Interim report
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Results of 6 months Financial statements prepared in accordance with the International Financial Reporting Standards adopted for application in the European Union. 2026
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VILVI GROUP OPERATING RESULTS H1 2026 1 CONTENT OPERATING RESULTS 1. Overview.........................................................................................3 1.1. About VILVI Group...............................................................3 1.2. Strategy and goals.............................................................4 1.3 Short history of VILVI Group..........................................6 1.4. Solutions for customers.................................................7 1.5. Important events in 6 months of 2026.................8 1.6. Information on shares.....................................................9 2. Results...........................................................................................10 2.1. Overview of VILVI Group results..............................11 2.2. Results of VILVI Group...................................................12 2.3. Main raw materials..........................................................13 2.4. VILVI Group operating segments.........................14 2.5. VILVI Group‘s sales by markets...............................16 3. Governance...............................................................................18 3.1. Management model......................................................19 3.2. Authorized capital structure and shareholders..............................................................................20 3.3. General Meeting of Shareholders.........................21 3.4. Supervisory board..........................................................22 3.5. Board......................................................................................24 3.6. Committees.......................................................................28 3.7. Key managers...................................................................29 3.8. Governance principles................................................32 3.9. Dividends.............................................................................33 3.10. Other important information...............................33 3.11. Risk management.........................................................35 Additional information: Alternative indicators...........................................................41 FINANCIAL STATEMENTS 1. Management’s statement....................................................44 2. Consolidated financial statements: 2.1. Statement of financial position............................................45 2.2. Statement of profit or loss.......................................................46 2.3. Statement of other comprehensive income..............47 2.4. Statement of changes in equity........................................48 2.5. Statement of cash flows...........................................................50 2.6. Notes to financial statements………………………..….…………..51
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VILVI GROUP OPERATING RESULTS H1 2026 2 OPERATING RESULTS − OVERVIEW | 3 − RESULTS | 10 − GOVERNANCE | 18
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VILVI GROUP OPERATING RESULTS H1 2026 3 ABOUT VILVI GROUP The main activity of VILVI Group is the production and sale of dairy products. The Group consists of seven companies (seven factories) that produce: • various cheeses and cheese products; • industrial cream; • various fresh milk products (kefir, sour cream, yogurts, cottage cheese, glazed cottage cheese bars, butter etc.); • dry whey and milk products (WPC80, permeate, proteins for athletes and various types milk powders); • canned milk. The parent company has not established branches or representative offices.
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VILVI GROUP OPERATING RESULTS H1 2026 4 OUR STRATEGY AND GOALS Our goal is to be a leader in innovation in the dairy sector and to create maximum value from a drop of milk. We aim at making higher quality dairy products and ingredients more available around the world to give people more opportunities to enjoy them wherever they are. All over the world, there are many places where people have limited access to quality dairy products, wholesome nutrition and taste experiences, while Lithuanians have been enjoying it for years. Based on our knowledge and the latest technologies, we offer solutions to countries and markets where the need for an affordable and authentic dairy experience is still very challenging. Our roots remain the basis of our success - lush meadows of the Nemunas, tasty and high -quality milk and the desire that as many people as possible can enjoy authentic experiences of dairy products. Along with our products, we also share the belief that the opportunities provided to enjoy natural and wholesome foods contribute to the creation of a better world. RESPONSIBILITY AND RESPECT. We take responsibility for our actions and their impact on others. We treat everyone with dignity, without exception, and value each person's opinion and contribution. By following these principles, we build strong relationships, foster productive teamwork, and strive toward shared goals. RESPONSIVENESS TO NEEDS. We listen, observe, and take action. We consider situations and real circumstances, aiming for high-quality results. We combine individual professionalism with effective teamwork. CURIOSITY. We are open to knowledge. Continuous learning and curiosity enable us to grow, broaden our horizons, and discover new ways to act and develop. BETTER THAN YESTERDAY. Every day we strive to perform better than the day before. This helps us grow and encourages us to push our boundaries. This commitment also includes each of our personal promises to create increasing value for ourselves and for the entire organization. Environment in which we operate VILVI Group is an international market participant, therefore the business is affected by both the global environment and changes in it, as well as demand and the competitive environment in local markets. Challenges in the regions of operation We operate in Tauragė, Marijampolė, Šiauliai and Bauska (LV) regions. Carrying out activities in the regions is favorable because we can be closer to each other, get to know and understand each other better. But we also face challenges when we are looking for new employees, especially highly qualified specialists. We constantly evaluate the problems of the operational regions, actively search for and find solutions for attracting employees. Responsiveness to needs Curiosity Better than yesterday Our vision We aim at making higher quality dairy products and ingredients more available around the world to give people more opportunities to enjoy them wherever they are. Our goals High-quality development and consistent growth of competitiveness Ingredients and product solutions for businesses worldwide Innovation and development of new solutions Our values Responsibility and respect
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VILVI GROUP OPERATING RESULTS H1 2026 5 Climate change and adaptation challenges In the European Union, great attention is paid to the Green Course, and ambitious climate change mitigation goals are set. The requirements for business are growing and changing very rapidly. This requires both a quick reaction and additional investments, which will only increase in the future. Essential challenges for VILVI Group: • Environmental impact reduction goals; • Assessment of climate change scenarios and adaptation to the possible impact on places of activity and the Group’s activities; • Climate change adaptation planning and management. In the short term, a lot of additional human and financial resources are required to respond to the changing regulation, but the largest part of the resources is planned in the long term, i.e. implementing a real change, increasing the efficiency and circularity of resource use, in order to switch to renewable energy.
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VILVI GROUP OPERATING RESULTS H1 2026 6 SHORT HISTORY OF VILVI GROUP
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VILVI GROUP OPERATING RESULTS H1 2026 7 SOLUTIONS FOR CUSTOMERS Special solutions according to customer needs Private labels Products and ingredients B2B Products with VILVI Group brands B2C Solutions for business Mozzarella/Cagliata / Tilsit / Gouda / Edam / Blue cheese Dry whey and milk products Industrial cream / Butter Whey protein concentrate powder (WPC80) / Whey permeate powder / Skimmed/whole milk powder / Protein for athletes Cheese and cheese products Canned milk Unsweetened condensed milk / Sweetened condensed milk / Caramelized sweetened condensed milk MILIKO MARKOMILK OTHER
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VILVI GROUP OPERATING RESULTS H1 2026 8 IMPORTANT EVENTS IN 6 MONTHS OF 2026 On 16 January 2026, Vilkyškių pieninė AB completed the transaction for the acquisition of shares in Marijampolės pieno konservai UAB. 100% of the company's shares were acquired. Marijampolės pieno konservai UAB operates two factories: the Marijampolė plant, which produces canned milk and butter, and the Kalvarija plant, which produces various types of milk powder. Following the acquisition of the shares of Marijampolės pieno konservai UAB, the company's main areas of activity remained unchanged - it continues to produce canned milk, butter and milk powder. The company is being systematically integrated into VILVI Group in order to make efficient use of the Group's economies of scale and operational synergies. It is also planned to bring the largest butter production line in the Baltic region into full operation. For more information on the acquisition of Marijampolės pieno konservai UAB, see pages 56-60 It is one of the largest and most capable dairy processing companies in Lithuania and the only producer of canned milk in the Baltic States. VILVI Group started commercial cheese production in Latvia At the new cheese factory in Bauska, Latvia, located on the premises of VILVI Group -owned Baltic Dairy Board, continuous cheese production began following the successful completion of construction, equipment installation and the required testing. The facto ry was officially opened in May. More than EUR 60 million was invested in the largest investment project in the Group's history, creating more than 100 new jobs. Once the factory reaches full capacity, it is expected to generate approximately EUR 100-120 million in annual revenue. The Baltic Dairy Board SIA cheese factory reached the final of the Latvian Construction Awards 2025 competition. The factory was awarded an honourable third place in the 'Production Facility, Industrial Building' category. As many as 130 projects from across Latvia participated in the competition, making this recognition significant for the entire project team and on ce again confirming the high quality of the completed project. Vilkyškių pieninė AB shares have been listed on the NASDAQ stock exchange for 20 years. In May 2026, 20 years had passed since the shares of Vilkyškių pieninė AB were admitted to trading on the Nasdaq Baltic exchange. This significant milestone reflects the Company's commitment to transparency, high standards of governance and long -term value creation for shareholders. In the first half of 2026, VILVI Group participated in international exhibitions: • "Gulfood" • "World of Private Label" • "Alimentec | Anuga Select Colombia"
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VILVI GROUP OPERATING RESULTS H1 2026 9 INFORMATION ON SHARES − The name of the securities is Vilkyškių pieninė AB ordinary registered shares. − The number of securities admitted to trading is 11,943,000 units. − The nominal value of one share is EUR 0.29. − The securities issued by the company are included in the Official List of AB NASDAQ OMX Vilnius. − Securities ISIN code – LT0000127508, symbol – VLP1L. − The company’s shares have been included in the trading list since 17 May 2006. The securities of the company’s subsidiaries are not publicly traded. Vilkyškių pieninė AB share price change and turnover in 2023-2026. Comparison of Vilkyškių pieninė AB share prices and Nasdaq OMX Vilnius, AB indices in 2023-2026. 0% 50% 100% 150% 200% 250% 300% 2023-07 2023-12 2024-05 2024-10 2025-03 2025-08 2026-01 2026-06 OMX Vilnius VLP1L 0 50 100 150 200 250 300 350 400 450 500 0,00 2,00 4,00 6,00 8,00 10,00 12,00 14,00 2023-06 2023-12 2024-06 2024-12 2025-06 2025-12 2026-06 Share price, EUR Turnover, thsd., EUR
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VILVI GROUP OPERATING RESULTS H1 2026 10 RESULTS − OVERVIEW OF VILVI GROUP RESULTS | 11 − PERFORMANCE RESULTS OF VILVI GROUP | 12 − MAIN RAW MATERIALS |13 − VILVI GROUP OPERATING SEGMENTS | 14 − VILVI GROUP’S SALES BY MARKETS | 16
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VILVI GROUP OPERATING RESULTS H1 2026 11 OVERVIEW OF VILVI GROUP RESULTS H1 2026 EUR 185.5 million consolidated sales turnover EUR 12.6 million consolidated net profit EUR 13.7 million in consolidated EBITDA 87% of exports to > 80 countries 325 thousand tons of purchased milk In the first half of 2026, VILVI Group's consolidated sales revenue increased by 29.8% compared to the same period in 2025 and amounted to EUR 185.5 million. The addition of Marijampolės pieno konservai UAB to VILVI Group and the consolidation of its opera ting results from 16 January 2026 had a significant impact on the growth of the Group's consolidated sales. VILVI Group’s consolidated net profit for the first six months of 2026 amounted to EUR 12.6 million, increase of 42.8% compared to the first six months of 2025. The increase in net profit was significantly impacted by the bargain purchase of Marijampolės pieno konservai UAB. The business combination resulted in a gain of EUR 6,094 thousand. During the reporting period, the Group’s EBITDA increased by 9.4% to EUR 13.7 million. The gain of EUR 6,094 thousand arising from the business combination was excluded from the EBITDA calculation. See the comparison of the Group's other indicators on p. 12. 112,8 103,7 117,1 142,9 185,5 H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 Group revenue, MEur 11,6 7,7 13,4 12,5 13,7 8,3 4,9 10,5 8,8 12,6 H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 Group EBITDA, MEur Group net profit, MEur
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VILVI GROUP OPERATING RESULTS H1 2026 12 PERFORMANCE RESULTS OF VILVI GROUP In addition to the main indicators defined and applied according to the International Financial Reporting Standards (IFRS), Vilkyškių pieninė AB also presents in its financial statements financial performance indicators not provided for by IFRS – alternative performance indicators (API), which, in the Company’s assessment, are important and provide additional information to investors and other users of financial reporting. Alternative performance indicators should be treated as additional information prepared on the basis of IFRS. Taking into account the guidelines published by the European Securities and Markets Authority on alternative performance indicators (ESMA/2015/1415), Vilkyškių pieninė AB presents comparative historical API data. H1 2024 H1 2025 H1 2026 Change in 2026/2025 Change in 2025/2024 Revenue, thousand EUR 117,090 142,854 185,522 29.9% 22.0% Gross profit, thousand EUR 16,327 15,418 19,144 24.2% -5.6% Gross profit margin, % 13.9% 10.8% 10.3% -0.5 p.p. -3.1 p.p. EBITDA, thousand EUR 13,353 12,498 13,672 9.4% -6.4% EBITDA margin, % 11.4% 8.7% 7.4% -1.3 p.p. -2.7 p.p. Operating profit(EBIT), thousand EUR 11,145 9,862 14,484 46.9% -11.5% EBIT margin, % 9.5% 6.9% 7.8% 0.9 p.p. -2.6 p.p. Profit before tax (EBT), thousand EUR 10,402 9,219 12,547 36.1% -11.4% EBT margin, % 8.9% 6.5% 6.8% 0.3 p.p. -2.4 p.p. Net profit (loss), thousand EUR 10,455 8,826 12,602 42.8% -15.6% Net profit margin, % 8.9% 6.2% 6.8% 0.6 p.p. -2.7 p.p. Net profit per share, Eur 0.88 0.74 1.06 43.2% -15.9% The ratio of the share’s market price and profit per share – P/E ratio 6.7 15.34 14.81 -3.5% 129.0% Return on equity (ROE), % 16.2% 11.4% 13.4% 2.0 p.p. -4.8 p.p. Return on assets (ROA), % 9.1% 5.8% 6.0% 0.2 p.p. -3.3 p.p. Return on capital employed (ROCE), % 11.4% 6.6% 8.4% 1.8 p.p. -4.8 p.p. Debt ratio 0.44 0.52 0.57 9.6% 18.2% Debt to equity ratio 0.45 0.71 0.93 31.0% 57.8% Liquidity ratio 1.71 2.16 1.44 -33.3% 26.3% Asset turnover 0.96 0.79 0.80 1.3% -17.7% Capital to asset ratio 0.56 0.48 0.43 -10.4% -14.3% Financial debts, thousand EUR 30,279 61,685 91,735 48.7% 103.7% Net debt, thousand EUR 28,835 59,065 89,834 52.1% 104.8% Net debt/EBITDA 1.08 1.81 5.11 182.3% 67.6% p.p. – percentage points
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VILVI GROUP OPERATING RESULTS H1 2026 13 MAIN RAW MATERIALS RAW COW’S MILK Raw cow’s milk is the main raw material for the products produced by Vilkyškių pieninė AB, Modest, AB Marijampolės pieno konservai UAB, Baltic Dairy Board SIA and Kelmės pienas UAB. According to the calculations of Vilkyškių pieninė AB, VILVI Group processes approximately 27% of all raw milk processed in Lithuania. In H1 2026, Group companies bought this raw material from Lithuanian, Estonian and Latvian milk suppliers. Over 52% of raw cow‘s milk was imported. H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 Purchased basic indicators milk*, in tons 153,478 154,837 176,418 205,352 324,949 Milk price, EUR/t 408 312 343 429 320 *The purchased milk is recalculated into base terms using a coefficient calculated based on fat and protein content. During the first six months of 2026, 324.9 thousand tons of milk were purchased according to the basic indicators, which is 58.2% more than in the same period of 2025. The increase in raw milk purchase volumes was driven by Marijampolės pieno konservai UAB joining the Group in 2026 and the start of operations at the new cheese factory in Bauska. The average purchase price of milk according to the basic indicators in the first half of 2026 was EUR 320/t, which was 25.4% lower than in the same period of 2025. MILK WHEY The main raw materials used by Kelmės pieninė AB in the production of dry milk products are whey protein (WPC) and whey permeate concentrates obtained from whey by separating and concentrating it. Whey is a by -product generated in the cheese production process. Most of the raw materials are supplied by VILVI Group companies, while the remainder is purchased from suppliers in Latvia and Estonia. H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 Whey concentrates, tonnes 47,545 47,476 47,828 44,159 48,265 In H1 2026, as VILVI Group increased cheese production volumes due to the new factory in Bauska, the amount of whey generated in the cheese production process also increased. Lithuania 48% Latvia 24% Estonia 28% 408 312 343 429 320 0 100 200 300 400 500 0,0 50,0 100,0 150,0 200,0 250,0 300,0 350,0 H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 tho. tons Purchased basic indicators milk, thousand tons Milk price, Eur/tons
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VILVI GROUP OPERATING RESULTS H1 2026 14 VILVI GROUP OPERATING SEGMENTS Operating segments: • cheese, cheese products and other – cheese, cheese products , industrial cream and other produced by the Company and its subsidiaries; • fresh milk products – fresh dairy products (kefir, yogurts, sour cream, butter, curd products, etc.) produced by subsidiaries; • dry milk products – WPC80, permeate and various types of milk powders produced by subsidiaries; • canned milk - sweetened/unsweetened condensed milk produced by a subsidiary. Volumes of VILVI Group’s products for sale by segments, in tons: H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 Change in 2026/2025 Change in 2025/2024 Cheese, cheese products and other 26,922 22,319 25,355 30,065 41,829 39.1% 18.6% Fresh milk products 7,715 8,369 7,951 7,245 10,122 39.7% -8.9% Dry milk products 10,838 10,877 11,134 11,642 20,319 74.5% 4.6% Canned milk - - - - 10,902 - - In the first half of 2026, the Group's product structure changed significantly as a result of the consolidation of Marijampolės pieno konservai UAB, which introduced a new canned milk segment and increased production volumes of dry milk products and butter. At the same time, production of cheese, cheese products and other segment grew due to the operation of the new cheese factory in Bauska. − In the first half of 2026, 4,5 thousand tons more cheese and cheese products and 7,2 thousand tons industrial cream were produced than in the same period of 2025. − Production of fresh milk products amounted to 10,1 thousand tons, or 39.7% more than in the first half of 2025. The segment's growth was driven by butter production at Marijampolės pieno konservai UAB, which joined the Group in 2026. − During the first six months of 2026, production of dry milk products was 74.5% higher than in the same period of 2025. The significant increase was driven by the consolidation of Marijampolės pieno konservai UAB (+9 ,6 thousand tons of milk powder) and increased milk processing volumes. − In the first half of 2026, the Group also produced 10 ,9 thousand tons of canned milk. This segment appeared in the Group's operating structure for the first time following the acquisition of Marijampolės pieno konservai UAB and the consolidation of its operating results. VILVI GROUP income from main products by segments, thousand EUR: H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 Change in 2026/2025 Change in 2025/2024 Cheese, cheese products and other 81,842 65,587 81,476 104,082 79,194 -23.9% 27.7% Fresh milk products 11,925 17,928 15,274 14,697 29,370 99.8% -3.8% Dry milk products 19,057 20,205 20,340 24,075 56,343 134.0% 18.4% Canned milk - - - - 20,615 - - Total: 112,824 103,720 117,090 142,854 185,522 29.9% 22.0% 43% 16% 30% 11% H1 2026 Cheese, cheese products and other Fresh milk products Dry milk products Canned milk 0 50 100 150 200 H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 mlllion Eur
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VILVI GROUP OPERATING RESULTS H1 2026 15 Cheese, cheese products and other The total turnover of the cheese, cheese products and related segment decreased by 23.9% in the first half of 2026 compared to the same period of the previous year. − The decrease in the segment's revenue was mainly driven by lower sales revenue from industrial cream, while sales revenue from cheese and cheese products remained stable and amounted to EUR 52.0 million. stabilization of cheese and cheese product prices in the global market. − Despite lower segment revenue, production volumes of cheese and cheese products increased. The growth was driven by the start of operations at the new Baltic Dairy Board SIA cheese factory, which increased the Group's production capacity and created the co nditions for further sales expansion. Revenue structure in the segment: Revenue structure of the segment: Canned milk The canned milk segment was included in the Group's operations in the first half of 2026 following the acquisition and consolidation of Marijampolės pieno konservai UAB. The company is the only producer of canned milk in the Baltic States, giving the Group a distinctive position in the region and enabling it to compete successfully in international markets. In the first half of 2026, the segment's revenue amounted to EUR 20.6 million, or 11% of VILVI Group's consolidated sales revenue. More than 94% of the canned milk segment's revenue came from exports. The main sales markets were Australia, France, Libya and Portugal. Sales markets: Dry milk products In the first half of 2026, the segment's sales revenue, which exceeded EUR 56.3 million, was more than twice as high as in the first half of 2025. These results were driven by higher whey protein prices in international markets, higher sales volumes and th e consolidation of Marijampolės pieno konservai UAB, which added milk powder and skimmed milk powder to the segment. Approximately 48% of the segment's revenue was generated by whey protein sales, which were positively affected by rising price levels in international markets. In the first six months of 2026, exports accounted for 86% of the turnover of dry milk products. Fresh milk products In the first half of 2026, sales revenue in this segment doubled compared to the same period of 2025. The main growth driver was butter sales by Marijampolės pieno konservai UAB, which exceeded EUR 13.2 million during the period and accounted for approximately 45% of the segment's revenue. In the first half of 2026, 57% of fresh milk products were sold in the Lithuanian market, compared with 86% in the same period of 2025. The lower share in the Lithuanian market was due to a significant increase in butter exports. Revenue: 30% 12% 12%10% 6% 30% Australia France Libia Portugal Lithuania Other 0 10 20 30 40 50 60 H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 Quantity, tho. tons Turnover, MEUR 12 18 15 15 29 8 13 18 23 28 33 H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 MEur 43,6 43,7 45,6 52,0 52,0 37,7 21,6 33,6 49,2 23,0 0,5 0,3 2,2 2,9 4,2 0,0 20,0 40,0 60,0 80,0 100,0 120,0 H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 million Eur Cheese and cheese products Industrial cream Other
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VILVI GROUP OPERATING RESULTS H1 2026 16 VILVI GROUP’S SALES BY MARKETS In the first half of 2026, VILVI Group products were exported to more than 80 countries worldwide. Poland, Germany, Italy and the Netherlands remained the most important export markets. The consolidation of Marijampolės pieno konservai UAB significantly expanded the Group's export geography by broadening the product portfolio with canned milk, milk powder and butter. This enabled higher sales volumes in existing markets and strengthened the Group's positions both in the European Union and in other export countries. Australia became one of VILVI Group's most significant new markets, where canned milk produced by Marijampolės pieno konservai UAB are sold. Markets: Over the past five years, the Group has consistently expanded its export geography and diversified its sales markets. In the first half of 2026, the main focus was on analysing existing markets in order to assess their growth potential and identify opportu nities for further sales expansion. At the same time, new products and additional production capacities resulting from the consolidation of Marijampolės pieno konservai UAB and the start of production at the new Baltic Dairy Board SIA cheese factory were b eing integrated. These changes broadened the Group's product offering and created opportunities to increase sales volumes in both existing and new product categories in export markets. Sales revenues by markets, thousand EUR: H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 Change in 2026/2025 Change in 2025/2024 European Union 69,286 49,104 64,060 86,232 92,281 7.0% 34.6% Lithuania 11,996 17,076 16,568 17,403 24,679 41.8% 5.0% Other countries 31,542 37,540 36,462 39,219 68,562 74.8% 7.6% Total revenue 112,824 103,720 117,090 142,854 185,522 29.9% 22.0% In the first half of 2026, VILVI Group's consolidated sales revenue in export markets increased by 28.2% compared to the same period of 2025. Exports accounted for 86.7% of the Group's total sales in the first six months of 2026. The 1.1 percentage point decrease in the export share, from 87.8% in the first half of 2025 to 86.7% in the first half of 2026, was not caused by a decline in export sales, but by faster sales growth in the Lithuanian market. The addition of Marijampolės pieno konservai UAB to VILVI Group and the consolidation of its operating results had a significant impact on this development.
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VILVI GROUP OPERATING RESULTS H1 2026 17 In the first six months of 2026, consolidated sales in Lithuania increased by EUR 7.3 million, i.e. by 41.8%, compared to the same period of the previous year. In the first half of 2026, revenue growth in the Lithuanian market was mainly driven by the changed sales structure following the addition of Marijampolės pieno konservai UAB to the Group. The largest positive impact came from sales of milk powder, butter and canned milk, which generated EUR 12.3 million in revenue in the Lithuanian market. At the sa me time, sales of cottage cheese, kefir and spoonable yogurts also increased in the first half of 2026 compared to the same period of 2025. No products were exported to countries subject to EU sanctions in 2026 or 2025. 61% 47% 55% 60% 50% 11% 17% 14% 12% 13% 28% 36% 31% 28% 37% 0 20 40 60 80 100 120 140 160 H1 2022 H1 2023 H1 2024 H1 2025 H1 2026 MEur Other countries Lithuania European Union
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VILVI GROUP OPERATING RESULTS H1 2026 18 GOVERNANCE − MANAGEMENT MODEL | 19 − AUTHORIZED CAPITAL STRUCTURE AND SHAREHOLDERS | 20 − GENERAL MEETING OF SHAREHOLDERS AND SHAREHOLDER RIGHTS | 21 − SUPERVISORY BOARD | 22 − BOARD | 24 − COMMITTEES | 28 − KEY MANAGERS | 29 − GOVERNANCE PRINCIPLES | 32 − DIVIDENDS | 33 − OTHER INFORMATION ABOUT MANAGEMENT | 33 − RISK MANAGEMENT | 35
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VILVI GROUP OPERATING RESULTS H1 2026 19 MANAGEMENT MODEL Management bodies of VILVI GROUP’s parent company Vilkyškių pieninė AB General Meeting of Shareholders The General Meeting of Shareholders is the highest body of the parent company, which makes decisions based on the Law on Companies of the Republic of Lithuania and the company’s articles of association. More in p. 21. Supervisory board The Supervisory board is a collegial supervisory body of the Company, which represents the shareholders and performs the functions of supervision and control of the Company’s activities. The Supervisory board of Vilkyškių pieninė AB consists of 3 members, elected for a four -year term. The Supervisory board is elected by the General Meeting of Shareholders. More in p. 22-23. Board The Board is a collegial management body of the Company, which performs the function of company management. The Board of Vilkyškių pieninė AB consists of 6 Board members. The Supervisory board elects the members of the Board for a four-year term. More in p. 24-27. Committees The Supervisory board forms the Appointments and Remuneration Committee and approves the committee’s regulations. The General Meeting of Shareholders elects members of the Audit Committee and approves the regulations of the Audit Committee. More in p. 28. CEO The head of the Company is the CEO, who organizes the company’s activities, hires and fires employees, concludes and terminates employment contracts with them, acts on behalf of the company and unilaterally concludes transactions, except for the cases provided by the Company’s articles of association and legal acts. In his/her activities, the CEO is guided by laws, other legal acts, the company’s articles of association, the decisions of the General Meeting of Shareholders, the decisions of the Supervisory board and the Boa rd. The CEO is elected and dismissed by the company’s Board. The management bodies of the subsidiaries Kelmės pieninė AB, Kelmės pienas UAB, Modest AB and Baltic Dairy Board SIA are the General Meeting of Shareholders, the Board and the company's Director. The management bodies of the subsidiaries Marijampolės pieno konservai UAB and Pieno logistika AB are the General Meeting of Shareholders and the company's Director.
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VILVI GROUP OPERATING RESULTS H1 2026 20 AUTHORIZED CAPITAL STRUCTURE AND SHAREHOLDERS Company name Type of shares Number of shares Nominal value of 1 share, EUR Total nominal value, EUR Largest shareholders owning and controlling more than 5% of the authorized capital Vilkyškių pieninė AB Ordinary registered shares 11,943,000 0.29 3,463,470 Swisspartners Versicherung AG Zweigniederlassung Österreich – 60.4%*; Multi Asset Selection Fund – 17.1% Kelmės pieninė AB Ordinary registered shares 2,457,070 0.29 712,550 Vilkyškių pieninė AB – 100% Modest AB Ordinary registered shares 5,617,118 0.29 1,628,964 Vilkyškių pieninė AB – 99.7% Pieno logistika AB Ordinary registered shares 371,333 0.29 107,687 Kelmės pienas UAB – 59.0% Kelmės pienas UAB Ordinary registered shares 2,500 1.00 2,500 Kelmės pieninė AB – 100% Marijampolės pieno konservai UAB Ordinary registered shares 601,474 28.96 17,418,687 Vilkyškių pieninė AB – 100% Baltic Dairy Board SIA Ordinary registered shares 777,778 1.00 777,778 Vilkyškių pieninė AB – 100% Information about significant and directly or indirectly controlled Company-held stock packages: * As of 30 June 2026, G. Bertašius did not have shares in Vilkyškių pieninė AB, but he owns 60.4% of the votes in the General Meeting of Shareholders (a joint life insurance policy was concluded in the insurance company Swisspartners Versicherung AG Zweigniederlassung Österreich, which has taken over ownership rights to 7,213,680 shares of Vilkyškių pieninė AB). Vilkyškių pieninė AB shareholder structure in H1 2026: The total number of shareholders on 30/06/2026 was 2,532. Distribution of shareholders of Vilkyškių pieninė AB by legal entity: − 19.3% natural persons − 80.7% legal entities The Company has never acquired or transferred its own shares. Swisspartners Versicherung AG Zweigniederlassung Österreich 60% Multi Asset Selection Fund 17% Other small shareholders 23%
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VILVI GROUP OPERATING RESULTS H1 2026 21 GENERAL MEETING OF SHAREHOLDERS AND SHAREHOLDER RIGHTS The shareholders of Vilkyškių pieninė AB exercise their rights during the General Meeting of Shareholders. Notices about the convening of the General Meeting of Shareholders, issues to be resolved at the meeting and decisions of the General Meeting of Shareholders are published on the company’s website General Meeting of Shareholders – VILVI Group. Meetings are also reported on the Nasdaq Vilnius stock exchange and in the electronic publication by the Centre of Registers. All shareholders have been provided with equal opportunities to access the information stipulated by law and to participate in decision-making on matters within the competence of the general meeting of shareholders. During the reporting period, the Company’s shareholders had equal rights (property and non-property), provided for by laws, other legal acts and the Company’s articles of association. Neither shareholder had any special control rights. During the reporting period, the Company’s management bodies created suitable conditions for the implementation of shareholders’ rights. There are no restrictions on voting rights in the Company. Shareholders have the following non -property rights: • To participate and vote in General Meetings of Shareholders; • To receive information about the Company, as stipulated in Part 1 of Article 18 of the Law on Companies of the Republic of Lithuania; • To apply to the court with a claim for compensation for damage to the Company caused by the Company’s manager not performing or improperly performing his/her duties, as well as in other cases established by law; • Other non-property rights provided for by law. Shareholders have the following property rights: • To receive a share of the Company’s profit (dividend); • To receive a share of the liquidated Company’s assets; • To receive shares for free if the authorized capital is increased from the Company’s funds, except for the exceptions established by the Law on Companies; • With the pre-emption right to purchase shares or convertible bonds issued by the Company, except for the case when the General Meeting of Shareholders decides to revoke this right for all shareholders in accordance with the procedure established by the Law on Companies; • To transfer all or part of the shares to the ownership of other persons in accordance with the procedure established by the Law on Companies; • Other property rights provided for by law. Competence of the General Meeting of Shareholders − Changing the articles of association of the parent company; − Electing and recalling the members of the Supervisory board of the parent company, determining the remuneration for the independent members of the Supervisory board; − Making a decision on the approval of the Remuneration Policy; − Approval of the annual financial statements of the parent company and the set of annual consolidated financial statements of the Group; − Approval of the parent company's management report and the Group's consolidated management report − Adoption of a decision on the distribution of profit (losses) and on the allocation of dividends for a period shorter than the financial year; − Making a decision on the establishment, use, reduction and destruction of reserves; − Making a decision on increasing or decreasing the authorized capital of the parent company; − Adoption of decisions on restructuring, reconversion, reorganization, liquidation of the parent company; − Making a decision on the acquisition of the company’s own shares; − Selecting and recalling an auditor or an audit firm to audit a set of annual financial statements, setting the terms of payment for audit services.
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VILVI GROUP OPERATING RESULTS H1 2026 22 SUPERVISORY BOARD The Supervisory board is a collegial body of the Company, represents the shareholders and performs the functions of supervision and control of the Company’s activities. The supervisory board is elected by the General Meeting of Shareholders for four years. The Supervisory board elects the chairman of the Supervisory board from among its members. Members of the supervisory board: Algimantas Lekevičius Chairman of the Supervisory board Term until 28/04/2027 Marijana Juškienė Member of the Supervisory board Term until 28/04/2027 Martynas Bertašius Member of the Supervisory board Term until 28/04/2027 Education higher education, engineer Education higher education, engineer - mathematician Education higher education, economics The main workplace: Old-age pension recipient The main workplace: Self-employed activity under an individual activity certificate (accounting, bookkeeping and audit activities, tax consultancy) The main workplace: Head of Sports and Health Supplements Department at Vilkyškių pieninė AB Participation in the management of other companies: Chairman of the Užupis Community Senate Participation in the management of other companies: Does not participate in the management of other companies Participation in the management of other companies: Manager and actual member of ŪKB RELI (company code 306286230) Share of the Company's capital and votes held as at 30 June 2026, % 2000 pcs./0.02% - -
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VILVI GROUP OPERATING RESULTS H1 2026 23 The main functions and competences of the Supervisory board: • Consideration and approval of the operating strategy of the parent company and Group companies, as well as analysis and evaluation of information on the implementation of the operating strategy, presentation of this information to the ordinary General Meeting of Shareholders; • Electing and recalling the Board members; • Adoption of decisions on transactions with related parties, as stipulated in Part 2 of Article 37 of the Law on Companies of the Republic of Lithuania • Supervision of the activities of the Board and the manager; • Giving comments and proposals for the annual financial statements, the profit (loss) allocation draft, and the management report to the general meeting of shareholders; • Submitting proposals to the Board and the company’s manager to revoke their decisions that contradict laws and other legal acts, the company’s articles of association or the decisions of the General Meeting of Shareholders; • Providing feedback and proposals on the draft Remuneration Policy and the draft remuneration report to the General Meeting of Shareholders; • The Supervisory board also examines other issues within its competence, specified in the articles of association of the parent company and the Law on Companies of the Republic of Lithuania. Supervisory board’s activities in H1 2026 Two meetings of the Supervisory Board were held during the first half of 2026. The quorum required by applicable legislation was present at the meetings. During the meetings, the Company's 2025 annual financial statements and the draft allocation of profit (loss) were reviewed, comments and proposals were submitted to the Annual General Meeting of Shareholders, and a new term of the Board of Vilkyškių pieninė AB was elected. All committee members attended the meetings. MATRIX OF SUPERVISORY BOARD MEMBERS' COMPETENCIES: Vilkyškių pieninė AB S upervisory board members have extensive experience in management, making them competent to oversee the activities of the Company's board and manager, as well as analyze the Company's strategic goals. Indicator Value The gender ratio of the supervisory board members of the parent company. 1:3 Percentage of independent supervisory board members of the parent company 67% Algimantas Lekevičius Marijana Juškienė Martynas Bertašius Area of Competence Securities Market Risk management Marketing Experience: Setting Long-term Strategic Goals + Analysis of Financial/Sustainability Reports + + + Brand Value Creation + Business Activity Monitoring + + Competence: Human Resources Management + + + Risk Identification and Mitigation Strategy Development + + + Business Process Management + + +
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VILVI GROUP OPERATING RESULTS H1 2026 24 BOARD The Board is a collegial management body of the Company. The Board of Vilkyškių pieninė AB consists of 6 Board members. Members of the board are elected for a four -year term in accordance with the procedure established by the Law on Companies of the Republic of Lithuania. The chairman of the Board is elected by the Board from among its members for a four-year term. The Company does not have rules governing the election of the members to the Board of the Company. In its activities, the Company is guided by the Law on Companies of the Republic of Lithuania, the Company’s Articles of Association and other legal acts. Th e members of the Board have not authorized other persons to perform the functions assigned to the competence of the Board. The Board considers and approves the following: • The management structure of the company and the positions of employees; • Positions to which employees are recruited by tender procedure; • The Board elects and dismisses the CEO, determines working conditions and remuneration, following the Remuneration Policy, as established in Article 37 3 of the Law on Companies of the Republic of Lithuania; • Other matters as provided by the Law of the Republic of Lithuania on Companies and the Company’s Articles of Association. Other functions of the Board: • Determines the information that is considered the company’s commercial (production) secret and confidential information; • Analyzes and evaluates the material provided by the company’s CEO about the organization of the company’s activities, financial condition, performance results, etc.; • Analyzes and evaluates the drafts of the company’s annual financial statements, the profit (loss) allocation draft, and the remuneration policy draft, and, after approving them, submits them along with comments and proposals to the general meeting of shareholders. • Analyzes and evaluates the project of the decision on the allocation of dividends for a period shorter than the financial year and for its adoption the compiled set of interim financial statements, which, together with feedback and proposals on them and th e company’s interim report, are submitted to the Supervisory board and the General Meeting of Shareholders; • Resolves other issues stipulated in the company’s articles of association. Activities of the company’s Board in H1 2026 In the first half of 2026, meetings of the Board of Vilkyškių pieninė AB were held regularly according to the established schedule. Fourteen ordinary Board meetings were held during the first six months of 2026. The quorum required by applicable legislatio n was present at all Board meetings. The Board approved the Company's audited financial statements and management report for the twelve months of 2025, convened the Annual General Meeting of Shareholders and proposed to the Annual General Meeting of Shareholders the draft allocation of profit for 2025. At ordinary Board meetings, the Board considered and assessed the implementation of the Group's operating plans, financial results, progress of investment projects and key operating risks. Particular attention was paid to the process of Marijampolės pieno konservai UAB joining VILVI Group, implementation of the integration plan and realization of synergies. At each meeting, the Board also discusses the operations of the new Baltic Dairy Board SIA cheese factory following the start of production. The meeting s also addressed matters relating to financing, the conclusion and extension of loan and lease agreements, as well as other ongoing matters concerning the Group's operations and governance.
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VILVI GROUP OPERATING RESULTS H1 2026 25 MEMBERS OF THE BOARD OF VILKYŠKIŲ PIENINĖ AB Name, Surname Education Information about the main workplace and participation in the management of other companies: Available share of the company’s capital and votes as of 30-06-2026, % Gintaras Bertašius Chairman of the Board Term until 23/04/2030 higher education, engineer - mechanic The main workplace: CEO of Vilkyškių pieninė AB Participation in the management of other companies: Chairman of the Board of Modes t AB , Kelmės pieninė AB, Kelmės pienas UAB and Baltic Dairy Board SIA. As of 3 0 June 2026, G. Bertašius had no shares in AB Vilkyškių pieninė, but he owns 60.4% of the votes at the General Meeting of Shareholders (a joint life insurance policy was concluded with the insurance company Swisspartners Versicherung AG Zweigniederlassung Österreich, which has taken ownership rights to 7,213,680 shares of Vilkyškių pieninė AB). Vilija Milaševičiutė Member of the Board Term until 23/04/2030 higher education, finance and credit The main workplace: Director of Economics and Finance of Vilkyškių pieninė AB Participation in the management of other companies: Member of the Board of Modest AB , Kelmės pieninė AB, Kelmės pienas UAB and Baltic Dairy Board SIA. 9,588 pcs./0.08% Linas Strėlis Member of the Board Term until 23/04/2030 higher education, economics The main workplace: Director of Biglis UAB (company code 133688345) Participation in the management of other companies: Member of the Board of Umega AB (company code 126334727), Investicija kubu UAB (company code 305818634), Raudona saulė UAB (company code 302865867), East West Agro AB (company code 300588407), Lords LB Baltic Opportunity Fund ( company code 306484707) and Galinta UAB (company code 134568135). -
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VILVI GROUP OPERATING RESULTS H1 2026 26 MEMBERS OF THE BOARD OF VILKYŠKIŲ PIENINĖ AB Name, Surname Education Information about the main workplace and participation in the management of other companies: Available share of the company’s capital and votes as of 30-06- 2026, % Sigitas Trijonis Member of the Board Term until 23/04/2030 higher education, engineer – mechanic The main workplace: Director of the Investment Projects Department of Vilkyškių pieninė AB Participation in the management of other companies: Does not participate in the management of other companies 425,607 pcs./3.56% Rimantas Jancevičius Member of the Board Term until 23/04/2030 higher education, zootechnician The main workplace: Director of Raw Material Purchase of Vilkyškių pieninė AB Participation in the management of other companies: Director of Pieno logistika AB and member of the Board of the Practical Training and Testing Centre of the Lithuanian University of Health Sciences, public institution (company code 302296985). 369,729 pcs./3.10% Andrej Cyba Member of the Board Term until 23/04/2030 higher education, business administration and management The main workplace: CEO of Ymmalu UAB (company code 305765142) Participation in the management of other companies: CEO of PEF GP2 UAB (company code 302582716), Piola UAB (company code 120974916), LAMA Capital UAB (company code 306178639), V3 Installation Solutions UAB (company code 124100519), Vokė -III UAB (company code 120959622) , Business Development Manager of INVL Asset Management UAB (company code 126263073), Chairman of the Board of FMĮ INVL Financial Advisors UAB (company code 304049332), Member of the Board of Baltic Dairy Board SIA, Chairman of the Supervisory board IPAS INVL Asset Management (company code 40003605043) and AS INVL atklātais pensiju fonds (company code 40003377918), Member of the Board and Chairman of the Audit Committee of „AUGA group“ (company code 126264360). -
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VILVI GROUP OPERATING RESULTS H1 2026 27 MATRIX OF BOARD MEMBERS' COMPETENCIES: Indicator Value Ratio of female to male board members of the Parent Company 1:6 Percentage of independent board members of the Parent Company 33% Executive board members of the Parent Company 4 Non-executive board members of the Parent Company 2 Gintaras Bertašius Rimantas Jancevičius Vilija Milaševičiutė Sigitas Trijonis Linas Strėlis Andrej Cyba Area of Competence Strategic manage- ment Main raw material procurement management Financial manage-ment Technology implement a-tion and innovation Business develop- ment and sales Organizational development and risk management Experience: Long-term business strategy creation and implementation + + + + + + Establishing the company's mission, vision, and values + + + + + Development and execution of capital raising strategies + + + + Analysis and optimization of business processes + + + + + Market analysis and identification of competitive advantages + + + + Setting and pursuing sustainability goals + + Risk Identification and Mitigation Strategy Development + + + + Competence: Finance management + + + Strategy formation + + + Investment analysis and assessment + + + + + Change and risk management + + Increasing operational efficiency + Optimization of raw material procurement processes + Sustainability management: - Environmental protection + - Human resources, safety, and health + - Sustainable financing + + - Accountability + - Monitoring of impacts, risks, and opportunities + + + + +
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VILVI GROUP OPERATING RESULTS H1 2026 28 COMMITTEES Appointment and Remuneration Committee Members: − Chairman - Birutė Butkienė (ŪKB Šilgaliai Agro accountant), − Giedrė Krinicina (Vilkyškių pieninė AB employee), − Živilė Žymantaitė (Vilkyškių pieninė AB employee). All members are not leading employees of the administration, they do not participate in the authorized capital of the Company. Forms and approves the regulations of the committee – Supervisory board. Functions of the committee: • Provides management bodies with assistance in all matters related to the appointment of candidates to the positions of the Company’s manager or other managerial employees; • Recommends to the Board candidates for other Board committees; • Collects, analyzes and processes all information related to the Company’s employee hiring policy; • Assesses the possible conflicts of interest of each managing employee of the Company; • Provides assistance to governing bodies in all matters related to the determination of salaries for management personnel; • Resolves other issues necessary for the proper performance of the Committee’s functions. Activities of the Appointment and Remuneration Committee in H1 2026 Two Committee meetings were held during the first half of 2026. Employee remuneration was reviewed, pay competitiveness was assessed and recommendations on remuneration policy were provided. To ensure proper implementation of Directive (EU) 2023/970 of the European Parliament and of the Council on pay transparency, a joint meeting was convened with the heads of the finance and human resources functions, during which the current situation was discussed, implementation progress was assessed and compliance with the previously approved action plan was reviewed. All committee members participated in the meetings. Audit Committee Members: − Chairman Aušra Lobinienė (Head of Internal Audit Service of Tauragė Credit Union), − Vilma Morkaitienė (Bonus modus UAB senior Accountant) − Simona Norkienė (Vilkyškių pieninė AB employee). All members are not leading employees of the administration, they do not participate in the authorized capital of the Company. Forms and approves the regulations of the committee - General Meeting of Shareholders. Functions of the committee: • Monitors the process of preparing the Company’s financial statements; • Provides management bodies with recommendations related to the selection of an audit firm; • Monitors the effectiveness of the company’s internal control, risk management and internal audit systems; • Monitors the audit process; • Monitors how the auditor and the audit firm adhere to the principles of independence and objectivity; • Performs other functions provided for by legislation; • Immediately informs the head of the Company about the information provided to the Audit Committee by the audit company about problematic issues that arose during the audit, especially when significant internal control deficiencies related to financial statements are identified. Activities of the Audit Committee in H1 2026 Two Committee meetings were held during the first half of 2026. During the meetings, the Company's 2025 financial statements, 2025 management report and draft allocation of profit (loss) for 2025 were discussed and approved, and the 2026 budget was approved. The Committee authorised PricewaterhouseCoopers UAB (company code 111473315) to provide limited assurance services in relation to the Company's 2026 Sustainability Report prepared in accordance with the European Sustainability Reporting Standards. All committee members participated in the meetings.
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VILVI GROUP OPERATING RESULTS H1 2026 29 KEY MANAGERS Education/ Area of Competence Information about participation in the management of other companies: Available share of the company’s capital and votes as of 30-06-2026, % Gintaras Bertašius CEO higher education, engineer - mechanic Chairman of the Board of Vilkyškių pieninė AB, Modest AB, Kelmės pieninė AB, Kelmės pienas UAB and Baltic Dairy Board SIA. As of 30 June 2026, G. Bertašius had no shares in AB Vilkyškių pieninė, but he owns 60.4% of the votes at the General Meeting of Shareholders (a joint life insurance policy was concluded with the insurance company Swisspartners Versicherung AG Zweigniederlassung Österreich, which has taken ownership rights to 7,213,680 shares of Vilkyškių pieninė AB). Area of Competence: - strategic management Vilija Milaševičiutė Director of Economics and Finance higher education, finance and credit Member of the Board of Vilkyškių pieninė AB, Modest AB, Kelmės pieninė AB, Kelmės pienas UAB and Baltic Dairy Board SIA. 9,588 pcs./0.08% Area of Competence: - finance - risk management Sigitas Trijonis Director of the Investment Projects Department higher education, engineer - mechanic Member of the Board of Vilkyškių pieninė AB. 425,607 pcs./3.56% Area of Competence: - technology implementation - innovation Rimantas Jancevičius Director of Raw Material Purchase higher education, zootechnician Director of Pieno logistika AB, member of the Boards of Vilkyškių pieninė AB and the Practical Training and Testing Centre of the Lithuanian University of Health Sciences, public institution (company code 302296985). 369,729 pcs./3.10% Area of Competence: - main raw material procurement management Vaidotas Juškys Executive Director higher education, information technologies Director of Deivesta UAB (company code 302855517), member of the Boards of the Tauragė County Consumer and Small Business Centre (company code 193474367) and Tauragė Credit Union (company code 112046768) 29,439 pcs./0.25% Area of Competence: - commercial activities
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VILVI GROUP OPERATING RESULTS H1 2026 30 KEY MANAGERS Education/ Area of Competence Information about participation in the management of other companies: Available share of the company’s capital and votes as of 30-06-2026, % Arvydas Zaranka Production Director higher education, dairy technology Director of Kelmės pieninė AB, member of the Board of Modest AB. 1,933 pcs./0.02% Area of Competence: - production - corporate governance Rita Juodikienė Director of Management and Quality higher education, business management Member of the Board of Kelmės pieninė AB and Kelmės pienas UAB. 2,175 pcs./0.02% Area of Competence: - quality, human resources, procurement, sustainability and environmental management Paulinas Stanaitis Director of Transport and Logistics higher education, management and business administration Does not participate in the management of other companies. 1000 pcs./0.01% Area of Competence: - Transportation and Logistics Eduardas Mačiulis Director of Kelmės pienas UAB higher education, chemical engineering and food technology Does not participate in the management of other companies 105 pcs./0.001% Area of Competence: - production - corporate governance Matas Pozingis Director of Modest AB higher education, management and business administration Does not participate in the management of other companies. - Area of Competence: - production - corporate governance
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VILVI GROUP OPERATING RESULTS H1 2026 31 KEY MANAGERS Education/ Area of Competence Information about participation in the management of other companies: Available share of the company’s capital and votes as of 30-06-2026, % Rimantas Damanskis Director of Baltic Dairy Board SIA higher education, management Does not participate in the management of other companies management 307 pcs./0.003% Area of Competence: - production - corporate governance Nerijus Jakubauskas Director of Marijampolės pieno konservai UAB higher education, business management Director of Pentaclus UAB (company code 300155480 638 pcs./0.01% Area of Competence: - production - corporate governance VILVI Group's key managers have extensive experience in manufacturing and corporate management. Their competence and professional experience contribute to the effective management of the Group's activities, achievement of strategic objectives and sustainable development. During the reporting period, there were changes in the composition of key managers: the Directors of Kelmės pienas UAB and Pieno logistika AB changed.
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VILVI GROUP OPERATING RESULTS H1 2026 32 GOVERNANCE PRINCIPLES Governance based on respect and fundamental human rights VILVI Group management is based on fundamental human rights and respect for others. We follow these principles when managing company processes and communicating both with people within the Group and with business partners and other stakeholders. Ethical employment provisions To ensure that all employees clearly understand the principles of respectful communication, the Group has approved a Code of Ethical Employment, which sets out the fundamental human rights respected by the Group and emphasises zero tolerance for discrimination, disrespectful or inhumane treatment. We apply the same principles of ethical employment that we set for ourselves to all stakeholders. We also inform our business partners and suppliers about the principles of ethical employment that are important to us. We seek to avoid business relationship s with partners who do not comply with the principles we have established. Ethical business and equality principles and a respectful attitude towards every person also apply to shareholders, who have equal rights (property and non -property rights) provided for by laws, other legal acts and the Company's Articles of Association. No shareholder has any special control rights that could confer privileges. All shareholders have equal rights. For more information, see the Sustainability Statement section of the 2025 management report, pages 96-111 Business ethics and intolerance to bribery and corruption The Group has approved a Code of Ethical Business, which sets out the key principles and priorities of our activities, as well as conduct that we consider unacceptable within our Group. We do not tolerate any form of corruption, including bribery, and we stand for fair business and transparent cooperation with public authorities and other stakeholders. Transparent, fair and open business conduct is one of the most important elements of an impeccable business reputation and success. We follow a transparent remuneration policy, ensure transparency in our procurement processes and require potential and existing suppliers to operate transparently and honestly. We trade our products in accordance with the principle of transparency and do not participate in transactions where bribes are requested or non-transparent conduct is proposed. We have clearly set out our operating and cooperation principles in the Code of Ethical Business and have introduced it to our partners and suppliers. We also regularly remind our employees which conduct or arrangements are not tolerated and what risks may arise when interacting with stakeholders both in Lithuania and abroad. The Group has decided to remain politically neutral and not to provide any financial support to political parties, groups or politicians. For more information, see the Sustainability Statement section of the 2025 management report, pages 119-121. These provisions are established by: Code of Ethical Employment Supplier Code of Conduct These provisions are established by: Code of Ethical Business Employee Code of Conduct Supplier Code of Conduct All key policies and codes are publicly available on the Group’s website (https://vilvigroup.lt/politikos/). We also inform our partners and suppliers both in Lithuania and abroad about the responsible approach to people and the environment in order to create an honest and responsible environment for business development towards people and nature – a responsible supply chain is ensured.
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VILVI GROUP OPERATING RESULTS H1 2026 33 DIVIDENDS In 2012, Vilkyškių pieninė AB approved a dividend policy. Excerpt from the provisions of the dividend policy: Dividends and amount of dividends The Law on Companies of the Republic of Lithuania stipulates that the dividend is a share of the profit allocated to the shareholder, proportional to the nominal value of the shares owned by the shareholder. 1. During the General Meeting of Shareholders, the Company’s shareholders cannot make a decision to pay out dividends if: 1) the Company is insolvent; 2) the distributed result of the financial year is negative; 3) the Company’s equity capital is lower or, after paying dividends, would become lower than the Company’s authorized capital and the amount of reserves. 2. The Company’s Board should propose the amount of dividends to the General Meeting of Shareholders depending on the Company’s audited net profit of the relevant financial year. 3. If the Company operates profitably, the Board of the Company allocates a certain part of the income to the amount of dividends, as determined in point 2.6, and reinvests the remaining income in order to increase the Company’s capitalization. 4. The Company pays dividends in cash. 5. The Board of the Company has determined the amount of dividends based on the Company’s consolidated net profit of the previous year. The determined amount of dividends must be at least 25% of the Company’s consolidated net profit for the previous year, but not more than the Company’s annual consolidated net profit. 6. The Company reserves the right to deviate from the dividend amount criteria by disclosing the reasons for such deviation. Payment of dividends by Vilkyškių pieninė AB in the last years: 2022 2023 2024 2025 2026 (for 2021) (for 2022) (for 2023) (for 2024) (for 2025) Dividends (EUR) 2,388,600 3,164,744 3,702,330 6,449,220 2,746,890 Dividends per share (EUR) 0.20 0.26 0.31 0.54 0.23 Number of shares 11,943,000 11,943,000 11,943,000 11,943,000 11,943,000 OTHER INFORMATION ABOUT MANAGEMENT Information on transactions with related parties During the first six months of 2026, the Company had no transactions with related parties that met the criteria specified in Article 37(2) of the Law on Companies. Diversity policies apply to the election of the company’s manager, members of the management and supervisory bodies The Company has not approved a diversity policy applicable to the election of the head of the Company and members of management and supervisory bodies, because candidates are selected on the basis of professional competence, qualifications, impeccable reputation and ability to properly perform the assigned functions. When candidates are nominated for membership of the Company's management bodies, they are not discriminated against on the basis of age, gender, education or professional experience. The Compan y does not impose any restrictions on persons standing as candidates on the basis of gender or age. The Company seeks to ensure that the composition of its management and supervisory bodies provides the diversity of competences required for effective corpo rate governance. Agreements between shareholders The Company has no information about agreements among shareholders. In 2026, the Company had not entered into agreements with members of its bodies or employees that would provide for compensation if they resigned or were dismissed without justified cause or if their employment ended due to a change in control of the issuer. During the reporting period, no detrimental transactions were entered into that were inconsistent with the objectives of the
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VILVI GROUP OPERATING RESULTS H1 2026 34 Company or the Group or normal market conditions, infringed the interests of shareholders or other groups of persons, and had or could in the future have an adverse impact on the Company's activities or operating results. Main features of the internal control and risk management systems of the Company and the Group of companies in relation to the compilation of the consolidated set of financial statements. The Company's Chief Accountant and Finance D epartment regularly review the International Financial Reporting Standards (IFRS) adopted in the European Union in order to ensure timely implementation of all changes in the financial statements, analyze transactions significant to the Group's and the Company's activities, ensure correct and timely collection of information, and periodically inform the Company's management about the progress of the financial statements. The Audit Committee supervises the preparation of the set of consolidated financial statements, internal control and financial risk management systems, and compliance with the legal acts regulating the compilation of the set of consolidated financial statements. VILVI Group research and development activities The Company carries out research and development activities aimed at improving production processes, enhancing product quality and expanding the range of higher value-added products. During the reporting period, considerable attention was paid to developin g new products, improving production technologies and increasing operational efficiency. Research and development activities also included the development of new recipes, optimization of production processes and implementation of innovative solutions. The Company plans to continue investing in research and development in order to strengthen its competitiveness in the market. Events after the reporting period There were no significant events after the date of the statement of financial position.
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VILVI GROUP OPERATING RESULTS H1 2026 35 RISK MANAGEMENT Risk management is an integral part of the Group's activities. We identify, analyse and assess risk in the context of the Group's objectives, activities and external environment. The approval of the Group's overall risk management model is the responsibility of the Board, while the supervision is the responsibility of the Meeting of Directors. RISK MANAGEMENT MODEL The Group applies the Committee of Sponsoring Organisations of the Treadway Commission (COSO) internal control and risk management model. The risk management process covers all Group entities as well as functions and is continuously reviewed, assessing the Group's risk appetite and strategic objectives, and aligned to market conditions and changes in the Group's business. We carry out regular monitoring of risk management in the Group. On a quarterly basis, the Meeting of Directors reviews internal and external risks, assesses risk indicators, and identifies risk management measures as appropriate. Stages of risk management: Risk management objectives: • To ensure the functioning of the Group. • To manage the impact of risks on the Group's objectives. • To ensure the Group's reputation. • To protect the stakeholders' interests. Types of risks: • Strategic- affecting the Group's strategic objectives; • Financial -affecting the Group's financial performance; • Operational (business) - affecting the efficient operation of the Group. Types of risks: - by period: short-term (0–1 years), medium-term (1–4 years), long-term (>5 years); - by source: internal and external - by ESG area: E (Environment) – affecting the environment; S (Social) – affecting social factors and their management; G (Governance) – affecting the area of governance. ALIGNMENT OF RISK APPETITE AND STRATEGY RISK IDENTIFICATION RISK ASSESSMENT RISK MANAGEMENT: TOOLS AND ACTIONS RISK MONITORING
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VILVI GROUP OPERATING RESULTS H1 2026 36 1. STRATEGIC RISKS RISK FACTORS SOURCE OF RISK SOURCE TYPE (internal/ external) PERIOD (short-term, medium- term, long- term) IMPACT ON THE STRATEGY / AREA OF IMPACT RISK MANAGEMENT ESG TYPE: E / S / G Risk of non- completion, untimely completion of strategic investment projects Unforeseen external circumstances, issues in project management. Internal/ external medium- term FINANCE - A new Investment Projects Division has been created to manage investment projects, and project management expertise is being developed. - Regular monitoring of the project implementation plan and emerging risks is carried out. - External professionals, consultants are used as needed. Supply chain risks Spikes in the prices of raw materials and energy resources affect the cost of production. Seasonality of raw material supply, insufficient raw material quantity, supply chain compliance with sustainability requirements. external long-term FINANCE - Regular monitoring of price fluctuations. - Diversification of sources of strategic raw materials. - Technological solutions have been put in place to diversify the energy resources used. - Supply chain risk management model. Dependence on a branch or large customers Changes in the industry, changes in customer spending power, competition. internal long-term FINANCE - Regular market monitoring. - Diversification of businesses. - Diversification of the customer portfolio. Risk of non-sale of products Fluctuations in demand and price, fluctuations in demand and price caused by unfair competition. external long-term FINANCE - Regular market monitoring. - Diversification of businesses. - Diversification of the customer portfolio. - Loyal customer database. Climate change transition risks Growing production increases greenhouse gas emissions and the pace of GHG emission reductions is too slow due to dependence on technological solutions. internal long-term FINANCE/ COMPLIANCE - Environmental policy, legal compliance. - Regular monitoring, impact assessment, pollution monitoring programmes. - Deployment of low-impact technologies. E Climate change transition risks Ongoing military conflicts and geopolitical tensions can affect trade restrictions, tariff increases, raw materials and logistics costs. external long-term FINANCE - Supply chain diversification - Diversification of businesses. - Diversification of the customer portfolio. G Business ethics risks Dishonesty, corruption and bribery can affect reputation, share price and customer confidence. internal medium- term ORGANISATION/ REPUTATION - Policies and procedures for ethical conduct - Education - Confidential and anonymous reporting is possible. G Compliance risks Unmanageable accountability to stakeholders, compliance with EU regulation, national law and legislation. internal long-term ORGANISATION/ REPUTATION - Timely and regular reporting to stakeholders. - Assigned responsibilities and planning E,S,G
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VILVI GROUP OPERATING RESULTS H1 2026 37 2. FINANCIAL RISKS RISK FACTORS SOURCE OF RISK SOURCE TYPE (internal/ external) PERIOD (short-term, medium- term, long- term) IMPACT ON THE STRATEGY / AREA OF IMPACT RISK MANAGEMENT ESG TYPE: E / S / G Financial liquidity risk The risk that the Group and the Company may not be able to meet their financial obligations when due. internal long-term - - Sufficient cash and cash equivalents flow or be financed through an adequate credit facility. - Maintenance of a balance between continuity of funding and flexibility. Credit risk The Group and the Company's trading activities involve the sale of products and services with deferred payment terms, which may expose customers to the risk of non-payment of the Group's and the Company's receivables from the sale of products and services. external long-term - - The application of credit limit principles, which determine the amounts of credit to be granted to customers and the types of collateral involved, such as: limits, guarantees, insurance. - Insurance for foreign buyers. - Customer credit risk assessment. Market risk Changes in market prices, e.g. foreign exchange rates and interest rates, affect the Group's and Company's results or the value of financial instruments held. external long-term - - Long-term contracts with suppliers. - Price formulas in product sales. - Diversification of product portfolio and markets. - Foreign exchange risk management.
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VILVI GROUP OPERATING RESULTS H1 2026 38 3. OPERATIONAL RISKS RISK FACTORS SOURCE OF RISK SOURCE TYPE (internal/ external) PERIOD (short-term, medium- term, long- term) IMPACT ON THE STRATEGY / AREA OF IMPACT RISK MANAGEMENT ESG TYPE: E / S / G Product quality and safety risks Inadequate assessment and management of risk factors (biological, chemical, physical). Information for drivers. Internal Long-term FINANCE - Food safety, quality and management standards are in place and regularly updated. - Regular staff training and competency maintenance. - Regular internal and external audits S Attraction and retaining of workers Population decline in the region, shortage of highly skilled workers. Internal/ External Long-term ORGANISATION/ FINANCE - Close cooperation with organisations and research institutions. - Motivational tools for searching within the organisation. - Competence development training. - Loyalty incentives. - Assessment of the market relevance of working conditions and employee welfare, remuneration policy, the remuneration system and its continuous improvement. S Safety and health risks Risk of accidents, absence due to sickness. Failure to control occupational risks, safety and health violations. Internal Long-term ORGANISATION - An Occupational Health and Safety Policy is in place, and regular health and safety briefings and training are provided. - Regular assessment of occupational risks. - Reduction of ergonomic, chemical and other risks through technological measures and internal programmes. S Human rights violations: discrimination and failure to ensure equal opportunities Inconsistency of staff behaviour with the Group's values and policies. Internal Long-term ORGANISATION - The Human Rights, Equal Opportunities, Violence and Harassment at Work Policies and their implementation procedures are approved. - Staff training. - Confidential and anonymous reporting is possible. S Risk of negative environmental impacts Risk of environmental pollution due to the consumption and release of large quantities of natural resources, potential technology failures. Inadequate separation of waste streams, too slow waste reduction rates Internal medium- term ORGANISATION/ REPUTATION - The necessary monitoring programmes, procedures and practices are in place. - Employee education. E IT security risks Physical and software data insecurity, cyber-attacks External Long-term ORGANISATION/ REPUTATION - An IT Security Policy is approved. - The GDPR is approved. G
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VILVI GROUP OPERATING RESULTS H1 2026 39 - Continuous improvement of physical and software data security. - External consultants are brought in as needed. Digitisation risks Slow digitisation processes due to lengthy procurement of software and technology solutions, delays in deployment. Internal Medium-term ORGANISATION - Implementation of data automation solutions. - Structural changes are being implemented to speed up deployment processes. S Business continuity risk Regulatory compliance, climate change- induced extremes, uncertainty caused by political and other unrest (e.g. pandemics, mobilisation, civil protection, etc.) Internal/ External Long-term ORGANISATION/ FINANCE - Business Continuity Plans are approved. S, G Physical risks of climate change Deterioration of factors affecting activities due to climate change: environmental degradation (air, water, soil pollution), water degradation/scarcity, climate warming. External Long-term ORGANISATION/ FINANCE - Regular monitoring programmes for environmental factors. E Climate change transition risks Financial and human resource requirements for adaptation to climate change: deployment of low-emission technological measures, resources for ongoing impact assessment and mitigation. External Long-term ORGANISATION/ FINANCE - Continuous assessment of the organisation's sustainability. - Continuous monitoring of EU and Lithuanian law and action planning. - A new Investment Projects Division has been created to manage innovation projects, including the management of low-carbon technology projects. - Regular monitoring of mitigation results. G Compliance risk Untimely reporting, unfavourable and unplanned regulatory changes, supply chain sustainability management. Internal/ External Medium-term ORGANISATION/ REPUTATION - Regular reporting according to plan. - Confirmed responsibilities for the provision of information. - Confirmed responsibilities for different areas of activity. - Information management and risk assessment at Group level. - Regular monitoring of customer requirements. - Implementation of sustainability actions within the Group. - Raising sustainability requirements for the supply chain. E, S, G
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VILVI GROUP OPERATING RESULTS H1 2026 40 Operational risk map of VILVI Group VILVI Group main operational risks: 1. Produce quality and safety 2. Attraction of and retaining of staff 3. Safety and health risks 4. Human rights violations: discrimination and failure to ensure equal opportunities 5. Risk of negative environmental impacts 6. IT security risks 7. Digitisation risks 8. Business continuity risk 9. Physical risks of climate change 10. Climate change transition risks 11. Compliance risks RISK MARKING By risk level: Risks with low probability and low impact are excluded from the risk map. Criteria for the Group's main risks: − has a significant financial impact; − high probability of risk. High Medium Small
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VILVI GROUP OPERATING RESULTS H1 2026 41 ADDITIONAL INFORMATION ALTERNATIVE INDICATORS Gross profit is an indicator presented in the company's profit (loss) statement, which is calculated after subtracting the cost from sales revenue. Usually, this profit is the highest compared to other types of profit. Gross profit margin shows how much profit is made for each unit of sales revenue. The indicator is calculated by dividing gross profit by revenue. EBITDA - earnings before interest, taxes, depreciation, and amortization, which shows the profit earned by the company before the company’s financing policy, as well as the assessment of the impact of corporate tax on profit. Vilkyškių pieninė AB calculates this indicator by adding depreciation and amortization of fixed assets to the operating result and deducting grants. Elements that are not directly influenced by the nature of the company’s activities may be eliminated when calculating EBITDA. EBITDA margin is a profitability indicator that can be used to compare the profitability of companies (in the same industry) and to monitor changes in the profitability of the same company. The higher the value of the indicator, the higher the profitability of the company. The indicator is calculated by dividing EBITDA by revenue. EBIT (Operating Earnings) – earnings before interest and taxes. It shows the company’s profit earned during the operating and investment cycle (before assessing the impact of the company’s financing policy on profit and deducting corporate tax). This indicator reflects the company’s ability to generate cash flow. The indicator is calculated by adding financial activity costs to pre-tax profit and subtracting financial activity income. EBIT margin is an indicator of operational efficiency, calculated by dividing operating profit by revenue. EBT (Earnings before taxes) is earnings before taxes. The indicator is calculated by adding corporate tax expenses to net profit. EBT margin is calculated by dividing earnings before taxes by revenue. Shows the ratio of the company’s earnings before taxes to sales. The higher value of the indicator the higher the profitability of the company. Financial debts are the sum of short -term and long -term debts, showing the amount of indebtedness of the company. The indicator is calculated by adding long-term and short-term rental obligations to long-term and short- term loans. Net profit (loss) is a financial indicator calculated by deducting all expenses and taxes from revenue. Net profit margin is an indicator showing the company’s profitability. It is calculated by dividing net profit by revenue. Net profit per share is one of the most popular share valuation indicators, which shows what is a profit of the company per share. The ratio is calculated by dividing the net profit by the number of shares in circulation. Net debt is all financial obligations of the company without available cash and cash equivalents. This indicator can be used during credit rating review. The indicator is calculated by subtracting cash and cash equivalents from financial debt. Net Debt/EBITDA shows a company’s ability to pay back its debts from profits earned. This indicator can also be used during a credit rating review. The indicator is calculated by dividing net debt by 12 months EBITDA. The capital-to-asset ratio shows the proportion of total asset financing with equity capital. This indicator shows the share of equity capital in the capital structure. The lower this ratio, the more dependent the company is on borrowed funds. The indicator is calculated by dividing equity by total assets. The liquidity ratio shows the company’s ability to meet short-term obligations by using available short-term assets. The higher the ratio, the better the liquidity position. The indicator is calculated by dividing current assets by current liabilities. Return on equity (ROE) is the ratio of net income to equity. The indicator shows how efficiently the company uses shareholders' assets to generate profit. This indicator is important for shareholders in assessing the return of their past period investment in the company. The higher the return on equity, the more efficient the company's operations, the more profit it earns for its shareholders. The indicator is calculated by dividing the net profit by the average of equity at the beginning and equity at the end of the reporting period. P/E ratio is the ratio of the share’s market price to earnings per share. The indicator shows what is the price of the company's shares compared to its net profit. The P/E ratio provides information on whether a company is expensive
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VILVI GROUP OPERATING RESULTS H1 2026 42 compared to its earnings. The higher the net profit, the lower the P/E ratio, and in turn, the more attractive such shares are for investment. The indicator is calculated by dividing the market price of the share by the net profit per share. Return on capital employed (ROCE) - the profitability indicator evaluates the profitability of the funds necessary for the constant operation of the company. It is often compared to the loan interest rates in the market at that time. A company’s ROCE is required to be greater than the cos t of borrowed capital at that time. The indicator is calculated by dividing EBIT by the difference between total assets and current liabilities. Debt ratio reflects how much of the company’s assets are purchased with borrowed funds. The indicator is calculated by dividing all the liabilities of the company by assets. Debt to equity ratio. This is one of the main financial indicators of leverage. The debt -to-equity ratio shows amount of euros of short-term and long-term debt per euro of equity. The indicator is calculated by dividing financial debt by equity. Asset turnover. It is an efficiency ratio that shows the ratio of sales revenue to assets. This ratio shows how efficiently the company uses its capital. The higher the value the higher the degree of overall asset management efficiency and vice versa. The indicator is calculated by dividing sales revenue by total assets. Return on assets (ROA) is the ratio of net profit to assets. Return on assets shows how much net profit a company earns per euro of assets. This value can be used as a measure of the efficiency of the company’s asset utilization. The higher the value of ROA, the more efficientl y the assets are ‘employed’, the more profit is earned. The indicator is calculated by dividing the net profit by the average of assets at the beginning and assets at the end of the reporting period.
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VILVI GROUP OPERATING RESULTS H1 2026 43 FINANCIAL STATEMENTS: − MANAGEMENT’S STATEMENT | 44 CONSOLIDATED FINANCIAL STATEMENTS: − STATEMENT OF FINANCIAL POSITION | 45 − STATEMENT OF PROFIT OR LOSS | 46 − STATEMENT OF OTHER COMPREHENSIVE INCOME | 47 − STATEMENT OF CHANGES IN EQUITY | 48 − STATEMENT OF CASH FLOWS | 50 − NOTES TO FINANCIAL STATEMENTS | 51
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VILVI GROUP OPERATING RESULTS H1 2026 44 Management’s statement Following the Article No. 22 of the Law on Securities of the Republic of Lithuania and Rules on Preparation and Submission of Periodic and Additional Information of the Lithuanian Securities Commission, we, Gintaras Bertašius, Chief Executive Officer of Vilkyškių pieninė AB and Vilija Milaševičiutė, Director of Economics and Finance of Vilkyškių pieninė AB, hereby confirm that, unaudited interim consolidated financial statements for the first six months of 2026, prepared in accordance with International Financial Reporting Standards as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss and cash flows of VILVI Group. We confirm that review of business development and results is correctly indicated in the consolidated financial statements. Vilkyškiai, 31 August 2026 Gintaras Bertašius CEO (The document has been signed by a qualified electronic signature) Vilija Milaševičiutė Director of Economics and Finance (The document has been signed by a qualified electronic signature)
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VILVI GROUP OPERATING RESULTS H1 2026 45 CONSOLIDATED STATEMENT OF FINANCIAL POSITION EUR ‘000 Assets 30/06/2026 31/12/2025 Property, plant and equipment 139,276 117,302 Right-of-use assets 3,393 3,302 Intangible assets 4,610 4,189 Non-current amounts receivable 227 1,108 Non-current assets 147,506 125,901 Inventories 36,754 17,635 Trade and other receivables 43,314 40,255 Prepayments 1,383 2,401 Cash and cash equivalents 1,901 2,785 Current assets 83,352 63,076 Total assets 230,858 188,977 Equity Share capital 3,463 3,463 Share premium 3,301 3,301 Reserves 3,019 3,082 Retained earnings 89,085 79,070 Equity attributable to owners of the Company 98,868 88,916 Non-controlling interest 23 25 Equity 98,891 88,941 Liabilities Borrowings 65,132 40,973 Lease liabilities 1,700 1,678 Government grants 5,383 5,339 Deferred income tax liabilities 1,953 1,948 Non-current liabilities 74,168 49,938 Borrowings 23,953 21,989 Lease liabilities 950 876 Income tax payable - 2 Trade and other payables 32,896 27,231 Current liabilities 57,799 50,098 Liabilities 131,967 100,036 Total equity and liabilities 230,858 188,977 The notes on pages 53 to 60 form an integral part of these consolidated financial statements.
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VILVI GROUP OPERATING RESULTS H1 2026 46 CONSOLIDATED STATEMENT OF PROFIT OR LOSS EUR ‘000 01/01/2026- 30/06/2026 01/01/2025- 30/06/2025 01/04/2026- 30/06/2026 01/04/2025- 30/06/2025 Revenue 185,522 142,854 98,552 71,782 Cost of sales -166,378 -127,436 -84,828 -63,823 Gross profit 19,144 15,418 13,724 7,959 Other operating income 221 185 651 104 Distribution expenses -5,504 -2,887 -2,994 -1,358 Administrative expenses -5,158 -2,721 -2,759 -1,501 Gain on a bargain purchase 6,094 - - - Other operating expenses -575 -168 -324 -82 Other gain (loss) – net 262 35 187 25 Results of operating activities 14,484 9,862 8,485 5,147 Finance income 65 122 49 45 Finance costs -2,002 -765 -1,135 -334 Finance costs, net -1,937 -643 -1,086 -289 Profit (loss) before income tax 12,547 9,219 7,399 4,858 Income tax 55 -393 118 -77 Profit (loss) for the reporting year 12,602 8,826 7,517 4,781 Attributable to: Shareholders of the Company 12,604 8,830 7,523 4,789 Non-controlling interest -2 -4 -6 -8 Profit (loss) for the reporting year 12,602 8,826 7,517 4,781 Basic and diluted earnings per share (in EUR) 1.06 0.74 0.63 0.40 The notes on pages 53 to 60 form an integral part of these consolidated financial statements.
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VILVI GROUP OPERATING RESULTS H1 2026 47 CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME EUR ‘000 01/01/2026- 30/06/2026 01/01/2025- 30/06/2025 01/04/2026- 30/06/2026 01/04/2025- 30/06/2025 Profit (loss) for the reporting year 12,602 8,826 7,517 4,781 Other comprehensive income Profit (loss) due to the revaluation of tangible fixed assets - - - - Deferred income tax liability - - - - Other comprehensive income for the year, net of - - - - Total comprehensive income for the year 12,602 8,826 7,517 4,781 Attributable to: Shareholders of the Company 12,604 8,830 7,523 4,789 Non-controlling interest -2 -4 -6 -8 Total comprehensive income for the year 12,602 8,826 7,517 4,781 The notes on pages 53 to 60 form an integral part of these consolidated financial statements.
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VILVI GROUP OPERATING RESULTS H1 2026 48 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY EUR ‘000 Equity attributable to owners of the Company Share capital Share premium Revaluatio n reserve Legal reserve Retained earnings (deficit) Total Non- controlling interest Total equity At 1 January 2025 3,463 3,301 2,894 346 74,458 84,462 20 84,482 Comprehensive income for the year Net profit (loss) - - - - 8,830 8,830 -4 8,826 Other comprehensive income Depreciation, write-off of revalued assets - - -63 - 63 - - - Total comprehensive income for the year - - -63 - 8,893 8,830 -4 8,826 Transactions with owners recognised directly in equity Dividends - - - - -6,449 -6,449 - -6,449 Change in fair value of put option Total transactions with owners recognised directly in equity - - - - -6,449 -6,449 - -6,449 Changes in the Group not resulting in a loss of control Non-controlling interests on acquisition of subsidiary - - - - - - - - Total transactions with owners - - - - -6,449 -6,449 - -6,449 At 30 June 2025 3,463 3,301 2,831 346 76,902 86,843 16 86,859 At 1 July 2025 3,463 3,301 2,831 346 76,902 86,843 16 86,859 Comprehensive income for the year Net profit (loss) - - - - 2,106 2,106 9 2,115 Other comprehensive income Value gains/decreases of revalued assets - - (33) - - -33 - -33 Perkainuoto turto nusidėvėjimas, nurašymas - - -62 - 62 - - - Total comprehensive income for the year - - (95) - 2,168 2,073 9 2,082 Transactions with owners recognised directly in equity Dividends - - - - - - - - Change in fair value of put option - - - - - - - - Total transactions with owners recognised directly in equity - - - - - - - - Changes in the Group not resulting in a loss of control Non-controlling interests on acquisition of subsidiary - - - - - - - - Total transactions with owners - - - - - - - - At 31 December 2025 3,463 3,301 2,736 346 79,070 88,916 25 88,941
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VILVI GROUP OPERATING RESULTS H1 2026 49 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continue) EUR ‘000 Equity attributable to owners of the Company Share capital Share premium Revaluation reserve Legal reserve Retained earnings (deficit) Total Non- controlling interest Total equity At 1 January 2026 3,463 3,301 2,736 346 79,070 88,916 25 88,941 Comprehensive income for the year Net profit (loss) - - - - 12,604 12,604 -2 12,602 Other comprehensive income Value gains/decreases of revalued assets - - - - - - - - Depreciation, write-off of revalued assets - - -63 - 63 - - - Total comprehensive income for the year - - -63 - 12,667 12,604 -2 12,602 Transactions with owners recognised directly in equity Dividends - - - - -2,747 -2,747 - -2,747 Change in fair value of put option - - - - - - - - Total transactions with owners recognised directly in equity - - - - -2,747 -2,747 - -2,747 Changes in the Group not resulting in a loss of control Non-controlling interests on acquisition of subsidiary - - - - 95.00 95.00 - 95.00 Total transactions with owners - - - - -2,652 -2,652 - -2,652 At 30 June 2026 3,463 3,301 2,673 346 89,085 98,868 23 98,891 The notes on pages 53 to 60 form an integral part of these consolidated financial statements
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VILVI GROUP OPERATING RESULTS H1 2026 50 CONSOLIDATED STATEMENT OF CASH FLOWS EUR ‘000 30/06/2026 30/06/2025 Cash flows from operating activities Profit (loss) for the year 12,602 8,826 Adjustments for: Depreciation of property, plant and equipment 5,490 2,865 Amortisation of intangible assets 87 6 Amortisation and write-off of grants -295 -235 Change in inventory write-down allowance -725 -1,504 Loss (gain) from disposal and write-off of property, plant and equipment -215 -25 Elimination of gain on bargain purchase -6,094 - Income tax expenses -55 393 Financial performance result 1,937 643 12,732 10,969 Change in inventories -4,774 -751 Change in non-current amounts receivable 881 18 Change in trade and other receivables and prepayments 3,549 -20,377 Change in trade and other payables -2,801 3,504 9,587 -6,637 Interest paid -1,963 -570 Income tax paid -30 -1,085 Net cash flows generated from operating activities 7,594 -8,292 Cash flows from investing activities Payments for acquisition of property, plant and equipment -6,203 -17,443 Payments for acquisition of intangible assets -28 1 Proceeds from sale of property, plant and equipment 555 33 Loans granted - -7,733 Government grants 112 1,076 Repayment of loans 912 - Outflow of cash to acquire subsidiary, net of cash acquired -7,484 - Other changes in equity arising from a business combination 95 - Net cash flows (used in) investing activities -12,041 -24,066 Cash flows from financing activities Proceeds from borrowings 33,840 24,309 Repayments of borrowings -26,719 -2,048 Lease payments -811 -706 Payment of dividends -2,747 -5,449 Net cash flows (used in) financing activities 3,563 16,106 Net increase (decrease) in cash and cash equivalents -884 -16,252 Cash and cash equivalents as at 1 January 2,785 18,872 Cash and cash equivalents as at 30 June 1,901 2,620 The notes on pages 53 to 60 form an integral part of these consolidated financial statements
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VILVI GROUP OPERATING RESULTS H1 2026 51 Notes to the consolidated and separate financial statements General information The following companies are part of the VILVI Group (hereinafter the “Group”): • VILKYŠKIŲ PIENINĖ AB, a parent company (hereinafter the “Parent” or the “Company”); • Modest AB, a subsidiary (hereinafter the “subsidiary Modest AB” or “Modest AB”); • Kelmės Pieninė AB, a subsidiary (hereinafter the “subsidiary Kelmės Pieninė AB” or “Kelmės Pieninė AB”). • Kelmės Pienas UAB, a subsidiary of Kelmės Pieninė AB (hereinafter the “Kelmės Pienas UAB”). • Pieno Logistika AB, a subsidiary of Kelmės Pienas UAB (hereinafter “Pieno Logistika AB”). • Baltic Dairy Board SIA, a subsidiary (hereinafter the “subsidiary Baltic Dairy Board SIA“ or “Baltic Dairy Board SIA“). • Marijampolės pieno konservai UAB, a subsidiary (hereinafter the “subsidiary Marijampolės pieno konservai UAB“ or Marijampolės pieno konservai UAB). VILKYŠKIŲ PIENINĖ AB was established in 1993. The Parent has no branches or representative offices. VILKYŠKIŲ PIENINĖ AB is a Lithuanian company listed on the Nasdaq OMX Vilnius AB stock exchange. As at 30 June 2026, the Company’s shareholder structure was as follows: Shareholder Number of shares held Nominal value, EUR Total value, EUR Swisspartners Versicherung AG Zweigniederlassung Österreich 7,213,680 0.29 2,091,968 Multi Asset Selection Fund 2,035,729 0.29 590,361 Other minority shareholders 2,693,591 0.29 781,141 Total capital 11,943,000 0.29 3,463,470 As at 31 December 2025, the Company’s shareholder structure was as follows: Shareholder Number of shares held Nominal value, EUR Total value, EUR Swisspartners Versicherung AG Zweigniederlassung Österreich 7,213,680 0.29 2,091,968 Multi Asset Selection Fund 2,035,729 0.29 590,361 Other minority shareholders 2,693,591 0.29 781,141 Total capital 11,943,000 0.29 3,463,470 The Company’s ultimate controlling party is Mr. Gintaras Bertašius and persons related to him. According to the data as of 3 0 June 2026, Gintaras Bertašius did not hold shares in AB Vilkyškių pieninė but owned 60.4% of the votes at the general meeting of shareholders (since 2018, a joint life insurance policy was established with Swisspartners Versicherung AG Zweigniederlassung Österreich , which, according to the data as of 3 0 June 2026, acquired ownership rights to 7,213,680 shares of AB Vilkyškių pieninė). As at 30 June 2026, the Group had 1,498 (31 December 2025: 1,012) employees.
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VILVI GROUP OPERATING RESULTS H1 2026 52 Basis of preparation Statement of compliance These interim consolidated financial statements for the period January – June 202 6 have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those followed in the preparation of the consolidated annual financial statements for the year 2025. There have been no other significant IFRS changes that could have impact on financial statements of the Group. A detailed description of the accounting policies presented in the consolidated financial statements for the year ended 2025 December 31. The interim consolidated financial statements for the 6 months 2026 are unaudited. Measurement basis The financial statements have been prepared on a historical cost basis except for: • buildings that are a part of property, plant and equipment measured at fair value, less any subsequent accumulated depreciation and impairment loss; • buildings that a part of investment property measured at fair value. Functional and presentation currency All amounts in these financial statements are presented in the euros (EUR) and they have been rounded to the nearest thousand. Foreign currency transactions Foreign currency transactions are translated into the euros using the exchange rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in a foreign currency are translated in the euros using the exchange rate prevailing at the date of the preparation of the statement of financial position. All foreign currency transactions have been translated in accordance with the provisions of the Law on Accounting using the exchange rate of the euro against the foreign currency prevailing at the date of the transaction. Foreign exchange differences arising from the settlement of such transactions are recognised in the statement of profit or loss. Non -monetary assets and liabilities that are measured at historical cost in a foreign currency are translated into the euros using the official exchange rate prevailing at the date of the transaction. Consolidation basis Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of the subsidiaries are included in the Group’s consolidated financial statements from the date on which the Group obtains control, and continue to be included until the date that such control ceases. All intra-group transactions and balances are eliminated for the purpose of the consolidated financial statements.
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VILVI GROUP OPERATING RESULTS H1 2026 53 1. Segment information GROUP The Group cmprises seven legal entities: Vilkyškių Pieninė AB, Kelmės Pieninė AB, Kelmės Pienas UAB, Modest AB, Baltic Dairy Board SIA, Marijampolės pieno konservai UAB and Pieno Logistika AB. The main business activity of each entity (operating segment) is the production of milk products, except for Pieno Logistika AB that is collection and transportation of raw milk, lease of buildings. The Group has several operating segments as described below. The operating segments represent different product groups that are managed separately, because they require different technologies and marketing strategies. The Board and the General Manager review the internal management reports prepared for each operating segment on a monthly basis. The following summary describes the products in each operating segment of the Group: • Cheese, cheese products and other. The operating segment comprises cheese, cheese products, industrial cream and products produced by the Company and its subsidiaries; • Dry milk products. The operating segment comprises WPC80, permeate and various milk powders produced by the subsidiaries; • Fresh milk products. The operating segment comprises fresh milk products (kephir, yoghurt, sour cream, butter, curd products and other) produced by the subsidiaries; • Canned milk. The segment comprises sweetened/unsweetened condensed milk produced by a subsidiary. Information on the results of operations of each operating segment is presented below. Performance is assessed based on the gross profit of the operating segments, which is presented in the internal management reports reviewed by the Board and the General Manager. The operating segment’s gross profit is used to assess performance, as the management believes it is the most appropriate indicator for that purpose. Results of operations of the operating segments at 30 June 2026: EUR ‘000 Cheese, cheese products and other Dry milk products Fresh milk products Canned milk* Total Revenue 79,194 56,343 29,370 20,615 185,522 Cost of sales -80,492 -44,035 -25,410 -16,441 -166,378 Gross profit -1,298 12,308 3,960 4,174 19,144 Results of operations of the operating segments at 30 June 2025: EUR ‘000 Cheese, cheese products and other Dry milk products Fresh milk products Canned milk* Total Revenue 104,082 24,075 14,697 - 142,854 Cost of sales -96,245 -17,968 -13,223 - -127,436 Gross profit 7,837 6,107 1,474 - 15,418 Breakdown by geographical location: EUR ‘000 01/01/2026- 30/06/2026 01/01/2025- 30/06/2025 Lithuania 24,679 17,403 European Union (excluding Lithuania) 92,281 86,232 Other countries 68,562 39,219 185,522 142,854 When presenting information on the basis of geographical locations, revenue is recognized according to the clients’ place of registration.
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VILVI GROUP OPERATING RESULTS H1 2026 54 2. Earnings per share 01/01/2026- 30/06/2026 01/01/2025- 30/06/2025 Net profit attributable to holders of ordinary shares of the Parent, EUR ‘000 12,602 8,826 Number of issued shares calculated based on the weighted average unit cost method, ‘000 units 11,943 11,943 Basic earnings (loss) per share (EUR 1.06 0.74 The diluted earnings per share are the same as basic earnings per share. 3. Property, plant and equipment Depreciation is recognized in production, distribution, administrative and other operating expenses of profit (loss) statement. On 30 June 2026 depreciation amounted to EUR 5,490 thousand (on 30 June 2025 – EUR 2,865 thousand). 4. Intangible assets Amortization is calculated in administrative expenses of profit (loss) statement. On 30 June 2026 amortization amounted to EUR 87 thousand (on 30 June 2025 – EUR 6 thousand). 5. Non-current amounts receivable Thousand EUR 30/06/2026 31/12/2025 Financial instruments Loans granted to related parties (b) - 912 - 912 Non-financial assets Non-current amounts receivable from farmers © 227 194 Other non-current amounts receivable - 2 227 196 227 1,108 © Non-current amounts receivable from farmers and agricultural companies comprise prepayments made to milk suppliers for milk. An administration fee is charged on these prepayments. 6. Inventories Thousand EUR 30/06/2026 31/12/2025 Finished products 26,409 10,111 Products in transit - 1,442 26,409 11,553 Raw materials 3,167 590 Consumables 6,340 5,110 Work in progress 553 382 Non-current assets held for sale 285 - 36,754 17,635 Raw materials include milk and other materials used in the production. As at 30 June 2026, the Group’s inventories with the net book amount of up to EUR 28,238 thousand (31 December 2025: up to EUR 7,605 thousand) have been pledged to financial institutions.
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VILVI GROUP OPERATING RESULTS H1 2026 55 7. Trade and other receivables Thousand EUR 30/06/2026 31/12/2025 Trade receivables 31,776 15,974 Impairment losses -47 -58 Trade receivables from other related parties 6,891 6,001 MPK claim rights - 16,427 Loans, including interest charged and administration fee 2 - Financial assets 38,622 38,344 Taxes receivable (other than income tax) 4,666 1,885 Other receivables 26 26 Total trade and other receivables 43,314 40,255 Taxes receivable consist of VAT receivable Trade and other receivables are non-interest bearing and their settlement term is 30 days. As of 30 June 2026, trade receivables of Vilkyškių pieninė AB, Marijampolės pieno konservai UAB and Baltic dairy board SIA were pledged. 8. Prepayments Thousand EUR 30/06/2026 31/12/2025 Prepayments 696 1,380 Advance income tax 687 1,021 1,383 2,401 Prepayments consist of prepayments made to the companies for goods and services and to the farmers for milk. 9. Cash and cash equivalents 30/06/2026 31/12/2025 Cash at bank 1,671 2,546 Cash on hand 230 239 1,901 2,785 Cash inflows into bank accounts were pledged to secure repayment of bank borrowings. 10. Capital As at 30 June 2026, the Company’s authorised share capital was divided into 11,943,000 ordinary shares with the nominal value of EUR 0.29 each. All the shares are fully paid. Pursuant to the Law on Companies, the holders of ordinary shares have one vote per share at the Company's shareholders' meeting, the right to receive dividends, and the right to receive payments in the event of liquidation of a company.
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VILVI GROUP OPERATING RESULTS H1 2026 56 11. Borrowings and lease liabilities Thousand EUR 30/06/2026 31/12/2025 Non-current borrowings 65,132 40,973 Lease liabilities 1,700 1,678 Non-current 66,832 42,651 Current bank borrowings and other borrowings 14,433 12,575 Loan issued at a discount 9,520 9,414 Lease liabilities 950 876 Current 24,903 22,865 Total borrowings and lease liabilities 91,735 65,516 12. Government grants Thousand EUR 30/06/2026 31/12/2025 Opening net book amount 5,339 4,043 Grant balance assumed in a business combination 227 - Grants received 112 1,768 Amortisation recognised in profit or loss and write-off of grants -291 -463 Write-off of grants upon disposal of assets -4 -9 Closing net book amount 5,383 5,339 13. Trade and other payables Thousand EUR 30/06/2026 31/12/2025 Financial instruments Trade payables 20,419 18,321 20,419 18,321 Non-financial instruments Employment-related liabilities 8,036 5,606 Advance amounts received 2,159 1,927 Dividends payable 75 75 Taxes payable (other than income tax)* 1,788 1,000 Accrued expenses and provisions 419 302 12,477 8,910 32,896 27,231 * Employment-related liabilities consist of salaries and taxes payable, as well as provisions for vacation and pensions. 14. Business combination - acquisition of Marijampolės pieno konservai UAB On 16 January 2026, Vilkyškių pieninė AB completed the transaction for the acquisition of 100% of the shares of Private Limited Liability Company MARIJAMPOLĖS PIENO KONSERVAI (hereinafter - MPK) and obtained control of MPK as of that date. MPK is a dairy processing company operating two factories:
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VILVI GROUP OPERATING RESULTS H1 2026 57 • in Marijampolė, where condensed milk and butter are produced; and • in Kalvarija, where various types of milk powder are produced. MPK's operating results, assets and liabilities have been consolidated into the Group's financial statements from 16 January 2026. In the financial statements as at 31 December 2025, this acquisition was disclosed as a business combination occurring after the reporting period, with preliminary amounts presented. The accounting for the business combination has been completed. The final fair values of the consideration transferred and the assets acquired and liabilities assumed recognised at the acquisition date are presented below. The acquisition of MPK is a strategic step aimed at expanding VILVI Group's production capacity and product portfolio. Following the acquisition of MPK, the Group became one of the largest dairy processing groups in the Baltic States. MPK specialises in th e production of canned milk, butter and milk powder; therefore, the transaction enables the Group to broaden its product range and enter new markets. Control was obtained through a share purchase agreement with the seller, under which all shares in MPK were transferred to the Company for the agreed consideration on the transaction completion date. Completion of the transaction was subject to obtaining clearance from the Competition Council, which was received in November 2025, and satisfying the other conditions stipulated in the preliminary share purchase agreement. All such conditions were satisfied on 16 January 2026, when the transaction was complete d through the execution of the share purchase agreement for the shares of UAB MARIJAMPOLĖS PIENO KONSERVAI. The acquisition date was 16 January 2026. The amounts presented in this note represent the acquisition -date fair values of the consideration transferred, assets acquired and liabilities assumed. As the acquisition date was close to MPK’s financial year-end reporting date of 31 December 2025, and management confirmed that there had been no significant changes in MPK’s financial position or operations between those dates, fair values were determined using the statement of financial position as at 31 December 2025 as a practical proxy for acquisition-date information. This assumption was validated by comparing the statement of financial position as at 31 January 2026 with that as at 31 December 2025 and by analysing significant transactions occurring between 1 and 16 January 2026. No significant adjustments arising from such transactions were identified. The measurement period under IFRS 3 ends on 16 January 2027. As at the date these financial statements were prepared, there were no unresolved matters that could result in adjustments to the amounts recognised. Fair value of consideration transferred at the acquisition date (16 January 2026) Thousand, EUR Cash consideration 7,500 Set-off of pre-existing dealings (a) 16,170 Total real value of consideration transferred on the acquisition day: 23,670 (a) At the acquisition date, the Group had an outstanding loan receivable from MPK. Prior to the acquisition of MPK, AB Vilkyškių pieninė had a pre-existing relationship with MPK. In February 2025, the Company entered into an agreement with MPK’s principal creditor (Šiaulių bankas, currently AB Artea bankas) and acquired the creditor’s rights in respect of MPK’s financial liabilities to the bank for EUR 16,170 thousand. The outstanding balance at the acquisition date amounted to EUR 16,170 thousand. As a result , AB Vilkyškių pieninė became MPK’s principal creditor by acquiring from the bank the debts of MPK and its subsidiary. The acquisition of these creditor rights is treated as a separate transaction because it was entered into before the acquisition of the shares. Upon acquisition, MPK’s liabilities to the Group are not included in the liabilities assumed presented below. The corresponding intercompany liability and receivable were eliminated on consolidation when MPK became a subsidiary, as they ceased to exist from the Group’s perspective. Given that the Group already held a receivable from MPK at the acquisition date, the loan was considered effectively settled in the consolidated financial statements upon obtaining control. As the loan had been granted on market terms, its fair value did n ot differ materially from its carrying amount. Accordingly, the loan was included in the consideration transferred and excluded from the acquired net assets. Under the share purchase agreement, the total consideration for the shares of MPK is fixed at EUR 7,500 thousand. The agreement does not provide for any contingent consideration components dependent on future performance conditions or outcomes, nor were an y other tangible or intangible assets transferred, including a business or subsidiaries of the acquirer. The agreement provided for a potential post -closing purchase price adjustment if deviations from predetermined financial metrics were identified. No su ch adjustment was made; therefore, the purchase price remained unchanged and no contingent consideration or receivable was recognised.
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VILVI GROUP OPERATING RESULTS H1 2026 58 The final acquisition-date fair values of the assets acquired and liabilities assumed were determined based on MPK’s audited 2025 IFRS financial statements, independent valuations of real estate and production equipment, and management’s comprehensive asse ssment of the assets and liabilities acquired. MPK prepared its 2025 financial statements in accordance with IFRS. Management assessed the accounting policies applied by both entities and concluded that there were no significant differences between the acc ounting policies of the Group and MPK. Accordingly, no accounting policy alignment adjustments were required. Fair values of the assets acquired and liabilities assumed of Marijampolės pieno konservai UAB recognised at the acquisition date (16 January 2026): Thousand, EUR Cash and cash equivalents 16 Financial assets 2,750 Non-current tangible assets 22,107 Intangible assets – customer relationships 480 Inventories 13,610 Receivables 6,445 Trade and other payables -10,642 Employee remuneration and liabilities of other related benefits -2,110 Loans -2,832 Deferred profit tax asset (liability), net -60 Net assets acquired: 29,764 Less: gain on bargain purchase -6,094 Value of acquired net assets: 23,670 Fair values were determined in accordance with IFRS 13 Fair Value Measurement. Valuation techniques were applied to determine the fair values of buildings (Level 3 – valuation performed by independent valuers) and customer relationships (Level 3 – multi-period excess earnings method (“MEEM”)), which differed from their respective carrying amounts. The fair values of structures, production equipment, vehicles, inventories, receivables and payables were determined by assessing whether their carrying amounts d iffered materially from their fair values. No material differences were identified and, accordingly, the acquisition -date fair values of these asset and liability classes were recognised at amounts equal to their carrying amounts. The fair value of the identifiable net assets acquired of EUR 29,764 thousand exceeded the fair value of the consideration transferred of EUR 23,670 thousand. Accordingly, a gain on bargain purchase of EUR 6,094 thousand was recognised. The gain was recogn ised in the Group’s 2026 statement of profit or loss under “Gain on a bargain purchase”. Before recognising the gain, the Group reassessed whether it had correctly identified all assets acquired and liabilities assumed and recognised any additional identifiable assets and liabilities identified as a result of that reassessment. The main reasons for the bargain purchase gain were that MPK was experiencing financial difficulties and its principal creditor, AB Artea bankas, agreed to sell its exposure. AB Vilkyškių pieninė first acquired MPK’s debt from the bank, thereby becoming MPK’s principal creditor and strengthening its negotiating position. The transaction was effectively of a rescue nature, as MPK’s former shareholders were motivated to sell their shares due to MPK’s indebtedness and limited prospects for continuing its operations . The bargain purchase gain was also attributable to the fact that the fair value of MPK’s production real estate significantly exceeded its carrying amount, as the assets had been accounted for at historical cost and were almost fully depreciated. As part of the purchase price allocation, customer relationships were identified as a separately recognisable intangible asset with an acquisition-date fair value of EUR 480 thousand. Customer relationships were valued using the multi - period excess earnings method based on revenue generated by customers existing at the acquisition date, a forecast annual customer retention rate of 75%, and a contributory asset charge. The useful life of the customer relationships was determined to be 36 months based on the customer attrition/retention profile, which indicated an expected average remaining customer relationship period of approximately three years. The asset is amortised on a straight - line basis over this period. Brands, non -compete agreements and software were not recognised separately. MPK operates in the B2B segment, where purchasing decisions are driven by product specifications, quality and price rather than brand; no non-compete agreements had been entered into with MPK employees; and MPK does not own specialised production software. The assembled workforce does not constitute a separately identifiable intangible asset under IFRS 3 and was therefore not recognised separately.
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VILVI GROUP OPERATING RESULTS H1 2026 59 The financial assets of EUR 2,750 thousand comprise a receivable that was collected in February 2026. The subsequent collection provided evidence supporting the fair value of the asset recognised at the acquisition date. The acquisition-date fair value of property, plant and equipment was EUR 22,107 thousand, compared with a carrying amount of EUR 15,380 thousand, resulting in a fair value adjustment of EUR 6,727 thousand. The entire adjustment relates to the remeasurement of production, administrative and other buildings to fair value. The acquisition-date fair value of these buildings was based on an independent valuation of the real estate located at the Marijampolė and Kalvarija production sites performed by UAB korpora cija “Matininkai”. Market values were determined using an income approach based on discounted cash flows. The market values determined by the independent valuers were used as the fair values of the buildings. The valuation was performed as at 20 April 2026 . Management assessed the period between the acquisition date and the valuation date and concluded that there had been no significant changes in the composition, condition or use of the assets or in the real estate market environment during that period. Accordingly, management concluded that the values determined by the valuers did not differ materially from the fair values of those assets at the acquisition date. The difference between fair value and carrying amount arose because the buildings had been accounted for at historical cost and were almost fully depreciated. The fair value of structures and similar assets was determined by assessing whether their carrying amounts differed materially from fair value. As most of these assets are ancillary in nature and have limited alternative uses, the market participant exit p rice was assessed as being closer to value under liquidation/forced -sale conditions than to the market value determined by the valuers. The same principle was applied to production equipment. No material differences from carrying amounts were identified on this basis; therefore, structures were recognised at their carrying amounts. Non-operating milk collection points that were in the process of being sold were also recognised at carrying amount, which was corroborated by actual selling prices achieved in 2026. Insulation installed in the cold- storage premises forms a functional part of the valued buildings and was therefore not separately adjusted to fair value in order to avoid double counting . MPK does not own the underlying land, which is used under lease agreements. The fair value of production and technological equipment and vehicles was determined by assessing whether their carrying amounts differed materially from fair value. The carrying amount of equipment was compared with values determined in an independent movable property valuation report using the cost approach, taking into account both market value and value under forced-sale/liquidation conditions. Due to the specialised nature of the equipment and the limited market for comparable used dairy processing lines, the market participant exit price was assessed as being closer to the forced-sale value. The carrying amounts of vehicles were compared with actual market selling prices for similar assets. In both cases, no material differences between carrying amount s and fair values were identified. Accordingly, the acquisition -date fair values of these assets were recognised at amounts equal to their carrying amounts and no separate fair value adjustments were recognised. The fair value of inventories was similarly determined by assessing whether their carrying amounts differed materially from fair value. The carrying amount of finished goods was compared with actual selling prices achieved after the acquisition date, less costs to sell and taking into account the expected period required to sell the inventories. The carrying amounts of raw materials and other inventories were compared with purchase prices after the acquisition date. No material differences were identified a nd, accordingly, the acquisition -date fair value of inventories was recognised at an amount equal to their carrying amount. The acquisition-date fair value of receivables was EUR 6, 445 thousand. The same amount also represents their total contractual (nominal) value. The best estimate at the acquisition date of contractual cash flows not expected to be collected was EUR 0 thousand. This assessment was corroborated by the actual collection of the receivables after the acquisition date. Government grants assumed (deferred income) were remeasured to EUR 227 thousand, resulting in an adjustment of EUR 841 thousand. Remaining deferred income relating to projects for which the monitoring periods had expired no longer met the definition of a liability and was therefore not recognised at the acquisition date. The statement of financial position retained deferred income relating to one project – the modernisation of the Kalvarija milk powder production equipment, with grant funding of EUR 341 thousand – for which the monitoring period was still ongoing. No contingent liabilities requiring separate recognition were identified at the acquisition date. MPK is involved in an unresolved legal matter concerning the construction status of a liquefied natural gas (LNG) facility on its premises. The State Territorial Planning and Construction Inspectorate confirmed that no administrative measures would be imposed on MPK. The matter is expected to be resolved by agreement between the parties, with the contractor preparing revised documentation and obtaining a new co nstruction permit. Management expects that this matter will not result in material financial obligations for MPK and, accordingly, no liability was recognised as part of the acquisition accounting.
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VILVI GROUP OPERATING RESULTS H1 2026 60 Acquisition-related costs amounted to EUR 213 thousand and were recognised in administrative expenses in the Group’s statement of profit or loss. The full amount of EUR 213 thousand was recognised in 2025, prior to the acquisition date. AB Vilkyškių pieninė acquired 100% of the shares of MPK; therefore, no non-controlling interest arose on acquisition. The acquisition was not achieved in stages and AB Vilkyškių pieninė did not hold any equity interest in MPK prior to completion of the transaction. From the acquisition date to the end of the reporting period, MPK contributed revenue of EUR 48,072 thousand and net profit of EUR 986 thousand to the Group's consolidated results. If the business combination had occurred on 1 January 2026, the Group's consolidated revenue would have amounted to EUR 52,989 thousand and net profit to EUR 1,080 thousand. These amounts were calculated using MPK's results, adjusted for additional depreciation and amortization that would have been recognised assuming the fair value adjustments to property, plant and equipment and intangible assets had applied from 1 January 2026, including the corresponding income tax effect. No adjustments to align accounting policies were required because no material differences between the accounting policies of the Group and MPK were identified. Cash flows related to the acquisition: Thousand, EUR Cash consideration transferred 7,500 Less: cash and cash equivalents acquired -16 Net cash flow from investing activities 7,484 The acquisition of the creditor rights relating to MPK’s liabilities of EUR 16,170 thousand, which is included in the consideration transferred, occurred before the acquisition date and did not give rise to a cash flow at the acquisition dat. Acquisition-related costs are presented within cash flows from operating activities in the statement of cash flows. During the 2026 reporting period, the Group did not complete any other business combinations. 15. Events after the reporting period There were no significant events after the date of the statement of financial position.