31/07/2025 11:25 |
Mersen: First-half 2025 Financial Report |
INFORMATION REGLEMENTEE
2 0 2 5 F I R S T- H A L F
FINANCIAL REPORT 1 MERSEN 2025 first-half financial report page 1 Management report 3 2 Consolidated financial statements 11 3 Notes 19 4 Statutory Auditors’ review report 31 5 Statement of the Officer 33 MERSEN 2025 FIRST-HALF FINANCIAL REPORT This document is a free translation of the original prepared in French. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions expressed therein, the original language version in French takes precedence over this translation. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 2 3 1 MANAGEMENT REPORT INTRODUCTION Mersen’s performance in first-half 2025 was in line with the full- As a result of this excellent performance, net debt remained year guidance set by the Group at the start of the year. virtually stable compared with December 31, 2024. Net debt also includes the cash costs related to the adaptation plan, as well The second quarter showed greater momentum than the first, as significant investments in property, plant and equipment and leading to half-year sales of €610 million, down 4% on an organic intangible assets. The leverage ratio (net debt to EBITDA) was basis on the first half of 2024. As expected, the solar power and 2.2x, demonstrating the Group’s robust financial position. semiconductor markets were down, while the transportation markets (aerospace, rail and electric vehicles) were very dynamic. In the first half of 2025, Mersen arranged a US private placement The Group also benefited from a number of power electronics comprising a USD 100 million tranche with a ten-year term and projects. a €90 million tranche with a seven-year term. Following this transaction, at June 30, 2025, the average maturity of the Group’s The Group continued its adaptation and cost optimization initiatives financing facilities was 4.9 years. The Group has begun to plan over the period, which translated to solid operating income the refinancing of the Schuldschein private placement maturing before non-recurring items, despite lower business volumes. The in April 2026. operating margin before non-recurring items amounted to 9.5%, Along with its international presence and geographical proximity while the EBITDA margin came in at 16%. to its customers, as well as its recent acquisitions in the United Mersen generated net cash from operating activities more than States, which have made Mersen the leading producer of isostatic 40% higher than the level recorded in first-half 2024, driven by graphite in the country, the Group’s first-half performance stands the successful implementation of its inventory optimization plan. Mersen in good stead to reaffirm its guidance for full-year 2025. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 4 MANAGEMENT REPORT CONSOLIDATED SALES 1 CONSOLIDATED SALES Mersen’s consolidated sales amounted to €610.4 million for the -2.2%. Prices increased by around 1% over the period. Excluding first six months of 2025, down 4% at constant scope and exchange the solar and SiC semiconductor markets, which fell sharply as rates compared with the first half of 2024. Reported growth was expected, organic growth was 3% in the first half of the year. Organic Scope Currency Reported In millions of euros H1 2025 H1 2024 growth effect effect growth Advanced Materials 323.0 346.6 -10.3% +5.0% -1.7% -6.8% Electrical Power 287.4 277.4 3.9% +0.9% -1.1% 3.6% Europe 203.3 207.2 -2.0% +0.3% -0.2% -1.9% Asia-Pacific 128.4 155.0 -15.7% +0.2% -2.1% -17.2% North America 257.5 242.2 0.3% +7.8% -1.7% 6.3% Rest of the world 21.2 19.6 15.2% 0.0% -6.3% 7.9% GROUP 610.4 624.0 -4.0% +3.2% -1.4% -2.2% Performance by segment Performance by region Sales for the Advanced Materials segment totaled €323.0 million, Europe saw a decline of 2.0% in organic terms, reflecting a down 6.8% over the period on a reported basis and down 10.3% contraction in chemicals and SiC semiconductors, partially on an organic basis. As announced, the Group renegotiated offset by good momentum in the wind power market and power contracts with its customers in the SiC semiconductor sector, electronics projects. which led to higher sales in the second quarter than in the first. In Asia, Group sales were down 15.7% on an organic basis versus However, for the first half overall, sales in this segment remained the prior-year period, primarily due to the low level of sales to below the previous year’s level. Second-quarter sales in the solar cell manufacturers in China. Chemicals sales were also silicon semiconductor market were on par with the first quarter. down. India and Japan, on the other hand, enjoyed strong growth, The solar market remained weak, while other renewable energy supported by rail and energy storage markets, respectively. markets (wind and hydropower) experienced growth. The transportation markets remained dynamic, especially aeronautics, Lastly, in North America, sales grew by 0.3% on an organic basis. and the chemicals market also expanded year on year. On a reported basis, growth was 6.3%, thanks to the contribution of acquisitions made in 2024, despite the depreciation of the US Electrical Power sales totaled €287.4 million in the first half, up dollar. The region was driven by buoyant maintenance activities by 3.9% on an organic basis. The trend was present across most for chemicals and electrical distribution markets. However, the markets, including process industries, which saw growth driven slowdown in the SiC semiconductor market had a negative impact in particular by electrical distribution in the United States. The on the region. segment benefitted from an increasing number of opportunities in power electronics projects, particularly for power grids, and enjoyed growth in transportation markets (aeronautics, rail and electric vehicles). MERSEN 2025 FIRST-HALF FINANCIAL REPORT 5 MANAGEMENT REPORT CONSOLIDATED RESULTS 1 CONSOLIDATED RESULTS EBITDA and operating income before non-recurring items in millions of euros H1 2025 H1 2024 EBITDA before non-recurring items 97.8 105,5 As a % of sales 16.0% 16.9% Depreciation & amortization (40.0) (35.5) Operating income before non-recurring items 57.8 70.1 As a % of sales 9.5% 11.2% EBITDA before non-recurring items came to €97.8 million, a Advanced Materials segment limited 7% contraction year on year despite the lower business EBITDA before non-recurring items for the Advanced Materials volumes and the unfavorable currency effect. This amounted to segment was €61.4 million and represented 19.0% of sales 16.0% of sales compared with 16.9% in the first half of 2024, in compared with 22.2% in the first half of 2024. Lower volumes line with guidance (between 16% and 16.5%). had a significant impact on the segment’s margin in the first half Depreciation and amortization came in at €40.0 million, an of the year, partially offset by the adaptation plan. Price increases increase on the previous year (€35.5 million) as expected, and productivity gains during the period only partially offset higher attributable to higher capital expenditure. This increase should costs for raw material and wages. continue in the second half of the year. Operating income before non-recurring items for the segment Operating income before non-recurring items came to €57.8 million amounted to €33.8 million, resulting in an operating margin before in the first half of 2025, yielding an operating margin before non- non-recurring items of 10.5% of sales, compared with 15.2% for recurring items of 9.5% of sales, in line with guidance for full-year first-half 2024. The increase in depreciation and amortization 2025 (between 9% and 9.5% of sales). represented a change of more than 2 points in the operating margin before non-recurring items. The adaptation plan partially offset the unfavorable volume/mix effect. Price increases and productivity gains helped offset the higher cost of raw materials and labor. In addition, operating Electrical Power segment income before nonrecurring items includes a significant increase EBITDA before non-recurring items for the Electrical Power in depreciation and amortization linked to the Group’s capital segment was €45.3 million, representing 15.8% of sales, expenditure plan. significantly up on the first half of 2024 (14.1%). The adaptation plan more than offset the negative mix effect, while price increases and productivity measures comfortably counterbalanced the rise in costs of raw materials and wages. Segment operating income before non-recurring items amounted to €34.8 million, compared with €29.6 million in the first half of 2024. This represents an operating margin before non-recurring items of 12.1% of sales, a significant improvement on the first half of 2024 (10.7%). MERSEN 2025 FIRST-HALF FINANCIAL REPORT 6 MANAGEMENT REPORT CONSOLIDATED RESULTS 1 in millions of euros H1 2025 H1 2024 Consolidated sales 610.4 624.0 Gross income 182.0 203.4 as a % of sales 29.8% 32.6% Selling, marketing and other expenses (42.0) (45.1) Administrative and research expenses (81.3) (87.7) Amortization of revalued intangible assets (0.8) (0.6) Operating income before non-recurring items 57.8 70.1 as a % of sales 9.5% 11.2% Gross income margin represented 29.8 % of sales, compared to Administrative and research expenses are also down by 7.3%. 32.6 % in June 2024. Selling, marketing and other expenses are nearly 7% lower due to the decline in revenue and the adaptation plan. Net income Net income attributable to Mersen shareholders came to €29.3 million in the first half of 2025, compared with €38.9 million in the first half of 2024. This decrease is mainly due to the fall in operating income. in millions of euros H1 2025 H1 2024 Operating income before non-recurring items 57.8 70.1 Non-recurring income and expenses (4.9) (5.4) Operating income 52.9 64.7 Net financial expense (13.5) (10.3) Current and deferred income tax (9.9) (13.0) Net income 29.5 41.3 Attributable to owners of the parent 29.3 38.9 Minority shareholders 0.1 2.4 Non-recurring expenses of €4.9 million correspond to expenses The income tax expense was €9.9 million, corresponding to an and provisions set aside for optimization measures and litigation effective tax rate of 25%, slightly higher than in the first half of costs. These expenses were down slightly compared with the first 2024 (24%). half of 2024 (€5.4 million). Income from non-controlling interests fell sharply (€0.1 million The net financial expense was €13.5 million, an increase from versus €2.4 million in the first half of 2024) due to the steep the first half of 2024 (net financial expense of €10.3 million), due decline in the solar business in China, which impacted the entities primarily to the rise in average debt. concerned. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 7 MANAGEMENT REPORT CASH FLOWS 1 CASH FLOWS Condensated statement of cash flows In millions of euros H1 2025 H1 2024 Cash generated by operating activities before change in working capital requirement 93.1 101.3 Change in working capital requirement (7.5) (40.5) Income tax paid (6.9) (6.3) Net cash generated by operating activities 78.7 54.5 Capital expenditure (64.1) (83.1) Disposals of assets and other (0.1) 2.6 Net cash used in operating activities after capital expenditure, net of disposals 14.5 (25.9) Investments in intangible and financial assets (7.1) (5.7) Changes in scope of consolidation 0.0 (0.1) Net cash used in operating and investing activities 7.5 (31.6) The Group generated a strong €78.7 million in net cash from to the action plan on inventories, which has led to a €32 million operating activities, an increase of more than 40% on the reduction in inventories on a like-for-like basis since its launch. €54.5 million reported in the first half of 2024. The WCR ratio Income tax paid represented an outlay of €6.9 million, a similar stood at 19.2% of sales, lower than its rate as of June 30, 2024 level to the first half of 2024 (€6.3 million) which benefited from (21.8%) and as of December 31, 2024 (19.7%) thanks in particular the repayment of tax receivables in the United States. Capital expenditure In the first half of 2025, capital expenditure amounted to at Group sites, maintenance, upkeep and modernization of plants €64.1 million. More than two thirds of this amount will be used and equipment and other growth projects. for capacity increases as part of the Group’s medium-term plan, Investments in intangible assets related to the plan to digitize and mainly to serve the SiC semiconductor market. The remaining modernize information systems, as well as to capitalized costs in capital expenditure relates to safety and environmental initiatives electric vehicles and on the p-SiC project, for a total of €7.1 million. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 8 MANAGEMENT REPORT FINANCIAL STRUCTURE 1 FINANCIAL STRUCTURE Net debt Net debt as of June 30, 2025 stood at €380.1 million, slightly The Group maintained a sound financial structure over the period, up the amount as of December 31, 2024 (€370.3 million), with a leverage of 2.2x (versus 1.8x as of December 31, 2024) and thanks to significant cash flow generation and close control over a gearing ratio of 48% (versus 42% as of December 31, 2024). capital expenditure. Pension obligations amount to €31.4 million The average maturity of the Group’s financing is 4.9 years. The (€32.4 million as of December 31, 2024). Lease liabilities amount next significant repayment milestone is expected in 2026. This will to €58.4 million (€64.4 million as of December 31, 2024). be refinanced with cash from the US private placement arranged in the first half of 2025. June 30, 2025 June 30, 2024 Net debt (in millions of euros) 380.1 370.3 Leverage 2.16 1.82 Gearing 48% 42% ROCE The Group’s return on capital employed (ROCE) stood at 9.4% in the first half of 2025, compared with 10.8% for full-year 2024. This decrease, as expected, is due to the rollout of the Group’s investment plan, with the new production capacity not yet in use. Average of the last three in millions of euros half-year periods June 25 Dec. 24 June 24 Goodwill 281.0 283.1 298.1 261.9 Other intangible assets 62.3 66.8 66.2 53.8 Land 36.1 38.0 40.0 30.4 Buildings 143.8 161.1 152.8 117.5 Machinery, equipment and other tangible assets 302.7 316.1 327.8 264.3 Property, plant and equipment in progress 219.7 210.4 228.7 220.1 Equity interests 2.4 2.1 2.7 2.5 Other financial assets 3.6 3.7 3.5 3.5 Long-term portion of current tax assets 7.1 7.8 6.7 6.8 Inventories 303.1 276.7 307.8 324.7 Trade receivables 181.6 173.2 176.7 195.0 Contract assets 3.7 4.5 1.9 4.8 Other operating receivables 29.0 31.0 27.0 28.9 Short-term portion of current tax assets 5.3 3.8 4.5 7.7 Current derivatives 2.8 3.9 1.4 3.0 MERSEN 2025 FIRST-HALF FINANCIAL REPORT CAPITAL EMPLOYED – ASSETS (A) 1,584.3 1,582.2 1,645.7 1,524.8 Trade payables 83.2 77.1 80.9 91.6 Contract liabilities 65.7 57.6 68.8 70.7 Other operating payables 118.4 116.3 118.9 119.9 Short-term portion of current tax liabilities 5.0 4.9 4.6 5.6 Miscellaneous liabilities 36.6 39.8 21.2 48.8 Current derivatives 5.1 3.7 9.9 1.6 CAPITAL EMPLOYED – LIABILITIES (B) 314.0 299.4 304.3 338.3 CAPITAL EMPLOYED ((C) = (A) – (B)) 1,270.2 1,282.8 1,341.4 1,186.5 Operating income before non-recurring items (D) 118.8 ROCE = (D) / (C) 9.4% 9 MANAGEMENT REPORT 2025 GUIDANCE 1 2025 GUIDANCE While remaining vigilant to changes in the macro-economic environment, the Group confirms its objectives for the year 2025, namely: ■ reported sales to remain stable or increase compared with 2024, based on EUR/USD exchange rates of 1.05 and EUR/RMB exchange rates of 7.65, representing organic growth of between -5% and 0%; ■ EBITDA margin before non-recurring items of between 16% and 16.5% of sales; ■ operating margin before non-recurring items of between 9% and 9.5% of sales, reflecting a significant increase in depreciation and amortization; ■ capital expenditure of between €160 million and €170 million, including €15 million pushed back from the end of 2024. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 10 MANAGEMENT REPORT GLOSSARY 1 GLOSSARY Capital expenditure: Investments in property, plant and equipment. EBITDA before non-recurring items: Operating income before non-recurring items, depreciation and amortization. Gearing: Covenant net debt divided by equity. Leverage: Covenant net debt divided by covenant EBITDA. Net debt: Sum of long- and medium-term borrowings, current financial liabilities and current bank loans, less current financial assets, cash and cash equivalents. Operating cash flow: Net cash generated by operating activities Operating margin before non-recurring items: Operating income before non-recurring items divided by sales Organic growth: Determined by comparing sales for the year with sales for the previous year, restated at the current year’s exchange rate, excluding acquisitions and/or disposals. Recurring EBITDA margin: EBITDA before non-recurring items divided by sales. ROCE: Return on capital employed: operating income before non-recurring items for the last 12 months divided by average capital employed for the last three half-year periods. Scope effect: Contribution from companies acquired in the year in relation to sales for the year. WCR: Working capital requirement: sum of trade receivables, inventories, contract assets and other operating receivables, less trade payables, contract liabilities and other operating payables. WCR ratio: Working capital requirement divided by sales for the last quarter, multiplied by four. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 2 CONSOLIDATED FINANCIAL STATEMENTS MERSEN 2025 FIRST-HALF FINANCIAL REPORT 11 12 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED STATEMENT OF INCOME 2 CONSOLIDATED STATEMENT OF INCOME In millions of euros Note H1 2025 H1 2024 Sales 12 610.4 624.0 Cost of sales (428.4) (420.6) Total gross margin 182.0 203.4 Selling and marketing expenses (41.1) (46.0) Administrative and research expenses (81.3) (87.7) Amortization of revalued intangible assets (0.8) (0.6) Other operating income and expenses (0.9) 0.9 Operating income before non-recurring items 12 57.8 70.1 Non-recurring expenses (5.7) (5.4) Non-recurring income 0.8 Non-recurring income and expenses 12 (4.9) (5.4) Operating income 12 52.9 64.7 Financial expenses (13.8) (11.0) Financial income 0.3 0.7 Net financial expense (13.5) (10.3) Income before tax 39.4 54.4 Current and deferred income tax 14 (9.9) (13.0) Net income 29.5 41.3 Attributable to: - Mersen shareholders 29.3 38.9 - Non-controlling interests 0.1 2.4 NET INCOME FOR THE PERIOD 29.5 41.3 Earnings per share 15 Basic earnings per share (in euros) 1.21 1.60 Diluted earnings per share (in euros) 1.18 1.56 MERSEN 2025 FIRST-HALF FINANCIAL REPORT 13 CONSOLIDATED FINANCIAL STATEMENTS CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 2 CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME In millions of euros Note H1 2025 H1 2024 NET INCOME FOR THE PERIOD 29.5 41.3 Items that will not be subsequently reclassified to income Financial assets at fair value through “Other comprehensive income” 9 (0.6) (0.2) Remeasurements of the net defined benefit liability (asset) 7 1.0 4.6 Tax impact on remeasurements of the net defined benefit liability (asset) (0.3) (1.1) 0.1 3.3 Items that may subsequently be reclassified to income Change in translation adjustments (69.8) 10.5 Change in fair value of hedging instruments 3.3 0.6 Tax impact on change in fair value of hedging instruments (0.7) (0.2) (67.2) 11.0 INCOME AND EXPENSES RECOGNIZED IN OTHER COMPREHENSIVE INCOME (67.1) 14.3 TOTAL COMPREHENSIVE INCOME (EXPENSE) (37.6) 55.6 Attributable to: - Mersen shareholders (35.1) 53.0 - Non-controlling interests (2.6) 2.7 TOTAL COMPREHENSIVE INCOME (EXPENSE) (37.6) 55.6 MERSEN 2025 FIRST-HALF FINANCIAL REPORT 14 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED STATEMENT OF FINANCIAL POSITION 2 CONSOLIDATED STATEMENT OF FINANCIAL POSITION ASSETS In millions of euros Note June 30, 2025 Dec. 31, 2024 NON-CURRENT ASSETS Intangible assets 3/4 Goodwill 283.1 298.1 Other intangible assets 66.8 66.2 Property, plant and equipment 3/4 Land 38.0 40.0 Buildings 161.1 152.8 Machinery, equipment and other tangible assets 316.1 327.8 Property, plant and equipment in progress 210.4 228.7 Right-of-use assets 10 53.8 59.7 Non-current financial assets Equity interests 2.1 2.7 Other financial assets 3.7 3.5 Non-current tax assets Deferred tax assets 22.9 24.8 Long-term portion of current tax assets 7.8 6.7 TOTAL NON-CURRENT ASSETS 1,165.8 1,211.0 CURRENT ASSETS Inventories 276.7 307.8 Trade receivables 173.2 176.7 Contract assets 4.5 1.9 Other operating receivables 31.0 27.0 Short-term portion of current tax liabilities 3.8 4.5 Current financial assets 8 9.1 19.8 Current derivatives 3.9 1.4 Cash and cash equivalents 8 161.6 51.3 TOTAL CURRENT ASSETS 663.9 590.4 TOTAL ASSETS 1,829.7 1,801.4 MERSEN 2025 FIRST-HALF FINANCIAL REPORT 15 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED STATEMENT OF FINANCIAL POSITION 2 EQUITY AND LIABILITIES In millions of euros Note June 30, 2025 Dec. 31, 2024 EQUITY Share capital 5 48.8 48.8 Retained earnings and other reserves 771.4 732.6 Net income for the period 29.3 59.0 Cumulative translation adjustments (57.3) 9.8 EQUITY ATTRIBUTABLE TO MERSEN SHAREHOLDERS 792.2 850.2 Non-controlling interests 29.6 32.2 TOTAL EQUITY 821.9 882.4 NON-CURRENT LIABILITIES Non-current provisions 6 5.9 7.0 Employee benefit obligations 7 31.4 32.4 Deferred tax liabilities 49.1 53.8 Long- and medium-term borrowings 8 399.1 349.5 Non-current lease liabilities 10 44.1 48.9 TOTAL NON-CURRENT LIABILITIES 529.8 491.6 CURRENT LIABILITIES Trade payables 77.1 80.9 Contract liabilities 57.6 68.8 Other operating payables 6 116.3 118.9 Current provisions 6 12.6 15.7 Current lease liabilities 10 14.3 15.4 Short-term portion of current tax liabilities 4.9 4.6 Miscellaneous liabilities 6 39.8 21.2 Current financial liabilities 8 143.9 83.3 Current derivatives 3.7 9.9 Bank overdrafts 8 7.8 8.7 TOTAL CURRENT LIABILITIES 478.0 427.4 TOTAL EQUITY AND LIABILITIES 1,829.7 1,801.4 MERSEN 2025 FIRST-HALF FINANCIAL REPORT 16 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 2 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Attributable to Mersen shareholders Additional paid-in capital, retained Net earnings income Cumulative Non- Share and other (loss) for translation controlling Total In millions of euros capital reserves the period adjustments Total interests equity AT JANUARY 1, 2024 48.8 673.5 81.6 (15.8) 788.2 29.5 817.7 Prior-period net income (loss) 81.6 (81.6) 0.0 0.0 Net income for the period 38.9 38.9 2.4 41.3 Change in fair value of derivative hedging instruments, net of tax 0.4 0.4 0.4 Financial assets at fair value (0.2) (0.2) (0.2) Remeasurements of the net defined benefit liability (asset) after tax 3.5 3.5 3.5 Translation adjustments 10.3 10.3 0.2 10.5 TOTAL OTHER COMPREHENSIVE INCOME 0.0 3.8 0.0 10.3 14.1 0.2 14.3 COMPREHENSIVE INCOME FOR THE PERIOD 0.0 3.8 38.9 10.3 53.0 2.7 55.6 Dividends paid (30.5) (30.5) (30.5) Treasury shares (0.3) (0.3) (0.3) Stock options and free shares 2.5 2.5 2.5 Disposal of Mersen Hatan Electrical Carbon (Harbin) Co. Ltd 0.0 (0.4) (0.4) Hyperinflation 0.6 0.6 0.6 AT JUNE 30, 2024 48.8 731.2 38.9 (5.5) 813.4 31.8 845.2 AT DECEMBER 31, 2024 48.8 732.6 59.0 9.8 850.2 32.2 882.4 Prior-period net income (loss) 59.0 (59.0) 0.0 0.0 Net income for the period 29.3 29.3 0.1 29.5 Change in fair value of derivative hedging instruments, net of tax 2.6 2.6 2.6 Financial assets at fair value (0.6) (0.6) (0.6) Remeasurements of the net defined benefit liability (asset) after tax 0.7 0.7 0.7 Translation adjustments (67.1) (67.1) (2.7) (69.8) TOTAL OTHER COMPREHENSIVE INCOME (LOSS) 0.0 2.7 0.0 (67.1) (64.4) (2.7) (67.1) COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD 0.0 2.7 29.3 (67.1) (35.1) (2.6) (37.6) Dividends paid (22.0) (22.0) (0.0) (22.0) Treasury shares (3.2) (3.2) (3.2) MERSEN 2025 FIRST-HALF FINANCIAL REPORT Stock options and free shares 1.8 1.8 1.8 Hyperinflation 0.4 0.4 0.4 AT JUNE 30, 2025 48.8 771.4 29.3 (57.3) 792.2 29.6 821.9 17 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED STATEMENT OF CASH FLOWS 2 CONSOLIDATED STATEMENT OF CASH FLOWS In millions of euros Note H1 2025 H1 2024 Operating activities Income before tax 39.4 54.4 Depreciation and amortization 40.0 35.5 Additions to (reversals of) provisions (3.6) 0.3 Net financial expense 13.5 10.3 Capital gains on asset disposals 0.0 0.4 Other 3.7 0.4 Cash generated by operating activities before change in working capital requirement 93.1 101.3 Change in working capital requirement (7.5) (40.5) Income tax paid (6.9) (6.3) Net cash generated by operating activities 78.7 54.5 Investing activities Investments in intangible assets (7.1) (5.7) Investments in property, plant and equipment 3 (64.1) (83.1) Changes in scope of consolidation 0.0 (0.1) Disposals of assets and other (0.1) 2.6 Net cash used in investing activities (71.3) (86.2) Net cash used in/(generated by) operating and investing activities 7.5 (31.6) Financing activities Sales (purchases) of treasury shares (3.2) (0.3) Interest payments (10.7) (6.4) Repayment of lease liabilities (8.0) (7.4) Increase in borrowings and debt 8 311.1 111.0 Decrease in borrowings and debt 8 (183.0) (3.1) Net cash generated by financing activities 106.2 93.8 Net increase in cash and cash equivalents 113.6 62.2 Cash and cash equivalents at beginning of period 8 51.3 37.4 Impact of currency fluctuations on cash and cash equivalents held (3.4) 1.0 CASH AND CASH EQUIVALENTS AT END OF PERIOD 8 161.6 100.6 MERSEN 2025 FIRST-HALF FINANCIAL REPORT MERSEN 2025 FIRST-HALF FINANCIAL REPORT 18 2 19 3 NOTES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 1 COMPLIANCE STATEMENT 20 Note 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND METHODS 20 Note 3 GOODWILL, OTHER INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT 21 Note 4 ASSET IMPAIRMENT TESTS 21 Note 5 EQUITY 22 Note 6 PROVISIONS, OPERATING PAYABLES, MISCELLANEOUS LIABILITIES AND CONTINGENT LIABILITIES 23 Note 7 EMPLOYEE BENEFITS 23 Note 8 NET DEBT 24 Note 9 FINANCIAL INSTRUMENTS 26 Note 10 RIGHT-OF-USE ASSETS AND LEASE LIABILITIES 28 Note 11 OTHER NON-RECURRING INCOME AND EXPENSES 28 Note 12 SEGMENT REPORTING 29 Note 13 PAYROLL COSTS AND HEADCOUNT 29 Note 14 INCOME TAX 30 Note 15 EARNINGS PER SHARE 30 Note 16 DIVIDENDS 30 Note 17 OFF-BALANCE SHEET COMMITMENTS 30 Note 18 SUBSEQUENT EVENTS 30 MERSEN 2025 FIRST-HALF FINANCIAL REPORT 20 NOTES 3 Note 1 Compliance statement In accordance with Regulation (EC) No. 1606/2002 of July 19, IAS 34 – Interim Financial Reporting. They do not include all 2002, the consolidated financial statements of Mersen and its the information required for a complete set of annual financial subsidiaries (the “Group”) have been prepared in accordance with statements, and should be read in conjunction with the IFRS (International Financial Reporting Standards). Group’s consolidated financial statements for the year ended December 31, 2024, available at www.mersen.com. They do The standards and interpretations effective for annual reporting include a selection of explanatory notes describing the major periods beginning on or after January 1, 2025 are described in events and transactions for a better understanding of the changes Note 2. that have occurred in the financial position and performance of The accounting options selected by the Group are described in the Group since the latest annual financial statements for the year Note 3 to the consolidated financial statements in chapter 6 of ended December 31, 2024. the 2024 Universal Registration Document. These condensed interim consolidated financial statements were The interim consolidated financial statements for the six months approved for issue by the Board of Directors on July 30, 2025. ended June 30, 2025 have been prepared in accordance with Note 2 Summary of significant accounting policies and methods The accounting methods used to prepare these interim financial Use of judgments and estimates statements are the same as those used for the Group’s In preparing these interim financial statements, Management consolidated financial statements for the year ended December was required to exercise judgments, use estimates and make 31, 2024. assumptions that affected the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and New standards and interpretations effective expenses. Actual amounts may differ from the estimated values. in 2025 The critical judgments exercised by Management in applying the The amendment to IAS 21 – Lack of Exchangeability came into Group’s accounting policies in the interim consolidated financial effect on January 1, 2025. This amendment had no material statements as well as the main sources of uncertainty are the impact on the Group’s financial statements at June 30, 2025. same as those described in the annual consolidated financial statements for the year ended December 31, 2024. The OECD’s Pillar Two model rules – aimed at ensuring that multinationals pay a minimum level of tax on their profits – came into force in the European Union on January 1, 2024. The Group has applied the temporary relief from accounting for deferred tax assets and liabilities arising from the implementation of the Pillar Two model rules, as provided for in the amendment to IAS 12 – International Tax Reform – Pillar Two Model Rules. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 21 NOTES 3 Note 3 Goodwill, other intangible assets and property, plant and equipment Goodwill totaled €283.1 million at June 30, 2025, showing a net At June 30, 2025, the Group finalized the allocation of the goodwill decrease of €15.0 million compared with the December 31, 2024 of GMI, acquired on July 1, 2024. The final values of the total figure, reflecting: net assets acquired and goodwill corresponding to the business combination were as follows: ■ currency effects for a €17.3 million decrease in goodwill; ■ adjustments to the goodwill of GMI (Graphite Machining Inc.), Bar-Lo Carbon Products, Inc. and KTK Thermal Technologies, which were consolidated in 2024, increasing Group goodwill by €2.3 million. Fair value of net In millions of euros assets Non-current assets 20.1 Current assets 21.4 Non-current liabilities (0.9) Current liabilities (2.8) Fair value of identifiable net assets 37.9 Goodwill 18.2 Non-controlling interests Consideration transferred 56.1 The goodwill on Bar-Lo Carbon Products, Inc. and KTK Thermal Property, plant and equipment (excluding right-of-use assets) Technologies (business combinations completed at the end of decreased by €23.7 million, including the impact of €64.1 million 2024) are still pending allocation. in capital expenditure for the period. Note 4 Asset impairment tests In accordance with IAS 36, as there were no indications of following the impairment tests carried out on goodwill at impairment in the six months ended June 30, 2025, no impairment December 31, 2024. The date of the next impairment tests will tests were carried out. No impairment losses were recognized be December 31, 2025. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 22 NOTES 3 Note 5 Equity At June 30, 2025, the Company’s share capital amounted to 27,108,514. Since April 3, 2016, a double voting right has been €48,836,624 divided into 24,418,312 shares each with a par attached to all shares that meet both of the following conditions: value of €2. (i) they have been held in registered form for at least two years; and (ii) they are fully paid up. The theoretical number of voting rights at that date, i.e., excluding treasury shares which do not carry voting rights, was Number of shares (unless stated otherwise) Ordinary shares Number of shares at January 1, 2025 24,418,312 Capital increase/reduction (in millions of euros) Number of shares in issue and fully paid-up during the period Number of shares at June 30, 2025 24,418,312 Number of treasury shares canceled Number of shares in issue and not fully paid-up Par value of shares (in euros) 2 Number of shares held by the Company or by its subsidiaries and associates 71,288 Mersen’s ownership structure at June 30, 2025 was as follows: However, Management decided not to set performance conditions ■ French institutional investors: 33.7% in the program for high-potential employees (managers and experts) as these employees have little impact on the Group’s ■ International institutional investors: 45.7% major financial and CSR indicators. ■ Private shareholders: 17.9% At June 30, 2025, the number of free shares that could potentially ■ Employee shareholders: 2.4% vest corresponded to 706,671 new shares (versus 667,128 new shares at December 31, 2024, including 253,430 new ordinary ■ Treasury shares: 0.3% shares allocated as part of the 2025 free share plans), representing Stock options and free shares 2.9% of the Company’s capital at that date. This total included 665,756 free shares granted subject to performance conditions, For several years now, the Group has implemented a policy of of which 47,561 to the Chief Executive Officer, Luc Themelin. granting free shares. Vesting of these shares is contingent on the beneficiaries still forming part of the Group at the end of the A net expense of €1.8 million in respect of share-based payments vesting period. The shares granted under both executive and non- was recognized in the first half of 2025 (a net expense of executive programs are also subject to performance conditions. €2.5 million first-half 2024). MERSEN 2025 FIRST-HALF FINANCIAL REPORT 23 NOTES 3 Note 6 Provisions, operating payables, miscellaneous liabilities and contingent liabilities Provisions amounted to €18.6 million at June 30, 2025, down €4.1 million from December 31, 2024 (€22.7 million). June 30, 2025 Dec. 31, 2024 In millions of euros Non-current Current Non-current Current - provision for restructuring 0.5 2.7 0.8 6.5 - provision for environmental risks 2.9 0.1 3.8 0.3 - provision for litigation and other expenses 2.6 9.8 2.4 8.9 TOTAL 5.9 12.6 7.0 15.7 Significant developments in ongoing Other operating payables, miscellaneous litigation and proceedings liabilities and contingent liabilities The Group regularly undergoes tax and customs audits carried out Other operating payables (€116.3 million at June 30, 2025) mainly by the tax/customs authorities in the countries in which it operates. comprised personnel and social security payables, VAT and other To this end, in the first half of 2025, the Group booked additional tax payables (excluding income tax), and prepaid income. provisions totaling €1.3 million under “provision for litigation and Miscellaneous liabilities (€39.8 million at June 30, 2025) mainly other expenses”, corresponding to the best estimate of risks included dividends of €22.0 million to be paid following the Annual arising in its various geographical regions over the period. General Meeting of May 16, 2025, and amounts payable on There were no significant developments in litigation and property, plant and equipment. proceedings that were ongoing at December 31, 2024 in the first No material contingent liabilities were identified by the Group at half of 2025. June 30, 2025. Note 7 Employee benefits The Mersen group’s principal pension plans are defined benefit The Group’s obligations were measured at December 31, 2024 plans and are located in the United States (52% of obligations), the with the assistance of independent actuaries and in accordance United Kingdom (18% of obligations), France (17% of obligations) with IAS 19. At June 30, 2025, the Group measured its obligations and Germany (7% of obligations). taking into account the sensitivity assumptions provided by its actuaries at the 2024 year-end, as well as the following changes in discount rates compared with that date: Region June 30, 2025 Dec. 31, 2024 France 3.70% 3.40% Germany 3.70% 3.40% United States 5.55% 5.60% United Kingdom 5.60% 5.50% MERSEN 2025 FIRST-HALF FINANCIAL REPORT Reconciliation between assets and liabilities recognized In millions of euros June 30, 2025 Dec. 31, 2024 Present value of defined benefit obligation 131.3 139.9 Fair value of plan assets (99.8) (107.5) PROVISION BEFORE IMPACT OF MINIMUM FUNDING REQUIREMENT/ASSET CEILING 31.4 32.4 Impact of minimum funding requirement/asset ceiling PROVISION AFTER IMPACT OF MINIMUM FUNDING REQUIREMENT/ASSET CEILING (NET PROVISION RECOGNIZED) 31.4 32.4 At June 30, 2025, the provision stood at €31.4 million, largely the six months ended June 30, 2025, compared with €2.8 million stable compared to December 31, 2024. The expense recognized in the first half of 2024. in relation to employee benefit plans amounted to €2.1 million in 24 NOTES 3 Note 8 Net debt Mersen has committed credit lines and borrowing facilities rate. The second USPP with a pool of North American investors, totaling €860.5 million, of which 62% had been drawn down at comprising a USD 100 million tranche maturing in 2035, and a June 30, 2025. Based on the amounts drawn down, the average €90 million tranche maturing in 2032, is redeemable at maturity. maturity of these committed facilities is 4.9 years. The private placement was arranged in February 2025 and To meet the Group’s general cash flow requirements, Mersen has the funds became available in April 2025. The holders of the entered into the following main committed financing agreements: notes issued under the USPP receive interest at a fixed rate; ■ A €320 million multi-currency syndicated bank loan (which had ■ two German private placements (“Schuldschein”): the first not been drawn down at June 30, 2025), set up in October 2022 for €130 million initially arranged in April 2019, reduced to and repayable in full in October 2029, following the exercise in €115 million in 2022 following an early partial redemption, 2023 and 2024 of two one-year options to extend its maturity. with a pool of European and Asian investors, with an initial The credit margin on the loan is indexed to ESG indicators. maturity of seven years and repayable at maturity. Investors The interest payable is at a variable rate plus a credit margin receive fixed-rate interest on a nominal amount of €68 million that varies mainly according to the leverage covenant and, to and variable-rate interest at Euribor plus a credit margin on a a lesser extent, ESG indicators; nominal amount of €47 million. The second German private placement (“Schuldschein”) for an amount of €100 million ■ two five-year bilateral loans granted by Bpifrance for a total was arranged in March 2024 with a pool of European and amount of €30 million, set up in October 2022 and January Asian investors, repayable in full in January 2030. Investors 2024 respectively, and repayable in equal installments. The receive fixed-rate interest on a nominal amount of €23 million interest payable is at a variable rate at Euribor plus a credit and variable-rate interest at Euribor plus a credit margin on a margin; nominal amount of €77 million. ■ a bilateral bank loan arranged at the end of 2019 amounting to In addition, as part of its policy to diversify its sources of financing, RMB 50 million, which matures in 2026 following the exercise in March 2016 and May 2020, respectively, Mersen launched an of an extension option in 2023. This loan is intended to finance NEU CP program and an NEU MTN program, whose maximum the Mersen group’s operations in China; amounts were each increased to €300 million in 2023. None ■ two US private placements (USPP) with a pool of North of the NEU CP program had been used at June 30, 2025. Any American investors: one for USD 60 million, maturing in 2031, commercial paper issued under this program has a maturity of and the other for €30 million, maturing in 2028, redeemable less than one year and at its maturity date may be replaced by at maturity. The private placement was arranged in May 2021 drawdowns on the Group syndicated loan. At the same date, and the funds became available in October 2021. The holders the Group had used €45 million of the NEU MTN program, with of the notes issued under the USPP receive interest at a fixed maturities in 2025, 2027 and 2028. Maturity schedule of committed credit lines and borrowings Maturity Drawdown Utilization rate Less than From More than In millions of euros Amount at June 30, 2025 at June 30, 2025 1 year 1 to 5 years 5 years Group syndicated loan 320.0 0.0 0% 0.0 320.0 0.0 Bpifrance loans 18.0 18.0 100% 6.0 12.0 0.0 Committed credit line – China 6.0 0.0 0% 0.0 6.0 0.0 NEU MTN 45.0 45.0 100% 20.0 25.0 0.0 German private placements 215.0 215.0 100% 115.0 100.0 0.0 US private placements 256.5 256.5 100% 0.0 30.0 226.5 TOTAL 860.5 534.5 62% 141.0 493.0 226.5 MERSEN 2025 FIRST-HALF FINANCIAL REPORT AVERAGE MATURITY (YEARS) 4.8(1) 4.9(2) (1) Maturity calculated on the basis of authorized amounts. (2) Maturity calculated on the basis of drawdown amounts. 25 NOTES 3 Analysis of net debt In millions of euros June 30, 2025 Dec. 31, 2024 Long- and medium-term borrowings 399.1 349.5 Current financial liabilities 143.9 83.3 Bank overdrafts 7.8 8.7 GROSS DEBT 550.8 441.4 Current financial assets* (9.1) (19.8) Cash and cash equivalents (161.6) (51.3) NET DEBT 380.1 370.3 * Including €7.4 million in good quality Chinese bank drafts. Poor quality bank drafts are classified under Other operating receivables. Net debt at June 30, 2025 amounted to €380.1 million compared liabilities were more than counterbalanced by €161.6 million with €370.3 million at December 31, 2024. in available cash, notably from the issue of the new USPP in April 2025, and by the €320 million in available financing lines The €311.1 million increase in borrowings and debt recorded in the from the Group’s syndicated loan. statement of cash flows for first-half 2025 mainly corresponds to €177.9 million from the issue of a second USPP and €125.0 million from the issue of NEU CP. The decrease in borrowings and debt Financial covenants at June 30, 2025 during the period, recognized in the statement of cash flows In connection with its various committed borrowings at Group for €183.0 million, corresponds to NEU CP repayments for level and in China, Mersen is required to comply with a number €180.0 million and repayments to Bpifrance for €3.0 million. of obligations, which are customary for this type of lending Of the €550.8 million in gross debt, €534.5 million stemmed from arrangement, as presented below. Should it fail to comply with the use of committed loans and borrowings and the remainder some of these obligations, the banks or investors (for the US chiefly from the use of uncommitted loans (bank overdrafts and private placements) may require Mersen to repay the relevant other credit lines). borrowings ahead of schedule. Under the cross-default clauses, Current financial liabilities in the amount of €143.9 million early repayment of one significant loan may trigger an obligation corresponded mainly to the German private placement for a for the Group to repay other loans and borrowings. total of €115.0 million maturing in April 2026, and a €20.0 million Mersen must comply with the following financial covenants at NEU MTN maturing in November 2025. These current financial June 30 and December 31 each year: Leverage* Gearing Committed credit lines Ratio to be June 30, Dec. 31, Ratio to be June 30, Dec. 31, and borrowings observed 2025 2024 observed 2025 2024 Group syndicated loan <3.5 2.16 1.82 <1.3 0.48 0.42 Committed credit lines – China US private placement (2025-2035) <3.5 2.16 N/A <1.3 0.48 N/A US private placement (2021-2031) <3.5 2.16 1.82 <1.3 0.48 0.42 German private placement (2024-2030) <3.5 2.16 1.82 N/A N/A N/A German private placement (2019-2026) <3.5 2.18 1.82 N/A N/A N/A * In calculating the leverage ratio, covenant EBITDA corresponds to EBITDA before non-recurring items for the last 12-month period prior to application of IFRS 16, it being specified that EBITDA before non-recurring items is equal to operating income before non-recurring items, depreciation and amortization. By convention, to calculate covenant EBITDA for the German private placement (2019-2026) at the end of June, the metric is equal to EBITDA before non-recurring items and the application of IFRS 16 for the last six-month period, multiplied by two. The interest rate on the German private placement notes with all of its financial covenants. At June 30, 2025, there were MERSEN 2025 FIRST-HALF FINANCIAL REPORT (Schuldschein) is indexed to the leverage ratio (<3.5). Exceeding no material credit lines or borrowings secured by assets or this cap does not correspond to an event of default but the guaranteed by third parties. applicable margin would be increased. The Group complies 26 NOTES 3 Note 9 Financial instruments The following tables show the fair value of the Group’s financial provide information about the fair value of financial assets and assets and liabilities and their carrying amount in the statement liabilities, measured at their carrying amount, insofar as their of financial position, as well as their ranking in the fair value carrying amount corresponds to a reasonable approximation of hierarchy for instruments measured at fair value. They do not the fair value. Classification of financial instruments measured at fair value June 30, 2025 Carrying amount Fair value In millions of euros Fair value through “Other Financial Statement of financial Fair value items of assets at Other Total position sections and of hedging comprehensive amortized financial carrying category of instrument Note instruments income” cost liabilities amount Level 1 Level 2 Level 3 TOTAL Financial assets measured at fair value Unlisted equity interests 2.1 2.1 2.1 2.1 Derivatives held as current and non-current assets 3.9 3.9 3.9 3.9 3.9 2.1 0.0 0.0 6.1 0.0 3.9 2.1 6.1 Financial assets not measured at fair value Current and non-current financial assets 8 12.8 12.8 Trade receivables 173.2 173.2 Cash and cash equivalents 8 161.6 161.6 0.0 0.0 347.6 0.0 347.6 Financial liabilities measured at fair value Derivatives held as current and non-current liabilities (3.7) (3.7) (3.7) (3.7) (3.7) 0.0 0.0 0.0 (3.7) 0.0 (3.7) 0.0 (3.7) Financial liabilities not measured at fair value Bank borrowings 8 (399.1) (399.1) (391.5) Bank overdrafts 8 (7.8) (7.8) Current financial liabilities 8 (143.9) (143.9) Trade payables (77.1) (77.1) 0.0 0.0 0.0 (627.9) (627.9) Carrying amount by category 0.2 2.1 347.6 (627.9) (277.9) MERSEN 2025 FIRST-HALF FINANCIAL REPORT 27 NOTES 3 December 31, 2024 Carrying amount Fair value In millions of euros Fair value through “Other Financial Statement of financial Fair value items of assets at Other Total position sections and of hedging comprehensive amortized financial carrying category of instrument Note instruments income” cost liabilities amount Level 1 Level 2 Level 3 TOTAL Financial assets measured at fair value Unlisted equity interests 2.7 2.7 2.7 2.7 Derivatives held as current and non-current assets 1.4 1.4 1.4 1.4 1.4 2.7 0.0 0.0 4.1 0.0 1.4 2.7 4.1 Financial assets not measured at fair value Current and non-current financial assets 8 23.3 23.3 Trade receivables 176.7 176.7 Cash and cash equivalents 8 51.3 51.3 0.0 0.0 251.3 0.0 251.3 Financial liabilities measured at fair value Derivatives held as current and non-current liabilities (9.9) (9.9) (9.9) (9.9) (9.9) 0.0 0.0 0.0 (9.9) 0.0 (9.9) 0.0 (9.9) Financial liabilities not measured at fair value Bank borrowings 8 (349.5) (349.5) (336.8) Bank overdrafts 8 (8.7) (8.7) Current financial liabilities 8 (83.3) (83.3) Trade payables (80.9) (80.9) 0.0 0.0 0.0 (522.3) (522.3) Carrying amount by category (8.6) 2.7 251.3 (522.3) (276.9) Financial risk management In terms of interest rate risk, the new US private placement set up in April 2025 includes a €90 million fixed-interest tranche with Credit risk a six-monthly coupon of 4.21% and a USD 100 million fixed- The Group has set up a Coface commercial credit insurance interest tranche with a six-monthly coupon of 6.33%. At June 30, program that covers its main Chinese, Korean, US and Western 2025, gross debt broke down as 71% at fixed rates and 29% at European companies against the risk of non-payment for financial variable rates. or political reasons. Coverage under this program corresponds to Regarding commodity risk, at end-2024, a portion of the copper 95% of the amount of eligible and covered receivables invoiced. and silver tonnage provided for in the 2025 budget had been hedged. Higher commodity prices were offset overall by selling Currency, interest rate and commodity risks price increases. There were no material changes in currency risk management MERSEN 2025 FIRST-HALF FINANCIAL REPORT between December 31, 2024 and June 30, 2025. 28 NOTES 3 Note 10 Right-of-use assets and lease liabilities Right-of-use assets totaled €53.8 million at June 30, 2025, down Lease liabilities totaled €58.4 million, down €6.0 million compared €5.9 million compared with the December 31, 2024 figure. This with December 31, 2024, including €8.0 million in lease payments. fall was mainly due to a depreciation expense of €6.4 million and an unfavorable €3.4 million currency effect, partly offset by an increase in right-of-use assets linked to the signing of new contracts for €3.9 million. Note 11 Other non-recurring income and expenses Other non-recurring income and expenses break down as follows: In millions of euros H1 2025 H1 2024 Litigation and other costs (1.3) (0.1) Restructuring costs (3.3) (3.5) Acquisition-related costs (0.2) (1.4) Asset disposals and impairment (0.1) (0.4) TOTAL (4.9) (5.4) In first-half 2025, other non-recurring income and expenses In first-half 2024, non-recurring income and expenses represented represented a net expense of €4.9 million, primarily breaking a net expense of €5.4 million, primarily breaking down as: down as: ■ €3.5 million in expenses for optimization measures; ■ €3.3 million in expenses for optimization measures; ■ €1.4 million in due diligence costs incurred on acquisition ■ €1.3 million in provisions for litigation (see Note 6). projects, in particular the Graphite Machining, Inc. group, in which Mersen acquired a controlling interest in early July 2024); ■ a €0.4 million loss on the disposal of Mersen Hatan Electrical Carbon (Harbin) Co. Ltd in early April 2024. MERSEN 2025 FIRST-HALF FINANCIAL REPORT 29 NOTES 3 Note 12 Segment reporting H1 2025 H1 2024 Unallocated Unallocated Advanced – Holding Advanced – Holding Materials Electrical company GROUP Materials Electrical company GROUP In millions of euros (AM) Power (EP) costs TOTAL (AM) Power (EP) costs TOTAL Sales 323.0 287.4 610.4 346.6 277.4 624.0 Proportion of total 52.9% 47.1% 100.0% 55.6% 44.4% 100.0% EBITDA before non-recurring items* 61.4 45.3 (8.9) 97.8 77.1 39.1 (10.7) 105.5 EBITDA margin before non-recurring items 19.0% 15.8% 16.0% 22.2% 14.1% 16.9% Depreciation and amortization (27.6) (10.5) (1.9) (40.0) (24.3) (9.5) (1.6) (35.5) Operating income before non-recurring items 33.8 34.8 (10.8) 57.8 52.8 29.6 (12.3) 70.1 Operating margin before non-recurring items 10.5% 12.1% 9.5% 15.2% 10.7% 11.2% Non-recurring income and expenses (2.8) (2.1) (0.1) (4.9) (4.5) (0.7) (0.2) (5.4) Operating income 31.1 32.8 (10.9) 52.9 48.2 28.9 (12.5) 64.7 Operating margin 9.6% 11.4% 8.7% 13.9% 10.4% 10.4% Net financial expense (13.5) (13.5) (10.3) (10.3) Current and deferred income tax (9.9) (9.9) (13.0) (13.0) Net income 29.5 41.3 * EBITDA before non-recurring items is equal to operating income before non-recurring items, depreciation and amortization. The Group’s activities are not subject to any significant seasonal variation. Note 13 Payroll costs and headcount Group payroll costs (including social security contributions, At constant scope and exchange rates, payroll costs (including provisions for pension obligations and retirement benefits) those related to temporary staff) decreased by 1.9%. came to €211.1 million in the first half of 2025 compared with €209.2 million in the same period of 2024. Headcount of consolidated companies at end of period by geographical area Geographical area June 30, 2025 % June 30, 2024 % France 1,483 20% 1,460 20% Rest of Europe 1,322 18% 1,382 19% MERSEN 2025 FIRST-HALF FINANCIAL REPORT North America & Mexico 2,388 33% 2,405 33% Asia 1,568 21% 1,628 22% Rest of the world 536 7% 497 7% TOTAL 7,297 100% 7,372 100% 30 NOTES 3 Note 14 Income tax In millions of euros H1 2025 H1 2024 Current income tax (7.6) (11.7) Deferred income tax (1.4) (0.9) Withholding tax (0.9) (0.5) ACTUAL INCOME TAX BENEFIT (EXPENSE) RECOGNIZED (9.9) (13.0) The Mersen group has consolidated tax groups in France, States. The effective tax rate in first-half 2025 was 25.2% (versus Germany, Italy, the United Kingdom (group relief) and the United 24.0% in first-half 2024). Note 15 Earnings per share Basic and diluted earnings per share are presented below: H1 2025 H1 2024 Net income attributable to Mersen shareholders (in millions of euros) 29.3 38.9 Weighted average number of ordinary shares* used to calculate basic earnings per share 24,218,590 24,248,800 Maximum effect of dilutive potential ordinary shares 659,865 671,220 Weighted average number of ordinary shares* used to calculate diluted earnings per share 24,878,455 24,920,020 Basic earnings per share (in euros) 1.21 1.60 Diluted earnings per share (in euros) 1.18 1.56 * Excluding treasury shares. Note 16 Dividends The Annual General Meeting of May 16, 2025 approved a dividend The dividend was paid in cash in July 2025 and represented a payment of €0.90 per share in respect of 2024. total payout of €22.0 million. Note 17 Off-balance sheet commitments Off-balance sheet commitments decreased by €8.3 million the withdrawal of guarantees given under equipment purchase between December 31, 2024 and June 30, 2025, mainly due to contracts and the investment plan. Note 18 Subsequent events MERSEN 2025 FIRST-HALF FINANCIAL REPORT Between June 30, 2025 and the date the interim financial statements were approved for issue, no events occurred which would require any changes in the value of assets and liabilities or any additional disclosures. 31 STATUTORY AUDITORS’ 4 REVIEW REPORT ON THE INTERIM FINANCIAL INFORMATION For the six months ended June 30, 2025 This is a free translation into English of the Statutory Auditors’ review report issued in French and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France. To the Shareholders, In compliance with the assignment entrusted to us by your General Meeting and in accordance with the requirements of Article L. 451-1-2 III of the French Monetary and Financial Code (Code monétaire et financier), we hereby report to you on: ■ the review of the accompanying condensed interim consolidated financial statements of Mersen for the six months ended June 30, 2025; ■ the verification of the information contained in the interim management report. These condensed interim consolidated financial statements are the responsibility of the Board of Directors. Our role is to express a conclusion on these financial statements based on our review. I – Conclusion on the financial statements We conducted our review in accordance with professional standards applicable in France. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed interim consolidated financial statements have not been prepared, in all material respects, in accordance with IAS 34 “Interim Financial Reporting”, as adopted by the European Union. II – Specific verification We have also verified the information given in the interim management report on the condensed interim consolidated financial statements subject to our review. We have no matters to report as to its fair presentation and its consistency with the condensed interim consolidated financial statements. MERSEN 2025 FIRST-HALF FINANCIAL REPORT Paris La Défense, July 31, 2025 The Statutory Auditors KPMG S.A. ERNST & YOUNG Audit Alexandra Saastamoinen Pierre Bourgeois MERSEN 2025 FIRST-HALF FINANCIAL REPORT 32 4 33 5 STATEMENT OF THE OFFICER I certify that, to the best of my knowledge, these condensed interim financial statements have been prepared in accordance with the relevant accounting standards and give a true and fair view of the assets and liabilities, financial position and the results of operations of the Company and of all the entities included in the consolidation, and that the attached interim business report presets a fair view of the major events that occurred during the six months of the interim period and their impact on the financial statements, the principal transactions between related parties, as well as a description of the principal risks and principal uncertainties concerning the remaining six months of the fiscal year. Paris, July 31, 2025 Luc Themelin Chief Executive Officer MERSEN 2025 FIRST-HALF FINANCIAL REPORT MERSEN 2025 FIRST-HALF FINANCIAL REPORT 34 5 G LO B A L E X P E R T I N E L E C T R I C A L P OW E R & A DVA N C E D M AT E R I A L S W W W. M E R S E N .C O M |