Interim report
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Photon Energy N.V. Q4 2025 Report For the period from 1 October to 31 December 2025 Amsterdam, The Netherlands
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 2/37 1. Selected, Preliminary Financial Results 1.1 Selected Consolidated, Unaudited and Preliminary Financial Results for Q4 and FY 2025 In thousands of EUR Q4 2025 Q4 2024 FY 2025 FY 2024 Total revenues 18,115 25,776 90,141 89,917 EBITDA -3,454 -2,036 5,079 7,821 EBIT -4,915 -3,979 -6,563 -2,752 Profit/loss before taxation -7,787 -9,427 -17,107 -16,824 Profit/loss from continuing operations -7,827 -6,128 -17,451 -13,196 Other comprehensive income 5,058 1,896 9,675 3,763 Total comprehensive income -2,769 -4,731 -7,776 -9,933 Operating cash flow 6,232 6,882 20,570 14,318 Investment cash flow -1,646 -2,876 -7,385 -1,393 Financial cash flow -5,120 -5,147 -18,378 -10,326 Net change in cash -534 -1,141 -5,193 2,599 31.12.2025 31.12.2024 Non-current assets - - 223,813 261,890 Current assets - - 47,116 55,946 Of which Liquid assets - - 10,558 14,352 Total assets - - 270,930 272,836 Total equity - - 52,372 60,065 Non-current liabilities - - 169,666 167,661 Current liabilities - - 48,891 45,110 All references to financial results relate to the reporting period from 1 October until 31 December 2025, unless specified otherwise. The financial data for the reporting period has not been audited and shall be considered as preliminary. All balance sheet data as of 31.12.2024 have been extracted from the audited annual report for the year 2024. Financial highlights: ► Consolidated revenues reached EUR 18.115 million in Q4 2025 (-29.7% YoY), due to lower electricity generation, weaker engi- neering business and lower capacity market contracts. FY 2025 revenues amounted to EUR 90.1 million, up by 0.2% YoY but 9.9% below the lower end of the guided level. ► EBITDA of EUR -3.454 million in Q4 2025 compared to EUR - 2.036 million in Q4 2024 and includes a non -cash provision of EUR 3.2 million related to the capacity market contracts dispute; FY 2025 EBITDA of EUR 5.079 million compared to EUR 7.821 million in FY 2024 (-35.1% YoY), reflects lower than expected re- sult of energy generation, negative margins in the Engineering business and the above mentioned provision for the dispute with the Polish TSO – Polskie Sieci Energetyczne S.A. ; EBITDA missed guidance by 43.6%. ► Net loss of EUR -7.827 million in Q4 2025 and EUR -17.451 mil- lion in FY 2025 compared to a net loss of EUR -6.128 million in Q4 2024 and EUR -13.196 million in FY 2024, respectively. ► Equity of EUR 52.365 million compared to EUR 60.065 million at YE 2024, translating to an adjusted equity ratio of 25.1% (as de- fined in our Green Bond covenant), including the carve-out re- lated to regulatory changes in Hungary and Romania. Business highlights: ► Electricity generation of 16.1 GWh in Q4 2025 (-23.6% YoY) and 139.7 GWh YTD 2025 (-14.2% YoY); lower generation due to de- lays in the licensing process in Romania and the sale of 14.5 MWp in A ustralia; excluding Australia the decline would be - 13.7% YoY. The estimated loss of revenues related to the regu- latory changes in Romania amount s to EUR 2.5 million for FY 2025. ► An increasing portfolio of O&M contracts, now up to 1.2 GW , strengthening the Group’s position as a leading independent O&M service provider in CEE region. ► Further progress in monetisation efforts related to the divest- ment of non-core assets – liquidation of a ValueTech Fund port- folio company, expected to contribute EUR 0.5 million in Q1 2026. ► Launching newly developed mobile unit for on-site PFAS decon- tamination of rinsing waters and AFFF foam concentrate itself, which aligns with significant regulatory developments in Eu- rope. ► A notice from Polish TSO – PSE of its intention to off-set a dis- puted amount of EUR 3.2 against revenues for the capacity mar- ket contracts starting in January until the amount is fully settled thereby creating liquidity constraints and resulting in a delay of the quarterly coupon payment of the Green Bond 6,5% 2021/2027.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 3/37 1.2 Selected, Entity Financial Results of Photon Energy N.V. for Q4 2025 In thousands of EUR Q4 2025 Q4 2024 FY 2025 FY 2024 Net turnover 1,205 2,911 7,534 9,865 Total operating income 1,205 2,911 7,534 9,865 Results before tax -1,125 1,040 -2,673 1,756 Net result after tax -1,128 5,051 -2,676 5,768 31.12.2025 31.12.2024 Fixed assets - - 134,525 136,357 Accounts receivable - - 117,289 113,514 Cash at banks and in hand - - 71 232 Total assets - - 251,885 250,103 Total equity - - 139,519 143,516 Current liabilities - - 31,598 26,114 Long-term liabilities - - 80,768 80,473 Notes: All references to financial results relate to the reporting period from 1 October until 31 December 2025, unless specified otherwise. The financial data for the reporting period has not been audited and shall be considered preliminary. All balance sheet data as of 31.12.2024 have been extracted from the audited an- nual report for the year 2024 All references to growth rate percentages compare the results of the reporting period to those of the prior year comparable p eriod. Total Comprehensive Income (TCI) is the sum of the profit after taxes plus Other Comprehensive Income (OCI). According to IAS 16, Other Comprehensive Income includes revaluation of PPE in a proprietary portfolio to their fair values, share on OCI of associates and joint ventures an d foreign currency translation differ- ences. Throughout this report Photon Energy Group is referred to as the “Group”, the “Company”, the “Issuer” and/or “Photon Energy”.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 4/37 2. Management Report 2.1 A Note from the Management Board In Q4 2025, the Group continued to advance its strategic initia- tives and operational improvements but faced ongoing chal- lenges related to the regulatory environment and liquidity constraints. Consolidated revenues for the quarter amounted to EUR 18.115 mil lion, representing a 29.7% year -on-year de- cline, primarily due to a contraction in other revenues, while the generation segment also performed below expectations. Reve- nues from electricity generation totalled EUR 2.849 million ( - 15.5% YoY), reflecting the underperformance of our Romanian assets and unfavourable weather conditions. However, as we progress with the ongoing licensing process, we anticipate that resolving these regulatory challenges will stabilize revenues moving forward. The successful licensing of 37 MWp to date will enhance our operational capabilities and revenue generation potential in 2026. The remaining 14.6 MWp, still in the initial testing phase, were delayed due to unfavourable weather con- ditions and is expected to be resolved in Q2 2026. Other revenues decreased to EUR 15.265 million (-31.9YoY), re- flecting a slowdown in the engineering business and deteriora- tion on the capacity market of the New Energy division . The engineering segment is expected to improve once the Hyperion project accelerates in Q2 2026. In the New Energy division, this decline was primarily related to lower capacity contracts, result- ing in a revenue contraction of 51%. In other areas, mild pro- gress has been recorded , namely in Technology Trading department where revenues increased by +4.9% YoY due to al- ready high basis a year ago. In the O&M business, revenues re- mained stable YoY, and a stronger rebound is expected in Q1 2026 due to the active takeover of several larger projects. The consolidated EBITDA for Q4 was EUR -3.545 million, lower than we originally expected due to weaker energy prices and a one-off provision of EUR 3.2 million related to the dispute with the Polish TSO – Polskie Sieci Energetyczne over capacity mar- ket contracts. The total amount of dispute concerns revenues of EUR 3.2 million. On December 3, 2025, the President of the Energy Regulatory Office issued a decision stating that PSE's conduct was correct. On December 17, 2025, an appeal against the Energy Regulatory Office's decision was filed with the Com- petition and Consumer Protection Court. The matter remains unresolved. However, as PSE informed the Company of its in- tentions to deduct the amount of remuneration, which is a sub- ject of a dispute, from capacity market invoices since January 2026, the Company created a provision in the full amount. This event had a material impact on liquidity of the Group and re- sulted in the delay of the quarterly coupon payment on the Company’s Green Bond 6,5% 2021/2027 due on February 23, 2026. On the other hand , cost-cutting measures and stringent cost discipline is already reflected in Q4 results. Personnel costs de- clined 11.5% YoY due to a headcount reduction of 16.6% YoY. Other operating expenses would decline by 32.7% YoY if not for the impact of the provision related to the dispute with PSE. For FY 2025, the Group reported consolidated revenues of EUR 90.141 million, slightly below the guidance level of EUR 100 mil- lion (-9.9%). Revenues from electricity generation totalled EUR 22.966 million, down by 7.0% from the previous year due to per- sistent regulatory challenges in Romania and unfavo urable weather conditions. Other revenues increased to EUR 67.175 million (+3.0% YoY) thanks to strong growth in the Technology Trading business, where revenues more than doubled YoY. The O&M segment and Origination & Trading business also rec- orded modest revenue growth (+11.2%), which helped to com- pensate the declines in segments such as engineering and capacity market contracts. Equity declined further in Q4 2025 to EUR 52.371 million, result- ing in a reduction in the adjusted equity ratio to 2 3.5%. The terms of the Green Bond allow for a carve-out in the event of a shortfall in the ratio resulting from regulatory changes. As pre- viously described, the effect of changes in the Hungarian KAT feed-in tariff (FiT) applicable from January 1, 2025, has reduced the valuation of part of our PV portfolio dependent on KAT FiT. Additionally, regulatory changes in Romania led to a loss of earnings amounting to EUR 2.5 million in 2025. Applying the carve-out is, the adjusted equity ratio for the bond covenant as of December 31, 2025, remains above the covenant level at 25.1%. In conclusion, while Q4 2025 was another challenging period for the Group, we assure our stakeholders, especially our inves- tors, that we are working hard to overcome all challenges, im- prove recurring business performance, and stabilize the long - term financial position of the Group. For more details on our guidance see section 2.3 below. For comments on the financial results please see section 5. 2.2 Comments to the Consolidated Financial Re- sults of the Group Comments to financial statements can be found in section 5. Comments to Consolidated Financial Statements for Q4 2025. 2.3 Comments to the FY 2025 Financial Guidance According to the guidance published on 20 August 2025 the management expect ed consolidated revenues for the whole year 2025 at the level of EUR 100-110 million and consolidated EBITDA for the whole year 2025 at a level of EUR 9 million. Upon publication of this report, the consolidated unaudited revenues amounted to EUR 90.1million, which represents a shortfall of about 9.9% from the lower end of the guided range. In the same period unaudited consolidated EBITDA amounted to EUR 5.1 million, approximately 43.6% below the guided level. The main reasons for missing the guidance were: ► EUR 3.2 million related to the dispute with the Polish TSO (PSE), booked in Q4 2025 (for details see section 2.5). ► Penalties imposed by the Polish TSO (PSE) in the total amount of EUR 1.0 million for FY 2025, of which EUR 0.7 mil- lion was booked in Q4 2025. ► A total EBITDA-level loss of EUR 1.3 million on the EPC pro- ject Pukenui in New Zealand. ► EUR 1.6 million booked in Q3 2025 related to the write -off of intangible assets (EUR 1.2 million) associated with soft- ware developed for the New Energy division and an addi- tional EUR 0.4 million impairment relating to the write-off of projects from the development pipeline.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 5/37 The cumulative impact of the above adverse developments re- sulted in a material underperformance relative to the EBITDA guidance. 2.4 Summary of Key Events Material to the Group’s Operations in the Reporting Period In the management’s view , the most important events that in- fluenced the Group’s operations and consolidated financial re- sults in the reporting period include: Energy Generation of 16.1 GWh in Q4, 139.7 GWh in FY 2025 Energy generation in Q4 2025 amounted to 16.1 GWh, repre- senting an approximate 23.6% year -on-year (YoY) decrease. Year-to-date (YTD) energy generation reached 139.7 GWh, translating into a 14.2% YoY decline. Overall, the IPP portfolio performed below expec tations, generating approximately 10.3% less than initially estimated. The weaker performance was driven by: (a) lower output from Romanian assets due to the TSO-mandated shutdown s throughout the year, which affected about 27.2 MWp of our IPP portfolio, and (b) the sale of 14.5 MWp of operating assets in Australia in October 2024 . In addition, certain power plants in Romania did not produce electricity during weekends, as this output is no longer compensated under the new regulation ef- fective from 1 October 2024. If we exclude the divestment of Australian assets, the negative impact is much lower at -3.7% YoY, as l ower generation in Romania was compensated by higher generation in Hungary, thanks to an increase in the asset base by 5.1 MWp and lower curtailment. As of the end of 2025, the total IPP portfolio stood at 134.7 MWp, compared to 129.6 MWp at the end of 2024 ( up by 3.9% YoY). The average specific yield in Q4 2025 (total generation dur- ing the period divided by average capacity in the period) was 119.6 kWh/kWp, down from 155.8 kWh/kWp in Q4 2024, repre- senting a 23.3% YoY decline. Electricity SPOT Prices Improved QoQ but Remained Lower than Last Year Although Q4 2025 was characterised by colder weather, stronger winds and higher snowfall, which typically support higher electricity demand, these same factors also significantly increased power supply, ultimately exerting downward pres- sure on prices. Stronger and more persistent winds across Cen- tral Europe led to higher wind power generation, particularly in Germany and surrounding markets that heavily influence Hun- gary, Czechia and Romania. Increased snowfall and precipita- tion improved hydrological condit ions, particularly benefiting hydro generation in the region (including Romania and cross - border imports). As a result, in Q4 2025 daily average SPOT base load prices de- creased compared to Q4 2024. In Romania, the average price reached EUR 120.3/MWh in Q 4 2025, compared to EUR 132.6/MWh in Q4 2024 (-9.2% YoY), but remained stronger than last quarter (EUR 92.9/MWh in Q3 2024, +29.5% QoQ). Hungary recorded a similar trend, with prices averaging EUR 120.7/MWh in Q4 2025 versus EUR 132.9/MWh in Q4 2024 (-9.2% YoY) and up from EUR 94.9/MWh recorded in Q3 2025 (+27.2% QoQ). In the Czech Republic, average day-ahead prices amounted to EUR 104.7/MWh, down from EUR 118.0/MWh in Q 4 2024 (-11.3% YoY) and up from EUR 87.0/MWh in Q3 2025 (+20.3% QoQ). In Q4 2025 negative prices were observed in the day -ahead market: in Czech Republic (7 hours) and in Poland (5 hours). In both countries, negative prices occurred during the night and were very insignificant: on average in CZ: -1 EUR/MWh, in PL: - 0,1 EUR/MWh. Updates on the Licensing Process in Romania As a reminder, from 1 October 2024, a new regulation (ORDINUL ANRE nr 60/2024, “New Regulation”), with specific ar- ticles number 136 and number 140, took effect. This New Reg- ulation has impacted all of the Group’s Romanian assets (42.7 MWp) except for Siria (5.7 MWp) , which has a different trading agreement in place effective as of 1 November 2024. Following these changes, Photon Energy accelerated efforts to obtain li- cences for its remaining Romanian power plants in order to en- ter the sales system through the energy market. So far the Group successfully obtained the licen ces for power plants in Calafat (6.0 MW, December 2024), Bocsa (3.8 MWp, December 2024), Faget 1 (3.2 MWp, March 2025), Faget 2 (3.9 MWp, March 2025) and Magureni (1.7 MWp , March 2025) and Sarulesti (3.2 MWp, November 2025). Two other power plants Aiud (4.7 MWp) and Teius (4.7 MWp) received their licenses in February 2026. The remaining two power plants with a total capacity of 14.6 Mwp (Săhăteni and Faget 3) are currently in the testing process of applying for the conformity certificates. During this process, the Group is exposed to a few months of shutdowns of genera- tion capacities, which implies further periods of lower genera- tion due to the licensing procedure. Photon Energy Group Completes 20.8 MWp Solar Farm in New Zealand In November Photon Energy N.V. has announced the energisa- tion and commissioning of the 20.8 MWp Pukenui Solar Farm in New Zealand’s Far North. The project was co-developed by Aq- uila Clean Energy APAC and FNSF, with Photon Energy providing engineering, procurement and construction (EPC) services, alongside long-term operations and maintenance (O&M) sup- port. The Pukenui project proved particularly challenging due to its remote location and unforeseen technical complications in an early-stage PV market, which led to cost overruns, execution de- lays and contractual penalties that ultimately eroded project margins and had an impact on Q3 and Q4 2025 financial results. For more details please see the comments to the financial sec- tion. Insolvency Proceedings Against Subsidiary On 22 October 2025, Photon Energy Group learned about a mo- tion to initiate the insolvency proceedings that was filed against its fully owned subsidiary Photon Energy Corporate Services CZ s.r.o. (the “Subsidiary”). The motion was filed by the consulting company QUARTEX Praha s.r.o., IT company ARTEX informační systémy spol. s r.o., and consultant Petr Kunetka. All three above-mentioned claimants were involved in a project relating to, inter alia, an unfinished implementation of the Mi- crosoft Dynamics 365 Business Central software solution based on a contract for work concluded between the Subsidiary and ARTEX informační systémy spol. s r.o. on 31 August 2023. The Subsidiary provides administrative services and support for other companies within the Group and is not directly involved in the Group's core business activities. The situation was addressed immediately, and the full amount of the claim was settled on 24 October 2025. The motion for insolvency was therefore withdrawn in full on 27 October 2025. This situation was not related to, and did not affect, the opera- tional stability or financial health of Photon Energy Group. All
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 6/37 key business areas – from construction and servicing of solar power plants to wholesale and distribution of photovoltaic tech- nologies and battery solutions, as well as electricity trading and activities in the field of environmental technologies (including PFAS decontamination) – were not affected in any way. Dispute with Polskie Sieci Elektroenergetyczne S.A. As reported in Q2/H1 2025 report, Photon Energy entered a dis- pute with Polskie Sieci Elektroenergetyczne S.A. (“PSE”) before the Polish Energy Regulator Office (Urząd Regulacji Energetyki, “URE”) regarding the fulfilment of emission limits for one of its Capacity Market Units. According to PSE, these limits were ex- ceeded due to the use of a generation unit that was not permit- ted because of its high emission factor. On December 3, 2025, the President of the Energy Regulatory Office issued a decision supporting PSE's opinion. On December 17, 2025, an appeal against the Energy Regulatory Office's decision was filed with the Competition and Consumer Protection Court. Should Photon Energy lose this case, there is a risk of being re- quired to return PLN 13.382 million (EUR 3.2 million). For that reason, the provision in the amount of EUR 3.2 million (full amount of the revenues which are subject to the dispute) was booked in the reporting period, which had a material impact on the financial statements. The matter remains unresolved. Successful Completion of Sale of 20.4 MWp Domanowo Project In December, Photon Energy N.V. finalized the sale of the 20.4 MWp Domanowo project. The closing took place after all con- tractual conditions were met, including the project’s attainment of full ready -to-build (RTB) status. The transaction was con- cluded at market value, in-line with comparable renewable-en- ergy asset valuations in Poland. The second and final payment was executed in Q4 2025, and the financial gain from this trans- action was recognized in the Company’s results for the relevant reporting period. For more information see the comments to the financial statements. Launching Breakthrough PFAS Decontamination Technol- ogy In December, Photon Water Technology s.r.o. (“Photon Water”), a subsidiary of Photon Energy N.V. and a technology leader in PFAS remediation and water-treatment solutions, introduced a breakthrough approach for managing fluorinated firefighting foams (AFFF), which contain perfluorinated and polyfluorinated compounds, known as PFAS. The newly developed mobile unit enables on-site decontamination and is capable of treating not only rinsing waters but also the AFFF foam concentrate itself. This innovation builds on Photon Water’s proven experience with PFAS-removal solutions deployed across industrial sites in 2025 for the treatment of process water and PFAS -impacted stormwater. It further strengthens Photon Water’s portfolio of field-tested PFAS remediation technologies and aligns with sig- nificant regulatory developments in Europe, following the ex- piry on 3 December 2025 of the European Union’s final derogation permitting the use and storage of AFFF foams. For more information see our Monthly report for November 2025. 2.5 Summary of Events Material for the Group’s Operations After the Reporting Period The following events, which took place f rom 1 January 2026 to the date of the publication of this report and are considered by the management to potentially have a material impact on the Group’s operations and financial position going forward: Sale of the Portfolio Company from ValueTech Fund In February 2026, the Company received a capital gain from ASI Investor ValueTech Seed Sp. z o.o. (“the Fund”). The Fund is a beneficiary of the BRIdge Alfa project within the Operational Programme Smart Growth 2014-2020, co-financed from the Eu- ropean Union. Photon Energy N.V. holds a stake of 52.5% in the capital of the Fund, which translates into a stake of 34.13% in the profits of the Fund. The capital gain was related to the sale of one of the portfolio companies of the Fund and amounted to EUR 0.530 million. Restructuring of Australian Subsidiaries In February the Group decided to restructure its activities in Australia and to discontinue its activities related to EPC and O&M services for Commercial & Industrial („C&I“) energy pro- jects. The decision has been taken due to continuing margin pressure in the market and ongoing challe nges to scale busi- ness volumes. In 2025 the Group generated revenues of ap- proximately EUR 6 million and a negative EBITDA of 1.5 million from its C&I activities in Australia. In line with this decision three subsidiaries, Photon Energy Aus- tralia Pty Ltd, A.C.N. 150 054 069, Photon Energy Operations Australia Pty Ltd A.C.N 159 386 311, and Photon Energy Engi- neering Australia Pty Ltd. A.C.N 159 386 295 (the “Subsidiaries”) have entered Voluntary Administration under the laws of Aus- tralia, namely Section 436A of the Corporations Act 2001, with the intention of finding a going concern solution under new ownership. The impact on the Group’s consolidated financial statements is expected to be minor. The Group will continue with its other activities in the Australian market, including remediation services focused on PFAS chem- icals contamination, its investment in RayGen as well as the completion of the asset transfer transaction of the Yadnarie project to AGL. A Notice of Set-off of Remuneration Due Paid to Capacity Market Units On 20 February 2026, the Company’s fully owned subsidiary - Photon Energy Trading PL sp. z o.o. (“the Company”) – received a letter from Polskie Sieci Energetyczne Spółka Akcyjna (“PSE”) in which PSE informs the Company that pursuant to Article 498 of the Act of 23 April 1964 the Civil Code (Journal of Law 2025, item 1071), that it intends to set off of the remuneration due to Photon Energy Trading PL sp. Z o.o. for the performance of the capacity obligation for January 2026 against the amount which is subject of a dispute between the Company and PSE in con- nection with the alleged failure of two Capacity Market units which were subject to capacity market contracts in the year 2024 to meet the emission limit set for the the capacity market units in the year 2024. Based on the letter from PSE the total gross amount of PLN 4,543 million (approximately EUR 1.075 million) arising from the respective capacity agreements of the Company will be set off against the total gross total amount of PLN 16.282 million (ap- proximately EUR 3.854 million), which is the subject of the dis- pute between the Company and PSE. On 3 December 2025, the President of the Energy Regulatory Office issued a decision supporting PSE's position with regard to the alleged failure of two Capacity Market units.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 7/37 On December 17, 2025, the Company filed an appeal against the Energy Regulatory Office's decision with the Competition and Consumer Protection Court. The Company intends to ad- dress the Court with a petition for an injunction against PSE’s intention to offset the Company’s Capacity Market remunera- tion with the disputed amount. Delay in Payment of Coupon On February 23, the Company announced that that the quar- terly coupon payment for the Photon Energy N.V. Green Bond 6,5% 2021/2027 [ISIN: DE000A3KWKY4; WKN: A3KWKY] due on 23 February 2026 in the amount of EUR 1.282.450 has been postponed. The Management Board decided to postpone the coupon pay- ment in order to conserve liquidity in the light of the most re- cent developments in relation to its dispute with the Polish transmission system operator PSE (see ESPI report 5/2026), where PSE has info rmed the Company about its intention to commence a unilateral offset of revenues due on March 2, 2026 with the disputed amount related to the alleged breach of emis- sion limits on Capacity Market units in 2024. The Management Board regrets this situation and is actively working on resolving this matter through the legal process and on securing sufficient liquidity to meet the Company’s interest payment obligations towards its bondholders as soon as possi- ble.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 8/37 3. Business Updates Per Segment 3.1 Generation and Sale of Electricity Chart 3.1.1 Changes in the Proprietary Portfolio in Q4 2025 There were no changes in the proprietary portfolio in Q4 2025. Year-to-date Photon Energy Group completed and grid -con- nected three photovoltaic (PV) power plants in Hungary, adding a total capacity of 5.1 MWp to the proprietary portfolio. The total proprietary portfolio of Photon Energy Group’s amounted to 134.7 MWp at the end of reporting period. Compared to Q4 2024, the Company’s global portfolio increased by 5.1 MWp (+3.9% YoY). Chart 3.1.2 Electricity Generation (in MWh) and YoY changes (%) Total electricity generation in Q4 2025 amounted to 16.1 GWh, compared to 21.1 GWh a year earlier, representing a year -on- year (YoY) decline of 23.6%. This decrease was due the sale of 14.5 MW in Australia (in Oct 2025) and negative developments in Romania related to the prolonged licensing process and on- going testing for conformity certification. For more details see Section 2.4 Updates on the Licensing Process in Romania. In other markets, electricity generation was weaker than ex- pected, mainly due to adverse weather conditions, including a higher number of cloudy days and lower irradiation levels than normal. Chart 3.1.3 Realised Electricity Prices in Q4 2025, EUR/MWh Chart 3.1.4 Spilt Between Merchant / FiT in Q4 2025, MWp Average realised prices in Q4 increased both quarter to quarter and year-on-year and amounted to EUR 182/MWh, up from EUR 164/MWh in Q3 2025 and EUR 136/MWh in Q4 2024. The strong- est increase was recorded in Romania, where prices rose by 76.8% year -on-year following the transition from an adverse regulatory regime to a merchant model upon completion of the licensing process. In other markets, prices remained broadly stable or changed only slightly due to indexation or FX move- ments. 637 263 113 53 42 136 678 263 113 93 176 182 0 200 400 600 800 Czech Republic Slovak Republic Hungary Romania Australia Total IPP Portfolio Q4 2025 Q4 2024 62.8 67.9 66.8 66.8 0.0 40.0 80.0 120.0 160.0 Q4 2024 Q4 2025 Merchant FIT 0.0 40.0 80.0 120.0 160.0 Q4 2024 Q3 2025 Q4 2025 CZ SK HU AU RO 129.6 MWp 134.7 MWp134.7 MWp 1,948 1,402 8,885 2,445 6,395 1,821 1,204 8,491 32 4,556 0 5,000 10,000 15,000 CZ SK HU AU RO Q4 2024 Q4 2025 -6.5% -14.1% -4.4% -98.7% -28.8%
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 9/37 Table 3.1.1 Electricity Generation of the Proprietary Portfolio of Photon Energy N.V. in Q4 2025 Project name Capacity Avg. Revenue Q4 Prod. Q4 Proj. Q4 Perf. YTD Prod. YTD Proj. Perf. YTD YoY Unit kWp per MWh kWh kWh % kWh kWh % % Komorovice 2,354 678 EUR 290,083 297,724 -2.6% 2,593,101 2,485,052 4.3% 4.5% Zvíkov I 2,031 678 EUR 259,412 290,577 -10.7% 2,176,055 2,268,553 -4.1% -0.6% Dolní Dvořiště 1,645 678 EUR 189,297 222,193 -14.8% 1,621,307 1,665,015 -2.6% 2.1% Svatoslav 1,231 678 EUR 126,927 125,568 1.1% 1,177,063 1,175,141 0.2% 1.1% Slavkov 1,159 678 EUR 147,066 158,382 -7.1% 1,351,152 1,330,881 1.5% 1.8% Mostkovice SPV 1 210 678 EUR 20,769 24,311 -14.6% 209,492 217,150 -3.5% -0.3% Mostkovice SPV 3 926 678 EUR 98,539 105,279 -6.4% 993,636 977,012 1.7% 3.3% Zdice I 1,499 678 EUR 202,555 200,828 0.9% 1,787,078 1,686,252 6.0% 5.6% Zdice II 1,499 678 EUR 202,198 203,504 -0.6% 1,786,625 1,712,847 4.3% 5.6% Radvanice 2,305 677 EUR 267,178 289,632 -7.8% 2,576,933 2,501,719 3.0% -0.2% Břeclav rooftop 137 678 EUR 17,418 19,154 -9.1% 157,025 151,134 3.9% -1.5% Total Czech PP 14,996 678 EUR 1,821,440 1,937,153 -6.0% 16,429,466 16,170,756 1.6% 2.4% Babiná II 999 271 EUR 96,257 104,589 -8.0% 919,094 944,597 -2.7% -0.9% Babina III 999 271 EUR 98,144 105,971 -7.4% 922,903 956,762 -3.5% 0.2% Prša I. 999 270 EUR 107,031 113,161 -5.4% 971,217 1,032,434 -5.9% 0.0% Blatna 700 273 EUR 73,802 75,825 -2.7% 720,941 711,119 1.4% -3.1% Mokra Luka 1 963 258 EUR 146,219 156,430 -6.5% 1,175,508 1,170,038 0.5% 0.7% Mokra Luka 2 963 257 EUR 155,423 163,187 -4.8% 1,213,541 1,191,026 1.9% 0.4% Jovice 1 979 263 EUR 93,370 100,883 -7.4% 905,964 873,979 3.7% -1.4% Jovice 2 979 263 EUR 92,069 99,381 -7.4% 920,000 860,240 6.9% -0.7% Brestovec 850 257 EUR 118,798 121,746 -2.4% 1,037,131 1,006,902 3.0% 1.1% Polianka 999 261 EUR 101,521 103,529 -1.9% 999,857 972,244 2.8% 0.3% Myjava 999 259 EUR 121,023 126,490 -4.3% 1,112,461 1,098,694 1.3% 0.1% Total Slovak PP 10,429 263 EUR 1,203,656 1,271,190 -5.3% 10,898,618 10,818,035 0.7% -0.2% Tiszakécske 1 689 121 EUR 108,271 111,012 -2.5% 864,680 854,750 1.2% 4.7% Tiszakécske 2 689 121 EUR 109,980 111,836 -1.7% 871,569 860,931 1.2% 4.5% Tiszakécske 3 689 121 EUR 99,522 111,022 -10.4% 839,621 809,463 3.7% 8.7% Tiszakécske 4 689 121 EUR 111,351 112,601 -1.1% 875,929 862,187 1.6% 4.7% Tiszakécske 5 689 121 EUR 109,055 113,371 -3.8% 869,700 861,219 1.0% 5.0% Tiszakécske 6 689 121 EUR 109,074 111,247 -2.0% 867,461 854,420 1.5% 4.7% Tiszakécske 7 689 121 EUR 109,663 109,677 0.0% 867,619 854,166 1.6% 4.3% Tiszakécske 8 689 121 EUR 106,634 103,045 3.5% 860,051 833,312 3.2% 5.0% Almásfüzitő 1 695 121 EUR 95,444 110,191 -13.4% 836,223 847,787 -1.4% 3.6% Almásfüzitő 2 695 121 EUR 91,744 107,005 -14.3% 816,254 822,472 -0.8% 4.7% Almásfüzitő 3 695 121 EUR 94,096 106,828 -11.9% 797,673 804,646 -0.9% 3.5% Almásfüzitő 4 695 121 EUR 96,180 110,310 -12.8% 839,377 848,452 -1.1% 3.8% Almásfüzitő 5 695 121 EUR 100,637 111,814 -10.0% 841,722 863,455 -2.5% 0.7% Almásfüzitő 6 660 121 EUR 99,477 111,194 -10.5% 854,072 857,577 -0.4% 3.6% Almásfüzitő 7 691 121 EUR 98,130 110,693 -11.3% 850,740 857,354 -0.8% 3.3% Almásfüzitő 8 668 121 EUR 96,854 108,864 -11.0% 854,047 861,320 -0.8% 3.1% Nagyecsed 1 689 121 EUR 108,291 105,479 2.7% 863,735 840,440 2.8% 1.4% Nagyecsed 2 689 121 EUR 105,687 107,842 -2.0% 857,855 830,955 3.2% 2.5% Nagyecsed 3 689 121 EUR 100,246 114,186 -12.2% 836,349 837,217 -0.1% 0.0% Nagykata BTM 658 144 EUR 69,869 74,409 -6.1% 437,746 711,977 -38.5% N/A Fertod I 528 121 EUR 78,425 81,952 -4.3% 662,977 659,736 0.5% 1.1% Fertod II No 2 699 121 EUR 111,265 105,574 5.4% 870,510 844,066 3.1% -1.4% Fertod II No 3 699 121 EUR 111,471 106,045 5.1% 871,772 844,608 3.2% -1.3% Fertod II No 4 699 121 EUR 110,389 113,088 -2.4% 866,749 865,735 0.1% -0.7% Fertod II No 5 691 121 EUR 109,796 112,225 -2.2% 861,257 865,965 -0.5% -1.1% Fertod II No 6 699 121 EUR 109,518 104,955 4.3% 863,078 830,105 4.0% -0.4% Kunszentmárton I/ 1 697 121 EUR 118,637 117,876 0.6% 892,459 897,481 -0.6% -1.9% Kunszentmárton I/2 697 121 EUR 109,439 112,946 -3.1% 874,325 881,329 -0.8% -2.9% Kunszentmárton II No 1 693 124 EUR 120,447 118,258 1.9% 903,444 903,981 -0.1% -2.5% Kunszentmárton II No 2 693 124 EUR 118,634 119,536 -0.8% 899,233 892,898 0.7% -0.3% Taszár 1 701 121 EUR 117,607 119,250 -1.4% 843,094 914,509 -7.8% -6.1% Taszár 2 701 121 EUR 116,036 119,250 -2.7% 842,255 913,720 -7.8% -5.7% Taszár 3 701 121 EUR 116,397 119,250 -2.4% 855,140 915,665 -6.6% -4.7%
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 10/37 Project name Capacity Avg. Revenue Q4 Prod. Q4 Proj. Q4 Perf. YTD Prod. YTD Proj. Perf. YTD YoY Unit kWp per MWh, kWh kWh % kWh kWh % % Monor 1 688 121 EUR 113,383 79,224 43.1% 887,871 782,180 13.5% 7.2% Monor 2 696 121 EUR 110,985 106,644 4.1% 883,087 863,139 2.3% 6.0% Monor 3 696 121 EUR 105,866 109,183 -3.0% 869,541 874,152 -0.5% 3.1% Monor 4 696 121 EUR 112,934 110,451 2.2% 885,643 872,339 1.5% 6.0% Monor 5 688 121 EUR 114,004 112,430 1.4% 889,659 880,565 1.0% 5.7% Monor 6 696 121 EUR 113,183 111,721 1.3% 882,110 872,759 1.1% 5.7% Monor 7 696 121 EUR 112,852 111,721 1.0% 884,896 878,244 0.8% 5.4% Monor 8 696 121 EUR 113,655 111,042 2.4% 889,009 876,880 1.4% 5.7% Tata 1 672 121 EUR 91,556 99,248 -7.8% 917,069 920,105 -0.3% 4.1% Tata 2 676 121 EUR 99,137 105,952 -6.4% 796,700 809,847 -1.6% 1.2% Tata 3 667 121 EUR 100,478 106,278 -5.5% 804,115 808,642 -0.6% 1.9% Tata 4 672 121 EUR 95,560 101,017 -5.4% 938,723 900,734 4.2% 7.0% Tata 5 672 121 EUR 94,308 99,957 -5.7% 933,915 923,695 1.1% 3.6% Tata 6 672 121 EUR 92,838 97,124 -4.4% 927,411 898,251 3.2% 5.4% Tata 7 672 121 EUR 92,831 98,897 -6.1% 921,897 920,333 0.2% 2.7% Tata 8 672 121 EUR 95,423 101,106 -5.6% 940,903 936,778 0.4% 3.0% Malyi 1 695 121 EUR 98,611 102,039 -3.4% 849,743 858,057 -1.0% -0.3% Malyi 2 695 121 EUR 99,561 103,215 -3.5% 851,996 859,638 -0.9% -0.2% Malyi 3 695 121 EUR 99,803 104,014 -4.0% 852,369 863,631 -1.3% -0.7% Puspokladány 1 1,406 124 EUR 203,161 194,612 4.4% 1,760,737 1,875,460 -6.1% 5.6% Puspokladány 2 1,420 103 EUR 193,724 206,043 -6.0% 1,592,174 1,929,259 -17.5% 12.5% Puspokladány 3 1,420 102 EUR 182,797 198,283 -7.8% 1,640,471 1,906,963 -14.0% 26.2% Puspokladány 4 1,406 102 EUR 188,743 199,238 -5.3% 1,620,206 1,893,212 -14.4% 97.7% Puspokladány 5 1,420 103 EUR 190,257 207,410 -8.3% 1,646,390 1,947,605 -15.5% 21.4% Puspokladány 6 1,394 124 EUR 191,402 194,533 -1.6% 1,728,861 1,777,607 -2.7% 5.2% Puspokladány 7 1,406 124 EUR 203,610 194,239 4.8% 1,749,461 1,895,155 -7.7% 13.3% Puspokladány 8 1,420 102 EUR 185,787 199,413 -6.8% 1,660,030 1,861,823 -10.8% 84.6% Puspokladány 9 1,406 124 EUR 204,644 197,750 3.5% 1,740,262 1,904,914 -8.6% 175.8% Puspokladány 10 1,420 102 EUR 185,020 199,712 -7.4% 1,637,499 1,913,871 -14.4% 17.5% Tolna 1,358 101 EUR 211,864 229,514 -7.7% 1,710,794 2,037,482 -16.0% 15.8% Facankert 1,358 100 EUR 234,725 233,000 0.7% 1,881,142 2,021,742 -7.0% 21.4% Tolna 2 1,492 101 EUR 240,152 279,056 -13.9% 1,462,754 1,902,311 -23.1% N/A Tolna 3 1,615 100 EUR 223,764 263,656 -15.1% 1,183,897 1,768,174 -33.0% N/A Tolna 5 1,958 101 EUR 225,878 279,056 -19.1% 1,460,831 1,902,311 -23.2% N/A Total Hungarian PP 57,537 117 EUR 8,490,761 8,859,609 -4.2% 68,990,881 73,141,758 -5.7% 17.3% Siria 5,691 98 EUR 864,688 934,439 -7.5% 7,470,288 7,887,277 -5.3% -3.4% Calafat 1 2,890 96 EUR 502,242 523,339 -4.0% 4,135,261 4,363,944 -5.2% -5.1% Calafat 2 1,935 98 EUR 335,860 337,590 -0.5% 2,857,050 2,898,474 -1.4% -10.8% Calafat 3 1,203 96 EUR 200,052 210,456 -4.9% 1,776,117 1,768,352 0.4% -9.3% Aiud 4,730 0 EUR 0 750,555 -100.0% 1,346,010 4,587,982 -70.7% -78.5% Teius 4,730 0 EUR 0 758,553 -100.0% 2,085,144 5,107,546 -59.2% -65.4% Făget 1 3,178 103 EUR 451,104 534,754 -15.6% 3,998,147 4,236,733 -5.6% -14.8% Făget 2 3,931 104 EUR 553,120 678,777 -18.5% 5,223,461 5,301,834 -1.5% -7.7% Faget 3 7,513 72 EUR 181,238 1,251,014 -85.5% 2,415,789 6,145,437 -60.7% 59.7% Săhăteni 7,112 83 EUR 517,216 1,261,581 -59.0% 2,143,624 2,201,761 -2.6% -79.7% Magureni 1,698 96 EUR 236,750 308,570 -23.3% 1,906,552 2,005,248 -4.9% 13.8% Sarulesti 3,197 115 EUR 165,459 530,950 -68.8% 2,730,197 3,588,260 -23.9% 1239.8% Bocsa 3,788 103 EUR 547,952 641,161 -14.5% 5,239,392 5,375,385 -2.5% -1.3% Total Romanian PP 51,596 97 EUR 4,555,681 8,721,740 -47.8% 43,327,032 55,468,232 -21.9% -26.7% Symonston 144 176 EUR 32,230 32,198 0.1% 71,630 110,783 -35.3% -46.6% Total Australian PP 144 176 EUR 32,230 32,198 0.1% 71,630 110,783 -35.3% -46.6% Total 134,702 186 EUR 16,103,768 20,821,890 -22.7% 139,717,627 155,709,565 -10.3% -3.7% Note: The data in the table above may differ from the reported data in monthly reports. The difference is due to the fact that in Monthly reports some invoices are still not received, and the electricity generation is estimated based on the meters from our O&M systems.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 11/37 The table below presents an estimation of average prices realised on sales of electricity from our generation assets. Estimates of rev- enues are based on the management reports and may deviate from the financial statements due to exchange rates and other co sts such as off-taker service fee. Table 3.1.2 Revenues from Electricity Generation in Q4 2025 Portfolio Capacity Prod. Q4 2025 Avg. Revenue Q4 2025 Total Revenue Q4 2025 Avg. Revenue YTD Revenue YTD Unit MWp MWh EUR/MWh In EUR thousand EUR/MWh In EUR thousand Czech Republic1 15.0 1,821 678 1,234 665 10,835 Slovakia1 7.6 862 264 228 265 2,052 Hungary2 57.5 8,491 117 958 108 7,153 Romania3 51.6 4,556 97 424 68 2,779 Australia1 0.1 32 176 6 180 13 Total Portfolio 131.9 15,762 184 2,850 171 22,832 1 Slovakian, Czech and Australian power plants benefit from a fixed feed-in-tariff and/or green-bonus support, respectively. Revenues from Slovak joint-ventures Brestovec, Polianka and Myjava are not presented in the above table. 2 In Hungary power plants with capacity of 40.6 MWp receive feed-in-tariff while 16.3 MWp operate under merchant model. The Nagykata power plant operates “behind the meter” (BTM) on a client’s site selling electricity to the client under a purchase price agreement. 3 All power plants in Romania sell electricity on the merchant basis. 3.2 Operations and Maintenance Contracts In Q4 2025, an additional 8 MWp of capacity was contracted un- der operations and maintenance (O&M) agreements. As a re- sult, the total capacity of assets under O&M contracts exceeded 1.2 GWp and consisted of 990 MWp under full O&M and moni- toring services, 51 MWp serviced as “Inverter Cardio” (mainte- nance of central inverters) and 159 MWp of contracts for assets under management services (AuM) and 4 MW of batteries. Out of that, about 20% of capacities are not yet actively generating revenues as they are still undergoing construction or in the commissioning phase. For larger power plants this process can be prolonged and often depends on the DSO schedule. As a result, external revenues remained stable and amounted to EUR 1.255 million. Chart 3.2.1 O&M Contracts, in MWp Chart 3.2.2 O&M External Revenues (EUR 000s) Chart 3.2.3 O&M Contracts, Per Type, in % Chart 3.2.4 O&M Contracts – Geographical Split, in % 0 200 400 600 800 1,000 1,200 1,400 Q4 2024 Q4 2025 O&M Cardio Assets under Management BESS 1,203 889 +35% 1,279 1,255 0 500 1,000 1,500 Q4 2024 Q4 2025 O&M 82% AuM 13% Cardio 4% BESS 1% Czech Rep 10% Slovakia 2% Australia & New Zealand 2% Romania 7% Hungary 41% Poland 35% Other 3%
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 12/37 3.3 New Energy Division Q4 2025 was a very good quarter for capacity market revenues. The total revenues from DSR contracts increased to 4.185 mil- lion (up by 22% YoY) despite lower contracted capacities year- on-year. The increase in revenues was primarily driven by the secondary market transactions and supplementary auctions , with delivery schedule for H2 2025. The result of th e supplementary auctions was boosting both the revenues and profitability of these contracts. The weighted average price con- tracted for the entire year 2025, combining both the main auc- tion (MA), additional auctions (AA) and Supplementary Auctions (SA) amounted to 193 PLN/kW per year compared to 200 PLN/kW in Q3 2024 (47 EUR/kW) per year (-3.5% YoY). Chart 3.3.1 Realised Capacity Market Revenues (EUR 000s) Chart 3.3.2 Contracted Capacities MA and AA, in MW In Q4 2025 the total capacity of aggregated assets in the Virtual Power Plant (VPP) increased slightly to 472 MW compared to 462 MW in Q4 2024. Chart 3.3.3 Prices Contracted in MA and AA, Chart 3.3.4 Assets Aggregated in Virtual Power Plant, in PLN/kW Per Year in MW The second stream of revenues of the New Energy division is electricity offtake from renewable energy producers for trading on the day-ahead and intra-day energy markets, as well as sup- plying it to energy users. The Group actively trades electricity in Hungary, Poland and the Czech Republic. In Q 4 2025, the total volume of electricity traded across all markets reached 37 GWh, up by 51.6% YoY . During the same period, revenues from en- ergy trading rose to EUR 3.2 million, up by 4.5 % YoY due to a less supportive market environment in Poland and the Czech Republic. Lower wholesale electricity prices compared to the prior period weighed on reported revenues, reflecting overall market normalization rather than a deterioration in trading performance. Market volatility was uneven, with fewer sustained arbitrage opportunities in certain periods, which limited upside in short -term trading strategies. Balancing markets continued to pr ovide opportunities, supported by increasing renewable penetration, although regulatory and system changes affected margin dynamics. Overall, disciplined risk management and portfolio optimization allowed the Company to maintain stable margins in a challenging price environment. 5,676 2,788 0 1,000 2,000 3,000 4,000 5,000 6,000 Q4 2024 Q4 2025 0 100 200 300 400 500 Q4 2024 Q4 2025 Main Auctions Additional Auctions 389 282 - 100 200 300 400 500 Q1 2025 Q2 2025 Q3 2025 Q4 2025 Main Auction Additional Auction 79 190 312 282 0 100 200 300 400 500 Q4 2024 Q4 2025 Contracted Aggregated DSR asset Aggregated Generation Assets
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 13/37 Chart 3.3.5 Electricity Trading Revenues (EUR 000s) Chart 3.3.6 Electricity Trading Volume, in MWh 3.4 Engineering and EPC Contracts In the reporting period, the main streams of external revenues in the Engineering segment were related to EPC contracts for C&I clients mainly in Australia and New Zealand . In October Photon Energy completed, energised and commissioned the 20.8 MWp Pukenui Solar Farm in New Zealand . The Pukenui project proved particularly challenging due to its remote loca- tion and unforeseen technical complications in an early-stage PV market, which led to cost overruns, execution delays and contractual penalties that ultimately eroded project margins. This negatively impact the financial statements in Q3 and also in Q4 2025 although to lesser extent. Lower revenues in the reporting period reflect the transitional stage between the completion of Pukenui and before the next EPC project Hyperion accelerates in Q2 2026. The above trends, transitional period and delays in PV solutions resulted in the decline of external revenues to EUR 2.153 mil- lion, -65.3% YoY. For more details see Section 5. Chart 3.4.1 Engineering External Revenues, (EUR 000s) 3.5 Technology Trading In Q4 2025, the Group reported sales of 61.5 MW of PV technol- ogy, representing an improvement both year-on-year and quar- ter-on-quarter. The strongest volumes were recorded in PV module sales, reflecting healthy demand from ongoing EPC pro- jects across the CEE region. Demand was particularly strong in the Czech Republic and Ukraine, while other European markets remained broadly stable. Sales of inverters and battery storage systems declined during the quarter, primarily due to softer demand linked to the ab- sence of a clear subsidy framework in the Czech Republic. This underlines the continued sensitivity of storage demand to reg- ulatory and support mechanisms in key markets. As a result of these trends, external revenues reached EUR 5.5 million in Q4 2025, representing more than a two-fold increase year-on-year, supported by higher traded volumes and a favor- able product mix. The strong Q4 performance should be viewed against the back- drop of a broader PV market that, following a prolonged period of oversupply and price pressure, has begun to show signs of tightening supply and price stabilization. After sharp declines in module prices throughout 2023 –2024 driven by global manu- facturing overcapacity, the market entered a transition phase in late 2025, with inventory levels normalizing and procurement conditions becoming more balanced. In Q1 2026, we observed a sharp surge in demand for PV tech- nology, accompanied by a noticeable increase in prices. Market feedback indicates emerging shortages of selected products and brands, reflecting higher installation activity and more dis- ciplined pro duction levels among manufacturers. We are ac- tively addressing these constraints through close cooperation with our key suppliers. While procurement lead times for certain technology brands re- main tight, we currently do not anticipate major delivery disrup- tions in Q1 2026, and supply chain visibility remains manageable. 3,086 3,226 0 1,000 2,000 3,000 4,000 Q4 2024 Q4 2025 24,468 37,097 0 10,000 20,000 30,000 40,000 Q4 2024 Q4 2025 6,199 2,153 0 1,000 2,000 3,000 4,000 5,000 6,000 7,000 Q4 2024 Q4 2025
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 14/37 Chart 3.5.1 Technology Trading Volumes Chart 3.5.2 Technology Trading Revenues, (EUR 000s) 3.6 Photon Energy’s Project Pipeline Project development is an important activity in Photon Energy’s business model of covering the entire value chain of PV power plants. The ownership of project rights provides us with a high level of control and allows locking in EPC (one -off) and O&M (long-term) services. As a result, project development continues to be a key driver for our future growth. Our experience in pro- ject development and financing in various markets and jurisdic- tions is an important competitive advantage and mitigates the inherent risks related to project development. Table 3.6.1 Projects Under Development Country 1. Feasibility1 2. Early development 3. Advanced development 4. Ready-to-build technical 5. Under construction Total in MWp Romania 8.4 58.5 58.3 39.8 - 165.0 Poland 125.22 17.2 - - - 142.4 Hungary - - - - - 0 Australia - - - - - 0 South Africa - 262.0 - - - 262.0 Total in MWp 136.6 337.7 58.3 39.8 - 569.5 1 Development phases are described in the glossary available at the end of this chapter. Photon Energy refers to the installed DC capacity of projects expressed in Megawatt peak (MWp) in its reporting, which might fluctuate over the project development proce ss. 2 Batteries storage projects are presented with reference to AC capacity Chart 3.6.1 Project Pipeline, in MWp DC 0.0 10.0 20.0 30.0 40.0 50.0 60.0 Batteries, MWh Modules, MW Inverters, MW Q4 2024 Q4 2025 5,232 5,490 0 1,000 2,000 3,000 4,000 5,000 6,000 Q4 2024 Q4 2025 - 200 400 600 800 1,000 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 Australia Hungary Romania Poland South Africa 590 MWp 1,024 MWp
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 15/37 There were no major changes in Q4 2025 in the Group’s devel- opment pipeline. In December, Photon Energy N.V. finalized the sale of the 20.4 MWp Domanowo project. The closing took place after all contractual conditions were met, including the project’s attainment of full ready -to-build (RTB) status. The transaction was concluded at the market value, in -line with comparable renewable-energy asset valuations in Poland. This divestment is fully aligned with Photon Energy Group’s strategic priority to optimize its asset base and monetize the development pipeline, which is not strategic from the Group’s perspective. The successful sale of the Domanowo project reflects the strong quality and bankability of our project pipeline. Glossary of terms Definitions Development phase 1: “Feasibility” LOI or MOU signed, location scouted and analysed, working on land lease/purchase, environmental assessment and application for grid connection. Development phase 2: “Early development” Signing of land option, lease or purchase agreement, Environmental assessment (environmental impact studies “EIS” for Australia), preliminary design. Specific to Europe: Application for Grid capacity, start work on permitting aspects (construction, connection line, etc.). Specific to Australia: community consultation, technical studies. Development phase 3: “Advanced development” In Europe: Finishing work on construction permitting, Receiving of MGT (HU)/ATR (ROM) Letter, finishing work on per- mitting for connection line, etc. In Australia: Site footprint and layout finalised, Environmental Impact Statement and development application lodged. Grid connection studies and design submitted. Development phase 4: “Ready-to-build technical” In Europe: Project is technical ready to build, we work on offtake model (if not FIT or auction), securing financing (inter- nal/external). In Australia: Development application approved, offer to connect to grid received and detailed design commenced. Financing and off-take models/arrangements (internal/external) under negotiation. Development phase 5: “Under construction” Procurement of components, site construction until the connection to the grid. Additionally, for Australian projects, signature of Financing and off -take agreements, reception of Construction certifi- cate, conclusion of connection agreement, EPC agreement, Grid connection works agreements. DC and AC capacity Electricity grids run on alternating current (AC). Solar modules produce direct current (DC), which is transformed into AC by inverters. Heat, cable lines, inverters and transformers lead to energy losses in the system between the solar modules and the gri d connection point. Cumulatively system losses typically add up to 15 -20%. Therefore, for a given grid connection capacity a larger module capacity (expressed in Watt peak – Wp) can be installed without exceeding the grid connection limit. At times of extr emely high production, inverters can reduce the volume of electricity so that the plant stays within the grid connection limits.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 16/37 Table 3.6.2 Progress on Projects Ready-to-Build Stage 4 Country Location Dev. phase Equity share MWp DC Commercial Model Land Grid connection Construction permit Expected SoC1 Update on the project Romania Tamadu Mare-1 4 100% 4.5 Merchant/PPA Secured Secured Secured TBC Grid reinforcement works have been completed. Grid connection works are being scheduled Romania Tamadu Mare-2 4 100% 6.2 Merchant/PPA Secured Secured Secured TBC Grid reinforcement works have been completed. Grid connection works are being scheduled Romania Sannicolau Mare 4 100% 7.4 Merchant/PPA Secured Secured Secured TBC Grid reinforcement works have been completed. Grid connection works are being scheduled Romania Guilvaz 4 100% 6.1 Merchant/PPA Secured Secured Secured TBC Project procurement in planning Romania Faget 4 4 100% 6.1 Merchant/PPA Secured Secured Secured TBC Project procurement in planning Romania Faget 5 4 100% 6.2 Merchant/PPA Secured Secured Secured TBC Project procurement in planning Romania Vadu Izei 4 100% 3.4 Merchant/PPA Secured Secured Secured TBC Project procurement in planning TOTAL 39.8 1 SoC stands for expected start of construction date. Table 3.6.3 Progress on Projects Under Construction Country Location Dev. phase Equity share MWp DC Commercial Model Construction progress TOTAL - - - - - - Procurement Site Preparations Substructures Technology Installed Connection Works Commissioning
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 17/37 4. Enterprise Value, Share and Bond Price Performance Main Market of the Warsaw Stock Exchange The Company’s shares are listed on the regulated market of the Warsaw Stock Exchange (WSE) since 5 January 2021. On 31 De- cember 2025 the Company’s shares (ISIN NL0010391108) closed at a price of PLN 1.90 (-55.6% YTD). The total trading volume in Q4 2025 amounted to 1,671,122 shares while the to- tal trading volume during the last 12M amounted to 4,071,128 shares. Chart 4.1 Total Monthly Volumes and Daily Closing Share Price (ISIN NL0010391108) Chart 4.2 Enterprise Value vs. Trailing 12 Months (TTM) EBITDA (in Millions EUR) Notes: EV – Enterprise value is calculated as the market capitalisation as of the end of the reporting month, plus net debt, defined as Interest -bearing liabilities (adjusted with the market value of Green Bond ISIN: DE000A3KWKY4 as of 30 September 2025) minus liquid assets. The trailing 12-month EBITDA is the sum of EBITDA reported in the last four quarterly reports including this reporting period. Chart 4.3 Enterprise Value / Trailing 12 Months EBITDA and Price to Book Ratio Price/book ratio – is calculated by dividing the closing price of the stock as of the end of the reporting period by the book value per share reported in the last quarterly report. EV/EBITDA ratio – is calculated by dividing the Enterprise Value by the Trail- ing 12 months (TTM) EBITDA. Main Market of the Prague Stock Exchange The Company’s shares are listed on the regulated market of the Prague Stock Exchange (PSE) as of 5 January 2021. On 31 December 2025 the share price (ISIN NL0010391108) closed at a level of CZK 10.42 (-56.0% YTD). The total trading vol- ume in Q4 2025 amounted to 1,334,725 shares. Total trading volumes during the last 12M amounted to 6,561,341 shares. 0.00 0.10 0.20 0.30 0.40 0.50 0.60 0.70 0.80 0.90 0.00 3.00 6.00 Dec-24 Jan-25 Feb-25 Mar-25 Apr-25 May-25 Jun-25 Jul-25 Aug-25 Sep-25 Millions Total monthly volumes - right axis Closing share price (PLN) - left axis € 7.82 € 5.08 0 1 2 3 4 5 6 7 8 9 10 0 50 100 150 200 250 300 350 TTM EBITDA in Eur Million EV in Eur Million 22.3x 25.4x 1.0x 0.5x 0 x 0.5x 1.0x 1.5x 2.0x 2.5x 3.0x 0.0 x 5.0x 10.0x 15.0x 20.0x 25.0x 30.0x 35.0x Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 EV/EBITDA trailing Price/book ratio
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 18/37 Quotation Board of the Frankfurt Stock Exchange The Company’s shares are traded on the Quotation Board of the Frankfurt Stock Exchange since 11 January 2021. Addition- ally, the Company’s shares are traded on the Free Market (Freiv- erkehr) of the Munich Stock Exchange since 28 July 2020, Free Market (Freiverkehr) of the Berlin Stock Exchange since 13 Jan- uary 2021 and on the Free Market (Freiverkehr) of the Stuttgart Stock Exchange since 14 January 2021. On 31 December 2025, the share price (FSX: A1T9KW) closed at a level of EUR 0. 392 (-57.2% YTD). The total trading volume in Q4 2025 amounted to 27,097 shares, while the total trading vol- ume for the last 12M amounted to 74,624 shares. XETRA Trading Platform (German Stock Exchange) The Company’s shares have been listed on the electronic trad- ing platform XETRA (provided by the German Stock Exchange) since 7 December 2022. On 31 December 2025, the share price (FSX: A1T9KW) closed at a level of EUR 0.420 (-53.8% YTD). The total trading volume in Q4 2025 amounted to 132,746 shares and the total trading vol- umes for the last 12M amounted to 329,032 shares. Outstanding Bonds As of the reporting date the Company has one outstanding bond (Green EUR Bond 2021/2027 ) with an annual coupon of 6.50% and quarterly payments. The Green EUR Bond (ISIN: DE000A3KWKY4) received a Second Party Opinion with regards to its sustainability by imug | rating, and can be traded on the Open Market of the Frankfurt Stock Exchange. The net proceeds of this Green EUR Bond are being invested in accordance with the Company’s Green Finance Framework, published on the Company’s website. The total outstanding amount of the Green EUR Bond as of the reporting date was EUR 78.9 million. Green EUR Bond 2021/27 Trading Performance In Q4 2025, the overall trading volume of Green EUR Bond amounted to EUR 0.950 million in nominal terms, with an open- ing price of 43.00 and a closing price of 26.50. The total 12M trading volume in nominal terms amounted to EUR 3.020 million. Chart 4.4 Total Monthly Volumes vs. Daily Closing Green EUR Bond Prices 0.00 0.10 0.20 0.30 0.40 0.50 0.60 0.70 0.80 0.90 0.0 20.0 40.0 60.0 80.0 100.0 Dec-24 Jan-25 Feb-25 Mar-25 Apr-25 May-25 Jun-25 Jul-25 Aug-25 Sep-25 Oct-25 Nov-25 Dec-25 Millions Total nominal value (EUR) - right axis Closing price (%) - left axis
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 19/37 5. Comments to Consolidated Financial Statements for Q4 2025 Profit and Loss Statement Consolidated revenues reached EUR 18.115 million in Q4 2025, marking a 29.7% year -on-year (YoY) decline. Revenues from electricity generation totalled EUR 2.849 million, down by 15.5% YoY, following weaker electricity generation which came at 16.1 GWh compared to 21 GWh in compared period last year (-23.6% YoY). This decline was partially offset by higher average realised revenues which increased from EUR 136 / MWh in Q4 2024 to EUR 1 82/MWh in the reporting period . This strong rebound (+34.0% YoY), was insufficient to compensate for the weaker volumes as it was visible primarily in the merchant portfolio which has a smaller weight in the overall revenue mix. Other revenues decreased to EUR 1 5.266 million, down by 31.9% YoY. The most significant contraction was recorded in the engineering business and New Energy division. Engineering rev- enues declined to EUR 2.153 million (-65.3% YoY) as the transi- tion phase between two utility scale projects. New Energy division reported lower revenues of EUR 5.968 million (-37.1% YoY) on the back of lower capacity volumes and prices which translated into revenues of EUR 2.788 million, down by 50.9% YoY. Origination and Trading business performed well with rev- enues of EUR 3.226 million (+4.5% YoY) despite less supportive market environment in Poland and the Czech Republic. Trading energy volumes were sound (+51.5% YoY) but lower wholesale electricity prices compared to the prior period weighed on reported revenues. Technology trading reported an increase of revenues to EUR 5.490 million (+4.9% YoY). Although the total volume of sales increased the product mix has changed with growing share of lower margin products . A small decline was recorded in the O&M segment, with revenues of EUR 1. 255 million (-1.9%) as the Q4 2024 base was inflated by one -off re- pair works. On the cost side, expenses for raw materials and consumables decreased to EUR 7.886 million (-39.5% YoY), outpacing the de- cline in revenues. Personnel expenses amounted to EUR 4.234 million (-11.5% YoY) as a result of lower headcount. Other oper- ating expenses amounted to EUR 9.460 million, up by 1.7% YoY, but included a EUR 3.2 million provision for the dispute with PSE in Poland. Without that provision, other expenses would decline by 32.7% YoY, as a result of cost cutting initiatives and strict budget control which enabled to lower some of the consulting, legal, accounting and travelling expenses. The above changes resulted in EBITDA of EUR -3.454 million compared to EUR -2.036 million in Q4 2024. Depreciation declined to EUR 1.532 million (-27.0% YoY). The de- cline of depreciation is related to the sale of Australian assets. Financial expenses amounted to EUR 2.643 million in Q4 2025, representing a 8.4% YoY decline, related to lower outstanding debt financing. The Group recorded a net loss of EUR 7.827 million in Q4 2025 compared to a net loss of EUR 6.128 million in Q4 2024. Other comprehensive income was positive and amounted to EUR 5.058 million as a result of a positive revaluation of PPE and other investments in the amount of EUR 6.539 million. The re- sult of foreign currency translation difference and derivative in- struments was negative and amounted to EUR -1.481 million. The total comprehensive income came at EUR -2.769 million compared to EUR -4.231 million in Q4 2024. Table 5.1 Summary of Selected Positions from Profit and Loss Statement for the Reporting Period Category (in thousands of EUR) Q4 2025 Q4 2024 YoY (%) FY2025 FY2024 YoY (%) Total revenues 18,115 25,775 -29.7% 90,141 89,917 0.2% Revenues from electricity generation 2,849 3,373 -15.5% 22,966 24,705 -7.0% Other revenues 15,266 22,402 -31.9% 67,175 65,212 3.0% EBITDA -3,454 -2,036 NA 5,079 7,821 -35.1% EBIT -4,915 -3,980 NA -6,563 -2,753 NA Profit/loss from continuing operations -7,827 -6,128 NA -17,451 -13,196 NA Total comprehensive income -2,769 -4,231 NA -7,776 -9,432 NA Summary of key business data Electricity production, in thousands MWh 16,104 21,076 -23.6% 139,747 162,830 -14.2% Average realized prices, in EUR/MWh 182 136 34.0% 171 155 10.3%
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 20/37 Chart 5.1 Revenues, EBITDA and EBITDA Margin, by Quarters During Q4 2024 – Q4 2025 Business Segments Analysis in Q4 2025 The consolidated revenues of EUR 18.115 million were driven by four main Group activities: New Energy (3 3%), Technology Trading (30%), Investments (15%), and Engineering (12%). The remaining two segments which had smaller participation in consolidated revenues include O&M (7%) and Other (3%), the latter representing mainly revenues related to water and reme- diation business. In terms of profitability, positive contributors to EBITDA in Q4 2025 were segment Investments (electricity generation) in the amount of EUR 2.437 million compared to EUR 2.679 million in Q4 2024. Engineering contribution to EBITDA was EUR 0.560 million compared to EUR -0.195 million a year earlier. Technol- ogy trading EBITDA was positive in the amount of EUR 0.403 mil- lion compared to a negative result of EUR -0.593 million a year earlier. O&M segment reported external EBITDA of EUR -0.280 million but still improving YoY (EUR -0.647 million in Q4 2024) and if we include also internal business (O&M of the proprietary portfolio) then EBITDA was slightly positive of EUR 0.070 million. The biggest deterioration in EBITDA in Q4 was recorded in t he New Energy division which posted external EBITDA of EUR -2.515 million compared of a positive EBITDA of EUR 1.109 mil- lion in Q4 2024, on the back of a negative provision of EUR 3.2 million booked into other expenses in Q4 2025 in relation to dispute with the Polish TSO. For more details please see section 2.5 Summary of Events Material for the Group’s Operations Af- ter the Reporting Period. Finally, in the Other segment, which includes revenue arising from the Water and Remediation business and balance of cor- porate overheads, EBITDA amounted to EUR -4.059 million compared to EUR -4.388 million a year earlier. An analysis of external EBITDA has been prepared, considering only directly allocated costs of entities included in each seg- ment. The external EBITDA does not include allocations of cer- tain inter -Group costs, which are still presented in the Other segment. Chart 5.4 External Revenue Mix, Q4 2025 Chart 5.5 External EBITDA per Business Segment, Q4 2025 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 Revenues 25,775 22,049 25,707 24,270 18,115 EBITDA -2,036 1,206 2,839 4,488 -3,454 EBITDA margin -8% 5% 11% 18% -19% -8% 5% 11% 18% -19% -20.0 -10.0 0.0 10.0 20.0 30.0 40.0 50.0 -20% -10% 0% 10% 20% 30% 40% 50% EUR Million Engineering 12% New Energy 33% Technology 30% Investment 15% O&M 7% Other 3% 0.56 -2.52 2.44 0.40 -0.28 -4.06 -6.0 -4.0 -2.0 0.0 2.0 4.0Milions
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 21/37 Balance Sheet At the end of the reporting period, total non -current assets amounted to EUR 223.813 million compared to EUR 2 16.890 million at the end of 202 4. The increase of EUR 6.923 million was primarily driven by the increase of property, plant and equipment related to the commissioning of 5.1 MWp of new as- sets and the revaluation of land portfolio as described below. During the year ended 31 December 2025, the Company elected to change its accounting policy for land from the cost model to the revaluation model in accordance with applicable financial reporting standards. Under the revaluation model, land is measured at fair value, based on periodic valuations, less any impairment losses (if applicable). This change was made to ensure that the carrying amount of land more accurately reflects its current market value. Manage- ment believes that measuring land at fair value enhances the relevance and reliability of the Company’s financial statements by providing users with more transparent and up-to-date infor- mation about the Company’s asset base and financial position. The revaluation for Czech portfolio was performed by an inde- pendent, qualified external valuer using market -based evi- dence and observable inputs where available. The resulting revaluation surplus has been recognized in other comprehen- sive income and accumulated in equity under a revaluation re- serve, except to the extent that it reverses a previous revaluation decrease recognized in profit or loss, in accordance with the relevant accounting standards. The revaluation models for Hungary, Romania and Slovakia are still in progress and will be part of audited consolidated financial statements. The Company will continue to assess the fair value of land with sufficient regularity to ensure that the carrying amount does not differ materially from fair value at each reporting date. Current assets declined to EUR 47.116 million compared to EUR 55.946 million at YE 2024. The main changes include reduction in inventories by EUR 2.451 million, reduction in Assets held for sale by EUR 2.050 million related to the sale of projects from development pipeline and reduction in cash and liquid assets by EUR 3.794 million. At the same time increasing trade receiv- ables were offset by declining other trade receivables so the net impact was closer to zero. Non-current liabilities increased to EUR 169.667 million, by EUR 2.006 compared to EUR 1 67.661 million at YE 2024. This in- crease was driven primarily by a reclassification of EUR 5.0 mil- lion EBRD loan, back to long-term liabilities and an increase of deferred tax liabilities (up by EYR 1.604 million). Current liabilities amounted to EUR 48.891 million and in- creased by EUR 3.781 million compared to YE 202 4 balance of EUR 45.110 million. This increase is a result of higher trade and other payables by EUR 7.435 million compensated partially by the reclassification of EBRD loan. Chart 5.2 Net Current Assets Chart 5.3 Breakdown of Liabilities and Equity (%) Changes in Equity Equity amounted to EUR 52.371 million and has declined by EUR 7.693 million compared to the level of EUR 60.065 million rec- orded at YE 2024 due to the n egative result booked in the pe- riod. The adjusted equity ratio (defined as total equity divided by to- tal capital, being the sum of interest -bearing debt and equity) stood at 23.5% compared to 25.6% at the end of 2024. The bond covenant which requires this ratio to remain above 25% is as- sessed at year-end, following the completion of the audited ac- counts. The adjusted equity ratio calculation allows a carve out i n the event of a shortfall in the ratio resulting from regulatory changes (Section 7, article 3 (g) of the Terms and Conditions of the Green Bond prospectus refers). As described in our Q4 2024 report, the effect of changes in the Hungarian KAT feed in tariff (FiT) applicable from 1 January 2025 has reduced the valuation of that part of our PV portfolio de- pendent on KAT FiT. Additionally, an impact of the regulatory changes in Romania, which resulted in a loss of earnings was included in the reporting period. If the carve out was applied, the adjusted equity ratio at 31 December 2025 would be 25.1%. Cash Flow The Group posted a positive operating cash flow of EUR 6.232 million compared to EUR 0.803 million in comparable period last year. The operating cash flow, despite negative result was supported by an increase in working payables , FX translation differences and other non-cash items. Investment cash flow amounted to EUR -1.646 million and was related to the sale projects from the development pipeline. 1.1 1.3 1.1 1.1 0.9 0.0 2.0 -4 0 4 8 12 16 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 EUR Million Net current assets Quick Ratio 0% 20% 40% 60% 80% 100% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 ST liabilities LT liabilities Equity
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 22/37 Financing cash flow amounted to EUR -5.120 million as a result of interest expense payments and repayment of borrowings. 6. General Information About the Issuer The table below presents general information about Photon Energy NV, hereinafter referred to as the “PENV”, “Issuer”, “the Gr oup” and/or the “Company”. Company name: Photon Energy N.V. Registered office: Barbara Strozzilaan 201, 1083 HN, Amsterdam, the Netherlands Registration: Dutch Chamber of Commerce (Kamer van Koophandel) Company number: 51447126 Tax-ID: NL850020827B01 Ticker: PEN Web: www.photonenergy.com 7. Share Capital of the Issuer The Company’s share capital is EUR 612,385.21 divided into 61,238,521 shares with a nominal value of EUR 0.01 each. The share capital is fully paid-up. Share capital on 31 December 2025 Series / issue Type of shares Type of preference Limitation of right to shares Number of shares Nominal value of series/issue (EUR) A bearer - - 61,238,521 612,385.21 Total number of shares 61,238,521 Total share capital 612,385.21 Nominal value per share = EUR 0.01 In the reporting period there were no changes to the share capital. 8. Shareholder Structure On 31 December 2025, based on public filings with the AFM, Netherlands, the shareholder structure was as follows: Shareholdings as the reporting date No. of shares % of capital No. of votes at Shareholders Meeting % of votes at Shareholders Meeting Solar Future Cooperatief U.A. 20,101,841 32.83% 20,101,841 33.35% Solar Power to the People Cooperatief U.A. 19,694,640 32.16% 19,694,640 32.68% Solar Age Investments B.V. 1,646,234 2.69% 1,646,234 2.73% Photon Energy N.V. 970,431 1.58% 0 0.00% Free float 18,825,375 30.74% 18,825,375 31.24% Total 61,238,521 100.00% 60,268,090 100.00% On January 14, 2026, Mr. Georg Hotar, the majority shareholder and Director of the Company, in the period between 7 and 12 January 2026 sold in total 14,500 Company’s share, representing 0.024 % of the Company’s share capital. The volume weighted average price (VWAP) amounted to PLN 1.87 per share. On January 22, 2026 the Company has transferred 134,147 shares to its employees, as a part of the Employee Share Purchase Pro- gramme (ESPP). For more info on the ESPP please check section 11.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 23/37 9. Statutory Bodies of the Issuer Board of directors on 31 December 2025 The Board of Directors is responsible for the day-to-day operations of the Company. The Company’s Board of Directors has the follow- ing members Name and surname Position Date of Appointment Term Georg Hotar Director (Bestuurder) 14 June 2024* 2028 *Mr Hotar has been one of the Company’s founders and original managing directors since 9 December 2010 . Mr Hotar was reappointed by the Annual General Meeting of shareholders on 14 June 2024, for another 4 -year term. Until 4th September, 2025, Mr. David Forth had been a member of the Board of Directors and the Chief Financial Officer. He resigned from both roles for personal reasons effective 4th September 2025 r esulting in Mr. Hotar being presently the sole member of the Board of Directo rs. The role of CFO has been taken over by Mr. Stanislav Zeman. Supervisory Board The supervisory body of the Company is the Supervisory Board comprising the supervisory directors. The Supervisory Board provides guidance to and oversight of the management board on the general course of affairs of the Company. The Supervisory Board members also serve as an audit committee. The Issuer’s Supervisory Board has the following members: Name and surname Position Date of Appointment Term Marek Skreta Chairman of the Supervisory Board 14 June 2024* 2028 Boguslawa Skowronski Supervisory Board Member 14 June 2024* 2028 Ariel Sergio Davidoff Chairman of the Audit Committee 31 May 2022 2026 *Mr Skreta and Mrs. Skowronski have been the Company’s Supervisory Board since 4 December 2020 and reappointed for another fou r-year term by the Annual General Meeting of shareholders on 14 June 2024. There were no changes on the Supervisory Board in the reporting period.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 24/37 10. Description of the Issuer’s Business Delivering the fundamentals of life At Photon Energy Group, we are dedicated to ensuring that eve- ryone has access to clean, affordable energy and water. We de- ploy technology to provide these fundamentals and help build a thriving, sustainable world. We take a holistic approach to our work, within our companies and as a group, offering solutions that can be delivered sepa- rately or as an integrated package. This allows us to meet the complete needs of our customers and takes us closer to a world where energy and water – the fundamentals of life – are clean, safe and accessible to all. Photon Energy N.V., the holding company for Photon Energy Group, is listed on the Warsaw, Prague and Frankfurt Stock Ex- changes. We are headquartered in Amsterdam, with offices in Australia and across Europe. Photon Energy provides comprehensive renewable energy so- lutions to help everyone benefit from the green transition. Our solutions range from the development, construction and oper- ation of solar power systems to localised energy trading and flexibility prog rams. We are also an independent power pro- ducer with a growing portfolio of solar PV power plants. Photon Water provides clean water solutions for all environ- ments, from treatment and remediation services to the man- agement of wells and other water resources. We also work closely with leading academic institutions and participate in governmental research programmes to develop cutting -edge water treatment and management solutions. Utility-scale Solar Power Our comprehensive solutions cover the full lifecycle of PV installations, from project development to EPC. On-site Solar Power and Energy Storage We design, build and manage PV power and energy storage systems for rooftops and other property. O&M for Photovoltaics We provide a full range of operations and maintenance solutions for solar PV systems. Wholesale Photovoltaic Components Through our dedicated eShop, we supply world- class technology to PV installers across Europe. Energy Offtake and Supply As a licenced energy trader in six countries, we purchase and supply energy from renewable sources including solar, wind and biogas. Energy Flexibility We offer localised Capacity Market programs and other flexibility solutions to help optimise energy use and support grid stability. Lake Management We help our customers make the best, most efficient use of their water resources, such as lakes, ponds and industrial water bodies. Remediation We offer a range of remediation services to eliminate PFAS and other contaminants from water and soil. Wells and Resources We provide complete services for wells and water resources, from design to maintenance. Water Treatment and Recycling We design and implement industrial and municipal water treatment plants and water recycling systems.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 25/37 Country-specific references As of 31 December 2025, Photon Energy is active in nine coun- tries across three continents (headquartered in Amsterdam), with a track record of building more than 211 MWp of grid - connected PV plants across five countries, a proprietary portfo- lio of 134.7 MWp of PV plants and more than 1 .2 GWp of PV power plants under O&M management across two continents. 11. Employees As of 31 December 2025, Photon Energy Group had 280 em- ployees compared to 335 employees in the comparable period last year, translating into 270.5 full-time-equivalent (FTE), com- pared to 324.3 FTE as of the end of 2024. Chart 11.1 Total Number of Employees and FTE Employees Full-time equivalent (FTE) is a unit that indicates the workload of a person in a way that makes workloads comparable across various contexts. An FTE of 1.0 means that the person is equivalent to a full -time employee, while an FTE of 0.5 signals that the employee is only half-time. Employee Share Purchase Programme The management of the Company recognises the significant contribution of the team members to the future development of the Group. Therefore, it operates an Employee Share Pur- chase Programme as a part of its motivation system. Under the terms of the program me, the Group periodically purchases shares for participating employees equal to 10% of their gross compensation net of taxes. Participants of the Employee Share Purchase Programme have the right to dispose their shares, af- ter three years of holding the shares. During the reporting period, the Company transferred in total 99,466 shares to its employees eligible for the share bonus in line with the Employee Share Purchase Programme. 324.3 325.6 307.1 304.9 270.5 335 337 318 316 280 0 50 100 150 200 250 300 350 400 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 FTE No of employees
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 26/37 12. Group Structure The following table presents the Group’s structure (subsidiaries and joint ventures) and the holding company's stake in the entities comprising the Group as of 31 December 2025. Name % of share capital held by the holding company Country of registra- tion Consolid. method Legal Owner 1 Photon Energy N.V. (PENV) Holding NL Full Cons. - 2 Photon Energy Operations NL B.V. (former Photon Directors B.V.) 100% NL Full Cons. PEONV 3 Photon Energy Engineering B.V. (PEEBV) 100% NL Full Cons. PENV 4 Photon Energy Operations N.V. (PEONV) 100% NL Full Cons. PENV 5 Photon Remediation Technology N.V. 100% NL Full Cons. PENV 6 Photon Energy Australia Pty Ltd. 100% AU Full Cons. PENV 7 Photon Energy AUS SPV 1 Pty. Ltd. 100% AU Full Cons. PENV 8 Photon Energy AUS SPV 4 Pty. Ltd. 100% AU Full Cons. PENV 9 Photon Energy Operations Australia Pty.Ltd. 100% AU Full Cons. PEONV 10 Photon Energy Engineering Australia Pty Ltd 100% AU Full Cons. PEEBV 11 Photon Remediation Technology Australia Pty Ltd. 100% AU Full Cons. PRTNV 12 Photon Energy SGA Pty. Ltd. 100% AU Full Cons. PENV 13 Photon Water Australia Pty. Ltd. 100% AU Full Cons. PENV 14 RayGen Resources Pty. Ltd. 7.60% AU Equity PENV 15 Photon New Energy Pty. Ltd. 100% AU Full Cons. PENV 16 Photon Energy AUS SPV 14 Pty Ltd 100% AU Full Cons. PENV 17 Global Investment Protection AG 100% CH Full Cons. PENV 18 Photon Energy Investments AG (PEIAG) 100% CH Full Cons. PENV 19 KORADOL AG (KOAG) 100% CH Full Cons. PENV 20 Photon Energy Solutions A.G. 100% CH Full Cons. PENV 21 Photon Property AG, 100% CH Full Cons. PENV 22 Photon Energy Corporate Services CZ s.r.o. 100% CZ Full Cons. PENV 23 Photon Energy Solutions CZ a.s.(former Photon Energy Solutions CZ s.r.o.) 100% CZ Full Cons. KOAG 24 Photon SPV 11 s.r.o. 100% CZ Full Cons. KOAG 25 Photon Energy Operations CZ s.r.o. (PEOCZ) 100% CZ Full Cons. PEONV 26 Photon Energy Control s.r.o. 100% CZ Full Cons. PEOCZ 27 Photon Energy Technology CEE s.r.o. 100% CZ Full Cons. PEEBV 28 Photon Water Technology s.r.o. 65% CZ Full Cons. PENV 29 Photon Remediation Technology Europe s.r.o. (former Charles Bridge s.r.o.) 100% CZ Full Cons. PENV 30 Photon Energy Engineering s.r.o. (former Photon Energy Solutions s.r.o. ) (PEECZ) 100% CZ Full Cons. PENV 31 Photon Energy Projects s.r.o. (PEP) 100% CZ Full Cons. PENV 32 Photon Energy Cardio s.r.o. 100% CZ Full Cons. PEOCZ 33 Photon Maintenance s.r.o. (former The Special One s.r.o.) 100% CZ Full Cons. PENV 34 Exit 90 SPV s.r.o. 100% CZ Full Cons. KOAG 35 Onyx Energy s. r. o. 100% CZ Full Cons. KOAG 36 Onyx Energy projekt II s.r.o. 100% CZ Full Cons. KOAG 37 Photon SPV 3 s.r.o. 100% CZ Full Cons. KOAG 38 Photon SPV 4 s.r.o. 100% CZ Full Cons. KOAG 39 Photon SPV 6 s.r.o. 100% CZ Full Cons. KOAG 40 Photon SPV 8 s.r.o. 100% CZ Full Cons. KOAG 41 Photon SPV 10 s.r.o. 100% CZ Full Cons. KOAG 42 Kaliopé Property, s.r.o. 100% CZ Full Cons. KOAG 43 PESPV 1 s.r.o. 100% CZ Full Cons. PESCZ 44 PESPV 2 s.r.o. 100% CZ Full Cons. PESCZ 45 Photon Energy Solutions s.r.o. 100% CZ Full Cons. PESCZ 46 Photon Energy Technology EU GmbH 100% DE Full Cons. PENV 47 Photon Energy Corporate Services DE GmbH 100% DE Full Cons. PENV 48 EcoPlan 2 s.r.o. 100% SK Full Cons. PENV 49 EcoPlan 3 s.r.o. 100% SK Full Cons. PENV 50 Fotonika s.r.o. 100% SK Full Cons. PENV 51 Photon SK SPV 1 s.r.o. 50% SK Equity PENV 52 Photon SK SPV 2 s.r.o. 100% SK Full Cons. PENV 53 Photon SK SPV 3 s.r.o. 100% SK Full Cons. PENV 54 Solarpark Myjava s.r.o. 50% SK Equity PENV 55 Solarpark Polianka s.r.o. 50% SK Equity PENV 56 SUN4ENERGY ZVB s.r.o. 100% SK Full Cons. PENV
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 27/37 Name % of share capital held by the holding company Country of registra- tion Consolid. method Legal Owner 57 SUN4ENERGY ZVC s.r.o. 100% SK Full Cons. PENV 58 ATS Energy, s.r.o. 100% SK Full Cons. PENV 59 Photon Energy Operations SK s.r.o. 100% SK Full Cons. PEONV 60 Photon Energy HU SPV 1 Kft. b.a 100% HU Full Cons. PEIAG 61 Fertod Napenergia-Termelo Kft. 100% HU Full Cons. PEIAG 62 Photon Energy Operations HU Kft. 100% HU Full Cons. PEONV 63 Photon Energy Engineering HU Kft. 100% HU Full Cons. PENV 64 Future Solar Energy Kft 100% HU Full Cons. PEIAG 65 Montagem Befektetési Kft. 100% HU Full Cons. PEIAG 66 Solarkit Befektetesi Kft. 100% HU Full Cons. PEIAG 67 Energy499 Invest Kft. 100% HU Full Cons. PEIAG 68 SunCollector Kft. 100% HU Full Cons. PEIAG 69 Green-symbol Invest Kft. 100% HU Full Cons. PEIAG 70 Ekopanel Befektetési és Szolgaltató Kft. 100% HU Full Cons. PEIAG 71 Onyx-sun Kft. 100% HU Full Cons. PEIAG 72 Tataimmo Kft 100% HU Full Cons. PEIAG 73 Öreghal Kft. 100% HU Full Cons. PEIAG 74 European Sport Contact Kft. 100% HU Full Cons. PEIAG 75 ALFEMO Alpha Kft. 100% HU Full Cons. PEIAG 76 ALFEMO Beta Kft. 100% HU Full Cons. PEIAG 77 ALFEMO Gamma Kft. 100% HU Full Cons. PEIAG 78 Archway Solar Kft. 100% HU Full Cons. PENV 79 Blackhorse Solar Kft. 100% HU Full Cons. PEIAG 80 Camden Solar Kft 100% HU Full Cons. PEIAG 81 Ráció Master Oktatási 100% HU Full Cons. PEIAG 82 Aligoté Kereskedelmi és Szolgáltató Kft. 100% HU Full Cons. PEIAG 83 MEDIÁTOR PV Plant Kft. 100% HU Full Cons. PEIAG 84 PROMA Mátra PV Plant Kft. 100% HU Full Cons. PEIAG 85 Optisolar Kft. 100% HU Full Cons. PEIAG 86 Ladány Solar Alpha Kft. 100% HU Full Cons. PEIAG 87 Ladány Solar Beta Kft. 100% HU Full Cons. PEIAG 88 Ladány Solar Gamma Kft. 100% HU Full Cons. PEIAG 89 Ladány Solar Delta Kft. 100% HU Full Cons. PEIAG 90 ÉGÉSPART Energiatermelő és Szolgáltató Kft 100% HU Full Cons. PEIAG 91 ZEMPLÉNIMPEX Kereskedelmi és Szolgáltató Kf 100% HU Full Cons. PEIAG 92 ZUGGÓ-DŰLŐ Energiatermelő és Szolgáltató Kft 100% HU Full Cons. PEIAG 93 Ventiterra Kft. 100% HU Full Cons. PEIAG 94 VENTITERRA ALFA Kft. 100% HU Full Cons. PEIAG 95 VENTITERRA BETA Kft. 100% HU Full Cons. PEIAG 96 Hendon Solar Kft. 100% HU Full Cons. PEIAG 97 Mayfair Solar Kft. 100% HU Full Cons. PEIAG 98 Holborn Solar Kft. 100% HU Full Cons. PEIAG 99 Photon Energy Trading CEE Kft. (former Lerta Energy HU Kft.) 100% HU Full cons. Lerta S.A. 100 Photon Energy Solutions HU Kft. (former LERTA Magyarország Kft.) 100% HU Full cons. Lerta S.A. 101 Photon New Energy Alfa Kft. 100% HU Full cons. PESAG 102 Photon New Energy Beta Kft. 100% HU Full cons. PESAG 103 Photon New Energy Gamma Kft. 100% HU Full cons. PESAG 104 Dartford Solar Kft. 100% HU Full cons. PEIAG 105 Rochester Solar Kft. 100% HU Full cons. PEIAG 106 Newhamp Solar Kft. 100% HU Full cons. PEIAG 107 Brixton Solar Kft. 100% HU Full cons. PEIAG 108 Photon Energy Project Development XXK (PEPD) 99% MN Full cons. PEP 109 PEPD Solar XXK. 100% MN Full cons. PEPD 110 Photon Energy Solutions PL S.A. 100% PL Full cons. PENV 111 Photon Energy Polska Sp. Z o.o. 100% PL Full cons. PENV 112 Photon Energy Operations PL Sp. z o.o. 100% PL Full cons. PEONV 113 Alperton Solar Sp. z o.o. 100% PL Full cons. PENV 114 Beckton Solar Sp. z o.o. 100% PL Full cons. PENV 115 Debden Solar Sp. z o.o. 100% PL Full cons. PENV 116 Chigwell Solar Sp. z o.o. 100% PL Full cons. PENV 117 Ealing Solar Sp. z o.o. 100% PL Full cons. PENV 118 Lerta S.A. 100% PL Full cons. PENV
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 28/37 Name % of share capital held by the holding company Country of registra- tion Consolid. method Legal Owner 119 Photon Energy Trading PL Sp. z o.o. (former Lerta JRM Sp. z o.o.) 100% PL Full cons. Lerta S.A. 120 Photon Energy Systems Sp. z o.o. (former Lerta Technology Sp. z o.o.) 100% PL Full cons. Lerta S.A. 121 Stanford Solar Srl. 100% RO Full cons. PEP & PEECZ 122 Halton Solar Srl. 100% RO Full cons. PEIAG & KOAG 123 Aldgate Solar Srl 100% RO Full cons. PEIAG & KOAG 124 Holloway Solar Srl. 100% RO Full cons. PEIAG & KOAG 125 Moorgate Solar Srl. 100% RO Full cons. PEP & PEECZ 126 Redbridge Solar Srl. 100% RO Full cons. PEP & PEECZ 127 Watford Solar Srl 100% RO Full cons. PEIAG & KOAG 128 Photon Energy Operations Romania Srl. 100% RO Full cons. PEONV & PEOCZ 129 Greenford Solar Srl. 100% RO Full cons. PEIAG & KOAG 130 Chesham Solar Srl. 100% RO Full cons. PEIAG & KOAG 131 Photon Energy Romania Srl. 100% RO Full cons. PENV & PEP 132 Siria Solar SRL 100% RO Full Cons. PEIAG & KOAG 133 Brentford Solar SRL 100% RO Full cons. PEIAG & KOAG 134 Camberwell Solar SRL 100% RO Full cons. PEP & PEECZ 135 Deptford Solar SRL 100% RO Full cons. PEP & PEECZ 136 Harlow Solar SRL 100% RO Full cons. PEP & PEECZ 137 Kenton Solar SRL 100% RO Full cons. PEIAG & KOAG 138 Lancaster Solar SRL 100% RO Full cons. PEP & PEECZ 139 Perivale Solar SRL 100% RO Full cons. PEP & PEECZ 140 Romford Solar SRL 100% RO Full cons. PEP & PEECZ 141 Stratford Solar SRL 100% RO Full cons. PEP & PEECZ 142 Weston Solar SRL 100% RO Full cons. PEP & PEECZ 143 Photon Energy Engineering Romania SRL 100% RO Full cons. PENV & PEP 144 Photon Energy Solutions Romania SRL (former Lerta Energy S.r.l.) 100% RO Full cons. Lerta S.A. 145 Faget Solar Three Srl. 100% RO Full cons. PEIAG & KOAG 146 Faget Solar Four S.R.L. 100% RO Full cons. PEP & PEECZ 147 Faget Solar Five SRL 100% RO Full cons. PEP & PEECZ 148 Giulvaz Solar SRL 100% RO Full cons. PEP & PEECZ 149 ELBA SOLAR SRL 100% RO Full cons. PEP & PEECZ 150 Photon Renewable Energy Pty. Ltd. 100% SA Full Cons. PENV 151 Solar Age SPV 1 Pty. Ltd. 100% SA Full Cons. PENV 152 Solar Age SPV 2 Pty. Ltd. 100% SA Full Cons. PENV 153 Photon Energy Engineering NZ Pty. Limited 100% NZ Full Cons. PEEBV Notes: Country of registration: AU – Australia CH – Switzerland CZ –Czech Republic LI - Lithuania DE – Germany HU – Hungary NL – Netherlands NZ – New Zealand MN – Mongolia PL – Poland RO – Romania SK – Slovakia SA – South Africa Consolidation method: Full Cons. – Full Consolidation Equity – Equity Method PEP & PESCZ – Photon Energy Projects s.r.o. owns 99.99% and Photon Energy Solution s.r.o. owns 0.00031% The following changes took place in the reporting period i.e. between 1 October and 31 December 2025: ► As of 3 December 2025, Photon Energy N.V. has sold its 100% share in Domanowo Solar Sp. z o.o., (PL -DOM; Po- land).. The following changes took place after the reporting period i.e. from 1 October 2025: ► None.
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 29/37 13. Consolidated, Preliminary Financial Results for Q4 and FY 2025 The tables below present the preliminary consolidated and unaudited financial statements of Photon Energy Group for the period starting on 1 October 2025 and ending on 31 December 2025 and for the four quarters of year 2025 and the corresponding periods of the previous year. The reported data is presented in accordance with International Financial and Reporting Standards (IFRS). Consolidated Statement of Comprehensive Income for the Quarter Ended 31 December In thousands of EUR Q4 2025 Q4 2024 FY 2025 FY 2024 Revenue 18,115 25,776 90,141 89,917 Other income 257 -452 4,646 1,561 Raw materials and consumables used -7,886 -13,032 -41,044 -37,989 Solar levy -247 -240 -2,107 -1,999 Personnel expenses -4,234 -4,783 -16,948 -17,954 Other expenses -9,459 -9,305 -29,609 -25,715 Earnings before interest taxes depreciation & amortisation (EBITDA) -3,454 -2,036 5,079 7,821 Depreciation and amortisation -1,532 -2,096 -10,075 -10,904 Impairment charges -52 131 -1,703 110 Gain (loss) on investment revaluation 61 417 -218 417 Gain (loss) on disposal of investments 70 -450 70 -450 Share of profit equity-accounted investments (net of tax) -8 56 284 254 Results from operating activities (EBIT) -4,915 -3,979 -6,563 -2,752 Financial income -49 381 596 612 Financial expenses -2,823 -2,685 -11,155 -11,543 Gains less losses on derecognition of financial liabilities at amortised costs 0 -75 0 -75 Revaluation of derivatives 0 -70 15 -66 Profit/loss before taxation (EBT) -7,787 -9,427 -17,107 -16,824 Income tax due/deferred -40 300 -344 628 Profit/loss -7,827 -6,128 -17,451 -13,196 Other comprehensive income (loss) Items that will not be reclassified subsequently to profit or loss Revaluation of property plant and equipment 6,427 4,338 9,139 6,983 Revaluation of other investments 112 -335 -532 -271 Items that will be reclassified subsequently to profit or loss 0 Foreign currency translation difference - foreign operations -1,682 -2,055 1,483 -2,673 Derivatives (hedging) 201 -52 -415 -276 Other comprehensive income 5,058 1,896 9,675 3,763 Total comprehensive income -2,769 -4,231 -7,776 -9,433 Profit/loss attributable to: 0 Attributable to the owners of the company -7,869 -6,116 -17,401 -13,116 Attributable to non-controlling interest -8 -12 -50 -80 Profit/loss for the year -7,827 -6,128 -17,451 -13,196 Total comprehensive income attributable to: 0 Attributable to the owners of the company -2,761 -4,219 -7,726 -9,353 Attributable to non-controlling interest -8 -12 -50 -80 Total comprehensive income -2,769 -4,731 -7,776 -9,933 Earnings per share Average no. of shares outstanding (in thousand) 60,075 59,825 60,075 59,768 Earnings per share (diluted) (in EUR) -0.130 -0.221 -0.285 -0.221 Total comprehensive income per share (in EUR) -0.001 -0.158 -0.084 -0.158
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 30/37 Consolidated Statement of Financial Position on 31 December In thousands of EUR 31/12/2025 31/12/2024 Assets Goodwill 15,272 15,272 Intangible assets 10,396 10,635 Property, plant and equipment 166,493 159,058 Right of use- leased assets 5,192 5,353 Long term advances 1,671 875 Investments in equity-accounted investees 2,067 1,845 Long-term receivable from derivatives 581 1,653 Other receivables - non-current 661 510 Deferred tax asset 4,959 4,418 Other non-current financial assets 16,521 17,271 Non-current assets 223,813 216,890 Inventories 4,294 6,745 Contract asset 1,027 1,804 Trade receivables 13,260 8,871 Other receivables 13,998 18,025 Loans to related parties 1,505 2,826 Current income tax receivable 579 0 Prepaid expenses 1,895 1,273 Liquid assets 10,558 14,352 Cash and cash equivalents 3,245 8,437 Liquid assets with restriction on disposition 7,313 5,914 Asset held for sale 0 2,050 Current assets 47,116 55,946 Total assets 270,930 272,836 Equity Share capital 612 612 Share premium 41,082 40,729 Revaluation reserve 67,474 58,315 Legal reserve 13 13 Hedging reserve -332 83 Currency translation reserve 744 -739 Retained earnings -55,772 -37,769 Other capital funds -7 -12 Treasury shares held -1,049 -824 Equity attributable to owners of the Company 52,765 60,408 Non-controlling interests -393 -343 Total equity 52,372 60,065 Liabilities Loans and borrowings 72,481 72,205 Issued bonds 78,532 78,321 Lease liability 5,046 4,488 Other non-current liabilities 154 398 Provisions 565 544 Deferred tax liabilities 1,143 10,141 Long-term payables from derivatives 11,745 1,564 Non-current liabilities 169,666 167,661 Loans and borrowings 13,599 17,920 Issued bonds 534 537 Trade payables 20,599 16,780 Other payables 9,100 5,484 Contract liabilities 3,618 2,595 Loans from related parties 1,097 272 Lease liability 344 945 Current tax liabilities 0 577 Current liabilities 48,891 45,110 Total liabilities 218,557 212,771 Total equity and liabilities 270,930 272,836
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 31/37 Consolidated Statement of Cash Flows for the Quarter Ended 31 December 2025 In thousands of EUR Q4 2025 Q4 2024 FY 2025 FY 2024 Cash flows from operating activities Profit/loss for the year before tax -7,787 -2,453 -17,107 -13,824 Adjustments for: Depreciation and amortisation 1,532 3,418 10,076 10,904 Share of profit of equity-accounted investments 8 -62 1,703 110 Impairment charges 52 -7 -284 -254 Net result of revaluation of financial assets -61 0 218 0 Net finance costs 2,871 2,905 10,543 10,655 Other non-cash items 3,055 28 5,592 -535 Changes in: 0 0 Trade and other receivables -1,420 -381 163 -9,818 Gross amount due from customers for contract work 2,252 1,086 777 -949 Prepaid expenses -383 -47 -621 13 Inventories -129 3,411 2,451 7,347 Trade and other payables 6,332 -1,739 8,215 9,826 Income tax paid (advances) -90 723 -1,156 843 Proceeds from sale of gold 0 0 0 0 Net cash from operating activities 6,232 6,882 20,570 14,318 Cash flows from investing activities Acquisition of property, plant and equipment -930 -2,861 -7,457 -6,976 Acquisition of subsidiaries, associates, JV 0 -15 0 -372 Acquisition of other financial asset 0 0 72 5,955 Acquisition of other investments 0 0 0 0 Proceeds from sale of property, plant and equipment -788 0 0 0 Proceeds from investment loans 72 0 0 0 Net cash used in investing activities -1,646 -2,876 -7,385 -1,393 Cash flows from financing activities Proceeds from borrowings 9 1,800 6,586 11,359 Transfer to restricted cash account -1,027 -3,165 -6,058 -10,526 Transfer from restricted cash account 1,266 1,471 4,982 9,596 Repayment of borrowings -2,585 -2,369 -12,299 -7,877 Repayment of principal element of lease liability -140 -205 -1,157 -1,219 Proceeds from issuing bonds 0 0 0 0 Payment of placement fee/exchange bonus fee for bonds issued 0 0 0 0 Repayment of long term liabilities/bonds 0 0 0 -116 Interest payments -2,643 -2,678 -10,432 -11,543 Net cash from financing activities -5,120 -5,147 -18,378 -10,326 Net decrease/increase in cash and cash equivalents -534 -1,141 -5,193 2,599 Cash and cash equivalents at the beginning of the period 3,778 8,617 8,438 5,838 Cash and cash equivalents at the end of the period 3,245 7,476 3,245 8,437
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 32/37 14. Financial Results per Operating Segments The tables below present the consolidated, un-audited preliminary financial results per operating segment of Photon Energy N.V. for the period starting on 1 January 2025 and ending on 31 December 2025 and the corresponding period of the previous year. The reported data are presented in accordance with International Financial and Reporting Standards (IFRS). Operating Segments for the Period from 1 January to 31 December 2025 In thousands of EUR Engineering New Energy Technology Investments Operations and Maintenance Other Total for segments before elimination Elimination Consolidated financial information External revenues from the sale of products, goods & services 10,772 28,337 23,744 21,033 4,571 1,684 90,141 0 90,141 Internal revenues from the sale of products, goods & services 5,177 2,344 69 2,259 2,872 18,487 31,208 -31,208 0 Total revenues 15,949 30,681 23,813 23,292 7,443 20,170 121,349 -31,208 90,141 Other external income 23 261 611 63 131 3,556 4,646 0 4,646 Raw materials and consumables used -2,121 -16,434 -21,894 -15 -251 -329 -41,044 0 -41,044 Raw materials and consumables used within segments -948 -2,289 50 -15 -108 -38 -3,348 3,348 0 Solar levy 0 0 0 -2,107 0 0 -2,107 0 -2,107 Personnel expenses -3,681 -2,958 -362 -234 -3,090 -6,622 -16,947 0 -16,947 Other expenses -7,406 -8,772 -1,447 -558 -2,713 -8,714 -29,609 0 -29,609 Other expenses within segments -2,668 -3,081 57 -2,526 -893 -11,306 -20,417 20,417 0 EBITDA -852 -2,592 828 17,901 521 -3,283 12,523 -7,444 5,079 External EBITDA -2,413 434 652 18,183 -1,351 -10,425 5,079 0 5,079 Depreciation -58 -785 -39 -8,810 -167 -217 -10,076 0 -10,076 Impairment charges -435 -1,241 0 0 -7 -19 -1,703 0 -1,703 Gain (loss) on investment revaluation 0 0 0 0 0 -218 -218 0 -218 Gain (loss) on disposal of investments 0 0 0 70 0 0 70 0 70 Profit/loss share in entities in equivalency 0 0 0 284 0 0 284 0 284 Results from operating activities (EBIT) -1,344 -4,618 789 9,445 346 -3,737 879 -7,444 -6,564 Financial income 30 249 158 84 6 69 596 0 596 Financial expense -958 -428 -541 -4,047 305 -5,484 -11,154 0 -11,154 Revaluation of derivatives 0 0 0 15 0 0 15 0 15 Profit/loss before taxation (EBT) -2,273 -4,797 406 5,495 657 -9,152 -9,664 -7,444 -17,107 Income Tax (income and deferred) 113 394 0 -727 -21 -102 -344 0 -344 Profit/loss after taxation -2,160 -4,403 406 4,769 636 -9,255 -10,007 -7,444 -17,451 Other comprehensive income 508 113 -1 10,902 73 787 12,381 0 12,381 Total comprehensive Income -1,652 -4,291 405 15,670 709 -8,468 2,374 -7,444 -5,070 Assets 41,133 30,618 12,696 197,733 29,885 268,950 581,015 -306,285 274,730 Liabilities 48,990 33,031 13,290 147,248 46,752 247,820 537,131 -314,766 222,365 Investments in JV accounted for by equity method 0 0 0 2,068 0 0 2,068 0 2,068 Additions to non-current assets 0 832 0 3,888 0 0 4,720 0 4,720
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 33/37 Operating Segments for the Period from 1 January to 31 December 2024 In thousands of EUR Engineering New Energy Technology Investments Operations and maintenance Other Total for segments Elimination Consolidated financial information External revenues from the sale of products, goods and services 17,974 32,531 11,283 22,585 4,111 1,432 89,917 0 89,917 Revenues within segments from the sale of products, goods and services 15,027 3,177 2,016 2,119 5,494 22,836 50,669 -50,669 0 Total revenue 32,313 35,709 13,299 24,705 9,605 24,268 140,586 -50,669 89,917 Other external income 48 186 671 252 83 321 1,561 0 1,561 Raw materials and consumables used -4,677 -20,203 -11,944 -176 -592 -397 -37,989 0 -37,989 Raw materials and consumables used within segments -154 -1,940 -1,970 -559 -174 -6 -4,803 4,803 0 Solar levy 0 0 0 -1,999 0 0 -1,999 0 -1,999 Personel expenses -14,558 -7,829 -1,422 -1,978 -5,410 -12,471 -43,669 0 -43,669 Other expenses -13,344 -2,952 -369 -2,680 -5,078 -11,051 -35,475 35,475 0 Other expenses within segments 316 2,970 -1,734 17,564 -1,566 663 18,213 -10,391 7,821 EBITDA 48 186 671 252 83 321 1,561 0 1,561 External EBITDA -1,213 4,684 -1,411 18,684 -1,808 -11,115 7,821 7,821 Depreciation -60 -984 -64 -8,346 -148 -1,303 -10,904 0 -10,904 Impairment charges -41 26 124 0 0 0 110 0 110 Gain (loss) on investment revaluation 0 0 0 0 0 417 417 0 417 Gain (loss) on disposal of investments 0 0 0 254 0 -450 0 -450 Profit/loss share in entities in equivalency 0 0 0 254 0 0 254 0 254 Results from operating activities (EBIT) 215 2,012 -1,674 9,472 -1,714 -673 7,638 -2,753 -3,134 Financial income 706 1,553 30 1,249 1,053 11,135 15,726 -15,114 612 Finanial expenses -1,714 -1,661 -612 -10,306 -1,787 -10,641 -26,844 15,227 -11,617 Revaluation of derivatives 0 0 0 -66 0 0 -66 0 -66 Profit/loss before taxation (EBT) -793 1,904 -2,256 349 -2,449 -302 -3,546 -10,279 -13,824 Income tax (income and deferred) 1,295 -807 0 56 -67 151 628 0 628 Profit/loss after taxation 502 1,097 -2,256 405 -2,515 -150 -2,917 -10,279 -13,196 Other comprehensive income 129 342 91 5,669 -98 -2,370 3,763 0 3,763 Total comprehensive income 631 1,439 -2,165 6,074 -2,613 -2,520 846 -10,279 -9,433 Assets (Total assets) 46,505 31,591 14,867 199,114 25,870 266,595 584,493 -311,656 272,836 Liabilities (Total Liabilities) -47,608 -26,317 -15,131 -156,510 -39,399 -234,657 -519,622 306,851 -212,771 Investments in JV accounted for by equity method 0 0 0 1,845 0 0 1,845 0 1,845 Additions to non-current assets 0 4,179 0 14,600 0 0 18,779 0 18,779 Write-off of non-current assets
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 34/37 Consolidated Statement of Changes in Equity on 31 December 2025 In thousands of EUR Share capital Share premium Statutory reserve fund Revaluation reserve Currency translation reserve Hedging reserve Other capital funds Own treasury shares Retained earnings TOTAL Non- controlling interests TOTAL EQUITY BALANCE as at 1 January 2024 612 40,687 13 55,668 1,933 359 38 -827 -28,718 69,766 -263 69,503 Profit/loss for the year 0 0 0 0 0 0 0 0 -13,116 -13,116 -80 -13,196 Increase in revaluation of PPE 0 0 0 6,983 0 0 0 0 0 6,983 0 6,983 Change in fair value of derivatives 0 0 0 0 0 -276 0 0 0 -276 0 -276 Change in fair value of other investments (FVOCI) 0 0 0 -271 0 0 0 0 0 -271 0 -271 Foreign currency translation differences 0 0 0 0 -2,673 0 0 0 0 -2,673 0 -2,673 Other comprehensive income 0 0 0 6,712 -2,673 -276 0 0 0 3,763 0 3,763 Total comprehensive income 0 0 0 6,712 -2,673 -276 0 0 -13,116 -9,353 -80 -9,433 Other movements 0 0 0 0 0 0 0 0 0 0 0 0 Recycled from revaluation reserve to retained earnings 0 0 0 -4,065 0 0 0 0 4,065 0 0 0 Other transactions with owners in their capacity as owners 0 42 0 0 0 0 -50 3 0 -5 0 -5 BALANCE at 31 December 2024 612 40,729 13 58,315 -739 83 -12 -824 -37,769 60,408 -343 60,065 Profit/loss for the year 0 0 0 0 0 0 0 0 -17,401 -17,401 -50 -17,451 Increase in revaluation of PPE 0 0 0 9,139 0 0 0 0 0 9,139 0 9,139 Change in fair value of derivatives 0 0 0 0 0 -415 0 0 0 -415 0 -415 Change in fair value of other investments (FVOCI) 0 0 0 -532 0 0 0 0 0 -532 0 -532 Foreign currency translation differences 0 0 0 0 1,483 0 0 0 0 1,483 0 1,483 Other comprehensive income 0 0 0 8,607 1,483 -415 0 0 0 9,675 0 9,675 Total comprehensive income 0 0 0 8,607 1,483 -415 0 0 -17,401 -7,726 -50 -7,776 Other movements 0 353 0 0 0 0 0 -290 0 63 0 63 Recycled from revaluation reserve to retained earnings 0 0 0 552 0 0 0 0 -552 0 0 0 Other transactions with owners in their capacity as owners 0 0 0 0 0 0 5 65 0 70 0 70 BALANCE at 30 December 2025 612 41,082 13 67,474 744 -332 -7 -1,049 -55,772 52,765 -393 52,372
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 35/37 15. Entity, Preliminary Financial Results for Q4 and FY 2025 The tables below present the preliminary, unaudited entity financial statements of Photon Energy N.V. for the three -month period starting on 1 October 2025 and ending on 31 December 2025 and for four quarters of the year 2025 and the corresponding periods of the previous year. The reported data is presented in accordance with Dutch Accounting Standards. Company Income Statement for the Quarter Ended In thousands of EUR Q4 2025 Q4 2024 FY 2025 FY 2024 Revenues 1,205 2,911 7,534 9,865 Total operating income 1,205 2,911 7,534 9,865 Wages and salaries -4 -4 -14 -14 Amortisation of intangible assets 0 -340 -1 -341 Other operating expense 70 1,398 70 1,398 Total operating expenses -1,679 -2,363 -8,128 -10,077 Interest income and other financial income 1,348 1,669 5,332 7,636 Changes in value of investments 48 448 -230 476 Interest expense and other financial expense -2,113 -2,680 -7,236 -7,187 Results before tax -1,125 1,040 -2,673 1,756 Taxes -3 0 -3 0 Share in profit/loss of participations 0 4,011 0 4,011 Net results after tax -1,128 5,051 -2,676 5,768
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 36/37 Company Balance Sheet on 31 December In thousands of EUR 31/12/2025 31/12/2024 A. Fixed assets 134,525 136,357 I. Intangible fixed assets 15,277 15,278 3. Concessions, licences and intellectual property 5 5 4. Goodwill 15,272 15,273 II Tangible fixed assets 0 0 III Financial fixed assets 119,248 121,079 1. Participations in group companies 80,165 81,238 2. Accounts receivable from group companies 21,734 21,734 3. Treasury shares 842 836 5. Other investments 16,507 17,271 B. Current assets 117,360 113,746 II Accounts receivable 117,289 113,514 1. Trade debtors 23,467 21,017 2. From group companies 74,052 75,034 4. Other accounts receivable 19,761 17,232 6. Prepayments and accrued income 9 231 IV Cash at banks and in hand 71 232 Assets 251,885 250,103 Equity and liabilities A. Equity 139,519 143,516 I. Called-up share capital 612 612 II. Share premium 54,443 54,157 III. Revaluation reserve 39,704 40,237 IV. Legal and statutory reserves 7 10 V. Other reserves* 2,657 2,658 VI. Retained earnings 44,772 39,640 Profit for the year -2,676 6,201 C. Long-term debt 80,768 80,473 2. Other bonds and private loans 78,532 78,321 7. Accounts payable to group companies 2,235 2,151 D. Current liabilities 31,598 26,114 2. Other bonds and private loans 534 537 5. Trade creditors 7,800 7,895 7. Accounts payable to group companies 19,667 11,526 11. Other liabilities 3,286 5,707 12. Accruals and deferred income 312 449 Equity and liabilities 251,885 250,103
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Photon Energy N.V. Q4 2025 Report Photon Energy N.V. | Barbara Strozzilaan 201, Amsterdam 1083 HN, The Netherlands Corporate number: 51447126 | VAT number: NL850020827B01 | +31 202 402 570 | photonenergy.com 37/37 16. Board of Directors Statement The board of directors hereby represents, to the best of its knowledge, that the quarterly and year-to-date financial state- ments of the Company and its consolidated subsidiaries for the period ended 3 1 December 2025 are prepared in accordance with the applicable accounting standards and that they give a true and fair view of the assets, liabilities, financial position and the result of the Company and its consolidated subsidiaries. The board of directors also represents that the Management Report for the period ended 3 1 September 2025 gives a true and fair view of (1) the most important events that have oc- curred during the reporting period and their effect on the ac- counts, (2) a description of the principal risks and uncertainties for the remaining months of the financial year and (3) the most important transactions with related parties. Amsterdam, 25 February 2025 Georg Hotar, Member of the Board of Directors 17. Investor Relations Contact E-mail: ir@photonenergy.com Photon Energy N.V. Barbara Strozzilaan 201 1083 HN Amsterdam The Netherlands Phone: +420 277 002 910 Web: www.photonenergy.com