Interim report
Page 1
Talkpool Interim Report Q3 2025 | 1 The quarter in brief JULY – SEPTEMBER 2025 • Net Sales of EUR 4 330 thousand, an increase of 4.9 % (compared to EUR 4 128 thousand in Q3 2024) • EBITDA of EUR 597 thousand (523 thousand) and EBITDA margin of 13.8 % (12.7 %) • EBIT of EUR 549 thousand (480 thousand) and EBIT margin of 12.6 % (11.6 %) • Net Earnings After Tax of EUR 363 thousand (147 thousand) and net EAT margin of 8.4 % (3.6 %) JANUARY – SEPTEMBER 2025 • Net Sales of EUR 12 763 thousand, an increase of 8.3 % (compared to EUR 11 786 in Q3 2024) • EBITDA of EUR 1 556 thousand (1 328 thousand) and EBITDA margin of 12.2 % (11.3 %) • EBIT of EUR 1 425 thousand (1 198 thousand) and EBIT margin of 11.2 % (10.2 %) • Net Earnings After Tax of EUR 870 thousand (463 thousand) and net EAT margin of 6.8 % (3.9 %) JULY – SEPTEMBER KEY DEVELOPMENTS • Continued strong top-line growth and stable profitability, despite significant investments and a weak US dollar. • Debt was reduced, and equity was strengthened following the conversion of a convertible loan into shares. • Talkpool’s share options scheme was “in the money” on the 1st of July 2025 • Substantial increase in business opportunities and several new customer agreements. • Strategic breakthrough in the United States as a frame agreement was signed with Nokia USA for the provision of radiation measurement services for T-Mobile’s U.S. 5G stand-alone network. • Frame agreement signed with Huawei for the distribution of ICT communication and smart solar solutions across the Caribbean and Latin America. • New maintenance agreements, remote optimization services contract and a new consulting agreement for Indonesia signed with Huawei. • Advancing preparations to deliver classified telecom network services in Sweden. This report contains insider information that Talkpool AG is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication at 08:30 am CET on Friday the 14th of November 2025 Interim Report July - September 2025 Q3
Page 2
Talkpool Interim Report Q3 2025 | 2 This is Talkpool Talkpool works behind the scenes to plan, build and improve large communication networks. The company partners with telecom equipment vendors to distribute, integrate and maintain technology that enhances telecommunication infrastructure. Competence includes planning, implementation, project management, optimization and maintenance of fixed and mobile telecom networks. After a turnaround period that has taken several years, the business is accelerating growth in 2025. Talkpool has global geographical reach and experience, but it has reduced its geographical focus to three hubs: • Europe: business and stock market listings in Germany and Sweden. Headquarters in Switzerland • Americas: business in the Caribbean and United States. Regional hub in Miami, USA • Asia: outsourcing hub in Pakistan. Business in Saudi Arabia and Indonesia NON-CORE ACTIVE SWEDEN GERMANY USA SWITZERLAND PAKISTAN HAITI SAUDI ARABIA REGIONS OF DEPLOYMENT BUSINESS HUB
Page 3
Talkpool Interim Report Q3 2025 | 3 Management Comments The third quarter of 2025 marked a return to strong profitability and continued top- line growth for Talkpool. Revenues increased to EUR 4 330 thousand, up 3.0% from Q2 2025 and 4.9% year-on-year compared with Q3 2024. The increase was mainly driven by expanding service volumes in the Americas and the first revenues from new framework agreements in Pakistan. Margin recovery despite increased investments in future growth Gross profit improved to EUR 1 160 thousand, corresponding to a gross margin of 26.7%, up from 24.3% in Q2 2025 and on par with Q3 2024. The recovery was driven by operational stabilization after the strong hiring and investment phase in Q2, as well as improved utilization rates in remote -service operations. EBITDA rose sharply to EUR 597 thousand (13.8%) from EUR 337 thousand (8.0%) in the previous quarter and EUR 523 thousand (12.7%) a year earlier. EBIT increased to EUR 549 thousand, equal to a 13 % EBIT margin, confirming the group’s ability to maintain profitability despite a cost ramp-up in 2025 to boost growth. Net profit reached EUR 363 thousand, up 147% year-on-year. Cost discipline and efficiency gains offset continued FX headwinds and elevated SG&A linked to growth initiatives. Regional development • Asia (Pakistan): Operations expanded with additional contracts for maintenance, RF planning and optimization contracts. The local team is starting to deliver cost -efficient engineering capacity to European and American projects, positioning Pakistan as the Group’s main production base. • Americas (Caribbean & USA): Business momentum remained high. The Americas region is racing ahead as Talkpool’s largest market despite weakness of US$ and political turmoil. • Europe (Germany & Sweden): Preparations continued for a new growth initiative starting in Q4 2025. The sales team is focusing on expanding network planning services in Germany and initiating business in Sweden. -5 0 5 10 15 20 25 30 24Q1 24Q2 24Q3 24Q4 25Q1 25Q2 25Q3 GM % EBITDA % EBIT % EAT %
Page 4
Talkpool Interim Report Q3 2025 | 4 Strategic progress toward Vision 2030 The quarter reinforced Talkpool’s transition from a restructuring phase to sustainable growth under its Vision 2030 roadmap. The strategy combines organic expansion with selective M&A and a growing share of technology-enabled remote services. The updated financial model maintains the 2030 targets of EUR 40 million in revenues and 14 % EBITDA, but now details three revenue streams: Revenue stream 2025 E 2030 E CAGR Average Gross Margin 2030 E Field Services € 11.2 m € 14.7 m 5 % 20 % Remote Services € 5.8 m € 16.3 m 22.6 % 40 % Technology Services € 0.1 m € 10.0 m >100 % 60 % The diversification from traditional field work toward high margin, recurring remote and technology services is expected to lift the average profit margins from 27% gross margin and 12% EBITDA in the first nine months of 2025. Outlook Talkpool expects continued revenue growth in Q4 2025, supported by ramp- ups in Pakistan and high volumes in the Americas. Margins are expected to stay stable despite investments, with gradual margin improvements from 2026 and 2027 as utilization increases and technology services begin to contribute more meaningfully. Despite currency volatility and short-term cost pressures, management reaffirms all medium- and long-term financial targets. With a scalable operating model, a growing portfolio of recurring contracts, and accelerating technology adoption, Talkpool remains on track to deliver profitable, cash-generative growth in line with its Vision 2030 plan. IMPORTANT EVENTS AFTER THE 30TH OF SEPTEMBER 2025 There have been no major events after the reporting period.
Page 5
Talkpool Interim Report Q3 2025 | 5
Page 6
Talkpool Interim Report Q3 2025 | 6 Financial development KEY FIGURES Q3 2025 Q3 2024 Jan-Sep 2025 Jan-Sep 2024 FY 2024 Sales, € thousand 4 330 4 128 12 763 11 787 15 782 Sales growth 4.9% 10.1% 8.3% 4.0% 1.1% Gross profit, € thousand 1 157 1 100 3 433 3 164 4 267 Gross Margin 26.7% 26.7% 26.9% 26.8% 27.0% EBITDA, € thousand 597 523 1 556 1 328 1 702 EBITDA Margin 13.8% 12.7% 12.2% 11.3% 10.8% Net Profit, € thousand 363 147 870 463 605 Net Margin 8.4% 3.6% 6.8% 3.9% 3.8% Compared to the same period last year, the key figures for the period demonstrate solid revenue growth and continued profitability improvements. SALES AND GROSS MARGIN JULY – SEPTEMBER 2025 Sales for the third quarter of 2025 increased by 4.9% year-on-year to EUR 4 330 thousand, compared to EUR 4 128 thousand in Q3 2024. Sales last year peaked in Q3 2024. The gross margin remained stable at 26.7% as increasing average margins in new contracts were counterbalanced by increased costs for trials, ramp -up of new projects and investments. JANUARY – SEPTEMBER 2025 For the first nine months of 2025, revenue increased by a robust 8.3% year-on-year to EUR 12 763 thousand, up from EUR 11 787 thousand during the same period of 2024. The growth was mainly driven by expanded business in the Americas, including expanded maintenance work for Digicel and new projects with Huawei. The gross margin remained strong at 26.9%, in line with last year’s level, reflecting effective cost management alongside increased project activity.
Page 7
Talkpool Interim Report Q3 2025 | 7 EBITDA JULY – SEPTEMBER 2025 EBITDA for Q3 2025 amounted to EUR 597 thousand, representing an increase of approx. 14% compared with EUR 523 thousand in Q3 2024. The EBITDA margin improved to 13.8%, up from 12.7% in the corresponding period last year. This positive development was driven by extraordinary income in Haiti performance, which substantially strengthened Talkpool’s quarterly performance. JANUARY – SEPTEMBER 2025 EBITDA for the first nine months of 2025 amounted to EUR 1 556 thousand, compared to EUR 1 328 thousand in the same period of 2024, representing a 17% increase. The EBITDA margin improved to 12.2%, up from 11.3% last year. This steady improvement underscores Talkpool’s continued focus on operational efficiency and disciplined cost management, effectively converting revenue growth into higher profitability. NET PROFIT JULY – SEPTEMBER 2025 Net profit for Q3 2025 totaled EUR 363 thousand. This is a solid result although less than the EUR 480 thousand in Q3 2024. The net result in 2025 reflects continued solid profitability and resilient performance despite increasing operational and financial investments. JANUARY – SEPTEMBER 2025 Net profit for the first nine months of 2025 amounted to EUR 869 thousand, keeping Talkpool on track to achieve its internal target of around EUR 1 000 thousand for the full year. The result demonstrates the company’s ability to maintain consistent earnings while pursuing new business opportunities and strategic investments.
Page 8
Talkpool Interim Report Q3 2025 | 8 Financial position and cash flow KEY FIGURES *Net Debt = Interest-bearing Liabilities - Cash BALANCE SHEET AND FINANCIAL POSITION 30 SEPTEMBER 2025 The balance sheet continued to strengthen in Q3 2025. Our equity ratio improved to 29.0%, up from 10.4% in the same period last year, confirming the positive trend in Talkpool’s capital structure. The convertible loans issued in 2023 were converted into share capital and capital surplus at the AGM on the 15th of September 2025. Return on equity amounted to 21.6%, remaining at a robust level despite a decline last year, primarily attributable to the substantially higher equity base. Net debt was further reduced to EUR 711 thousand, compared to EUR 1 120 thousand in Q3 2024. During the quarter, Talkpool also invested in technical equipment and an inventory of sustainable energy products in Haiti. CASH-FLOW AND INVESTMENTS JANUARY – SEPTEMBER 2025 Operating cash flow (OCF) for the first nine months of 2025 amounted EUR 114 thousand. Talkpool is committed to maintaining positive OCF throughout its investment period in 2025 and 2026. As the capital increase was carried out through the conversion of 2023 convertible loans, there was no direct impact on cash flow. During the quarter, Talkpool transitioned its Swiss banking relationship from Credit Suisse to UBS, which temporarily resulted in negative balances in the CHF and SEK accounts . These imbalances were corrected in October 2025. -2,500,000 -2,000,000 -1,500,000 -1,000,000 -500,000 - Q1 24 Q2 24 Q3 24 Q4 24 Q1 25 Q2 25 Q3 25 Total debt Q1 2024 - Q3 2025 [EUR] Net Debt Q3 2025 Q3 2024 Jan-Sep 2025 Jan-Sep 2024 FY 2024 Equity ratio 29% 10.4% 29% 10.4% 13.7% Return on equity 21.6% 27.9% 51.8% 87.5% 97.2% Net debt*, € thousand -711 -1 120 -711 -1 120 -674 Operating cash flow, € thousand 555 541 114 943 1 464
Page 9
Talkpool Interim Report Q3 2025 | 9 OTHER DISCLOSURES Accounting principles The consolidated interim report is based on uniform accounting principles for all group companies. The parent company, Talkpool AG, is a Swiss company and is governed by Swiss law and accounting principles. The consolidated interim report has been prepared in compliance with the Swiss Code of Obligations (Art. 957 to 963b CO). As per 31 December 2016, the group changed its goodwill accounting from capitalization and amortization to offsetting against equity. For further information regarding applied accounting principles , please refer to the Talkpool annual report. SIGNIFICANT EVENTS AFTER THE PERIOD German tax authorities granted Talkpool a tax exemption on dividends in Germany which will improve net profit and intercompany balances in the group. CERTIFIED ADVISOR G&W Fondkommission is Talkpool’s Certified Advisor. AUDITOR’S REVIEW The company’s auditors have not audited this report. Stockholm, 14 November 2025 Magnus Sparrholm & Erik Strömstedt Executive Directors
Page 10
Talkpool Interim Report Q3 2025 | 10 Summary of financial reports CONSOLIDATED INCOME STATEMENT Jul - Sep Jan - Sep Jan - Dec EUR 2025 2024 2025 2024 2024 Net revenue from goods and services 4 330 329 4 127 508 12 763 339 11 786 705 15 782 446 Cost of sales -3 173 439 -3 027 137 -9 330 267 -8 622 208 -11 515 260 Gross profit 1 156 890 1 100 371 3 433 072 3 164 497 4 267 186 Selling expenses -83 625 -68 560 -260 168 -222 003 -307 874 Administrative expenses -644 436 -579 846 -1 867 599 -1 793 803 -2 512 982 Other operating income & expenses 120 657 28 420 119 875 49 557 80 911 Operating result 549 486 480 385 1 425 181 1 198 249 1 527 241 Financial net -29 774 -64 280 -149 073 -183 991 -335 153 Profit before income taxes 519 712 416 105 1 276 108 1 014 258 1 192 087 Income taxes -156 570 -268 937 -406 168 -551 108 -587 086 Net profit 363 142 147 168 869 940 463 151 605 002 Net income attributable to: Stockholders of the parent company 363 922 147 083 873 654 460 388 595 839 Minority interests 780 85 3 713 2 762 9 162 Other information Average number of shares 6 922 737 6 778 097 6 826 488 6 778 097 6 778 097 Earnings per share (no dilutive effects) 0.05 0.02 0.13 0.07 0.09 Number of shares, end of period 7 655 579 6 778 097 7 655 579 6 778 097 6 778 097 Earnings per share (no dilutive effects) 0.05 0.02 0.11 0.07 0.09
Page 11
Talkpool Interim Report Q3 2025 | 11 Consolidated balance sheet EUR September 30 2025 September 30 2024 December 31 2024 ASSETS Current assets Cash 617 321 1 498 127 1 408 837 Trade receivables 1 122 053 1 136 774 826 186 Other current receivables 1 044 766 1 379 152 906 687 Inventories and unvoiced services 1 930 291 1 119 929 1 200 340 Prepaid expenses and accrued income 150 704 200 378 123 533 Total current assets 4 865 135 5 334 361 4 465 583 Non-current assets Financial assets 22 439 6 738 2 066 Investments in associates and joint venture 500 093 496 426 486 268 Intangible assets 129 476 71 797 135 128 Property, plant and equipment 767 542 543 982 565 236 Total non-current assets 1 419 550 1 118 942 1 188 698 TOTAL ASSETS 6 284 684 6 453 304 5 654 281 LIABILITIES AND EQUITY Current liabilities Trade payables 1 077 914 902 337 922 007 Current interest-bearing liabilities 683 834 1 535 845 1 392 524 Other current liabilities 378 479 462 305 397 901 Accrued expenses and deferred income 1 647 740 1 562 054 1 423 483 Total current liabilities 3 787 968 4 462 541 4 135 915 Non-current liabilities Non-current interest-bearing liabilities 644 289 1 082 265 690 434 Provision 32 326 236 251 51 441 Total non-current liabilities 676 615 1 318 517 741 875 Total liabilities 4 464 583 5 781 057 4 877 790 Equity Stockholders' equity 1 685 136 525 594 613 006 Minority interest in equity of subsidiaries 134 965 146 653 163 485 Total equity 1 820 101 672 246 776 490 TOTAL LIABILITIES AND EQUITY 6 284 684 6 453 304 5 654 281 As per 31 December 2016, goodwill acquired is no longer capitalized and depreciated, but offset against equity.
Page 12
Talkpool Interim Report Q3 2025 | 12 Consolidated cash flow statement Jul - Sep Jan – Sep Jan - Dec EUR 2025 2024 2025 2024 2024 Operating activities Net earnings 363 142 147 168 869 940 463 151 605 002 +/– adjustment for items not affecting cash flow -10 890 117 223 74 661 368 648 151 358 +/– change in working capital 203 103 276 396 -830 327 111 638 707 821 Net cash flow from operating activities 555 355 540 787 114 274 943 437 1 464 181 Investing activities Investments in property, plant and equipment -100 967 - -261 834 -33 347 -127 268 Sales/divestment of property, plant and equipment - 9 747 - - 21 117 Investments in intangible assets -30 719 - -65 296 - -49 122 Sales/divestment of intangible assets - - - - 2 104 Inflow/outflow from change of financial assets -11 477 -12 288 -34 198 5 184 4 693 Net cash flow from investing activities -143 163 -2 541 -361 328 -28 163 -148 476 Financing activities Net Issuance (repayment) of interest- bearing liabilities -1 345 734 156 195 -507 033 -487 241 -1 003 319 Net cash flow from financing activities -1 345 734 156 195 -507 033 -487 241 -1 003 319 Currency translation effects -29 360 -6 215 -37 429 35 050 614 007 Net change in cash -962 902 688 226 -791 516 463 083 373 793 Cash, beginning of period 1 580 223 809 902 1 408 837 1 035 045 1 035 045 Cash, end of period 617 321 1 498 127 617 321 1 498 127 1 408 837
Page 13
Talkpool Interim Report Q3 2025 | 13 Changes in equity EUR Share capital Capital reserves Cumulative foreign translation adjustment Retained earnings Retained earnings - Goodwill recognized directly in equity Total equity excl. minority interests Share of minority interests Total equity incl. minority interests Jan 1, 2024 275 735 8 383 131 -1 773 186 -4 466 068 -2 474 152 -54 540 144 411 89 871 Net earnings - - - 460 388 - 460 388 2 762 463 151 Foreign currency differences - - 119 746 - - 119 746 -520 119 226 Sep 30, 2024 275 735 8 383 131 -1 653 440 -4 005 680 -2 474 152 525 594 146 653 672 246 Jan 1, 2025 275 735 8 383 131 -1 701 479 -3 870 229 -2 474 152 613 006 163 485 776 490 Net earnings - - - 873 654 - 873 654 3 713 877 367 Share issue 46 924 419 993 - - - 466 917 - 466 917 Foreign currency differences - - -268 440 - - -268 440 -32 233 -300 673 Sep 30, 2025 322 658 8 803 124 -1 969 919 -2 996 575 -2 474 152 1 685 136 134 965 1 820 101 As per 31 December 2016, goodwill acquired is no longer capitalized and depreciated, but offset against equity.
Page 14
Talkpool Interim Report Q3 2025 | 14 Definitions of key indicators Earnings per share Period net profit/loss in relation to average number of shares for the period EBITDA Earnings Before Interest Tax Depreciation and Amortization EBIT Earnings Before Interest and Tax EAT Earnings After Tax Equity ratio Equity in percentage of total assets Return on equity Earnings After Tax in relation to equity Net cash/debt Net of interest-bearing liabilities minus cash and bank, excluding tax re ceivables/liabilities Further information Magnus Sparrholm, Executive Director Phone: +41 79 758 15 48 magnus.sparrholm@talkpool.com Erik Strömstedt, Executive Director Phone: +41 79 790 60 40 erik.stromstedt@talkpool.com Erika Loretz, Financial Controller Phone: +41 79 333 59 71 erika.loretz@talkpool.com Talkpool Gäuggelistrasse 7 Phone: +41 81 250 20 20 CH-7000 Chur Mail: info@talkpool.com Switzerland Web: www.talkpool.com Financial calendar Year-End Report January – December 2025 Planned, to be confirmed by Board of Directors: Annual General Meeting Interim Report Jan-Mar (Q1) 27 Mar 2026 22 May 2026 29 May 2026