Sono Group N.V. — Third Quarter 2026 Earnings Summary

Financial Performance:

• Net income for Q3 2026 was $0.6 million, compared to a net loss of $1.4 million in Q3 2025.
• Income from operations was $0.1 million in Q3 2026, compared to an operating loss of $0.8 million in Q3 2025.
• Basic net income per share was $0.32 for Q3 2026; diluted net income per share was $0.00.
• For the first nine months of 2026, the Company reported a net loss of $5.1 million, compared to net income of $7.4 million in the prior-year period.
• Q3 2026 digital asset treasury income, net, was $0.7 million, comprising a $1.5 million fair-value gain on Bitcoin holdings and $0.2 million in covered-call option income, partially offset by $1.0 million in losses on written covered calls exercised in the money.
• General and administrative expenses declined 24% to $0.6 million in Q3 2026, down from $0.8 million in Q3 2025.
• There was no loss from discontinued operations in Q3 2026, compared to $1.1 million in Q3 2025.
• Q3 2026 included a non-cash gain of $1.1 million from the remeasurement of embedded conversion derivative liabilities associated with convertible debentures, reduced by $0.6 million of interest expense on those debentures.
• As of September 30, 2026, the Company held 53.40 Bitcoin with a fair value of $4.4 million, all pledged as collateral to Blockchain.com.
• Cash on hand was $0.5 million as of September 30, 2026.
• Convertible debentures with a principal amount of $5.05 million are outstanding, maturing between January and April 2027.
• Total liabilities were $7.2 million as of September 30, 2026, compared to $1.8 million as of December 31, 2025.
• Shareholders' equity deficit was $1.6 million as of September 30, 2026, compared to a deficit of $0.1 million as of December 31, 2025.

Guidance and Future Outlook:

• Management plans to address liquidity needs through further debt or equity financings, sales of a portion of Bitcoin holdings, and premium income from the covered-call program.
• The Company expects the Class A common stock of the continuing Delaware entity to continue trading on the Nasdaq Capital Market under the symbol "SSM" if the Redomiciliation Transaction is completed, subject to Nasdaq requirements.
• Management concluded there is substantial doubt about the Company's ability to continue as a going concern.

Business Segments and Product Lines:

• The Company operates as a pure-play Bitcoin treasury company following the May 4, 2026, sale of its legacy solar business (Sono Motors GmbH).
• The treasury strategy centers on holding Bitcoin and generating option premium income through an institutional covered-call framework with Blockchain.com.
• No revenue is generated from continuing operations; financial results are driven by Bitcoin fair-value changes and option income.

Market and Competitive Landscape:

• Results fluctuate with the price of Bitcoin, as changes in fair value are recognized in earnings each period.
• The Company faces risks related to Bitcoin price volatility, liquidity, and the specific risks of its covered-call strategy, including losses on calls exercised in the money and counterparty risk with Blockchain.com.

Risks and Challenges:

• Substantial doubt exists regarding the Company's ability to continue as a going concern.
• Risks include the inability to obtain additional financing on acceptable terms or at all, and the ability to repay, refinance, or convert convertible debentures at or prior to maturity.
• The proposed Sports One business combination is subject to a non-binding letter of intent with no assurance of definitive agreements or completion.
• The Redomiciliation Transaction is subject to shareholder approval and may not be completed in a timely manner or at all.
• Risks include the failure to satisfy conditions to closing the Sports One combination, including the completion of the Redomiciliation Transaction.

Management Commentary and Tone:

• Kevin McGurn, Managing Director and CEO, stated the first full quarter as a pure-play Bitcoin treasury company delivered net income on a leaner cost base compared to Q3 2025.
• Management expressed confidence in executing the treasury strategy with discipline and believes the proposed redomiciliation to Delaware would simplify the corporate structure and better position the Company for future strategic opportunities.

Other Key Points:

• Shareholders will vote on a proposed redomiciliation from the Netherlands (via Luxembourg) to Delaware on December 11, 2026.
• On August 31, 2026, Sono announced a non-binding letter of intent for a business combination with Sports One, a sports intelligence business.
• In connection with the Sports One proposal, investors affiliated with Sports One purchased 283,500 ordinary shares (19.9% of outstanding shares) in a registered direct offering at market price with no discount or warrant coverage.
• The proposed Sports One combination would result in a combined public company renamed "Sports One," with existing Sports One equityholders owning a super-majority.
• The Company changed its reporting currency from the euro to the U.S. dollar effective January 1, 2026, and prior-period information has been recast.
• The Redomiciliation Transaction is structured to preserve shareholders' existing economic and voting interests.