Verve Group SE Announces Intention to Issue Subsequent Bonds to Capitalize on Business Momentum Following Strong Q4 Performance

Stockholm, 2 February 2026 – Verve Group SE (“Verve” or the “Company”) has mandated ABG Sundal Collier AB and Pareto Securities AB to arrange a series of fixed income investor meetings commencing on 2 February 2026 for an intended placement of subsequent bonds in an expected aggregate total nominal amount of €50 million (the “Subsequent Bond Issue”) under the terms and conditions of the Company’s existing senior unsecured floating rate bonds (ISIN SE0023848429). Subject to inter alia market conditions, a transaction may follow.

During 2025, Verve executed a series of important strategic and operational initiatives to strengthen its position as one of the leading advertising software platforms. These initiatives include the successful platform unification, the expansion of its demand-side business through increased investment in sales capabilities, the implementation of cost efficiency measures and the value-accreting acquisitions of Acardo and Captify.

As previously communicated to the capital market, Verve intentionally prioritized long-term scalability and market share over short-term performance during this transition. While these initiatives temporarily weighed on revenue, profitability and leverage in 2025, the Company’s reported performance for the fourth quarter of 2025 clearly validates this strategy.

In January 2026, Verve reported a strong operational performance for the fourth quarter of 2025, demonstrating accelerating organic revenue growth, expanding gross margins and improved profitability. The strong revenue growth in Q4 2025, coupled with the acquired entities coming into the Group, resulted in increased net working capital of EUR 18.5m. Verve also published financial guidance for 2026 reflecting sustained business momentum across the Group. These results confirm that the investments made throughout 2025 are rendering improved financial performance and a solid foundation for further growth.

Based on this strong business momentum, Verve has decided to evaluate a Subsequent Bond Issue within the existing framework to further strengthen its liquidity position to support potential investment opportunities.

“Our investments in platform unification and demand-side expansion are now paying off, as evidenced by our strong finish to 2025 and our positive outlook for 2026,” says Remco Westermann, CEO of Verve Group SE. “By enhancing our financial flexibility, we ensure that Verve can capitalize on its business momentum and potential growth opportunities while maintaining a disciplined financial profile. This proactive step allows us to remain agile in a shifting macroeconomic environment shaped by geopolitical developments, keeping us on track to execute on our strategy in 2026 and deliver long-term value.”

Further information about Verve Group and its subsidiaries can be found at www.verve.com.

Responsible parties

The information was submitted for publication, through the agency of the contact persons set out below, at the time stated by Verve’s news distributor EQS Newswire upon publication of this press release.

Contact:

Ingo Middelmenne
Head of European Investor Relations
+49 174 90 911 90
ingo.middelmenne@verve.com

Sören Barz
VP Corp. Communications & Strategic Initiatives
+49 170 376 9571
soeren.barz@verve.com

About Verve

Verve Group is a fast-growing software platform in the advertising technology industry, connecting advertisers seeking to buy digital ad space with publishers monetizing their content. Driven by its mission “Let’s make media better.” Verve provides responsible, AI-driven advertising solutions that deliver superior outcomes for advertisers and publishers. The company focuses on emerging media channels like mobile in-app, connected TV and others. In anticipation of growing demand from users and advertisers for greater privacy, Verve has developed cutting-edge ID-less targeting technology that enables efficient advertising within digital media without relying on identifiers such as cookies or IDFA. Verve's main operational presence is in North America and Europe, and it is registered as a Societas Europaea in Sweden (registration number 517100-0143). Its shares - with the ISIN SE0018538068 - are listed on the regulated market of the Frankfurt Stock Exchange (Ticker: VRV) and on Nasdaq First North Premier Growth Market in Stockholm (Ticker: VER). Verve has an outstanding bond with the ISIN: SE0023848429. The Companies certified advisor on the Nasdaq First North Premier Growth Market is FNCA Sweden AB; contact info: info@fnca.se.

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