ or ‘Biesse’ or ‘the Group’: entire group perimeter as depicted above;
‘Biesse S.p.A.’: group leader of the Biesse group.
BIESSE GROUP PROFILE
Biesse is an international company that manufactures lines, machinery and components for manufacturing products, enhancing the potential of the wide range of materials processed by its customers. It simplifies the production processes of customers working in the furniture, construction, automotive and aerospace sectors, courtesy of the skill of the people who work in its production sites around the world. Founded in Italy in 1969 and listed on the Italian Stock Exchange, it is driven by an international voc ation that manifests itself through a global network consisting of Biesse Material Hubs, multi -material experience centres and showrooms, testing areas and technology demonstrations.
Compared with the consolidated financial statements for the year ended 31 December 2025, the scope of the Biesse group has changed as a result of the liquidation of the Asian subsidiaries GMM International Ltd (Hong Kong) and GMM Quanzhou Co. Ltd (China) o n 31 January 2026.
In addition to the aforementioned transactions, the group's scope has further changed as a result of the merger of the subsidiary Bavelloni S.p.A. into Biesse S.p.A. (its parent company) which took place on 1 April 2026, with accounting and tax effects bac kdated to 1 January 2026. Please note that this merger has no accounting effects on the consolidated financial statements.
ALTERNATIVE PERFORMANCE INDICATORS
Management uses some performance indicators, which are not identified as accounting measures under the IFRS (non -GAAP measures), to better assess the Biesse group’s performance. The criterion applied by the Biesse group to set these indicators might not be the same as that adopted by other groups, and the indicators might not be comparable with those set by the latter. These performance indicators, which were set in compliance with the Guidelines on performance indicators issued by ESMA/2015/1415 and adopted by CONSOB with its communication No. 92543 of 3 December 2015, refer to performance in the accounting period covered by this Annual Report on Operations and the previous year used for comparison.
Performance indicators are to be regarded as complementary to and not a substitute for financial data prepared in accordance with IFRS. Hereafter is a description of the main indicators adopted.
▪ Adjusted EBITDA (Adjusted Earnings Before Interest, Taxes, Depreciation and Amortisation) : this indicator is defined as the Profit (Loss) for the period before income taxes, finance income and expense, exchange rate gains and losses, amortisation of intangible assets, depreciation of property, plant and equipment, impairment losses on fixed as sets, allocations to provisions for risks and charges, as well as costs and revenues arising from transactions that Management considers as non -recurring relative to the Biesse group’s ordinary operations.
▪ Adjusted EBIT (Adjusted Earnings Before Interest and Taxes) : this indicator is defined as the Profit (Loss) for the year before income taxes, finance income and expense, exchange rate gains and losses, impairment losses on fixed assets, as well as costs and revenues arising from transactions that Management consid ers as non -recurring relative to the Biesse group’s ordinary operations.
▪ Operating Profit or EBIT (Earnings Before Interest and Taxes) : this indicator is defined as Profit (Loss) for the year before income taxes, financial income and expenses, and foreign exchange losses and gains.
▪ Net Operating Working Capital : this indicator is calculated as the total of Inventories, Trade receivables and Contract assets, net of Trade payables and Contract liabilities.
▪ Net Invested Capital : this indicator represents the total of Current and Non -Current Assets, excluding financial assets, net of Current and Non -Current Liabilities, excluding financial liabilities.
▪ Net financial position : this indicator is calculated in compliance with the provisions contained in Communication No. 5/21 of 29 April 2021 issued by Consob, which refers to the ESMA Recommendations of 4 March 2021.
▪ Net Financial Position excluding IFRS 16: this indicator is calculated in compliance with the provisions contained in Communication No. 5/21 of 29 April 2021 issued by Consob, which refers to the ESMA Recommendations of 4 March 2021 and without considering the effects resulting from the applicati on
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of IFRS 16.
FINANCIAL HIGHLIGHTS
At 30 June % on At 30 June % on 2026 sales 2025 sales
Euro 000’s
Revenue from sales and services 311,149 100.0% 322,808 100.0% (3.6)% Ebitda (Gross operating profit) adjusted(1) 17,276 5.6% 15,997 5.0% 8.0% Ebit adjusted (1) 5,753 1.8% (2,421) (0.7)% -
Ebit (1) 4,822 1.5% (6,727) (2.1)% -
Profit/Loss for the period 178 0.1% (7,090) (2.2)% -Change %
0.0%3.0%6.0%
06/26 06/255.6%5.0%Ebitda margin adjusted
-2.0%0.0%2.0%4.0%
06/26 06/251.8%
-0.7%Ebit margin adjusted
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Statement of Financial Position
(1) amounts referring to interim results and to aggregate equity and financial figures. The relevant calculation criteria are set out above.
At 30 June At 31 De ce mbe r At 30 June 20 26 20 25 20 25
Euro 000’s
Net invested capital (1) 268,125 251,002 270,147 Equity 226,198 226,352 244,583 Net financial position (1) (41,927) (24,649) (25,564) Net financial position IFRS16 excluded (1) (19,643) 1,450 4,711 Net operating working capital (1) 86,328 67,759 73,940
-20-10010
06/26 12/25-19.61.5Euro 000'sNet financial position IFRS16 excluded
0306090
06/26 12/2586.367.8Euro 000'sNet operating working capital
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Personnel (*)
* includes agency workers .
At 30 June At 30 June 20 26 20 25 Number of employees at year end 3,601 3,707
3,5003,5503,6003,6503,7003,750
06/25 09/25 12/25 03/26 06/263,707 3,723
3,663
3,612 3,601Number of employees incl. agency workers
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COMPOSITION OF CORPORATE BODIES
Board of Directors
Chairman and Chief Executive Officer Roberto Selci Executive Director Stefano Porcellini Non -executive director Salvatore Giordano Lead Independent Director Rossella Schiavini Independent Director Federica Ricceri Independent Director Cristina Sgubin Independent Director Pier Giorgio Bedogni
Board of Statutory Auditors
Chairman Paolo De Mitri Standing Statutory Auditor Giovanni Ciurlo Standing Statutory Auditor Benedetta Pinna Alternate Statutory Auditor Silvia Muzi Alternate Statutory Auditor Maurizio Gennari
Control, Risks and Sustainability Committee
Rossella Schiavini (Chairman)
Federica Ricceri
Pier Giorgio Bedogni
Remuneration Committee
Federica Ricceri (Chairman)
Rossella Schiavini
Related -Party Transactions Committee
Rossella Schiavini (Chairman)
Cristina Sgubin
Independent Auditors
Deloitte & Touche S.p.A.
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DIRECTORS’ REPORT ON OPERATIONS
GENERAL ECONOMIC OVERVIEW
GLOBAL ECONOMIC TREND
During the first half of 2026, the global economy maintained slightly positive growth, albeit in an increasingly fragile environment marked by geopolitical tensions, uncertainty in energy markets, and a slowdown in investment activity. After a relatively f avourable start to the year, leading indicators have begun to point to a gradual weakening of economic prospects . The manufacturing sector, while benefiting in some cases from inventory restocking and targeted investments in strategic industries, continues to operate under challenging conditions. Uncertainty related to the conflict in the Middle East, concerns over U.S. tariffs, logistical disruptions, and energy price volatility are leading many companies to adopt a cautious approach to investment decision s and production planning. Rising energy costs and the persistence of restrictive financial conditions are also weighing on private demand and international trade.
Against this backdrop, global growth prospects remain moderate and subject to significant downside risks, particularly for industrial sectors with greater exposure to international markets. In 2026, real global GDP growth excluding the euro area is expected to slow from 3.6% in 2025 to 3.0% in 2026, before gradually recovering to 3.2% in 2027 and 3.3% in 2028. Global inflation increased in April, and inflationary pressures have intensified si nce then as the energy shock has started to feed through to the broader economy.
UNITED STATES
The U.S. economy continues to demonstrate a reasonable degree of resilience, supported by investment activity and public spending. However, private demand is showing signs of slowing, and the economic environment remains affected by rising energy costs and international uncertainty. Investments in technology and artificial intelligence continue to provide support to economic activity; nevertheless, their contribution to overall economic growth remains limited compared with the challenges faced by several traditional manufacturing sectors. Industrial companies are reporting increasing cost pressures and greater caution in their investment decisions. The inflation outlook also remains under close scrutiny.
Consumer Price Index (CPI) inflation rose to 3.8% in April, up from 3.3% in March 2026, with potential implications for consumer spending and monetary policy over the coming quarters. Surveys of purchasing managers indicate growing price pressures, particularly among manufacturing companies. Inflation as meas ured by the Personal Consumption Expenditures (PCE) price index is expected to continue rising through the first quarter of 2027, with a return to the Federal Reserve System's 2% target projected only in 2028.
CHINA
The Chinese economy continues to grow, albeit at a slower pace than in the past. Weak domestic demand and the persistent downturn in the real estate sector are limiting the contribution of consumption and investment to economic growth. Industrial productio n has slowed (falling to 4.1% year -on-year), while energy -intensive industries have been particularly affected by rising production costs. Exports continue to support economic activity, but they have not been sufficient to fully offset the weakness of the domestic market. In April, headline inflation, as measured by the Consumer Price Index (CPI), increased slightly to 1.2% year -on-year, while producer price inflation accelerated significantly, reaching 2.8%. Overall, the economic outlook remains characterized by moderate growth and a high degree of uncertainty.
EUROZONE
The Eurozone economy continues to grow at a modest pace, with significant differences across member countries. Growth is being driven primarily by the services sector, while manufacturing continues to show signs of weakness. European industry is being held back by subdued global demand, rising energy costs, and uncertainty stemming from geopolitical tensions. Economic indicators point to a deterioration in business confidence and a decline in new orders, particularly in sectors with greater exposure to expo rt markets. Supply chain disruptions also persist, with delivery times remaining longer than normal. Although the labor market remains relatively resilient, employment growth is slowing, and companies are showing greater caution in their hiring and investment decisions. The outlook remains weak and heavily dependent on developments in the geopolitical env ironment and energy prices. Under the baseline scenario of the projections, real GDP growth is expected to reach 0.8% in 2026, 1.2% in 2027, and 1.5% in 20 28.
ITALY
The Italian economy recorded moderate growth in the first months of 2026, supported primarily by the services sector and by certain temporary factors that benefited exports and selected manufacturing industries. The outlook is more challenging for the manufact uring sector, which continues to face weak demand, limited visibility on order intake, and margins pressured by rising energy and production costs.
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Performance varies significantly across industries. Activities related to digitalization, the energy transition, and defense have remained relatively resilient, while several traditional manufacturing sectors are showing signs of slowdown. During the sprin g, economic activity lost momentum. International uncertainty, a more cautious stance among businesses, and weaker external demand have constrained investment growth.
Household consumption has also shown signs of moderation due to a deterioration in consum er confidence. Overall, the outlook for the Italian economy remains one of subdued growth, with downside risks concentrated mainly in the industrial and manufacturing sectors, which are more exposed to the weakness of international trade and to energy cost volatility. Th e contribution of net foreign demand to growth was virtually nil, in line with qualitative evidence from foreign order trends. According to the macroeconomic projections released in early June, under the baseline scenario Italy's GDP is expe cted to grow by 0.5% in 2026, 0.4% in 2027, and 0.9% in 2028.
BUSINESS SECTOR REVIEW
ACIMALL – ITALIAN WOODWORKING TECHNOLOGY ASSOCIATION
According to the latest data from Acimall, the association representing woodworking technology manufacturers, Italian production in 2025 contracted by 1% to € 2,398 million, and exports by 6.6% to € 1,582 million.
Initial data for 2026 reveal a further worsening of the sector's situation, indicating a 9.5% contraction in incoming orders in the first quarter. In particular, the Italian market recorded an 18.3% contraction in orders in the first quarter, while the for eign market recorded a 6.3% decrease.
CONFINDUSTRIA MARMOMACCHINE
According to the most recent studies by Confindustria Marmomacchine, the association representing stone technology manufacturers, the Italian stone processing technology sector showed substantial stability in export levels in 2025, reaching € 1,037 million , a slight decrease ( -0.8%) compared to the € 1,045 million recorded in 2024. However, the first data available for 2026 highlight a progressive and further slowdown in the market, with a 2.1% contraction in exports in value in the first quarter, confirmin g a still weak demand environment characterised by persistent uncertainty in the main reference markets.
GIMAV
During 2025, the Italian glass processing technology sector operated in a weak market context, characterised by a contraction in investment and international demand. According to data from Gimav, the association representing glass processing technology man ufacturers, production in the sector stood at € 2,471 million, a decrease of 10.7%, while exports decreased by 11.8%, reaching € 1,581 million.
In the flat glass processing technologies segment, which is most closely related to Biesse's business, the decline was more marked: production stood at € 914 million ( -14.6%) and exports at € 524 million ( -16.7%), confirming the weakness of demand in the Group's reference market.
UCIMU – SISTEMI PER PRODURRE (SYSTEMS TO PRODUCE )
In the second quarter of 2026, the machine tool order index compiled by the UCIMU -SISTEMI PER PRODURRE Research & Business Culture Centre showed a drop of 25.8% compared to the period April -June 2025. The absolute value of the index was 47.8 (base value of 100 in 2021). The result expresses the difficulties that Italian machine tool manufacturers have encountered both on the domestic and foreign markets.
In particular, orders received from abroad fell by 15.3% compared with the second quarter of 2025, amounting to 63.2 in absolute terms. Order intake in Italy also fell, down by 38.7% compared with the same period last year. The absolute value of the index was 33.1.
Riccardo Rosa, president of UCIMU -SISTEMI PER PRODURRE, said: ‘ The uncertainty of the geopolitical landscape’ - shaken by wars, the crisis in the Strait of Hormuz and the US President’s deeply worrying stance on international policy - ‘has severely undermined the already precarious balance within which the industry was operating . The drop in deliveries abroad, given the current situation, is understandable and we expected it. Business has slowed, but as is our custom, we have tried to focus our offerings on those areas less directly affected by conflicts and critical issues, diversifying, where possible, the outlet sectors for our offerings . ‘One thing is certain,’ continued Chairman Riccardo Rosa, ‘ that the figures and
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investment levels once generated by the automotive sector cannot be replaced by demand from other sectors, however dynamic they may be, such as defence, aerospace and energy .’ ‘On the domestic front, companies awaited clarifications on the hyper -depreciation to confirm their purchasing intentions. Since 12 June, the day all the operational steps were completed, the hyper -
depreciation has been bearing fruit. We immediately notice d a change in attitude among Italian users:
orders are starting to come in. We will have to wait a few more months for the effect to be fully expressed in our findings, but we are definitely confident. This is also because, in the meantime, we have figures from the Ministry of Enterprise and Made in Italy which, as at 9 July, indicated that 7,000 notifications had been submitted to the GSE platform, with a total value of 2.5 billion. MIMIT deserves great credit for having provided this incentive for a multi -year duration. Its operation until September 2028 should ensure thoughtful planning of investments in new machine tools and production technologies by Italian customers, also allowing us manufacturers to plan our production activities over the medium term .’ ‘The hope’ concluded Riccardo Rosa, ‘is to soon see the Italian market return to the levels of 2021 -2022, when it was worth over € 6 billion. This is also because our manufacturing industry needs to innovate to remain competitive in the international context, where digital and AI are completely reshaping the rules of
the game.’
TREND IN THE FIRST HALF OF 202 6
The international geopolitical context remains heavily influenced by the ongoing hostilities between the United States and Iran, which are keeping tensions on the energy markets high. Rising oil and natural gas prices have put upward pressure on inflation in major economies. High uncertainty about the timing of the restoration of flows through the Strait of Hormuz has weighed on global trade and growth. Sovereign bond yields rose, while stock prices continued to benefit from the strong performance of AI inf rastructure makers.
On the domestic front, after an initial slowdown in the implementation of government incentives related to the hyper -depreciation scheme, seen in the first few months of the year, the regulatory clarifications introduced in June appear to be helping restor e operator confidence, encouraging investment plans and purchasing decisions that had been temporarily postponed.
Overall, these factors led to weaker demand and lower exports in the Group's key strategic markets, confirming the continuation of a highly uncertain and volatile market environment and impacting revenue trends during the period.
In this scenario, Biesse group revenues at 30 June 2026 amounted to € 311,149 thousand, down 3.6% compared to 30 June 2025.
An analysis of turnover by geographical region shows that the decline affected the AMERICAS and APAC (Asia and the Pacific) regions, which recorded decreases of 4.6% and 23.3% respectively, whilst turnover in the EMEA (Europe, the Middle East and Africa) r egion rose slightly by 1.7%. The EMEA area remains the Biesse group's reference area, closing with a turnover of € 200,683 thousand, representing 64.5% of the total (€ 197,392 thousand at 30 June 2025, representing 61.1% of the total).
The breakdown of revenues by operating segment remains substantially unchanged (with the Machine -
Systems segment accounting for more than 92.2% of Biesse group revenues), while both segments show a decrease of 3.5% for Machine -Systems and 0.9% for Mechatro nics, respectively.
Adjusted EBITDA, determined excluding non -recurring charges, stood at € 17,276 thousand, up 8.0% compared to the corresponding period of the previous year. This result was achieved thanks to effective operational efficiency initiatives and constant attenti on to cost containment, which made it possible to offset the effects of the contraction in volumes and preserve the Group's positive margins.
Similarly, Adjusted EBIT showed a marked improvement, increasing from €2,421 thousand as of June 30, 2025, to €5,753 thousand as of June 30, 2026, a positive change of €8,174 thousand. This result was mainly driven by the revision of provisions for risks a nd charges and legal contingencies following favourable developments in the related legal proceedings, most notably an industrial property dispute involving the Group's principal European competitor It should be noted that the Biesse group’s financial results for the period under review were adversely affected by ‘non -recurring items’ amounting to € 932 thousand, relating entirely to redundancy payments.
As of June 30, 2026, the Biesse Group's order backlog stood at €173.168 million, a decrease of 7.6% compared with €187.388 million at December 31, 2025. The reduction in backlog reflects the strong sales performance achieved in June, together with a modera te slowdown in order intake in the glass and stone
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markets. Conversely, in the wood segment, Biesse continued to outperform both the market and its two principal European competitors.
With reference to the trend in economic performance, it should be noted that the Group’s financial performance is also influenced by movements in net operating working capital, which as at 30 June 2026 showed an increase of € 18,569 thousand compared with 31 December 2025 (high, but consistent with the industry's typical seasonality).
This change resulted in a cash absorption during the period and is mainly attributable to the increase in inventory (equal to € 15,236 thousand). This trend is, to some extent, to be expected during the first half of the financial year, with a gradual reco very anticipated in the second half of the year .
The increase in net operating working capital was also contributed to by the reduction in trade payables (€ 1,760 thousand), the increase in trade receivables (€ 738 thousand), and the decrease in contractual liabilities (€ 833 thousand), the latter consis tent with the evolution of the order backlog as of 30 June 2026.
The Biesse group’s net financial position, excluding the effects of IFRS 16, as at 30 June 2026 was a negative € 19,643 thousand (a negative € 41,927 thousand when the effects of IFRS 16 are taken into account), a decrease of € 21,093 thousand compared wit h the figure as at 31 December 2025, when it was positive at € 1,450 thousand (and negative at € 24,649 thousand including the effects of IFRS 16). The change during the period is mainly attributable to the cash outflow associated with the trends in net op erating working capital discussed above, as well as to investments made in tangible and intangible fixed assets. These effects were only partially offset by the cash flows generated by the positive results achieved in terms of operational performance.
MAIN EVENTS OF THE HALF -YEAR
On 1 April 2026 , Biesse S.p.A. announced the resignation of Mr. Pierre La Tour from his positions as Chief Financial Officer, Manager in charge of preparing the Company's financial reports pursuant to Article 154 -
bis of Legislative Decree No. 58/1998 (the Italian Consoli dated Finance Act), and Investor Relations Officer, in order to pursue a new professional opportunity. The resignation took effect on June 1, 2026. Until May 31, 2026, Mr. La Tour remained in office to ensure business continuity and support an orderly hand over of responsibilities.
On 28 April 2026 , the Ordinary Shareholders’ Meeting of Biesse S.p.A. approved:
- the Financial Statements of the parent company Biesse S.p.A. as at 31 December 2025, which showed a net loss of € 15.2 million, having examined the Group’s Consolidated Financial Statements and the Consolidated Sustainability Report;
- the Company's remuneration policy set forth in the first section of the Remuneration Policy Regulation pursuant to Article 123 -ter, subsections 3 -bis and 3 -ter of Legislative Decree No.
58/1998 and resolved in favour of the second section of the aforesaid report pursuant to Article 123 -
ter, subsection 6, of Legislative Decree No. 58/1998;
- the appointment of two members of the Board of Directors, following the resignations tendered in 2025 by the Chief Executive Officer, Massimo Potenza, and the independent director, Massimiliano Bruni, as previously announced to the market on 12 June 2025 a nd 8 July 2025 respectively. The nominations were put forward by the Board of Directors and approved with 100% of the votes in favour, based on the capital represented at the Shareholders’ Meeting;
- a new programme for the purchase and disposal of treasury shares, in accordance with and for the purposes of Articles 2357 et seq. of the Italian Civil Code, as well as Article 132 of the Consolidated Law on Finance and Article 144 -bis of the Consob Regula tion adopted by Resolution No. 11971/1999 as amended, subject to the revocation of the previous authorisation granted on 18 November 2024.
On 30 April 2026 , Biesse S.p.A. announced that Ms. Alessandra Baronciani, a non -executive director, had resigned from her position as a member of the Company's Board of Directors due to personal reasons. Her resignation became effective as of the same date.
On 5 May 5 2026 , the Board of Directors of Biesse S.p.A. resolved to appoint Mr. Stefano Porcellini as a director of the Company by co -option pursuant to Article 2386 of the Italian Civil Code. The appointment followed the resignation of Ms. Alessandra Baronciani, which became effective on April 30, 2026. At the same meeting, the Board of Directors granted Mr. Porcellini certain delegated powers and appointed him Deputy Chief Executive Officer, thereby qualifying him as a non -independent executive director.
Furthermore, effective June 1, 2026, Mr. Porcellini assumed the positions of Chief Financial Officer (CFO) and Investor Relations Officer of the Company, pursuant to Article 2.2.3, paragraph 3, letter k), of the Rules of the Markets Organized and Managed by Borsa Italiana S.p.A.
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PARTICIPATION IN THE EURONEXT STAR CONFERENCE 2026
Biesse participated in the Euronext STAR Conference 2026 organised by Borsa Italiana which was held in Milan at Palazzo Mezzanotte from 24 to 26 March. During the event, Biesse’s management met with international investors and financial analysts to discuss the company’s recent results and its immediate economic and financial outlook, as well as the Group’s new business plan for 2026 –2028.
INCOME STATEMENT
Please note that interim results set out in the table were not identified as an accounting measure under the International Accounting Standards; therefore, they must not be considered a replacement measure for assessing the Biesse group’s performance and result. In ad dition, please note that the criterion used by the Biesse group to determine interim results may not be consistent with that adopted by other companies and/or groups in the sector and, consequently, these figures may not be comparable.
Revenue for the first half of 2026 amounted to € 311,149 thousand, down 3.6% compared with the figure for the same period in 2025 (revenue of € 322,808 thousand), negatively affected by the trend in sales for the period due to an economic climate characterised by persistent elements of uncertainty and the resulting reduction in volumes.
The value of production amounted to € 323,008 thousand, a decrease of 6.3% compared to the figure for the first half of 2025 (€ 344,713 thousand).
Consumption as a percentage of sales net of changes in inventories increased slightly by 0.4 p.p. due to the different product mix and lower inventory write -downs.
Other operating expenses decreased in absolute value by € 1,473 thousand, maintaining their percentage weight almost unchanged compared to the same period of the previous year (incidence decreasing from 20.3% to 20.5%). This phenomenon is entirely attributable to a generalised de crease in the item attributable to service costs, which fell from € 57,826 thousand to € 55,739 thousand, a decrease of 3.6%. The change is mainly due to lower costs for trade fairs and advertising (down € 1,494 thousand), consultancy (down € 1,325 thousan d), maintenance (down € 853 thousand), travel and transfer costs (down € 364 thousand) and utilities (down € 302 thousand). These decreases are partially offset by higher costs incurred relating to production services (up € 2,060 thousand), which include o utsourced processing, transportation on At 30 June At 30 June 20 26 20 25
Euro 000’s
R e ve nue fro m sale s and se rvice s 311,149 10 0 .0 % 322,80 8 10 0 .0 % (3.6 )% Change in inventories, wip, semi-finished products and finished products 8,867 2.8% 18,193 5.6% (51.3)% Other revenues 2,992 1.0% 3,712 1.1% (19.4)% Value o f pro ductio n 323,0 0 8 10 3.8% 344,713 10 6 .8% (6 .3)% Raw materials, consumables, supplies and goods (130,769) (42.0)% (143,266) (44.4)% (8.7)% Other operating costs (63,898) (20.5)% (65,371) (20.3)% (2.3)% Personnel expense (111,065) (35.7)% (120,079) (37.2)% (7.5)% Ebitda Adjuste d 17,276 5 .6 % 15 ,9 9 7 5 .0 % 8.0 % Depreciation and amortisation (16,440) (5.3)% (17,638) (5.5)% (6.8)% Provisions 4,917 1.6% (780) (0.2)% (730.7)% Ebit Adjuste d 5 ,75 3 1.8% (2,421) (0 .7)% 337.7% Non recurring-items (932) (0.3)% (4,306) (1.3)% (78.4)% Ebit 4,822 1.5 % (6 ,727) (2.1)% 171.7% Net financial income 2,266 0.7% 2,821 0.9% (19.7)% Net financial expens (3,761) (1.2)% (3,822) (1.2)% (1.6)% Net exchange rate loses (1,469) (0.5)% 443 0.1% (431.8)% P re -tax re sult 1,85 7 0 .6 % (7,285 ) (2.3)% 125 .5 % Income taxes (1,679) (0.5)% 196 0.1% (957.4)% R e sult fo r the ye ar 178 0 .1% (7,0 9 0 ) (2.2)% 10 2.5 %% on sales % on sales CHANGE %
Page 15of 45
purchases and technical services, and those relating to passive commissions and transportation on sales (up € 1,350 thousand), net of the first government refunds received on US duties.
Personnel costs as of 30 June 2026, amounted to € 111,065 thousand, a decrease of € 9,014 thousand compared to the same period in 2025 (€ 120,079 thousand), a decrease of 7.5% compared to the first half of 2025. This decrease is essentially due to the wages, salaries and related social security contributions component, attributable to the reduction in the number of employees (3,601 as of 30 June 2026 compared to 3,707 as of 30 June 2025), and to the bonuses and related social security contributions componen t. The decrease in absolute value brings the incidence of personnel costs to a reduction of 1.5 percentage points compared to the same period of the previous financial year.
Adjusted EBITDA for the first half of 2026 was positive at € 17,276 thousand, while in the same period of 2025 it was positive at € 15,997 thousand, up 8.0%.
Depreciation and amortisation decreased by 6.8% overall (from € 17,638 thousand as at 30 June 2025 to € 16,440 thousand as at 30 June 2026): the component relating to tangible fixed assets (including rights of use) decreased by € 1,429 thousand ( -11.7%), whilst the component relating to intangible assets increased by € 232 thousand (+4.3%) .
The item provisions and impairment shows a positive balance of € 4,917 thousand, in contrast to the corresponding period of the previous financial year. This trend is mainly attributable to the release of previously allocated funds, following the elimination of the related risks or the red efinition of potential liabilities. In particular, the releases concerned provisions for legal disputes for € 3,211 thousand, provisions for future risks and charges for € 1,667 thousand, the restructuring provision for € 354 thousand and the supplementary customer indemnity provision for € 165 thousand. These positive effects were partially offset by provisions of € 438 thousand relating to the write -down of trade receivables and € 42 thousand to the product warranty fund.
Adjusted EBIT was positive at € 5,753 thousand, up € 8,174 thousand compared to the same period last year (negative at € 2,421 thousand).
Non -recurring items showed a negative figure of € 932 thousand, attributable entirely to redundancy payments.
With reference to financial operations , financial expenses of € 1,495, thousand were recorded, up from the June 2025 figure (net expenses of € 1,002 thousand), of which € 2,266 thousand related to interest income and financial income and € 3,761 thousand to interest expense and financial expen ses.
Exchange rate risk management resulted in net losses of € 1,469 thousand, an increase compared with the same period last year (when there was a profit of € 443 thousand).
Pre-tax profit was positive by € 1,857 thousand compared to the negative figure of € -7,285 thousand in 2025.
Taxes , which were negative compared to the positive figure for 2025, totalled € 1,679 thousand; this balance is determined as a result of the following factors: IRES taxes and other deferred taxes (negative for € 1,825 thousand) and IRAP (positive for € 542 thousand); provisions for income taxes of foreign companies (negative for € 2,643 thousand) and taxes relating to previous years (negative for € 319 thousand).
The Biesse group, therefore, recorded a profit for the year of € 178 thousand.
Page 16of 45
STATEMENT OF FINANCIAL POSITION
Net invested capital amounted to € 268,125 thousand, up compared to 31 December 2025 (€ 251,002 thousand).
Compared to 31 December 2025, net fixed assets decreased by € 11,428 thousand due to the fact that depreciation and amortisation are higher than new investments for the period.
Net operating working capital increased by € 18,569 thousand compared to 31 December 2025. The increase is mainly attributable to the increase in inventories (amounting to € 15,236 thousand). This trend is, to some extent, to be expected during the first half of the financial year, wi th a gradual recovery anticipated in the second half of the year . The increase in net operating working capital was also contributed to by the reduction in trade payables (€ 1,760 thousand), the increase in trade receivables (€ 738 thousand), and the decrease in contractual liabilities (€ 833 thousand), the latter consistent with the evolution of the order backlog as of 30 June 2026.
Equity amounted to € 226,198 thousand (€ 226,352 thousand as at 31 December 2025).
At 30 June At 31 De ce mbe r At 30 June 20 26 20 25 20 25
Euro 000’s
Intangible assets 104,312 108,378 125,185 Property, plant and equipment 127,913 135,101 136,425 Financial assets 2,210 2,385 2,268 No n-curre nt asse ts 234,436 245 ,86 4 26 3,877 Inventories 190,997 175,761 187,584 Trade receivables and contract assets 101,851 101,113 116,485 Trade payables (137,935) (139,695) (140,633) Contract liabilities (68,586) (69,419) (89,496) Ne t o pe rating wo rking capital 86 ,328 6 7,75 9 73,9 40 Post-employment benefits (10,782) (11,120) (11,992) Provision for risk and charges (18,427) (26,694) (32,659) Other net payables (46,082) (44,888) (40,657) Net deferred tax assets 22,652 20,080 17,637 O the r ne t liabilitie s (5 2,6 39 ) (6 2,6 22) (6 7,6 70 ) Ne t Inve ste d Capital 26 8,125 25 1,0 0 2 270 ,147 Share Capital 27,403 27,403 27,403 Previous period result and other reserves 198,617 218,519 224,270 Profit/(Loss) of the period 178 (19,570) (7,090) Equity 226 ,19 8 226 ,35 2 244,5 83 Financial debts to banks and other lenders 128,392 156,397 152,238 Current financial assets (29,806) (62,636) (79,551) Cash and cash equivalents (56,659) (69,112) (47,123) Ne t Financial P o sitio n 41,9 27 24,6 49 25 ,5 6 4 To tal S o urce s o f Funds 26 8,125 25 1,0 0 2 270 ,147
Page 17of 45
Net financial position
The NFP statement complies with the provisions contained in Communication No. 5/21 of 29 April 2021 issued by Consob, which refers to the ESMA Recommendations of 4 March 2021.
For the sake of clarity, the fair value of derivatives have also been excluded from financial assets.
The Net Financial Position of the Biesse group at 30 June 2026 was negative for € 41,927 thousand (negative for € 19,643 thousand excluding the effects of IFRS 16), a decrease of € 17,278 thousand compared to the figure at 31 December 2025, when it was positive for € 24,649 thousand (and positive for € 1,450 thousand excluding the effects of IFRS 16). The change during the period is mainly attributable to the cash outflow associated with the trends in net operating working capital discussed above, as well as to investments made in tangible and intangible fixed assets. These effects were only partially offset by the cash flows generated by the positive results achieved in terms of operational performance.
SEGMENT REPORTING
Breakdown of revenue by operating segment
Breakdown of revenue by geographical area
30 th June 31st March 31st De ce mbe r 30 th S e pte mbe r 30 th June 20 26 20 26 20 25 20 25 20 25
€ '000
Financial assets: 86,465 127,900 131,748 126,056 126,674 Current financial assets 29,806 63,370 62,636 66,022 79,551 Cash and cash equivalents 56,659 64,530 69,112 60,034 47,123 Short-term financial lease payables (7,462) (7,712) (8,588) (8,849) (9,222) Short-term bank loans and borrowings and loans from other financial backers (27,467) (53,378) (44,611) (54,103) (29,124) S ho rt-te rm ne t financial po sitio n 5 1,5 37 6 6 ,80 9 78,5 49 6 3,10 4 88,329 Medium/Long-term financial lease payables (14,822) (16,650) (17,512) (18,463) (21,053) Medium/Long-term bank loans and borrowings (78,616) (85,649) (85,640) (92,759) (92,770) Trade payables and other medium/long-term payables (25) (34) (46) (58) (69) Me dium/Lo ng-te rm ne t financial po sitio n (9 3,46 4) (10 2,333) (10 3,19 8) (111,279 ) (113,89 2) To tal ne t financial po sitio n (41,9 27) (35 ,5 24) (24,6 49 ) (48,175 ) (25 ,5 6 4) At 30 June At 30 June 20 26 20 25
Euro 000’s
Machines and Systems Division 286,837 92.2% 297,317 92.1% (3.5)% Mechatronics Division 36,142 11.6% 36,479 11.3% (0.9)% Inter-segment eliminations (11,830) (3.8)% (10,989) (3.4)% 7.7% To tal 311,149 10 0 .0 % 322,80 8 10 0 .0 % (3.6 )%Change % % % At 30 June At 30 June 20 26 20 25
Euro 000’s
EMEA 200,683 64.5% 197,392 61.1% 1.7%
AMERICAS 72,777 23.4% 76,285 23.6% (4.6)%
APAC 37,689 12.1% 49,131 15.2% (23.3)%
To tale 311,149 10 0 .0 % 322,80 8 10 0 .0 % (3.6 )%% % CHANG E %
Page 18of 45
The breakdown of revenues by operating segment remains substantially unchanged (with the Machine -
Systems segment accounting for more than 92.2% of Biesse group revenues), while both segments show a decrease of 3.5% for Machine -Systems and 0.9% for Mechatro nics, respectively.
An analysis of turnover by geographical region shows that the decline affected the AMERICAS and APAC (Asia and the Pacific) regions, which recorded decreases of 4.6% and 23.3% respectively, whilst turnover in the EMEA (Europe, the Middle East and Africa) r egion rose slightly by 1.7%. The EMEA area remains the Biesse group's reference area, closing with a turnover of € 200,683 thousand, representing 64.5% of the total (€ 197,392 thousand at 30 June 2025, representing 61.1% of the total).
TRANSACTIONS WITH ASSOCIATES, PARENTS AND THE LATTER’S SUBSIDIARIES
As at 30 June 2026, in line with the situation as at 31 December 2025, there were no associates.
Regarding relations with the Parent Company Bi.Fin. S.r.l., please refer to Note 25 in the Notes.
OTHER RELATED -PARTY TRANSACTIONS
The following have been identified as related parties: the Board of Directors, the Board of Statutory Auditors and SEMAR S.r.l..
As for transactions with these companies during the first half of the year, please refer to Note 26 in the Notes.
‘ATYPICAL AND/OR UNUSUAL’ TRANSACTIONS OCCURRED DURING THE SIX -MONTH PERIOD
In 2026, there were no such transactions.
SIGNIFICANT EVENTS AFTER THE REPORTING DATE AND FULL -YEAR OUTLOOK
Events after the reporting date On 2 July 2026, the acquisition of 95% of Orchestra S.r.l., an Italian software house specialising in the development of solutions for the digitalisation of production processes, was completed.
Outlook for the remainder of 2026 The market scenario continues to be characterised by a high level of uncertainty, determined by the persistence of geopolitical and commercial tensions at the international level, further accentuated by developments in the conflict in the Middle East. This context continues to influence customers' investment decisions and visibility into the evolution of demand in the Group's reference markets.
Within this framework, the Biesse Group's management intends to resolutely continue to implement the strategic priorities defined in the 2026 -2028 Three -Year Plan, with particular attention to strengthening its leadership in service, developing commercial skills, and accelerating product innovation, factors deemed fundamental to supporting the Group's growth and competitiveness in the medium to long term.
Despite the absence of clear signs of a return to a more stable market environment, the Group will continue to adopt an approach based on prudence and financial discipline, maintaining constant attention to operational efficiency and cost containment. At t he same time, the necessary organisational and commercial flexibility will be maintained to promptly seize any market opportunities and respond effectively to evolving demand.
Page 19of 45
Condensed
Consolidated
Interim Financial
Statements as of 30 June 2026
Page 20of 45
CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2026
CONSOLIDATED INCOME STATEMENT
Euro 000’s No te 20 26 20 25 Revenue 5 311,149 322,808 Other operating income 2,992 3,712 Change in inventories of finished goods and work in progress 8,867 18,193 Purchase of raw materials and consumables (130,769) (143,266) Personnel expense 6 (111,795) (121,133) Depreciation, amortisation and impairment (11,523) (21,669) Other operating costs (64,099) (65,371) O pe rating pro fit 4,822 (6 ,727) Share of profit of associates - -
Financial income 2,266 2,821 Financial expense (3,761) (3,822) Income (expense) on foreign exchange 7 (1,469) 443 P re -tax pro fit 1,85 7 (7,285 ) Income taxes 8 (1,679) 196 P ro fit fo r the ye ar 178 (7,0 9 0 )
Attributable to:
Attributable to owners of the parent 178 (7,090) Attributable to non-controlling interests - -
Earnings per share 9 0.01 (0.26) Diluted (€/cents) 9 0.01 (0.26)At 30 June
Page 21of 45
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
At 30 June At 30 June 'Euro 000’s Note 2026 2025 R e sult o f the pe rio d 178 (7,090) Translation differences of foreign operations 17 (23) (9,261) Income/(loses) on financial assets valuated at fair value OCI (228) (10) Taxes on Income/(loses) on financial assets valuated at fair value OCI55 2 To tal ite ms that may be re classifie d to pro fit and lo ss o f the ye ar(196) (9 ,26 9 ) Measurement of defined-benefit plans (14) 43 Income taxes on items that will not be reclassified to profit and loss (78) (10) To tal ite ms that will no t be re classifie d to pro fit o r lo ss(9 2) 33 To tal co mpre he nsive inco me fo r the ye ar (10 9 ) (16 ,326 ) Attributable to :
Non-controlling interests - -
Owners of the parent (10 9 ) (16 ,326 )
Page 22of 45
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 1
At 30 June At 31 De ce mbe r € '000 Note 20 26 20 25
ASSETS
Property, plant and equipment 11 127,913 135,101 Goodwill 12 61,604 61,473 Other intangible assets 42,708 46,905 Deferred tax assets 34,213 32,487 Other financial assets and receivables (inluding derivatives) 13 2,046 2,216 Other revcevables 164 169 To tal no n curre nt asse ts 26 8,6 49 278,35 1 Inventories 14 190,997 175,761 Trade receivables and contract assets 15 101,851 101,113 Other revcevables 15,093 15,141 Other financial assets and receivables (inluding derivatives) 13 29,876 62,859 Cash and cash equivalents 56,659 69,112 To tal curre nt asse ts 39 4,477 423,9 86
TO TAL AS S ETS 6 6 3,126 70 2,337
At 30 June At 31 De ce mbe r € '000 Note 20 26 20 25
EQUITY AND LIABILITIES
Share capital 16 27,403 27,403 Reserves 17,18 198,617 218,519 Result of the period 178 (19,570) Equity attributable to the o wne rs o f the pare nt 226 ,19 8 226 ,35 2
TO TAL EQ UITY 226 ,19 8 226 ,35 2
Financial liabilities 19 93,438 103,152 Post-employment benefits 10,782 11,120 Deferred tax liabilities 11,561 12,407 Other liabilities 100 118 To tal no n curre nt liabilitie s 115 ,882 126 ,79 7 Financial liabilities 19 34,929 53,199 Provisions for risks and charges 22 18,427 26,694 Trade payables 20 137,935 139,695 Contract liabilities 21 68,586 69,419 Other liabilities 57,129 57,968 Income tax liability 4,041 2,212 To tal Curre nt liabilitie s 321,0 46 349 ,187
LIAB ILITIES 436 ,9 28 475 ,9 84
TO TAL EQ UITY AND LIAB ILITIES 6 6 3,126 70 2,337
Page 23of 45
CONSOLIDATED STATEMENT OF CASH FLOWS
No te
€ '000 20 26 20 25
O P ER ATING ACTIVITY
Result for the year 178 (7,090)
Change for:
Income taxes 8 1,679 (196) Depreciation and amortisation of current and non-current owned assets 11 11,809 11,845 Depreciation and amortisation of current assets in leasing 11 4,631 5,792 Gains/losses from sales of property, plant and equipment (242) 530 Impairment losses on intangible assets 0 0 Accrual to post-employment benefits (7,424) 1,784 Income from investment activities (231) (84) Net Financial expense 3,269 (795)
S UB TO TAL O P ER ATING ACTIVITIES 13,670 11,787
Change in trade receivables and contract assets (1,132) 944 Change in inventories (11,081) (14,922) Change in trade payables and contract liabilities (5,122) 15,719 Change in post-employment benefits and in others funds (4,113) (3,755) Other changes in operating assets and liabilities (1,582) (1,767) Cash flo w Cash flo w ge ne rate d / (abso rbe d) by o pe rating activitie s (9 ,36 0 ) 8,0 0 4 Tax paid (1,667) (3,316) Interest paid (2,936) (1,112)
NET CAS H FLO WS FR O M O P ER ATING ACTIVITIES (13,9 6 4) 3,5 77
INVES TING ACTIVITIES
Acquisition of property, plant and equipment (2,825) (6,630) Proceeds from sale of property, plant and equipment 294 0 Acquisition of intangible assets (1,442) (1,693) Investments in other companies 6 0 Cash flow from acquisition of business combinations 106 (3,941) Cash flow from sale of business combinations 0 0 Change in other financial assets 33,005 (58,190) Interest/income received from investment activities 1,558 189
NET CAS H FLO WS US ED IN INVES TING ACTIVITIES 30 ,70 3 (70 ,26 5 )
FINANCING ACTIVITIES
Loan refunds (24,976) (55,431) New bank loans 0 0 Finance lease payments (4,709) (5,884) Acquisition of additional controlling interest 0 0 Other changes (45) (27) Acquisition of own shares 0 (1,227) Dividend paid 0 (1,089)
NET CAS H FLO WS US ED IN FINANCING ACTIVITIES (29 ,730 ) (6 3,6 5 7)
NET INCR EAS E\(DECR EAS E) IN CAS H AND CAS H EQ UIVALENTS (12,9 9 1) (130 ,345 )
CAS H AND CAS H EQ UIVALENTS AS AT 1st JANUAR Y 6 9 ,112 181,0 12
Effect of exchange rate fluctuations on cash held 539 (3,543)
CAS H AND CAS H EQ UIVALENTS AS AT 30 th JUNE 5 6 ,6 5 9 47,123 At 30 June
Page 24of 45
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
'Euro 000’sShare
CapitalHedging and
translation
reservesActuarial
reserveFinalcial
asset OCI
reserveCapital
reservesOthers reservesResult for the
yearOwn sharesEquity
attributable to
the o wne rs o f the pare ntNon
Controlling
InterestsTO TAL
EQ UITY
O pe ning balance s at 0 1/0 1/20 25 27,40 3 (13,6 11) (4,35 4) 15 8 36 ,20 2 213,826 3,75 0 0 26 3,373 0 26 3,373 Other comprehensive income (9,261) 33 (8) (9 ,236 ) (9 ,236 ) Result for the year 30.06.2025 (7,090) (7,0 9 0 ) (7,0 9 0 ) To tal co mpre he nsive inco me /e xpe nse fo r the ye ar (9 ,26 1) 20 5 (8) (7,0 9 0 ) (16 ,326 ) (16 ,326 ) Dividends distribution (1,096) (1,096) (1,096) Allocation of profit for the previous year 2,654 (2,654) Own shares (1,227) (1,227) (1,227) Other changes (141) (141) (141) Clo sing balance s at 30 /0 6 /20 25 27,40 3 (22,872) (4,148) 329 36 ,20 2 216 ,338 (7,0 9 0 ) (1,227) 244,5 83 0 244,5 83
'Euro 000’sShare
CapitalHedging and
translation
reservesActuarial
reserveFinalcial
asset OCI
reserveCapital
reservesOthers reservesResult for the
yearOwn sharesEquity
attributable to
the o wne rs o f the pare ntNon
Controlling
InterestsTO TAL
EQ UITY
O pe ning balance s at 0 1/0 1/20 26 27,40 3 (24,36 4) (4,148) 329 36 ,20 2 216 ,349 (19 ,5 70 ) (5 ,848) 226 ,35 2 226 ,35 2 Other comprehensive income (23) (92) (173) (288) (288) Result for the year 30.06.2026 178 178 178 To tal co mpre he nsive inco me /e xpe nse fo r the ye ar (23) (9 2) (173) 178 (10 9 ) (10 9 ) Divide nds distributio n Allocation of profit for the previous year (19,570) 19,570
Own shares
Other changes (45) (45 ) (45 ) Clo sing balance s at 30 /0 6 /20 26 27,40 3 (24,387) (4,241) 15 6 36 ,20 2 19 6 ,734 178 (5 ,848) 226 ,19 8 0 226 ,19 8
Page 25of 45
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. GENERAL INFORMATION
The subject preparing the financial statements Biesse S.p.A. (hereinafter the ‘Company’ or the ‘Parent Company’) is an Italian company, with registered office in Pesaro, Via della Meccanica 16.
The Biesse group (hereinafter the ‘Group’) operates in the mechanical engineering sector and is fully controlled by BI.Fin. S.r.l., a company active in the production and sale of machinery and systems for working wood, glass and stone. Biesse S.p.A. is lis ted on the Milan Stock Exchange in the Euronext Star segment.
Reporting criteria
The currency in which the Financial Statements are presented is the Euro. Balances are expressed in thousands of Euros, unless otherwise stated. It should also be noted that some differences might be found in tables due to the rounding of values shown in thousands of Euro.
These Condensed Consolidated Interim Financial Statements were approved by the Board of Directors on 31 July 2026 and were subject to a limited audit by Deloitte & Touche S.p.A.
Scope of consolidation The consolidated statement of financial position and income statement as at 30 June 2026 include the financial statements of the Parent Company Biesse S.p.A. and of its subsidiaries, which are listed below.
List of companies consolidated on a line -by-line basis
Name and registered office Currency Share
Capital Directly
controlled Indirectly
controlled Ownership
vehicle Biesse
group
Parent Company
Biesse S.p.A. EUR 27,402,593 Via della Meccanica, 16 Chiusa di Ginestreto (PU) - Italy
Italian subsidiaries:
HSD S.p.A. EUR 1,141,490 100% 100%
Via della Meccanica, 16 Chiusa di Ginestreto (PU) - Italy Biesse Tooling S.r.l Via della Meccanica, 16 Chiusa di Ginestreto (PU) - Italy EUR 50,000 100% 100% Gmm S.p.a.
Via Nuova 155/B Gravellona Toce (VB) - Italy EUR 1,000,000 100% 100% Mectoce S.r.l.
Via Nuova 155/B Gravellona Toce (VB) - Italy EUR 62,500 100% GMM S.p.A. 100%
Foreign subsidiaries:
Biesse America Inc. USD 11,500,000 100% 100% 4110 Meadow Oak Drive Charlotte, North Carolina – USA
Page 26of 45 Name and registered office Currency Share
Capital Directly
controlled Indirectly
controlled Ownership
vehicle Biesse
Group
Biesse Canada Inc. CAD 180,000 100% 100% 18005 Rue Lapointe – Mirabel (Quebec) – Canada Biesse Brasil Comercio e Industria de Maquinas e Equipamentos Ltda BRL 45,311,833 100% 100% Rua Liege 122 - Vila Vermelha - Sao Paulo -
Brazil
Biesse Group UK Ltd. GBP 655,019 100% 100% Lamport Drive – Daventry Northamptonshire – Great Britain Biesse France Sas EUR 1,244,000 100% 100% 4, Chemin de Moninsable Brignais - France Biesse Group Deutschland GmbH EUR 1,432,600 100% 100%
Gewerberstrasse, 6
Elchingen (Ulm) - Germany Biesse Schweiz GmbH
Luzernerstrasse 26
6294 Ermensee – Switzerland CHF 100,000 100% Biesse
Deutschland
GmbH 100%
Biesse Iberica Woodworking Machinery s.l. EUR 699,646 100% 100% C/De La Imaginaciò, 14 Poligon Ind. La Marina – Gavà Barcelona – Spain Biesse Portugal, Unipessoal, lda. EUR 5,000 100% Biesse Iberica W. M. s.l. 100% Sintra Business Park, 1, São Pedro de Penaferrim – Sintra – Portugal Biesse Group Australia Pty Ltd. AUD 15,046,547 100% 100% 3 Widemere Road Wetherill Park – Sydney –
Australia
Biesse Group New Zealand Ltd. NZD 3,415,665 100% 100% Unit B, 13 Vogler Drive Manukau – Auckland – New Zealand Biesse India Private Limited INR 721,932,182 100% 100% Jakkasandra Village, Sondekoppa rd.
Nelamanga Taluk – Bangalore –India Biesse Asia Pte. Ltd. EUR 1,548,927 100% 100% Zagro Global Hub 5 Woodlands Terr. – Singapore Biesse Indonesia Pt.
Jl. Kh.Mas Mansyur 121 – Jakarta – Indonesia IDR 2,500,000, 000 10% 90% Biesse Asia Pte. Ltd. 100% Biesse Malaysia SDN BHD No. 5, Jalan TPP3 47130 Puchong - Selangor, Malaysia EUR 1,435,704 100% Biesse Asia Pte. Ltd. 100% Biesse Korea LLC Geomdan Industrial Estate, Oryu -Dong, Seo -Gu – Incheon – South Korea KRW 500,000,00 0 100% Biesse Asia Pte. Ltd. 100% Biesse (HK) Ltd.
Room 1530, 15/F, Langham Place, 8 Argyle Street, Mongkok, Kowloon – Hong Kong HKD 203,263,887
100% 100%
Biesse Trading (Shanghai) Co.
Ltd. RMB 118,581,740 100% Biesse (HK) 100% Room 301, No.228, Jiang Chang No. 3 Road, Zha Bei District, – Shanghai – China Ltd.
Biesse Turkey Makine Ticaret Ve Sanayi A.S.
Şerifali Mah. Bayraktar Cad. Nutuk Sokak No:4 Ümraniye, Istanbul –Turkey TRY 229,214,500 100% 100% Biesse Kazakhstan LLP.
9th floor, ‘Baykonyr’ business -center, 42 Abay ave.,050022, Almaty, Republic of Kazakhstan KZT 94,300,000 100% 100%
Page 27of 45 Name and registered office Currency Share
Capital Directly
controlled Indirectly
controlled Ownership
vehicle Biesse
Group
Biesse Gulf FZE AED 30,159,477 100% 100% Dubai, free Trade Zone Biesse Taiwan Ltd.
6F-5, No. 188, Sec. 5, Nanking E. Rd., Taipei City 105, Taiwan (ROC) TWD 500,000 100% Biesse Asia Pte Ltd. 100% Biesse Japan K.K.
C/O Mazars Japan K.K., ATT New Tower 11F, 2-11-7, Akasaka, Minato -ku, Tokyo JPY 5,000,000 100% Biesse Asia Pte Ltd. 100% HSD Mechatronic (Shanghai) Co.
Ltd. RMB 2,118,319 100% Hsd S.p.A. 100% D2, 1st floor, 207 Taiguroad, Waigaoqiao Free Trade Zone – Shanghai – China Hsd Usa Inc. USD 250,000 100% Hsd S.p.A . 100% 3764 SW 30th Avenue – Hollywood, Florida – USA HSD Deutschland GmbH EUR 25,000 100% Hsd S.p.A . 100% Brükenstrasse, 2 – Gingen – Germany
Gmm Steinbearbeitungsmaschinen
Gmbh EUR 100,000 100% GMM S.p.A. 100%
Karlshöhlchen 6
76872 Freckenfeld - Germany Gmm Usa Inc. USD 182,283 100% GMM S.p.A. 100% 8610 Airpark West Drive Suite 100, Charlotte - USA Waterjet Production Academy Gmbh EUR 25,000 100% GMM S.p.A. 100% Zeppelinstrasse 7a – Karlsruhe – Germany Techni Waterjet Pty. Ltd.
47 Barry road – Campbellfield (Victoria) – Australia AUD 441,001 100% Biesse Group
Australia Pty
Ltd. 100%
Biesse Thailand Ltd.
300/21 Moo 1, Tambol Tasith – Ampur Pluakdaeng, Rayong – Thailand THB 15,000,000 100% Biesse Asia Pte. Ltd. 100% Techni Waterjet LLC. USD 2,150,000 100% Biesse America Inc.
100%
8610 Air Park West Drivesuite 100 Charlotte - Usa Bavelloni America Inc. USD 200,000 100% Biesse S.p.a. 100% 4361 Federal Drive Suite 160 – Greensboro – Usa Biesse Mèxico Comercial e Industrail Sa de CV MXN 390,405 100% Biesse S.p.a. 100% Privada calle nr.30 no.2646 zona industrial – Guadalajara – Mexico Compared with the consolidated financial statements for the year ended 31 December 2025, the scope of the Biesse group has changed as a result of the liquidation of the Asian subsidiaries GMM International Ltd (Hong Kong) and GMM Quanzhou Co. Ltd (China) o n 31 January 2026.
In addition to the aforementioned transactions, the group's scope has further changed as a result of the merger of the subsidiary Bavelloni S.p.A. into Biesse S.p.A. (its parent company) which took place on 1 April 2026, with accounting and tax effects bac kdated to 1 January 2026. Please note that this merger has no accounting effects on the consolidated financial statements.
2. STATEMENT OF COMPLIANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AND GENERAL
STANDARDS
The Condensed Consolidated Interim Financial Statements have been prepared in compliance with the International Financial Reporting Standards (IFRSs), issued by the International Accounting Standard Board (‘IASB’) and endorsed by the European Union, as wel l as with the implementing provisions issued pursuant to Art. 9 of Italian Law Decree 38/2005 and the CONSOB regulations and provisions regarding financial statements.
The Condensed Consolidated Interim Financial Statements have been prepared on the historical cost basis, with the exception of derivative financial instruments, held -for-sale financial assets and financial
Page 28of 45 instruments classified as available for sale, which are measured at fair value.
The Directors of the Biesse group believe that, due to the financial strength of the Group and the Company’s forecasts for the foreseeable future, there are no uncertainties, as defined by paragraph 25 of IAS 1, regarding the going concern assumption.
This disclosure was prepared in compliance with the provisions of Consob (Commissione Nazionale per le Società e la Borsa – the regulatory authority for the Italian securities’ market), with particular reference to resolutions No. 15519 and 15520 of 27 Jul y 2006 and to communication No. DEM6064293 of 28 July 2006.
In preparing the Condensed Consolidated Interim Financial Statements, drawn up in accordance with IAS 34 Interim Financial Reporting, the same accounting policies were applied as those adopted in the preparation of the consolidated financial statements as at 31 December 2025, to which reference should be made for a complete account, with the exception of the matters described in paragraph 4 below ‘IFRS accounting standards, amendments and interpretations applied from 1 January 2026’, with the clarification that the changes introduced at IFRS level have had no impact.
The figures shown in these condensed consolidated interim financial statements are comparable with the same period of the previous year.
Financial statements
All statements conform to the minimum content requirements set by the International Financial Reporting Standards and the applicable provisions laid down by national legislation and Consob. The statements used are considered adequate for fair presentation of the Biesse group’s financial position, results of operations and cash flows. In particular, it is believed that the income statements reclassified by nature provide reliable and relevant information for a correct representation of the Biesse group’s eco nomic performance. The statements comprising the Financial Statements are:
Consolidated Income Statement Expenses are classified based on their nature, highlighting interim results with respect to operating and pre-tax profit. Specifically, this operating result is defined as Profit (Loss) for the year before income taxes, financial income and expenses, and f oreign exchange losses and gains. This indicator is not identified as an accounting measure under IFRS (NON -GAAP measures) and the determination criteria applied by the Biesse group may not be consistent with those adopted by other groups.
Consolidated Statement of Comprehensive Income This statement includes the items that make up the profit or loss for the financial year. For each group of categories, it also shows income and expenses that have been recognised directly in equity pursuant to IFRSs.
Consolidated Statement of Financial Position This statement shows a breakdown of current and non -current assets and liabilities.
An asset/liability is considered to be current when it satisfies any of the following criteria:
‒ it is expected to be recovered/settled or intended for sale or consumption in the Biesse group’s normal operating cycle ‒ it is held primarily to be traded ‒ it is expected to be recovered/settled within 12 months after the reporting date In the absence of all three conditions, the assets/liabilities are classified as non -current.
Consolidated Statement of Changes in Equity This statement shows the changes in equity items related to:
‒ the allocation of the parent company’s and subsidiaries’ profit/(loss) for the year to non -controlling
interests;
‒ amounts relating to transactions with shareholders (purchase and sale of treasury shares);
‒ any gains or losses net of any tax effects which, as required by IFRSs, are either recognised directly in equity (gains or losses from trading of treasury shares, actuarial gains or losses arising from the
Page 29of 45 measurement of defined -benefit plans) or have an offsetting entry under equity (share -based payments for stock option plans);
‒ changes in valuation reserves relating to derivative instruments hedging future cash flows, net of any tax effects.
Consolidated Statement of Cash Flows The Statement of Cash Flows is prepared using the indirect method, whereby net profit (loss) for the year is adjusted for the effects of transactions of a non -cash nature, any deferrals or accruals of past or future operating cash receipts or payments, and items of income or expense associated with investing or financing cash flows.
Cash and cash equivalents recognised in the statement of cash flows include the balance of this item at the reporting date. Foreign currency cash flows have been translated at the average exchange rate for the period.
Interest and taxes paid are classified within operating activities, while interest and dividends received are presented within investing activities.
Translation of foreign currency financial statements The financial statements of companies whose functional currency is different from the presentation currency of the Consolidated Financial Statements (Euro) and that do not operate in countries with hyperinflationary economies, are translated as follows:
a) assets and liabilities, including goodwill and fair value adjustments arising on consolidation, are translated at the closing exchange rate;
b) income and expense are translated at the average exchange rate for the year, considered as a reasonable approximation of the exchange rate at the dates of the transactions.
It should be noted that with reference to the Turkish subsidiary, which operates in a country with a hyper -inflationary economy, the Biesse group has proceeded to translate income statement balances at the average exchange rate and balance sheet balances at the year -end spot exchange rate in consideration of the insignificance of the Turkish subsidiary’s economic contribution to the Biesse group’s income statement.
Exchange rate gains (losses) emerging from the conversion process are recorded in other comprehensive income and included under equity in the hedging and translation reserve.
On disposal of the economic entity that gave rise to exchange rate gains (losses), the cumulative amount of exchange differences recognised in a separate component of equity will be recognised in the income statement.
Shown below are the exchange rates used as at 30 June 2026, 31 December 2025 and at 30 June 2025 for converting finance and equity entries in foreign currency (source www.bancaditalia.it ). It should be noted that with reference to the Chinese Renmimbi Yuan, the source ‘China National Interbank funding Centre’ was used for the conversion of income statement and balance sheet items as at 30 June 2026.
Page 30of 45
3. MEASUREMENT CRITERIA AND USE OF ESTIMATES
The preparation of the financial statements and related notes pursuant to IFRSs requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as well as disclosures relating to contingent assets and liabil ities at the reporting date. The estimates and assumptions used are based on historical experience and other factors deemed as material. Estimates and assumptions are reviewed on an ongoing basis and the effect of any resulting changes is reflected in the income statement in the reporting period in which the estimates are reviewed if the review affects only that reporting period, or also in subsequent reporting periods if the review affects both the current year and future years.
A summary follows of the critical judgements and the key assumptions made by Management in applying the accounting standards with regard to the future and which may have a significant impact on the amounts recognised in the Biesse group financial statement s or have the risk of resulting in material adjustments to the carrying amount of assets and liabilities in the following financial year.
Allowance for impairment The allowance for impairment reflects Management’s estimates of impairment losses on the portfolio of receivables due from end customers and the sales network. The estimate of the allowance for impairment is based on losses expected by the Biesse group, ca lculated on the basis of past experience for similar receivables, current and historical overdue receivables, losses and collections, the careful monitoring of credit quality, and projections of economic and market conditions, also taking into account unce rtainties related to significant events from a forward -looking perspective.
Allowance for inventory write -downs The allowance for inventory write -downs reflects the Management’s estimate of impairment losses expected by the Biesse group and is calculated on the basis of past experience as well as historical and expected trends in the market for second -hand equipment and spare parts, and any losses due to specific activities implemented by the companies included in the scope of consolidation.
Recoverable amount of non -current assets (including goodwill) Non -current assets include property, plant and equipment, intangible assets (including goodwill), equity investments and other financial assets. When events and circumstances call for such review, management regularly reviews the carrying amount of non -current assets owned and used and of assets to be disposed of. For goodwill and intangible assets with an indefinite useful life, this analysis is carried out at least once a year and whenever events and circumstances so require. The analysis of the recoverab ility of non -current assets’ carrying amount is generally performed using estimates of cash flows expected from the use or Clo sing Final Clo sing Final Clo sing Final US Dollar / Euro 1.1666 1.1394 1.1300 1.1750 1.0927 1.1720 Brazilian Real / Euro 6.0127 5.9003 6.3072 6.4364 6.2913 6.4384 Canadian Dollar / Euro 1.6074 1.6220 1.5787 1.6088 1.5400 1.6027 Pound Sterling / Euro 0.8672 0.8618 0.8568 0.8726 0.8423 0.8555 Swedish Krone / Euro 10.7895 11.0935 11.0663 10.8215 11.0961 11.1465 Australian Dollar / Euro 1.6612 1.6544 1.7518 1.7581 1.7229 1.7948 New Zealand Dollar / Euro 1.9873 2.0136 1.9422 2.0380 1.8827 1.9334 Indian Rupee / Euro 108.5944 107.8565 98.5239 105.5965 94.0693 100.5605 Chinese Renmimbi Yuan / Euro 8.0190 7.7671 8.0965 8.2355 7.8863 8.4024 Swiss Franc / Euro 0.9179 0.9224 0.9370 0.9314 0.9414 0.9347 Indonesian Rupiah / Euro 20073.0700 20398.9100 18623.0600 19640.8300 17962.6500 19021.0300 Hong Kong Dollar /Euro 9.1274 8.9350 8.8104 9.1464 8.5168 9.2001 Malaysian Ringgit /Euro 4.6448 4.6544 4.8339 4.7682 4.7798 4.9365 South Korean Won /Euro 1730.6600 1767.0800 1605.4500 1696.9400 1556.5000 1588.2100 Turkish Lira/Euro 52.0657 53.1642 44.8161 50.4838 41.0912 46.5682 Russian Rouble/Euro 89.1026 88.6472 94.0522 92.0938 94.5010 92.2785 UAE Dirham/Euro 4.2843 4.1844 4.1499 4.3152 4.0131 4.3042 Taiwan Dollar/Euro 36.8783 36.3087 35.1488 36.8620 34.7615 34.1548 Japanese Yen/Euro 184.4587 185.0800 169.0435 184.0900 162.1195 169.1700 Israeli Shekel/Euro 3.5440 3.3953 3.8927 3.7471 3.9291 3.9492 Mexican Peso/Euro 20.3754 19.9030 21.6705 21.1180 21.8035 22.0899 Thai Baht/Euro 37.4330 37.8620 37.1160 37.2180 36.6160 38.1250 Tenge Kazakhstan/Euro 567.7100 550.1900 589.5300 592.3300 559.3500 609.3100 Singapore dollar/Euro 1.4907 1.4754 1.4756 1.5105 1.4461 1.4941Curre ncy30 June 20 26 30 June 20 25 31 De ce mbe r 20 25
Page 31of 45 sale of the assets and appropriate discount rates to calculate their present value. When the carrying amount of a non -current asset is impaired, the Biesse group recognises an impairment loss equal to the difference between the carrying amount of the asset and the amount recoverable through its use or sale calculated with reference to the cash flows projections in the Biesse group’s latest plans.
Product warranties
When a product is sold, the Biesse group provides for the relevant estimated warranty costs (annual and multi -year). Management establishes the amount of this provision based on historical information regarding the nature, frequency and average cost of rep airs under warranty. The Biesse group is working to improve product quality and to minimise the cost of repairs under warranty.
Pension plans and other post -employment benefits The provisions for employee benefits, the relevant assets, costs and net finance expenses are measured with an actuarial method that uses estimates and assumptions for measuring the net value of the liability or asset. The actuarial method considers financ ial variables such as, for instance, the discount rate or the long -term expected return on plan assets and the growth rates of salaries, and considers the probability that potential future events will occur using demographic variables such as, for instance , mortality rates and employee turnover or retirement rates.
More precisely, the discount rates taken as reference are the rates or rate curves on high -quality corporate bonds (Euro Composite AA interest -rate curve) in the respective reference markets. The expected return on assets is calculated based on the differe nt data provided by experts on long -term expectations of capital market yields, inflation, current yield on bonds, and other variables. It may be adjusted to take account of the asset investment strategies. The rates of future salary increases reflect the Biesse group’s long -term expectations for the reference markets and the trend in inflation. Any change in these variables may affect future contributions to the provisions.
Commercial, legal and tax disputes The Biesse group is subject to possible legal and tax cases involving a wide range of issues that are subject to the jurisdiction of different states and possible commercial disputes. Owing to the uncertainties inherent to these issues, it is hard to estim ate the outflow of resources that could arise from said disputes. The claims and disputes against the Biesse group frequently arise from complex and difficult legal issues, subject to varying degrees of uncertainty, including the facts and circumstances in herent to each case and the jurisdiction and the different laws applicable to each case. In the ordinary course of business, Management consults with its legal advisors and experts in legal and tax matters, as well as with the corporate functions most invo lved in cases of customer disputes. The Biesse group recognises a liability for said disputes when it seems probable that an outflow of financial resources will be required to settle the obligation, and the appropriate amount can be measured reliably, taki ng into account information related to historical trends. If a financial outlay becomes probable, but its amount cannot be determined, this fact is disclosed in the notes to the financial statements.
Restructuring provision
The estimate of the provision for restructuring is made using the information available regarding the status and terms of negotiations with counterparties, as well as taking into account applicable laws and practices.
4. ADOPTION OF NEW ACCOUNTING STANDARDS, AMENDMENTS AND IFRS INTERPRETATIONS
a) ACCOUNTING STANDARDS, AMENDMENTS AND IFRS INTERPRETATIONS APPLIED AS OF 1 JANUARY
2026
The following accounting standards, amendments and IFRS interpretations have been adopted by the Biesse group for the first time as from 1 January 2026:
• On 30 May 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 when ESG objectives are met (i.e. green bonds). In particular, the amendments aim to:
o clarify the classification of financial assets with variable returns and linked to environmental, social and corporate governance (ESG) objectives and the criteria to be used for the SPPI test;
Page 32of 45 o determine that the date of settlement of liabilities through electronic payment systems is the date on which the liability is extinguished. However, an entity is permitted to adopt an accounting policy to allow a financial liability to be derecognised befo re delivering cash on the settlement date under certain specified conditions.
With these amendments, the IASB also introduced additional disclosure requirements with regard to investments in equity instruments designated as FVOCI.
The adoption of this amendment had no impact on the consolidated financial statements of the Group.
• On 18 December 2024, the IASB published an amendment entitled ‘ Contracts Referencing Nature -
dependent Electricity - Amendment to IFRS 9 and IFRS 7’. The document aims to support entities in reporting the financial effects of renewable electricity purchase agreements (often structured as Power Purchase Agreements). On the basis of these contracts, the amount of electricity generated and purchased can v ary depending on uncontrollable factors such as weather conditions. The IASB made targeted amendments to IFRS 9 and IFRS 7. The amendments include:
o a clarification regarding the application of the ‘own use’ requirements to this type of
contract;
o of the criteria for allowing such contracts to be accounted for as hedging instruments; and, o of 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 impact on the consolidated financial statements of the Group.
• On 18 July 2024, the IASB published a document entitled ‘ Annual Improvements Volume 11’. The document includes clarifications, simplifications, corrections and changes to improve the consistency of several IFRS Accounting Standards. The amended standards are:
o IFRS 1 First -time Adoption of International Financial Reporting Standards;
o IFRS 7 Financial Instruments: Disclosures and related guidance on the implementation of
IFRS 7;
o IFRS 9 Financial Instruments;
o IFRS 10 Consolidated Financial Statements; and o IAS 7 Statement of Cash Flows .
The adoption of this amendment had no impact on the consolidated financial statements of the Group.
b) NEW IFRS ACCOUNTING STANDARDS, AMENDMENTS AND INTERPRETATIONS ENDORSED BY THE
EUROPEAN UNION, NOT YET MANDATORILY APPLICABLE AND NOT YET ADOPTED IN ADVANCE BY THE
GROUP AS AT 30 JUNE 2026
At the reporting date, the relevant authorities of the European Union have completed the necessary endorsement process for the adoption of the amendments and standards mentioned above, but these standards are not mandatorily applicable and have not been ea rly adopted by the Group as at 30 June
2026:
• On 9 April 2024, the IASB published a new standard ‘IFRS 18 Presentation and Disclosure in Financial Statements’ , which will replace IAS 1 Presentation of Financial Statements . The new standard aims to improve the presentation of the financial statements, with particular reference to the income statement. In particular, the new standard requires:
o the classification of revenues and expenses into three new categories (operating section, investment section and financial section), in addition to the tax and discontinued operations categories already present in the income statement;
o the presentation of two new sub -totals, operating profit and earnings before interest and taxes (i.e. EBIT).
The new standard also:
Page 33of 45 o requires more information on the performance indicators defined by management;
o introduces new criteria for the aggregation and disaggregation of information; and, o introduces a number of changes to the format of the cash flow statement, including the requirement to use the operating result as the starting point for the presentation of the cash flow statement prepared under the indirect method and the elimination of c ertain classification options for some items that currently exist (such as interest paid, interest received, dividends paid and dividends received).
The new standard will enter into force on 1 January 2027, but earlier application is permitted. The Directors are currently assessing the possible effects of the introduction of this new standard on the consolidated financial statements of the Group.
c) ACCOUNTING STANDARDS, AMENDMENTS AND IFRS INTERPRETATIONS NOT YET ENDORSED BY THE
EUROPEAN UNION
At the reporting date, the relevant authorities of the European Union have not yet completed the necessary endorsement process for the adoption of the amendments and standards mentioned above.
• On 9 May 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 21 August 2025). The new standard introduces some simplifications with regard to the disclosure required by the IFRS Accounting Standard in the financial statements of a subsidiary that meets the following requirements:
o it has not issued equity or debt instruments listed on a regulated market and is not in the process of issuing them;
o its parent company prepares consolidated financial statements in accordance with IFRS.
The new standard will enter into force on 1 January 2027, but earlier application is permitted. The Directors do not expect the adoption of this amendment to have a significant impact on the consolidated financial statements of the Group.
• On 13 November 2025, the IASB published a document entitled ‘Translation to a Hyperinflationary Presentation Currency – Amendment to IAS 21’ which clarifies the conversion procedures for an entity whose presentation currency is that of a hyperinflationary economy. The entity applies the
amendments if:
o its functional currency is that of a non -hyperinflationary economy and it is translating its economic performance and financial position into the currency of a hyperinflationary
economy; or,
o is converting the economic results and financial position of a foreign operation whose functional currency is that of a non -hyperinflationary economy into the currency of a hyperinflationary economy.
The amendments will apply as of the financial statements for financial years beginning on or after 1 January 2027. The Directors do not expect the adoption of this amendment to have an impact on the consolidated financial statements of the Group.
• On 27 May 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 temporal differences. The objective of the new standard is to require an entity to provide relevant information that represent s the impact of income and expenses arising from regulated activities on the entity's financial performance, as well as the impact of assets and liabilities arising from regulated activities on its 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 const itute a subset of the rights and obligations created by a regulatory agreement. Information relating to this subset of rights and obligations enables users of financial statements to understand:
Page 34of 45 a) the income and expenses arising from an entity's regulated activities, which arise from assets and liabilities arising from regulated activities. This understanding, together with the information required by other IFRSs, will provide guidance on the total allowable compensation for regulated goods or ser vices provided by the entity in a reporting period and, consequently, on the entity's financial performance and future cash flow prospects .
b) the assets and liabilities arising from an entity's regulated activities. This understanding will provide information about the entity's financial position at the end of a reporting period and the amount, timing and uncertainty of the entity's future cash flows.
IFRS 20 will replace IFRS 14 – Regulatory Deferral Accounts and will come into force on 1 January 2029, but earlier application is permitted.
The Directors do not expect the adoption of this amendment to have an impact on the consolidated financial statements of the Group.
• On 27 June 2026, the IASB published a document called ‘Amendments to the Fair Value Option for Investments in Associates and Joint Ventures (Amendments to IAS 28)’ which clarifies which entities are eligible to measure investments in associates and joint ventures using the fair value measurement option provided for by IAS 28. The IASB has decided to develop amendments to
address:
o the lack of clarity on the meaning of ‘similar entities, including investment -linked insurance funds’ and how that definition should be interpreted, narrowly or broadly; and, o 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 changes will apply simultaneously with the application of IFRS 18 and therefore, starting from the financial statements for financial years beginning on or after 1 January 2027.
The Directors do not expect the adoption of this amendment to have an impact on the consolidated financial statements of the Group.
5. REVENUE AND ANALYSIS BY OPERATING SEGMENT AND GEOGRAPHICAL AREA
ANALYSIS BY OPERATING SEGMENT
IFRS 8 - Operating Segments - defines an operating segment as an entity:
⎯ that engages in business activities generating both revenues and expenses;
⎯ whose operating results are reviewed regularly by the chief decision maker; and ⎯ for which discrete financial information is available.
In particular, the Biesse group monitors the business’s performance in the following two Operating Segments, as it did in the same period last year:
• Machines and Systems – production, distribution, installation, and after -sales service of wood, glass, stone, and advanced materials processing machines, grinders, tools, components, and
systems;
• Mechatronics – production and distribution of industrial mechanical and electronic components.
Due to the nature of its business, the GMM Group has been placed in the Machinery and Systems operating segment.
Revenue
The information relating to the revenues of the Operating Segments mentioned above is as follows:
Page 35of 45
Net revenue for the first half of 2026 amounted to € 311,149 thousand, compared to € 322,808 thousand as at 30 June 2025, a decrease of 3.6% compared to the 2025 figure.
The Machinery and Systems segment is the Biesse group’s largest segment, contributing 92.2% of consolidated revenues (92.1% in June 2025); segment sales decreased by 3.5%, from € 297,317 thousand at 30 June 2025 to € 286,837 thousand at 30 June 2026. The o perating result of this segment improved, going from € -11,862 thousand to € -929 thousand.
The Mechatronics segment recorded a decrease of 0.9% (going from € 36,479 thousand at 30 June 2025 to € 36,142 thousand at 30 June 2026), slightly increasing its contribution to consolidated revenues. The operating result of this segment remains substantia lly unchanged, going from € 5,850 thousand to € 5,750 thousand.
Operating profit (loss) The following table shows operating profit by Segment as at 30 June 2026 and 30 June 2025:
At 30 June At 30 June 20 26 20 25
Euro 000’s
Machines and Systems Division 286,837 92.2% 297,317 92.1% (3.5)% Mechatronics Division 36,142 11.6% 36,479 11.3% (0.9)% Inter-segment eliminations (11,830) (3.8)% (10,989) (3.4)% 7.7% To tal 311,149 10 0 .0 % 322,80 8 10 0 .0 % (3.6 )%Change % % % 30 June 20 26
€ ‘000
To tal re ve nue 286 ,837 36 ,142 (11,830 ) 311,149 O pe rating pro fit o f se gme nt (9 29 ) 5 ,75 0 4,822 Financial income and expenses (2,964) P re -tax pro fit 1,85 7 Income taxes (1,679) P re -tax pro fit 178 30 June 20 25
€ ‘000
To tal re ve nue 29 7,317 36 ,479 (10 ,9 89 ) 322,80 8 O pe rating pro fit o f se gme nt (11,86 2) 5 ,136 0 (6 ,727) Financial income and expenses (559) P re -tax pro fit (7,285 ) Income taxes 196 P ro fit fo r the ye ar (7,0 9 0 )Machine s and S yste msMe chatro nics Eliminatio ns G ro up To tal Machine s and S yste msMe chatro nics Eliminatio ns G ro up To tal
Page 36of 45
Inventories
The following table shows an inventory breakdown by Operating Segment:
This level of detail is in line with what is periodically analysed by Management at the level of internal reporting.
BREAKDOWN BY GEOGRAPHICAL AREA
Revenue
The analysis of turnover by geographical area highlights how the decrease affected the AMERICAS –4.6% and APAC (Asia and Pacific) -23.3% areas while the EMEA area remained stable. The area remains the Biesse group's reference area, closing with a turnover of € 200,683 thousand, representing 64.5% of the total.
6. PERSONNEL EXPENSE
Personnel expense for the first half of 2026 amounted to € 111,769 thousand, representing a decrease of € 9,338 thousand compared with the figure for the same period in 2025 (€ 121,133 thousand), down 7.7% on the corresponding period in 2025, largely attributable to salaries, wages and related social security charges, which stemmed from a reduction in the number of employees (3,601 as at 30 June 2026 compared with 3,707 as at 30 June 2025).
7. EXCHANGE RATE GAINS AND LOSSES
Exchange rate gains and losses are presented separately from other financial items to improve the presentation of financial impacts associated with the structure of the Biesse group’s funding sources. At 30 June 2026, this component showed a negative balan ce of € 1,469 thousand.
8. TAXES
The Italian corporate income tax (IRES) rate was 24% (24% in 2025) of the taxable income of the Parent Company and the Italian subsidiaries, while income taxes for other jurisdictions are calculated based on the rates in force in the relevant countries. For calculating the income tax expense for the period, the Group applied the tax rate to the estimated year -end results to the in terim profit.
As at 30 June 2026, the Biesse group’s deferred tax assets totalled € 34,213 thousand, up compared to 31 December 2025 (+€ 1,726 thousand). Management recognised deferred tax assets to the extent they are likely to be recovered.
€ ‘000
June 20 26 171,502 19,495 19 0 ,9 9 7 De ce mbe r 20 25 156,480 19,280 175 ,76 1Machine s and S yste msMe chatro nics G ro up To tal At 30 June At 30 June 20 26 20 25
Euro 000’s
EMEA 200,683 64.5% 197,392 61.1% 1.7%
AMERICAS 72,777 23.4% 76,285 23.6% (4.6)%
APAC 37,689 12.1% 49,131 15.2% (23.3)%
To tale 311,149 10 0 .0 % 322,80 8 10 0 .0 % (3.6 )%% % CHANG E %
Page 37of 45 The tax rate, net of taxes relating to previous financial years, stands at 73.2%. The deviation from the theoretical tax rate (24%) is mainly due to the fact that no deferred tax liability was recognised in respect of the tax losses incurred by certain foreign subsidiaries, for which it was deemed prudent not to recognise any deferred t ax assets.
Articles 8 and following of Legislative Decree 27 December 2023, No. 209 have implemented Directive (EU) 2022/2523 into Italian law, introducing the discipline of the so -called ‘Global Minimum Tax’ aimed at ensuring, for large multinational and national gr oups, a minimum tax level of 15% in each jurisdiction in which they operate.
The regulation applies to groups with consolidated revenues exceeding € 750 million and is based on the Global Anti -Base Erosion Rules (‘GloBE Rules’) developed as part of the OECD/G20 BEPS – Pillar Two project, which have been progressively implemented by the jurisdictions in which the Biesse Group operates.
For the purposes of the regulation in question, the scope of application coincides with that of the consolidated financial statements prepared by Bi.Fin S.r.l., as the Ultimate Parent Entity (‘UPE’) of the Biesse Group, and includes all the entities fully consolidated therein.
In this context, Bi.Fin S.r.l., as UPE, is responsible for determining the effective tax rate (‘Effective Tax Rate’ or ‘ETR’) for each jurisdiction in which the Biesse Group operates.
If the ETR of the jurisdiction in question is lower than the minimum rate of 15%, the entity responsible for paying the taxes according to the legislation in question will be:
- Bi. Fin S.r.l., in its capacity as UPE, for the payment of the Qualified Domestic Minimum Top -up Tax (‘Qualified Domestic Minimum Top -up Tax’ or ‘QDMTT’) in respect of the Italian jurisdiction and, where necessary, the supplementary minimum tax (‘Income In clusion Rule’ or ‘IIR’) for companies located in foreign jurisdictions that have not implemented a QDMTT;
- Biesse S.p.A., in its capacity as POPE (i.e ‘Partially Owned Patent Entity’), for the payment of the IIR for companies located in foreign jurisdictions that have not implemented a QDMTT;
- each foreign company for the payment of the QDMTT if such tax has been implemented in their respective jurisdiction.
Given the above, based on the analyses carried out with reference to the data available as of 30 June 2026, including the assessment of the requirements set out in the Transitional CbCR Safe Harbour transitional regime, the Biesse Group has not detected any signific ant impacts deriving from the application of the legislation in question. That said, the Biesse Group will continue to monitor the evolution of the regulatory and interpretative framework in the relevant jurisdictions, as well as the potential effects on f uture accounting and tax records.’
9. EARNINGS PER SHARE
Basic earnings per share for the period ended 30 June 2026 totalled 0.01 Euro/cent (0.26 Euro/cent in 2025) and were calculated by dividing the profit attributable to the owners of the Parent, amounting to € 178 thousand, by the weighted average number of ordinary shares outstanding during the period, which totalled 27,402,593.
As at 30 June 2026, the number of treasury shares held was 822,448.
As there were no dilutive effects, the calculation used for Basic EPS is also applicable to Diluted EPS. The calculations are shown in the following tables:
Profit attributable to owners of the Parent
Weighted average number of outstanding ordinary shares 30 June 30 June € ‘000 20 26 20 25 Result for the year 178 (7,090) Weighted average number of shares used to calculate basic and diluted earnings per share28,225 27,587 Base and dilute d pro fit fo r the ye ar (in Euro ) 0 .0 1 (0 .26 )
Page 38of 45
10. DIVIDENDS
On 28 April 2026, the Ordinary Shareholders' Meeting approved the Annual and Consolidated Financial Statements as at 31 December 2025, including sustainability reporting. In accordance with the Board of Directors' proposal, the Shareholders' Meeting resolv ed not to distribute any dividend for the 2025 financial year.
11. PROPERTY, PLANT, MACHINERY AND OTHER TANGIBLE AND INTANGIBLE ASSETS
In the reporting period, the Group made new investments totalling € 1,442 thousand in intangible assets and € 2,825 thousand in property, plant, and equipment.
12. GOODWILL
Compared to the end of the previous financial year, during the first half of 2026 the value of goodwill showed a change due to the exchange rate effect suffered by the goodwill of the Australian and American branches.
The following table shows the allocation of goodwill to the Biesse group’s two CGUs:
In light of the Group's results in the first half of 2026, which fell short of the expectations set out in the 2026 Budget, and in a context characterised by persistently uncertain and complex macroeconomic and geopolitical conditions, attributable to pers istent international and trade tensions and further accentuated by the evolving conflict in the Middle East, the Directors deemed it appropriate to update the impairment analyses in order to verify the recoverability of the carrying amounts of the affected assets.
While confirming the validity of the medium to long -term strategic assumptions underlying the 2026 -2030 cash flow projections used for the impairment test as of December 31, 2025, the Directors updated the analysis by developing a scenario that incorporate s the forecast results expected for fiscal year 2026. This scenario assumes explicit cash flows for subsequent years that are substantially aligned with those used in the impairment test performed as of December 31, 2025, but deferred by one year. With reg ard to the discount rate and the terminal growth rate, both parameters were updated as of June 30, 2026, resulting in values substantially in line with those applied in the impairment test as of December 31, 2025.
The updated impairment test did not identify, for either of the Cash Generating Units (CGUs) or for the Group as a whole, any need to recognize impairment losses on the assets subject to impairment testing. The key assumptions used to determine the projected cash flows are based on internal assessments of future events that may not occur or may occur in a different manner or at a different time than forecast. These factors mean that actual results may differ from the forecasts provided. Given the nature of the cash flows from which they are derived, the projections used to update the impairm ent test incorporate assumptions 30 June 30 June € ‘000 20 26 20 25 Weighted average number of outstanding shares – for the calculation of basic earnings27,403 27,403 Effect of treasury shares 822 184 Weighted average number of outstanding shares – for the calculation of basic earnings28,225 27,587 Dilutive effects - -
We ighte d ave rage numbe r o f o utstanding share s – fo r the calculatio n o f dilute d e arnings28,225 27,5 87 30 June 31 December
2026 2025
Machines and systems 56,005 55,874 Mechatronics 5,599 5,599 Total 61,604 61,473 € ‘000
Page 39of 45 subject to a certain degree of uncertainty; however, appropriate mitigation measures will be put in place should significant deviations from the expected scenarios arise.
13. OTHER CURRENT AND NON -CURRENT FINANCIAL ASSETS
Other current and non -current financial assets are summarised as follows:
Non-current financial assets mainly relate to security deposits paid by various companies in the Biesse Group.
Current financial assets mainly relate to the fair value of derivative instruments for € 70 thousand (€ 223 thousand as at 31 December 2025), investments in immediately liquidated administered securities deposits of € 23,723 thousand made by the Parent Com pany, € 604 thousand made by the Australian subsidiary, and € 5,512 thousand made by the Indian subsidiary. It should be noted that during the six -
month period, Biesse sold € 35,113 thousand of securities held on deposit with Allianz to meet short -term financial needs.
As at 30 June 2026, the Biesse group, in compliance with the current Treasury Policy, still has financial investments in place to optimise liquidity and avoid the imposition of fees on inventories.
14. INVENTORIES
Inventories, amounting to € 190,997 thousand, are shown net of obsolescence provisions amounting to € 6,461 thousand for raw materials, € 5,801 thousand for spare parts, and € 8,779 thousand for finished products.
Compared to the 2025 figure, raw materials increased by € 3,528 thousand, as did spare parts by € 978 thousand and finished products by € 14,623, while work in progress and semi -finished products decreased by € 3,893 thousand.
The allowance for write -downs of raw materials on the historical cost of the related inventories is 9.4%, that of the provision for spare parts is 22.5%, and that of the provision for finished products is 9.3%.
The allowance for inventory write -downs reflects Management’s estimate of impairment losses expected by the Biesse group and is calculated on the basis of past experience as well as historical and expected trends in the market for second -hand equipment and spare parts.
Biesse Group's inventory increased by € 15,236 thousand compared to 31 December 2025. This change is partly a natural consequence of the first half of the year, with expectations of gradual reabsorption in the second half of the year. This change was furth er impacted by the slowdown in shipments recorded during the period, also in relation to the relevant geopolitical context.
At 30 June At 31 De ce mbe r € ‘00020 26 20 25 Other financiai assets - Non current 2,046 2,216 Other financiai assets - Current 29,876 62,859 30 June 31 De ce mbe r € ‘00020 26 20 25 Raw materials, consumables and suppliers 62,084 58,556 Work in progress and semi-finished goods 22,883 26,776 Finished goods 86,077 71,454 Spare parts 19,953 18,975 Inve nto rie s 19 0 ,9 9 7 175 ,76 1
Page 40of 45
15. TRADE RECEIVABLES FROM THIRD PARTIES
Trade receivables amounting to € 101,851 thousand are recognised net of the allowance for impairment, which is determined in accordance with IFRS 9. The allowance for impairment amounted to € 6,985 thousand.
Trade receivables remain virtually unchanged compared to the December 2025 figure of € 101,113 thousand (net of the related allowance for impairment).
The ‘Expected Credit Loss’ model under IFRS 9 requires measuring expected credit losses and accounting for forward -looking information, considering ‘an unbiased and probability -weighted amount that is determined by evaluating a range of possible outcomes’ and ‘reasonable and supportable information that is available without undue cost or effort at the reporting date about past events, current conditions and forecasts of future economic conditions’. This model requires assessing to what extent the high level of uncertainty and changes in the short -term economic outlook could affect the asset’s entire useful life.
16. SHARE CAPITAL AND TREASURY SHARES
Share capital amounts to € 27,403 thousand and consists of 27,402,593 ordinary shares, each with a par value of € 1 and a dividend payable by the Parent Company. This item did not change during the six -month period in question.
On the date these financial statements were approved, the Group held 822,448 treasury shares.
17. HEDGING AND TRANSLATION RESERVES
As at 30 June 2026, the translation reserve was negative and amounted to € 24,369 thousand (negative € 24,338 thousand at the end of 2025).
The foreign currency translation reserves comprise the differences arising from the translation of financial statements denominated in foreign currencies of countries outside the euro area (the United States, Canada, Singapore, the United Kingdom, Sweden, Switzerland, Australia, New Zealand, India, China, Indonesia, Hong Kong, Malaysia, South Korea, Israel, Brazil, Turkey, Taiwan, the United Arab Emirates and Japan) and remained virtually unchanged at the end of the period.
18. OTHER RESERVES
The balance sheet value of the item Other reserves is broken down as follows:
As indicated in the statement of changes in equity, the change in the item “Other reserves ” mainly refers to the allocation of the profit for 2025 to the Extraordinary Reserve for € 15,206 thousand and for the decrease in Undistributed Profits for € 4,363 thousand.
Please refer to the Statement of Changes in Consolidated Shareholders’ Equity for the six months ended 30 June 2026 for other changes during the period.
19. FINANCIAL LIABILITIES
As of 31 December 2025, the Biesse Group's financial liabilities showed a decrease of € 27,984 thousand compared to the previous year. The change is mainly attributable to the repayment of medium and long -
term loans for € 8,885 thousand and to the reductio n in exposure on BPER's revolving credit line (RCF) for € 17,000 thousand.
30 June 31 De ce mbe r € ‘00020 26 20 25 Legal reserve 5,479 5,479 Extraordinary reserve 119,337 135,217 Reserve for treasury shares 5,848 5,848 Retained earnings and other reserves 66,053 69,779 O the r re se rve s 19 6 ,717 216 ,323
Page 41of 45 As at the date of approval of this report, the Biesse Group had bank borrowings totalling € 104.4 million, broken down as follows:
• € 10.0 million committed with a duration of less than 12 months;
• € 94.4 million relating to medium - to long -term loans.
The above credit lines are unsecured and with no collateral.
As at 30 June 2026, the Biesse group, in compliance with the current Treasury Policy, has financial investments in place to optimise liquidity and avoid the imposition of fees on inventories.
20. TRADE PAYABLES
Trade payables to third parties refer primarily to payables to suppliers for the procurement of materials delivered at the end of the period.
Please note that trade payables are due within twelve months, and it is believed that their carrying amount at the reporting date is a reasonable approximation of their fair value.
The value of trade payables to suppliers fell slightly by € 1,760 thousand compared with the 2025 figure, falling from € 139,695 thousand to € 137,935 thousand, a change fully attributed to the payment dynamics of the period.
21. CONTRACT LIABILITIES
Contract liabilities amounted to € 68,586 thousand as at 30 June 2026, virtually unchanged from 31 December 2025, and are made up as follows:
Contract liabilities mainly relate to customer advances for products not yet delivered and for which revenue is recognised when the customer obtains control of the asset. For the remaining part, they relate to advances received from customers for services recognised over time, for the part that exceeds the activities already carried out.
22. PROVISIONS FOR RISKS AND CHARGES
The provisions for risks and charges, amounting to € 18,427 thousand as at 30 June 2026, comprised € 5,448 thousand for the product warranty provision, € 4,142 thousand for the corporate restructuring provision, € 2,027 thousand for the provision for litig ation risks, € 1,637 thousand for the supplementary customer indemnity provision, and € 5,174 thousand for other provisions.
As at 31 December 2025, the provisions for risks and charges amounted to € 26,694 thousand, consisting of € 5,386 thousand for product warranty provision, € 6,188 thousand for corporate restructuring provision, € 5,904 thousand for provision for litigation risks, € 1,808 thousand for supplementary customer indemnity provision and € 7,408 thousand for other risk provisions.
The decrease in provisions for risks and charges of € 8,267 thousand is primarily attributable to the updated estimates regarding disputes and/or litigation outstanding as of 30 June 2026, which resulted in a release to the income statement of € 5,397 thou sand, the expected charges in terms of warranty costs (impacted by revenue trends), the use of the corporate restructuring fund, and the adjustment of the supplementary customer indemnity provision.
30 June 31 De ce mbe r € ‘00020 26 20 25 Advances from customers before the sale of the goods 58,158 58,709 Net advances from customers for services 10,428 10,710 Co ntract liabilitie s 6 8,5 86 6 9 ,419
Page 42of 45
23. COMMITMENTS, CONTINGENT LIABILITIES AND FINANCIAL RISK MANAGEMENT
COMMITMENTS
At the reporting date, there were no material commitments.
CONTINGENT LIABILITIES
The Parent Company and some subsidiaries are parties to various lawsuits and disputes. Nevertheless, the Group believes that the settlement of such disputes will not give rise to further liabilities in addition to the amounts already set aside in a specifi c risk provision.
RISK MANAGEMENT
The Biesse group is subject to financial risks connected to its operations:
- market risks, consisting primarily of risks relating to fluctuations in exchange and interest rates;
- credit risk, relating specifically to trade receivables and, to a lesser extent, to other financial assets;
- liquidity risk, with reference to the availability of financial resources to meet the obligations related to financial liabilities.
The impact of the main raw materials, steel in particular, on the average value of the Biesse group’s products is marginal compared to the final production cost. Therefore, the Biesse group has a limited exposure to the ‘commodities’ risk.
EXCHANGE RATE RISK
The risk related to exchange rate fluctuations is represented by the potential fluctuation in the amount in Euro of the foreign currency position (or net foreign currency exposure), i.e. the algebraic result of sales invoices issued, outstanding orders, pu rchasing invoices received, the balance of foreign currency loans, and cash held in foreign currency. The risk management policy approved by the Board of Directors of the Parent Company provides that forward contracts (outright/currency swap) or also deriv atives (currency option) can be used for exchange risk hedging.
INTEREST RATE RISK
The Biesse group is exposed to fluctuations in interest rates regarding finance expenses relating to payables due to banks, which is currently not significant, and lease companies for fixed assets acquired under finance leases.
Interest rate risks derive primarily from bank lending. Given the largely positive net financial position, the company’s choice is to avoid borrowing given the current level of interest rates, which are high even in the presence of possible hedges.
The Biesse group continues to maintain credit lines with banks, although the need to utilise them did not arise in the first half of the year, in order to be able to rely on adequate financial resources.
Despite the current context of general instability in the global scenario, the Biesse group believes that the current availability is sufficient to cover any possible need.
CREDIT RISK
Credit risk represents the Biesse group’s exposure to potential financial losses deriving from the failure of commercial and financial counterparties to fulfil their contractual obligations. The main exposure is towards customers. In order to limit this ri sk, the Biesse group has implemented procedures for assessing the financial potential and soundness of its customers, monitoring expected cash flows from collections and for any debt collection activities.
Such procedures typically involve the finalisation of sales against the receipt of advances; in the case of customers considered strategic by the Management, the credit limits granted to them are defined and monitored.
The carrying amount of financial assets, net of any impairment for expected losses, represents the maximum exposure to credit risk. The Directors are constantly monitoring receivables and, in compliance with IFRS 9, have adopted a forward -looking approach to account for current and future uncertainties.
For more information on how the impairment allowance was determined and the characteristics of overdue receivables, please refer to Note 15 above on trade receivables.
Page 43of 45
LIQUIDITY RISK
Liquidity risk is the risk that available financial resources will be insufficient to meet financial and commercial obligations as and when they fall due.
Negotiation and management of banking relationships are centralised at the Biesse group level, by virtue of the Cash Pooling agreement, so as to ensure that short and medium -term financial needs will be met at the lowest possible cost. Raising medium and l ong -term capital funds on the market is also optimised with centralised management.
The type of prudent risk management described above implies maintaining an adequate level of cash and/or easily convertible short -term securities. The portfolio of trade receivables and the conditions attaching to them contribute to balancing the working c apital and to hedging payables to suppliers.
24. CLASSIFICATION OF FINANCIAL INSTRUMENTS
Below are the types of financial instruments included in the financial statements:
Financial assets and liabilities from derivative instruments are equal to the fair value of foreign currency hedging transactions (‘forward’ and ‘swap’ contracts) in place as at 30 June 2026. The Biesse group has chosen not to adopt hedge accounting polici es to recognise this instrument.
IFRS 13 identifies the three levels of FV:
Level 1 – quoted prices represent input data used in the measurements in active markets for assets or liabilities identical to those being measured;
Level 2 – input data other than quoted prices included within level 1 that are observable in the market, either directly (i.e. prices) or indirectly (i.e. derived from prices);
Level 3 – input data that are not based on observable market data.
Financial instruments exposed to fair value are classified in level 2. During the first half of 2026, there were no transfers between the various fair value levels indicated above.
25. SIGNIFICANT EVENTS AFTER THE REPORTING DATE
Please refer to the Directors’ Report on Operations.
At 30 June At 31 De ce mbe r € ‘000 20 26 20 25
FINANCIAL AS S ETS
De signate d at fair value thro ugh pro fit o r lo ss:
Derivative financial assets 70 223 Designated at fair value through OCI:
Other current financial assets 29,806 62,636 Me asure d at amo rtise d co st :
Trade receivables 101,851 101,113 O the r asse ts 3,25 3 4,383
- other financial assets and non current receivables 2,210 2,385
- other current assets 1,042 1,997 Cash and cash e quivale nts 5 6 ,6 5 9 6 9 ,112
FINANCIAL LIAB ILITIES
De signate d at fair value thro ugh pro fit o r lo ss:
Derivative financial liabilities 1,088 283 Me asure d at amo rtise d co st :
Trade payables 137,935 139,695 Bank loans, borrowings and lease liabilities 104,995 129,969 Financial leasing liabilities 22,284 26,100 Other liabilities 40,041 38,606
- Other current liabilities 39,941 38,488
- Other not current liabilities 100 118
Page 44of 45
26. RELATED -PARTY TRANSACTIONS
The Biesse group is directly controlled by Bi. Fin. S.r.l. (operating in Italy) and indirectly by Mr Roberto Selci (resident in Italy).
Transactions between Biesse S.p.A. and its subsidiaries, which are entities related to the Parent Company, have been eliminated from the consolidated financial statements and are not included in these Notes. The details of transactions between the Biesse g roup and other related entities are specified below.
The terms and conditions agreed with the above -related parties do not differ from those that would have been established between parties at arm’s length.
The amounts payable to related parties are trade payables and refer to transactions undertaken to sell goods and/or render services.
For full details regarding the remuneration of Directors and Statutory Auditors, please refer to the Remuneration Report published on the company website www.biesse.com.
Pesaro, 31 July 2026 The Chairman of the Board of Directors
Roberto Selci
Euro 000’sFo r Ye ar e nde d 30 /0 6 /20 26Fo r Ye ar e nde d 30 /0 6 /20 25Fo r Ye ar e nde d 30 /0 6 /20 26Fo r Ye ar e nde d 30 /0 6 /20 25 P are nt 1 1 - 6 Bi. Fin. S.r.l. 1 1 - 6 O the r re late d co mpanie s 28 7 1,0 84 1,120 Se. Mar. S.r.l. 28 7 1,084 1,120 Me mbe rs o f the B o ard o f Dire cto rs - - 9 26 9 88 Members of the Board of Directors Me mbe rs o f the B o ard o f S tatuto ry Audito rs - - 15 8 189 Members of the Board of Statutory Auditors - - 158 189 To tal 29 8 2,16 8 2,30 3 R e ve nue s Co sts
Euro 000’s
Fo r Ye ar e nde d 30 /0 6 /20 26Fo r Ye ar e nde d 31/12/20 25Fo r Ye ar e nde d 30 /0 6 /20 26Fo r Ye ar e nde d
31/12/20 25
P are nt - - - - -
Bi. Fin. S.r.l. - - - - -
O the r re late d co mpanie s 17 15 - 36 1 9 0 9 Se. Mar. S.r.l. 17 15 - 361 909 Me mbe rs o f the B o ard o f Dire cto rs - - - 773 185 Members of the Board of Directors - - - 773 185 Me mbe rs o f the B o ard o f S tatuto ry Audito rs - - - 9 1 40 Members of the Board of Statutory Auditors - - - 91 40 To tal 17 15 - 1,225 1,134 R e ce ivable s P ayable s
Page 45of 45 Certification of the Condensed Consolidated Interim Financial Statements in compliance with Art. 81 -ter of Consob Regulation No.11971 of 14 May 1999 as subsequently amended and supplemented
The undersigned Roberto Selci and Roberto Mazza, in their capacities as, respectively, Chairman and Manager in charge of the financial reporting of Biesse S.p.A, having also taken into account the provisions of Art. 154 -bis, paragraphs 3 and 4, of Italian Legislative Decree No. 58 of 24 February 1998, hereby certify:
- the adequacy in relation to the characteristics of the business and
- the effective implementation of the administrative and accounting procedures for the preparation of the Condensed Consolidated Interim Financial Statements during the first half of 2026.
The assessment of the adequacy of administrative and accounting procedures for the preparation of the Condensed Consolidated Interim Financial Statements as at 30 June 2026 is based on a process established by Biesse S.p.A. consistently with the Internal C ontrol – Integrated Framework model issued by the Committee of Sponsoring Organisations of the Treadway Commission, which is an internationally accepted reference framework.
We also certify that:
a) the Condensed Consolidated Interim Financial Statements:
- have been drawn up in compliance with the applicable international accounting standards endorsed by the European Union in compliance with Regulation (EC) No. 1606/2002 of the European Parliament and the Council dated 19 July 2002 and, in particular, with I AS 34 – Interim Financial Reporting – as well as the enabling legislation for Art. 9 of Italian Legislative Decree No. 38/2005;
- are consistent with the entries in accounting books and records;
- as far as we know, they provide an accurate and fair view of the financial position, financial performance and cash flows of the issuer and the Group of companies included in the consolidation;
b) the Directors’ interim report contains references to significant events that occurred during the reporting period and to their impact on the Condensed Consolidated Interim Financial Statements, together with a brief description of the main risks and unc ertainties for the remaining six months of the year as well as information on any material transactions undertaken with related parties.
Pesaro, 31 July 2026
The Chairman of the Board The Manager in charge of financial reporting Roberto Selci Roberto Mazza
Ancona Bari Bergamo Bologna Brescia Cagliari Firenze Genova Milano Napoli Padova Parma Roma Torino Treviso Udine Verona Sede Legale: Via Santa Sofia, 28 - 20122 Milano | Capitale Sociale: Euro 10.688.930,00 i.v.
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REPORT ON REVIEW OF THE HALF -YEARLY CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
To the Shareholders of Biesse S.p.A.
Introduction
We have reviewed the accompanying half -yearly condensed consolidated financial statements of Biesse S.p.A. and subsidiaries (the “ Biesse Group”), which comprise the statement of financial position as of June 30, 2026 and the income statement, statement of comprehensive income, statement of changes in equity and statement of cash flow s for the six month period then ended, and the related explanatory notes. The Directors are responsible for the preparation of the half -
yearly condensed consolidated financial statements in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as issued by the International Accounting Standards Board and adopted by the European Union. Our responsibility is to express a conclusion on the half -yearly condensed consolidated financial statements based on our review.
Scope of Review
We conducted our review in accordance with the criteria recommended by the Italian Regulatory Commission for Companies and the Stock Exchange (“Consob”) for the review of the half -yearly financial statements under Resolution n° 10867 of July 31, 1997. A re view of half -yearly condensed consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scop e than an audit conducted in accordance with International Standards on Auditing (ISA Italia) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
2
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying half -yearly condensed consolidated financial statements of Biesse Group as at June 30, 2026 are not prepared, in all material respects, in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as issued by the International Accounting Standards Board and adopted by the European Union.
DELOITTE & TOUCHE S.p.A.
Signed by
Giovanni Fruci
Partner
Bologna , Italy July 31, 2026
This report has been translated into the English language solely for the convenience of international readers. Accordingly, only the original text in Italian language is authoritative.