Luxempart

Annual / Quarterly Financial Statement • Mar 29, 2024

Statutory account 2023 VF 1 2023 CONTENTS Statutory annual accounts REPORT OF THE RÉVISEUR D’ENTREPRISES AGRÉÉ ...................................................P. 3 BALANCE SHEET AT 31 DECEMBER 2023 ......................................................................P. 8 PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 DECEMBER 2023 .......................................................................................................... .P.10 NOTES TO THE ANNUAL ACCOUNTS AT 31 DECEMBER 2023 ............................................................................................................P.11 MANAGEMENT REPORT ..........................................................................................................P.21 2 To the Shareholders of Luxempart S.A. 12, rue Léon Laval L-3372 Leudelange REPORT OF THE RÉVISEUR D’ENTREPRISES AGRÉÉ Report on the audit of the annual accounts Opinion We have audited the annual accounts of LuxempartS.A. (the "Company"),which comprise the balance sheetas at 31 December 2023,and the profitand loss account for the year then ended,and notes to the annual accounts, including a summary of significant accounting policies. In our opinion,the accompanying annualaccounts give a true and fair view of the financial position of the Company as at 31 December 2023 and of the results of its operations for the year then ended in accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation of the annual accounts. Basis for opinion We conducted our audit in accordance with the EU Regulation N° 537/2014, the Law of 23 July 2016 on the audit profession (“Law of 23 July 2016”) and with International Standards on Auditing (“ISAs”) as adopted for Luxembourgby the Commission de Surveillance du Secteur Financier (“CSSF”). Our responsibilities under the EU Regulation N° 537/2014, the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSF are further described in the « Responsibilities of “réviseur d'entreprises agréé” for the audit of the annual accounts » section of our report. We are also independent of the Company in accordance with the International Code of Ethics for Professional Accountants, including International Independence Standards, issued by the International Ethics Standards Board for Accountants (“IESBA Code”) as adopted for Luxembourg by the CSSF together with the ethical requirements thatare relevantto our audit of the annual accounts, and have fulfilled our other ethical responsibilities under those ethical requirements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the annual accounts of the current period.These matters were addressed in the context of the auditof the annual accounts as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. 3 Impairment of financial fixed assets a) Why the matter was considered to be one of most significance in our audit of the annual accounts for the year ended 31 December 2023 Refer to Note 3.C SignificantAccounting Policies for financial fixed assets, Note 5 Financial fixed assets and Note 13 Value adjustments in respect of financial assets of the annual accounts. The Company holds financialfixed assets which are measured athistorical acquisition priceless permanentimpairment in accordance with Luxembourglegaland regulatory requirements relating to the preparationand presentation ofannual accounts. Managementperforms impairmenttestto assess whether the fair value of each of those financial fixed assets is at least equal to their respective carrying value. Those financial fixed assets represent95% of total assets, and 78% of financial fixed assets are investments for which the fair value is not determined by reference to a quoted price (“non-quoted investments”). For non-quoted investments,the fair value is determined through the application of valuation techniques in accordance with Luxembourg legal and regulatory requirements. The application of valuation techniques involves the exercise of significantjudgment by Managementin relation to the choice of valuation technique employed and assumptions used for the respective models. The judgementinvolved and the significance of the amountrelative to other captions in the annual accounts led us to identify the impairment of non-quoted investments, as key audit matter. b) How the matter was addressed in our audit Our procedures over the impairment of financial fixed assets include, but are not limited to: • Gaining an understanding of the Management's process and controls related to valuation of financial fixed assets, identification of impairment indicators and impairment testing. • • Assessing compliance of valuation techniques with Luxembourg legal and regulatory requirements. Verifying key inputs to the valuation models used by Management and checking the accuracy of the computation of the valuation models. • • • Obtaining the external expert valuation report used by Management to assess the fair value of a sample of instruments as at 31 December 2023. For a sample of instruments,involving our valuationspecialists to inspectvaluation models and challenge key assumptions applied by Management. Verifying the completeness,relevanceand accuracy of the disclosures in relation to the impairmentof financial fixed assets. Other information The Board of Directors is responsible for the other information.The other information comprises the information stated in the annual report including the managementreportand the Corporate Governance Statementbut does not include the annual accounts and our report of the “réviseur d'entreprises agréé” thereon. Our opinion on the annual accounts does not cover the other information and we do notexpress any form of assurance conclusion thereon. In connection with our auditof the annual accounts,our responsibility is to read the other information and,in doing so, consider whether the other information is materially inconsistentwith the annual accounts or our knowledge obtained in the audit or otherwise appears to be materially misstated.If, based on the work we have performed,we conclude that there is a material misstatementof this other information,we are required to report this fact. We have nothing to report in this regard. 4 Responsibilities of the Board of Directors for the annual accounts The Board of Directors is responsible for the preparation and fair presentation of the annual accounts in accordance with Luxembourg legaland regulatory requirements relating to the preparation andpresentationof the annual accounts, and for such internal control as the Board of Directors determines is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error. The Board of Directors is responsible for presenting the annual accounts in compliance with the requirements set out in the Delegated Regulation 2019/815 on European Single Electronic Format (“ESEF Regulation”). In preparing the annual accounts,the Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Company’s financial reporting process. Responsibilities of the réviseur d'entreprises agréé for the audit of the annual accounts The objectives of our auditare to obtain reasonable assurance aboutwhether the annual accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue a report of the “réviseur d'entreprises agréé” that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the EU Regulation N° 537/2014,the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSFwill always detecta material misstatementwhen itexists.Misstatements can arise from fraud or error and are considered material if,individually or in the aggregate,they could reasonably be expected to influence the economic decisions of users taken on the basis of these annual accounts. Our responsibility is to assess whether the annual accounts have been prepared in all material respects with the requirements laid down in the ESEF Regulation. As part of an audit in accordance with the EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: - - Identify and assess the risks of material misstatementof the annual accounts, whether due to fraud or error, design and perform auditprocedures responsive to those risks,and obtain auditevidence thatis sufficientand appropriate to provide a basis for our opinion.The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error,as fraud may involve collusion,forgery,intentionalomissions, misrepresentations, or the override of internal control. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances,butnot for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. 5 - - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors. Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significantdoubton the Company’s ability to continue as a going concern.If we conclude thata material uncertainty exists,we are required to draw attention in our reportof the “réviseur d'entreprises agréé” to the related disclosures in the annual accounts or,if such disclosures are inadequate,to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our report of the “réviseur d'entreprises agréé”.However,future events or conditions may cause the Company to cease to continue as a going concern. - Evaluate the overall presentation,structure and contentof the annual accounts,including the disclosures,and whether the annual accounts representthe underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding,among other matters,the planned scope and timing of the audit and significantauditfindings,including any significantdeficiencies in internal control thatwe identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the auditof the annual accounts of the currentperiod andare therefore the key auditmatters.We describe these matters in our report unless law or regulation precludes public disclosure about the matter. 6 Report on other legal and regulatory requirements We have been appointed as “réviseur d'entreprises agréé” by the Shareholders on 24 April 2023 and the duration of our uninterrupted engagement, including previous renewals and reappointments, is three years. The managementreportis consistent with the annual accounts and has been prepared in accordance with applicable legal requirements. The Corporate Governance Statement is included in the management report. The information required by Article 68ter paragraph (1) letters c) and d) of the law of 19 December 2002 on the commercial and companies register and on the accounting records and annual accounts of undertakings,as amended, is consistent with the annual accounts and has been prepared in accordance with applicable legal requirements. We confirm that the audit opinion is consistent with the additional report to the audit committee or equivalent. We confirm that the prohibited non-audit services referred to in the EU Regulation N° 537/2014 were not provided and that we remained independent of the Company in conducting the audit. We have checked the compliance of the annual accounts of the Group as at 31 December 2023 with relevant statutory requirements set out in the ESEF Regulation that are applicable to annual accounts. For the Company it relates to: • Annual accounts prepared in a valid xHTML format. In our opinion, the annual accounts of Luxempart S.A. as at 31 December 2023 have been prepared, in all material respects, in compliance with the requirements laid down in the ESEF Regulation. Our audit report only refers to the annual accounts of Luxempart S.A. as at 31 December 2023, identified as luxempart-2023-12-31.zip, prepared and presented in accordance with the requirements laid down in the ESEF Regulation, which is the only authoritative version. Luxembourg, 28 March 2024 KPMG Audit S.à r.l. Cabinetde révisionagréé Thierry Ravasio Partner 7 BALANCE SHEET AT 31 DECEMBER 2023 Assets in thousands of € Notes 31/12/2023 31/12/2022 Fixed assets Intangible fixed assets 4 Concessions, patents, licences, trademarks, and similar rights and assets 9 16 Tangible fixed assets Other fixtures and fittings, tools and equipment Financial fixed assets 4 5 1,385 320 Shares in affiliated undertakings Participating interests 263,435 472,066 223,161 334,878 Loans to undertakings with which the Company is linked by virtue of participating interests - 2,550 Investments held as fixed assets 441,126 455,144 Total fixed assets 1,178,020 1,016,069 Current assets 6 Trade debtors 1,959 1,959 182 723 723 73 becoming due and payable within one year Amounts owed by affiliated undertakings becoming due and payable within one year Other debtors becoming due and payable within one year becoming due and payable after more than one year Investments 182 73 9,750 9,688 62 32,287 22,287 10,000 20,201 64,380 7,426 7,364 62 26,715 16,715 10,000 195,653 230,590 Own shares Other investments Cash at bank and in hand Total current assets 8 Total assets 1,242,400 1,246,659 The accompanying notes are an integral part of these annual accounts. 8 BALANCE SHEET AT 31 DECEMBER 2023 Liabilities in thousands of € Capital and reserves Subscribed capital Share premium account Reserves Notes 31/12/2023 31/12/2022 8 51,750 66,945 51,750 66,945 Legal reserve 9 5,175 22,287 5,175 16,714 Reserve for own shares Other reserves 1,005,452 992,637 12,813 1,042,038 1,026,339 15,699 Other available reserves Other non available reserves 10 Profit brought forward 40,000 40,000 Profit /(loss) for the financial year Total capital and reserves 37,929 11,813 1,229,536 1,234,435 Provisions Provisions for taxation Total provisions 3,808 2,254 3,808 2,254 Creditors 7 Trade creditors 7,894 7,894 7,197 7,197 becoming due and payable within one year Amounts owed to undertakings with wich the undertaking is linked by virtue of participating interests - - 1,527 1,527 becoming due and payable after more than one year Other creditors 1,161 433 1,245 394 Tax authorities Social security authorities 244 256 Other creditors 485 485 595 595 becoming due and payable within one year Total creditors 9,056 9,970 Total 1,242,400 1,246,659 The accompanying notes are an integral part of these annual accounts. 9 PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 DECEMBER 2023 in thousands of € Notes 31/12/2023 2,289 -12,275 -11,864 -352 31/12/2022 981 Other operating income Staff costs 11 -12,689 -12,253 -393 Wages and salaries Social security costs relating to pensions -311 -371 other social security costs -41 -22 Other staff costs -60 -43 Value adjustments -2,654 -104 -85 In respect of tangible and intangible fixed assets In respect on other receivables Other operating expenses 4 -85 5 -2,550 -4,751 30,490 1,395 29,096 42,325 42,325 2,345 - - 12 15 -5,647 48,777 935 Income from participating interests Derived from affiliated undertakings Other income from participating interests Income from other investments and loans forming part of the fixed assets Other income 47,842 10,466 10,466 2,244 6 15 Other interest receivable and similar income Derived from affiliated undertakings Other interest and similar income Value adjustments in respect of financial assets and of investments held as current assets Interest payable and similar expenses Other interest and similar expenses Profit after taxation 2,345 -17,266 -581 2,238 -29,759 -663 5, 13 -581 -663 39,922 -1,993 37,929 13,626 -1,813 11,813 Other taxes not shown under items above Profit /(loss) for the financial year 14 The accompanying notes are an integral part of these annual accounts. 10 NOTES TO THE ANNUAL ACCOUNTS AT 31 DECEMBER 2023 NOTE 1 - GENERAL INFORMATION LuxempartS.A. (hereinafter «the Company» or «Luxempart») was incorporated on 25 April 1988 under the name BIL Participa tio ns. The Annual General Meeting of 15 Septembe r 1992 decided to change the Company’s name to Luxempart S.A.. The Company is registered on the trade and companies register of Luxembourg under no. B27846. The Company was created for an unlimited term. The Company’s registered office is established at 12, rue Léon Laval in Leudelange. The Company is listed on the LuxembourgStock Exchange.The Company’sfinancialyear begins on 1 January and closes on 31 December of each year. The Company’s purpose is particularly the acquisition of holdings, in whatever form, in other companies as well as management, control, and development of these investments. NOTE 2 - PRESENTATION OF THE ACCOUNTS In addition to the annual accounts, on the basis of the legal and regulatory provisions established by Luxembourg law,the Company presents consolidatedfinancialstatements under IFRS as an investmententity and a consolidated management report, which are available at the Company’s headquarters and on www.luxempart.lu. NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES The annual accounts are prepared in accordancewith generally accepted accounting principles and in accordance with the law and regulations in force in the Grand Duchy of Luxembourg. The annual accounts are presented in thousands of euros (€). The annual accounts have been preparedunder the historicalconvention and following the going concern principle. The main accounting policies adopted by the Company are as follows: A. FOREIGN CURRENCY TRANSLATION Monetary assets and liabilities,expressed in foreign currencies,are converted to euros (€) atthe exchange rates in force as at year-end. Transactions occurring in the financial year,expressed in foreign currencies, are converted to euros (€) atthe exchange rates in force as at the transaction date. Only unrealised foreign exchangelosses are recorded inthe profitand loss account.Exchange gains are recorded in the profit and loss account at the time of their realisation. The accompanying notes are an integral part of these annual accounts. 11 B. INTANGIBLE AND TANGIBLE FIXED ASSETS Intangible and tangible fixed assets whose use is limited over time are amortised/depreciated on a straight-line basis according to the following rates. Asset Rate 33.3% 20.0% 10.0% Computer equipment and software Vehicles Furniture and fixtures C. FINANCIAL FIXED ASSETS Shares in affiliated undertakings "Affiliated undertakings"refers to a company in which Luxemparthas exclusive control,holding decision-making power on both financial and operational levels.In principle,this control is the consequence of directly holding more than 50% of the voting rights. Shares in affiliated undertakings are valued at the historical acquisition price, which includes the expenses incidental thereto. In case of permanentimpairment,the shares in the affiliated undertakings are the subject to value adjustments in order to give them the lower value that should be attributed to them as at the end of the reporting period. These value adjustments are not maintained when the reasons that motivated them have ceased to exist. Participating interests "Participating interests"refers to a company in which Luxempartexercises significantinfluence through its participation in the political, financial, and operational decisions of the held company. Significa n t influence is assumed when Luxem p a rt holds 20% or more of the voting rights. "Participating interests" also refers to companies under joint control. "Participating interests” are valued at the historical acquisition price, which includes the expenses incidental thereto. In case of permanentimpairment, “participating interests” are subject to value adjustments in order to give them the lower value that should be attributed to them as at the end of the reporting period. These value adjustments are not maintained when the reasons that motivated them have ceased to exist. Investments held as fixed assets "Investments held as fixed assets" refer to a holding in which Luxempart does not exercise or control significant influence.This lack of significantinfluence is assumed if Luxempartdoes not directly or indirectly hold more than 20% of the voting rights. Investments held as fixed assets are valued at the historical acquisition price, which includes the expenses incidental thereto. 12 In case of permanent impairment, investments held as fixed assets are subject to value adjustments in order to give them the lower value that should be attributed to them as at the end of the reporting period. These value adjustments are not maintained when the reasons that motivated them have ceased to exist. D. DEBTORS Debtors are stated at their nominal value and their estimated realisable value. They are subject to value adjustments when their realisable value is fully or partially unrecoverable. These value adjustments are notmaintained when the reasons thatmotivated their establishmenthave ceased to exist E. INVESTMENTS Investments are assets acquired mainly with a view to be sold in the short term and present a profit-taking profile in the short term. Investments are valued at the historical acquisition price, which includes the expenses incidental thereto. If the realisation value is lower than the acquisition cost on the closing date, a value adjustmentis recognised.These value adjustments are not maintained when the reasons that motivated them have ceased to exist. Own shares are valued at the historical acquisition price and are used to cover the management stock option plan. F. CREDITORS Debts are recorded in liabilities at their redemption value. G. PROVISIONS Provisions are recognised once Luxemparthas an actual obligation (legal or implied) resulting from pastevents thatwill probably generate an outflow of resources representative of economic benefits at an amountthat can be reasonably estimated. H. INCOME In the eventof disposal of financial assets,the differencebetweenthe netproceeds from the sale and the netbook value is entered in the profit and loss account on the line "income from other investments and loans forming partof the fixed assets". The transaction is recorded on the settlement date. The Company accounts the dividends received when they are acquired or when the right to receive payment is establish e d . They are issued from the distribution of profits to the shareholders. And they are entered in the profitand loss accounton the line “Income from participating interests". 13 NOTE 4 - INTANGIBLE AND TANGIBLE FIXED ASSETS Movements in intangible and tangible fixed assets thatoccurred during the year are summarised in the table below.The intangible fixed assets of the Company are composed of acquired software.The tangible fixed assets comprise mainly computer equipment, vehicles, furniture and fixtures. in thousands of € Intangible fixed assets 62 Tangible fixed assets 794 Gross value as at 01/01/2023 Acquisitions for the year 1,209 Disposals for the year - 62 -45 -7 -116 1,887 -473 Gross value as at 31/12/2023 Cumulative value adjustments as at 01/01/2023 Value adjustments of the year -97 Reversal of value adjustments - -53 9 69 -502 Cumulative value adjustments as at 31/12/2023 Net book value as at 31/12/2023 Net book value as at 31/12/2022 1,385 320 16 14 NOTE 5 - FINANCIAL FIXED ASSETS A. MOVEMENTS IN FINANCIAL FIXED ASSETS The movements in financial fixed assets that occurred during the year can be summarised as follows: Loans to undertakings with which the Company is Shares in affiliated linked by virtue Participating of participating Investments held as undertakings interests interets fixed assets in thousands of € Gross value as at 01/01/2023 Acquisitions for the year Disposals for the year 247,280 40,877 -189 335,130 145,078 - 2,550 496,591 86,085 - - -119,255 463,421 Gross value as at 31/12/2023 287,968 480,208 2,550 Cumulative value adjustments as at 01/01/2023 -24,119 -422 8 -252 -7,890 - - -2,550 - -41,448 -9,020 28,173 Value adjustments of the year Reversals of value adjustments of the year Cumulative value adjustments as at 31/12/2023 -24,533 263,435 223,161 -8,142 472,066 334,878 -2,550 0 -22,295 441,126 455,144 Net book value as at 31/12/2023 Net book value as at 31/12/2022 2,550 The item "Shares in affiliatedundertakings"amounts to € 263,435 thousand as at 31 December 2023 (2022: € 223,161 thousand). This variation is principally due to: •Capital calls in Luxco Invest, •A capital increase in Evariste. The item "Participating interests" amounts to € 472,066 thousand as at 31 December 2023 (2022: € 334,878 thousand). This variation is due to: •Acquisitions for € 145,078 thousand in Kestrel Vision, Coutot-Roehrig and a capital increase in Metalworks, •Value adjustments for € 7,890 thousand The item "Loans to undertakings with which the Company is linked by virtue of participating interests" amounts to € 0 thousand as at 31 December 2023 (2022: € 2,550). The item "Investments held asfixed assets"amounts to € 441,127 thousand asat31 December 2023 (2022:€ 455,144 thousand). This change is due to: •Acquisitions for € 86,085 thousand (acquisition of Alphacaps, strengthening in the listed portfolio), •Sale for € 119,255 thousand (mainly in the portfolio bonds and some position in the listed portfolio), •Value adjustments for € 13,036 thousand (mainly on the listed portfolio), •Reversal adjustements for € 32,188 thousand (on the listed portfolio and portfolio bonds). 15 B. UNDERTAKINGS IN WHICH LUXEMPART HOLDS AT LEAST 20% IN THE CAPITAL Company name Registered office Holding % Equity (excluding Profit or loss for the profit for the year) year Luxempart Capital Partner Sicar 12, Rue Léon Laval 100.00 580,559 34 93,900 63 S.A. L-3372 Leudelange 2 rue de Miromesnil F-75008 Paris Luxempart Conseil SAS 100.00 100.00 100.00 100.00 80.51 80.00 55.63 48.63 40.00 Luxempart Invest S.à.r.l Pescahold S.A. 12, Rue Léon Laval L-3372 Leudelange 12, Rue Léon Laval L-3372 Leudelange 664 -12 6 -3 Luxempart Beratungsgesellschaft Sendlinger Straße 31 N/A N/A -26 mbH D-80331 München Luxco Invest S.à.r.l 12, Rue Léon Laval L-3372 Leudelange 12, Rue Léon Laval L-3372 Leudelange Maria-Theresia-Str. 11, D-81675 München 114,736 -12 Bravo Capital S.A. Pryco GmbH ** Assmann GmbH * Indufin S.A. 90 8,552 17,772 351 3,253 3,052 -32 Auf dem Schüffel, D-58513 Lüdenscheid Interleuvenlaan 15 / D1 B-3001 Leuven - Haasrode Evariste Holding SAS * XV Holding GmbH 3 rue Galois ZA Pariwest F-78310 Maurepas Prinzregentenstr. 61 D-81675 München 21 boulevard Saint Germain F-75005 Paris 12, Rue Léon Laval L-3372 Leudelange Maria-Theresia-Str. 11, D-81675 München 215, Chemin du Grand Revoyet 40.00 38.10 35.80 31.03 30.00 27.80 98,810 N/A 5,436 N/A Coutot-Roehrig SAS * Foyer S.A. 12,558 1,226,929 39,146 99,349 11,813 150,661 1,751 M-Sicherheitsholding GmbH * Kestrel Vision SAS * -3,326 F-69230 Saint-Genis-Laval Efesto Investment S.à r.l. ** E-Sicherheitsholding GmbH * Sede legale in Via della Repubblica 21/A I-24060 Castelli Calepio Maria-Theresia-Str. 11, 23.68 23.06 24,288 9,698 1,626 -33 D-81675 München * Profit or loss 2022 ** Profit or loss 2021 16 NOTE 6 - DEBTORS As at 31 December 2023: •Trade debtors amount to € 1,959 thousand (2022: € 723 thousand). •Amounts owed by affiliated undertakings amount to € 182 thousand (2022: € 73 thousand). •Other debtors becoming due and payable within one year amountto € 9,688 thousand (2022:€ 7,364 thousand) and are made up of tax receivables and social security for € 7,969 thousand (2022: € 6,874 thousand), and other receivables for € 1,719 thousand (2022: € 490 thousand). The tax receivables are mainly composed of a tax to be recovered on the Mehler dividend and the other receivables are mainly accrued interest not collected. •Other debtors becoming due and payable after more than one-year amountto € 62 thousand (2022: € 62 thousand). This is the loan towards the investment Nueva Pescanova. NOTE 7 - CREDITORS •Trade creditors amount to € 7,894 thousand (2022: € 7,197 thousand). •No amounts owed to undertakings with wich the undertaking is linked by virtue of participating interests (2022: € 1,527 thousand). •Tax and social security debts total € 677 thousand (2022: € 650 thousand). •Other creditors amount to € 485 thousand (2022: € 595 thousand). NOTE 8 - CAPITAL AND RESERVES The movements in the capital and reserves are broken down asfollows: Profit brought forward Temporarily not taxable capital gains Subscribed capital Share premium Reserve for own share Profit for the year Legal reserve 5,175 Other reserves 1,026,339 in thousands of € As at 31/12/2022 51,750 66,945 16,714 40,000 11,813 15,699 Allocation of profit - Dividends -39,942 - Untaxed capital gains - Other reserves -2,885 11,813 -5,573 -11,813 - Reserve own shares 5,573 2023 profit 37,929 As at 31/12/2023 51,750 66,945 5,175 22,287 992,637 40,000 37,929 12,813 The subscribed capital is represented by 20,700,000 fully paid-up shares without designation of nominal value. The accounting per value of the own shares is € 1,427 thousand. It represents 2.76% of the subscribed capital in accordance with Article 430-15 of the law of 10 August 1915. The Ordinary Annual General Meeting of 24April 2023decided to distribute a gross ordinary dividend of€ 1.98 per share for financial year 2022. This dividend was paid in May 2023. 8 17 NOTE 9 - LEGAL RESERVE From the net profit, 5% must be deducted annually to build up the reserve fund required by Luxembourg law. This deduction will no longer be mandatory when the reserve fund reaches one-tenth of the share capital. The legal reserve may not be distributed to the shareholders except in case of dissolution of the Company. NOTE 10 - OTHER NON AVAILABLE RESERVES As at 31 December 2023,this item amounts to € 12,813 thousand (2022:€ 15,699 thousand) and includes the untaxed capital gains from disposal on participations. These capital gains, recorded in equity on the balance sheet, result from application of Article 54 of the income tax law and are to be reinvested before the end of the second financial year of operation followingthe financial year ofthe disposal.If these capital gains are notreinvested withinthis two-year period, they are to be reversed through the profitand loss account and subject to tax. As at 31 December 2023,an amountof € 2,885 thousand was reincorporated into profitbecause it was not reinvested in Luxembourg companies. NOTE 11 - STAFF COSTS The average number ofemployees during financialyear 2023 amounted to 28 (2022:27),represented by the following categories: Category Number of Number of people 2023 people 2022 Managers 5 23 6 21 Support staff Total average of employees 28 27 Staff costs relating to the year are broken down as follows: in thousands of € 31/12/2023 11,864 352 31/12/2022 12,253 393 Wages and salaries Social security costs accruing by reference to wages and salaries Other social security contributions Total 60 43 12,275 552 12,689 466 Of which pensions Staff costs include a provision for bonus payable in 2024. 18 NOTE 12 - OTHER OPERATING EXPENSES During the year,Luxempartpaidnetfixed compensation of € 593 thousand to directors (2022:€ 578 thousand) and a net attendance fee of € 270 thousand (2022:€ 252 thousand).These amounts are included in "Other operating expenses." NOTE 13 - VALUE ADJUSTMENTS IN RESPECT OF FINANCIAL ASSETS This item includes: •Value adjustments onshares in affiliatedundertakings.As at31 December 2023,Luxempartrecorded value adjustments of € 422 thousand (2022: € 1,005 thousand). •Value adjustments on participating interests. As at 31 December 2023, Luxempart recorded value adjustments of € 7,890 thousand (2022: € 793 thousand). •Valueadjustmentsoninvestmentsheldasfixedassets.Asat31December2023,Luxempartrecordedvalueadjustments of € 9,020 thousand (2022: € 28,779 thousand). NOTE 14 - TAXES The Company is fully taxable on its trade income atan effective rate of 24.94%.Itisalso subjectto a wealth tax of 0.5% calculated on the basis of net assets at the beginning of the year. Taxes come from ordinary activities. As at31 December 2023,the tax expense isbroken down as follows: in thousand of € Wealth tax Other taxes Total 31/12/2023 1,521 31/12/2022 1,167 472 1,993 646 1,813 NOTE 15 - INCOME FROM PARTICIPATING INTERESTS AND FROM OTHER INVESTMENTS This item consists of: •Dividends received from Luxempart’s stakes in affiliated undertakings for € 1,395 thousand in 2023 (2022 : € 935 thousand); •Dividends received from Luxempart’s financial fixed assets amounting to € 35,003 thousand in 2023 (2022: € 57,278 thousand); •Capital gains generated on the sale of investments held asfixed assets,netof reversal from previous value adjustments, amounting to € 36,417 thousand in 2023 (2022: € 472 thousand); •No reversals of value adjustments on shares in affiliated undertakings in 2023 (2022: € 558 thousand). 19 NOTE 16 - TRANSACTIONS WITH RELATED PARTIES Transactions are carried out at arm’s length with related parties comprises mainly : •Luxempart rebills Foyer Finance, a part of Chairman of the Board of Directors salaries for a total of € 129 thousand (2022 : € 211 thousand); •The Foyer Assurances group rebills,on a quarterly basis,office rental expenses andother relatedexpenses,insurance expenses, and miscellaneous services for a total of € 855 thousand (2022: € 1,204 thousand ); •Transaction fees paid to Capital atWork,a subsidiary of the Foyer Group,amountto € 23 thousand (2022:€ 40 thousand) and are included in "Interest payable and similar expenses". NOTE 17 - OFF BALANCE SHEET COMMITMENTS As at 31 December 2023,Luxemparthas a total remaining investmentcommitmentdirectly and through its subsidiary Luxempart Capital Partners SICAR of € 244,212 thousand (2022; € 236,991 thousand). Luxempart has a commitment on its office lease until 29 February 2024 for a monthly amount of € 29,995. NOTE 18 - POST BALANCE SHEET EVENTS On 14 March 2024, Luxempart announced having reached a 10% ownership in Nexus AG, our German portfolio company listed on the Frankfurt Stock Exchange, and active in the development of hospital software solutions. This confirms our strong confidence in Nexus’ business model and managementteam,thatsteadily delivers on its budgets. 20 MANAGEMENT REPORT AT 31 DECEMBER 2023 Global context The year 2023 will overall be remembered as a positive year on the financial markets.As a matter of fact, the markets recovered this year from the 2022 crash, and were given an extra booster thanks to the “Magnificent 7” artificial intelligence trend. This led to a strong performance of stock markets in general, including our benchmark index, the MSCI Europe Mid Cap Net Return index, that increased by +14.2%, compared to a -19.3% fall in 2022. The reality was unfortunately less bright. Yes, the announced economic crisis didn’t occur as heavily as sometimes predicted, and the ongoing regional conflicts (Russia-Ukraine, Israel-Palestine) didn’t spread out to broadly, but the overall economical and geopolitical situation nevertheless remained fragile. Interest rates remained high and consumers’ purchasing power was degraded because of high inflation levels. The economic situation in our main markets resulted in a soft landing,with GDP growth numbers being close to zero in 2023: France +0.9%, Germany -0.3%, Italy +0.7%. The USA experienced stronger growth, at +2.5%, which benefited our Investment Funds activity held by our fully owned subsidiary Luxempart Capital Partners SICAR. Luxempart performance Our portfolio fared globally well in this context, showing again the strong value of our diversification. Luxempart net result increased to EUR 38m in 2023, compared to EUR 12m in 2022. Our Total Equity remained stable atEUR 1,230m as of 31 December 2023,compared to EUR 1,234m one year before. This is explained by the EUR 40m dividend that was paid out in May 2023. 2023 was marked by a strong investment activity, in both our Direct Investments and Investment Funds pillars. We invested in total EUR 270m during the year, while cashing in EUR 89m (including dividends). Our Group’s cash position hence decreased to EUR 96m, compared to EUR 305m as of 31 December 2022. We complemented this financial liquidity with two new committed credit facilities of EUR 50m each, of minimum 3-year tenors, signed with historical banks of Luxempart.Those credit facilities were totally undrawn on 31 December 2023. Stock performance Luxempart’s shares are traded on the Luxembourg Stock Exchange. To improve liquidity, KBC intervenes as liquidity provider on an independentbutremunerated basis.It buys and sells on the marketin line with the marketmovements. Our stock price ended the year 2023 at EUR 66, decreasing by 11.4% compared to 31 December 2022. Portfolio activities Foyer delivered strong results in 2023. operationally, the group performed well in its main markets. Financially, the higher interestrates,that hurtits bond portfolios in 2022,now offer higher yields translatinginto positive financialresults. Foyer group’s equity hence increased significantly in 2023, despite the payment of a EURm 91m total dividend. The group enjoys extremely strong financial ratios for the sector, with solvency ratios over 300%. 21 The sale of ESG Elektronigsystem und Logistik, that will be closed in April 2024,was signed ata significantly higher price than expressed in our lastconsolidated financialstatements.This shows a regained interestfor Europeandefence and security companies,in the currentcontext of ongoing geopoliticaltensions.The capital gains will be recorded in the 2024 statutory annual accounts. The remainder of our portfolio behavedin various directions in 2023,with some companies,especially in the industrials sectors, experiencing headwinds due to the economic slowdown or from high inventory levels at their clients. While other companies,notably in the consumer goods,healthcare,and services sectors, kept faring well.This high volatility in the activity levels of some of our portfolio companies was especially visible as from the second half of the year, with sometimes strong reductions in their order books. The performance of our listed portfolio was impacted by the difficulties of Atenor, but this has been compensated by capital gains realised on some exits detailed hereafter. Investment activity We had quite a busy year in terms of deployments in 2023, with EUR 234m having been invested in our Direct Investment activity, across 3 new investments and 5 add-on investments. In March 2023,we invested in a 26% stake in KestrelVision(1), a global leading player in the developmentof machine vision-based quality control and inspection solutions for the rigid packaging industry, mainly for the food & beverage, pharmaceutical and cosmetic sectors. This transaction was the largest done by Luxempart over the last years. In June 2023, Luxempart replaced Capza as a minority shareholder of Coutot-Roehrig(1), the European leader in estate genealogy services with a direct presence in France, Italy, Spain, Belgium,Luxembourg,Switzerland,Monaco, and the USA. Coutot-Roehrig, majority-owned and led by Mr. Guillaume Roehrig, helps legal officers (notaries) in identifying and locating heirs in case of inheritances withoutheirs.In addition to its network of subsidiaries,ithas worl d- wide capabilities thanks to its wide network of correspondents and its state-of-the-art and proprietary databases. In September 2023,Luxempartparticipated in the financing of the acquisition by MTWH (previously Metalworks) of one of its major competitors in Italy, Metalstudio. Both companies are located near to Milan, in Italy, and supply metal & plastic accessories to the luxury market,and as such,representa highly synergetic combination.This transaction,which doubles the size of MTWH, represents a major development for our participation. In October 2023,Luxempartannounced the acquisition of a substantial minority stake in Alphacaps, a leading German full-service contractdeveloper and manufacturer of nutritional supplements.The company offers its customers a wide range of formulations and formats based on deep know-how, state-of-the-art machinery and all the required certifications to produce food supplements.Luxempartinvested together with its long-lasting partner Armira,alongside the founder of Alphacaps, who kept a significant minority stake as well. Atenor, a real estate promotion company, is suffering from the current crisis that shakes the real estate sector and needed to strengthen its balance sheet structure and financing capacity. Atenor carried out a capital increase in November 2023,for a successfulamountof EUR181m,to which Luxempart,as an anchor shareholder of the company, subscribed for an amount of EUR 30m. After the capital increase our stake in Atenor went from 11% to 15.6%. Finally,we also reinforced our existing positions in listed companies Nexus and Tonies over the year 2023. Those two companies deliver steadily on their budgets,while this notbeing fully translated into their stock prices yet. This confirms our strong conviction in those two companies’ business plans and execution. All these investments fit our investment strategy as described before. They were made with a view to commit to the long term, in sectors that show interesting growth perspectives. 1 These investments were made directly by Luxempart and indirectly through its subsidiaries. 22 Divestment activity In line with our streamlining strategy,we decided to divest from several portfolio companies in 2023.We exited from 4 companies in our listed portfolio over the course of 2023 (TCM, Ascom, SNP, and Süss Microtec). Those lines were relatively small investments,legacy from the past, in which we hadn’t the level of governance we are expecting in our current strategy. Activity and performance of the Investment Funds Our Investment Fund activity, performed through the fully owned SICAR Luxempart Capital Partners continued to perform strongly in 2023, generating a significantreturn of 11.6%. This robust performance can primarily be attributed to our well-established sponsored funds, Bravo Capital and Ekkio Capital, which achieved considerable growth in their portfolios.Through their substantial role in terms of commitments and net asset value,these funds influenced our overall 2023 performance.Our buyout funds reported solid performance in 2023,with an increase of 15.6%, while our growth and secondaries segments increased their netasset value by 4.7% and 5.8%, respectively.Our venture capital segmenthowever faced challenges,with a decrease of 2.8% in net asset value,reflecting a tough marketenvironment. In 2023,LuxempartCapital Partners committed EUR107m to 9 new funds.These commitments align with our strategy of expanding into new US funds while maintaining existing relationships. The total undrawn commitments stand at EUR 244m end of 2023.We ensure to keep the undrawn commitments atsuch level through constantmonitoring of the number of new commitments and the capital call and distribution ratios. Main risks and uncertainties Luxempart faces specific risks due to the nature of its activities. Each of its investments is exposed to specific risks, mainly due to the business, location, regulation, customer base and strategy decisions. Luxempart implements governance rules and closely liaises with the managementof the major portfolio investments to mitigate the risk factors. A major risk of Luxempart is the market risk. All our assets are impacted by the evolution of financial markets and macroeconomic indicators (stock markets, comparable transactions of peer companies, valuation multiples, interest rates, inflation, economic growth…). The liquidity risk is limited for Luxempart,as the Company is notan investmentfund submitted to exitconstraints. Our Group is a patient investor who is not driven by the financial markets and their volatility cycles. Our investmentteams and our Audit, Compliance,and Risk Committee closely follow the evaluation of the portfolio investments.Investment and divestmentdecisions depend more on specific company analysis than financial marketor fund investment cycles. The main risks to which Luxempart is exposed as well as the Group management risk system are described in more details in the Statement of Corporate Governance and in the note 24 of the Financial Statements of the Group Annual Report. Dividend The Annual General Meeting of the shareholders held on 24 April 2023 approved the payment of a gross dividend of EUR 1.98 per share. This dividend represented a total amountof EUR 40m for Luxempartin 2023,which was paid out on 15 May 2023. Based on a Luxempart stock price of EUR 74.50 per share at the date of 31 December 2022, this represented a gross dividend yield of 2.7% for our shareholders. The Board of Directors will propose to the Annual General Meeting on 29 April 2024 to approve the paymentof a gross dividend of EUR2.17 per share. This increase of dividends of 9.6% is globally in line with the dividend policy applied since 1993. Assuming the approval of this proposal, the dividend will be payable as from 15 May 2024. 23 Own shares As of 31 December 2023, Luxempart holds a total of 570,682 own shares which corresponds to 2.8% of the issued share capital for a book value of EUR 22m.During the year, Luxempartsold 87.364 own shares for EUR 5m, mainly in the context of stock options exercised.These shares represent0.4% of the share capital.The Annual General Meeting of the shareholders held on 24 April 2023 has authorisedto buy back up to 30% of own shares for a price up to EUR 150 per share. This authorisation expires at the Annual General Meeting of 29 April 2024, where it will be proposed for renewal. Research & Development Luxempart does not pursue any research and development activities. Branches Luxempart does not have any branch. Post closing events On 14 March 2024, Luxempart announced having reached a 10% ownership in Nexus AG, our German portfolio company, listed on the Frankfurt Stock Exchange, and active in the development of hospital software solutions. This confirms our strong confidence in Nexus’ business model and managementteam,thatsteadily delivers on its budgets. Outlook We are cautiously optimistic for the year ahead,in a context of general uncertainty.The feared economic crisis did not occur in 2023, and indicators are stable or slightly more positive for 2024. On the negative side, a slight recovery in inflation in the USA could slow down rate cuts anticipated later this year, negatively affecting the recovery in the construction sector, and companies related to it. On the positive notes, Foyer remains well oriented.Its operational and financial outlook is favourable,due to its good positioning and the extension of the maturity of its bond portfolios. We are confident in the prospects of our Direct Investments portfolio as well. Despite the shocks, our companies are solid, active in good sectors and have reasonable debt levels in general. We see much more upside potential in their valuations than downside risks. Finally,on the InvestmentFunds side,some good assets could be sold by our mature funds (Ekkio and Armira) in 2024, with a priori positive effects on their fair value. 24 Responsibility statement The Board of Directors and the Group Executive Committee of the Company reaffirm their responsibility to ensure the maintenance of proper accounting records disclosing the financial position of the Luxempart Group with reasonable accuracy at any time and ensure that an appropriate system of internal controls is in place to ensure the Group’s business operations are carried out efficiently and transparently. The Board of Directors is responsible for the fair preparation and presentation of the annual financial statements in accordance with Luxembourglaw and considers that it has fully complied with these obligations. In accordance with Article 3 of the Luxembourg law of 11 January 2008, as subsequently amended, on transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market, John Penning, in his capacity as Managing Director of the Company, declares, that to the best of his knowledge, the annual accounts as of and for the year ended 31 December 2023,prepared in accordance with Luxembourg legaland regulatory requirements,give a true and fair view of the assets, liabilities,financial position and profitof the year of the Company. In addition, the present management report includes a fair review of the development and performance of the business and the position of the Company together with a description of the principal risks and uncertainties that it faces. For more information on the Group activities and performance, the Annual Report is available on the website of the Company www.luxempart.lu or on request at the registered office. 25 Address 12 Rue Léon Laval L-3372 Leudelange Contact Phone: +352 437 43 51 01 Fax: +352 42 54 62 luxempart@luxempart.lu luxempart.lu 26