Earnings release
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Verve Group: Continued Growth in Q2 2026 Despite Macroeconomic Pressure on Key Advertising Categories and Full-Year Guidance Reaffirmed Aug 27, 2026 Verve Revenue (like-for-like) increases 6.5 percent to EUR 152.3 million despite macroeconomic headwinds Gross margin remains high at 40.0 percent, substantially above the prior-year level of 33.1 percent Adj. EBITDA slightly increases to EUR 30.1 million despite continued front-loaded growth investments and a more heterogenous market environment 2026 guidance reaffirmed, supported by expected H2 acceleration and increasing sales team productivity This information constitutes inside information that Verve Group Media SE is obliged to make public in accordance with the (EU) Market Abuse Regulation 596/2014. Stockholm, 27 August 2026 – Verve Group Media SE (ISIN: SE0018538068), a global leading mobile advertising intelligence company, continued to grow in the second quarter of 2026 despite a more demanding and heterogeneous advertising market. The Company’s unified technology platform is performing significantly better than one year ago and provides a stronger basis for future growth. At the same time, organic growth momentum in Q2 was below the Company’s own expectations, as advertising spend in parts of the open internet was weighed down by macroeconomic headwinds from tariffs, elevated oil prices, and softer spending by lower-income consumers, which negatively affected key advertising categories like travel, consumer packaged goods, and automotive, as well as parts of large tech. In addition, the Company continued to pursue internal optimization measures in technology and inventory. As a result, the pace at which advertising partners scaled their ad spend was slower than anticipated in Q2 2026. However, because the first half of 2026 was already designed as a front-loaded investment phase, Verve maintains its full year guidance communicated at the beginning of the year. The key performance indicators for business performance are as follows:
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* Changes in revenue recognition under IFRS 15 affect reported revenue from Q3 2025 onwards. ** Revenue prior to Q3 2025 is presented on a comparable like-for-like basis to reflect the revised revenue recognition under IFRS 15. In the second quarter, Verve continued its growth path despite weaker than anticipated organic growth affected by macroeconomic pressure and continued headwinds from the depreciation of the US dollar against the euro. Reported revenue increased by 43.5 percent to EUR 152.3 million (Q2 2025: EUR 106.1 million). On a like-for-like basis, reflecting the revenue recognition change under IFRS 15 affecting the prior-year comparison, revenue increased by 6.5 percent to EUR 152.3 million (Q2 2025: EUR 143.1 million). Against the background of challenging market conditions, organic business development amounted to 3.5 percent in Q2 2026. Inorganic revenue growth from acquisitions contributed a further 4.6 percent, while currency headwinds had a negative impact of -1.7 percent. The second quarter was characterized by a more selective advertising market. Recently published figures from one of the largest global advertising platforms illustrate this divergence: advertising revenues within large closed ecosystems (“walled gardens”) continued to grow strongly, while revenues generated in parts of the publisher-based open internet remained under pressure. In addition, market development differed significantly by vertical. Segments such as gaming and entertainment performed well, while several other industry verticals, including travel, consumer packaged goods, and automotive, as well as parts of large tech, showed more cautious advertising spending patterns. The gross margin on like-for-like revenue remained high at 40.0 percent in the second quarter, substantially above the prior-year figure (Q2 2025: 33.1 percent), although slightly below the 41.0
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percent achieved in the first quarter of 2026. The slightly lower gross margin in quarterly comparison was driven by a stronger focus on strategic partnerships, which the Company expects to support more sustainable long-term partner revenues going forward. As communicated as part of its 2026 full-year outlook, the Company expected lower EBITDA margins in the first half of 2026 due to front-loaded growth investments. These investments include the expansion of the global sales team, the continued development of Retail Media, and further platform development. While the related costs are visible immediately, the full revenue contribution is expected to arrive with a time lag, particularly as newly added sales capacity ramps up over several quarters. Retail Media remains a strategic investment area for Verve. Having built the largest in-store Retail Media network in Germany, the Company has created the first closed-loop solutions that connect advertising, data-driven activation, and measurable outcomes. While the market is still at an early stage and budgets move gradually, Verve is seeing revenues starting to scale in Germany based on this position. In addition, the Retail Media product roll-out in the US has started in June and is progressing as planned. Adjusted EBITDA increased by 2.2 percent to EUR 30.1 million (Q2 2025: EUR 29.5 million), reflecting the heterogeneous market environment and several one-off effects, partly offset by positive contributions from last year’s acquisitions. “In the first half of 2026, Verve took important steps to prepare the Company for a potential U.S. listing, most notably by relocating its headquarters from Sweden to Ireland, preparing the required financial documentation in accordance with Public Company Accounting Oversight Board (PCAOB) standards, and preparing for USD-based reporting,” says Christian Duus, CFO of Verve Group. “In parallel, we introduced extensive efficiency measures, including the streamlining of our geographic office footprint and personnel optimizations.” The total one-off costs related to these steps amounted to EUR 4.2 million in the second quarter and are expected to result in estimated annualized cost savings of at least EUR 8 million, measured against the April 2026 run rate. The adjusted EBITDA margin on like-for-like revenue of 19.8 percent was only slightly below the prior-year level (Q2 2025: 20.6 percent). The development of the Company’s cash flow also primarily reflects the non-linear revenue development in Q2 against the background of the heterogeneous advertising market environment. At EUR 10.0 million, operating cash flow after working capital changes increased by 88.7 percent compared to the previous year (Q2 2025: EUR 5.3 million), but still came in significantly below the level the Company believes it can achieve in a more favorable market environment. Cash flow in Q2 was furthermore impacted by bond interest payments of EUR 8.2 million as well as a tax payment of EUR 8.5 million related to an earlier reporting period. Before changes in working capital, operating cash flow amounted to EUR 16.1 million (Q2 2025: EUR 15.3 million). Cash and cash equivalents amounted to EUR 132.4 million at the end of the quarter (31.12.2025: EUR 89.0 million), continuing to provide Verve with sufficient headroom to pursue its growth path. Net debt amounted to EUR 462.0 million (31.12.2025: EUR 445.9 million), while the adjusted net
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leverage ratio increased to 3.3x (31.12.2025: 3.0x). Based on the expected acceleration in revenue and earnings growth in the upcoming quarters, supported by positive seasonality effects in Q3 and Q4, the Company still expects net leverage to decline as the year progresses. This outlook includes approximately EUR 10 million of remaining purchase price tranches expected in Q4 2026. The Company’s key performance indicators underline both the strength of the broader customer base and the slower rebound in spend from existing customer cohorts. The total number of customers increased dynamically year-on-year by 35.6 percent to 4,176 (Q2 2025: 3,079), while the number of major customers with annual revenue exceeding USD 100,000 increased by 21.5 percent to 1,159 (Q2 2025: 954). Client retention remained encouraging at 99 percent (Q2 2025: 98 percent). The Net Dollar Expansion Rate improved to 95 percent (Q2 2025: 92 percent), but against a weak comparison base it did not develop as strongly as the Company had expected. Ad impressions declined by 9.5 percent year-on-year to 234 billion, partly driven by the Company’s decision to reduce non-premium, lower-quality inventory, but also reflecting market conditions. “Q2 2026 was more demanding than expected, largely due to macroeconomic headwinds and a more selective advertising market, which led to a slower acceleration of ad spend on our platform than anticipated. At the same time, maintaining growth in this environment confirms that our technology and sales investments are taking us in the right direction,” emphasizes Remco Westermann, CEO of Verve Group. “Our unified platform, expanded sales organization, Retail Media initiatives, AI-driven efficiency programs, AI-based product development, and closed-loop measurement capabilities directly address where advertiser demand is moving. Outcome measurement will be key to future market success, and this is exactly what we are increasingly able to deliver through our Retail Media activities. While the rebound was taking longer than anticipated, we remain convinced that this forward-looking investment approach will strengthen Verve’s position and become increasingly visible in growth and profitability over the coming quarters.” Based on the Company’s performance in the first half of 2026, current trading in the third quarter and the expected development for the remainder of the year, Management reaffirms the outlook for fiscal year 2026. This outlook projects revenue in the range of EUR 680 million to EUR 730 million and adjusted EBITDA in the range of EUR 145 million to EUR 175 million. The guidance is based on a USD/EUR exchange rate of 0.8510 as of 31 December 2025 and excludes effects from potential future acquisitions, including any related transaction costs. To provide existing and prospective investors with an even better understanding of the Company’s operating performance in the last quarter, Verve is hosting an interactive webcast including a Q&A session today at 3:00 p.m. CEST. Equity analysts, institutional investors, and members of the press are invited to register for this event, including Q&A access, via the link https://www.webcast- eqs.com/verve-2026-q2? qa=$2y$10$J7a0aGjHW81UCoo9uL6aneljSJGZhQTzSgHPC5rClXA84fEC8AdN6. Please note that only corporate email addresses are accepted for this type of registration. As a service to the Company’s retail investors, the webcast can be followed live in listen-only mode via
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the following link: https://www.webcast-eqs.com/verve-2026-q2. A recording of the webcast will be made publicly available in the Investor Relations section of the Company’s website at https://investors.verve.com/investor-relations/financial-reports-and-presentations/. This information constitutes inside information that Verve Group Media SE is obliged to make public in accordance with the (EU) Market Abuse Regulation 596/2014. The information in this press release has been made public through the agency of the responsible person set out below for publication at the time stated by Verve’s news distributor EQS Newswire at the publication of this press release. The responsible person below may be contacted for further information. Contact: Ingo Middelmenne Head of European Investor Relations +49 174 90 911 90 ingo.middelmenne@verve.com Sören Barz VP Corp. Communications & Strategic Initiatives +49 170 376 9571 soeren.barz@verve.com About Verve Verve Group is a global leading mobile advertising intelligence technology company, connecting advertisers seeking to buy digital ad space with publishers monetizing their content. Driven by its mission “Let’s make media better.” Verve provides responsible, AI-driven advertising solutions that deliver superior outcomes for advertisers and publishers. The Company focuses on emerging media channels like mobile in-app and others. In anticipation of growing demand from users and advertisers for greater privacy, Verve has developed cutting-edge ID-less targeting technology that enables efficient advertising within digital media without relying on identifiers such as cookies or IDFA. Thanks to its strong differentiation and execution, Verve has achieved a revenue CAGR of 32 percent over the past five years, reaching reported revenues of 551 million euros in 2025 at an adj. EBITDA margin of 22 percent. Verve’s main operational presence is in North America and Europe, and it is registered as a Societas Europaea in Sweden (registration number 517100- 0143). Its shares, with the ISIN SE0018538068, are listed on the regulated market of the Frankfurt Stock Exchange (Ticker: VRV) and on Nasdaq First North Premier Growth Market in Stockholm (Ticker: VER). Verve has an outstanding bond with the ISIN: SE0023848429. The Company’s certified advisor on the Nasdaq First North Premier Growth Market is FNCA Sweden AB; contact info: info@fnca.se. Catch up with Verve at upcoming events in 2026 31.08.2026 Equity Forum – German Fall Conference Frankfurt, Germany
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08.09.2026 Citi Global TMT Conference New York, USA 21.10.2026 Baader Investment ConferenceMunich, Germany 22.10.2026 Berenberg/Goldman Sachs German Corporate ConferenceMunich, Germany 11.11.2026 GBC Munich Capital Market Conference MKK Munich, Germany 16.11.2026 Equity Forum Winter Summitvirtual 23./24.11.2026 German Equity Forum Frankfurt, Germany