Earnings release
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CIR Group contacts: Press Office Dini Romiti Consulting Investor Relations Corporate Secretatriat T: +39 02 722701 Angelo Lupoli Michele Cavigioli Antonio Segni alupoli@dr-cons.it ir@cirgroup.com Flavia Torriglia infostampa@cirgroup.com segreteriasocietaria@cirgroup.com cirgroup.it CIR: First Half 2026 Results • Consolidated revenues of € 913.5 million, up 1.7% compared with the first half of 2025 • Operating performance of the subsidiaries slightly improved compared with the first half of 2025, supported by higher income from financial portfolio management • Net profit of € 18.6 million, up from € 14.5 million in the first half of 2025 • Consolidated net financial position before IFRS16 - € 24.7 million, after total cash outlays of € 266.1 million (acquisition of the remaining 40% stake in KOS, share buybacks and dividend distributions to minority shareholders) • Parent company net financial position positive at € 162.3 million Milan, 31 July 2026 – The Board of Directors of CIR S.p.A. – Compagnie Industriali Riunite ("CIR", the "Group" or the "Company"), meeting today under the chairmanship of Rodolfo De Benedetti, approved the Half -Year Financial Report as of 30 June 2026, presented by Chief Exec utive Officer Monica Mondardini. Key events in the first half of 2026 During the first half of 2026, CIR acquired the 40.23% stake in KOS S.p.A. held by the minority shareholder. KOS, a leading provider of long-term care and rehabilitation services, was founded by CIR in 2002 and has become the holding company's largest investment. KOS operates approximately 11,100 nursing home beds across 110 facilities, including around 6,400 in Italy and 4,700 in Germany, as well as approximately 2,500 beds dedicated to rehabilitation and psychiatric care in Italy across 32 facilities. The growing demand for healthcare and social care services, KOS's well-established and widely recognized expertise, together with its growth trajectory and strong operating performance,
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2 | cirgroup.it led CIR to further increase its investment in both the sector and the company, deploying part of its available cash resources. Furthermore, during the first half of the year, CIR repurchased treasury shares for a total consideration of € 25.4 million, primarily through the Tender Offer announced in March 2026 and completed at the end of May. Finally, during the first half of 2026, Sogefi, the Group’s automotive components subsidiary, entered into an agreement for the sale of its precision springs business, which forms part of the Suspension Division. In full -year 2025, the business generated revenues of € 28.6 million and EBITDA of € 3.8 million. The net enterprise value of the transaction amounts to approximately € 21 million. Completion of the transaction is expected to take place today. As a result, the data relating to the divested business are presented in accordance with IFRS5 1; however, the first- half results do not include any benefits arising from the sale. Consolidated Results In the first half of 2026, the CIR Group reported net income of € 18.6 million, up from € 14.5 million in the first half of 2025. Both KOS and Sogefi delivered operating results that were slightly ahead of those recorded in the first half of 2025. Income generated by the Parent Company's financial portfolio management increased compared with the corresponding period of 2025. This was achieved despite lower cash balances, thanks to a portfolio return of 2.4% during the period, exceeding that achieved in the first half of 2025. In addition, KOS made a stronger contribution to Group net income following the consolidation of the entire shareholding during the first half of 2026. Operating Free Cash Flow (FCF) before IFRS 16 amounted to € 21.0 million, compared with € 12.6 million in the first half of 2025. During the period, consolidated cash outflows totaled € 266.1 million, mainly relating to the acquisition of the remaining 40% stake in KOS, dividend distributions to minority shareholders and CIR S.p.A.'s share buyback program. As of 30 June 2026, the Group reported a consolidated net financial position before IFRS 16 of negative € 24.7 million, compared with positive € 220.4 million at 31 December 2025. The net financial position of the Parent Company (including CIR Investimenti) remained solid at positive € 162.3 million , compared with € 362.3 million at 31 December 2025, following cash outflows related to the acquisition by CIR Investimenti S.p.A. of the stake in KOS (€ 220.0 million) and treasury share purchases ( € 25.4 million), partially offset by substantial dividend receipts totaling € 45.1 million. Including IFRS 16 lease liabilities, consolidated net debt amounted to € 790.1 million as of 30 June 2026, including lease liabilities of € 765.4 million, primarily attributable to KOS ( € 722.8 million), whose operations are largely conducted through leased properties. 1 For the first halves of 2026 and 2025, only the net result of the divested business is reported under “Profit/(loss) from discontinued operations”, net of tax effects. The operating data discussed below refer exclusively to continuing operations, while ne t profit and free cash flow are presented both for continuing operations and for assets held for sale.
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3 | cirgroup.it KOS In the first half of 2026, KOS reported revenues of € 421.0 million, an increase of 4.3% compared with the corresponding period of the previous year (€ 403.6 million). In Italy, the nursing home business (RSA) recorded revenue growth of 4.8%, driven by higher occupancy levels, tariff increases and the expansion of home- care services. Facilities in Lombardy, Marche, Tuscany and Lazio are currently operating at full capacity, while Piedmont, Veneto, Liguria and Emilia- Romagna still offer room for further growth due to suboptimal conditions at certain facilities, which are currently being addressed through targeted improvement plans. The Rehabilitation, Psychiatry, Outpatient and Acute Care segments collectively reported revenue growth of 1.2%. It should be noted that, effective 1 July 2026, a decree updating the national maximum tariffs reimbursed by the Italian National Health Servic e for inpatient rehabilitation and post-acute long-term care services provided by accredited public and private facilities came into force. Regional authorities will be required to adjust their reimbursement systems in order to access the additional funding allocated, while the revised maximum tariffs will also serve as the benchmark for interregional reimbursement mechanisms. The full impact of these tariff increases is expected to be reflected from 2027 onwards. In Germany, revenues increased by 6.8% compared with the first half of 2025, supported by an approximately one- percentage-point increase in occupancy rates and significant tariff increases, against a backdrop of continued growth in healthcare personnel cos ts. Occupancy rates in Germany, which reached 91.5% in the first half of 2026, also retain further growth potential, particularly at facilities and in regions that have not yet reached full operating capacity. EBITDA increased from € 79.0 million in the first half of 2025 to € 81.3 million in 2026, mainly driven by the contribution of the nursing home business in Italy and Germany. EBIT amounted to € 31.7 million, equal to 7.5% of revenues, compared with € 31.1 million in the first half of 2025. Net profit amounted to € 8.7 million, compared with € 7.9 million in the first half of 2025 ( € 32.2 million for full -year 2025). It should be noted that KOS typically generates a disproportionately higher share of its annual earnings in the second half of the year, primarily as a result of the timing of tariff increases in Germany during the financial year. Free cash flow before IFRS 16 and dividends was positive at € 5.7 million in the first half of 2026, compared with negative € 2.8 million in the first half of 2025. The improvement was largely attributable to a more favourable working capital trend. Net debt before IFRS 16 stood at € 179.0 million at 30 June 2026, compared with € 123.1 million at 31 December 2025, after dividend distributions of € 55.8 million, of which € 45.1 million was paid to CIR and CIR Investimenti, and treasury share purchases related to the exercise of stock option plans amounting to € 5.8 million. As of 30 June 2026, lease liabilities amounted to € 722.8 million , compared with € 742.4 million at 31 December 2025.
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4 | cirgroup.it Sogefi Sogefi Group's consolidated revenues amounted to € 492.5 million, compared with € 494.8 million in the first half of 2025, representing a decline of 0.5% year on year and an increase of 0.4% at constant exchange rates. At constant exchange rates, revenues increased by 5.3% in Europe and were substantially in line with the first half of 2025 in North America. Revenue performance was weaker in China, where revenues at constant exchange rates declined by 12.4% due to unfavourable market conditions during the period. EBIT amounted to € 32.5 million, compared with € 31.7 million in the first half of 2025, with an EBIT margin of 6.6% of revenues versus 6.4% in 2025. The 2026 EBIT was affected by non- recurring costs higher than those recorded in the corresponding period of the previous year. Adjusted EBIT amounted to € 36.8 million, up 5.7% year on year. Net profit amounted to € 18.7 million, broadly in line with that reported in the corresponding period of the previous year. Free cash flow before IFRS 16 was positive at € 13.2 million, compared with € 8.1 million in the first half of 2025. Net debt before IFRS 16 stood at € 8.3 million as of 30 June 2026, compared with € 19.2 million at 31 December 2025. Including lease liabilities, net debt at the end of June 2026 amounted to € 51.2 million , compared with € 56.3 million at 31 December 2025. Financial Portfolio Management The Parent Company's financial asset portfolio, managed primarily by subsidiary CIR Investimenti, generated net financial income of € 6.0 million, corresponding to a 2.4% return, compared with € 3.2 million and a return of 0.8% in the first half of 2025. In particular, the portfolio of readily marketable assets (equities, bonds and hedge funds) delivered a return of 2.8%, while the private equity portfolio generated a return of 1.2%. Significant Events Subsequent to 30 June 2026 There have been no significant events subsequent to 30 June 2026 that could affect the financial information as of that date. Outlook With regard to KOS, demand in the long-term care sector remains very strong in both Italy and Germany, and occupancy rates are expected to continue increasing throughout 2026, consistent with the trend recorded in the first half of the year. In Germany, tariff dynamics are also expected to support further improvements in profitability. In the Rehabilitation sector, the decree updating the national maximum tariffs reimbursed by the Italian National Health Service for inpatient rehabilitation and post- acute long-term care services provided by accredited public and private facilities came into force on 1 July 2026. It is expected that the Regions will adjust their reimbursement systems in line with the new national thresholds. At the same time, negotiations on the main collective labour agreements are currently underway or are expected to commence shortly. Against this backdrop, in 2026 KOS expects to consolidate the significant improvement of results achieved in 2025, when net profit increased to € 32.2 million from € 20.5 million in
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5 | cirgroup.it 2024. Further growth in activity levels is anticipated, although this is expected to be partially offset by higher labour costs arising from collective bargaining renewals, as well as by the ongoing increase in electricity and natural gas costs driven by current market conditions. As regards Sogefi, the company has already communicated to the market that it expects a low single-digit decline in revenues in 2026 and an Adjusted EBIT margin broadly in line with that achieved in 2025. These expectations have been formulated in a context of significant uncertainty regarding global geopolitical and macroeconomic developments. With respect to the holding company's financial asset management activities , persistent geopolitical, macroeconomic and financial uncertainties are expected to continue generating elevated market volatility. Barring unforeseen extraordinary events or circumstances currently unknown, CIR expects to report net income for 2026 above the level achieved in 2025. ***** The manager responsible for preparing the Company's financial reports, Claudio Patrian, hereby declares, pursuant to Article 154- bis, paragraph 2, of the Italian Consolidated Law on Finance (Testo Unico della Finanza), that the accounting information contained in this press release corresponds to the underlying accounting records, books and accounting entries. ***** Alternative Performance Measures Set out below is the meaning and content of the alternative performance measures used in this press release. These indicators are not required under IFRS Accounting Standards and are provided to facilitate a better assessment of the Group's operating and financial performance. • EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortisation): an indicator of operating performance calculated by adding depreciation, amortisation and impairment losses to operating profit; • Consolidated Net Financial Position: an indicator of the Group's financial structure, corresponding to the algebraic sum of financial receivables, securities, other financial assets, and cash and cash equivalents included in current assets; bond loans, other financial liabilities and lease liabilities included in non- current liabilities; and bank borrowings, bond loans, other financial liabilities and lease liabilities included in current liabilities. Summary statements of CIR's consolidated financial position and consolidated income statement are attached.
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Statement of Financial Position (in thousands of euro) ASSETS 30.06.2026 31.12.2025 NON-CURRENT ASSETS 1,842,720 1,868,599 INTANGIBLE ASSETS AND GOODWILL 476,470 476,491 PROPERTY, PLANT AND EQUIPMENT 527,662 534,989 RIGHTS OF USE ASSETS 721,148 737,655 INVESTMENT PROPERTY 2,078 2,138 INVESTMENTS CONSOLIDATED USING THE EQUITY METHOD 936 869 OTHER EQUITY INVESTMENTS 1,828 1,828 OTHER ASSETS 7,678 8,242 OTHER FINANCIAL ASSETS, INCLUDING DERIVATIVE INSTRUMENTS 57,103 57,563 DEFERRED TAX ASSETS 47,817 48,824 CURRENT ASSETS 576,071 800,015 INVENTORIES 88,065 88,204 TRADE RECEIVABLES 196,296 174,915 OTHER ASSETS 53,245 38,111 FINANCIAL RECEIVABLES 7,732 10,536 SECURITIES 79,034 140,319 OTHER FINANCIAL ASSETS, INCLUDING DERIVATIVE INSTRUMENTS 62,453 145,950 CASH AND CASH EQUIVALENTS 89,246 201,980 ASSETS HELD FOR SALE 21,260 -- TOTAL ASSETS 2,440,051 2,668,614 LIABILITIES AND EQUITY 30.06.2026 31.12.2025 SHAREHOLDERS’ EQUITY 849,085 1,076,044 SHARE CAPITAL 420,000 420,000 RESERVES 114,250 195,091 ACCRUED INCOME (LOSSES) 158,787 156,129 NET INCOME (LOSS) FOR THE PERIOD 18,573 28,426 EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF PARENT COMPANY 711,610 799,646 MINORITY SHAREHOLDERS’ EQUITY 137,475 276,398 NON-CURRENT LIABILITIES 1,033,071 1,049,822 OTHER FINANCIAL LIABILITIES 225,341 223,460 FINANCIAL LIABILITIES FOR RIGHTS OF USE 699,046 716,394 OTHER LIABILITIES 33,841 33,959 DEFERRED TAX LIABILITIES 35,905 36,866 EMPLOYEE BENEFITS 30,734 30,773 PROVISIONS 8,204 8,370 CURRENT LIABILITIES 551,495 542,748 BANK LOANS 3,202 1,251 OTHER FINANCIAL LIABILITIES 29,313 45,485 FINANCIAL LIABILITIES FOR RIGHTS OF USE 74,182 71,669 TRADE PAYABLES 233,378 226,548 OTHER LIABILITIES 152,067 141,492 PROVISIONS 59,353 56,303 LIABILITIES RELATING TO ASSETS HELD FOR SALE 6,400 -- TOTAL LIABILITIES AND EQUITY 2,440,051 2,668,614
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Income Statement (in thousands of euro) 1st Half 2026 1st Half 2025 (*) REVENUES 913,547 898,400 CHANGE IN INVENTORIES (910) (1,681) COSTS FOR THE PURCHASE OF GOODS (300,540) (304,785) COSTS FOR SERVICES (133,650) (127,577) PERSONNEL COSTS (316,244) (304,881) OTHER OPERATING INCOME 7,292 3,868 OTHER OPERATING COSTS (27,377) (23,693) AMORTIZATION, DEPRECIATION & WRITE-DOWNS (84,623) (82,656) OPERATING RESULT 57,495 56,995 FINANCIAL INCOME 3,506 5,490 FINANCIAL EXPENSE (22,117) (29,941) DIVIDENDS -- 20 GAINS FROM TRADING SECURITIES 996 1,010 LOSSES FROM TRADING SECURITIES (23) (33) PORTION OF NET INCOME (LOSS) OF INVESTMENTS CONSOLIDATED USING THE EQUITY METHOD 66 -- ADJUSTMENTS TO THE VALUE OF FINANCIAL ASSETS 3,105 5,182 RESULT BEFORE TAXES 43,028 38,723 INCOME TAXES (16,398) (12,950) RESULT OF CONTINUING OPERATIONS 26,630 25,773 NET INCOME/LOSS OF DISCONTINUED OPERATIONS 1,059 1,314 NET INCOME/LOSS FOR THE PERIOD INCLUDING MINORITY INTERESTS 27,689 27,087 - NET INCOME/LOSS OF MINORITY INTERESTS (9,116) (12,634) - NET INCOME/LOSS OF THE GROUP 18,573 14,453 BASIC EARNINGS (LOSS) PER SHARE (in euro) 0,0217 0,0164 DILUTED EARNINGS (LOSS) PER SHARE (in euro) 0,0215 0,0163 BASIC EARNINGS (LOSS) PER SHARE OF CONTINUING OPERATIONS (in euro) 0,0311 0,0292 DILUTED EARNINGS (LOSS) PER SHARE OF CONTINUING OPERATIONS (in euro) 0,0308 0,0290 (*) The figures for the first half of 2025 have been reclassified following the application of IFRS 5, "Non- current Assets Held for Sale and Discontinued Operations,"
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Comprehensive Income Statement (in thousands of euro) 1st Half 2026 1st Half 2025 NET INCOME (LOSS) FOR THE PERIOD INCLUDING MINORITY INTERESTS 27,689 27,087 OTHER ITMS OF COMPREHENSIVE INCOME STATEMENT ITEMS THAT WILL NEVER BE RECLASSIFIED TO THE INCOME STATEMENT - ACTUARIAL GAINS (LOSSES) -- -- - TAX EFFECT OF ITEMS THAT WILL NEVER BE RECLASSIFIED TO THE INCOME STATEMENT -- -- SUBTOTAL OF ITEMS THAT WILL NEVER BE RECLASSIFIED TO THE INCOME STATEMENT -- -- ITEMS THAT COULD BE RECLASSIFIED TO THE INCOME STATEMENT - CURRENCY TRANSLATION DIFFERENCES OF FOREIGN OPERATIONS 5,865 (15,275) - NET CHANGE IN CASH FLOW HEDGE RESERVE -- -- - OTHER ITEMS OF COMPREHENSIVE INCOME STATEMENT -- -- - TAX EFFECT OF ITEMS THAT COULD BE RECLASSIFIED TO THE INCOME STATEMENT -- -- SUBTOTAL OF ITEMS THAT COULD BE RECLASSIFIED TO THE INCOME STATEMENT 5,865 (15,275) TOTAL OTHER ITEMS OF COMPREHENSIVE INCOME STATEMENT 5,865 (15,275) TOTAL COMPREHENSIVE INCOME STATEMENT FOR THE PERIOD 33,554 11,812 TOTAL COMPREHENSIVE INCOME STATEMENT FOR THE PERIOD ATTRIBUTABLE TO: SHAREHOLDERS OF THE PARENT COMPANY 22,103 5,339 MINORITY SHAREHOLDERS 11,451 6,473
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Cash Flow Statement (in thousands of euro) 1st Half 2026 1st Half 2025 (*) OPERATING ACTIVITY NET INCOME (LOSS) FOR THE PERIODO 27,689 27,087 (INCOME) LOSS FROM DISCONTINUED OPERATIONS (1,059) (1,314) ADJUSTMENTS: - AMORTIZATION, DEPRECIATION AND WRITE-DOWNS 84,623 82,656 - PORTION OF NET INCOME (LOSS) OF INVESTMENTS CONSOLIDATED USING THE EQUITY METHOD (66) -- - VALUATION OF STOCK OPTION/STOCK GRANT PLANS 1,161 1,171 - CHANGE IN PERSONNEL PROVISIONS, PROVISIONS FOR RISKS AND LOSSES 3,432 (11,558) - ADJUSTMENT TO THE VALUE OF FINANCIAL ASSETS (3,105) (5,182) - LOSSES (INCOME) FROM SALE OF FIXED ASSETS (1,722) (1,037) - OTHER NON-MONETARY CHANGES (931) 359 - INCREASE (REDUCTION) IN NON-CURRENT RECEIVABLES/PAYABLES (386) (1,279) - (INCREASE) REDUCTION IN NET WORKING CAPITAL (22,461) (7,127) CASH FLOW FROM OPERATING ACTIVITY 87,175 83,776 of which: - interest received (paid) (4,665) (2,029) - income tax payments (15,768) (4,569) INVESTMENT ACTIVITY CONSIDERATION PAID FOR BUSINESS COMBINATIONS -- (615) CHANGE IN OTHER FINANCIAL ASSETS AND FINANCIAL RECEIVABLES 2,962 3,415 (PURCHASE) SALE OF SECURITIES 148,864 16,562 SALE OF FIXED ASSETS 1,101 4,714 PURCHASE OF FIXED ASSETS (43,591) (45,849) CASH FLOW FROM INVESTMENT ACTIVITY 109,336 (21,773) FINANCING ACTIVITY CAPITAL INCREASES 368 -- DRAWDOWN/(EXTINGUISHMENT) OF OTHER BORROWINGS (14,265) (27,107) ACQUISITION OF NON-CONTROLLING INTEREST WITHOUT OBTAINING CONTROL (220,000) -- REPAYMENT OF FINANCIAL PAYABLES FOR RIGHTS OF USE (35,297) (35,984) BUYBACK OF OWN SHARES OF THE GROUP (25,475) (5,383) DIVIDENDS PAID (13,456) (16,024) CASH FLOW FROM FINANCING ACTIVITY (308,125) (84,498) INCREASE (REDUCTION) IN NET CASH AND CASH EQUIVALENTS OF CONTINUING OPERATIONS (111,614) (22,495) CASH FLOW FROM DISCONTINUED OPERATIONS (857) (1,586) INCREASE (REDUCTION) IN NET CASH AND CASH EQUIVALENTS (112,471) (24,081) NET CASH AND CASH EQUIVALENTS AT START OF PERIOD 200,729 130,276 NET CASH AND CASH EQUIVALENTS AT END OF PERIODO 88,258 106,195 (*) The figures for the first half of 2025 have been reclassified following the application of IFRS 5, "Non- current Assets Held for Sale and Discontinued Operations,"
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Statement of Changes in Shareholders’ Equity (in thousands of euro) Issued capital Share premium reserve Legal reserve Translation reserve Stock option/grant reserve Other reserves Retained earnings (losses) Net income (loss) for the period Total Minority interests Total BALANCE AT 31 DECEMBER 2024 420,000 5,044 25,773 (38,644) 4,782 199,887 42,152 132,179 791,173 279,456 1,070,629 Capital increases (reductions) -- -- -- -- -- -- -- -- -- -- -- Dividends to Shareholders -- -- -- -- -- -- -- -- -- (19,224) (19,224) Allocation of result of previous year -- -- 5,291 -- -- 269 126,619 (132,179) -- -- -- Adjustment for own share transactions -- -- -- -- -- -- (5,383) -- (5,383) -- (5,383) Notional cost of share-based plans -- -- -- -- 694 -- -- -- 694 -- 694 Movements between reserves -- -- -- -- (115) -- 115 -- -- -- -- Effects of equity changes in subsidiaries -- -- -- 24 -- 1,592 -- -- 1,616 1,253 2,869 Comprehensive result for the period Currency translation differences -- -- -- (9,114) -- -- -- -- (9,114) (6,161) (15,275) Actuarial gains (losses) -- -- -- -- -- -- -- -- -- -- -- Result for the period -- -- -- -- -- -- -- 14,453 14,453 12,634 27,087 Total comprehensive result for the period -- -- -- (9,114) -- -- -- 14,453 5,339 6,473 11,812 BALANCE AT 30 JUNE 2025 420,000 5,044 31,064 (47,734) 5,361 201,748 163,503 14,453 793,439 267,958 1,061,397 BALANCE AT 31 DECEMBER 2025 420,000 5,044 31,064 (48,545) 5,782 201,746 156,129 28,426 799,646 276,398 1,076,044 Capital increases (reductions) -- -- -- -- -- -- -- -- -- 368 368 Dividends to Shareholders -- -- -- -- -- -- -- -- -- (13,456) (13,456) Allocation of result of previous year -- -- 750 -- -- -- 27,676 (28,426) -- -- -- Adjustment for own share transactions -- -- -- -- -- -- (25,475) -- (25,475) -- (25,475) Notional cost of share-based plans -- -- -- -- 684 -- -- -- 684 -- 684 Movements between reserves -- -- -- -- (328) (129) 457 -- -- -- -- Effects of equity changes in subsidiaries -- -- -- 25 -- (85,373) -- -- (85,348) (137,286) (222,634) Comprehensive result for the period Currency translation differences -- -- -- 3,530 -- -- -- -- 3,530 2,335 5,865 Actuarial gains (losses) -- -- -- -- -- -- -- -- -- -- -- Result for the period -- -- -- -- -- -- -- 18,573 18,573 9,116 27,689 Total comprehensive result for the period -- -- -- 3,530 -- -- -- 18,573 22,103 11,451 33,554 BALANCE AT 30 JUNE 2026 420,000 5,044 31,814 (44,990) 6,138 116,244 158,787 18,573 711,610 137,475 849,085