LETTER TO THE SHAREHOLDERS

 

Dear Shareholders, dear Stakeholders, 

in 2025, Saipem continued to improve its operating, economic and financial performance, consolidating the 
positive trends in growth, profitability and cash generation that began in 2022. This performance is mainly the 
result of the rigorous execution of the backlog, as well as of the strategic choices made in recent years, which 
have allowed Saipem to become a more solid and stable company. The resumption of dividend payment, after a 
decade marked by limited distributions, is the most tangible sign of this progress. 

In 2025, the Saipem Group recorded revenues of €15.5 billion, up 6.5% on the previous year. The gross operating 
margin (EBITDA) reached €1.7 billion – an improvement of over 29% compared to 2024. Profitability also 
improved, with the EBITDA margin on revenues increasing from 9.1% in 2024 to 11.1% in 2025. Operating result 
(EBIT) and net profit for the year stood respectively at €679 million and €310 million, compared to €606 million 
and €306 million in 2024. Cash flow generation was also particularly significant: free cash flow, post repayment 
of lease liabilities, amounted to €792 million, thereby allowing the financial year to close with a pre-IFRS-16 net financial position equal to €999 million in net cash. On the basis of these solid results, the Board of Directors of the Company resolved to propose to the Shareholders’ Meeting the distribution of dividends amounting to €0.17 per share, drawing on the 2025 results. 

In terms of market context, 2025 was marked by significant macroeconomic changes and international 
instability, which was particularly acute in the Middle East. In particular, concerns over a slowdown in the global economy following the introduction of import tariffs by the US administration, along with the progressive 
elimination of OPEC+ production cuts, led to a drop in oil prices, which declined overall during the year. The 
sector nonetheless proved resilient, with substantially stable clients’ investment levels and a dynamic 
commercial activity. 

In this scenario, Saipem was awarded new contracts worth €13 billion. Most of these awards, in line with the 
Group's strategic positioning, related to the Asset Based Services business line (€7.7 billion), with projects 
concerning both the development of Oil&Gas facilities for new fields and work on facilities in developed fields. 
The new awards in the Energy Carriers business line, relating to the energy transition – including biorefineries, 
engineering services and the CO2 value chain – should also be mentioned. 

Thanks to these awards, as of December 31, 2025, the backlog reached €31.5 billion, comprising €21.2 billion in 
Asset Based Services, €9.3 billion in Energy Carriers and slightly less than €1 billion in Offshore Drilling. This 
result is particularly significant, as it ensures a solid coverage of revenues and a high utilization rate for the 
offshore vessels in 2026, while also providing substantial visibility on the Group’s expected activities in the years ahead. The backlog also presents a more balanced risk profile compared to the past, thanks to a more rigorous project selection and a better contractual balance. 

In this context of strengthening and growth, in February 2025 Saipem signed a Memorandum of Understanding 
with Subsea7 for the merger of the two companies. This was followed by the signing of a binding merger agreement in July and the unanimous approval by the Extraordinary Shareholders' Meeting held in late September 2025 of the common merger plan for the cross-border merger by incorporation of Subsea7 SA into Saipem SpA. This transaction – the completion of which is subject, inter alia, to obtaining the regulatory clearances – will lead to the creation of a global player in the energy services sector, with registered office in Italy, headquarters in Milan and shares listed on the Milan and Oslo stock exchanges. Upon the effectiveness of the merger, Saipem SpA will change its corporate name to Saipem7 SpA.
 
The transaction is grounded in a strong strategic rationale, based on the high complementarity of the two 
companies in terms of geographical presence, expertise, capabilities, vessels and technologies. The merger will 
make it possible to offer a more complete range of services to global clients, while also guaranteeing greater 
resilience to market cycles, generating greater value for all shareholders and stakeholders. Currently, the 
completion of the merger is expected to occur in the second half of 2026. 

Finally, the 2025 results were characterised by significant commitments to sustainability, a key element of 
Saipem’s industrial strategy. Inspired by our vision of “Engineering for a sustainable future”, we continued to work actively in the transition to Net Zero and in environmental protection, achieving the carbon neutrality target for Scope 2 emissions in 2025. At the same time, we continued to work with full determination towards the objective of "zero fatalities and life-altering injuries”, which we pursue through technological innovation, the full integrity of our assets, and the adoption of Human Performance principles. In particular, we worked to implement the Fail Safe concept, fostering a sense of so-called chronic unease; safety also depends on our ability to prevent and respond to human errors, ensuring that effective safeguards are always in place.
 
Through the adoption and verification of the constant presence of safeguards, in 2025 we obtained significant 
results, which confirm the solidity of this approach. In particular, also in 2025 no fatal incidents were recorded; the TRIFR (Total Recordable Injuries Frequency Rate) was 0.34, while the HCFR (High Consequence Frequency Rate), which monitors the frequency of events with a high risk of damage, was 0.11. Finally, the incidence of "Fail Safe Events" out of the total of High Potential Near Misses was 66%. 

Furthermore, in line with the innovation targets of our Safety Strategic Plan, as well as the Sustainability Plan 
2025-2028, we invested in pioneering technologies to proactively manage risk and guarantee prompt preventive 
interventions and improved protection on our sites. Among these are, for example, the LiSa Hyper Harnesses, 
which ensure safety in works at height, video analytics systems to monitor various scenarios, including the 
correct use of Personal Protective Equipment and the presence of people near hanging loads and moving 
vehicles, as well as the use of drones to identify elements at risk of falling from height. Saipem has also obtained ISO 55001:2024 certification, the international asset management standard, for its entire offshore fleet. 

To conclude, 2025 was a year of major achievements, which would not have been possible without the trust of 
our clients and shareholders, and the contribution of all other stakeholders, as well as the commitment and 
dedication of all Saipem’s people, who put their skills at the service of the Group every day. We extend our sincere thanks to them all. 

We look to 2026 with confidence and determination, driven by our commitment to executing our backlog, 
focused on the consolidation of the Group’s sustainable growth, and with a position that is further strengthened 
by the prospect of the merger with Subsea7. With everyone’s contribution, we can continue along our growth 
path, achieve our objectives and address the challenges ahead together.

March 10, 2026

On behalf of the Board of Directors

 

                        The Chairman                                          Chief Executive Officer and General Manager

Elisabetta Serafin                                                                  Alessandro Puliti