SAES Getters S p A : The Board of Directors approved the 2023 results

SAES Group - Press Release

PRESS RELEASE

Milan, March 14, 2024

SAES® GROUP: the BoD approved the FY 2023 consolidated results

STRONG INCREASE IN PROFIT AND IN NET FINANCIAL POSITION AFTER THE SALE OF THE MEDICAL BUSINESS

• Consolidated revenue equal to €121.6 million in FY 2023, compared to €126.6 million in FY 2022
• Consolidated gross profit equal to €49.4 million (40.7% of consolidated revenue) in FY 2023, compared to €53.6 million (42.3% of consolidated revenue) in FY 2022
• Consolidated operating result negative for -€22.2 million in FY 2023, with non-recurring costs equal to €14.3 million
• Consolidated EBITDA negative and equal to -€12 million in FY 2023, with €14,3 million of non-recurring costs
• Result from continuing operations equal to -€11 million in FY 2023, compared to -€22.2 million in FY 2022
• Consolidated result equal to €632.3 million in FY 2023, compared to €12.3 million in FY 2022 due to the sale of the Nitinol business
• Net financial position positive for €773.3 million, due to the sale of the Nitinol business
• Proposed a dividend of €12.51 per ordinary share, through distribution of part of the Parent Company's profit for the year, entirely deriving from the net capital gain generated by the sale of the Nitinol business
• Consolidated revenue equal to €20.1 million in the first two months of 2024, compared to €19.1 million in the first two months of 2023
• A rejuvenation and efficiency project was launched in the Parent Company using the so-called isopensione scheme, for a saving of about €4.5 million per year once it is fully executed
• Received the communication from S.G.G. Holding with the names that will compose the list for the renewal of the Board of Directors, which does not include Dr. Giulio Canale. The President's proposal to manage the transition was discussed and approved by the Company's Board of Directors

The Board of Directors of SAES Getters S.p.A., gathered today in Milan, Piazza Castello, approved the Consolidated Financial Statements and the Draft Financial Statements of the Parent Company SAES Getters S.p.A., that will be examined by the Ordinary Shareholders' Meeting convened in Milan on April 23, 2024, by today's Board of Directors (single call and digital mode).

The full version of the notice of the Ordinary Meeting's call will be available in the 1Info system managed by Computershare S.p.A. (www.1info.it) and published on the website of the Company (www.saesgetters.com/investor- relations/area- investors/shareholders-meeting) by today's date. An extract of the same call will be published in a national financial newspaper tomorrow.

"2023 was an extremely important year for the Group, thanks to the positive conclusion of the negotiations for the sale of the Medical Division - Eng. Massimo della Porta, President of SAES Getters S.p.A. declared. - The huge value created will allow on one hand to adequately remunerate shareholders, and on the other to launch an ambitious program of organic and inorganic expansionary strategy, consistent with the Group's new expertise. The knowledge transition from fine metallurgy to non-conventional chemistry is now complete and will allow SAES to establish itself in new sectors, such as cosmetics. The inorganic development will serve to complete the expansion program, to strengthen our position both in the sectors in which we already operate, for example packaging or industrial applications, and in the new sectors we are about to enter, linked to unconventional chemistry. I take this opportunity to sincerely thank Giulio, after many years of friendship and fruitful work together. The next few years will be very important for the Group that, in addition

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SAES Group - Press Release

to being strongly committed to growth, will have to face the generational transition, but I am sure that we will be able to successfully achieve both objectives."

***

The Company received, yesterday evening, while the Stock Exchange was closed, a communication from the shareholder S.G.G. Holding S.p.A., regarding the list that the same shareholder intends to submit within the legal deadlines, in view of the renewal of the Company's administrative body.

The names given by the member are as follows:

1. Massimo della Porta,
2. Alessandra della Porta,
3. Luigi Lorenzo della Porta,
4. Andrea Dogliotti,
5. Francesca Corberi,
6. Tommaso Nizzi,
7. Maria Pia Maspes (independent),
8. Cecilia Braggiotti (independent),
9. Lorenzo Riggi (independent).

The Board meeting held today noted that the list did not include Dr Giulio Canale, a former member of the Company's Board of Directors for several terms. The shareholder indicated that, in a context of discontinuity, this choice was prompted by the intention to contain the Company's operating costs, which had been greatly downsized following the sale of the Nitinol business, thanks to which a substantial amount of cash had been generated, enabling the extraordinary costs associated with the non-renewal to be met.

The Chairman outlined to the Board the plan aimed at managing the transition. This plan provides for an appropriate period during which Dr Giulio Canale confirmed his willingness to provide full assistance to the Company; the Board, unanimously, in addition to having approved said plan, expressed its appreciation for the work done so far by the director, thanking him for his contribution of years of work, which enabled the achievement of the Group's outstanding results.

Moreover, the Board noted that the reasons given by the shareholder are consistent with the initiatives already undertaken by the Company, aimed at an industrial reorganization of the Group, and at containing costs as well as rejuvenating management and the corporate population in general. The initiatives, therefore, are aimed at aligning the organization with the strategic needs of the coming years, which will see the Company committed to bringing to the market the results of research activities in the world of fine chemicals and, in parallel, a process of inorganic growth in activities complementary to those of the Group.

Specifically, the industrial initiatives to date already underway mainly concern the Parent Company and are oriented towards increasing efficiency and effectiveness, as well as planning for organizational stability:

1. A rejuvenation and cost efficiency project has been launched through the use of the isopension scheme for managers and employees of SAES Getters S.p.A. It involves 15 managers and up to 90 employees, with windows which, starting from this year, will close in November 2026; the exit of managers should be concentrated starting from the second half of 2025 while, with reference to employees, the detailed plan is still being defined. With reference to managers, the Company has made a provision of 11.4 million euros in the draft financial statements approved today referring to the 2023 financial year, with an expected reduction in labor costs, referring to staff participating in the plan and once fully operational starting from 2027, equal to 4 million euros per year; as for employees, a provision of approximately 14 million euros is expected, which will be included in the financial statements for 2024, with a saving on the cost of labor, once fully operating starting from 2027, and again referring to staff participating in the plan, equal to at around 4.5 million euros per year. Given the organizationally necessary replacements, a net saving of approximately 4.5 million euros is expected to be achieved when fully operational;
2. Launched a project to consolidate into one single entity all the operations and companies belonging to the High Vacuum Division, with the simultaneous set up of a center of excellence at the Lainate site, where all the activities of the Division will be concentrated;
3. Rationalization of the manufacturing footprint of the Industrial Division, by concentrating and strengthening the Shape Memory Alloys manufacturing at the Avezzano site, maintaining product development activities at

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the Lainate site. Expansion of activities on the US market, through an organic and inorganic growth plan, mainly in the defense sector;

1. Expansion of activities related to the Chemicals division by strengthening the organizational structure aimed at entering new, particularly attractive markets, first among them cosmetics;
2. Starting an inorganic growth project in the Packaging division.

It is reported that one of the main directions for organic and inorganic growth is through attention to sustainability issues.

The Board of Directors, after extensive analysis, believes that the choice of the shareholder S.G.G. Holding S.p.A. not to nominate Dr Giulio Canale for the Company's next Board of Directors is consistent with, and accelerates, the natural process of top management turnover, as well as contributing to the achievement of the goal of reducing operating costs. The organizational consequences of such an event will be managed in such a way as to avoid any repercussions on the Company's operations; in particular, the plan calls for Dr Gianfranco Baldin, current Deputy Group CFO, to be appointed CFO and Executive in Charge of the Company, and for him to coordinate with Dr Giulio Canale, who has already offered for consideration his full availability to cooperate in the management of the transitional period, for six months. Consistently with the Remuneration policies of recent years, without any exceptions to the latter, and as represented by the existing contracts, Dr. Giulio Canale has acquired the right to receive sums of money due to the fact that he was not included as a member of S.G.G. Holding S.p.A. list and therefore will cease to be a member of the Board of Directors of the Company.

The following are details of the amounts that will be disbursed by the Company to Dr Giulio Canale.

1. Estimate as of March 14, 2024; precise value will be calculated on April 23, 2024, as per Regulations.
   (§) Including 1,234,676 euros set aside in the 2023 budget.

(#) Equal to the first tranche paid in November 2023, which does not include the final balance due to the future release of the escrow.

The Board of Directors of S.G.G. Holding S.p.A. would like to thank Dr. Giulio Canale for the professionalism he has always shown, the constant commitment and the important objectives achieved during his long tenure in SAES.

Please note that the information regarding the non-reappointment of Dr Giulio Canale by the shareholder S.G.G. Holding S.p.a. was the subject of a first delay procedure, pursuant to Article 5 of the procedure adopted by the Group for the management of Inside Information, as well as the relevant regulations, initiated on February 20, 2024, when the shareholder S.G.G. Holding had communicated the possibility that Dr Giulio Canale might not be reappointed. A second delay procedure was subsequently started on March 13, 2024, when the shareholder communicated his decision.

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SAES Group - Press Release

***

The most significant event in 2023 was the sale of the Nitinol business and, in particular, of the US subsidiaries Memry Corporation and SAES Smart Materials, Inc. to Resonetics, LLC, on October 2, 2023 The scope of the sale by SAES includes the entire production process in the Nitinol business, which is vertically integrated (from the casting of the Nitinol alloy to the production of components) and entirely located in the US. The perimeter of the sale didn't include the Group's business in shape memory alloys for industrial applications (SMA Materials Business, within the SAES Industrial Division), which will continue to be managed by SAES Getters S.p.A.

The sale price was $880.1 million, that is the contractually agreed price of $900 million (approximately 17 times the adjusted EBITDA related to the perimeter of the sale during the period October 1, 2021 - September 30, 2022), corrected following a negative adjustment, estimated to be equal to -$19.9 million, calculated on the basis of the value of working capital, debt, cash and tax receivables of the US companies being sold at the date of closing. This adjustment is still subject to verification by the acquiring party.

Finally, please note that $15 million has been deposited as escrow, as usual in this type of transaction, to cover any tax liabilities that may arise in the future in respect of the US companies being sold. The financial credit related to the escrow as of 31 December 2023 was recorded in the balance sheet at a value of $10.8 million (€9.7 million), reduced by $4.2 million, due to the uncertainty on the US tax treatment of certain transaction-related compensation.

The net capital gain generated by the transaction was equal to €615.3 million, consisting of a gross capital gain of €735.8 million, from which transaction-related costs of approximately €120.5 million were deducted, together with the profit generated by the divested business in the period January 1 - October 2, 2023, the date of the closing (amounting to €28 million), was classified in the income statement item "Profit (loss) from discontinued operations, net of tax effects" (€643.3 million).

With reference to the current scope of consolidation, i.e. net of the aforementioned business sold, in 2023 the SAES® Group achieved consolidated revenue equal to €121.6 million, down by 3.9% compared to €126.6 million in 2022, mainly penalized by the negative exchange rate effect (-€2.1 million) and by the decrease in the Packaging Division which suffered a contraction in consumption due to the inflationary crisis and overstock of raw materials in the converting market. The decrease in the Chemicals Division, concentrated in the first half of the year due to the slowdown in the consumer electronics market, was offset by the growth of the Industrial Division (greater sales of SMA alloys in the mobile sector) and the High Vacuum Division (favored by the acquisition of the 100% of SAES RIAL Vacuum S.r.l.).

Thousands of euros (except %)

With reference to the revenue trend in 2023, please note the progressive growth in the quarterly evolution of 2023 revenue, especially in the first nine months, primarily driven by the Chemicals Division (recovery of the consumer electronics market, mainly in the second half of the year, after a contraction in the first months) and by the revenue of the High Vacuum Division (progressive growth in sales of pumps for industrial applications and vacuum chambers for particle accelerators). The growth trend stabilized only in the fourth quarter of the year, due to the decrease in revenue in the Chemicals Division (physiological decrease in the consumer electronics market in December) and in the High

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Vacuum Division (slight slowdown in sales of vacuum chambers and scientific equipment, only partially offset by higher sales of pumps, especially in accelerators and research).

Thousands of euros

Comparing the consolidated revenue of the fourth quarter of 2023 with those of the previous quarter, the decrease of -7.7% was mainly attributable to the Chemicals Division (organic difference of -41.5%) that, after a particularly brilliant third quarter, was penalized by a slowdown attributable to the usual lower orders in December. The High Vacuum Division was down as well (organic decrease of -6.9%) with a last quarter characterized by a slowdown in vacuum chambers and scientific equipment, partly offset by higher sales of pumps, especially in the accelerators and research sectors. In the Packaging Division, revenue was essentially in line, with a slight negative change attributable to the mix of products sold, with the same volumes. On the other hand, the Industrial Division recorded a slight organic growth (+1.8%), driven by SMA Industrial sales in the telecom and automotive sectors and, to a lesser extent, by Sintered Materials sales.

Thousands of euros (except %)

Consolidated gross profit1 was equal to €49.4 million in 2023, compared to €53.6 million in 2022: the decrease was mainly attributable to the Packaging Division, penalized by the drop in sales and the consequent unsaturation of the production lines, as well as to the High Vacuum Division that, despite the increase in sales, ended the year with a lower gross margin, penalized by the different product mix and by inflationary phenomena regarding the costs of raw materials. The exchange rate effect was negative and equal to €1.5 million, while the purchase of the whole share capital of SAES RIAL Vacuum S.r.l. at the end of May 2022 positively contributed €0.6 million. Finally, please note non-recurring costs for severance amounting to €0.7 million.

• Calculated as the difference between revenue and industrial costs directly and indirectly attributable to the products sold.

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Gross margin2 slightly decreased, from 42.3% to 40.7%, penalized by the Packaging Division (volumes not sufficient to saturate fixed production costs) and to a lesser extent by the High Vacuum Division (dilutive effect of the consolidation of SAES RIAL Vacuum S.r.l. and already mentioned increase in raw material costs).

Consolidated operating result was negative and amounted to -€22.2 million, compared to a negative result of -€3.4 million in the previous year. The result in 2023 was affected by the exchange rate effect (-€1.2 million) and, above all, by non-recurring costs equal to -€14.3 million, related to the following:

• the provision for the Executive Retirement Agreement (named "isopensione"), signed with Federmanager/Assolombarda at the end of the year, to incentivize the voluntary exit of up to a maximum of 15 Executives of the Parent Company (-€11.4 million);
• costs for leaving employees amounting to €2.1 million;
• consultancy costs related to governance (€0.8 million).

Please note that in the 2022 non-recurring costs amounted to €2.4 million (costs for the liquidation to the heirs of a strategic employee of the Parent Company, equal to €1.9 million and costs for the liquidation of the Korean subsidiary, equal to €0.5 million).

Excluding both the exchange rate effect and non-recurring costs in both years, as well as the perimeter effect related to the consolidation of SAES Rial Vacuum S.r.l. starting from May 2022 (+€0.1 million), the residual difference is equal to - €5.9 million and reflects the decrease in the gross profit, as well as a slight increase in operating expenses (higher personnel costs, especially of the Parent Company, both for normal salary increases and for staff increases, to support future growth; higher commissions on sales of SMA educated wire; marketing expenses for the B!POD® project; consultancy costs for new expansion business opportunities).

Thousands of euros

Consolidated EBITDA3 was negative and equal to -€12 million in 2023, compared to a positive value of €6.3 million in 2022. Net of the negative exchange effect (-€1.2 million), of the change in the scope of consolidation4 (+€0.4 million) and of the non-recurring costs of both years (in 2023: Executive retirement costs - isopensione - equal to €11.4 million and severance costs equal to €2.1 million, as well as costs related to governance equal to €0.8 million; in 2022: settlement of the heirs of a strategic employee of the Parent Company equal to €1.9 million and costs for the closure of the Korean subsidiary equal to €0 .5 million), the negative change in EBITDA would have been much more limited and equal to €5.6 million, in line with that of the gross profit and of the operating result (organic change always net of non- recurring costs) and mainly attributable to the decrease in the Packaging and High Vacuum Divisions, as well as to the increase in unallocated general and administrative expenses (in particular, higher personnel costs of the Parent Company).

• Calculated as the ratio between gross profit and revenues.

• EBITDA is not deemed an accounting measure under International Financial Reporting Standards (IFRSs); however, it is believed that EBITDA is an important parameter for measuring the Group's performance and therefore it is presented as an alternative indicator. Since its calculation is not regulated by applicable accounting standards, the method applied by the Group may not be the same as that adopted by other Groups. EBITDA (acronym of Earnings before interests, taxes, depreciation and amortization) is calculated as "Pre-tax profit for the period, net exchange gains (losses), share of profit of equity-accounted investees, net financial income (expenses), impairment losses and amortization/depreciation".
  4 Acquisition of the entire share capital of SAES RIAL Vacuum S.r.l. at the end of May 2022.

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The result for the period in 2023 amounted to €632.3 million, compared to a still positive value of €12.3 million in 2022: the increase was mainly attributable to the aforementioned net capital gain on the sale of the Nitinol business.

The consolidated net financial position was positive for €773.3 million, a very strong increase compared to the figure as of 30 September 2023, negative and equal to -€20.8 million, thanks to the extraordinary operation for the sale of the Nitinol business (+€790.8 million the effect on the quarter, net of the monetary costs connected to the sale by SAES and already paid as at 31 December 2023). Finally, in the quarter, please note interest income collected on cash and cash equivalents and restricted bank deposits, equal to +€8.1 million, as well as financial flows deriving from post-sale operational management, equal to +€2.4 million.

On December 14, 2023, SAES Getters S.p.A. signed a trade union agreement with Federmanager/Assolombarda, to encourage the voluntary exit of up to a maximum of 15 executives who will reach the regulatory requirements for the provision of pension in the next 7 years, using the tool provided by Article 4 of Law no. 92/2012 (isopensione). In favor of the executives that will adhere to the Plan, which is expected to end on December 31, 2026, SAES will pay a benefit in an amount equal to the pension that they would be entitled to under the current rules and will pay INPS the related notional contribution, until they reach the minimum requirements for retirement, expected in a maximum period of 7 years from the termination of their employment relationship.

This initiative, after the sale of the Nitinol business, is part of the new phase of transformation and reconfirmation of its technological value undertaken by SAES, also through an alignment and adjustment of its organizational structures, in all areas and functions, to the current market context.

In relation to the isopensione agreement, SAES informs that it has set aside a provision of €11.4 million, equal to the best estimate of the resources required to meet the obligation.

The transaction, once completed, will result in savings in annual personnel costs of approximately €4 million.

A similar agreement was signed at the beginning of 2024 also for employees of both the Lainate and Avezzano facilities (for further details, please refer to the paragraph "Significant events occurred after the end of the year").

For further details, please refer to the subsequent sections of this press release.

Further significant events occurred in 2023

In mid-January 2023, SAES Coated Films S.p.A. launched a thirteen-week wage guarantee program (CIGO) which involved almost all employees. After this period, the program was not renewed.

With regard to the investment completed in the EUREKA! venture capital fund, on January 16, 2023, a payment of €138 thousand was made, including both the share of the costs of the fund and the share of the continuation of the

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investment in the companies Caracol S.r.l. and INTA Systems S.r.l., two innovative start-ups that operate respectively in the fields of additive manufacturing and of lab-on- chips for rapid fluid analysis production. On March 27, 2023, an additional payment of €0.2 million was made, including both the share of the costs of the fund and the share of the continuation of the investment in the company Fleep Technologies S.r.l. (an innovative start-up that operates in the printed electronics sector), as well as the new investments in the companies Planckian and I-Tes (operating, respectively, in the quantum technology and in the energy storage sectors).

On July 7, 2023, a payment of €0.1 million was made, including both the share of the costs of the fund and the share of the continuation of the investment in the companies Phononic Vibes S.r.l.5 and INTA System S.r.l.6 already in the portfolio.

On August 2, 2023, an additional payment of €0.2 million was made, to cover the investment in BeDimensional S.p.A.7 as well as two additional Proof of Concepts (POC), respectively in collaboration with the National Research Council and the University of Bologna.

On September 18, 2023, a payment of €0.1 million was made to continue the investment in the companies already in the portfolio Endostart S.r.l., that reached the milestone agreed with the investors, and INTA Systems S.r.l., that in this way will be able to start the industrialization of its lab-on-chip, as well as to cover the fund's operating costs.

Finally, on December 7, 2023, an amount of €0.1 million was paid to cover the investments made in the following companies:

• NOVAC S.r.l., to allow the continuation of its technological development activities;
• Active Label S.r.l., after the positive outcome of the proof of concept;
• RePET S.r.l., whose technology enables the recovery and revalorization of post-consumer PET thermoplastic polymer from packaging, through innovative green chemical recycling procedures;
• 3DNextech S.r.l., which has developed a patented chemical treatment capable of giving significant aesthetic, mechanical and functional improvements to the objects produced through additive manufacturing.

Please note that, at the end of January 2023, SAES Getters S.p.A. provided to Flexterra the first tranche, equal to $0.2 million, of the additional convertible loan granted on December 7, 2022. The second tranche, in an equal amount, was paid on June 1, 2023, after SAES' positive assessment of an updated business plan.

On July 26, 2023, following the achievement of the application milestones envisaged in the contract, SAES Getters S.p.A. paid Flexterra the third tranche, equal to $0.2 million, while the fourth and last tranche, in an equal amount, was resolved on October 12, 2023.

The financial receivable corresponding to the first tranche was written down with no negative impact on the income statement in the current year, as a provision for risks and charges had already been recorded as of December 31, 2022 against the SAES Group's irrevocable commitment to the loan. Instead, the write-down of the financial receivable corresponding to the other three tranches generated a financial expense in the income statement as at December 31, 2023.

On February 1, 2023, following the resignation presented by Director Adriano De Maio as a member of the Remuneration and Appointments Committee, the Board of Directors appointed Alessandra della Porta as a member of the aforementioned Committee to replace Director De Maio.

On March 6, 2023, the Independent Director Luciana Sara Rovelli submitted her resignation due to significant discrepancies regarding the strategic vision of the Company. Therefore, as of March 6, 2023, Luciana Rovelli ceased to hold all the positions assigned to her, and specifically: Chairman of the Remuneration and Appointments Committee; Member of the Control and Risk and Sustainability Committee; Chairman of the Supervisory Board, as well as Member of the Related Party Transactions Committee.

On March 7, 2023, the Board of Directors appointed, in place of Luciana Rovelli, the Director Stefano Proverbio, an Independent Director, as member of the Remuneration and Appointments Committee, conferring him the role of Chairman, and as Chairman of the Supervisory Board, of which he is already a member. On April 28, 2023, the Ordinary Shareholders' Meeting confirmed the appointment of Dr Maria Pia Maspes as Independent Director, who joined the

• A deep-tech company established in 2018 as a spin-off of the Politecnico of Milan, Phononic Vibes S.r.l. designs and manufactures innovative solutions in the field of acoustic and vibroacoustic metamaterial technologies for the attenuation of noise and vibrations and for the improvement of sound quality.
  6 INTA Systems S.r.l. is the first spin-off of the National Research Council Nanoscience Institute of Pisa and of the Scuola Normale Superiore of Pisa. INTA develops and manufactures ultra-sensitive and portable lab-on-chip for rapid fluid analysis, with biomedical, safety, industry 4.0 and food-analysis applications.
  7 BeDimensional S.p.A. is a spin-off of the Italian Institute of Technology, active in the production of 2D crystals with few atomic layers that, through its own patented production process, can produce a wide range of two-dimensional materials, including, in particular, graphene.

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Board of Directors on March 29, 2023 by cooptation, pursuant to Article 2386 of the Civil Code. In addition, the Board of March 29, 2023 had appointed the Independent Director Maria Pia Maspes as a Member of the Audit and Risk and Sustainability Committee, of the Related Party Transactions Committee and of the Supervisory Board.

On March 17, 2023, the liquidation process of the Korean subsidiary SAES Getters Korea Corporation was completed with the return of the remaining cash to the Parent Company.

On March 29, 2023, upon authorization by the Board of Directors of SAES Getters S.p.A., SAES Nitinol S.r.l. resolved to waive the residual portion of the interest accrued until December 31, 2022, on the loans granted to the joint venture Actuator Solutions GmbH, amounting to €1.6 million8, to ensure its business continuity and to accelerate the reconstruction of its equity. The aforementioned waiver, completed in April, has no effect on the consolidated financial statements, as the financial receivable related to the interest-bearing loan (both principal and interest) had already been fully written-off as at December 31, 2022, as it was deemed unlikely to be recoverable. The same Board of Directors also resolved to maintain the current interest rate on the same loan at 2%.

In mid-April 2023, the RedZone® project, an "on-call" acceleration program dedicated to Italian and foreign start-ups operating in the field of advanced materials, started its actual operations with the entry of the first start-up into the program. This is Mimotype Technologies, a German company which, inspired by luminous jellyfish, is developing a light emission technology that uses biodegradable and biocompatible materials for OLED applications. Starting from May 2023, SAES has offered Mimotype its facilities, laboratories and know-how to enable it to accelerate its application development program. The start-up entered phase 2 of the project on September 26, 2023, following the successful completion of phase 1, and as a result SAES has activated the second round of contribution.

In June 2023, a second company joined the acceleration programme, Vortex S.r.l. - Benefit Corporation, an Italian start-up making cosmetic products from food waste materials.

Following the success of the first call, the second RedZone call opened on June 12, 2023, again aimed at innovative start-ups operating in the field of advanced sustainable materials. The selected start-ups will have access to the Parent Company's Lainate laboratories, to a support in their marketing activities, as well as to the SAES network, and will benefit from the allocation of a financial contribution. SAES will also have the opportunity to participate in the share capital of the start-ups, subscribing a stake up to a maximum of 15% of their share capital. The aim of SAES, through RedZone, is to develop and increase innovation in the field of advanced functional materials, supporting start-ups in the role of industrial partner.

On April 28, 2023 the Board of Directors of SAES Getters S.p.A. resolved to subscribe a second amendment of the convertible loan granted to the German company Rapitag GmbH (Munich). In particular, the contractual amendment provided for the payment of two additional tranches of the financing, the first of which (amounting to €0.2 million) not subject to any milestone and paid on May 3, 2023; the second one (amounting to €0.1 million), subject to the achievement of specific commercial and/or financing objectives, was not paid following the failure to meet these targets. The financial receivable corresponding to the first tranche, equal to €0.2 million, was written down because it was deemed unlikely to be recoverable.

Finally, please note that the maturity date of the loan has been extended by one year (that means until December 31, 2026) and that the period envisaged for the conversion of the loan into Rapitag shares by SAES has been extended until April 13, 2025 (instead of July 1, 2024).

A further and third amendment to the convertible loan granted to Rapitag GmbH was signed on June 30, 2023. An additional amount of €0.2 million, paid on July 4, aimed at guaranteeing the continuation of the German start-up's development activities. Also in this case, the loan was written down because it was deemed difficult to recover.

The tax return for the year 2018 of SAES Getters S.p.A. was subject to an assessment by the Revenue Agency, following which, on June 9, 2023, the Company was notified of an Assessment Report that points out a taxable IRES of €21.8 million to be recovered for tax purposes, as well as a higher IRAP taxable amount of €13.2 million. The Company is waiting for the issue of the Notice of Assessment by the competent tax authority.

Finally, on September 25, 2023, the Italian Revenue Agency, by means of a questionnaire, requested some information on the same issues covered by the aforementioned Assessment Report also with reference to the year 2017.

• In addition to the share of interest, equal to €0.8 million, already waived by SAES Nitinol S.r.l.in the previous years.

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