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Sabaf

Annual Report Apr 11, 2025

4440_10-k_2025-04-11_922f35e4-ac8f-4fb3-933c-018a47e5904f.pdf

Annual Report

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2024 ANNUAL FINANCIAL REPORT

TABLE OF CONTENTS

REPORT ON OPERATIONS

  • The Group's economic performance
  • Statement of financial position and cash flows
  • Total financial debt
  • Economic and financial indicators
  • Risk Factors
  • Research and Development, Corporate governance, Personal data protection
  • Key intangible resources, Derivative financial instruments, Atypical or unusual transactions, Management and coordination, Intra-group transactions and relatedparty transactions
  • Business outlook
  • Business and financial situation of Sabaf S.p.A.
  • Reconciliation between parent company and consolidated shareholders' equity and net profit for the period
  • Proposal for allocation of 2024 profit
  • Consolidated Sustainability Statement 2024
    • ESRS 2 General Information
    • E Information on environmental aspects
    • S Information on social aspects
    • G Information on governance aspects
    • Certification of Sustainability Statement pursuant to Article 81-ter, paragraph 1, of Consob Regulation No. 11971 of 14 May 1999 and subsequent amendments and additions
  • Annexes to the Report on Operations

SABAF GROUP CONSOLIDATED FINANCIAL STATEMENTS at 31 December 2024

  • Group structure and corporate bodies
  • Consolidated statement of financial position
  • Consolidated income statement
  • Consolidated statement of comprehensive income

  • Statement of changes in consolidated shareholders' equity
  • Consolidated statement of cash flows
  • Explanatory Notes
  • Certification of the Consolidated Financial Statements, in accordance with Article 154 bis of Legislative Decree 58/98

SABAF S.p.A. SEPARATE FINANCIAL STATEMENTS at 31 December 2024

  • Corporate bodies
  • Statement of financial position
  • Income statement
  • Comprehensive income statement
  • Statement of changes in shareholders' equity
  • Statement of Cash Flows
  • Explanatory Notes
  • Certification of Separate financial statements pursuant to Article 154-bis of Legislative Decree 58/98

SABAF GROUP

REPORT ON OPERATIONS

The Group's economic performance

This paragraph presents and comments on the normalised financial results for the Group, i.e. which have been adjusted for the effects of the application of IAS 29 - hyperinflation accounting standard - with reference to the financial statements of the subsidiary Sabaf Turkey. The comparative normalised consolidated economic results of the 2023 financial year also exclude the start-up costs of Sabaf India, Sabaf Mexico and the Induction division, the results of which are instead included in the normalised consolidated figures in 2024. This representation allows a better understanding of the Group's performance and a more accurate comparison with previous periods.

2024 2023 2024-2023
change
% change
Sales revenue 285,091 237,949 47,142 +19.8
Hyperinflation – Turkey (8,126) 1,160
Start-up revenue
Normalised revenue
-
276,965
(23)
239,086
37,879 +15.8
EBITDA 43,704 29,612 14,092 +47.6
EBITDA % 15.3 12.4
Start-up costs - 2,649
Hyperinflation – Turkey (3,306) 786
Normalised EBITDA 40,398 33,047 7,351 +22.2
Normalised EBITDA% 14.6 13.8
EBIT 17,739 11,062 6,677 +60.4
EBIT % 6.2 4.6
Start-up costs - 3,724
Hyperinflation – Turkey 3,465 2,710
Normalised EBIT 21,204 17,496 3,708 +21.2
Normalised EBIT% 7.7 7.3
Group net result 6,928 3,103 3,825 +123.3
Net result % 2.4 1.3
Start-up costs - 3,530
Hyperinflation – Turkey 9,022 7,521
Normalised result of the Group 15,950 14,154 1,796 +12.7
Normalised result % 5.8 5.9

The Sabaf Group ended the 2024 financial year with normalised sales revenue of €277 million, up 15.8% (+10.1% on a like-for-like basis) compared to €239.1 million in 2023. This is, historically, the highest level of revenue achieved by the Group, and the figure is highly significant when one considers that the weakness in the household appliances sector continued even in 2024. Sabaf focused on internationalisation, product range expansion and increased production potential to increase its market share. Growth was supported by a good performance in Europe, a positive contribution from the South American market and the steady expansion of activities at the new sites in Mexico and India.

Average sales prices in 2024 were essentially unaltered from 2023.

The recovery in sales volumes compared to 2023 contributed to the improvement of profitability: normalised EBITDA was €40.4 million (14.6% of turnover), up 22.2% from

€33 million in 2023 (13.8% of turnover) and normalised EBIT reached €21.2 million (7.7% of turnover) compared to €17.5 million in 2023 (7.3% of turnover). Normalised net profit was €16 million (5.8% of sales) compared to €14.2 million (5.9% of sales) in 2023.

The subdivision of normalised sales revenues by product line is shown in the table below:

Normalised revenue 2024 % 2023 % % change
Gas parts 164,081 59.2% 144,010 60.2% +13.9%
Hinges 86,627 31.3% 70,410 29.4% +23.0%
Electronic components 25,783 9.3% 24,666 10.3% +4.5%
Induction 474 0.2% - - -
Total 276,965 100% 239,086 100% +15.8%

The geographical breakdown of normalised revenues is shown below:

Normalised revenue 2024 % 2023 % % change
Europe (excluding
Turkey)
79,036 28.5% 71,734 30.0% +10.2%
Turkey 70,459 25.4% 63,419 26.5% +11.1%
North America 60,088 21.7% 47,697 19.9% +26.0%
South America 35,654 12.9% 27,858 11.7% +28.0%
Africa and Middle East 15,190 5.5% 17,762 7.4% -14.5%
Asia and Oceania 16,538 6.0% 10,616 4.4% +55.8%
Total 276,965 100% 239,086 100% +15.8%

Normalised labour costs as a percentage of revenue were affected by inflation in 2023, rising from 24.2% in 2023 to 25% in 2024. Normalised net financial expenses as a percentage of revenue remained low (0.7%); during the year, the Group recognised normalised positive exchange rate differences of €1.4 million in the income statement (€2.2 million of negative exchange rate differences had been recognised in 2023).

In 2024, the Group recognised income taxes of €3.4 million (in 2023, normalised income of €2.4 million was recognised under this item, mainly related to tax benefits on investments).

Statement of financial position and cash flows

The Group's statement of financial position, reclassified based on financial criteria, is illustrated below1:


(
/000)
31/12/2024 31/12/2023
Non-current assets 177,663 181,167
Short-term assets2 142,200 133,401
Short-term liabilities3 (63,953) (61,553)
4
Working capital
78,247 71,848
Provisions for risks and charges, post-employment
benefit, deferred taxes, other non-current payables
(8,285) (9,477)
Net invested capital 247,625 243,538
Short-term net financial position
Medium/long-term net financial position
(11,026)
(62,855)
20,118
(93,268)
Net financial debt (73,881) (73,150)
Shareholders' equity 173,744 170,388

Cash flows for the financial year are summarised in the table below:


(
/000)
2024 2023
Opening liquidity 36,353 20,923
Operating cash flow 27,033 39,852
Cash flow from investments (14,706) (16,942)
Free cash flow 12,327 22,910
Cash flow from financing activities (16,773) (14,670)
Share capital increase - 17,312
Acquisitions - (9,108)
Foreign exchange differences (1,266) (1,014)
Cash flow for the period (5,712) 15,430
Closing liquidity 30,641 36,353

1 Net financial debt and liquidity shown in the tables below are defined in compliance with the net financial position detailed in Note 24 of the consolidated financial statements, as required by CONSOB memorandum of 28 July 2006

2 Sum of Inventories, Trade receivables, Tax receivables and Other current receivables

3 Sum of Trade payables, Tax payables and Other liabilities

4 Difference between short-term assets and short-term liabilities

In 2024, the Group generated operating cash flow of €27 million (€39.9 million in 2023). At 31 December 2024, the impact of the net working capital on revenue was 27.4% compared to 30.2% at 31 December 20235.

In 2024, in line with the budget, the net investments of the Group amounted to €14.7 million (€16.9 million in 2023). The main investments were aimed at:

  • product innovation, including the development of components for induction cooking;
  • industrialising new products;
  • optimising the efficiency and automation of production processes.

In 2024, the positive free cash flow6 generated by the Sabaf Group was €12.3 million (€22.9 million in 2023).

Total financial debt

At 31 December 2024, net financial debt was €73.9 million (€73.2 million at 31 December 2023). The change in net financial debt is summarised in the table below:

Net financial debt at 31 December 2023 (73,150)
Free cash flow 12,327
Financial assets (560)
MEC put option valuation 252
Buy-back of shares (211)
Distribution of dividends (8,663)
Financial liabilities IFRS 16 (1,931)
Change in fair value of derivative financial instruments (679)
Foreign exchange differences and other changes (1,266)
Net financial debt at 31 December 2024 (73,881)

Shareholders' equity totalled €173.7 million at 31 December 2024; the ratio between the net financial debt and the shareholders' equity was 0.43 and was unchanged compared to 2023.

5 At 31 December 2023, the impact of the net working capital to pro-forma revenue (i.e. including the contribution of the acquisition of MEC for the whole of 2023) is 28.2%.

6 Free cash flow is the difference between Cash Flows from operations and Net investments.

Economic and financial indicators

2024 2023
pro-forma7 pro-forma7
Change in turnover +19.8% +14.1% -6.0% -13.8%
ROCE (return on capital employed) 7.16% 4.54%
Net debt/EBITDA 1.69 2.47
Net debt/equity ratio 42.5% 42.9%
Market capitalisation (31/12)/equity ratio 1.10 1.30

Risk Factors

As part of its periodic risk assessment process, the Group identified and assessed the following main risks:

Risks of external context

Risks deriving from the external context in which Sabaf operates, which could have a negative impact on the economic and financial sustainability of the business in the medium/long-term. The most significant risks in this category are related to general economic conditions, trend in demand and product competition.

Strategic risks

Strategic risks that could negatively impact Sabaf's medium-term performance, including, for example, risks related to low profitability of certain product lines, the risks arising from the mismatch between market needs and product innovation.

Operational risks

Risks of suffering losses due to inadequate or malfunctioning processes, human resources and information systems. This category includes financial risks (e.g. losses deriving from the volatility of the price of raw materials and from fluctuations in exchange rates), risks related to production processes (e.g. product liability, saturation level of production capacity), organisational risks (e.g. loss of key staff and expertise and/or the difficulty of replacing them) and Information Technology risks.

Legal and compliance risks

Risks related to Sabaf's contractual liabilities and compliance with the regulations applicable to the Group, including: Legislative Decree 231/2001, Law 262/2005, HSE regulations, regulations applicable to listed companies, tax regulations, labour regulations, international trade regulations and intellectual property regulations.

7 The change in pro-forma turnover is calculated on a like-for-like basis.

ESG risks

Relevant risks related to environmental, social and governance issues are set out in the Consolidated Sustainability Statement within this Report, to which we refer.

The main risks are described in detail below as well as the relevant risk management actions that are currently being implemented.

Performance of the sector

The Group's financial position, results and cash flows are affected by several factors related to the performance of the sector, including:

  • the general macro-economic performance: the household appliance market is affected by macro-economic factors such as gross domestic product, consumer and business confidence, interest rate trend, the cost of raw materials, the unemployment rate and the ease of access to credit;
  • the concentration of the end markets: as a result of mergers and acquisitions, customers have acquired bargaining power;
  • the stagnation of demand in mature markets (i.e. Europe) and the growing importance of markets in emerging Countries, characterised by different sales conditions and a more unstable macro-economic environment;
  • increasing competition and competition from alternative products to gas cooking.

To cope with this situation, the Group aims to retain and reinforce its leadership position wherever possible through:

  • the maintenance of high quality and safety standards, which make it possible to differentiate the product through the use of resources and implementation of production processes that are not easily sustainable by competitors;
  • development of new products characterised by superior performance compared with market standards, and tailored to the needs of the customer;
  • strengthening of business relations with the main players in the sector;
  • diversification of commercial investments in growing and emerging markets with local commercial and productive investments;
  • entry into new segments / business sectors.

Risks associated with the conflicts in Ukraine and the Middle East

In relation to the conflict between Ukraine and Russia, note that the Group has an insignificant direct exposure to the markets of Russia, Belarus and Ukraine. However, these are markets supplied by some of the Sabaf Group's customers, who are exposed to these markets to varying degrees.

In October 2023, the war that broke out between Israel and Hamas further increased global geopolitical tensions. With regard to this conflict, the Group does not recognise any significant risks since it does not operate in the territories involved in the war.

In general, the economic recovery that characterised the early post-pandemic period has come to an end and the short to medium term outlook remains uncertain and difficult to assess, with the possibility of a continuation of a weak macroeconomic situation. The Group continuously monitors the macroeconomic environment and its impact on the business.

Tariff barriers

The Group's manufacturing footprint, with plants in all major markets, significantly mitigates potential impacts from the introduction of trade tariffs or export restrictions by national or supranational bodies. Any tariff or customs barriers could affect international economic growth.

Instability of Emerging countries in which the Group operates

The Group is exposed to risks related to (political, economic, tax, regulatory) instability in some emerging countries where it produces or sells. Any embargoes or major political or economic instability, or changes in the regulatory and/or local law systems, or new tariffs or taxes imposed could negatively affect a portion of Group turnover and the related profitability.

Sabaf has taken the following measures to mitigate the above risk factors:

  • diversifying investments at international level, setting different strategic priorities that, in addition to business opportunities, also consider the different associated risk profiles;
  • monitoring of the economic and social performance of the target countries, also through a local network of agents and collaborators;
  • timely assessment of (potential) impacts of any business interruption on the markets of Emerging countries;
  • adoption of contractual sales conditions that protect the Group (e.g. insuring business loans or advance payments).

The presence of Sabaf in Turkey, the country that represents the main production hub of household appliances at European level, is of particular importance: over the years, local industry attracted heavy foreign investments and favoured the growth of important manufacturers. In this context, Sabaf built a factory in Turkey in 2012 for the production of gas components. In 2018, the Group acquired 100% of Okida Elektronik, a leader in Turkey in the design, manufacture and sale of electronic control boards for household appliances. In 2021, Sabaf opened a new plant in Turkey to increase production capacity for electronic components and, in 2022, the production of hinges for dishwashers for customers with production sites in Turkey also started. In 2024, Turkey represented 26% of the Group's production and of its total sales. The Turkish domestic market is estimated to represent around 5% of the final destination of Sabaf components, with the remainder being exported household appliances. In consideration of the strategic importance of this Country, the management assessed, in addition to the risks connected with the macroeconomic situation, the risks that could arise from any difficulties/impossibilities of operating in Turkey and envisaged actions to mitigate this risk.

Financial risks

The Sabaf Group is exposed to a series of financial risks, due to:

Commodity price volatility: a significant portion of the Group's purchase costs is represented by aluminium, steel and brass, the prices of which can be exposed to high volatility. Based on market conditions and contractual agreements, the Group may not be able to pass on changes in raw material prices to customers in a timely and/or complete manner, with consequent effects on margins.

  • Increase in energy costs: some of the Group's production processes, such as the die-casting of aluminium parts and the enamelling of burner covers, use gas as an energy source. Other production facilities absorb significant electricity consumption. The Group's profitability might be impacted if it is unable to pass on to customers any significant increases in energy costs in a timely and/or complete manner. In order to mitigate this risk, the Group can enter into fixed-price electricity supply contracts and is constantly evaluating possible actions to contain energy consumption, including by improving the efficiency of the most energyintensive plants.
  • Exchange rate fluctuation: the Group carries out transactions primarily in euro; however, transactions also take place in other currencies, such as the U.S. dollar, the Brazilian real, the Turkish lira, the Chinese renminbi, the Indian rupee. in particular, since turnover in US dollars accounted for 28.5% of consolidated turnover, the possible depreciation against the euro, the Turkish lira and the Brazilian real could lead to a loss in competitiveness on the markets in which sales are made in that currency (mainly South and North America). Moreover, the net value of assets and liabilities in foreign subsidiaries constitutes an investment in foreign currency, which generates a translation difference on consolidation of the Group, with an impact on the comprehensive income statement and the financial position. The sales prices of the Turkish subsidiary are exclusively denominated in euro or US dollars; those of the Brazilian subsidiary are denominated in Brazilian real for domestic sales and in US dollars for exports.
  • Trade receivable: the high concentration of turnover on a small number of customers generates a concentration of the respective trade receivables, with a resulting increase in the negative impact on economic and financial results in the event of payment delays or insolvency.

For more information on financial risks and the related management methods, see Note 37 of the consolidated financial statements as regards disclosure for the purposes of IFRS 7.

Research and Development

The most important research and development projects carried out in 2024 were as follows:

Gas parts

  • design and industrialisation of a new component for countertop hobs
  • development of a new version of the fixed gas valve
  • study of new customisations for flame spreaders for the Indian market and burners
  • design of a new burner
  • design of customised components for individual customers and markets

Hinges

  • development of a new hinge for dishwashers
  • development of a modular hinge design for built-in dishwashers
  • completion of a new hinge model for dishwashers with an adjustment system
  • development of a motorised hinge
  • development of a hinge for large built-in refrigerators

Electronic components

  • development of a new electronic control platform for ovens
  • completion of the development of the IOT platform for the electronic control of household appliances
  • industrialisation of the first product for the automotive market

Induction

  • development of new assisted cooking features
  • certification of product platforms offering many combinations with the aim of providing a modular and customisable range based on each customer's specific requirements

The improvement in production processes continued throughout the Group, also in order to minimise set-up times and make production more flexible. The Group also develops and manufactures its own machinery, equipment and moulds.

Development costs to the tune of €2,782,000 were capitalised, as all the conditions set by international accounting standards were met. In other cases, they were charged to the income statement.

Corporate Governance

For a complete description of the corporate governance system of the Sabaf Group, see the report on corporate governance and on the ownership structure, available in the Investor Relations section of the company website.

Personal data protection

Sabaf S.p.A. has an Organisational Model for the management and protection of personal data consistent with the provisions of European Regulation 2016/679 (General Data

Protection Regulation - GDPR). Specific projects are implemented or are being implemented for all Group companies for which the GDPR is applicable.

Key intangible resources

The disclosure on key intangible resources is provide in the Consolidated Sustainability Statement at the paragraph Enhancement of intangible assets and of its intellectual capital.

Derivative financial instruments

For the comments on this item, please see Note 37 of the consolidated financial statements.

Atypical or unusual transactions

Sabaf Group companies did not execute any unusual or atypical transactions in 2024.

Management and coordination

Sabaf S.p.A. is not subject to management and coordination by other companies. Sabaf S.p.A. exercises management and coordination activities over its Italian subsidiaries, Faringosi Hinges s.r.l., A.R.C. s.r.l., C.M.I. s.r.l., C.G.D. S.r.l. and P.G.A. s.r.l..

Intra-group transactions and related-party transactions

The relationships between the Group companies, including those with the parent company, are regulated under market conditions, as well as the relationships with related parties, defined in accordance with the accounting standard IAS 24. The details of intragroup transactions and other related-party transactions are given in Note 38 of the consolidated financial statements and in Note 38 of the separate financial statements of Sabaf S.p.A.

Business outlook

After three years of widespread weakness in demand, the household appliances market appears to be heading for a gradual recovery in volumes, partly due to the stimulus in consumption and residential investment resulting from lower interest rates. There are, however, some reasons for uncertainty. The first economic policy measures taken by the new US administration have created international tensions, the effects of which are difficult to predict. Sabaf's global production structure, with the direct manufacturing presence in the United States enabled by the recent acquisition of MEC, mitigates the risks associated with the introduction of tariffs.

The Group expects sustained growth in 2025 as the benefits of the strategy outlined in the Business Plan (diversification of the offering, strengthening of the industrial footprint, development of group synergies and growth through acquisitions) is further materializing.

In particular, an important contribution is expected from sales in North America, even thanks to the Mexican production plant that is constantly increasing volumes and expanding its product range. For all divisions, sales of new products - which will be partly customised for some customers - will begin and should help to strengthen market shares. The orders received in the first part of the year confirm this trend.

The Group is strengthening its efforts to improve margins through further efficiency measures, innovative projects and adjustments of price lists.

Business and financial situation of Sabaf S.p.A.


(
/000)
2024 2023 Change % change
Sales revenue 106,228 99,842 6,386 +6.4%
EBITDA 9,219 5,518 3,701 +67.1%
EBIT 1,786 (814) 2,600 +319.4%
Pre-tax profit (EBT) 1,175 1,123 52 +4.6%
Net profit 1,328 3,504 (2,176) -62.1%

Thanks to the good performance in the European market and Turkey, the 2024 financial year closed with sales of €106.2 million, 6.8% higher than in 2023.

In 2024, Sabaf S.p.A. recognised dividend income in the amount of €4.2 million from Italian subsidiaries and write-downs of equity investments of €3.1 million.

The reclassification based on financial criteria is illustrated below:


(
/000)
31/12/2024 31/12/2023
8
Non-current assets
184,308 179,655
Non-current financial assets 7,971 16,386
Short-term assets9 60,926 57,971
Short-term liabilities10 (34,382) (34,229)
11
Working capital
26,544 23,742
Provisions for risks and charges, Post-employment benefits,
deferred taxes
(2,185) (2,420)
Net invested capital 216,638 217,363
Short-term net financial position (32,120) (9,108)
Medium/long-term net financial position (58,117) (76,313)
Total financial debt12 (90,237) (85,421)
Shareholders' equity 126,401 131,942

8 Excluding Financial assets

9 Sum of Inventories, Trade receivables, Tax receivables and Other current receivables

10 Sum of Trade payables, Tax payables and Other liabilities

11 Difference between short-term assets and short-term liabilities

12 Determined in accordance with Consob Communication of 28 July 2006 (Note 23 of the separate financial statements)

Cash flows for the financial year are summarised in the table below:


(
/000)
2024 2023
Opening liquidity 13,899 2,604
Operating cash flow 4,448 13,437
Cash flow from investments (net of divestments) (14,561) (16,890)
Free cash flow (10,113) (3,453)
Cash flow from financing activities (1,747) 14,748
Cash flow for the period (11,860) 11,295
Closing liquidity 2,039 13,899

At 31 December 2024, working capital stood at €26.5 million compared with €23.7 million at the end of the previous year: its percentage impact on turnover stood at 24.9% from 23.9% at the end of 2023.

The net financial debt was €90.2 million, compared with €85.4 million at 31 December 2023.

At the end of the year, shareholders' equity amounted to €126.4 million, compared with €131.9 million in 2023. The ratio between the net financial debt and the shareholders' equity was 71%; it was 65% at the end of 2023.

Reconciliation between parent company and consolidated shareholders' equity and net profit for the period

Pursuant to the CONSOB memorandum of 28 July 2006, a reconciliation statement of the result of the 2024 financial year and Group shareholders' equity at 31 December 2024 with the same values of the parent company Sabaf S.p.A. is given below:

31/12/2024 31/12/2023
Description Profit for Shareholde Profit for Shareholde
the year rs' equity the year rs' equity
Profit and shareholders' equity of parent
company Sabaf S.p.A.
1,328 126,401 3,504 131,942
Equity and consolidated company results 16,422 134,492 13,297 124,424
Derecognition of the carrying value of
consolidated equity investments
3,070 (109,351) 1,000 (103,854)
Monetary revaluation - hyperinflation (IAS 29) (9,022) 36,794 (7,521) 32,742
Put options on minorities 252 (11,469) (855) (11,721)
Intercompany eliminations (4,271) (3,068) (5,962) (2,975)
Other adjustments 114 (55) (83) (170)
Minority interests (965) (7,940) (277) (8,293)
Profit and shareholders' equity
attributable to the Group
6,928 165,804 3,103 162,095

Proposal for allocation of 2024 profit

As we thank our employees, the Board of Statutory Auditors, the Independent Auditors and the supervisory authorities for their invaluable cooperation, we would kindly ask the shareholders to approve the financial statements ended 31 December 2024 with a profit for the year of €1,327,683.

The Board of Directors proposes to distribute an ordinary dividend of €0.58 per share to the shareholders, with the exclusion of the treasury shares on the ex-date, by distributing €1,272,205 of the profit for 2024 available after setting aside to the legal reserve €55,479 from the profit and, for the residual part, by distributing a portion of the extraordinary reserve. The dividend is scheduled for payment on 28 May 2025 (ex-date 26 May and record date 27 May 2025).

Sabaf Group Consolidated Sustainability Statement 2024

ESRS 2 General Information

[ESRS 2 BP-1] General basis for preparation of Sustainability Statement

The Sabaf Group's Consolidated Sustainability Statement 2024 (hereinafter also referred to as the "Statement" or "Sustainability Statement") has been drafted in accordance with Legislative Decree No. 125 of 6 September 2024 and the European Sustainability Reporting Standards (ESRS).

The Statement includes data from the parent company Sabaf S.p.A. ('Sabaf' or the 'Company') and all subsidiaries (the 'Sabaf Group' or the 'Group') included in Sabaf's consolidated financial statements. The reporting period, from 1 January to 31 December, is also the same as the consolidated financial statements. The list of companies included in the consolidated financial statements and confirmation of the countries in which they have their registered offices, can be found in Note 45 to the consolidated financial statements.

This Sustainability Statement covers the upstream and downstream value chain of the Group, which was considered in the materiality assessment to identify material impacts, risks and opportunities. Information on policies, actions and objectives related to the upstream and downstream value chain are presented in the appropriate sections.

The Sabaf Group has not withheld information on intellectual property, know-how or innovation results.

The Sabaf Group has not availed itself of the option to omit information due to impending developments or issues in the course of negotiations provided for in Article 29 bis (3) of Directive 2013/34/EU.

For the purpose of reporting prospective information in accordance with the ESRS, directors are required to prepare this information on the basis of assumptions, described in the Consolidated Sustainability Statement, regarding events that may occur in the future and possible future actions by the Group. Due to the uncertainty associated with the realisation of any future event, both in terms of the occurrence of the event and the extent and timing of its occurrence, deviations between actual values and prospective information could be significant.

This Sustainability Statement was approved by the Board of Directors on 25 March 2025 and subjected to a limited review by the auditing firm EY S.p.A.

[ESRS 2 BP-2] Disclosures in relation to specific circumstances

The short-, medium- and long-term time horizons used in this Sustainability Statement are defined in line with the provisions set out in ESRS 1. The assessment of Impacts, Risks and Opportunities (IROs) took into account the time horizon of the 2024-2026 Business Plan, which was considered adequate for obtaining assessments applicable to the Sabaf Group's strategic decisions. Short-, medium- and long-term time horizons are defined respectively

as one year or less, two to three years and more than three years. These time horizons are defined on the basis of the timing dictated by the Group's strategic considerations and decisions.

Almost all of the quantitative data reported was acquired directly from the Group's information systems. Where data have been obtained from different sources, estimated or obtained indirectly, through processing by the actors in the value chain, this is explicitly indicated alongside individual metrics.

In preparing the Sustainability Statement, the management used assumptions, judgements and estimates that influence the amounts reported, especially in relation to Scope 3 emissions. The estimates and assumptions are based on historical experience and various other sources and factors and are considered reasonable under the circumstances. These estimates and the underlying assumptions are reviewed on an ongoing basis to improve their accuracy. Actions to improve the accuracy of emissions calculations include collecting primary data sources from suppliers, where possible, and reducing the use of assumptions or estimates when more reliable data sources become available. For more information on the estimates and assumptions applied, please refer to the information contained in the following sections of this Sustainability Statement.

This Sustainability Statement is the first to be prepared by the Group in compliance with the ESRS and in application of Legislative Decree No. 125 of 6 September 2024 and the Corporate Sustainability Reporting Directive (CSRD), therefore no changes in the preparation and presentation of sustainability information compared to previous reporting periods can be reported. Similarly, there were no material reporting errors in previous years.

In order to prepare this Sustainability Statement, the Group used the option of phase-in provisions and did not report comparative values for previous years.

[ESRS 2 GOV-1] The role of the administrative, management and supervisory bodies

The Board of Directors is the central body of Sabaf's Corporate Governance system and directs the Group in the pursuit of sustainable success, understood as the creation of longterm value for the benefit of the shareholders, while respecting the interests of other stakeholders. In the pursuit of sustainable success, the board of directors is responsible for ensuring compliance with the values, rules of conduct and the commitments stated in Sabaf's code of ethics (the Charter of Values).

The Board of Directors defines the strategic guidelines of the Company and the Group consistent with the pursuit of the goal of sustainable success. Accordingly, the Board of Directors periodically:

  • analyses basic industry and market trends and the evolution of the competitive scenario;
  • examines business opportunities and risks, including through SWOT analyses;
  • analyses sustainable development topics, including those related to climate change and energy transition.

Moreover, the Board of Directors examines and approves the Group's three-year Business Plan, which is drawn up in accordance with the strategic guidelines, and periodically

monitors its implementation. In particular, the 2024-2026 Business Plan was reviewed and approved at the meeting of 19 March 2024. At the same time, the Board of Directors started a process to draw up a Sustainability Plan to complement the Business Plan.

The analysis of key economic and financial indicators is the responsibility of the Board of Directors, which compares, on a quarterly basis, actual results against planned results, on the basis of the annual budget approved by the Board at the end of the previous year.

The Board of Directors of the Parent Company Sabaf S.p.A., appointed by the shareholders' meeting on 8 May 2024 and in office for 3 financial years, is composed of 9 members, 2 of whom are executive board members (the CEO Pietro Iotti and the CFO Gianluca Beschi) and 7 are non-executive board members (the Chairman Claudio Bulgarelli, Cinzia Saleri Alessandro Potestà, Laura Ciambellotti, Francesca Michela Maurelli, Federica Menichetti and Daniela Toscani), 4 of whom are independent (Laura Ciambellotti, Francesca Michela Maurelli, Federica Menichetti and Daniela Toscani), i.e. 44%. The Board is predominantly composed of women (5 members, constituting 56% of the total), while 4 are men (44% of the total). The average ratio of female to male board members is 125%.

The Board of Statutory Auditors of Sabaf S.p.A., appointed by the shareholders' meeting on 8 May 2024 and in office for 3 financial years, is composed of 3 members (Alessandra Tronconi, acting as Chairman, Maria Alessandra Zunino de Pignier and Mauro Giorgio Vivenzi, standing auditors). The Board of Auditors is predominantly composed of women (67%) and the average ratio of female to male members is 200%.

On 8 May 2024, with the renewal of the corporate bodies, the Board of Directors established the Sustainability Committee from within its ranks, composed of directors Pietro Iotti (Committee Chairman and CEO), Gianluca Beschi (CFO in charge of Sustainability Statement) and Francesca Michela Maurelli, an independent non-executive director with relevant experience. The average ratio of female to male Committee members stands at 50%.

By resolution of 8 May 2024, the Board of Directors set up an internal Control and Risk Committee composed of three non-executive directors, all of whom are independent (Federica Menichetti, acting as Chairman, Laura Ciambellotti and Daniela Toscani). The Audit and Risk Committee is 100% composed of female members.

The current Remuneration and Appointments Committee was established within the Board by resolution of 8 May 2024. It consists of five non-executive members (Daniela Toscani, acting as Chairman, Alessandro Potestà, Cinzia Saleri, Laura Ciambellotti and Francesca Michela Maurelli). The Remuneration and Appointments Committee is predominantly composed of women (4 members, or 80% of the total) and the average ratio of female to male members is 400%.

With a view to renewing the corporate bodies, on 20 February 2024, following a suggestion by the Remuneration and Nomination Committee, the outgoing Board of Directors approved the "Indication of the Board of Directors on the quantitative and qualitative composition of the Board of Directors considered optimal for the three-year period from 2024 to 2026". The document outlines the qualitative requirements deemed necessary for the proper performance of its duties, including in terms of educational background and professional experience (including sustainability skills), age and seniority in office, availability of time and accumulation of assignments, as well as soft skills. The current composition of the Board is fully consistent with this indication.

The main qualifications of the directors in office are listed below:

  • Claudio Bulgarelli, Chairman, has a long experience as an entrepreneur in the hydraulics sector; he currently holds important positions in other industrial companies;
  • Pietro Iotti, who held positions of increasing responsibility in several industrial companies (Gruppo Fiat, Smeg, Technogym, Interpump Group), has been with Sabaf since 2017 and holds the position of Chief Executive Officer;
  • Gianluca Beschi, who has been at Sabaf since 1997, CFO, as well as Investor Relator;
  • Alessandro Potestà, was a manager in a leading industrial holding company. Is currently the Chief Executive Officer at Quaestio Capital Management SGR S.p.A.;
  • Cinzia Saleri, Chairman of the Board of Directors of Cinzia Saleri S.a.p.A. and already director of Sabaf S.p.A. in the period from 2012 to 2018;
  • Laura Ciambellotti, founding partner of Studio C&C, which provides financial advisory services, has held senior positions in the investment banking sector;
  • Francesca Michela Maurelli, freelancer at Studio Gatti, provides consultancy to companies on strategic, governance, organisational and financial matters. Is a statutory auditor and non-executive director in listed and unlisted companies and financial institutions;
  • Federica Menichetti, lawyer, partner of Vega Law, is a member of administration and supervisory bodies for listed companies;
  • Daniela Toscani, held positions of responsibility at Borsa Italiana S.p.A., London Stock Exchange Group and Mittel S.p.A.;

The complete CVs of all the directors are available for examination on the Company's website www.sabafgroup.com, under the section "Investors - Corporate Governance".

The main qualifications of the statutory auditors in office are listed below:

  • Alessandra Tronconi, Chairman, chartered accountant, has acquired experience in auditing bodies in multinational companies and industrial groups in the following areas: Corporate governance, compliance, tax law, ESG, M&A, capital markets;
  • Mauro Vivenzi, chartered accountant, has acquired experience in the auditing bodies of corporations and local authorities, in the industrial and utilities sectors;
  • Alessandra Zunino de Pignier, chartered accountant, has experience in the banking and financial sectors and as a member of administration and supervisory bodies for listed companies.

The complete CVs of all the statutory auditors are available for examination on the Company's website www.sabafgroup.com, under the section "Investors - Corporate Governance".

[ESRS 2 GOV-2] Information provided to and sustainability matters addressed by the undertaking's administrative, management and supervisory bodies

In 2024, with the renewal of the corporate bodies, the Board of Directors set up a board committee, the Sustainability Committee, which provides investigation, proposal and

consultation functions to the Board of Directors for sustainability assessments and decisions. In particular, the Committee is assigned the following tasks:

  • supporting the Board of Directors in the analysis of material topics for the Company and the Group, promoting a policy that integrates sustainability into business processes in order to ensure the creation of sustainable value over time for shareholders and all other stakeholders;
  • drawing up objectives, strategies and plans, including multi-year plans in the area of sustainability, to be submitted to the Board of Directors and monitoring of their implementation;
  • monitoring the evolution of sustainability matters and the reference regulatory framework, including in the light of international guidelines and principles on the subject, identifying any adjustment actions that may be appropriate and/or necessary;
  • assessing the environmental, economic and social impacts of business activities;
  • verifying the general approach of the Sustainability Statement and the development of its contents as well as the completeness and transparency of the information provided, reporting the outcome of its assessments to the Audit and Risk Committee;
  • promoting the dissemination of the culture of sustainability among all stakeholders.

The Sustainability Committee reports to the Board of Directors on its activities at least every six months. A dedicated committee, which includes the CEO and CFO (unlike the previous mandate, in which the Sustainability Committee overlapped with the Control and Risk Committee and was composed exclusively of independent directors), is more functional for the effective integration and implementation of sustainability in corporate activities.

Further information on the role and involvement of the administrative, management and supervisory bodies in sustainability matters is provided in the section [ESRS 2 IRO-1] Description of the process to identify and assess material impacts, risks and opportunities. Details of the IROs are provided in section [ESRS 2 SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model.

[ESRS 2 GOV-3] Integration of sustainability-related performance in incentive schemes

On 8 May 2024, the Shareholders' Meeting approved a Long-Term Incentive Plan (LTIP) for the period 2024-2026 for executive directors (CEO and CFO), executives with strategic responsibilities and managers identified by the CEO from among those who report directly to the CEO or who in turn report to the aforementioned managers.

The LTIP governs the requirements for the disbursement of a bonus to beneficiaries upon the achievement, in whole or in part, of predetermined, measurable financial and sustainability performance targets linked to the creation of shareholder value over a medium-term horizon. These targets are based on the Business Plan and approved by the Board of Directors.

The LTIP provides for the allocation of financial instruments, consisting of shares of the Company, up to a maximum of 270,000 (two hundred and seventy thousand) share rights. The Incentive Plan is linked to the achievement of targets for three three-year performance indicators (KPIs), namely (i) the three-year cumulative adjusted EBITDA; (ii) the average

adjusted ROI over the three-year period; and (iii) sustainability targets. The first two KPIs are based on the 2024-2026 Business Plan, while the third is based on three separate targets relating to human resources training, occupational safety and the environment.

The weighting of the individual indicators in terms of the total allocation is 45% for the three-year cumulative Adjusted EBITDA, 35% for the average Adjusted ROI over the three-year period and 20% for sustainability indicators (of which 5% for performance KPIs of human resources training aimed at the social sustainability of the Group's business and the enhancement of internal skills, 5% for the workplace safety indicator aimed at the social sustainability of the Group's business and the protection of employees' health, and 10% refers to the environmental indicator aimed at environmental sustainability with a view to reducing CO2 emissions). With regard to ESG objectives, the Board of Directors determined the following objectives:

  • 60 hours of average training per capita for Group employees in the three-year period 2024-2026;
  • severity index x (frequency index x 0.5) less than 175 as an average value over the three-year period 2024-2026;
  • reduction by 2026 of 1,500 tonnes of CO2eq (Scope 1 and Scope 2) at the Ospitaletto site.

Assuming 100% achievement of the planned targets, the long-term variable component linked to sustainability indicators has an impact of 6.8% on the CEO's total remuneration, 5.8% on the CFO's global remuneration and 5.4% on the total remuneration of other executives with strategic responsibilities.

[ESRS 2 GOV-4] Statement on due diligence

There follows a mapping of the information provided in this Sustainability Statement with regard to the due diligence process, in accordance with the European Sustainability Reporting Standards (ESRS), and in particular GOV-4. The information provided in relation to due diligence is based on the results of the double materiality assessment, as described in section [IRO-1] Description of the processes to identify and assess material impacts, risks and opportunities.

CORE ELEMENTS OF DUE DILIGENCE PARAGRAPHS IN THE SUSTAINABILITY
STATEMENT
a) Embedding due diligence in governance, strategy
and business model

[ESRS 2 GOV-2] Information provided to and
sustainability matters addressed by the
undertaking's administrative, management and
supervisory bodies

[ESRS 2 GOV-3] Integration of sustainability-related
performance in incentive schemes

[ESRS 2 SBM-3] Material impacts, risks and
opportunities and their interaction with strategy and
business model

[E1-1] Transition plan for climate change mitigation

[E1-2] Policies related to climate change mitigation
and adaptation

[E2-1] Policies related to pollution

[E3-1] Policies related to water

b)
Engaging with affected stakeholders in all key steps
of the due diligence

[E5-1] Policies related to resource use and circular
economy

[S1-1] Policies related to own workforce

[S2-1] Policies related to value chain workers

[S3-1] Policies related to affected communities

[S4-1] Policies related to consumers and end-users

[G1-1] Business conduct policies and corporate
culture

[ESRS 2 GOV-2] Information provided to and
sustainability matters addressed by the
undertaking's administrative, management and
supervisory bodies

[ESRS 2 SBM-2] Interests and views of stakeholders

[ESRS 2 IRO-1] Description of the process to
identify and assess material impacts, risks and
opportunities

[E1-2] Policies related to climate change mitigation
and adaptation

[E2-1] Policies related to pollution

[E3-1] Policies related to water

[E5-1] Policies related to resource use and circular
economy

[S1-1] Policies related to own workforce

[S1-2] Processes for engaging with own workforce
and workers' representatives about impacts

[S2-1] Policies related to value chain workers

[S2-2] Processes for engaging with value chain
workers about impacts

[S3-1] Policies related to affected communities

[S3-2] Processes for engaging with affected
communities about impacts

[S4-1] Policies related to consumers and end-users

[S4-2] Processes for engaging with consumers and
end-users about impacts

[G1-1] Business conduct policies and corporate
culture
c)
Identifying and assessing adverse impacts

[ESRS 2 SBM-3] Material impacts, risks and
opportunities and their interaction with strategy and
business model

[ESRS 2 IRO-1] Description of the process to
identify and assess material impacts, risks and
opportunities

[E1 IRO-1] Description of the processes to identify
and assess material climate-related impacts, risks
and opportunities

[E2 IRO-1] Description of the processes to identify
and assess material pollution-related impacts, risks
and opportunities

[E3 IRO-1] Description of the processes to identify
and assess material water-related impacts, risks and
opportunities

[E5 IRO-1] Description of processes to identify and
assess material resource use and circular economy
related impacts, risks and opportunities

[G1 IRO-1] Description of the processes to identify
and assess material impacts, risks and opportunities
d)
Taking actions to address those adverse impacts

[E1-3] Actions and resources in relation to climate
change policies

[E2-2] Actions and resources related to pollution

[E3-2] Water-related actions and resources

[E5-2] Actions and resources related to resource
use and the circular economy


[S1-3] Processes to remediate negative impacts and
channels for own workers to raise concerns

[S1-4] Taking action on material impacts on own
workforce, and approaches to managing material
risks and pursuing material opportunities related to
own workforce, and effectiveness of those actions

[S2-3] Processes to remediate negative impacts and
channels for value chain workers to raise concerns

[S2-4] Taking action on material impacts on value
chain workers, and approaches to managing
material risks and pursuing material opportunities
related to value chain workers, and effectiveness of
those actions

[S4-3] Processes to remediate negative impacts and
channels for consumers and end-users to raise
concerns

[S4-4] Taking action on material impacts on
consumers and end-users, and approaches to
managing material risks and pursuing material
opportunities related to consumers and end- users,
and effectiveness of those actions

[G1-3] Prevention and detection of corruption or
bribery

[E1 MDR-T] Tracking the effectiveness of climate
e)
Tracking the effectiveness of these efforts and
communicating
change-related policies and actions

[E1-5] Energy consumption and mix

[E1-6] Gross Scopes 1, 2, 3 and Total GHG
emissions

[E2-3 MDR-T] Tracking the effectiveness of
pollution-related policies and actions

[E2-4] Pollution of air, water and soil

[E2-5] Substances of concern and substances of
very high concern

[E3 MDR-T] Tracking the effectiveness of water
related policies and actions

[E3-4] Water consumption

[E5 MDR-T] Tracking the effectiveness of circular
economy-related policies and actions

[E5-4] Resource inflows

[E5-5] Resource outflows

[S1-5 MDR-T] Tracking effectiveness of policies
and actions through targets

[S1-6] Characteristics of employees

[S1-7] Characteristics of non-employees in own
workforce

[S1-8] Collective bargaining coverage and social
dialogue

[S1-9] Diversity metrics

[S1-10] Adequate wages

[S1-13] Training and skills development metrics

[S1-14] Health and safety metrics

[S1-15] Work-life balance metrics

[S1-16] Remuneration metrics (pay gap and total
remuneration)

[S1-17] Incidents, complaints and severe human
rights impacts

[S2 MDR-T] Tracking effectiveness of policies and
actions through targets

[S3 MDR-T] Tracking the effectiveness of affected
communities-related policies and actions


[S4 MDR-T] Tracking the effectiveness of end-user
related policies and actions

[G1 MDR-T] Tracking the effectiveness of business
conduct-related policies and actions

[G1-4] Incidents of corruption or bribery

[G1-6] Payment practices

[ESRS 2 GOV-5] Risk management and internal controls over sustainability reporting

Risk management and internal controls associated with sustainability reporting is governed by the Procedure for Consolidated Sustainability Statement, which was revised and updated during the year and approved by the Board of Directors on 25 February 2025 in order to adapt the process to the entry into force of the Corporate Sustainability Reporting Directive (CSRD). The Procedure identifies the roles and responsibilities, the stages of the reporting process, as well as the reference documents and regulations for the report. The Procedure sets forth provisions for conducting the double materiality assessment, defining the contents of the Sustainability Statement, and controlling data and information collection processes.

The data and information collection process, which is overseen by the ESG Reporting Team, involves "group data owners", who are assigned the task of coordinating and supervising the data collection process at the Group level and carrying out internal consistency and coherence checks on the data received from subsidiaries, and also involves "subsidiary data owners", who are assigned the task of verifying and approving the qualitative and quantitative information included in the reporting packages of subsidiaries and providing documentation to support internal controls. The ESG Reporting Team, headed by the Reporting Officer, is responsible for coordinating the entire reporting process through appropriate periodic information flows to and from the data owners for the Group and its subsidiaries, as well as for carrying out internal consistency checks on the data collected, requesting, where necessary, additional supporting documentation and going over the workflow in the event of anomalies.

The Sustainability Committee is responsible for checking the overall structure of the Sustainability Statement, its contents and the completeness and transparency of the respective information. Any critical issues are reported to the Risk and Control Committee, which will assess:

  • the correct use of the ESRS, after liaising with the Reporting Officer, the Board of Statutory Auditors and the auditing firm;
  • the suitability of the sustainability and financial information to correctly represent the company's business model, strategies, the impact of its activities and the performance levels that have been reached;
  • the contents of periodic non-financial information relevant to the internal control and risk management system;

In the event of any non-compliance with the above-mentioned points, the Audit and Risk Committee informs the ESG Reporting Team, which is responsible for resolving these in the collection of data and information and in the preparation of the Statement.

As required by Legislative Decree No. 125 of 6 September 2024, the Board of Directors and the Reporting Officer certify, by means of an appropriate report, that the Sustainability

Statement included in the Report on Operations has been prepared in compliance with Legislative Decree No. 125 of 6 September 2024, the reporting standards contained in the delegated acts issued by the European Commission (ESRS), pursuant to Article 29-ter of Directive 2013/34/EU, and the specifications adopted pursuant to Article 8(4) of Regulation (EU) 2020/852 of the European Parliament and of the Council.

During the year, there were no significant risks associated with the reporting process. Any significant aspects identified during the monitoring and control of the reporting process are promptly reported to the Board of Directors.

The Internal Audit Function is responsible for verifying the effective application of the Procedure.

[ESRS 2 SBM-1] Strategy, business model and value chain

Strategic pillars of the Sabaf Group's Business Model

In line with its shared values and mission, Sabaf believes that there is a successful industrial and cultural model to be consolidated both through organic growth and growth through acquisitions. The Group considers its business model - which is oriented towards longterm sustainability and characterised by a high level of verticalization of production and production facilities close to the main markets - to be adequate to face future challenges and new scenarios.

The distinctive features of the Sabaf Group's business model are described below.

Innovation

Innovation represents one of the essential elements of Sabaf's industrial model and one of its main strategic levers. Thanks to continuous innovation, the Group has managed to achieve excellent results, identifying technological and production solutions that are among the most advanced and effective currently available and establishing a virtuous circle of continuous improvement of processes and products, until acquiring technological competence with characteristics that are difficult to match for competitors. The know-how acquired over the years in the development and internal production of machinery, tools and moulds, which is integrated with synergy with the know-how in the development and production of our products, represents the main critical success factor of the Group. With the acquisition of Okida and the more recent acquisition of P.G.A., the Sabaf Group has also acquired a strong electronic know-how that, together with the traditional and strong mechanical skills, has further expanded business opportunities.

The investments in innovation allowed the Group to become a world leader in a highly specialised sector. The production sites in Italy and abroad are designed to guarantee production according to the highest levels of technology available today and represent a cutting-edge model both for environmental protection and safety of the employees.

Eco-efficiency

Sabaf's product innovation strategy gives priority to the search for improved environmental performance. Attention to environmental issues is reflected both in innovative production processes that have a lower energy impact in the manufacture of products, and for what concerns gas parts, in the design of eco-efficient products during their daily use. The innovation efforts in this area are focused on the development of burners that reduce fuel consumption (natural gas or GPL) and emissions (carbon dioxide

and carbon monoxide, in particular) in users. In accordance with energy transition policies, the Group has been allocating significant resources to the development of electromagnetic induction cooking components since 2021. Sabaf is also involved in experimental projects and feasibility studies for the use of hydrogen as an alternative fuel to natural gas and GPL for domestic and professional cooking appliances

Safety

Safety has always been one of the essential elements of Sabaf's business project. Safety for Sabaf is not just a matter of complying with existing standards but a management philosophy oriented towards the continuous improvement of its performance, in order to guarantee the end user an increasingly safe product. In addition to investing in research and development of new products, the Group has chosen to play an active role in disseminating a safety culture: Sabaf has long been promoting the introduction of regulations worldwide - in the various institutional venues - that make it compulsory to adopt products with thermoelectric safety devices. Sabaf also promoted the ban on the use of zamak (zinc and aluminium alloy) for the production of gas valves for cooking, in consideration of the intrinsic danger. To date, the use of zamak is still permitted in Brazil, Mexico and other South American countries, limiting business opportunities in the gas valves segment for Sabaf.

Success on international markets and partnerships with multinational groups

Sabaf pursues its growth through its success in international markets by trying to replicate its industrial model in emerging countries with due consideration of local culture. In line with its reference values and mission, the Group operates in emerging countries in full respect of human rights and the environment and in compliance with the United Nations Code of Conduct for Transnational Corporations. This choice is driven by the awareness that only by operating in a socially responsible way it is possible to ensure long-term development of industrial experience in emerging markets.

The Group also intends to further strengthen its collaboration with customers and its position as main supplier of a complete range of products in the cooking components market, also thanks to its ability to adapt production processes to specific customer needs and provide an increasingly wide range of products. In relations with large household appliance groups, the reliability of partners along the supply chain is more than ever an essential requirement. The presence of production facilities in all strategic geographical areas, the ability to react immediately to sudden changes in macroeconomic scenarios and financial solidity put the Sabaf Group in a favourable position compared to smaller, less structured competitors.

Widening the range of components and development through acquisitions

The continuous expansion of the range aims to increase customer loyalty through the widest satisfaction of market requirements. The possibility of offering a complete range of components is an additional distinguishing feature for Sabaf compared to its competitors. In order to sustain a dynamic growth path, the Group is extending its product range to other components for household appliances, including through growth by acquisitions. For example, the acquisition of A.R.C. in 2016, a company which operates in the professional cooking sector, of Okida in 2018 and P.G.A. in 2022, which are active in the design and

production of electronic components for household appliances, the C.M.I. Group in 2019 and MEC in 2023, which design and produce hinges for ovens and dishwashers. The entry into the induction cooking components sector is another strategically important project for which Sabaf put together a dedicated development team and which also draws on the expertise of Okida and P.G.A.

Enhancement of intangible assets and of its intellectual capital

Sabaf carefully monitors and increases the value of its intangible assets: the high technical and professional competence of the people who work there, the image synonymous with quality and reliability, the reputation of a company attentive to social and environmental issues and the requirements of its stakeholders. The promotion of the idea of work and relations with stakeholders as a passion for a project based on common values in which everyone can recognise themselves symmetrically represents not only a moral commitment, but the real guarantee of enhancement of intangible assets.

Products and markets

With 15 production sites globally and more than 1,500 employees, the Sabaf Group is one of the world's leading manufacturers of components for household gas cooking appliances, with a market share exceeding 40% in Europe and over 10% worldwide.

The total of more than 1,500 employees is distributed across the different geographical areas as follows:

Geographical area Number of employees
Europe (excluding Turkey) 724
Turkey 498
North America 218
South America 108
Asia and Oceania 22
Total 1,570

In recent years, through a policy of organic investments and through acquisitions, the Group expanded its product range and is now active in the following segments of the household appliance market:

  • gas parts;
  • hinges;
  • electronic components;
  • components for induction cooking.

Gas parts Hinges Electronic
components
Induction
Valves: they regulate the
flow of gas to the covered
(of the oven or grill) or
uncovered burners.
Burners: by mixing the gas
with air and burning the
gases used, they produce
one or more flame rings.
Accessories: include spark
plugs, microswitches,
injectors and other
components to complete
the range.
They allow movement
and balancing when
opening and closing the
oven door, washing
machine door or
dishwasher door.
Electronic control
boards, timers and
display and power units
for ovens, refrigerators,
freezers, hoods and
other products.
Complete kits including
all components for hob
operation.

The product range

The Sabaf Group's customers are manufacturers of household appliances. The range also includes products for the professional sector. Most of the active commercial transactions are characterised by long-standing relations that developed over the years.

Customer relations and sales are managed directly by the Sales teams or with the support of multi-firm agents. In a business-to-business model, the Sabaf Group has no direct dealings with end users.

The Group's strategic suppliers are represented by:

  • suppliers of raw materials, such as steel alloys and non-ferrous metals (mainly aluminium and brass); these are generally international large groups;
  • suppliers of electronic components;
  • suppliers of other components that are assembled into products manufactured by the Group;
  • suppliers of machinery and equipment, with whom the Group has strong long-term relationships;

The Sabaf Group is aware of the strategic relevance of existing relationships so it monitors information and data on its customers and suppliers, as well as key players in the value chain. The tools it uses to do this include: direct relations, with a constant dialogue and regular interaction, as well as stakeholder engagement activities, such as customer satisfaction analysis.

2024

(
/000)
%
Gas parts 169,403 59.4%
Hinges 87,364 30.6%
Electronic components 27,850 9.8%
Induction 474 0.2%
Total 285,091 100%

Revenue by product family

2024

(
/000)
%
Europe (excluding Turkey) 80,246 28.1%
Turkey 76,103 26.7%
North America 60,889 21.4%
South America 35,895 12.6%
Africa and Middle East 15,188 5.3%
Asia and Oceania 16,770 5.9%
Total 285,091 100%

Revenue by geographical area

[ESRS 2 SBM-2] Interests and views of stakeholders

Sabaf is committed to constantly strengthening the social value of its business activities through careful management of relations with stakeholders, whom it considers to be of the utmost importance in guiding the Group's strategic decisions. Sabaf has established an open and transparent dialogue with stakeholders and promotes discussions to identify their legitimate expectations, increase mutual trust, manage risks and identify new opportunities.

The Sabaf Group provides engagement activities for all key stakeholders, such as its own workforce and their representatives, suppliers, customers, lenders and investors, financial analysts, schools and universities. Involvement initiatives have been established and are carried out periodically (generally every two or three years): surveys on employee satisfaction and corporate climate, meetings with employees and trade unions, meetings with suppliers and customers, periodic meetings with lenders, discussions and dialogues with financial analysts, proxy advisors, current and potential investors as well as relations with schools and universities.

These activities generate feedback that the Group considers when defining lines of action, including with a view to continuous improvement. Specifically, results of surveys on employee satisfaction and corporate climate influence decisions and the strategic approach to human capital management, through the receipt and analysis of feedback from the workforce on the working environment, employee well-being, training, skills assessment, communication and information. Respect for workers' rights is ensured

through the establishment of a responsible and constructive dialogue with trade unions, in which principles of fairness and transparency are pursued.

Sabaf is aware that the interests and views of workers in the value chain can be significantly impacted by the company. For this reason, the Group has a Sustainable Procurement Policy, the concrete implementation and monitoring of which is aimed at preventing and mitigating negative impacts and ensuring respect for human rights. Information on the Sustainable Sourcing Policy can be found in section [S2-1] Policies related to value chain workers.

Similarly, although there is no direct involvement with end users, their interests, particularly in terms of product safety, are protected through quality management systems.

The Company has always considered the establishment and maintenance of transparent and continuous communication with all the shareholders and the market to be of the utmost importance. In this perspective, the Board of Directors has adopted a Policy for the Management of Dialogue with shareholders.

The involvement of stakeholders is also one of the key stages of the double materiality assessment, during which the Group's stakeholders (employees, customers, suppliers, investors and financial analysts, environmental and community representatives) are called upon to assess the impacts related to sustainability matters. The sample involved for each stakeholder category is specified below.

Stakeholder category Sample involved

Sabaf S.p.A. employee representatives

OHS Officer of Sabaf S.p.A.
Employees
6 employees of Sabaf S.p.A.

4 employees of Sabaf Turkey

4 employees of Sabaf Brazil
Customers
5 Sabaf Group customers
Suppliers
4 Sabaf Group suppliers
Investors
3 institutional investors
Financial analysts
3 financial analysts
Banks
3 banks
Environmental representatives
Certification Body of the Environmental Management System

Representative of the Municipality of Ospitaletto
Community representatives
Member of the Confindustria Brescia Safety Observatory

The results of the assessment are presented to the Sustainability Committee, the Risk and Control Committee and the Board of Directors, whose meetings are always attended by the Board of Auditors.

To date, the results of engagement activities have not revealed the need for significant changes to the Group's corporate strategy and/or business model.

[ESRS 2 SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model

For the purpose of preparing this document, the Sabaf Group conducted a double materiality assessment to identify material impacts, risks and opportunities (IROs) for the Group and its value chain and associated ESRS topics. An ESRS topic is considered material if it emerged as relevant following the assessment of the inside-out (impact

materiality) and/or outside-in (financial materiality) perspective. The result of the analysis that was conducted provides an overview of the sustainability matters the Group prioritises in its business strategy, as well as the strategic matters covered by material policies, objectives and metrics for driving and improving its sustainable growth.

The updating of the double materiality assessment during 2024 has, on the one hand, confirmed certain priorities that had already been identified by the Group in previous years and, on the other, highlighted the need for the introduction of new policies, metrics and objectives, as well as the adoption of updated reporting procedures. The assessment did not lead to significant changes in the Group's business model, but it has influenced the adjustment of the corporate strategy with respect to sustainability matters identified as material. In this regard, please refer to the SBM-3 sections within the following topical chapters - where disclosure is required by the standards.

The sustainability matters associated with the topical ESRS identified by ESRS-1, AR 16 and the material impacts, risks and opportunities for the Group and its value chain are shown in the tables below.

Environmental
topics
Impact materiality Financial
materiality
Value chain
Topical
ESRS
Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own operations Downstream
Climate
change
Contribution to climate change by producing
GHG emissions during business operations.
Contribution to climate change through the
production of GHG emissions along the
upstream value chain.
Climate
change
mitigation
Climate
change
adaptation
Offering of products that produce GHG
emissions during their use.
ESRS E1 Reduction of greenhouse gas emissions in
the use phase through the dissemination of
low-emission cooking solutions and the
introduction of additional new low-emission
products.
Risks associated with adjusting CO2
emissions along the supply chain to meet
market requirements and related reporting
and monitoring.
Opportunities for the development of
alternative technologies that could result in
lower emissions in the use phase of the
product, such as induction cooking.
Development of gas firing to replace biomass
in emerging countries.
Reputational benefits related to the
introduction of decarbonisation and energy
efficiency strategies.
Risks associated with inability to adapt to
market standards with respect to
sustainability matters (e.g. effective
decarbonisation strategies).
Risks related to the transposition of new
climate regulations.

Energy Investment in self-generation of energy from
renewable sources, with consequent benefits
of energy independence and reduced
operating costs.
Impact materiality Financial materiality Value chain
Topical ESRS Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own
operations
Downstrea
m
Pollution of Emission of pollutants into the atmosphere
during business operations.
air Emission of pollutants into the atmosphere in
the upstream value chain.
Pollution Pollution of Emission of pollutants into water during
business operations.
water Emission of pollutants into water in the
upstream value chain.
Pollution of
soil
Emission of pollutants into the soil during
business operations.
ESRS E2 Emission of pollutants into the soil in the
upstream value chain.
Substances of Emission of pollutants into the atmosphere,
water and soil during business operations.
concern Emission of pollutants into the atmosphere,
water and soil in the upstream value chain.
Substances of Emission of pollutants into the atmosphere,
water and soil during business operations.
very high
concern
Emission of pollutants into the atmosphere,
water and soil in the upstream value chain.

Impact materiality Financial materiality Value chain
Topical ESRS Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own operations Downstream
ESRS E3 Water and
marine
resources
Water Water withdrawal and consumption in water
stressed areas during business operations.
Water withdrawal and consumption in water
stressed areas along the upstream value chain.
Impact materiality Financial materiality Value chain
Topical ESRS Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own operations Downstream
Resources
inflows,
including
resource use
Circular
Reduction of waste and the sourcing of virgin
raw materials through recovery, recycling
and/or reuse of waste materials in business
operations and along the upstream value
chain.
Risk related to commodity price volatility and
dependence on non-renewable raw materials,
in own operations and along the value chain.
ESRS E5 economy Resource
outflows
related to
products and
services
Reduction of waste and the sourcing of virgin
raw materials through recovery, recycling
and/or reuse of waste materials in business
operations and along the upstream value
chain.
Waste Generation of waste during the performance of
business operations and along the value chain.

Social
topics
Impact materiality Financial materiality Value chain
Topical
ESRS
Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own operations Downstream
ESRS
S1
Adequate remuneration through the
application of local national contracts,
supplemented by any better bargaining
agreements.
Dissemination of a corporate culture that
promotes the well-being of employees
and enables work-life balance.
Own
workforce
Occurrence of incidents and work-related
ill health
Working
conditions
Risks related to security
incidents/accidents.
Dissemination of a corporate culture
based on safety that positively influences
corporate reputation.
Implementation and adoption of
strategies aimed at increasing the
attraction and retention of talent,
including through the provision of stable
employment contracts and satisfactory
working conditions, which improve work
performance and also positively influence
economic performance.
Equal Any incidents of discrimination based on
gender, sexual, religious and/or political
orientation, ethnic origin or social and
personal conditions.
treatment
and
opportunities
for all
Potential incidents of discrimination
related to gender pay equality.
Improvement of employees' personal and
professional skills by adopting training
plans and initiatives.

Risk related to the lack of specific
technical skills for Sabaf's business on the
labour market.
Risks associated with the loss of key
resources and related skills.
Utilisation of specialised skills for possible
entry into sectors/markets other than
household appliances, as well as the
search for new professionals to foster the
spread of new and broader skills from
which new business opportunities may
arise.
Impact materiality Financial materiality Value chain
Topical
ESRS
Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own operations Downstream
ESRS
S2
Workers in
the value
chain
Working
conditions
Possible impact on the working conditions
of workers in the upstream value chain,
including respect for human rights, health
and safety, and adequate remuneration,
due to the absence of monitoring
provisions.
Reputational and compliance risk related
to the occurrence of contractor accidents.
Impact materiality Financial materiality Value chain
Topical
ESRS
Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own operations Downstream
ESRS S3 Affected
communit
ies
Communities
' economic,
social
and cultural
rights
Creation of jobs and distribute economic
value in the affected areas that have a
positive impact on local communities.
Collaboration with local universities,
institutions and associations, contributing to
the growth of local communities.

Impact materiality Financial materiality Value chain
Topical
ESRS
Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own operations Downstream
ESRS S4 Consumers
and end
users
Personal
safety of
consumers
and/or end
users
Risks associated with non-compliance
with product quality and safety standards.
Governance
topics
Impact materiality Financial materiality Value chain
Topical
ESRS
Topic Sub-topic IRO description Negative
impact
Positive
impact
Actual
impact
Potential
impact
Risk Opportunity Upstream Own operations Downstream
ESRS G1 Business
conduct
Corporate
culture
Partnerships based on principles of
collaboration and transparency that
contribute to market enrichment and
facilitate the achievement of sustainability
goals.
Management
of
relationships
with
suppliers
including
payment
practices
Potential delays in payments to suppliers
compared to contractually agreed terms.
Corruption
and bribery
Dissemination of corporate policies that
promote and disseminate an ethical and
responsible corporate culture.

The description of the above IROs shows where these occur in the Group's business model, in its operations and in the upstream and downstream value chain. The reasonably expected time horizon for the impacts, as well as the time horizon used to conduct the assessments, is the medium term (Business Plan 2024-2026). Regarding the "Contribution to climate change through the production of GHG emissions during the course of business operations/value chain" the time horizon considered is the long term.

The Sabaf Group has identified impacts, risks and/or opportunities associated with the sustainability matters reported in ESRS 1 - AR 16, while it has not identified entity-specific IROs. The following chapters describe the actions implemented by the Group to mitigate and/or prevent negative impacts and risks and to pursue the positive impacts and opportunities that have been identified. For each thematic area, the material impacts are also described, with details of how these affect people and the environment, whether they derive from the Group's strategy and business model, and whether they are caused by the Group's own activities or its business relations.

In addition, the chapters detail the Group's resilient approach, with evidence of the measures taken to prevent, mitigate and respond to the potential effects of risks and negative impacts. To date, the Sabaf Group has recorded financial effects from material opportunities relating to climate change. The company's commitment to the development of induction cooking and the increase in the share of self-produced energy resulted in capital expenditure (induction and photovoltaics) and revenue (induction) during the reporting period. Detailed information on the opportunities mentioned above can be found in section [E1 IRO-1] Description of the processes to identify and assess material climate-related impacts, risks and opportunities.

[ESRS 2 IRO-1] Description of the process to identify and assess material impacts, risks and opportunities

During 2023, the Sabaf Group initiated a process of alignment with the Corporate Sustainability Reporting Directive (CSRD), which resulted in the updating of the materiality analysis according to the requirements of the ESRS standards. In order to comply with the ESRS, the Sabaf Group conducted a Double Materiality Assessment, which was divided into two main phases: Impact Materiality Analysis and Financial Materiality Analysis. Details of the analyses performed are given in the following paragraphs.

Impact Materiality Analysis

The Impact Materiality Analysis was conducted according to the following steps.

1. Understanding the context of the organisation

In order to identify the Sabaf Group's impacts, risks and opportunities associated with sustainability matters, the context analysis involved:

  • an assessment of the Sabaf Group's own operations, including by conducting interviews with corporate functions, which allowed the mapping of Group processes and the identification of circumstances deemed particularly critical for the occurrence of negative impacts;
  • an in-depth mapping of Sabaf's value chain, which considered both an analysis of the Group's internal sourcing data and an analysis of international rating platforms and agencies (S&P, MSCI, ENCORE) that identify priority impacts for each sector.

During this phase, particular attention was paid to areas where the Company believed it was most likely that impacts, risks and opportunities might arise, based on the nature of the activities, business relationships, geographical areas and other contextual factors;

  • a technical assessment of the Environmental Analysis conducted for the production plant of Sabaf S.p.A., whose industrial operations and related environmental impacts are considered representative of the Group's main manufacturing plants as the processes and technologies adopted are comparable. This assessment led to the inclusion in the impact analysis of the topics of water and pollution, that had previously been deemed to be non-material by stakeholders. The assessment took place with the technical support of the HSE manager;
  • the Sabaf Group's dependencies in terms of raw materials and procurement, natural resources, human capital, the regulatory and institutional environment.

2. Definition of impacts

Starting from the material topics identified in the previous reporting periods, and the results of the analysis of the company's internal and external context, which considered the sectoral scope of reference, a long list was compiled of current or potential positive and negative impacts, which are potentially material to the Sabaf Group. These are understood to be the actual or potential effects on the environment and people, including effects on human rights, as a result of the Group's activities or business relations. The impacts, each associated with a sustainability topic or sub-topic identified by ESRS 1 - AR 16, were defined by taking into consideration the sector of origin, the business operations and activities along the value chain that impact or may impact people and the environment, and the outcome of interviews with business functions.

3. Assessment of impacts

As part of stakeholder engagement, the impacts identified were subject to the assessment by internal and external stakeholders. Specifically, at this stage, senior managers, employees, customers, suppliers, investors, lenders and expert financial analysts, environmental and community representatives are selected on the basis of their qualifications and relevance as stakeholders and asked to provide an assessment of each impact related to the topics for which they are responsible. The assessment was carried out by observing the preliminary guidelines of the ESRS Standards, i.e., by considering two main criteria:

  • i. likelihood, i.e., the frequency with which an impact may happen;
  • ii. severity, i.e, the seriousness of an impact should it happen. The assessment of the severity also considered:
    • the scale, i.e., how serious the impact is;
    • the scope, i.e., how widespread the impact is;
    • the irremediable character of the impact, i.e., how hard it is to mitigate or compensate the resulting harm for negative impacts.

For each impact, stakeholders were invited to express, via a specific survey accompanied by specific guidelines, a score from 1 to 5 relating to the above criteria (likelihood and severity). The guidelines specified how to make an assessment of likelihood and severity, including the three criteria mentioned above (scale, scope and irremediable character). This assessment was conducted at an aggregate level, as disaggregation was not deemed necessary for a proper understanding of the material impacts. In understanding the

context and defining the impacts, no significant differences emerged in the business operations of the various Group companies.

The assessment was conducted according to the gross principle, i.e. without considering the mitigation measures that are in place, and took into account the time horizon of the 2024-2026 Business Plan, a period considered adequate to obtain assessments that are applicable to the Sabaf Group's strategic decisions.

4. Drawing up the short list of material impacts and topics

The score obtained for each impact was analysed in order to obtain, starting from the assessments of individual stakeholders, a score associated with each impact. The topics were then sorted by score and finally included in the Short List of the Sabaf Group's impacts and associated topics. In particular, impacts were considered material when the average score from the assessment of stakeholders was greater than 13 (the minimum limit of 13 was established as the average between the maximum score, which was 25, and the minimum score, which was 1).

The short list of material impacts and topics was reviewed by the Risk and Sustainability Control Committee and subsequently approved by the Board of Directors on 20 February 2024.

Financial Materiality Analysis

The Financial Materiality analysis was carried out with the following steps:

1. Integration of the corporate risk model with potentially material risks and opportunities related to sustainability matters

The corporate risk model used in the ERM (Enterprise Risk Management) process was integrated with the risks and opportunities related to sustainability matters identified by the ESRS (ref. ESRS 1, AR 16 - Sustainability matters to be included in the materiality assessment). In the identification of risks and opportunities, consideration was given to:

  • the context analysis conducted for identifying impacts, including all the points detailed above;
  • the impacts associated with sustainability matters found to be material for the Group, in order to explore the interdependence between impact and financial materiality;
  • any topics previously raised during interviews with corporate functions for the purpose of identifying impacts related to sustainability matters;
  • the assessment of business operations and the value chain that had been carried out during the Impact Materiality analysis;
  • the time horizon of the 2024-2026 Business Plan, which was considered adequate for obtaining assessments applicable to the Sabaf Group's strategic decisions;
  • the review of the risk assessment carried out in 2023, to capture the environmental, social and governance topics already identified as significant in the company's risk model;
  • the examination of the SWOT analysis conducted by the Sabaf Group for the preparation of the 2024-2026 Business Plan.

2. Assessment of risks and opportunities associated with sustainability matters through the Enterprise Risk Assessment (ERM) process

Risks and opportunities were assessed during the annual risk assessment process, in which the heads of business functions are required to make an assessment following individual interviews. Risks and opportunities related to sustainability matters were

assessed according to the principle of inherence, prior to the adoption of mitigation actions, using the same criteria and assessment scale already established for the risk assessment process, i.e:

  • the assessment of the likelihood on a scale of 1 to 4;
  • the assessment of the impact on a scale of 1 to 4.

The assessment was conducted at the Group level, as disaggregation was not deemed necessary for a proper understanding of risks and opportunities. In understanding the context and defining the impacts, no significant differences emerged in the business operations of the various Group companies.

3. Identification of material risks and opportunities based on the assessments obtained

For the identification of material risks and opportunities associated with sustainability matters, the materiality threshold was based on an inherent risk rating of 8 or higher this threshold was identified on the basis of the assessments received and the methodology adopted in the risk assessment process. Some risks that received a subthreshold assessment at the interview were subsequently integrated into the material risks. This review was conducted by a team supervised by the CFO, in his capacity as Reporting Officer, with the involvement of the HSE manager and in cooperation with the consulting firm.

The results of the Double Materiality Assessment were presented and discussed by the Sustainability Committee at its meeting on 10 December 2024 and approved by the Board of Directors on 17 December 2024. On an annual basis, the ESG Reporting Team, supported by senior management, checks whether internal or external events could affect the materiality assessment. In the absence of substantial changes that could generate new IROs or change the materiality of existing ones, the Sustainability Statement of subsequent years considers the results of the most recent Double Materiality Assessment.

[ESRS 2 IRO-2] Disclosure Requirements in ESRS covered by the Sustainability Statement

Section [IRO-1] Description of the process to identify and assess material impacts, risks and opportunities describes the process by which the Sabaf Group determines the disclosures to be made in relation to impacts, risks and opportunities assessed as material.

Below are the disclosure requirements the Group has fulfilled in preparing the Sustainability Statement.

Disclosure Requirement
and related datapoint
Page number Notes
ESRS 2 General Information
ESRS 2 BP-1 General basis for preparation
of Sustainability Statement
15
ESRS 2 BP-2 Disclosures in relation to
specific circumstances
15-16
ESRS 2 GOV-1 The role of the
administrative, management and
supervisory bodies
16-18

Disclosure Requirement
and related datapoint
Page number Notes
ESRS 2 GOV
-2 Information provided to and
sustainability matters addressed by the
undertaking's administrative, management
and supervisory bodies
18
-19
ESRS 2 GOV
-3 Integration of sustainability
-
related performance in incentive schemes
19
-20
ESRS 2 GOV
-4 Statement on due diligence
20
-23
ESRS 2 GOV
-5 Risk management and
internal controls over Sustainability
Statement
23
-24
ESRS 2 SBM
-1 Strategy, business model
and value chain
24
-28
ESRS 2 SBM
-2 Interests and views of
stakeholders
28
-29
ESRS 2 SBM
-3 Material impacts, risks and
opportunities and their interaction with
strategy and business model
29
-
3
7
ESRS 2 IRO
-
1 Description of the process to
identify and assess material impacts, risks
and opportunities
3
7
-
4
0
ESRS 2 IRO
-2 Disclosure Requirements in
ESRS covered by the Sustainability
Statement
4
0
-49
ESRS E1 Climate change
ESRS 2 GOV
-3 E1 Integration of
sustainability
-related performance in
6
2
incentive schemes
ESRS E1
-1 Transition plan for climate
6
2
-
6
3
change mitigation
ESRS 2 SBM
-3 E1 Material impacts, risks
and opportunities and their interaction with
strategy and business model
6
3
-65
ESRS 2 IRO
-1 E1 Description of the
processes to identify and assess material
climate
-related impacts, risks and
opportunities
6
5
-68
ESRS E1
-2 Policies related to climate
change mitigation and adaptation
68
-70
ESRS E1
-3 Actions and resources in relation
to climate change policies
7
0
-
7
1
ESRS E1
-4 Tracking the effectiveness of
climate change
-related policies and actions
7
1
-72
ESRS E1
-
5 Energy consumption and mix
7
2
ESRS E1
-6 Gross Scopes 1, 2, 3 and Total
GHG emissions
7
3
-76
ESRS E1
-7 GHG removals and GHG
mitigation projects financed through carbon
credits
No
t
-material for the Sabaf Group
ESRS E1
-8 Internal carbon pricing
No
t
-material for the Sabaf Group
ESRS E1
-9 Anticipated financial effects from
material physical and transition risks and
The Sabaf Group used the phase
-in
provisions for the first year of reporting
potential climate
-related opportunities
ESRS E2 Pollution
ESRS 2 IRO
-1 E2 Description of the
processes to identify and assess material
pollution
-related impacts, risks and
opportunities
77
-78
ESRS E2
-1 Policies related to pollution
78
-79
ESRS E2
-2 Actions and resources related to
pollution
79
-80
ESRS E2
-3 Tracking the effectiveness of
pollution
-related policies and actions
80
ESRS E2
-4 Pollution of air, water and soil
8
0
ESRS E2
-5 Substances of concern and
substances of very high concern
8
1

Disclosure Requirement
and related datapoint
Page number Notes
ESRS E2-6 Anticipated financial effects from The Sabaf Group used the phase-in
pollution-related, risks and opportunities provisions for the first year of reporting
ESRS E3 Water
ESRS 2 IRO-1 E3 Description of the
processes to identify and assess material 82
water-related impacts, risks and
opportunities
ESRS E3-1 Policies related to water
ESRS E3-2 Water-related actions and
82-83
resources 83-84
ESRS E3 MDR-T Tracking the effectiveness
of water-related policies and actions 84
ESRS E3-4 Water consumption 84-85
ESRS E3-5 Anticipated financial effects from
water and marine resources-related The Sabaf Group used the phase-in
impacts, risks and opportunities provisions for the first year of reporting
ESRS E4 Biodiversity and ecosystems
ESRS E4-1 Transition plan and
consideration of biodiversity and
ecosystems in strategy and business model
ESRS 2 SBM-3 E4 Material impacts, risks
and opportunities and their interaction with
strategy and business model
ESRS 2 IRO-1 E4 Description of processes
to identify and assess material biodiversity
and ecosystem-related impacts, risks and
opportunities
ESRS E4-2 Policies related to biodiversity
and ecosystems
Not-material for the Sabaf Group
ESRS E4-3 Actions and resources related to
biodiversity and ecosystems
ESRS E4-4 Targets related to biodiversity
and ecosystems
E4-5 -Impact metrics related to biodiversity
and ecosystems change
E4-6 - Anticipated financial effects from
biodiversity and ecosystem-related risks and
opportunities
ESRS E5 Resource use and circular economy
ESRS 2 IRO-1 E5 Description of processes
to identify and assess material resource use 86
and circular economy-related impacts, risks
and opportunities
ESRS E5-1 Policies related to resource use 86-87
and circular economy
ESRS E5-2 Actions and resources related to
resource use and the circular economy 87-88
ESRS E5 MDR-T Tracking the effectiveness
of circular economy-related policies and 88
actions
ESRS E5-4 Resource inflows 89
ESRS E5-5 Resource outflows 90-91
ESRS E5-6 Anticipated financial effects from
resource use and circular economy-related The Sabaf Group used the phase-in
impacts, risks and opportunities provisions for the first year of reporting
ESRS S1 Own workforce
ESRS 2 SBM-2 S1 Interests and views of 28-29
stakeholders
ESRS 2 SBM-3 S1 Material impacts, risks
and opportunities and their interaction with 92-93
strategy and business model
ESRS S1-1 Policies related to own 93-96
workforce
ESRS S1-2 Processes for engaging with own
workforce and workers' representatives
96
about impacts

Disclosure Requirement
and related datapoint
Page number Notes
ESRS S1
-3 Processes to remediate negative
impacts and channels for own workers to
raise concerns
96
-97
ESRS S1
-4 Taking action on material
impacts on own workforce, and approaches
to managing material risks and pursuing
material opportunities related to own
workforce, and effectiveness of those
actions
97
-99
ESRS S1
-5 MDR
-T Tracking effectiveness of
policies and actions through targets
99
ESRS S1
-6 Characteristics of employees
99
-101
ESRS S1
-7 Characteristics of non
-
employee
s in own workforce
101
ESRS S1
-8 Collective bargaining coverage
102
and social dialogue
ESRS S1
-9 Diversity metrics
10
2
ESRS S1
-10 Adequate wages
10
3
ESRS S1
-11 Social Protection
The Sabaf Group used the phase
-in
provisions for the first year of reporting
ESRS S1
-12 Persons with disabilities
ESRS S1
-13 Training and skills development
No
t
-material for the Sabaf Group
metrics 10
3
ESRS S1
-14 Health and safety metrics
10
3
-10
4
ESRS S1
-15 Work
-life balance metrics
104
ESRS S1
-16 Remuneration metrics (pay gap
and total remuneration)
104
-105
ESRS S1
-17 Incidents, complaints and
severe human rights impacts 105
ESRS S2 Workers in the value chain
ESRS 2 SBM
-2 S2 Interests and views of
stakeholders
106
ESRS 2 SBM
-3 S2 Material impacts, risks
and opportunities and their interaction with
strategy and business model
106
ESRS S2
-1 Policies related to value chain
workers
106
-107
ESRS S2
-2 Processes for engaging with
value chain workers about impacts
108
ESRS S2
-3 Processes to remediate negative
impacts and channels for value chain
workers to raise concerns
108
ESRS S2
-4 Taking action on material
impacts on value chain workers, and
approaches to managing material risks and
pursuing material opportunities related to
value chain workers, and effectiveness of
those actions
108
-109
ESRS S2 MDR
-T Tracking effectiveness of
policies and actions through targets
109
ESRS S3 Affected communities
ESRS 2 SBM
-2 S3 Interests and views of
stakeholders
28
-29
ESRS 2 SBM
-3 S3 Material impacts, risks
and opportunities and their interaction with
strategy and business model
11
0
ESRS 2 S3
-1 Policies related to affected
communities
11
0
-11
1
ESRS S3
-2 Processes for engaging with
affected communities about impacts
11
1
ESRS S3
-3 Processes to remediate negative
impacts and channels for own workers to
raise concerns
No
t
-material for the Sabaf Group
ESRS S3
-4 Taking action on material
impacts on affected communities, and
approaches to managing material risks and
111
-112

Disclosure Requirement
and related datapoint
Page number Notes
pursuing material opportunities related to
affected communities, and effectiveness of
those actions
ESRS S3 MDR-T Tracking the effectiveness
of affected communities-related policies and
actions
112
ESRS S4 Consumers and end-users
ESRS 2 SBM-2 S4 Interests and views of
stakeholders
28-29
ESRS 2 SBM-3 S4 Material impacts, risks
and opportunities and their interaction with
strategy and business model
113
ESRS S4-1 Policies related to consumers
and end-users
113-114
ESRS S4-2 Processes for engaging with
consumers and end-users about impacts
114
ESRS S4-3 Processes to remediate negative
impacts and channels for consumers and
end-users to raise concerns
114
ESRS S4-4 Taking action on material
impacts on consumers and end-users, and
approaches to managing material risks and
pursuing material opportunities related to
consumers and end- users, and
effectiveness of those actions
114-115
ESRS S4 MDR-T Tracking the effectiveness
of end-user-related policies and actions
115
ESRS G1 Business conduct
ESRS 2 GOV-1 G1 The role of the
administrative, management and
supervisory bodies
116
ESRS 2 IRO-1 G1 Description of the process
to identify and assess material impacts, risks
and opportunities
116
ESRS G1-1 Business conduct policies and
corporate culture
117-119
ESRS G1-2 Management of relationships
with suppliers
119
ESRS G1-3 Prevention and detection of
corruption or bribery
119-120
ESRS G1-4 Incidents of corruption or
bribery
121
ESRS G1-5 Political influence and lobbying
activities
Not-material for the Sabaf Group
ESRS G1-6 Payment Practices 121

Below are the information elements from other EU legislation listed in Appendix B of Annex II of the CSRD.

Disclosure Requirement
Obligations from other EU
and related datapoint
legislation13;14;15;16
Page number
ESRS 2 General Information
SFDR: Annex I, Table 1, Indicator No. 13
ESRS 2 GOV-1 Board's gender diversity
paragraph 21(d)
Benchmark Regulation: Commission
Delegated Regulation (EU) 2020/1816 (5),
Annex II
17
ESRS 2 GOV-1 Percentage of board
members who are independent, paragraph
21(e)
Benchmark Regulation: Commission
Delegated Regulation (EU) 2020/1816,
Annex II
17
ESRS 2 GOV-4 Statement on due diligence,
paragraph 30
SFDR: Annex I, Table 3, Indicator No. 10 20-23
ESRS 2 SBM-1 Involvement in activities
related to fossil fuel activities, paragraph
40(d)(i)
SFDR: Annex I, Table 1, Indicator No. 4
Pillar 3: Article 449a of Regulation (EU)
No. 575/2013; Commission Implementing
Regulation (EU) 2022/2453 (6), Table 1 -
Qualitative Information on Environmental
Risk and Table 2 - Qualitative Information
on Social Risk.
Benchmark Regulation: Commission
Delegated Regulation (EU) 2020/1816,
Annex II
26-27
ESRS 2 SBM-1 Involvement in activities
related to chemical production, paragraph
40(d)(ii)
SFDR: Annex I, Table 2, Indicator No. 9
Benchmark Regulation: Commission
Delegated Regulation (EU) 2020/1816,
Annex II
26-27
ESRS 2 SBM-1 Involvement in activities
related to controversial weapons, paragraph
40(d)(iii)
SFDR: Annex I, Table 1, Indicator No. 14
Benchmark Regulation: Article 12(1) of
Delegated Regulation (EU) 2020/1818 (7)
and Annex II of Delegated Regulation (EU)
2020/1816
26-27
ESRS 2 SBM-1 Involvement in activities
related to cultivation and production of
tobacco paragraph 40(d)(iv)
Benchmark Regulation: Article 12(1) of
Delegated Regulation (EU) 2020/1818 and
Annex II of Delegated Regulation (EU)
2020/1816
26-27
ESRS E1 Climate change
ESRS E1-1 Transition plan to reach climate
neutrality by 2050, paragraph 14
EU Climate Law: Article 2(1) of Regulation
(EU) 2021/1119
62-63
ESRS E1-1 Undertakings excluded
from Paris-aligned Benchmarks, paragraph
16(g)
Pillar 3: Article 449a of Regulation (EU) No
575/2013; Commission Implementing
Regulation (EU) 2022/2453, Model 1:
Banking portfolio - Indicators of potential
transition risk related to climate change:
Credit quality of exposures by sector,
issuance and residual maturity
62-63

13 SFDR: Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 on sustainabilityrelated disclosures in the financial services sector (Sustainable Finance Disclosures Regulation) (OJ L 317, 9.12.2019, p. 1).

14 Pillar 3: Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No 648/2012 (Capital Requirements Regulation 'CRR') (OJ L 176, 27.6.2013, p. 1).

15 Benchmark Regulation: Regulation (EU) 2016/1011 of the European Parliament and of the Council of 8 June 2016 on indices used as benchmarks in financial instruments and financial contracts or to measure the performance of investment funds and amending Directives 2008/48/ EC and 2014/17/EU and Regulation (EU) No 596/2014 (OJ L 171, 29.6.2016, p. 1).

16 EU Climate Law: Regulation (EU) 2021/1119 of the European Parliament and of the Council of 30 June 2021 establishing the framework for achieving climate neutrality and amending Regulations (EC) No 401/2009 and (EU) 2018/1999 ('European Climate Law') (OJ L 243, 9.7.2021, p. 1).

Disclosure Requirement
Obligations from other EU
and related datapoint
legislation13;14;15;16
Page number
Benchmark Regulation: Article 12(1)(d) to
(g) and (2) of Delegated Regulation (EU)
2020/1818
ESRS E1-4 GHG emission reduction targets,
paragraph 34
SFDR: Annex I, Table 2, Indicator No. 4
Pillar 3: Article 449a of Regulation (EU) No
575/2013; Commission Implementing
Regulation (EU) 2022/2453, Model 3:
Banking portfolio - Indicators of potential
climate change-related transition risk:
alignment metrics
Benchmark Regulation: Article 6 of
Delegated Regulation (EU) 2020/1818
71-72
ESRS E1-5 Energy consumption from fossil
sources disaggregated by sources (only high
climate impact sectors), paragraph 38
SFDR: Annex I, Table 1, Indicator No. 5
and Annex I, Table 2, Indicator No. 5
72
ESRS E1-5 Energy consumption and mix,
paragraph 37
SFDR: Annex I, Table 1, Indicator No. 5 72
ESRS E1-5 Energy intensity associated with
activities in high climate impact sectors,
paragraphs 40 to 43
SFDR: Annex I, Table 1, Indicator No. 6 72
ESRS E1-6 Gross Scopes 1, 2, 3 and Total
GHG emissions, paragraph 44
SFDR: Annex I, Table 1, Indicators 1 and 2
Pillar 3: Article 449a of Regulation (EU) No
575/2013; Commission Implementing
Regulation (EU) 2022/2453, Model 1:
Banking portfolio - Indicators of potential
transition risk related to climate change:
Credit quality of exposures by sector,
issuance and residual maturity
Benchmark Regulation: Articles 5(1), 6
and 8(1) of Delegated Regulation (EU)
2020/1818
73
ESRS E1-6 Gross GHG emissions intensity,
paragraphs 53 to 55
SFDR: Annex I, Table 1, Indicator No. 3
Pillar 3: Article 449a of Regulation (EU) No
575/2013; Commission Implementing
Regulation (EU) 2022/2453, Model 3:
Banking portfolio - Indicators of potential
climate change-related transition risk:
alignment metrics
Benchmark Regulation: Article 8(1) of
Delegated Regulation (EU) 2020/1818
73
ESRS E1-7 GHG removals and carbon
credits, paragraph 56
EU Climate Law: Article 2(1) of Regulation
(EU) 2021/1119
Non-material for the Sabaf Group
ESRS E1-9 Exposure of the benchmark
portfolio to climate-related physical risks,
paragraph 66
Benchmark Regulation: Annex II of
Delegated Regulation (EU) 2020/1818 and
Annex II of Delegated Regulation (EU)
2020/1816
ESRS E1-9 Disaggregation of monetary
amounts by acute and chronic physical risk,
paragraph 66(a)
ESRS E1-9 Location of significant assets at
material physical risk, paragraph 66(c)
Pillar 3: Article 449a of Regulation (EU) No
575/2013; points 46 and 47 of Commission
Implementing Regulation (EU) 2022/2453;
Model 5: Banking portfolio - Indicators of
potential physical risk related to climate
change: exposures subject to physical risk
Pillar 3: Article 449a of Regulation (EU) No
The Sabaf Group used the option of phase
in provisions for the first year of reporting
ESRS E1-9 Breakdown of the carrying value
of its real estate assets by energy-efficiency
classes, paragraph 67(c)
575/2013; point 34 of the Implementing
Regulation
(EU) 2022/2453 of the Commission; Model
2: Banking portfolio - Indicators of potential
climate change-related transition risk: loans
secured by real estate - Energy efficiency of
collateral

Disclosure Requirement
and related datapoint
Obligations from other EU
legislation13;14;15;16
Page number
ESRS E1-9 Degree of exposure of the
portfolio to climate- related opportunities,
paragraph 69
Pillar 3: Annex II of Delegated Regulation
2020/1818
ESRS E2 Pollution
ESRS E2-4 Amount of each pollutant listed
in Annex II of the E-PRTR Regulation
(European Pollutant Release and Transfer
Register) emitted to air, water and soil,
paragraph 28
SFDR: Annex I, Table 1, indicator No 8;
Annex I, Table 2, indicator No 2; Annex 1,
Table 2, indicator No 1; Annex I, Table 2,
indicator No 3
80
ESRS E3 Water and marine resources
ESRS E3-1 Water and marine resources,
paragraph 9
SFDR: Annex I, Table 2, Indicator No. 7 82-83
ESRS E3-1 Dedicated policy, paragraph 13 SFDR: Annex I, Table 2, Indicator No. 8 82-83
ESRS E3-1 Sustainable oceans and seas
paragraph 14
SFDR: Annex I, Table 2, Indicator No. 12 Non-material for the Sabaf Group
ESRS E3-4 Total water recycled and reused,
paragraph 28(c)
SFDR: Annex I, Table 2, Indicator No. 6.2 84-85
ESRS E3-4 Total water consumption in m3
per net revenue on own operations,
paragraph 29
SFDR: Annex I, Table 2, Indicator No. 6.1 84-85
ESRS E4 Biodiversity and ecosystems
ESRS 2 SBM-3 E4 paragraph 16(a)(i) SFDR: Annex I, Table 1, Indicator No. 7
ESRS 2 SBM-3 E4 paragraph 16(b) SFDR: Annex I, Table 2, Indicator No. 10
ESRS 2 SBM-3 E4 paragraph 16(c) SFDR: Annex I, Table 2, Indicator No. 14
ESRS E4-2 Sustainable land/agriculture
practices or policies, paragraph 24(b)
SFDR: Annex I, Table 2, Indicator No. 11 Non-material for the Sabaf Group
ESRS E4-2 Sustainable oceans/seas
practices or policies, paragraph 24(c)
SFDR: Annex I, Table 2, Indicator No. 12
ESRS E4-2 Policies to address deforestation,
paragraph 24(d)
SFDR: Annex I, Table 2, Indicator No. 15
ESRS E5 Resource use and circular economy
ESRS E5-5 Non-recycled waste, paragraph
37(d)
SFDR: Annex I, Table 2, Indicator No. 13 90
ESRS E5-5 Hazardous waste and
radioactive waste, paragraph 39
SFDR: Annex I, Table 1, Indicator No. 9 90
ESRS S1 Own workforce
ESRS 2 SBM-3 S1 Risk of incidents of forced
labour, paragraph 14(f)
SFDR: Annex I, Table 3, Indicator No. 13 93
ESRS 2 SBM-3 S1 Risk of incidents of child
labour, paragraph 14(g)
SFDR: Annex I, Table 3, Indicator No. 12 93
ESRS S1-1 Human rights policy
commitments, paragraph 20
SFDR: Annex I, Table 3, Indicator No 9 and
Annex I, Table 1, Indicator No 11
93-96
ESRS S1-1 Due diligence policies on issues
addressed by the fundamental International
Labour Organisation Conventions 1 to 8,
paragraph 21
Benchmark Regulation: Commission
Delegated Regulation (EU) 2020/1816,
Annex II
93-96
ESRS S1-1 Processes and measures for
preventing trafficking in human beings,
paragraph 22
SFDR: Annex I, Table 3, Indicator No. 11 93-96
ESRS S1-1 Workplace accident prevention
policy or management system, paragraph
23
SFDR: Annex I, Table 3, Indicator No. 1 93-96
ESRS S1-3 Grievance/complaints handling
mechanisms, paragraph 32(c)
SFDR: Annex I, Table 3, Indicator No. 5 96-97
SFDR: Annex I, Table 3, Indicator No. 2
ESRS S1-14 Number of fatalities and
number and rate of work-related accidents,
paragraph 88 (b) and (c)
Benchmark Regulation: Commission
Delegated Regulation (EU) 2020/1816,
Annex II
103-104
ESRS S1-14 Number of days lost to injuries,
accidents, fatalities or illness, paragraph 88
(e)
SFDR: Annex I, Table 3, Indicator No. 3 103-104
ESRS S1-16 Unadjusted gender pay gap,
paragraph 97(a)
SFDR: Annex I, Table 1, Indicator No. 12 104-105

Disclosure Requirement
and related datapoint
Obligations from other EU
legislation13;14;15;16
Page number
Benchmark Regulation: Commission
Delegated Regulation (EU) 2020/1816,
Annex II
ESRS S1-16 Excessive CEO pay ratio,
paragraph 97(b)
SFDR: Annex I, Table 3, Indicator No. 8 104-105
ESRS S1-17 Incidents of discrimination,
paragraph 103(a)
SFDR: Annex I, Table 3, Indicator No. 7 105
ESR S1-17 Non-respect of UNGPs on
Business and Human Rights and OECD
Guidelines 104(a)
SFDR: Annex I, Table 1, Indicator No 10
and Annex I, Table 3, Indicator No 14
Benchmark Regulation: Annex II of
Delegated Regulation (EU) 2020/1816 and
Article 12(1) of Delegated Regulation (EU)
105
2020/1818
ESRS S2 Workers in the value chain
ESRS 2 SBM-3 S2 Significant risk of child
labour or forced labour in the value chain,
paragraph 11(b)
SFDR: Annex I, Table 3, Indicators Nos. 12
and 13
106
ESRS S2-1 Human rights policy
commitments, paragraph 17
SFDR: Annex I, Table 3, Indicator No 9 and
Annex I, Table 1, Indicator No 11
106-107
ESRS S2-1 Policies related to value chain
workers, paragraph 18
SFDR: Annex I, Table 3, Indicators Nos. 11
and 4
106-107
ESRS S2-1 Non-respect of UNGPs on
Business and Human Rights principles and
OECD guidelines, paragraph 19
SFDR: Annex I, Table 1, Indicator No. 10
Benchmark Regulation: Annex II of
Delegated Regulation (EU) 2020/1816 and
Article 12(12)
1, of Delegated Regulation (EU) 2020/1818
106-107
ESRS S2-1 Due diligence policies on issues
addressed by the fundamental International
Labour Organisation Conventions 1 to 8,
paragraph 19
Benchmark Regulation: Commission
Delegated Regulation (EU) 2020/1816,
Annex II
106-107
ESRS S2-4 Human rights issues and
incidents connected to its upstream and
downstream value chain, paragraph 36
SFDR: Annex I, Table 3, Indicator No. 14 108
ESRS S3 Communities concerned
ESRS S3-1 Human rights policy
commitments, paragraph 16
SFDR: Annex I, Table 3, Indicator No 9 and
Annex I, Table 1, Indicator No 11
110-111
ESRS S3-1 Non-respect of UNGPs on
Business and Human Rights, ILO principles
or OECD guidelines, paragraph 17
SFDR: Annex I, Table 1, Indicator No. 10
Benchmark Regulation: Annex II of
Delegated Regulation (EU) 2020/1816 and
Article 12(1) of Delegated Regulation (EU)
2020/1818
110-111
ESRS S3-4 Human Rights issues and
incidents, paragraph 36
SFDR: Annex I, Table 3, Indicator No. 14 111-112
ESRS S4 Consumers and end-users
ESRS S4-1 Policies related to consumers
and end-users, paragraph 16
SFDR: Annex I, Table 3, Indicator No 9 and
Annex I, Table 1, Indicator No 11
113-114
ESRS S4-1 Non-respect of UNGPs on
Business and Human Rights and OECD
guidelines, paragraph 17
SFDR: Annex I, Table 1, Indicator No. 10
Benchmark Regulation: Annex II of
Delegated Regulation (EU) 2020/1816 and
Article 12(1) of Delegated Regulation (EU)
2020/1818
113-114
ESRS S4-4 Human rights issues and
incidents, paragraph 35
SFDR: Annex I, Table 3, Indicator No. 14 114-115
ESRS G1 Business conduct
ESRS G1-1 United Nations Convention
against Corruption, paragraph 10(b)
SFDR: Annex I, Table 3, Indicator No. 15 117-119
ESRS G1-1 Protection of whistleblowers,
paragraph 10(d)
SFDR: Annex I, Table 3, Indicator No. 6 117-119
ESRS G1-4 Fines imposed for violations of
laws against corruption and bribery,
paragraph 24(a)
SFDR: Annex I, Table 3, Indicator No. 17
Benchmark Regulation: Annex II of
121
Delegated Regulation 2020/1816

Disclosure Requirement
and related datapoint
Obligations from other EU
legislation13;14;15;16
Page number
ESRS G1-4 Rules for combating Corruption
and bribery, paragraph 24(b)
SFDR: Annex I, Table 3, Indicator No. 16 121

E - Information on environmental aspects

Disclosure pursuant to Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation)

Regulation (EU) 2020/852 ("EU Taxonomy") is part of the European Union's initiatives in favour of sustainable finance and aims to provide investors and the market with a framework of sustainability metrics. The EU Taxonomy focuses on the identification of environmentally sustainable economic activities, defined as those economic activities that make a substantial contribution to at least one of the EU's climate and environmental objectives, while at the same time not significantly harming any of these objectives and meeting minimum safeguards. In particular, the aim of the EU Taxonomy is to steer investments towards sustainable solutions, also in order to pursue the provisions of the European Green Deal, by identifying six environmental and climate objectives:

    1. Climate change mitigation;
    1. Climate change adaptation;
    1. Sustainable use and protection of water and marine resources;
    1. Transition to a circular economy;
    1. Pollution prevention and control;
    1. Protection and restoration of biodiversity and ecosystems.

To achieve these objectives, the European Union has identified specific economic activities and defined their environmental sustainability criteria, through Delegated Regulation 2021/2139 (covering the first two objectives) and Delegated Regulation 2023/2486 (covering the remaining four objectives).

According to the Taxonomy Regulation, the Group must publish: (i) the proportion of their turnover derived from products or services associated with economic activities that qualify as environmentally sustainable under the Taxonomy and the (ii) the proportion of capital expenditure and the proportion of operating expenditure related to asses or processes associated with economic activities that qualify as environmentally sustainable under the Taxonomy. These indicators must be reported for both "Taxonomy-eligible" economic activities, i.e., "eligible" activities that could potentially contribute to the achievement of environmental objectives, and "Taxonomy-aligned" economic activities, i.e., the activities "aligned" to the Taxonomy, which actually contribute to the achievement of taxonomy objectives. As described in Delegated Regulation (EU) 2021/2178, an economic activity is Taxonomy-aligned if it complies with the requirements laid down in Article 3 of Regulation 2020/852, i.e., if it gives a substantial contribution to at least one of the above-mentioned climate and environmental objectives in accordance with the technical screening criteria set by the Commission, while at the same time does not significantly harm the remaining objectives and it meets minimum safeguards.

For the taxonomic reporting pertaining to the reference year, the reporting obligation covering both Taxonomy-eligible and aligned economic activities will be extended to all six objectives of the Taxonomy.

Eligible activities

In accordance with the Regulation, an analysis of the Group's activities was conducted to identify those that were eligible and aligned with the six objectives of the Taxonomy. In 2024, the eligibility and alignment analysis covered the activities specified in Annexes I and II of the

Climate Delegated Act and was also extended to those of the other delegated regulations, i.e., the activities contained in Annexes I, II, III and IV of the Environmental Delegated Act and Delegated Act 2023/2485.

Based on the consultation of the Delegated Acts, Sabaf identified as potentially eligible activity "3.5. Manufacture of energy efficiency equipment for buildings". Indeed, Sabaf manufactures "key components" of household appliances that fall within the scope of the above-mentioned activity of the climate change mitigation and adaptation objectives. However, after further investigations into the relevant technical screening criteria and based on the decision to adopt a prudential approach, the Group opted not to consider this activity as "Taxonomy eligible". Indeed, Sabaf manufactures "key components" of household appliances that fall within the scope of the above-mentioned activity. The criteria set out in the Delegated Acts allow for alignment (or eligibility, in the case of the adaptation objective) if the key components are installed on appliances that fall into the two highest energy efficiency classes, in accordance with Regulation (EU) 2017/1369 of the European Parliament and of the Council. However, to date, energy labelling is not applicable for certain categories of household appliances (such as gas hobs), nor can the Group obtain information on the energy class of the appliances for which its components are intended.

Sabaf also assessed whether the sale of electronic control boards could be included under activity "1.2 Manufacture of electrical and electronic equipment" as part of the objective of transition to a circular economy, but concluded that this activity was not eligible.

Based on possible regulatory developments and clarifications to the Regulation, Sabaf reserves the right to review this analysis in the coming years. The non-identification or reduced identification of turnover derived from "eligible" economic activities is not an indicator of an undertaking's environmental performance, as also confirmed by the Platform on Sustainable Finance, a body established under Article 20 of Regulation (EU) 2020/852 with advisory and support functions in favour of the European Commission on Taxonomy17.

The Group has identified a number of projects that contribute to the energy transition and towards a circular economy, identifying the activities as outlined in the following sections. The Sabaf Group will continue to monitor the evolution of energy labelling and European taxonomy regulations, as the publication of further regulations that are specific to its business may allow it to enhance its contribution in the future.

Eligible economic activities for the 2024 financial year are outlined below.

17 In the document Platform considerations on voluntary information as part of Taxonomy-eligibility reporting presented as an annex to the European Commission's FAQs published in December 2021 it is stated that "Eligibility is not an indicator of environmental performance; it is an indicator that an activity is in scope for testing and has the potential to be Taxonomy-aligned".

Economic activities Target Description Associated KPI
4.1. Electricity generation
using solar photovoltaic
technology
Climate change mitigation There is a photovoltaic plant
in operation at the company
C.M.I. s.r.l.
Turnover
7.2. Renovation of existing
buildings
Climate change mitigation Restructuring activities
conducted at the company
A.R.C. s.r.l.
CapEx
3.2 Renovation of existing
buildings
Transition to a circular
economy
Restructuring activities
conducted at the company
A.R.C. s.r.l.
CapEx
7.4. Installation,
maintenance and repair of
charging stations for electric
vehicles in buildings (and
parking spaces
attached to buildings)
Climate change mitigation Installation of charging
stations for electric vehicles
at the production plant of
Sabaf S.p.A.
CapEx
7.6. Installation,
maintenance and repair of
renewable energy
technologies
Climate change mitigation Adaptation works for the
installation of a photovoltaic
system at the production
plant of Sabaf S.p.A.
CapEx
2.2. Production of
alternative water resources
for purposes other than
human consumption
Transition to a circular
economy
Maintenance of rainwater
and stormwater collection
and treatment facilities at
the Sabaf S.p.A. factory.
OpEx

For the activities listed in the table, Sabaf assessed compliance with the criteria in Article 3 of Regulation (EU) 2020/852 and the associated technical screening criteria in the delegated acts, concluding that activities 4.1, 7.2, 3.2 and 2.2 are only eligible for the year 2024, since DNSH criteria are not met for the first activity and for the others the substantial contribution criteria are not met.

Aligned activities

Below are the aligned economic activities for the 2024 financial year.

Economic activities Target Description Associated KPI
7.4. Installation,
maintenance and repair of
charging stations for electric
vehicles in buildings (and
parking spaces
attached to buildings)
Climate change mitigation Installation of charging
stations for electric vehicles
at the production plant of
Sabaf S.p.A.
CapEx
7.6. Installation,
maintenance and repair of
renewable energy
technologies
Climate change mitigation Adaptation works for the
installation of a photovoltaic
system at the production
plant of Sabaf S.p.A.
CapEx

For the above activities, Sabaf assessed compliance with the criteria set out in Article 3 of Regulation (EU) 2020/852 and the associated substantial contribution criteria set out in the delegated acts, as well as compliance with the DNSH ('Do No Significant Harm') criteria and the Minimum Safeguards. The assessment led to these activities being identified as aligned, as explained in the following paragraphs.

The CapEx indicator associated with activity 7.6. Installation, maintenance and repair of renewable energy technologies, was found to be aligned as part of a plan to expand economic

activities aligned with the Taxonomy or to enable economic activities eligible for the latter to align with the Taxonomy ('CapEx plan').

Substantial contribution of aligned activities

Economic activities 7.4. and 7.6. can be considered aligned with the Taxonomy if they meet the criterion of substantial contribution to the mitigation objective. The analysis conducted on the Company's specific circumstances concluded that both activities contribute substantially to climate change mitigation. Specifically:

  • Activity 7.4. consists of the installation of recharging stations for electric vehicles, thus encouraging the use of suitable means of transport for the climate transition. Electric vehicles emit less GHG compared to internal combustion vehicles, as well as being more efficient in terms of energy consumption. Furthermore, charging infrastructure can be supplemented with renewable energy sources, further reducing emissions associated with transport.
  • Activity 7.6. relates to adaptation works for the installation of a photovoltaic system at the Sabaf S.p.A. plant as part of a CapEx plan, as defined in Annex I of Delegated Regulation (EU) 2021/2178. Once installed, this system will enable the production of electricity using photovoltaic solar technology, contributing substantially to the goal of climate change mitigation.

Analysis of DNSH criteria

Economic activities 7.4. and 7.6. can be considered to be aligned with the Taxonomy and consequently contribute to the mitigation target as long as the DNSH criteria for the remaining taxonomic targets are met, as stated within the Regulation. The DNSH criteria associated with these activities specifically only require compliance with the criteria set out in Appendix A of the Commission's Delegated Regulation (EU) 2021/2139, in order to ensure the absence of significant impact hindering the climate change adaptation objective.

The criteria in Appendix A are met by the climate risk analysis that the Sabaf Group conducted during the reporting period, as explained in ESRS E1 Climate Change of this document. Specifically, the risks were identified from those listed in the table in Section II of Appendix A and were subjected to a rigorous assessment in accordance with the procedure outlined in the delegated acts. For more information on the analysis that was conducted, please refer to sections [E1 SBM-3] Material impacts, risks and opportunities and their interaction with the strategy and business model and [E1 IRO-1] Description of processes for identifying and assessing material climate-related impacts, risks and opportunities.

Analysis of minimum safeguards

Article 18 of the EU Taxonomy Regulation describes minimum safeguards, or "minimum social safeguards", as procedures implemented by a company to ensure that its business activities are conducted in accordance with internationally recognised principles set out in the OECD Guidelines for multinational enterprises on responsible business conduct and the United Nations Guiding Principles (UNGPs) on Business and Human Rights. In the analysis, consideration was also given to the guidelines identified by the Platform on Sustainable Finance in the Final Report on Minimum Safeguards, published in October 2022. Details of the Sabaf Group's minimum safeguards are outlined below. Aligned activities are carried out directly by Sabaf Group

companies, as measures to contribute to the energy transition of the companies themselves. The Group therefore verified compliance with the DNSH and MSS requirements for Sabaf S.p.A. alone, as required by the Regulation.

  • Human rights, including workers' rights. The Sabaf Group has formalised its commitment to the protection and promotion of human rights in its policies and codes of conduct. Commitments to human rights are set out in the Group Charter of Values, as well as in the Social Policy. These commitments are also shared with the Group's value chain through the dissemination and signing by suppliers of the Sustainable Procurement Policy, which requires respect for human rights and minimum standards on social responsibility and working conditions. The aforementioned policies provide for specific enforcement, verification and monitoring mechanisms, as detailed in sections [S1-1] Policies related to own workforce and [S2-1] Policies related to value chain workersof this document.
  • Taxation. The Sabaf Group, in line with the principles defined in the Charter of Values, acts according to the values of honesty, moral integrity, transparency and fairness also in the management of its tax activity. The Group also believes that the contribution from taxes paid is an important channel through which it can participate in the economic and social development of the countries in which it operates. For this reason, the Sabaf Group pays attention to the compliance with tax regulations and acts responsibly in the jurisdictions in which it is present. Acting responsibly in terms of tax is also seen as conduct oriented towards the protection of the company's assets and the creation of value in the medium-long term. The Administration and Finance Department of Sabaf S.p.A. is responsible for the management of tax matters, and also exercises a supervisory, guiding and coordinating function with regard to intercompany relations. Tax risks are analysed and managed in accordance with the company's overall Enterprise Risk Management model.
  • Fair competition. In line with the principles of honesty, moral integrity, transparency and fairness defined in the Charter of Values, Sabaf's corporate values include the promotion of fair competition practices, to the benefit of competitors, market operators, customers and all stakeholders involved.
  • Anti-corruption and anti-bribery. Sabaf manages and prevents corruption through the adoption of formalised procedures and commitments within its Anti-Corruption Policy. The Policy reiterates the recipients' obligation to comply with the provisions of the Organisational, Management and Control Models adopted pursuant to Legislative Decree No. 231/2001, as well as the procedures and internal rules established by each Group company. The provisions and guidelines contained in the Policy - which were developed starting from an analysis of at-risk activities - promote the highest ethical standards in all business dealings, in order to conduct business with loyalty, fairness, transparency, honesty and integrity, and provide specific rules to prevent, identify and manage corruption risks. More information on the Anti-Corruption Policy can be found under [G1-1] Business conduct policies and corporate culture.
  • Convictions. The Sabaf Group has not had any final convictions for unfair competition practices, tax offences, corruption or bribery, nor has it been involved in human rights or labour rights violations. In addition, there were no questions from the Business and Human Rights Resource Centre (BHRRC) and no cases dealt with by the OECD National Contact Point (NCP).

Template - Proportion of turnover from products or services associated with Taxonomy-aligned economic activities - disclosure covering year 2024 (/000)

2024 financial year
2024
Substantial contribution criteria DNSH criteria ("Does not significantly harm")
Economic activities Code Absolute turnover Proportion of turnover
(2024)
mitigation
mate change
Cli
mate change
adaptation
Cli
marine
resources
Water and
my
Circular econo
Pollution Biodiversity and
ms
ecosyste
mitigation
mate change
Cli
mate change
adaptation
Cli
marine
resources
Water and
my
Circular econo
Pollution Biodiversity and
ms
ecosyste
m safeguards
mu
Mini
Taxonomy
aligned
(A.1.) or
Taxonomy
eligible
(A.2)
proportion
of turnover
(2023)
Category
(enabling
activity)
Category
(transitional
activity)
€/000 % Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No % E T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Turnover of environmentally sustainable
activities (Taxonomy-aligned) (A.1)
0 0.00% - - - - - - - - - - - - - 0.0%
of which enabling 0 0.00% - - - - - - - - - - - - - 0.0% E
of which transitional 0 0.00% - - - - - - - - 0.0% T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Optional %
Electricity generation using
solar photovoltaic
technology
CCM 4.1. 50 0.02% EL N/EL N/EL N/EL N/EL N/EL 0.0%
Turnover of Taxonomy-eligible activities
but not environmentally sustainable
50
0.02%
activities (not Taxonomy-aligned
activities) (A.2)
- - - - - - 0.0%
Total (A.1 + A.2)
50
0.02%
- - - - - - 0.0%
B. TAXONOMY NON-ELIGIBLE ACTIVITES
Turnover of Taxonomy-non-eligible
activities (B)
295,975 99.98%
Total (A + B) 296,025 100%

Template - Proportion of CapEx from products or services associated with Taxonomy-aligned economic activities - disclosure covering year 2024 (/000)

2024 financial year 2024 Substantial contribution criteria DNSH criteria ("Does not significantly harm")
Economic activities Code Absolute CapEx Proportion of CaxEx
(2024)
mate change
mitigation
Cli
mate change
adaptation
Cli
marine
resources
Water and
my
Circular econo
Pollution Biodiversity and
ms
ecosyste
mate change
mitigation
Cli
mate change
adaptation
Cli
marine
resources
Water and
my
Circular econo
Pollution Biodiversity and
ms
ecosyste
m safeguards
mu
Mini
Taxonomy
aligned
(A.1) or
Taxonomy
eligible
proportion
of CapEx
(A.2)
(2023)
Category
(enabling
activity)
Category
(transitional
activity)
€/000 % Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No % E T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Installation, maintenance
and repair of charging
stations for electric
vehicles in buildings (and
parking spaces
attached
to buildings)
CCM 7.4. 12 0.07% Yes No N/EL N/EL N/EL N/EL Yes Yes Yes Yes Yes Yes Yes 0.0% E
Installation, maintenance
and repair of renewable
energy technologies
CCM 7.6. 251 1.48% Yes No N/EL N/EL N/EL N/EL Yes Yes Yes Yes Yes Yes Yes 0.0% E
CapEx of environmentally
sustainable activities (Taxonomy
aligned) (A.1)
263 1.55% - - - - - - - - - - - - - 0.0%
of which enabling 263 1.55% - - - - - - - - - - - - - 0.0% E
of which transitional 0 0.00% - - - - - - - - 0.0% T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Optional %
Renovation of existing
buildings
CCM 7.2.
CE 3.2.
189 1.12% EL N/EL N/EL EL N/EL N/EL 0.0%
CapEx of Taxonomy-eligible but
not environmentally sustainable
activities (not Taxonomy-aligned
activities) (A.2)
189 1.12% - - - - - - 0.0%
Total (A.1 + A.2) 452 2.67% - - - - - - 0.0%
B. TAXONOMY NON-ELIGIBLE ACTIVITES
CapEx of Taxonomy non-eligible
activities (B)
16,491 97.33%
Total (A + B) 16,943 100%

Template - Proportion of OpEx from products or services associated with Taxonomy-aligned economic activities - disclosure covering year 2024 (/000)

2024 financial year 2024 Substantial contribution criteria
DNSH criteria ("Does not significantly harm")
Economic activities Code Absolute OpEx Proportion of OpEx
(2024)
mate change
mitigation
Cli
mate change
adaptation
Cli
marine
resources
Water and
my
Circular econo
Pollution Biodiversity and
ms
ecosyste
mate change
mitigation
Cli
mate change
adaptation
Cli
marine
resources
Water and
my
Circular econo
Pollution Biodiversity and
ms
ecosyste
m safeguards
mu
Mini
Taxonomy
aligned
(A.1) or
Taxonomy
eligible
(A.2)
proportion
of OpEx,
2023
Category
(enabling
activity)
Category
(transitional
activity)
€/000 % Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes;
No;
N/EL
Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No % E T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Operating expenses of
environmentally sustainable
activities (taxonomy-aligned)
(A.1)
0 0.00% - - - - - - - - - - - - - 0.0%
of which enabling 0 0.00% - - - - - - - - - - - - - 0.0% E
of which transitional 0 0.00% - - - - - - - - 0.0% T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Optional %
Production of alternative
water resources for
purposes other than human
consumption
CE 2.2. 11 0.13% N/EL N/EL N/EL EL N/EL N/EL 0.0%
Operating expenses of Taxonomy
eligible activities but not
environmentally sustainable
(activities not aligned with the
taxonomy) (A.2)
11 0.13% - - - - - - 0.0%
Total (A.1 + A.2) 11 0.13% - - - - - - 0.0%
B. TAXONOMY NON-ELIGIBLE ACTIVITES
OpEx of Taxonomy non-eligible
activities (B)
8,622 99.87%
Total (A + B) 8,633 100%

Multi-objective template

Proportion of turnover/total turnover
Taxonomy-aligned by objective Taxonomy-eligible by objective
CCM 0.00% 0.02%
CCA 0.00% 0.00%
WTR 0.00% 0.00%
CE 0.00% 0.00%
PPC 0.00% 0.00%
BIO 0.00% 0.00%
Proportion of CapEx/Total CapEx
Taxonomy-aligned by objective Taxonomy-eligible by objective
CCM 1.55% 2.67%
CCA 0.00% 0.00%
WTR 0.00% 0.00%
CE 0.00% 1.12%
PPC 0.00% 0.00%
BIO 0.00% 0.00%
Proportion of total OpEx/OpEx
Taxonomy-aligned by objective Taxonomy-eligible by objective
CCM 0.00% 0.00%
CCA 0.00% 0.00%
WTR 0.00% 0.00%
CE 0.00% 0.13%
PPC 0.00% 0.00%
BIO 0.00% 0.00%

Annex XII of Regulation 2022/1214

Regulation (EU) 2022/1214, which amends Delegated (EU) Regulation 2021/2139, introduces a template to report on nuclear energy and fossil gas related activities. The Sabaf Group conducted an audit without identifying any nuclear energy and fossil gas related activities.

Template 1 - Nuclear and fossil gas related activities

Nuclear energy related activities
1. The undertaking carries out, funds or has exposures to research, development,
demonstration and deployment of innovative electricity generation facilities that
produce energy from nuclear processes with minimal waste from the fuel cycle.
NO
2. The undertaking carries out, funds or has exposures to construction and safe operation
of new nuclear installations to produce electricity or process heat, including for the
purposes of district heating or industrial processes such as hydrogen production, as well
as their safety upgrades, using best available technologies.
NO
3. The undertaking carries out, funds or has exposures to safe operation of existing nuclear
installations that produce electricity or process heat, including for the purposes of
district heating or industrial processes such as hydrogen production from nuclear
energy, as well as their safety upgrades.
NO
Fossil gas related activities
4. The undertaking carries out, funds or has exposures to construction or operation of
electricity generation facilities that produce electricity using fossil gaseous fuels.
NO
5. The undertaking carries out, funds or has exposures to construction, refurbishment, and
operation of combined heat/cool and power generation facilities using fossil gaseous
fuels.
NO
6. The undertaking carries out, funds or has exposures to construction, refurbishment and
operation of heat generation facilities that produce heat/cool using fossil gaseous fuels.
NO

European Taxonomy: methodological note

Under the Taxonomy, the Group's Taxonomy-aligned and/or Taxonomy-eligible economic activities must be presented through three key performance indicators ("KPIs") in accordance with the specifications set forth in Article 8 of the Delegated Regulation:

  • Turnover;
  • Capital expenditure ("CapEx");
  • Operating expenses ("OpEx").

In preparing the consolidated financial statements, the Group applies the International Financial Reporting Standards (IFRS) adopted by Regulation (EC) No. 1126/2008. The portion of turnover

deemed eligible derives from net revenues obtained from products or services associated with economic activities eligible for the Taxonomy. Capital expenditures incurred by the Group attributed to eligible, environmentally sustainable economic activities include capitalised costs as defined in section 1.1.2. of Annex I to Delegated Regulation (EU) 2021/2178, while the share of operational expenditure is calculated as defined in point 1.1.3.2 of Annex I to Delegated Regulation (EU) 2021/2178.

Revenue

The numerator of the KPI consists of the Taxonomy-eligible and Taxonomy-aligned turnover. The denominator of the KPI consists of the Group's total net turnover as per the 2024 consolidated income statement and in accordance with IAS 1.82 (a): reference should be made to the consolidated financial statements included in the Group's Annual Report for more additional information.

CapEx

Under the EU Taxonomy, capital expenditure (CapEx) is classified as additions to tangible and intangible assets and right-of-use assets during the financial year, before amortisation/depreciation, write-downs and write-backs. It also includes additions to tangible and intangible assets resulting from company mergers.

The numerator of the KPI considers the share of capital expenditure related to eligible activities, possibly aligned, while the denominator is the total of such expenditure. According to the EU Taxonomy, CapEx may include:

  • Capital expenditures related to assets or processes that are associated with Taxonomyeligible/aligned economic activities (category as per par. 1.1.2.2. Annex I Delegated Act Art. 8);
  • Capital expenditures that are part of a plan to expand Taxonomy-aligned economic activities or to allow Taxonomy-eligible economic activities to become Taxonomyaligned ("CapEx plan") under the conditions set out in the second subparagraph of point 1.1.2.2. of Annex I Delegated Act Art. 8;
  • Capital expenditure related to the purchase of output from Taxonomy-eligible economic activities and individual measures enabling the Group's activities to become low-carbon or to lead to greenhouse gas reductions (Category C as per par. 1.1.2.2. Annex I Delegated Act Art. 8).

The additions attributable to expenses incurred as part of a CapEx plan referred to in point 1.1.2. of Annex I of Delegated Regulation (EU) 2021/2178 and expenses recognised in accordance with IFRS 16 Leases and IAS 40 Investment Property were considered.

Finally, there are no CapEx attributable to IAS 41 Agriculture.

OpEx

Under Regulation (EU) 2021/2178, operating expenses are considered as direct non-capitalised costs that relate to building renovation measures, research and development, short-term lease and maintenance and repair. In addition, any other direct expenditures relating to the day-today servicing of assets of property, plant and equipment by the undertaking or third party to whom activities are outsourced, fall within the same scope. Non-capitalised costs that represent

research that were recognised in the income statement were also identified. The method used to identify Sabaf Group's operating expenses is based on the analysis of all the accounts comprising the management accounting system, identifying all items pertaining to the above categories.

ESRS E1 Climate change

[GOV-3] Integration of sustainability-related performance in incentive schemes

Section [GOV-3] Integration of sustainability-related performance in incentive schemes explains in detail how the topic of climate change is incorporated into the remuneration systems of the members of the administrative, management and supervisory bodies. In summary, the long-term incentive plan (based on the 2024-2026 Business Plan period) includes a 10% weighting for the environmental target to reduce CO2emissions.

[E1-1] Transition plan for climate change mitigation

The Sabaf Group has not currently adopted a transition plan for climate change mitigation. Moreover, in order to address stakeholder requirements and new climate and sustainability reporting regulations, in 2023 the Group launched a carbon management and climate change mitigation pathway that includes the identification of specific drivers of decarbonisation. These specific drivers will form the basis for the future formalisation of a transition plan, which the Group aims to define by 2025.

Cooking technologies and climate transition

As outlined in the following sections, the Scope 3 emissions analysis shows that the most significant share of the Group's carbon footprint is related to the use of the products it sells (burners, components of gas hobs, which generate emissions in the combustion phase of cooking food). Currently, these emissions cannot be reduced directly since they depend on existing infrastructure and consumer choices. This represents a challenge for the definition of a climate transition plan, as the decarbonisation of the Sabaf Group depends not only on product efficiency, but also on the availability of alternative technologies in the domestic cooking sector. Therefore, emissions related to the use of the products sold represent locked-in emissions for the Group.

In this regard, it should be noted that about 30% of the people on our planet, i.e., 2.5 billion people, rely on solid fuels (wood, coal, dried dung, crop residues) for cooking. This population is mainly concentrated in Sub-Saharan Africa, where the unavailability of electricity and fossil fuels for cooking affects 82% of the population. Furthermore, Central Asia, India, China, South-East Asia and Latin America also have significant percentages. Pollution from traditional fuels has major consequences for the health of users and households. The other 5.5 billion people cook using fossil fuels (mainly natural and LPG) or electricity.18

There is a widespread perception that the environmental impact of electrical cooking is lower than that of gas cooking.

Actually, the measurement of environmental impact cannot be separated from the consideration of the electricity production mix (fossil fuels, renewables, nuclear). An authoritative study shows that, given the electricity production mix in Italy, the total CO2 emissions over the life cycle of an induction hob are 1,590 kg, more than 50% higher than

18 Selin Oğuz, Mapped: The Global Reliance on Harmful Cooking Fuels, 7 December 2023.

the total emissions of a gas hob (1,050 kg).19 The same study also concludes that, in the future, the shift from fossil fuels to renewable sources will increase the advantages of using an electricity-consuming product such as the induction hob over the gas hob.

Another in-depth study20 has recently conducted an impact analysis of different cooking technologies, according to scientific standards (ReCiPe 2016 and PEF). In a nutshell, the analysis covered 18 impact categories, which were then reduced to a single point value (OWDS - Overall Weighted Damage Score). The OWDS was the highest in the case of coal-fired cooking appliances (118) and the lowest for LPG and natural gas appliances (5 and 5.2 respectively). Electric cooking appliances, with an OWDS of 8.6, have 174% of the environmental impact of gas hobs.

With respect to sustainable development, reducing the environmental impact of cooking food will necessarily require a two-pronged strategy:

  • promote access to lower impact energy sources for the population still using solid fuels;
  • favour electric cooking only where and when the energy production mix is characterised by a predominantly green energy component.

[E1 SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model

Although it has not yet adopted a transition plan for climate change mitigation, the Sabaf Group follows a business development path that aims to reduce the environmental impact of its own operations and that of its value chain, and gives due consideration to the risks and opportunities related to climate change. Through the double materiality assessment, the Group identified negative impacts, such as GHG emissions generated by its operations, the upstream value chain and product use, as well as positive impacts, such as the reduction of GHG emissions during the product use phase.

The double materiality assessment identified three transition risks, while no material physical risks emerged.

The first risk relates to the need to adapt to market expectations regarding sustainability, e.g. through the implementation of effective decarbonisation strategies. It is becoming increasingly common for appliance manufacturers to involve their suppliers on environmental matters, specifically climate change. Companies that develop concrete plans to reduce their environmental impact can improve their competitiveness, consolidate their position in their target markets and, more generally, strengthen stakeholder relations.

19 https://www.sciencedirect.com/science/article/abs/pii/S0959652618308011

Journal of Cleaner production - «Comparative life cycle assessment of cooking appliances in Italian kitchens», 2018

Claudio Favi a , Michele Germani b, Daniele Landi b, Marco Mengarelli c , Marta Rossi b

a Università degli Studi of Parma, b Università Politecnica of the Marche region, c Energy Research Institute, Nanyang Technological University

20 https://www.itjfs.com/index.php/ijfs/article/view/2170

Italian Journal of Food Science, 2022 - Environmental impact of the main household cooking systems - A survey, 2022 Alessio Cimini and Mauro Moresi, University of Tuscia

The second risk is the management of CO2 emissions along the entire production chain, an increasingly important factor in meeting market demands. Emissions management facilitates the monitoring of environmental performance and enables comprehensive communication, in line with customer and investor expectations. Transparent and accurate reporting makes it possible to concretely demonstrate the company's commitment to sustainability.

The third risk concerns the adaptation of companies to changing environmental regulations, such as Carbon Free, RoHS and CBAM regulations. The evolving regulatory framework requires constant updating and rapid adaptation, both to ensure compliance, and to seize opportunities for operational efficiency and consolidate market presence.

The assessment of physical risks and transition risks covered the entire consolidated Sabaf Group.

The scenarios used for the assessment of physical and transition risks are in line with the projections of the IPCC (Intergovernmental Panel on Climate Change) and the IEA (International Energy Agency). Scenario projections for the assessment of physical risks were made with reference to the time horizons of 2030, 2050 and 2080, while projections for transition risks were assessed in the short term.

The biggest impact in the best-case scenario concerns transition topics, in particular market and regulatory aspects. This is because stricter regulations, adopted in an environment where governments and companies act quickly, would result in lower emissions and the mitigation of temperature increases. Conversely, in a less regulated scenario, in which measures to mitigate climate change are not actually implemented in the medium to long term, the physical consequences would be more severe, while the transition risks would be lower. The overall result of the analysis under all scenarios that were considered did not identify any assets as being at significant risk.

The resilience analysis, based on the risk assessment that was conducted, showed that, in the three RCP scenarios (2.6, 4.5 and 8.5) and in the three-time horizons considered (2030, 2050, 2080), no site was exposed to material acute or chronic physical risks. In addition, in order to minimise the financial impact of such risks, the Sabaf Group has already adopted mitigation measures, including specific insurance programmes, to cover potential damage to assets and loss of contribution margins due to business interruption. As far as transitional climate risks are concerned, in particular the risk of changing consumer needs, the Group has invested in the development of induction cooking components, the popularity of which is continuously expanding in the European market.

More detailed information on the scenarios used and the results of the risk analysis are described in [E1 IRO-1] Description of the processes to identify and assess material climate-related impacts, risks and opportunities.

Finally, the double materiality assessment looked at the opportunities of green strategies, including the take-up of gas cooking in emerging countries, the development of alternative cooking technologies, energy autonomy and reputational benefits.

The Group systematically monitors and intervenes in production processes to reduce energy use and its carbon footprint. Using secondary materials as an alternative to virgin raw materials and optimising waste recovery also contributes to decarbonisation.

In order to reduce its environmental impact, the Group has also initiated concrete actions, which represent the first steps towards a structured pathway for climate change mitigation, as detailed in section [E1-3] Actions and resources in relation to climate change policies.

With reference to Scope 3 emissions from the use of the products it sells:

  • the growing presence on international markets, including through the recent startup of a factory for the production of gas cooking components in India, may contribute to the spread of gas cooking appliances in emerging countries;
  • equally strategic are the Group's investments to enter the sector of components for induction cooking, the most efficient form of electric cooking, the spread of which is constantly growing in the European market;
  • moreover, the Sabaf Group actively participates in a number of experimental projects aimed at assessing the feasibility of using hydrogen to replace natural gas (methane) as a power source for gas cooking appliances. Sabaf has designed burners capable of operating with 100% hydrogen, and subsequent laboratory tests and prototypes have confirmed the technical feasibility of such products. The real possibility of using hydrogen on a large scale as a fuel source still has to overcome major technological challenges, both in terms of production and distribution. One solution that may be implemented relatively quickly entails the use of a mixture of natural gas and hydrogen via the existing distribution network.

[E1 IRO-1] Description of the processes to identify and assess material climaterelated impacts, risks and opportunities

Double materiality assessment

Impacts

The double materiality assessment identified the following negative impacts related to climate change mitigation: GHG emissions during own operations, in the upstream value chain and during product use. The Sabaf Group is part of an energy-intensive industry, both for the processing of raw materials in the upstream value chain and for certain processes carried out in the Group's production facilities (in particular aluminium diecasting). However, the vast majority of the Sabaf Group's total emissions fall under Scope 3 Category 11, i.e. emissions related to the use of products sold resulting from the combustion of methane or LPG in burners.

Sabaf has identified a positive impact related to the reduction of greenhouse gas emissions in the product use phase (downstream value chain): the technology offered by the Group can enable the transition of cooking technologies - from solid fuels to gas (methane or LPG) in emerging countries, from gas to induction cooking in countries where gas is already the most widely used cooking method.

Risks

The double materiality assessment conducted by the Group revealed three main transition risks, while no material physical risks were identified.

The first risk relates to the inability to adapt to market expectations in terms of sustainability, which requires transparency and concrete commitments in the transition to low-carbon emission models. The risk takes into account the failure to implement effective decarbonisation strategies, with potential repercussions on competitive positioning and investor and stakeholder relations.

The second risk is the management of CO2 emissions along the entire production chain. Failure to align with standards such as ESRS and CSRD can lead to difficulties in meeting the expectations of customers, investors and other stakeholders, as well as problems in monitoring environmental performance and communicating it.

The third risk is related to compliance with new environmental regulations, such as Carbon Free, RoHS and CBAM regulations. Increasingly stringent regulations require rapid adaptation to avoid penalties, operational restrictions or increased compliance costs. Timely compliance with these requirements not only reduces the risk of penalties, but can also be an opportunity to strengthen competitive advantage.

Opportunities

The Sabaf Group has identified the following opportunities related to climate change:

  • the spread of gas cooking in place of biomasses in emerging countries
  • the development of alternative technologies that can result in lower emissions in the use phase of the product
  • benefits from increased energy autonomy and related cost-saving associated with self-generation of energy from renewable sources
  • reputational benefits from the introduction of effective decarbonisation and energy efficiency strategies.

Analysis of physical and transitional risks

Aside from the double materiality assessment, in 2024 - in order to identify the risks to which it is most exposed and adopt a proper mitigation strategy - the Sabaf Group conducted an analysis of the (acute and chronic) physical risks that may affect each production site, and the transition risks, by assessing potential developments under different climate scenarios and time horizons. The assessment of physical risks and transition risks covered the entire Group scope of consolidation. Risk materiality was determined on the basis of EBITDA thresholds; the present value of assets and operating costs were considered when determining the financial impacts of climate risks. The financial impacts associated with climate risks were found to be non-material. Physical risks were assessed with respect to site location and using RCP scenarios provided by the IPCC (Intergovernmental Panel on Climate Change), while transition risks were assessed qualitatively and, where possible, quantitatively, according to scenarios provided by the IEA (International Energy Agency).

The scenarios are based on different levels of global temperature increase and the resulting physical and transitional implications for the planet. To conduct the analysis, three representative scenarios were identified: best case, intermediate case and worst case. Scenario projections for the assessment of physical risks were made with reference to the time horizons of 2030, 2050 and 2080, while projections for transition risks were assessed

in the short term. The reference scenarios used for the assessment of physical and transitional risks are detailed below.

Scenario 1, best case - Net Zero Scenario (NZS): this model implies a strong commitment by all governments to increase ambition and effort to achieve the Net Zero goal of limiting temperature increase as required by the Paris Agreement. The IPCC's 2018 Special Report on Global Warming of 1.5°C (SR1.5) pointed out that more ambitious emission trajectories than RCP2.6 - such as those outlined in the new SSP1-1.9 (Shared Socioeconomic Pathways) scenarios - are needed to have a high probability of limiting global warming to 1.5°C. In this context, whilst it is consistent with the Paris Agreement, the RCP2.6 (Representative Concentration Pathway) scenario is used as a reference in the physical risk assessment to keep the average temperature increase below 2°C.

Scenario 2, intermediate projection - Announced Pledges Scenario (APS): this model represents a pathway that takes into account official commitments announced by governments and international organisations to reduce greenhouse gas emissions. For the assessment of physical risks, the intermediate projection is equivalent to the RCP 4.5 scenario, which predicts a temperature increase of between 2 and 3°C by 2100 and is based on a carbon concentration that would generate an average global warming of 4.5 watts per square metre on the earth's surface.

Scenario 3, worst case - Stated Policies Scenario (STEPS): this model represents a pathway that takes into account policies and measures currently in place or already established by governments and organisations; it reflects the expected impact of existing policies on GHG emissions and climate change trends over time without taking into account future policy changes or new measures that may be adopted in response to evolving scientific knowledge or socioeconomic conditions. For the physical risk assessment, the worst case corresponds to the RCP 8.5 scenario, which represents a 'business-as-usual' pathway and refers to a carbon concentration that produces global warming averaging 8.5 watts per square metre across the planet.

The conclusions of the analyses that were carried out are summarised below.

  • Acute physical climate risks: Sudden extreme weather events, such as storms, floods, fires and heat waves, could directly affect business operations and the supply chain, putting the supply of goods, services and energy at risk. Potential consequences include production interruptions, damage to infrastructure and strategic assets, delays in delivery and the risk of incurring contractual penalties, as well as increased costs for repairs and replacements. Analyses were carried out according to the three RCP scenarios (2.6, 4.5 and 8.5) over three different time horizons (2030, 2050, 2080). According to a financial impact metric, the sites at greatest risk - in the worst-case scenario and the 2030 time horizon - are Sabaf China and Sabaf India. At a Group level, the risk is non-material.
  • Chronic physical climate risks: climate change causes chronic weather events, such as rising temperatures, rising sea levels and water shortages. These events could cause slowdowns or disruptions in business operations, forcing a review of strategies, resource allocation and distribution of activities and production across the Group's various sites. If not properly managed, these changes could compromise operational efficiency, cause business disruption and damage strategic assets. Based on the analyses carried out according to the three RCP

scenarios (2.6,4.5 and 8.5) across the three time horizons (2030, 2050, 2080), no site was found to be at material risk.

  • Market risk (raw materials): rising raw material and energy commodity prices could affect expected results from the production and sale of some products, especially carbon-intensive ones. The impact could be exacerbated by recent legislation, such as CBAM and EU ETS2. The assessment for the introduction of the ETS2 system was conducted qualitatively, while the specific risk analysis for the introduction of CBAM also involved a quantitative assessment. The scenarios considered, with a 2034 time horizon, were as follows:
    • Stated Policies Scenario (STEPS)
    • Announced Pledges Scenario (APS)
    • NET ZERO 'NZE' scenario by 2050

The specific emissions considered in this forecast were determined using the emission factors per tonne of product provided by the European Commission. The results of the analysis show that the greatest financial impact will result from the NET ZERO scenario, which will see the most stringent regulatory mechanisms and an operating environment characterised by rapid regulatory adaptation by countries and companies. However, this impact is not expected to be material for the Group in economic terms.

  • Market risk (consumer needs): Should the Sabaf Group be unable to maintain its innovation capacity, including by reducing the environmental impact of its products, it could lose some of its competitive advantage. Any inability to adapt to changes in consumer demand towards potentially more environmentally friendly and technologically advanced solutions, such as induction cooking, could result in a loss of market share. The assessment was conducted qualitatively over a short- to medium-term time horizon.
  • Reputational risk: an inadequate decarbonisation strategy and insufficient communication on ESG topics could damage corporate reputation. The assessment was conducted qualitatively over a short- to medium-term time horizon.

[E1-2] Policies related to climate change mitigation and adaptation

In line with the principles outlined in its Charter of Values, the Sabaf Group has adopted an Environmental Policy that promotes the prevention and mitigation of environmental impacts and risks by defining commitments in the areas of climate change, pollution, water and the circular economy.

The Environmental Policy is based on the values set out in the Sabaf Group's Charter of Values, which in turn are inspired by:

  • The United Nations' Charter of Rights, the European Union's Charter of Rights, the Italian Constitution;
  • The core labour standards included in the ILO conventions;

  • The OECD Guidelines for Multinational Enterprises;
  • The UN Global Compact, which Sabaf participates in.

The Environmental Policy also refers to the Integrated Health and Safety, Environment and Energy Management System Manual of Sabaf S.p.A., which complies with ISO 45001, ISO 14001 and ISO 50001 standards, as well as the provisions of the Organisation, Management and Control Model pursuant to Legislative Decree No. 231/2001 (in the applicable Group Companies).

Specifically, the Sabaf Group is committed to pursuing targets for climate change mitigation and adaptation, as well as energy efficiency and the use of energy from renewable sources, through the following actions (as defined in the Group's Environmental Policy):

  • rationalising and making efficient use of energy resources;
  • investing in the supply and self-production of energy from renewable energy sources;
  • measuring performance indicators related to greenhouse gas (GHG) emissions, in own operations and along the value chain, and monitoring the respective progress;
  • defining GHG emission reduction targets and identifying respective decarbonisation levers, in own operations and along the value chain;
  • pursuing maximum energy efficiency in its products; promoting and implementing cooking solutions that reduce GHG emissions during the product use phase;
  • adapting its activities and decision-making processes to maintain full compliance with current climate change legislation, and proactively using its processes as a means of continuous surveillance;
  • pre-emptively assessing climate change aspects in the planning and design of investments, industrial operations and raw material selection;
  • complying with climate change adaptation principles when planning investments related to the construction and maintenance of production facilities and sites.

The commitments outlined in the Environmental Policy aim to mitigate and/or prevent the negative impacts and material risks, while pursuing the positive impacts and opportunities associated with the topic of climate change (see section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model).

The Environmental Policy applies to members of the company's governing and supervisory bodies, employees and any third parties who collaborate with or work for and on behalf of the Sabaf Group, regardless of the legal status of the relationship. The Environmental Policy is made available to recipients and all stakeholders of the Sabaf Group on the corporate website www.sabafgroup.com, in the section "SustainabilityEnvironment".

The Environmental Policy applies to the entire Sabaf Group, with no exceptions and/or exclusions in the conduct of business and professional activities by geographical area, country and/or stakeholder groups involved. In addition, the Sabaf Group expects the entire value chain to agree with and act in accordance with the principles outlined in its Environmental Policy.

The Parent Company's Board of Directors is responsible for the approval, implementation and periodic review of the Group's Environmental Policy. The Company may arrange for checks through the Internal Audit function to verify the application of the Policy. Using the applicable channels for individual Group companies, any Sabaf Group stakeholder may also report cases of alleged non-compliance with the Policy by sending a written and nonanonymous description of the alleged incident. Where no channel is provided, stakeholders may use the whistleblowing channel adopted by Sabaf S.p.A., through the dedicated tool available on the company website.

Sabaf S.p.A. has an Integrated Management System of Health and Safety which is ISO 45001, ISO 14001 and ISO 50001 certified. Sabaf Turkey and C.M.I. s.r.l. have an ISO 14001-certified Environmental Management System. In any case, the ISO 14001, ISO 45001 and ISO 50001 standards are sources of reference and inspiration for the entire Group.

Finally, the Sabaf Group has adopted a Sustainable Procurement Policy that requires suppliers to make efficient use of energy resources, and to progressively reduce the use of energy from fossil fuels. Details on the implementation, monitoring and enforcement of the Sustainable Procurement Policy can be found in section [S2-1] Policies related to value chain workers.

[E1-3] Actions and resources in relation to climate change policies

In the area of climate change, the Sabaf Group pursues the commitments outlined in its Environmental Policy through:

  • the implementation of a carbon management pathway aimed at identifying specific drivers of decarbonisation and developing reduction targets, according to the main international initiatives and standards;
  • energy efficiency activities and investments for the self-generation of energy from renewable sources;
  • periodic measurement and monitoring of Gross Scopes 1, 2 and 3 emissions, conducted annually.

In 2024 the Sabaf Group conducted and/or planned the following actions in order to pursue its climate change policy commitments:

  • installation of a photovoltaic system at the Ospitaletto plant (Sabaf S.p.A.), which will allow the self-production of an estimated 10% of the site's current consumption. For this activity, which started in 2024, Sabaf has already incurred capital expenditure (CapEx) of €251 thousand. This amount was aligned within the scope of Regulation (EU) 202/852 (Taxonomy Regulation) for FY 2024 and reported in this Sustainability Statement according to the applicable provisions. The Group expects to complete the work by the end of 2025, for a total CapEx amount of approximately €2.3 million;
  • development of the induction cooking business segment, with the aim of contributing to the reduction of indirect emissions associated with product use in

the downstream value chain, as well as the pursuit of associated business opportunities. In 2024, Sabaf invested €2.3 million in capital expenditure (CapEx) and €0.5 million in operating expenses. For 2025, planned capital expenditure will amount to about €3 million, with operating expenditure (OpEx) of €1 million.

  • installation, at the Sabaf S.p.A. Production plant, of charging stations for electric vehicles, with associated capital expenditure (CapEx) of about €12 thousand. This amount was aligned within the Taxonomy Regulation and reported in this Sustainability Statement according to the applicable provisions.
  • energy efficiency measures, aimed at reducing energy consumption associated with operational processes. In 2024, Sabaf replaced two compressors at the Ospitaletto plant with new, more energy-efficient equipment, incurring capital expenditure (CapEx) of €118 thousand. Sabaf also plans to replace the current die-casting waste treatment system (electric evaporator) with a chemical-physical treatment system by 2025, which will significantly reduce the associated energy consumption. Also planned for 2025 is the replacement of two dosing furnaces in the die-casting department with more efficient furnaces. Capital expenditure (CapEx) of €450 thousand is expected to be incurred for the implementation of these measures.

The Sabaf Group intends to meet these investments through self-financing.

The periodic measurement and monitoring of Gross Scopes 1, 2 and 3 emissions are part of the recurring operating costs.

Since it has not formalised a transition plan, as defined by ESRS E1-1, the Sabaf Group has not identified specific decarbonisation drivers associated with the above actions, and has not quantified actual or prospective GHG emission reductions.

[E1-4 MDR-T] Tracking the effectiveness of climate change-related policies and actions

Sabaf monitors progress on climate change commitments in its Environmental Policy through both regular implementation activities and the monitoring of its environmental management systems and through the measurement of specific performance indicators.

In general, the Sabaf Group ensures the monitoring of environmental impacts (including impacts related to GHG emissions) by constantly assessing compliance with current regulations in all the production plants in which it operates, through the adoption of management systems that provide for periodic checks, internal audits and audits by independent bodies according to the principles set out in the ISO 14001 standard. Sabaf S.p.A. applies an Integrated Environment and Energy management system which is ISO 14001 and ISO 50001 certified.

The Sabaf Group measures performance indicators related to Scope 1, 2 and 3 greenhouse gas (GHG) emissions and monitors the respective trends annually. All Scope 3 categories are reviewed and measured on annual basis, according to the methodology reported in [E1-6] Gross Scopes 1, 2, 3 and Total GHG emissions.

The Group does not have measurable, results-oriented targets relating to the effects of climate change, except as part of its Long-Term Incentive Plan (LTIP), as described in

[GOV-3] Integration of sustainability-related performance in incentive schemes. The level of ambition that Sabaf has set itself to date corresponds to compliance with applicable regulations. The path related to Carbon Management and climate change mitigation, which the Group embarked on in 2023, will be of assistance in defining a decarbonisation strategy and the associated monitoring activities, i.e. a superior level of climate ambition.

[E1-5] Energy consumption and mix

The following table shows the Group's overall energy consumption:

Energy consumption and mix
1) Fuel consumption from coal and coal products (MWh)
2) Fuel consumption from crude oil and petroleum products (MWh)
3) Fuel consumption from natural gas (MWh)
4) Fuel consumption from other fossil sources (MWh)
5) Consumption of purchased or acquired electricity, heat, steam, and cooling from fossil
sources (MWh)
6) Total fossil energy consumption (MWh)
(calculated as the sum of lines 1 to 5) 86,238
Share of fossil sources in total energy consumption (%) 89%
7) Consumption from nuclear sources (MWh)
Share of consumption from nuclear sources in total energy consumption (%)
8) Fuel consumption for renewable sources including biomass (also comprising industrial
and municipal waste of biological origin, biogas, renewable hydrogen, etc.) (MWh)
9) Consumption of purchased or acquired electricity, heat, steam and cooling from
renewable sources (MWh)
10) The consumption of self-generated non-fuel renewable energy (MWh)
11) Total renewable energy consumption (MWh)
(calculated as the sum of lines 8 to 10)
Share of renewable sources in total energy consumption (%)
Total energy consumption (MWh)
(calculated as the sum of lines 6, 7 and 11)
Energy intensity based on net revenue
Total energy consumption from activities in high climate impact sectors per net revenue
from activities in high climate impact sectors (MWh/€m)
0.34

The Sabaf Group uses Renewable Energy Certificates (RECs), an internationally recognised tool to certify the purchase and use of renewable energy.

All Group companies operate in the manufacturing sector, which is identified as a high climate impact sector by the ESRS. Energy intensity was therefore calculated by relating 'Total energy consumption' to the Group's net revenue.

[E1-6] Gross Scopes 1, 2, 3 and Total GHG emissions

2024
Scope 1 GHG emissions
Gross Scope 1 GHG emissions (tCO2eq) 11,312
Percentage of Scope 1 GHG emissions from regulated emission trading schemes
(%)
0%
Scope 2 GHG emissions
Gross location-based Scope 2 GHG emissions (tCO2eq) 12,074
Gross market-based Scope 2 GHG emissions (tCO2eq) 15,618
Significant Scope 3 GHG emissions
Total gross indirect (Scope 3) GHG emissions (tCO2eq) 25,563,260
Percentage of gross indirect Scope 3 emissions 99.9%
1. Purchased goods and services (tCO2eq) 183,850
2. Capital goods (tCO2eq) 4,383
3. Fuel and energy-related activities (not included in Scope 1 or Scope 2) (tCO2eq) 4,133
4. Upstream transportation and distribution (tCO2eq) 11,509
5. Waste generated in operations (tCO2eq) 1,607
6. Business travel (tCO2eq) 1,170
7. Employee commuting (tCO2eq) 2,015
9. Downstream transportation (tCO2eq) 2,004
11. Use of sold products (tCO2eq) 25,352,041
12. End-of-life treatment of sold products (tCO2eq) 454
13. Downstream leased assets (tCO2eq) 94
Total GHG emissions
Total GHG emissions (location-based) (tCO2eq) 25,586,646
Total GHG emissions (market-based) (tCO2eq) 25,590,191

Methodological note

This methodological note illustrates the methodology adopted to calculate greenhouse gas (GHG) emissions by referring, as required by current legislation, to the principles of the GHG Protocol. Specifically, the Group applied the recommendations of the Standards & Guidance | GHG Protocol for general reporting and Corporate Value Chain (Scope 3) Standard | GHG Protocol for Scope 3 emissions.

The data collected refer to the entire year 2024 and the reporting scope covers the entire Sabaf Group.

The Group also calculated the biogenic emissions for Scope 1, Scope 2 and Scope 3 to be zero.

SABAF calculated its total market-based and location-based emission intensity as 0.09 and 0.09 tCO2eq/euro, respectively.

Emission intensity was calculated by dividing total emissions, (market-based and locationbased) by the Group's net revenue, which amounted to €285,091 thousand.

Scope 1

The calculation of emissions from the Group's activities was carried out following the guidelines of the GHG Protocol, taking into account the different emission categories (stationary combustion, mobile combustion and refrigerant gas leakage). Fuel data for each of these activities were collected with the reference unit of measurement (using activitybased methodology) and multiplied by the respective emission factors, taken from the Department for Environment, Food & Rural Affairs (2024 DEFRA).

Scope 2

The calculation of Scope 2 emissions was carried out following the GHG Protocol guidelines considering both the location-based and market-based approaches.

For the location-based methodology, which reflects the indirect emissions from purchased energy based on the composition of the local electricity grid, the emission factors of the electricity distribution grid of the country where the energy is consumed were applied, as reported in the 2024 IEA Database 2024.

The market-based methodology considers the contribution of specific emission factors related to the contractual forms for purchase adopted by the organisation for its electricity consumption. An emission factor of 0 was only applied for supplies of electricity from renewable sources as certified by Guarantees of Origin or Renewable Energy Certificates, and for the portion of electricity covered by these instruments. In particular, energy from certified renewable sources was purchased through I-REC, which accounted for 22% of the total electricity consumption from the grid. The emission factors used follow the market-based methodology (using AIB 2023 for the residual mix) and the location-based methodology for countries outside the European Union, where the residual mix could not be obtained.

Scope 3

Information on GHG Scope 3 emissions is inherently more limited than Scope 1 and 2 information, due to the limited availability and accuracy of both quantitative and qualitative information, and because of the need to rely on data, information and evidence provided by third parties.

Unless otherwise specified, reporting of indirect emissions from the value chain refers to Group-wide data and covers the following GHG Protocol categories:

  • Category 1 Purchased goods and services: in accordance with the Greenhouse Gas Protocol (GHGP), the average-data method was adopted to estimate emissions from the purchase of goods, using the conversion databases of Ecoinvent 3.11 and where present, Environmental Product Declarations.
  • Category 2 Capital goods: A spend-based methodology was adopted to estimate emissions from the purchase of capital equipment in the reporting year. Investment amounts, expressed in monetary terms, were converted into emissions using the reference EEIO emission factors for the type of purchase, classified on the basis of NACE codes.

  • Category 3 Fuel and energy-related activities (not included in Scope 1 or Scope 2): the fuel consumption and electricity purchase data, used for the calculation of Scope 1 and Scope 2 emissions, were multiplied by the respective emission factors. These factors include the impact generated by the production of the energy carrier and the losses associated with transport and distribution. For fuels, the 2024 DEFRA database was used, while the emission factors from the 2024 IEA database were used for non-renewable electrical energy.
  • Category 4 Upstream transportation and distribution: emissions from transport and upstream, intra-group and downstream distribution activities borne by the Group were calculated using the distance-based methodology. The kilometres travelled were multiplied by the relevant emission factor from the 2024 DEFRA database, taking into account the weight transported, the transport methodology performed and considering both the Tank-to-Wheel (TTW) and Well-to-Tank (WTT) contribution.
  • Category 5 Waste generated in operations: The Average Data Method was used to calculate emissions, whereby collected data was converted into emissions using the 2024 DEFRA database. The conversion was made according to the type of waste treatment, distinguishing between recycling, incineration and landfilling.
  • Category 6 Business travel: a distance-based methodology was used to calculate emissions from staff business travel. The kilometres travelled for each type of transport vehicle were considered, and the data collected were multiplied by the relevant emission factors from the 2024 DEFRA database. These factors include both the Tank-to-Wheel (TTW) and the Well-to-Tank (WTT) components. When the distance methodology could not be used, the spend-based methodology was considered through the EEIO emission factors classified on the basis of NACE codes.
  • Category 7 Employee commuting: emissions from home-to-work commuting were calculated on the basis of the results of questionnaires administered to employees in 2021, compared to the number of employees in 2024.
  • Category 9 Downstream transportation: emissions from transport and downstream distribution activities not borne by the Group were calculated using the distancebased methodology. The kilometres travelled were multiplied by the relevant emission factor from the 2024 DEFRA database, taking into account the weight transported, the transport methodology performed and considering both the Tankto-Wheel (TTW) and Well-to-Tank (WTT) contribution.
  • Category 11 Use of sold products: specific attention was paid to category 11 (Use of sold products), which required specific investigations in order to assess the impact of these emissions along the value chain. The Group manufactures components (intermediate products) for installation in domestic appliances, including burners for gas cooking appliances. The finished product (the hob or freestanding cooker) generates emissions during use by the end user by burning natural gas or LPG to produce the heat needed for cooking. Emissions are calculated based on a number of factors, including burner design, hob shape, grill shape and height, pan type, gas type, etc., which are largely beyond the Group's control. As a result

of the investigations carried out21, the Group decided to report the emissions relating to the use of sold products (category 11) based on the use of cooking appliances on which Sabaf burners are installed. The methodology adopted to calculate the direct emissions associated with the use phase of Sabaf's products was based on an analysis covering the estimated useful life of the devices with fuel consumption and, consequently, emission impact. The energy impact was calculated by estimating a useful life cycle of 20 years for the products and considering the average fuel consumption during their use (for each product macro category). This consumption was then multiplied by the corresponding fuel emission factor derived from the 2024 DEFRA database.

  • Category 12 End-of-life treatment of sold products: to calculate emissions from the end-of-life treatment of products sold by the Group, the average data method was adopted. The analysis was based on the 2024 DEFRA database, assuming an average emission factor considering the three main disposal methods, weighted according to the percentage of treatment applied to products sold within and outside the EU.
  • Category 13 Downstream leased assets: emissions generated by downstream leased assets in the value chain were calculated using the CURB tables to estimate electrical energy consumption and gas for heating. Consumption was then multiplied by the respective emission factors: for gas, the reference is the 2024 DEFRA, and for electricity it is the 2024 IEA.

The analysis excludes the following categories, which are not applicable to the Sabaf Group:

  • Category 8 Upstream leased assets: the Group has no leased assets upstream in the value chain.
  • Category 10 Processing of sold products: Group products do not undergo post-sale processing.
  • Category 14 Franchises:the Group has no franchising activities.
  • Category 15 Investments:the Group does not engage in investment activities.

21 Corporate Value Chain (Scope 3) Accounting and Reporting Standard, Supplement to the GHG Protocol Corporate Accounting and Reporting Standard.

Technical Guidance for Calculating Scope 3 Emissions, Supplement to the Corporate Value Chain (Scope 3) Accounting & Reporting Standard.

ESRS E2 Pollution

[E2 IRO-1] Description of the processes to identify and assess material pollutionrelated impacts, risks and opportunities

As part of the double materiality assessment, the Technical Office of the Municipality of Ospitaletto, the HSE Officer of Confindustria Brescia and the certifying body of the environmental management system, representing the affected communities, were asked to give an assessment of the pollution-related impacts.

Consideration was also given to the results of the environmental analysis carried out for the Sabaf S.p.A. plant, part of the ISO:14001 certified environmental management system. As clarified within [E2-3 MDR-T] Tracking the effectiveness of pollution-related policies and actions, the Group monitors environmental impacts in accordance with the relevant regulations of the individual countries in which it operates. For this reason, and where there are no applicable local regulations, the industrial operations and related environmental impacts of the Sabaf S.p.A. production plant are considered representative of the Group's other main production plants, as can be inferred from the description of the production processes in this section, including in terms of dimensions and importance for production. This approach applies to all Group entities for pollutants in soil and water (except for the gas division in Turkey, as explained in [E3-2] Actions and resources related to water and marine resourcesreferred to) and the Brazilian plant for pollutants in air.

The Group adopts homogeneous technologies to minimise pollution-related impacts in the various plants in which it operates.

Finally, to identify possible impacts, risks and opportunities in the value chain:

  • an analysis was conducted of the Group's purchases, with a focus on the main materials purchased (steel and aluminium);
  • consideration was given to priority impacts noted by international rating agencies (S&P and MSCI) for representative sectors of the downstream value chain ("household durables" and "household appliances").

At the end of the process, the Sabaf Group identified negative impacts related to the emission of pollutants to air, water and soil in its own operations (potential impact) and along the upstream value chain (actual impact), while no material risks or opportunities were identified. These negative impacts, whose effects can affect both the environment and people, are inherent to the Group's business model, as the processing of materials in the upstream value chain, as well as the company's own production processes, are potentially responsible for the production of polluting emissions. It is worth emphasising the potential nature of the negative pollution-related impacts in own operations.

Specifically, three production processes are carried out at Sabaf S.p.A:

▪ The production of the components that make up the burners (nozzle holder sumps and flame spreaders) involves the casting and subsequent die-casting of the aluminium alloy, sandblasting of the pieces, a series of mechanical processes with removal of material, washing of some components, assembly and testing. This production process results in the emission of negligible amounts of oily mists, as well as dust and carbon dioxide;

  • The production of burner covers, where steel is used as raw material, which is submitted to blanking and minting. The semi-finished covers are then used for washing, sandblasting, application and firing of enamel, a process that generates the emission of dust;
  • The production of valves and thermostats, in which mainly aluminium alloy, brass bars and moulded bodies and, to a much lesser extent, steel bars are used as raw materials. The production cycle is divided into the following phases: mechanical machining with removal of material, washing of semi-finished products and components obtained in this way, finishing of the coupling surface of bodies and masks with a diamond tool, assembly and final inspection of the finished product. This process generates negligible oily mists.

The entire burner production process is carried out at Sabaf Brazil, Sabaf Turkey and Sabaf Mexico.

In Faringosi Hinges s.r.l., in the companies of the C.M.I. Group, MEC and Sabaf Turkey, steel is used as the main raw material for the production of hinges, and is subjected to a series of mechanical processing and assembly.

At A.R.C., professional burners are produced through mechanical processing and assembly.

Sabaf India and Sabaf China carry out mechanical processing and burner assembly operations.

Electronic components (boards, timers, etc.) are assembled in Sabaf Turkey and P.G.A. The production activity generates negligible emissions.

[E2-1] Policies related to pollution

The Sabaf Group adopts internal policies and procedures to prevent and mitigate impacts related to air, water and soil pollution, and promptly manage any emergency situations.

The Group's Environmental Policy outlines the commitments that Sabaf intends to pursue in relation to pollution, such as:

  • constant monitoring and ensuring compliance of the company's facilities and operations with regulatory requirements on pollution;
  • taking preventive measures to reduce air, water and soil pollution by installing water filtration and treatment systems and containment and isolation facilities;
  • ensuring the efficiency of the above systems and facilities through their regular maintenance;
  • ensuring the efficient and timely management of emergencies relating to possible contamination of soil, water and/or air pollution through the adoption of appropriate procedures and information flows;
  • ensuring and continuously monitoring the compliance of products and raw materials with regulatory requirements concerning substances of concern and substances of very high concern.

The commitments outlined in the Environmental Policy aim to mitigate and/or prevent negative impacts related to pollution (see section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model).

Group companies have procedures in place to ensure the effective management of pollution prevention and mitigation, as well as compliance with legal requirements.

For details on the implementation, monitoring and enforcement of the Environmental Policy, please refer to section [E1-2] Policies related to climate change mitigation and adaptation.

The Sabaf Group is also committed to minimising the use of substances of concern and substances of very high concern through regular monitoring of the compliance of its products and raw materials with regulatory requirements and the adoption of internal control systems and procedures.

Sabaf products fully comply with the requirements of Directive 2011/65/EU (RoHS Directive), which tends to limit the use of hazardous substances in the production of electrical and electronic equipment, and the requirements of Directive 2000/53/EC (End of Life Vehicles), i.e. the content of heavy metals (lead, mercury, cadmium, hexavalent chromium) is below the limits set by the Directive and/or any exemptions.

Within the scope of the REACH Regulation (Regulation no. 1907/2006 of 18 December 2006), Sabaf is a downstream user of substances and preparations. The products supplied by Sabaf are classified as articles that do not give rise to the intentional emission of substances during normal use, therefore there is no registration of the substances contained in them. Through its Sustainable Procurement Policy, Sabaf requires its suppliers to avoid the use of hazardous substances where technically possible or, conversely, to manage them in accordance with applicable regulations (see further details on the implementation, monitoring and enforcement of the Sustainable Procurement Policy in section [S2-1] Policies related to value chain workers).

[E2-2] Actions and resources related to pollution

Since 2003, the Environmental Management System of the Ospitaletto production site has been certified according to ISO 14001. Sabaf Turkey's production sites were certified ISO 14001 compliant in 2022 (gas and hinge division production plants) and in 2023 (electronics division production plant). C.M.I. s.r.l.'s production site was ISO 14001 certified in 2023. These management systems provide for the prevention and mitigation of environmental impacts within the company's operations, as well as the definition of improvement pathways aimed at increasing its environmental performance. The level of ambition is defined by the principle of continuous improvement in line with the main international environmental standards, and regularly monitored as outlined in section [E2- 3 MDR-T] Tracking the effectiveness of pollution-related policies and actions.

The management of pollution-related impacts is ensured through the constant monitoring of emissions of pollutants, substances of concern and substances of very high concern in accordance with relevant regulations, as detailed below. These monitoring and prevention activities, together with the implementation of management systems, do not entail significant operating expenses (OpEx) and/or capital expenditures (CapEx) specifically

earmarked for their implementation and are part of the recurring operating costs of Group companies.

[E2-3 MDR-T] Tracking the effectiveness of pollution-related policies and actions

It should be noted that, at the time the 2024-2026 Business Plan was drafted, Sabaf had not yet identified the materiality of pollution-related impacts, risks and/or opportunities. Therefore, the Plan does not include any targets associated with this topic. However, the Group ensures that monitoring processes are in place to verify the effectiveness of the commitments outlined in its Policies.

The monitoring of environmental impacts (including the monitoring of pollutant emissions) is conducted in accordance with the relevant regulations of the individual countries in which the Sabaf Group operates. In accordance with local regulations, Group companies regularly check the concentration of pollutants, monitor the timing and expiry dates of existing authorisations, and verify the conformity of abatement plants and their periodic maintenance.

In the certified Group companies, monitoring is based on management systems involving periodic checks, internal audits and audits by independent bodies, according to the principles laid down in the ISO 14001 standard.

Sabaf also involved the suppliers to ensure they fully comply with the REACH Regulation and ensure compliance with pre-registration and registration obligations for the substances or preparations they use. The data collected were used to complete the SCIP (Substances of Concern In Products) database as per the provisions of the ECHA agency.

[E2-4] Pollution of air, water and soil

Pursuant to Annex II of Regulation (EC) No 166/2006 of the European Parliament and of the Council (E-PRTR), the Sabaf Group is required to declare the quantities of pollutants exceeding the applicable threshold value. No pollutant emissions above the threshold value were recorded during the reporting period and, therefore, as required by paragraph 29 of the ESRS E2-4 Pollution of air, water and soil, the figure is not reported.

[E2-5] Substances of concern and substances of very high concern

2024
Substances
of concern
Substances of
very high
concern
Total quantities of substances of concern purchased per
hazard class (t)
28 33
Danger to human health (hazard class code H3xx) (t) 28 0
Danger to human health and the environment (hazard class code
H3xx & H4xx) (t)
0 33
Total quantities of substances of concern leaving production
facilities as part of products broken down by hazard classes 28 33
(t)
Danger to human health (hazard class code H3xx) (t) 28 0
Danger to human health and the environment (hazard class code
H3xx & H4xx) (t)
0 33

The quantities of substances of concern (SoC) and substances of very high concern (SVHC) that were purchased were estimated on the basis of the nature and quantity of the materials purchased and the certifications received from suppliers indicating their chemical composition. As required by the Reach and RoHS Directives, consideration was only given to elements present with a concentration above 0.1%. It is estimated that the output quantities as part of products are equal to the total purchased quantities.

The hazard classes are those listed in the individual substance sheets on the ECHA website.

ESRS E3 Water

[E3 IRO-1] Description of processes to identify and assess material water-related impacts, risks and opportunities

As part of the double materiality assessment, the Technical Office of the Municipality of Ospitaletto, the HSE Officer of Confindustria Brescia and the certifying body of the environmental management system, representing the affected communities, were asked to give an assessment of the water-related impacts.

Consideration was also given to the results of the environmental analysis carried out for the Sabaf S.p.A. plant, part of the ISO:14001 certified environmental management system. The industrial operations and related environmental impacts of the Sabaf S.p.A. plant are representative of the Group's other main production plants, as can be inferred from the description of production processes in paragraph [E2 IRO-1] Description of the processes to identify and assess material pollution-related impacts, risks and opportunities.

The Group adopts homogeneous technologies for water management in the various plants where water is used in production processes.

Documents published by rating agencies and international organisations (S&P, MSCI, World Resources Institute) were also consulted.

The Group has identified as material the current negative impacts related to water withdrawal and consumption in water-stressed areas in business operations and along the upstream value chain. With regard to own operations, this issue emerges in relation to die-casting and enamelling processes, as well as in the washing of semi-finished products. Along the upstream value chain, water stress is a significant issue for the steel and aluminium sectors (the main materials supplied by the Sabaf Group) due to the use of water for cooling and washing in metalworking processes.

Some of the Group's production sites are located in water-stressed areas according to the Water Risk Atlas of the World Resources Institute.

[E3-1] Policies related to water

As part of its commitment to the environment, the Sabaf Group adopts internal policies and procedures that are designed to prevent and mitigate the impacts of water use.

Through its Environmental Policy, the Sabaf Group is committed to:

  • constant monitoring and ensuring compliance of the company's facilities and operations with regulatory requirements on water resources;
  • rationalising and making efficient use of water resources through the adoption of systems for recovering industrial water and collecting rainwater for use in business operations;
  • conducting constant monitoring of areas at water risk in the geographical areas where the Group operates, while ensuring the dissemination of the principles of rationalisation and efficiency in the use of water resources;

  • ensuring that wastewater treatment activities are carried out in accordance with the principles of transparency and fairness and in compliance with applicable regulations;
  • limiting and preventing the discharge of pollutants, favouring re-use systems;
  • ensuring the efficient and timely management of emergencies by defining intervention procedures in the event of a fault, anomaly or disruption, including interventions for restoring normal conditions.

The commitments outlined in the Environmental Policy aim to mitigate and/or prevent negative impacts related to water (see section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model).

Group companies have procedures in place to ensure the effective management of the prevention and mitigation of impacts relating to the consumption of water resources, as well as compliance with legal requirements.

For details on the implementation, monitoring and enforcement of the Environmental Policy, please refer to section [E1-2] Policies related to climate change mitigation and adaptation.

Based on its awareness of the negative impacts related to water resources along its value chain, the Sabaf Group has integrated this topic into its Sustainable Procurement Policy, in which suppliers are required to design products and processes that minimise water consumption. Details on the implementation, monitoring and enforcement of the Sustainable Procurement Policy can be found in section [S2-1] Policies related to value chain workers.

[E3-2] Water-related actions and resources

The Environmental Management Systems of the production sites in Ospitaletto, Sabaf Turkey (Manisa plants) and C.M.I. are certified according to ISO 14001. These systems provide for the prevention and mitigation of environmental impacts within the company's operations, as well as the definition of improvement pathways aimed at increasing its environmental performance. The level of ambition is defined by the principle of continuous improvement in line with the main international environmental standards, and regularly monitored as outlined in section [E3 MDR-T] Tracking the effectiveness of water-related policies and actions.

The Sabaf Group manages the negative impacts associated with water withdrawals in water-stressed areas through the adoption of water collection, treatment and recovery systems. All the water used in the production processes by Group companies is destined for disposal or internal recycling for reuse in company processes, with the exception of the production plant of the gas division in Turkey. In this plant, after pre-treatment, effluents are routed to a collection and treatment system in the industrial area. Downstream from the production processes, water used in die-casting and enamelling processes at the plant in Ospitaletto is treated in concentration plants, and thanks to its subsequent recovery and use, there is a significant reduction in both quantities of water required and waste produced. Concentration plants are also in operation at the production sites in Brazil and

Turkey. At the Ospitaletto plant, there is also a plant for the collection of rainwater intended for use in industrial activities.

The Group did not carry out remedial actions.

In 2024, the Sabaf Group recorded operating expenses (OpEx) of €11 thousand for the maintenance of the rainwater collection plant which is destined for industrial reuse at the Sabaf S.p.A. plant. This amount was found to be eligible within the framework of Regulation (EU) 202/852 (Taxonomy Regulation) and reported in this Sustainability Statement according to the provisions. It should be noted that, in general, treatment and recovery activities, as well as monitoring and prevention activities (as detailed in [E3 MDR-T] Tracking the effectiveness of water-related policies and actions), contribute to the recurring operating costs of Group companies.

[E3 MDR-T] Tracking the effectiveness of water-related policies and actions

At the time of drafting the 2024-2026 Business Plan, the Sabaf Group had not yet identified the materiality of water and marine resources-related impacts, risks and/or opportunities, with the resulting absence of measurable targets or guidance for this topic going forwards. However, the Group is committed to ensuring the responsible and sustainable use of water resources through constant monitoring of the implementation of the commitments outlined in its Policies.

The Sabaf Group monitors environmental impacts, including water-related indicators, in accordance with applicable legal requirements at all its plants. Monitoring is based on management systems that include periodic checks, internal audits and audits by independent bodies in line with the ISO 14001 standard, whose principles guide monitoring activities and are a source of inspiration for the entire Group.

On an annual basis Sabaf records the volumes of water withdrawn from aqueducts, wells and storm water. Furthermore, through its participation in the CDP Water Security programme, Sabaf is committed to measuring, monitoring and disclosing its performance in the area of water resources.

[E3-4] Water consumption

2024
Total water consumption (m3) 35,837
of which in areas at water risk, including areas of high-water stress (m3) 33,020
Total water recycled and reused (m3)
Total water stored (m3) 32,777

Water consumption was calculated as the difference between withdrawals and discharges. Withdrawals are derived from direct measurements 22, while discharges were estimated.

Areas at water risk, including those with high water stress, were determined according to the Aqueduct Water Risk Atlas tool that maps and analyses current and future water risks

22 Measured withdrawals for all Group companies, except C.G.D. s.r.l. and Sabaf India.

in all locations. Aqueduct is a data platform operated by the World Resources Institute (WRI), a non-profit environmental research organisation.

The volume of water stored has remained constant throughout the year, so there is no change.

2024
Water intensity -
Total water consumption in own operations (m3 per million
EUR
net revenue)
126

The metrics reported in this paragraph are not validated by external bodies.

ESRS E5 Resource use and circular economy

[E5 IRO-1] Description of processes to identify and assess material resource use and circular economy-related impacts, risks and opportunities

As part of the double materiality assessment, the certifying body of the environmental management system, representing the affected communities, was asked to give an assessment of the impacts related to resource use and the circular economy.

Moreover, to identify possible impacts, risks and opportunities in the value chain:

  • an analysis was conducted of the Group's purchases, with a focus on the main materials purchased (steel and aluminium);
  • consideration was given to priority impacts identified by international rating agencies (S&P and MSCI).

The Group identified:

  • a negative impact (on the environment and people) related to the generation of waste during the performance of business operations and along the value chain;
  • a positive impact relating to the sourcing of raw materials through recovery, recycling and/or reuse of waste materials in business operations and along the upstream value chain.

The double materiality assessment also identified a risk connected to commodity price volatility and dependence on non-renewable raw materials in own operations and along the value chain.

[E5-1] Policies related to resource use and circular economy

The principle of eco-efficiency, which is central to the Sabaf Group's business model, is demonstrated primarily in the optimisation of resource use. To this end, the Environmental Policy, Sustainable Procurement Policy and internal procedures of the individual Group companies set out the commitments aimed at promoting an increasingly circular business model.

The Environmental Policy outlines the following actions:

  • continuously monitor and ensure compliance of waste management and disposal activities with current legislation;
  • reduce the amount of waste generated during business operations and improve its quality in terms of hazardousness and recoverability;
  • minimise the amount of waste destined for disposal through proper separation of collection streams and, where applicable, by directing suitable industrial waste to reclamation and recycling operations;
  • ensure the responsible management and disposal of hazardous waste, in accordance with regulatory requirements;

  • adopt principles optimising the use of resources during business operations;
  • limit the procurement of virgin raw materials by purchasing, where possible, recycled secondary raw materials;
  • adopt principles of sustainable sourcing and use of renewable raw materials used for packaging;
  • promote policies of responsible waste management and efficient use of resources in the value chain.

The commitments defined in the Environmental Policy aim to mitigate and/or prevent the negative impacts and material risks, while pursuing the positive impacts and opportunities associated with the topic of the circular economy (see section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model).

Group companies have procedures in place to ensure effective management of the prevention and mitigation of impacts related to resource use and waste disposal, as well as compliance with legal requirements.

For details on the implementation, monitoring and enforcement of the Environmental Policy, please refer to section [E1-2] Policies related to climate change mitigation and adaptation.

With the Sustainable Procurement Policy, the Sabaf Group requires suppliers to:

  • commit to optimising the use of natural resources;
  • suggest the adoption of alternative products and processes with a reduced environmental impact along their life cycle such as, for example, secondary raw materials (i.e. recycled raw materials) based on circular economy principles;
  • manage the treatment and disposal of waste appropriately and in accordance with current regulations, minimising the generation of waste for disposal.

Details on the implementation, monitoring and enforcement of the Sustainable Procurement Policy can be found in section [S2-1] Policies related to value chain workers.

[E5-2] Actions and resources related to resource use and circular economy

The Environmental Management Systems of the production sites in Ospitaletto, Sabaf Turkey (Manisa plants) and C.M.I. are certified according to ISO 14001. These management systems provide for the prevention and mitigation of environmental impacts within the company's operations, as well as the definition of improvement pathways aimed at increasing its environmental performance. The level of ambition is defined by the principle of continuous improvement in line with ISO standards for Group companies whose management systems are certified and regularly monitored, as outlined in [E5 MDR-T] Tracking the effectiveness of circular economy-related policies and actions.

The efficient use of resources is the basis for decisions determining product development and optimisation of production processes. Trimmings and waste from the production process are identified and collected separately for recycling or disposal. All risers deriving from aluminium die-casting are intended for direct internal reuse.

Sabaf S.p.A. has planned an investment of €80,000 (CapEx) for the year 2025 for the modification of the storage tanks for the special liquid waste produced by the enamelling department, with the aim of reducing the annual waste production.

The monitoring and implementation of management systems are part of the recurring operating costs of Group companies.

In relation to resource inflows, when this is technically possible and economically viable, he Sabaf Group favours the purchase of secondary raw materials that have been reclaimed or recycled, as outlined in section [E5-4] Resource inflows.

[E5 MDR-T] Tracking the effectiveness of circular economy-related policies and actions

The Sabaf Group verifies the effectiveness of its policies and, in particular, the commitments set out in the Environmental Policy and detailed in section [E5-1] Policies related to resource use and circular economy through the constant monitoring of resource inflows and outflows, as well as waste streams from operations. The Sabaf Group also monitors incoming resources through the identification of circularity-related performance indicators, such as percentages of secondary raw materials and shares of renewable and non-renewable resources. In addition, on an annual basis Sabaf monitors the waste generated by its production processes, as well as its composition and destination, with particular regard to quantities sent for recovery and/or reuse.

In general, the Sabaf Group ensures the monitoring of environmental impacts (including waste-related impacts) by constantly assessing compliance with current regulations in all the production plants in which it operates, through the adoption of management systems that provide for periodic checks, internal audits and audits by independent bodies according to the principles set out in the ISO 14001 standard.

The Sabaf Group has not set any measurable, results-oriented targets in relation to resource use and the circular economy, nor has it issued guidance for this topic going forwards.

The metrics reported in the following sections are not validated by external bodies.

[E5-4] Resource inflows

2024
Resource inflows (t) Used
of which from recycled
Raw materials 32,021 17,352 43.0%
Steel 21,607 7,944 19.7%
Aluminium alloys 9,877 8,893 22.0%
Brass 527 515 1.3%
Other 10 - 0.0%
Semi-finished goods or purchased components 5,281 333 0.8%
Iron and steel components 3,962 2 0%
Enamel 353 - 0%
Cast iron components 285 157 0.4%
Electrical and electronic components 208 - 0%
Brass components 181 171 0.4%
Thermoelectric safety components 146 - 0%
Plastic Components 86 - 0%
Components in mixed materials 36 - 0%
Aluminium alloy components 24 3 0%
Associated process materials 654 - 0.0%
Lubricants/Oils 312 - 0.0%
Release agent for foundry 202 - 0.0%
Blasting grit 100 - 0.0%
Solvents/Detergents 32 - 0.0%
Other 8 - 0.0%
Packaging 2,425 1,117 2.8%
Wood 1,073 15 0.0%
Cardboard 956 749 1.9%
Plastic 396 353 0.9%
Total 40,381 18,802 46.6%

It should be noted that from the end of 2023, Sabaf S.p.A. introduced the use of organic oils to replace mineral oils in metalworking lathes (54 tonnes in 2024, representing 17% of the category 'Lubricants/Oils' and 0.13% of the total).

The figure for material quantities is obtained directly from the management systems: for components and raw materials the weight of the material consumed is indicated, while for packaging and associated process materials the weight of the material purchased is indicated.

The recycled content of individual materials is determined according to the following approach: the preferred source is a third-party certification or a self-declaration by the supplier. Where such documents are not available, the Group estimates the recycled content on the basis of the material's similarity to others for which data is available. The Group is working to have third-party certificates or self-declarations from as many suppliers as possible in the future in order to minimise the use of estimated data.

[E5-5] Resource outflows

Products and materials

Expected durability of products

The Sabaf Group produces components (gas components, hinges, electronic components, induction cooking components) for installation in domestic appliances. To date, there is no agreed benchmark to determine the durability of a household appliance and thus its components.

Repairability of products

There is no system for assessing the reparability of components produced by the Sabaf Group.

Product recyclability

All raw materials used by the Sabaf Group in the production of components are considered 100% recyclable. However, the assessment of the recyclable content rate cannot disregard multiple factors that significantly influence the actual recyclability of products, such as the separability of components from the final product, end-of-life management by the user, the availability of efficient collection systems and effective recycling technologies in the geographical areas where products are disposed of. The same applies to materials used in packaging (wood, cardboard and plastic).

2024
Total amount of waste generated (t) 12,989
Hazardous waste diverted from disposal (t) 459
preparation for reuse (t) 0
recycling (t) 0
other recovery operations (t) 459
Non-hazardous waste diverted from disposal (t) 9,539
preparation for reuse (t) 98
recycling (t) 3,019
other recovery operations (t) 6,422
Hazardous waste directed to disposal 2,514
incineration (t) 0
landfill (t) 235
other disposal operations (t) 2,279
Non-hazardous waste directed to disposal (t) 477
incineration (t) 0
landfill (t) 150
other disposal operations (t) 327
Non-recycled waste (t) 2,991
Percentage of non-recycled waste (t) 23%
Hazardous waste (t) 2,973
Radioactive waste (t) 0

The most significant waste streams for the Sabaf Group's production sites are waste from metal processing (metal waste, emulsions, sludge and dusty waste) and packaging materials. 77% of the waste produced in 2024 is destined for recovery.

Data are obtained from direct measurements, such as waste transfer documents.

S - Information on social aspects

ESRS S1 Own workforce

[S1 SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model

As part of its double materiality assessment, the Sabaf Group has identified negative impacts, positive impacts, risks and opportunities associated with its own workforce, as outlined in section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model. All identified impacts derive from the Group's business model and, at the same time, guide its strategic decisions, in particular in terms of the pursuit of positive impacts and the prevention and/or mitigation of negative ones. The impacts identified consider the entire workforce of the Group, i.e. employees who have an employment relationship with Group companies and non-employee workers, such as selfemployed workers and temporary workers provided by third-party companies engaged in recruitment, selection and staffing activities.

Material negative impacts refer to the occurrence of occupational injuries and illnesses in the course of business operations (actual impact), potential incidents of discrimination related to gender, sexual, religious and/or political orientation, ethnic origin or social and personal conditions, as well as potential incidents of discrimination related to gender pay equality (potential impacts). These negative impacts are not systemic, and are instead limited to the occurrence of individual events.

Positive impacts include adequate remuneration through the application of local national contracts supplemented by any better bargaining agreements. The Sabaf Group guarantees the right to a fair wage and offers supplementary agreements that contribute to the improvement of the economic conditions of its workforce. Another positive impact relates to the dissemination of a corporate culture that promotes the wellbeing of workers and enables a work-life balance, through monitoring and acknowledging feedback within the scope of employee satisfaction surveys and the analysis of corporate climate, as well as maintaining a constant dialogue with trade union organisations. Finally, Sabaf has identified among the positive impacts the improvement of employees' personal and professional skills through the adoption of training plans and initiatives. In the Sabaf Group, the professional growth of employees is supported by continuous training. After consulting the relevant managers and taken note of training needs, the Group's Human Resources Department draws up annual training plans for the scheduling of professional training courses. The positive impacts described benefit the Group's entire workforce.

With regard to financial materiality, the Group has identified an inherent risk related to security incidents/accidents. The Group also identifies inherent risks connected with the loss of key resources and the lack of the specific technical skills required for its business in the labour market. The risks related to the loss of know-how derive from a business model based on the importance of having the specialised technical expertise required to implement the Group's strategies.

The Group has identified an opportunity related to the utilisation of specialised skills for potential entry into sectors/markets other than household appliances and the creation of

new professional roles to facilitate the spread of new and broader skills. Another opportunity that has been identified relates to the adoption of strategies aimed at increasing the attraction and retention of talent, including through the provision of stable employment contracts and satisfactory working conditions, which improve work performance and positively influence economic performance. Finally, the Sabaf Group has identified an opportunity related to the dissemination of a safety culture that contributes to its corporate reputation.

Sabaf has not identified specific groups of workers who might be more vulnerable to risks and/or benefit from the material opportunities it has identified.

As part of the double materiality assessment, Sabaf did not identify any impacts on its own workforce that may result from transition plans to reduce negative environmental impacts and/or implement greener or climate-neutral operations. Finally, Sabaf has not identified any activities with a significant risk of child, forced or compulsory labour within its operations.

[S1-1] Policies related to own workforce

The Sabaf Group considers the development of individuals as a founding element of its business model. From the perspective of sustainable and socially responsible growth, the Group has developed and adopted a governance system that guarantees and promotes appropriate working conditions, including adequate remuneration, health and safety at work, respect for human rights, equality and non-discrimination, professional growth and the well-being of its workforce.

The Sabaf Group's Charter of Values sets out the values, rules of conduct and commitments in relations with stakeholders, including the Sabaf workforce. In relation to its employees, meaning everyone with a relationship of subordination or collaboration with the Group, the Charter of Values pursues the development of human capital through opportunities for professional growth, continuous learning and an inclusive, fair and discrimination-free working environment. The Charter promotes respect for human rights and has a significant focus on health and safety at work, through minimising risks and maintaining a safe working environment for all. The Group is also committed to maintaining transparency in communication, promoting a dialogue with and involving employees in decision-making processes, while complying with current labour, safety and data protection regulations.

The Charter of Values was prepared and published the Charter of Values, prepared in accordance with the existing national and international regulatory principles, guidelines and documents with regard to human rights of corporate social responsibility and corporate governance. Specifically, the Charter refers to:

  • the United Nations' Charter of Rights, the European Union's Charter of Rights, the Italian Constitution;
  • the core labour standards included in the ILO conventions;
  • the OECD Guidelines for Multinational Enterprises;
  • the UN Global Compact, which Sabaf participates in.

The Parent Company's Board of Directors is responsible for promoting the dissemination and knowledge of the Charter of Values within the Group, and for approving its review. Dissemination of and compliance with the Charter of Values is verified by the administration and supervisory bodies of the parent company, inter alia, through the periodic reports by the Head of Internal Audit and the Supervisory Board. Where deemed necessary or in the event of suspected breached of the contents and duties laid down in the Charter, they may involve the Internal Audit function to conduct relevant investigations. Any stakeholder of the Sabaf Group is also required to report cases of alleged non-compliance with the Charter by sending a written, non-anonymous description to Sabaf S.p.A.'s Internal Audit department.

The Sabaf Group has also adopted a Social Policy based on the values and principles of the Charter of Values, and the main national and international regulations, guidelines and documents on human rights, corporate social responsibility and corporate governance. The Parent Company's Board of Directors is responsible for the approval, implementation and periodic review of the Sabaf Group's Social Policy. Within its workforce - covering both employees and non-employee workers - through the Policy, Sabaf is committed to the following objectives:

  • guaranteeing secure employment, adequate working hours and competitive remuneration, through the signing of local national contracts supplemented by any more favourable bargaining agreements in all Group companies and by implementing remuneration providing workers with economic and professional satisfaction;
  • guaranteeing freedom of association and promoting workers' rights to information, consultation and participation through a dialogue with trade union representatives;
  • ensuring a healthy and safe working environment, through the adoption of procedures and management systems to prevent and minimise occupational accidents and illnesses, and promoting and disseminating a work culture based on health and safety in all Group companies;
  • guaranteeing and promoting respect for human rights, as defined in the principles set out in the United Nations Global Compact, the Code of Conduct of APPLiA Europe (the European Home Appliances Association) and the "core labour standards" of the ILO conventions, including the absence of child labour23, forced or compulsory labour and human trafficking in all companies in which the Group operates;
  • not tolerating any form of discrimination or harassment on the grounds of racial or ethnic origin, colour, sex, sexual orientation, gender identity, disability, age, religion, political opinion, national ancestry or social background, as well as any other form of discrimination covered by EU law and the national law of the countries in which the Group operates;
  • adopting criteria of merit and competence in employment relationships, based also on the achievement of collective and personal objectives;

23 Unless local legislation establishes a higher age limit, no person younger than the age for completing compulsory schooling or younger than 15 may be employed.

  • promoting and guaranteeing equal pay and the absence of favouritism linked to gender and any other form of diversity or minority;
  • promoting participation in training and empowerment initiatives in all areas useful for the professional growth and development of workers' skills;
  • promoting initiatives and working conditions aimed at respecting the balance between personal and working life;
  • providing communication channels that allow reporting any form of violation of the above principles, guaranteeing the anonymity of the reporting party and the taking of the necessary remedial action;
  • enhancing the contribution of human capital in decision-making processes, through constant dialogue with employees and by conducting periodic surveys such as the company climate analysis.

The commitments outlined in the Charter of Values and the Social Policy aim to prevent and/or mitigate negative impacts and material risks while pursuing positive impacts and opportunities associated with the topic of own workforce (see section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model).

The Charter of Values and the Social Policy apply to the entire Sabaf Group, with no exceptions and/or exclusions in the conduct of business and professional activities by geographical area, country and/or stakeholder groups involved. In addition, the Sabaf Group expects the entire value chain to agree with and act in accordance with the applicable principles.

The recipients of the Charter of Values and the Social Policy are members of the company's governing and supervisory bodies, internal employees/collaborators and any third parties who collaborate with or work for and on behalf of the Sabaf Group, regardless of the legal status of the relationship.

The Charter of Values and Social Policy are made available to all stakeholders of the Sabaf Group on the corporate website (www.sabafgroup.com) in the section "Sustainability". The values, rules of conduct and commitments set out in the Charter of Values and Social Policy are communicated to employees during their recruitment and integrated into the corporate culture. The implementation of the requirements contained in the Charter of Values and the Social Policy is periodically audited by the Internal Audit function.

In addition to the health and safety provisions set forth in the Charter of Values and the Social Policy, Sabaf S.p.A. has adopted and maintains in place an integrated Health and Safety, Environment and Energy management system certified in accordance with ISO 45001, ISO 14001 and ISO 50001. Sabaf S.p.A., Faringosi Hinges s.r.l., C.M.I. s.r.l. and C.G.D. s.r.l. adopt a health and safety management system that has been certified according to ISO 45001 since 2017, 2021, 2022 and 2020, respectively. The management systems of the other Group companies are not certified. Nevertheless, the coordination at central level directs all companies towards a shared approach and methodology.

Through the implementation of its policies, the Sabaf Group ensures compliance with the labour laws in the various countries in which it operates, and the conventions of International Labour Organisation (ILO) on Workers' Rights (freedom of association and collective bargaining, consultation, right to strike, etc.), while systematically promoting dialogue between the parties and sharing of company strategies by the personnel. In the

event of a violation of these principles, including those outlined in the Charter of Values and the Social Policy, the competent functions holding disciplinary power are responsible for implementing the appropriate disciplinary measures.

Sabaf S.p.A. has personnel management procedures and protocols, which were drafted by the Group's Human Resources Director and apply to employees and non-employee workers, that ensure the fulfilment of the commitments set out in the Social Policy and the Charter of Values relating to non-discrimination, fairness in remuneration, management of working time and workers' remuneration.

[S1-2] Processes for engaging with own workforce and workers' representatives about impacts

As already introduced in section [SBM-2] Interests and views of stakeholders, the Sabaf Group periodically conducts engagement activities with employees and their representatives to gather perspectives and opinions to guide the business model in its relationship with stakeholders. These processes also provide a better understanding of the perspectives of own workers who may be particularly vulnerable (e.g. women, migrants, people with disabilities). Specifically, the Group's own workforce is involved through:

  • surveys analysing corporate climate, which are addressed to workers and conducted every three years. The implementation and analysis of the results is delegated to the Group Human Resources Department. In 2024, the corporate climate analysis was carried out involving all Sabaf Brazil employees;
  • the constant dialogue with trade union representatives, which is continuously managed by the Human Resources Department;
  • stakeholder engagement activities conducted as part of the double materiality assessment, in which a sample of the Group's employees (including their representatives) are involved in assessing the impacts on the Group's own workforce and corporate governance. Involvement is initiated by Sabaf S.p.A. management and coordinated by the Reporting Officer;
  • the sharing of the Sustainability Statement with workers and their representatives, on an annual basis, by the management of Sabaf S.p.A.

In some Group companies, there are also channels for workers to provide input and suggestions aimed at improving certain aspects of the organisation of the business, which are systematically analysed by the respective departments.

[S1-3] Processes to remediate negative impacts and channels for own workers to raise concerns

Sabaf identified the occurrence of occupational injuries and illnesses as a major actual impact on its workforce. The health and safety management systems adopted by individual Group companies define prevention and remedial actions, including the maintenance of adequate operating procedures and instructions for carrying out company activities, regular training updates, and the use of prevention systems.

In order to monitor and remedy the potential occurrence of other negative impacts on its workforce, in particular those related to incidents of discrimination (as reported in section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model), the Sabaf Group provides various channels to communicate concerns and/or critical issues. Some Italian companies (Sabaf S.p.A, C.M.I. and C.G.D.) adopt a Whistleblowing Reporting Procedure through a dedicated channel accessible by employees with specific training on the subject. This Procedure guarantees the confidentiality of the identity of whistleblowers, and persons involved in and/or mentioned in reports. Further information on the application of the Procedure and the handling of reports can be found in section [G1-1] Business conduct policies and corporate culture.

It should be noted that a serious accident occurred at C.G.D. s.r.l. in 2024, resulting in the loss of an employee's left hand. The causes of this accident are still being investigated by the competent authorities. In view of the seriousness of the accident, the Board of Directors of C.G.D. resolved to update its 231 Model and relevant implementation protocols (procedures and operating instructions), and resolved that all personnel, especially plant personnel, must undergo new 231 training cycles and new verification tests. The Board of Directors of C.G.D. also recommended strengthening further the internal reporting system by encouraging employees to report any anomalies/irregularities. The actions taken by C.G.D. are in line with the policies adopted by the Sabaf Group, which has always retained the utmost focus on full compliance with health and safety regulations.

[S1-4] Taking action on material impacts on own workforce, and approaches to managing material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions

Mitigation and prevention of risks and material negative impacts

In order to mitigate risks, and prevent and/or remedy material negative impacts on its own workforce, Sabaf adopts a series of internal controls, policies and procedures involving all relevant stakeholders. Specifically, the Group applies and disseminates specific provisions relating to working conditions, health and safety, equality and nondiscrimination, as described in section [S1-1] Policies related to own workforce. The safeguards in place, including the health and safety management systems adopted by Group companies, provide for specific corrective actions to be taken in the event of violations and/or the occurrence of negative impacts on its workforce. Conduct that could cause risks to the health and safety of the workforce is punished in accordance with the provisions in force.

With reference to the risk of loss of key resources and related skills, it should be noted that in 2024 Sabaf Turkey once again obtained the Great Place to Work® certification, which recognises the company as having an excellent working environment, that is attentive to people's well-being and able to attract talent, increase employee motivation and improve employer branding.

As outlined above, the management of the material impacts and risks associated with its own workforce is part of the Sabaf Group's recurring operating expenses (OpEx).

Pursuit of opportunities and material positive impacts

Opportunities related to own workforce are pursued through business benefits, employee incentives and further specific initiatives.

As part of the achievement of the positive impacts associated with remuneration, Sabaf S.p.A. provides a variable performance bonus for all employees based on quality and productivity indices, the benefits of which may also be accessed as company welfare. Similar awards are in place at other Group companies.

The constant improvement of the skills of its own workforce - which has been identified as a material positive impact - is pursued through the Group's numerous training activities. In 2024, specific training projects covered cybersecurity and whistleblowing. As of 2024, Sabaf S.p.A. also initiated a competence assessment system.

The initiatives enabling the achievement of opportunities related to the dissemination of a corporate culture based on health and safety, include Sabaf S.p.A.'s participation in the "Le persone: prima!" (People: first!) project, promoted by Confindustria Brescia and designed to strengthen the province's health and safety culture. This project aims to empower as many actors as possible, by promoting a widespread sense of responsibility on the issue. In this context, Sabaf took on the role of Safety Ambassador by conducting health and safety communication and awareness campaigns. The project also provides for an operational focus on training and refresher courses related to safety, Diversity & Inclusion policies, corporate welfare and work-life balance initiatives, as well as proposals for safetyrelated technological innovation and virtuous corporate management systems.

In order to pursue the opportunities associated with the attraction and retention of talent, in 2024 Sabaf participated in the first edition of "Domani Lavoro" (Work tomorrow), an employment trade fair in Brescia, where the company had the opportunity to meet numerous candidates. During the year, initiatives continued to promote professional growth through opportunities for intra-group experience, including international experience.

The Sabaf Group has put in place the 'Cresciamo inseme' (let's grow together) training project, dedicated to the professional development of young talent.

The actions described in this section do not envisage a specific time horizon as they are of an ongoing nature do not entail significant operating expenses (OpEx) and/or capital expenditures (CapEx) specifically earmarked for their implementation and are part of the recurring operating costs of Group companies.

The effectiveness of the above actions is periodically assessed through employee satisfaction surveys and the corporate climate analysis illustrated in section [S1-2] Processes for engaging with own workforce, as well as through the monitoring of training and health and safety targets and objectives associated with the LTI plan and illustrated in section [GOV-3] Integration of sustainability-related performance in incentive schemes. These tools make it possible to collect feedback on the working environment, employee well-being, training, skills assessment, and internal communication.

The monitoring of the effectiveness of actions and policies on own workforce is also made possible through a constant dialogue with workers.

Through the adoption of procedures and management systems, in compliance with applicable laws, Sabaf regularly monitors trends for occupational injuries and illnesses.

Finally, Sabaf monitors and manages the reports it receives through the whistleblowing system.

[S1-5 MDR-T] Tracking effectiveness of policies and actions through targets

A Long-Term Incentive Plan (LTIP) is in place for the period 2024-2026 for executive directors (CEO and CFO), executives with strategic responsibilities and managers identified by the CEO from among those who report directly to the CEO or who in turn report to the aforementioned managers.

The LTIP governs the requirements for the disbursement of a bonus to beneficiaries upon the achievement, in whole or in part, of predetermined, measurable financial and sustainability performance targets linked to the creation of shareholder value over a medium-term horizon.

The Incentive Plan is linked to the achievement of targets for three-year performance indicators (KPIs), including sustainability targets. With reference to the Group's own workforce, the targets concern human resources training (hours provided per capita) and occupational safety (accident indicator considering severity and frequency).

The features of the Long-Term Incentive Plan (LTIP) are discussed in more detail in the section [ESRS 2 GOV-3] Integration of sustainability-related performance in incentive schemes.

The Group has not set any other measurable, results-oriented targets for its own workforce, or guidance for this topic going forwards.

To date, the level of ambition that Sabaf sets itself corresponds, to compliance with current regulations and international standards on health and safety, working conditions, adequate wages, and respect for workers' rights and human rights, which the form the basis for the principles of conduct and commitments outlined in its policies.

The metrics reported in the following sections were acquired directly from the Group's information systems and not validated by external bodies.

[S1-6] Characteristics of employees

2024
Gender Number of employees (head count)
Male 947
Female 623
Other24 0
Not disclosed 0
Total employees 1,570

Number of employees by gender

24 Gender as specified by the employees themselves.

The methodology used to calculate the number of employees is the headcount at the end of the reporting period (31 December 2024).

Number of employees in countries where the Group has at least 50 employees representing at least 10 % of the total number of employees

2024
Country Number of employees (head count)
Italy 665
Turkey 498
USA 152

Number of employees by contract type, broken down by gender

2024
male
Fe
Male Other Not disclosed Total
Number of employees
(head count)
623 947 0 0 1,570
Number of permanent employees
(head count)
606 933 0 0 1,539
Number of temporary employees
(head count)
17 14 0 0 31
Number of non-guaranteed hours employees
(head count)
0 0 0 0 0
Number of full-time employees
(head count)
561 932 0 0 1,493
Number of part-time employees
(head count)
62 15 0 0 77

2024
Italy Turkey USA Brazil Mexico Poland India China Total
Number of employees
(number of people)
665 498 152 108 66 59 15 7 1,570
Number of permanent employees
(number of people)
660 498 152 108 66 33 15 7 1,539
Number of fixed-term employees
(number of people)
5 0 0 0 0 26 0 0 31
Number of variable-hour employees
(number of people)
0 0 0 0 0 0 0 0 0
Number of full-time employees
(number of people)
605 498 135 108 66 59 15 7 1,493
Number of part-time employees
(number of people)
60 0 17 0 0 0 0 0 77

Number of employees by contract type, broken down by country

Total number of employees who left the Group during the reporting period and turnover rate

The following table shows the number of employees terminated voluntarily or involuntarily.

2024
Number of terminated employees (head count) 518
Number of employees (head count) 1,570
Turnover rate 33%

Turnover is calculated as the number of employees who voluntarily or involuntarily left the Sabaf Group during 2024 out of the total number of employees as at 31 December 2024.

In Note 28 to the Consolidated Financial Statements, the personnel costs for the year 2024 are detailed.

[S1-7] Characteristics of non-employees in own workforce

2024
Number of non-employee workers (head count) 149
of which self-employed 2
of which workers provided by employment agencies 147

The methodology used to calculate the number of non-employee workers is the headcount as at 31 December 2024.

2024
Collective bargaining coverage Social dialogue
Coverage rate Employees - EEA (for countries with >
50 employees representing > 10 % of
total employees)
Workplace representation (EEA only)
(for countries with > 50 employees
representing > 10 % of total
employees)
0-19%
20-39%
40-59%
60-79%
80-100% Italy Italy
Coverage rate 100% 98%

[S1-8] Collective bargaining coverage and social dialogue

The Group uses the phase-in option for this metric and therefore does not report information for employees outside the European Economic Area.

[S1-9] Diversity metrics

Gender distribution at top management level

2024
Gender Number %
Female 2 7%
Male 28 93%
Other 0 0%
Not disclosed 0 0%
Total top management 30 100%

All first levels of reporting to the administrative bodies are considered 'top management'.

2024
< 30 years old 30-50
years old
> 50 years old Total
Number % Number % Number % Number %
Female 113 7% 384 25% 126 8% 623 40%
Male 194 12% 562 36% 191 12% 947 60%
Other 0 0% 0 0% 0 0% 0 0%
Not disclosed 0 0% 0 0% 0 0% 0 0%
Total
employees
307 19% 946 61% 317 20% 1,570 100%

Distribution of employees by age group and gender

[S1-10] Adequate wages

All Sabaf Group employees receive an adequate salary, in line with the applicable benchmarks.

Within the European Economic Area (EEA), the definition of an adequate wage refers to the minimum wage established in accordance with Directive (EU) 2022/2041 of the European Parliament and of the Council on adequate minimum wages in the European Union.

Outside the EEA, the benchmark corresponds to the different wage levels established by existing international, national or sub-national legislation, official regulations or collective agreements.

[S1-13] Training and skills development metrics

Periodic review of performance and career development

In 2024, the Sabaf Group started to implement a structured system for the assessment of performance and competences. Analyses and evaluations are conducted on transversal competences (communication and listening, flexibility to change, teamwork, continuous improvement and proactivity, planning and organisation, result orientation), managerial competences (for managerial roles only: coaching, decision-making skills, delegation, leadership and team management) and technical competences (specific to each role).

The Group made use of the phase-in option with regard to this metric.

Average number of training hours per employee and by
gender
2024
Employees Non-employee
Number of
training hours
Average number
of training hours
Number of
training hours
Average number
of training hours
Female 11,563 19 1,843 29
Male 24,765 26 5,438 64
Other 0 0 0 0
Not disclosed 0 0 0 0
Total 36,328 23 7,281 49

[S1-14] Health and safety metrics

2024
Employees Non
employees
Total
Percentage of own workers covered by a health and
safety management system according to legal
requirements and/or recognised standards or guidelines
100% 100% 100%

Number of fatalities as a result of work-related injuries
and work-related ill health
0 0 0
Number of recordable work-related accidents25 26 2 28
Hours worked 2,798,344 246,438 3,044,782
Rate of recordable work-related accidents 9 8 9
Number of cases of recordable work-related ill health
subject to legal restrictions on data collection
0 0 0
Number of days lost to work-related injuries and
fatalities from work-related accidents, work-related ill
health and fatalities from ill health
756 76 832

[S1-15] Work-life balance metrics

2024
Female Male Other Not disclosed Total
Percentage of
employees entitled to
family-related leave
98% 98% 0% 0% 98%
Percentage of entitled
employees who took
family-related leave
12% 10% 0% 0% 11%

[S1-16] Remuneration metrics (pay gap and total remuneration)

2024
Gender pay gap 24%
Annual total remuneration ratio of the highest paid individual to the median
annual total remuneration for all employees (excluding the highest-paid
individual)
48

25 Recordable work-related injury: work-related injury that results in any of the following:

i. death, days away from work, restricted work or transfer to another job, medical treatment beyond first aid, or loss of consciousness; or

ii. significant injury, even if it does not result in death, days away from work, restricted work or job transfer, medical treatment beyond first aid, or loss of consciousness.

The calculation of the remuneration metrics includes all employees in force as at 31 December 2024 (for part-time employees, full-time equivalent pay rates were used and for employees hired during the year, the amounts were annualised).

The gender pay gap, defined as the difference between the average pay levels paid to female and male workers, is expressed as a percentage of the average pay level of male workers.

The remuneration used as a reference for the calculation of the ratio between the total annual remuneration of the highest paid individual and the total annual median remuneration of all employees (excluding the highest paid individual) is that of the CEO of Sabaf S.p.A. and includes the gross fixed component and the gross variable short-term and long-term components.

[S1-17] Incidents, complaints and severe human rights impacts

During 2024, there were no incidents of discrimination, complaints and serious human rights incidents (e.g. forced labour, human trafficking or child labour).

ESRS S2 Workers in the value chain

[S2 SBM-2] Interests and views of stakeholders

The ways in which the Group takes into account the interests and opinions of employees in the value chain are set out in section [ESRS 2 SBM-2] Interests and views of stakeholders.

[S2 SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model

The double materiality assessment identified a potential negative impact associated with the working conditions of workers in the upstream value chain, including respect for human rights, health and safety and adequate remuneration. The impact is related to the nature of upstream sectors, such as steel and aluminium production (from the extraction of raw materials to their processing), where these topics are considered material.

The double materiality assessment also revealed an inherent risk related to the occurrence of accidents at Group sites involving contractors, whose health and safety Sabaf could be responsible for.

The Group's strategic decisions have always been geared towards the prevention of the risk associated with the social responsibility of suppliers, especially in geographical areas where the regulations in force do not establish the minimum requirements applied by Sabaf. In such circumstances, the Group conducts periodic audits in order to verify compliance with the principles outlined in its Charter of Values and Sustainable Procurement Policy (for more details on the Charter of Values and Sustainable Sourcing Policy, please refer to section [S2-1] Policies related to value chain workers).

To date, the Sabaf Group has not identified any geographical areas and/or products within its value chain with a significant risk of child, forced or compulsory labour. This should be seen as a generalised impact for the entire upstream supply chain and one not related to specific incidents and/or groups of workers.

[S2-1] Policies related to value chain workers

As stated in its Charter of Values, the Sabaf Group is committed to favouring suppliers who adopt socially responsible behaviour in the conduct of business. Sabaf has recently introduced a Sustainable Procurement Policy, based on the principles in the Charter of Values, and inspired by the UN and EU Charter of Rights, the core labour standards of the ILO conventions, the OECD Guidelines for Multinational Enterprises and the UN Global Compact.

Specifically, the Sustainable Procurement Policy provides the labour, human rights, and health and safety requirements that Sabaf Group suppliers are expected to comply with during the course of their relationship. Sabaf requires suppliers to:

▪ not use child labour and not use any form of forced labour;

  • oppose all forms of human trafficking and modern slavery;
  • recognise, respect and fully guarantee the right to work and free association of its employees in all production facilities and apply forms of collective bargaining where local regulations so provide;
  • not tolerate any form of harassment and/or discrimination based on gender, minority membership, political opinion, religious belief, age, ethnicity, marital status, family status, disability and any other personal condition and promote the positive value of diversity;
  • comply with the applicable working time regulations;
  • pay wages and benefits in accordance with applicable local regulations and take into account the cost of meeting the needs of its workers, while promoting their material well-being;
  • adopt occupational health and safety management systems inspired by the ISO 45001 standard or otherwise aligned with benchmark best practices;
  • undertake to disseminate and consolidate a safety culture that promotes responsible behaviour on the part of workers.

The commitments outlined in the Sustainable Procurement Policy - which are approved, implemented and periodically reviewed by the Parent Company's Board of Directors - are intended to prevent and/or mitigate negative impacts and material risks associated with the topic of workers in the value chain (see section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model).

The Policy is applicable to all suppliers of goods and services to the Sabaf Group, in all countries in which it operates, without any exclusion in terms of business and professional activities and/or stakeholder groups involved.

The involvement of the Sabaf Group's suppliers is pursued by sending them the Policy and having them sign it for acceptance. In addition, Sabaf encourages all suppliers to disseminate the contents of the Sustainable Procurement Policy through appropriate training of their employees and suppliers. The Policy is publicly available to all stakeholders through the corporate website (www.sabafgroup.com) under the section "Sustainability - Suppliers".

Suppliers have an obligation to promptly report to Sabaf any violations of the policy by their employees. Suppliers are required to report any behaviour by Sabaf employees that is contrary to the Policy within the scope of the supply relationship, using the email address [email protected]. Sabaf guarantees the confidentiality of the identity of persons making such reports. The Policy does not provide for anonymous reporting.

Suppliers' compliance with the provisions laid down in relation to human rights, labour rights and the health and safety of workers is verified through on-site audits by Sabaf personnel. If a breach of the provisions is discovered, Sabaf shall promptly notify the supplier in writing and set a reasonable period for the supplier to prepare and implement appropriate corrective actions. If this does not happen in the relevant timeframe or the corrective actions do not resolve the breach, Sabaf reserves the right to terminate the business relationship in accordance with the contractually agreed terms.

In 2024, the Group received no reports of non-compliance.

[S2-2] Processes for engaging with value chain workers about impacts

The Sabaf Group has not, to date, adopted a formal process for involving workers in the value chain in the management of actual and potential impacts, nor has it issued guidance for this topic going forwards. Furthermore, as part of the double materiality assessment, selected suppliers were involved in the assessment of actual and potential impacts on workers in the value chain.

[S2-3] Processes to remediate negative impacts and channels for value chain workers to raise concerns

As detailed in section [S2-1] Policies related to value chain workers, the Sustainable Procurement Policy requires suppliers to promptly report any violations of provisions related to respect for human and labour rights, working conditions and health and safety.

[S2-4] Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing material opportunities related to value chain workers, and effectiveness of those actions

The prevention and mitigation of material impacts associated with workers in the value chain, as outlined in [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model, is managed through the adoption of procurement policies and controls to verify their application. Specifically, the Sabaf Group has introduced a Sustainable Procurement Policy aimed at preventing and mitigating potential negative impacts on workers in the value chain in terms of human rights, labour rights, working conditions and health and safety. The commitments defined by the Policy are outlined in section [S2-1] Policies related to value chain workers.

Where current legal regulations do not establish minimum requirements applied by Sabaf, compliance is verified by conducting periodic audits to identify the necessary and suitable actions following the occurrence of any negative impacts. The audits verify whether a certified management system has been adopted for social responsibility and occupational health and safety, whether the working environment is safe and healthy and whether appropriate measures are in place for accident prevention; they also verify the right to collective bargaining, the absence of discrimination and the adequacy of working hours. If a breach is discovered, Sabaf promptly notifies the supplier in writing and sets a reasonable period for the preparation and implementation by the supplier of appropriate corrective actions. If this does not happen in the relevant timeframe or the corrective actions do not resolve the breach, Sabaf reserves the right to terminate the business relationship in accordance with the contractually agreed terms. Aside from verifying the implementation of the Sustainable Procurement Policy and the Group's minimum social responsibility standards, audits allow Sabaf to help remedy any negative impacts on workers in the value chain.

Sabaf did not identify any actual negative impacts on value chain workers or human rights incidents related to its upstream and downstream value chain. Therefore, no specific remedial actions are reported.

In terms of risks, Sabaf has identified an inherent risk related to the occurrence of contractor accidents. In addition to applying the health and safety standards of Group companies, risk mitigation is pursued through the adoption of specific procedures. For example, where external personnel access Group sites based on contractual obligations, checks are conducted on technical-professional requirements, training certificates and the lawfulness of employment relationships.

As outlined above, the management of material impacts and risks associated with value chain workers is part of the Sabaf Group's recurring operating expenses (OpEx).

[S2 MDR-T] Tracking effectiveness of policies and actions through targets

The Sabaf Group constantly monitors the effectiveness of its policies and initiatives in the context of the impacts and risks identified in terms of the social responsibility of its suppliers and, specifically, respect for human rights and labour rights and working conditions along the value chain.

To ensure effective management of IROs, the level of supplier compliance with quality, environmental and social responsibility parameters is determined through a risk assessment that considers the type of process, the product or service supplied, as well as the supplier's geographical location. In cases where applicable local regulations are deemed insufficient for mitigating potential reputational or compliance risks for the Group, periodic audits are conducted to ensure compliance with the required minimum standards.

In relation to working conditions, Sabaf is also committed to making suppliers aware of the principles of the Code of Conduct of APPLiA Europe, the Association of Home Appliance Manufacturers, which it is a member of. Furthermore, in order to ensure continuous monitoring of environmental and social impacts along the value chain, Sabaf favours suppliers with certified quality and environmental management systems.

The Sabaf Group has not set any measurable, results-oriented targets in relation to value chain management, nor has it issued guidance for this topic going forwards.

ESRS S3 Affected communities

[S3 SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model

From the double materiality assessment, the Sabaf Group identified two material positive impacts related to affected communities:

  • job creation and distribution of economic value in the respective areas;
  • collaboration with local universities, institutions and associations, contributing to the growth of communities.

These impacts refer to local communities living or working near the operational sites, as the community is an important stakeholder for business development. The opinions, interests and rights of local communities are taken into account to guide corporate strategy, and are heard through constant consultation and dialogue with community representatives, such as public institutions and local associations.

The contribution to the growth of local communities is pursued by building and maintaining relations with industrial associations, universities and students, by carrying out charitable initiatives in cooperation with local entities, and by supporting humanitarian projects in the territories where the Group operates.

As part of the double materiality assessment, Sabaf did not identify any material negative impacts, risks and/or opportunities associated with affected communities. The Group has a Social Policy in place involving affected communities. The respective commitments, scope, verification and monitoring of which are outlined in the following sections.

[S3-1] Policies related to affected communities

Sabaf is committed to constantly strengthening the social value of its business activities through careful management of relations with stakeholders and local communities.

The relationship with communities is governed by the Charter of Values, which outlines the Group's commitments to society. Sabaf is committed to operating in local communities in a socially responsible manner, by contributing to the improvement of the quality of life in the communities in which the Group operates through social, cultural and educational initiatives, as well as through safe products with a lower environmental impact (especially in emerging countries, where it is contributing to the promotion of gas cooking as an alternative to solid fuels such as wood and coal).

With its Social Policy, within the scope of its relationship with society, Sabaf undertakes to:

▪ promote respect for human rights in the communities in which Group companies operate, as defined by the UN Global Compact, the UN Charter of Rights and the EU Charter of Rights and the OECD Guidelines for Multinational Enterprises;

  • take measures to promote dialogue with affected communities and their representatives and ensure that communication channels are in place to receive any complaints and take remedial action;
  • contribute to the growth and protection of affected communities through the establishment of partnerships with universities and local authorities;
  • carry out charitable initiatives with a social and humanitarian value.

The above commitments are intended to pursue the positive impacts associated with the issue of affected communities (see section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model).

For details on the implementation, monitoring and application of the Charter of Values and Social Policy, please refer to section [S1-1] Policies related to own workforce.

[S3-2] Processes for engaging with affected communities about impacts

Based on the findings of the context analysis and the double materiality assessment, to date, the Sabaf Group does not see the need to adopt a process to involve affected communities in the management of actual and potential impacts.

It should be noted that a representative of the local communities was involved in the assessment of the Sabaf Group's impacts, in order to incorporate the views of affected communities.

[S3-4] Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions

The Sabaf Group has always been involved in activities supporting and developing local communities, charitable initiatives and humanitarian projects, with the aim of achieving the commitments outlined in its policies.

In 2022, Sabaf joined the project to co-finance for six years the Chair of Associate Professor of Anaesthesiology in the new School of Specialisation in Medicine and Palliative Care at the University of Brescia (contribution of €50,000 per year). Sabaf is thus supporting an important postgraduate training programme in the city of Brescia, which is of great value to the entire community. The School of Specialisation in Palliative Care opened in November 2022 and is one of the first such institutions in Italy. The aim is to promote the culture of palliative care among young people and expand into the paediatric field, developing a reference centre in eastern Lombardy. The School of Specialisation in Palliative Care involves students and specialists from all medical areas and offers a wide range of care, to both adults and children, and includes pain therapy and home care.

In 2024, Sabaf made a donation to the GNAO1 APS Families Association, which provides support to families with relatives affected by the rare genetic disease GNAO1 including through a community support network. The Association also aims to inform and raise awareness of this genetic disease and support scientific research projects to shed light on

the mechanisms underlying the disease to identify effective treatments. Sabaf's donation specifically supports a scientific research project at the Department of Biology and Biotechnology of the Sapienza University of Rome.

Also in 2024, Sabaf financed a scholarship for the International Summer School in Economics, organised by Istituto I.S.E.O (Institute of Economic and Employment Studies) - ETS, a non-profit cultural organisation based in Iseo (Brescia) near Sabaf's headquarters. The Summer School is for graduate students from all over the world.

The Group's ongoing humanitarian initiatives include:

  • support for the ANT Foundation, which provides free specialist medical home-care to cancer patients and cancer prevention activities;
  • support for the Associazione Volontari per il Servizio Internazionale (AVSI), a nonprofit, non-governmental organisation engaged in international development aid projects. The donations are used to provide long-distance support to twenty children living in various countries around the world.

Since the Sabaf Group's double materiality assessment and materiality and risk assessments conducted in previous years did not reveal any negative impacts and/or material risks related to the affected communities, no specific actions have been identified to prevent and/or mitigate these. Moreover, the Group engages in an ongoing dialogue with affected communities and relevant institutions, through which it can learn of and monitor any negative impacts and/or risks associated with communities and, where appropriate, define necessary mitigation actions.

Sabaf operates in compliance with applicable regulations, conducting, where necessary, specific consultations with local community representatives. Furthermore, the Group acts in compliance with national and international human rights standards of affected communities, as set out in its social responsibility policies.

[MDR-T] Tracking the effectiveness of affected communities-related policies and actions

Sabaf constantly monitors the effectiveness of its policies and actions for managing its impacts, risks and opportunities on local communities, and is focused in particular on the creation of shared value in the territories in which it operates.

In each of the geographical areas where it operates, the Group maintains an open dialogue with local authorities to foster responsible development and positive impacts on the communities it serves. In line with its Charter of Values, Sabaf adopts principles of honesty, integrity and transparency, while contributing to socio-economic welfare including through tax compliance and job generation in the local area.

The Sabaf Group has not set measurable, results-oriented targets for the management of its impacts on local communities, nor has it issued guidance for this topic going forwards.

ESRS S4 Consumers and end-users

[S4 SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model

The Sabaf Group double materiality assessment identified an inherent risk associated with potential non-compliance with product quality and safety standards. The risk identified is inherent in the Group's business model, as some components produced by Sabaf and installed on household appliances have an inherent risk that could arise during the use of the products, which is also dependent on external factors. By way of example, gas leaks, inefficient combustion or overheating could result in domestic accidents, for which the Group could be liable.

The identified risk involves all users of the appliances in which the components supplied by the Group are installed. Sabaf has not identified any specific groups of consumers and/or consumers with certain characteristics that are particularly exposed to this risk.

[S4-1] Policies related to consumers and end-users

The health and safety of end users is a priority for the Sabaf Group's business model and is to be understood not merely as compliance with existing standards, but rather as a management philosophy oriented towards continuous improvement of performance, including with the aim of ensuring increasingly safe products for end users.

The Charter of Values sets forth the Sabaf Group's commitments to customers - as intermediaries in the relationship with end users - to ensure high quality standards for the products it offers, as well as clear and transparent communication regarding potential risks associated with the use of its products. Details on the implementation, monitoring and enforcement of the Charter of Values can be found in section [S1-1] Policies related to own workforce.

The Social Policy further defines the Sabaf Group's commitments to end-user protection, including:

  • guaranteeing respect for the human rights of end users within the scope of the activities in which Group companies operate, as defined by the UN Global Compact, the UN Charter of Rights and the EU Charter of Rights and the OECD Guidelines for Multinational Enterprises;
  • guaranteeing the protection of end users by ensuring compliance with local and international product safety regulations, by adopting dedicated procedures and conducting appropriate checks;
  • effectively and promptly handling customer complaints and implement corrective actions to resolve these and preventing or limiting their recurrence;
  • guaranteeing the highest standards of quality and safety of the products offered, including through the adoption of certified management systems and cooperation with client companies;

  • communicating information about products and services in a clear and transparent manner, as well as informing corporate customers about potential risks related to the use of products and their environmental impact;
  • acknowledging the needs of end users through a dialogue with customer businesses, while constantly monitor customer satisfaction and any complaints.

The commitments outlined in the Social Policy above are intended to mitigate and/or prevent the material risks associated with the topic of consumers and end-users (see section [SBM-3] Material impacts, risks and opportunities and their interaction with strategy and business model).

During the reporting period, no violations of the principles of the UN Global Compact and the OECD Guidelines for Multinational Enterprises affecting Consumers and/or End-Users were found in the downstream value chain.

For details on the implementation, monitoring and enforcement of the Social Policy, please refer to section [S1-1] Policies related to own workforce.

[S4-2] Processes for engaging with consumers and end-users about impacts

The Sabaf Group has not identified any material positive and/or negative impacts on end users within the scope of the double materiality assessment, also in consideration of the fact that historically it has never recorded any incidents against end users involving liability linked to the defectiveness of Sabaf components. To date it has not therefore adopted a process to manage actual and potential impacts involving end-users. In a business-tobusiness model, the Group's customers are household appliance manufacturers, therefore the Sabaf Group has no direct dealings with end users. Constant dialogue with customers and customer satisfaction surveys are useful tools for identifying and monitoring the needs of the market, including end users.

[S4-3] Processes to remediate negative impacts and channels for consumers and end-users to raise concerns

The Sabaf Group has not identified any material positive and/or negative impacts on end users as part of the double materiality assessment. However, it has no direct relationship with end-users and, therefore, no channels for end-users to raise concerns.

[S4-4] Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end- users, and effectiveness of those actions

The Sabaf Group has not identified any material positive and/or negative impacts on end users as part of the double materiality assessment. The Group has never recorded any incidents involving damage to end-users for which liability was established in connection

with the defectiveness of Sabaf components and, therefore, there has never been any need for specific actions aimed at remedying actual negative impacts on end-users.

Sabaf has identified an inherent risk related to potential non-compliance with product quality and safety standards. This risk is managed and mitigated through:

  • compliance with the stringent safety requirements established by current legislation;
  • the high degree of automation in production processes and related testing;
  • the achievement and maintenance of quality management system certifications involving rigorous procedures and controls;
  • the transfer of the risk of damage from civil liability resulting from the malfunctioning of Sabaf products through insurance policies;
  • introduction of specific product design prescriptions (especially for components purchased from third parties) and on testing activities during product acceptance;
  • staff training and renewal of machinery;

More information on the management and control systems and procedures applied in this area can be found in the section [S4 MDR-T] Tracking effectiveness of policies and actions through targets.

[S4 MDR-T] Tracking the effectiveness of end-user-related policies and actions

The Sabaf Group constantly monitors the effectiveness of its policies and actions aimed at the quality and safety of its products, including by measuring the level of customer satisfaction.

The planning of Sabaf's Quality Management System is carried out following the risk-based approach in accordance with the UNI EN ISO 9001:2015 standard, which allows the identification of the main risk categories and the adoption of appropriate management strategies for product quality and safety. A.R.C. s.r.l., MEC and Sabaf China do not have a certified quality management system; however, they do have a strict quality policy and are systematically audited by major customers.

Moreover, Sabaf guarantees high safety standards through rigorous controls on the materials that are used, which are compliant with the REACH Regulation and the RoHS Directive. In general, Sabaf constantly monitors the compliance of its products with the relevant end-user health and safety regulations. In order to monitor customer satisfaction, the Group conducts customer satisfaction surveys every two years, by collecting feedback on strengths and areas for improvement, in order to identify any critical issues that could affect final consumers.

With these tools, Sabaf ensures that its products are safe, compliant with applicable national and international directives and meet consumer needs, while reinforcing its commitment to quality and transparency.

The 2024-2026 Business Plan does not include formal objectives in the areas of quality, safety and customer satisfaction; therefore, the Sabaf Group has not set any measurable, results-oriented objectives with regard to managing the risks identified in this area.

G - Information on governance aspects

ESRS G1 Business conduct

[GOV-1] The role of the administrative, management and supervisory bodies

The role of administrative, management and supervisory bodies is described in ESRS 2 [GOV-1] The role of the administrative, management and supervisory bodies. In particular, in relation to business conduct, in addition to its responsibilities under the regulations, and as already described in ESRS 2, the Board of Directors is responsible for assessing and monitoring ethical risks and promoting the dissemination and awareness of the Charter of Values within the Group.

[G1 IRO-1] Description of the process to identify and assess material impacts, risks and opportunities

The double materiality assessment carried out by the Group made it possible to identify the material impacts with reference to business conduct. The process is described in ESRS 2 [IRO-1] Description of the process to identify and assess material impacts, risks and opportunities. As specified therein, the analysis that was conducted considered the internal and external context of the company, emphasising, among other things, its operating sector, the company's operations and the activities impacting the upstream and downstream value chain.

Sabaf has assessed as material the positive (current) impact that established partnerships - which are based on principles of collaboration and transparency - help to create, by enriching the market and facilitating the achievement of sustainability goals. This impact is connected to the Group's activities and the operations carried out by the upstream and downstream value chain, and, in general, to all the collaboration and partnership relations established with Group's stakeholders.

Another (current) material positive impact related to corporate conduct and, more specifically, to the topic of active and passive bribery, is the dissemination of corporate policies that promote an ethical and responsible corporate culture (corporate culture policies are discussed in more detail in section [G1-1] Business conduct policies and corporate culture). In this case, the impact is generated exclusively by the Group's own operations.

Finally, in analysing the management of relations with its suppliers, the Group has identified the (potential) negative impact that could arise from delays in payments to suppliers beyond agreed dates. The impact identified is therefore upstream in the value chain.

As part of the double materiality assessment, the Sabaf Group did not identify any risks and/or opportunities in relation to the conduct of business.

[G1-1] Business conduct policies and corporate culture

For the Sabaf Group, respect for business ethics and socially responsible behaviour are among the fundamental elements of its business model. The main policies and procedures through which the Group disseminates and ensures compliance with its values and ethical conduct are: the Charter of Values (introduced in the section [S1-1] Policies related to own workforce), the Anti-Corruption Policy, the Whistleblowing Management Procedure and the Corporate Governance Manual.

Charter of Values

The Charter of Values is the governance tool by which the Sabaf Group pursues its mission in respect of the value of individuals, from which it derives the principles of conduct described in the document. The principles must inspire the behaviour and decisions of the Group's employees in their internal and external relations; furthermore, the Group hopes that all the stakeholders with whom it has relations also adopt principles of:

  • Honesty
  • Integrity
  • Fairness and impartiality
  • Transparency and Fairness
  • Efficiency and Effectiveness
  • Fair competition
  • Dialogue

Each Sabaf Group company is required to adopt and disseminate the Charter of Values, and communicate any reported/confirmed violations thereof via the Whistleblowing channel.

The Anti-Corruption Policy

The prevention of corrupt practices is among Sabaf's guiding principles and is committed to fighting corruption.

The Group has an Anti-corruption Policy in place, the implementation and enforcement of which is entrusted to the Board of Directors, which consolidates its commitment to combating illegal conduct. The Policy applies globally to Sabaf S.p.A., the Group's subsidiaries and all their personnel, including directors, managers, employees and all other persons acting for and/or on behalf of Sabaf Group companies, in each country where the Group operates. The Policy reiterates the recipients' obligation to comply with the provisions of the Organisational, Management and Control Models (adopted Sabaf S.p.A e Faringosi Hinges s.r.l.) pursuant to Legislative Decree No. 231/2001, as well as the procedures and internal rules established by each Group company. The following areas have been assessed as potentially exposed to corruption risks:

  • Relations with representatives of public institutions
  • Trade relations with intermediaries and agents
  • Trade relations with customers, suppliers and other third parties
  • Relations with trade unions and political organisations

  • Human resource management
  • Management of gifts and presents, entertainment expenses, donations and sponsorships
  • Accounting and financial procedures and controls.

The provisions and guidelines contained in the Policy - which were developed by analysing at risk activities - promote the highest ethical standards in all business dealings, in order to conduct business with loyalty, fairness, transparency, honesty and integrity, and provide specific rules to prevent, identify and manage corruption risks.

All Sabaf Group companies must promote and ensure adequate awareness of the provisions set out in the Anti-Corruption Policy. To this end, Sabaf S.p.A.'s Human Resources Department is responsible for coordinating the training and awareness programmes implemented locally by each Group company. It should be noted that the Policy does not regulate business conduct training. The Anti-Corruption Policy is made available through publication on the corporate website www.sabafgroup.com in the section "Sustainability – Anti-corruption".

Whistleblowing management procedure

In accordance with the European legislation on whistleblowing (EU Directive 2019/1937), implemented in Italy by Legislative Decree 24/2023, Sabaf has set up a platform for the management of reports of unlawful conduct which has come to its attention in the context of its work environment and which has been committed in violation of the Charter of Values, laws or regulations or provisions of the authorities, internal regulations or is, in any case, likely to cause damage or harm of the Company, even if only in terms of its image.

The platform (https://areariservata.mygovernance.it/#!/WB/sabaf) allows whistleblowers to choose whether to submit anonymous or identifiable reports, either in writing or verbally. In any case, the platform guarantees the confidentiality and privacy of both the whistleblower and the content of the report.

The Whistleblowing Management Procedure, approved by the Board of Directors and whose implementation is coordinated by Sabaf S.p.A.'s Human Resources Department, governs the process of receiving, analysing and processing whistleblowing reports sent or forwarded by Sabaf personnel or third parties. The Procedure, which complies with the requirements of Model 231, is disclosed both internally, including through training activities, and externally through publication on the website www.sabafgroup.com under the section "Investors - Corporate Governance".

In its ongoing commitment to ensure maximum transparency and the proper handling of reports, Sabaf has set up a suitably trained dedicated independent committee for the management of the reporting channel, comprising the Head of the Human Resources Function, the Head of the Internal Audit Function and the Chairman of the Supervisory Board. Within 7 days of the date of receipt, the Committee informs the whistleblower it has received the report and may contact him/her to acquire any further information deemed useful to ensure the report is diligently followed up. The Procedure regulates in detail the stages of investigation, assessment, filing and reporting to the Administrative and Control Bodies. The Company guarantees the confidentiality of the identity of whistleblowers, persons involved and persons mentioned, as well as the content of the report and the relevant documentation. In particular, the identity of whistleblowers and any other information from which their identity can be inferred, either directly or indirectly,

is not disclosed to persons other than those responsible for receiving or following up reports, without the express consent of the whistleblowers themselves.

Corporate Governance Manual

The Corporate Governance Manual, approved by the Board of Directors of Sabaf S.p.A., sets forth suitable principles, rules and operating methods for the Company to implement the recommendations of the Corporate Governance Code. The Manual includes some operating guidelines, also approved by the Board of Directors, prepared for the purposes of duly performing the activities pertaining to Sabaf's management and control bodies.

The Manual is addressed to members of Sabaf's corporate bodies and employees. It is the responsibility of Sabaf's Board of Directors to keep its content up-to-date and to make changes or additions of a substantial nature.

The Corporate Governance Manual is published on the corporate website www.sabafgroup.com under the section "Investors - Corporate Governance".

[G1-2] Management of relationships with suppliers

All Group comply with the rules of conduct defined in the Charter of Values (introduced in section [S1-1] Policies related to own workforce) and in the Sustainable Sourcing Policy (introduced in section [S2-1] Policies related to value chain workers), for the management of relations with suppliers, by ensuring the adoption of consistent procedures and practices. The two documents, and the commitments outlined therein, allow the Group to address the impacts identified in relation to the ethical and transparent conduct of business.

The social and environmental criteria with which Sabaf selects its suppliers cover the following topics: Ethics and Human Rights, Occupational health and safety, Environmental protection, Management of environmentally and socially critical materials, Information security, Training and awareness raising.

Relations with suppliers are based on long-term collaboration and on fairness in negotiations, integrity and contractual fairness and the sharing of growth strategies. The double materiality assessment revealed a potential negative impact related from delays in payments to suppliers beyond agreed dates. The Charter of Values firmly states the Group's commitment to pay suppliers on time and in the agreed manner. Very short payment terms are agreed for artisan and less structured suppliers.

[G1-3] Prevention and detection of corruption or bribery

The Sabaf Group, aware of the negative effects of corrupt practices in business management, is committed to preventing and combating the occurrence of offences in the carrying-out of its activities.

The Internal Audit Department, which reports directly to the Board of Directors, may conduct periodic audits to verify (i) compliance with Group guidelines (ii) that measures

to prevent corruption risks are adequately designed and function effectively (iii) reports of non-compliance it receives.

In line with the provisions of the Charter of Values, any Sabaf Group stakeholder may report a violation of the Anti-Corruption Policy by sending a signed, non-anonymous report to the Internal Audit Department:

  • in a printed form to Sabaf S.p.A. Via dei Carpini, 1 Ospitaletto (BS) for the attention of the Internal Audit function;
  • by email to: [email protected].

Any violations of the Anti-Corruption Policy by Sabaf Group recipients will result in the adoption of appropriate and proportionate disciplinary measures, based also on the criminal relevance of the related conduct. If necessary, Sabaf will cooperate fully with the competent authorities.

Violations of the Anti-Corruption policy by third parties will be examined to assess the need for countermeasures, such as unilateral termination of contracts.

The Anti-Corruption policy is amended and supplemented where necessary to ensure its full effectiveness and to make potential improvements, based on evolving best practices, new risk assessment results or recommendations from audits.

The section [G1-1] Business conduct policies and corporate culture sets out how the Group ensures the accessibility of the Anti-Corruption Policy to all stakeholders.

Training activities on the Anti-Corruption Policy are considered essential to ensure the correct application of the company's provisions. For further details see section [G1-1] Business conduct policies and corporate culture.

[G1 MDR-T] Tracking the effectiveness of business conduct-related policies and actions

The Sabaf Group did not identify any material negative impacts on business conduct, including anti-corruption, during its double materiality assessment. The Sabaf Group constantly monitors the effectiveness of its policies and actions in this regard.

In particular, this monitoring takes place mainly through internal verification processes and periodic audits, which include checking regulatory compliance and the measures in place to prevent corruption risks. For more details on the prevention of corruption, see section [G1-3] Prevention and detection of corruption or bribery.

Training provided on the Anti-Corruption Policy is aimed at effectively preventing and countering any incidents of corruption or bribery, and ensuring respect for corporate values. For further details on the Policy, see section [G1-1] Business conduct policies and corporate culture.

The Group has not set measurable, results-oriented targets in relation to business conduct, as the 2024-2026 Business Plan does not provide for the formalisation of such targets.

[G1-4] Incidents of corruption or bribery

During the reporting period, no incidents of bribery or corruption occurred in the Sabaf Group, nor did any Group company receive any convictions or fines relating to the violation of laws on bribery or corruption. No corrective actions were implemented.

[G1-6] Payment practices

In 2024, the Group's average payment terms were 88 days from the date of purchase or service.

The payment terms of the Group's suppliers vary according to the specific business relationship, negotiation and country. The payment terms are outlined in the following table:

up to 30 days 32%
31-60 days 24%
61-90 days 32%
91-120 days 12%
more than 120 days 0%

The percentages were determined on the basis of an analysis of the payment terms of all suppliers for Group companies adopting the SAP management system (this sample accounts for 80% of total purchases). The values are weighted on the basis of the 2024 turnover of individual suppliers.

It is the Group's practice to grant artisan and less structured suppliers reduced payment terms (normally 30 days).

Suppliers are paid by the agreed deadlines or within a few days of these.

There are no pending complaints or ongoing criminal proceedings for late payments.

Certification of Sustainability Statement pursuant to Article 81-ter, paragraph 1, of Consob Regulation No. 11971 of 14 May 1999 and subsequent amendments and additions

Pietro Iotti, the Chief Executive Officer, and Gianluca Beschi, the Financial Reporting Officer for Sabaf S.p.A., hereby certify, pursuant to Article 154-bis, paragraph 5-ter, of Legislative Decree No. 58 of 24 February 1998, that the Sustainability Statement included in the report on operations has been drafted:

(a) in accordance with the applicable reporting standards pursuant to Directive 2013/34/EU of the European Parliament and of the Council of 26 June 2013 and Legislative Decree No. 125 of 6 September 2024;

(b) with the specifications adopted pursuant to Article 8(4) of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020.

Ospitaletto, 25 March 2025

Chief Executive Officer Pietro Iotti

The Financial Reporting Officer Gianluca Beschi

Annexes to the Report on Operations

Reconciliation of the consolidated income statement at 31 December 2024


(
/000)
2024 IAS29 effect Normalised
2024
INCOME STATEMENT COMPONENTS
OPERATING REVENUE AND INCOME
Revenue
285,091 (8,126) 276,965
Other income 10,934 (195) 10,739
Total operating revenue and income 296,025 (8,321) 287,704
OPERATING COSTS
Materials (137,010) 3,274 (133,736)
Change in inventories 4,659 (314) 4,345
Services (50,943) 826 (50,117)
Personnel costs (70,402) 1,177 (69,225)
Other operating costs (1,750) 52 (1,698)
Costs for capitalised in-house work 3,125 - 3,125
Total operating costs (252,321) 5,015 (247,306)
OPERATING PROFIT BEFORE DEPRECIATION
AND AMORTISATION, CAPITAL
GAINS/LOSSES, AND WRITE-DOWNS/WRITE 43,704 (3,306) 40,398
BACKS OF NON-CURRENT ASSETS
Amortisation (22,932) 3,843 (19,089)
Capital gains on disposals of non-current assets (118) 119 1
Value adjustments of non-current assets (2,915) 2,809 (106)
EBIT 17,739 3,465 21,204
Financial income 2,480 (103) 2,377
Financial expenses (4,658) 3 (4,655)
Net income/(charges) from hyperinflation (4,215) 4,215 -
Exchange rate gains and losses 1,471 (120) 1,351
Profits and losses from equity investments (8) - (8)
PROFIT BEFORE TAXES 12,809 7,460 20,269
Income taxes (4,916) 1,562 (3,354)
PROFIT FOR THE YEAR 7,893 9,022 16,915
of which:
Minority interests 965 - 965
PROFIT ATTRIBUTABLE TO THE GROUP 6,928 9,022 15,950

Reconciliation of the consolidated income statement at 31 December 2023


(
/000)
2023 IAS29
effect
Start-up
effect
Normalised
2023
INCOME STATEMENT COMPONENTS
OPERATING REVENUE AND INCOME
Revenue
Other income
237,949
9,056
1,160
19
(23)
(39)
239,086
9,036
Total operating revenue and income 247,005 1,179 (62) 248,122
OPERATING COSTS
Materials (112,684) 122 83 (112,479)
Change in inventories (3,433) (102) 6 (3,529)
Services (44,923) (204) 2,081 (43,046)
Personnel costs (58,160) (188) 539 (57,809)
Other operating costs (1,735) (21) 2 (1,754)
Costs for capitalised in-house work 3,542 - - 3,542
Total operating costs (217,393) (393) 2,711 (215,075)
OPERATING PROFIT BEFORE
DEPRECIATION AND AMORTISATION,
CAPITAL GAINS/LOSSES, AND WRITE 29,612 786 2,649 33,047
DOWNS/WRITE-BACKS OF NON
CURRENT ASSETS
Amortisation (20,066) 1,920 1,075 (17,071)
Capital gains on disposals of non-current assets 1,516 4 - 1,520
Value adjustments of non-current assets - - - -
EBIT 11,062 2,710 3,724 17,496
Financial income 1,815 110 - 1,925
Financial expenses (5,248) (11) - (5,259)
Net income/(charges) from hyperinflation (5,276) 5,276 - -
Exchange rate gains and losses (2,359) 190 - (2,169)
Profits and losses from equity investments - - - -
PROFIT BEFORE TAXES (6) 8,275 3,724 11,993
Income taxes 3,386 (754) (194) 2,438
PROFIT FOR THE YEAR 3,380 7,521 3,530 14,431
of which:
Minority interests 277 - - 277
PROFIT ATTRIBUTABLE TO THE GROUP 3,103 7,521 3,530 14,154

CONSOLIDATED FINANCIAL

STATEMENTS

AT 31 DECEMBER 2024

SABAF S.p.A. Via dei Carpini, 1 – OSPITALETTO (BS) Italy Share capital €12,686,795 fully paid in www.sabafgroup.com

Sabaf Group | Consolidated financial statements at 31 December 2024

GROUP STRUCTURE AND CORPORATE BODIES

Group structure

Parent company

SABAF S.p.A.

Subsidiaries and equity interest pertaining to the Group

Faringosi Hinges S.r.l.
Sabaf do Brasil Ltda. (Sabaf Brazil)
Sabaf Beyaz Esya Parcalari Sanayi Ve Ticaret Limited Sirketi (Sabaf
Turkey)
Sabaf Appliance Components (Kunshan) Co., Ltd. (Sabaf China)
Sabaf US Corp. (Sabaf US)
A.R.C. S.r.l.
Sabaf India Private Limited
(Sabaf India)
Sabaf Mexico Appliance Components S.A. de c.v. (Sabaf Mexico)
C.M.I. S.r.l.
C.G.D. S.r.l.
P.G.A S.r.l.
Sabaf America Inc. (Sabaf America)
Mansfield Engineered Components LLC (MEC)
51%
Companies consolidated on a line-by-line basis
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%

Board of Directors

Chairman Claudio Bulgarelli
Chief Executive Officer Pietro Iotti
Director Gianluca Beschi
Director Alessandro Potestà
Director Cinzia Saleri
Director (*) Laura Ciambellotti
Director (*) Francesca Michela Maurelli
Director (*) Federica Menichetti
Director (*) Daniela Toscani

(*) independent directors

Board of Statutory Auditors

Chairman Alessandra Tronconi
Statutory Auditor Maria Alessandra Zunino de Pignier
Statutory Auditor Mauro Vivenzi

Independent Auditors

EY S.p.A.

Consolidated statement of financial position

Notes 31/12/2024 31/12/2023

(
/000)
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
1
105,539 108,741
Investment property
2
537 691
Intangible assets
3
60,136 57,231
Equity investments
4
86 95
Non-current receivables
5
905 1,094
Deferred tax assets
22
10,460 13,315
Total non-current assets 177,663 181,167
CURRENT ASSETS
Inventories
6
63,132 61,985
Trade receivables
7
64,837 55,826
Tax receivables
8
9,909 11,722
Other current receivables
9
4,322 3,868
Current financial assets
10
3,120 7,257
Cash and cash equivalents
11
30,641 36,353
Total current assets 175,961 177,011
ASSETS HELD FOR SALE - -
TOTAL ASSETS 353,624 358,178
SHAREHOLDERS' EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Share capital
12
12,687 12,687
Retained earnings, Other reserves
13
88,528 97,656
IAS 29 reserve 57,661 48,649
Profit for the year 6,928 3,103
Total equity interest of the Group 165,804 162,095
Minority interests 7,940 8,293
Total shareholders' equity 173,744 170,388
NON-CURRENT LIABILITIES
Loans
14
62,855 81,547
Other financial liabilities
15
- 11,721
Post-employment benefit and retirement provisions
16
4,049 3,805
Provisions for risks and charges
17
320 353
Deferred tax liabilities
22
3,807 5,136
Other non-current payables
18
109 183
Total non-current liabilities 71,140 102,745
CURRENT LIABILITIES
Loans
14
33,234 23,317
Other financial liabilities
15
11,553 175
Trade payables
19
41,681 42,521
Tax payables
20
4,794 3,025
Other payables
21
17,478 16,007
Total current liabilities 108,740 85,045
LIABILITIES HELD FOR SALE - -
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 353,624 358,178

Sabaf Group | Consolidated financial statements at 31 December 2024

Consolidated income statement

Notes 2024 2023

(
/000)
INCOME STATEMENT COMPONENTS
OPERATING REVENUE AND INCOME
Revenue 24 285,091 237,949
Other income 25 10,934 9,056
Total operating revenue and income 296,025 247,005
OPERATING COSTS
Materials 26 (137,010) (112,684)
Change in inventories 4,659 (3,433)
Services 27 (50,943) (44,923)
Personnel costs 28 (70,402) (58,160)
Other operating costs 29 (1,750) (1,735)
Costs for capitalised in-house work 3,125 3,542
Total operating costs (252,321) (217,393)
OPERATING PROFIT BEFORE DEPRECIATION AND
AMORTISATION, CAPITAL GAINS/LOSSES, AND
WRITE-DOWNS/WRITE-BACKS OF NON-CURRENT 43,704 29,612
ASSETS
Amortisation 1, 2, 3 (22,932) (20,066)
Capital gains on disposals of non-current assets (118) 1,516
Value adjustments of non-current assets (2,915) -
EBIT 17,739 11,062
Financial income 30 2,480 1,815
Financial expenses 31 (4,658) (5,248)
Net income/(charges) from hyperinflation 31 (4,215) (5,276)
Exchange rate gains and losses 32 1,471 (2,359)
Profits and losses from equity investments (8) -
PROFIT BEFORE TAXES 12,809 (6)
Income taxes 33 (4,916) 3,386
PROFIT FOR THE YEAR 7,893 3,380
of which:
Minority interests 965 277
PROFIT ATTRIBUTABLE TO THE GROUP 6,928 3,103
EARNINGS PER SHARE (EPS) 34
Base (€) 0.554 0.263

Diluted (€) 0.554 0.263

Consolidated statement of comprehensive income


(
/000)
2024 2023
PROFIT FOR THE YEAR 7,893 3,380
Total profits/losses that will not be subsequently
reclassified under profit (loss) for the year
Actuarial evaluation of post-employment benefit
Tax effect
1
-
(48)
11
1 (37)
Total profits/losses that will be subsequently
reclassified under profit (loss) for the year
Forex differences due to translation of financial statements in foreign currencies
Hedge accounting for derivative financial instruments
(12,146)
(139)
(25,713)
76
TOTAL PROFIT (4,391) (22,294)
of which:
Net profit for the period attributable to minority interests 965 277
Forex differences due to translation of financial statements
in foreign currencies - attributable to minority interests
569 -
Total profit attributable to minority interests 1,534 277
TOTAL PROFIT ATTRIBUTABLE TO THE GROUP (5,925) (22,571)

Statement of changes in consolidated shareholders' equity


(
/000)
Share
capital
Share
premium
reserve
Legal
reserve
Treasury
shares
Translatio
n reserve
IAS 29
reserve
Post
employme
nt benefit
reserve
Other
reserves
Profit for the
year
Group
shareholde
rs' equity
Minority
interests
Sharehold
ers' equity
Balance at 31 December 2022 11,533 10,002 2,307 (3,221) (54,715) 32,748 (328) 142,587 15,249 156,162 - 156,162
Allocation of 2022 profit
-
carried forward
15,249 (15,249) - -
Share capital increase 1,154 16,158 17,312 17,312
IFRS 2 measurement Stock Grant 543 543 543
Treasury share transactions (462) (462) (462)
Change in the scope of consolidation - 8,016 8,016
Put options on
minorities
(10,866) (10,866) (10,866)
Hyperinflation (IAS 29) 15,901 6,077 21,978 21,978
Other changes (1) (1) (1)
Change
in
translation
reserve
Other
components of
the
total
result
Total profit at 31 December 2023
(25,713)
(25,713)
(37)
(37)
76
76
3,103
3,103
(25,713)
3,142
(22,571)
277
277
(25,713)
3,419
(22,294)
Balance at 31 December 2023 12,687 26,160 2,307 (3,683) (80,428) 48,649 (365) 153,665 3,103 162,095 8,293 170,388
Allocation of 2023 profit
-
carried forward
-
dividends
175 (3,848) (175)
(2,928)
-
(6,776)
(1,887) -
(8,663)
IFRS 2 measurement Stock Grant 1,574 (1,479) 95 95
Treasury share transactions (211) (211) (211)
Hyperinflation (IAS 29) 9,012 7,521 16,533 16,533
Other changes (7) (7) (7)
Change
in
translation
reserve
Other
components of
the
total
result
(12,715) 1 (139) 6,928 (12,715)
6,790
569
965
(12,146)
7,755
Total profit at 31 December 2024 (12,715) 1 (139) 6,928 (5,925) 1,534 (4,391)
Balance at 31 December 2024 12,687 26,160 2,482 (2,320) (93,143) 57,661 (364) 155,713 6,928 165,804 7,940 173,744

Consolidated statement of cash flows

2024 2023
Cash and cash equivalents at beginning of year 36,353 20,923
Profit for the year 7,893 3,380
Adjustments for:
- Depreciations and amortisation 22,932 20,066
- Write-downs of non-current assets 2,915 -
- Realised gains/losses 118 (1,516)
- Valuation of the stock grant plan 95 543
- Profits and losses from equity investments 8 -
- Monetary revaluation IAS 29 9,022 7,521
- Net financial income and expenses (6,055) 2,164
- Income tax 4,916 (3,386)
- Non-monetary foreign exchange differences 707 -
Change in post-employment benefit 244 107
Change in risk provisions (33) (204)
Change in trade receivables (9,745) 7,375
Change in inventories (3,520) 4,079
Change in trade payables (484) 2,438
Change in net working capital (13,749) 13,892
Change in other receivables and payables, deferred taxes 2,375 2,528
Payment of taxes (1,960) (3,763)
Payment of financial expenses (3,813) (3,405)
Collection of financial income 1,418 1,925
Cash flows from operations 27,033 39,852
Investments in non-current assets
- intangible (3,030) (2,714)
- tangible (12,132) (16,802)
- financial - 2
Disposal of non-current assets
Cash flow absorbed by investments 456 2,572
(14,706) (16,942)
Free cash flow 12,327 22,910
Repayment of loans (27,469) (33,671)
Raising of loans 16,586 25,552
Short-term financial assets 2,984 (6,089)
Purchase/sale of treasury shares (211) (462)
Payment of dividends (8,663) -
Cash flow absorbed by financing activities (16,773) (14,670)
Mansfield (MEC) acquisition - (8,325)
Acquisition of P.G.A. - (783)
Share capital increase - 17,312
Foreign exchange differences (1,266) (1,014)
Net cash flows for the year (5,712) 15,430
Cash and cash equivalents at end of year (Note 11) 30,641 36,353

Sabaf Group | Consolidated financial statements at 31 December 2024

Explanatory Notes

ACCOUNTING STANDARDS

Statement of compliance and basis of presentation

The consolidated financial statements of the Sabaf group for the 2024 financial years have been prepared in compliance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and endorsed by the European Union. Reference to IFRS also includes all current International Accounting Standards (IAS). The financial statements have been prepared in euro, the current currency in the economies in which the Group mainly operates, rounding amounts to the nearest thousand, and are compared with consolidated financial statements for the previous year, prepared according to the same standards. They consist of the statement of financial position, the income statement, the statement of changes in shareholders' equity, the statement of cash flows and these explanatory notes. The financial statements have been prepared on a historical cost basis except for some revaluations of property, plant and equipment undertaken in previous years, and are considered a going concern going concern basis; with reference to the latter principle. the Group assessed that it is a going concern in accordance with paragraphs 25 and 26 of IAS 1 and Art. 2423 bis of the Italian Civil Code, also due to the strong competitive position, positive profitability and solidity of the financial structure.

Financial statements

The Group has adopted the following formats:

Use of these formats permits the most meaningful representation of the Group's operating results, financial position and cash flows.

Scope of consolidation

The scope of consolidation at 31 December 2024, remained unchanged from the previous year, comprises the parent company Sabaf S.p.A. and the following companies controlled by Sabaf S.p.A.:

With reference to the comparative period, the financial results of Sabaf America and MEC have been consolidated as of 1 July 2023, the nearest accounting closing date to the acquisition date (14 July 2023).

The companies in which Sabaf S.p.A. simultaneously possess the following three elements are considered subsidiaries: (a) power over the company; (b) exposure or rights to variable returns resulting from involvement therein; (c) ability to affect the size of these returns by exercising power. Subsidiaries are consolidated from the date on which control begins until the date on which control ceases.

Consolidation criteria

The data used for consolidation have been taken from the income statements and statements of financial position prepared by the directors of the individual subsidiary companies. These figures have been appropriately amended and restated, when necessary, to align them with international accounting standards and with uniform groupwide classification criteria.

The criteria applied for consolidation are as follows:

Conversion into euro of foreign-currency income statements and statements of financial position

Separate financial statements of each company belonging to the Group are prepared in the currency of the country in which that company operates (functional currency). For the purposes of the consolidated financial statements, the financial statement of each foreign entity is expressed in euro, which is the Group's functional currency and the reporting currency for the consolidated financial statements.

Balance sheet items in accounts expressed in currencies other than euro are converted by applying current end-of-year exchange rates.

Income statement items are converted at average exchange rates for the period, with the exception of the financial statements of companies operating in hyperinflationary economies whose income statements are converted by applying the end-of-year exchange rate as required by IAS 21 paragraph 42.b.

Foreign exchange differences arising from the comparison between opening shareholders' equity converted at current exchange rates and at historical exchange rates, together with the difference between the net result expressed at average and current exchange rates, are allocated to "Other Reserves" in shareholders' equity.

The exchange rates used for conversion into euro of the financial statements of the foreign subsidiaries, prepared in local currency, are shown in the following table:

Description of
currency
Exchange rate in
effect at
31/12/2024
Average
exchange rate
2024
Exchange rate in
effect at
31/12/2023
Average
exchange rate
2023
Brazilian real 6.42530 5.82828 5.36180 5.40101
Turkish lira 36.73720 35.57340 32.6531 25.75970
Chinese
renminbi
7.58330 7.78747 7.85090 7.66002
US Dollar 1.03890 1.08238 1.10500 1.08188
Indian Rupee 88.93350 90.55625 91.90450 89.30011
Mexican peso 21.55040 19.83138 18.72310 19.18301

With reference to the 2023 financial year, as the average exchange rate for the US dollar, the average exchange rate for the consolidation period of the Group's US companies (1 July - 31 December 2023) was used.

Segment reporting

The Group's operating segments in accordance with IFRS 8 - Operating Segment are identified in the business segments that generate revenue and costs, whose results are periodically reassessed by top management in order to assess performance and decisions regarding resource allocation. The Group operating segments are the following:

Accounting policies

The accounting standards and policies applied for the preparation of the consolidated financial statements at 31 December 2024, unchanged versus the previous year, are shown below:

Property, plant and equipment

These are recognised at purchase or manufacturing cost. The cost includes directly chargeable ancillary costs. These costs also include revaluations undertaken in the past based on monetary revaluation rules or pursuant to company mergers. Depreciation is calculated according to rates deemed appropriate to spread the carrying value of tangible assets over their useful working life. Estimated useful working life in years, unchanged compared to previous financial years, is as follows:

Buildings 33
Light constructions 10
General plant 10
Specific plant and machinery 6 – 10
Equipment 4 – 10
Furniture 8
Electronic equipment 5
Vehicles and other transport means 4 – 5

Ordinary maintenance costs are expensed in the year in which they are incurred; costs that increase the asset value or useful working life are capitalised and depreciated according to the residual possibility of utilisation of the assets to which they refer. Land is not depreciated.

Leased assets

The Group assesses at the time of signing an agreement whether it is, or contains, a lease, or if the contract gives the right to control the use of an identified asset for a period of time in exchange for a consideration.

The Group adopts a single recognition and measurement model for all leases according to which the assets acquired relating to the right of use are shown under assets at purchase value less depreciation, any impairment losses and adjusted for any re-measurement of lease liabilities.

Assets are depreciated on a straight-line basis from the starting date of the agreement until the end of the useful life of the asset or the end of the lease agreement, whichever comes first. Set against recognition of such assets, the amounts payable to the lessor, are posted among short- and medium-/long-term payables, by measuring them at the present value of the lease payments not yet made. Moreover, financial charges pertaining to the period are charged to the income statement.

Adoption of the accounting standard IFRS 16 "Leases"

The Group applied IFRS 16 from 1 January 2019 by using the amended retrospective approach.

When evaluating the lease liabilities, the Group discounted the payments due for the lease using the incremental borrowing rate, the weighted average of which was 5.75% on 31 December 2024 and 5.15% on 31 December 2023. The rate was defined taking also

account of the currency in which the lease agreements are denominated and the country in which the leased asset is located.

The lease term is calculated based on the non-cancellable period of the lease, including the periods covered by the option to extend or to terminate the lease if it is reasonably certain that those options will be exercised or not exercised, taking account of all relevant factors that create an economic incentive relating to those decisions.

Assets held for sale

The Group classifies non-current assets as held for sale if their carrying value will be recovered mainly through a sale transaction, rather than through continuing use. These non-current assets classified as held for sale are measured at the lower of their carrying value and their fair value less costs to sell. Selling costs are the additional costs directly attributable to the sale, excluding financial expenses and taxes.

The condition for classification as held for sale is only met when the sale is highly probable and the asset is available for immediate sale in its present condition. The actions required to complete the sale should indicate that significant changes to the sale are unlikely or that the sale will be cancelled. Management must be committed to the sale, which should be completed within one year from the date of classification.

Depreciation of property, plant and equipment and amortisation of intangible assets stops when they are classified as available for sale.

Assets and liabilities classified as held for sale are presented separately among the items in the financial statements.

Goodwill

Goodwill is the difference between the purchase price and fair value of investee companies' identifiable assets and liabilities on the date of acquisition.

As regards acquisitions completed prior to the date of IFRS adoption, the Sabaf Group has used the option provided by IFRS 1 to refrain from applying IFRS 3 – concerning business combinations – to acquisitions that took place prior to the transition date.

Consequently, goodwill arising in relation to past acquisitions has not been recalculated and has been posted in accordance with Italian GAAPs, net of amortisation reported up to 31 December 2003 and any losses caused by a permanent value impairment.

After the transition date, goodwill – as an intangible asset with an indefinite useful life – is not amortised but subjected annually to impairment testing to check for value loss, or more frequently if there are signs that the asset may have suffered impairment (impairment test).

Other intangible assets

As established by IAS 38, other intangible assets acquired or internally produced are recognised as assets when it is probable that use of the asset will generate future economic benefits and when asset cost can be measured reliably. If it is considered that these future economic benefits will not be generated, the development costs are written down in the year in which this is ascertained.

Such assets are measured at purchase or production cost and - if the assets concerned have a finite useful life - are amortised on a straight-line basis over their finite useful life. Estimated useful working life in years, unchanged compared to previous financial years, is as follows:

Customer relationship 15
Brand 15
Patents 9
Know-how 7
Development costs 10
Software 3 - 5

Impairment

At each end of reporting period, the Group reviews the carrying value of its tangible and intangible assets to determine whether there are signs of impairment losses of these assets. If there is any such indication, the recoverable amount of said assets is estimated so as to determine the total of the write-down. If it is not possible to estimate recoverable amount individually, the Group estimates the recoverable amount of the cash generating unit (CGU) to which the asset belongs.

In particular, the recoverable amount of the cash generating units (which generally coincide with the legal entity to which the capitalised assets refer) is verified by determining the value of use. The recoverable amount is the higher of the net selling price and value of use. In measuring the value of use, future cash flows net of taxes, estimated based on past experience, are discounted to their present value using a pre-tax rate that reflects current market valuations of the present cost of money and specific asset risk. The main assumptions used for calculating the value of use concern the discount rate, growth rate, expected changes in selling prices and cost trends during the period used for the calculation. The growth rates adopted are based on future market expectations in the relevant sector. Changes in the sales prices are based on past experience and on the expected future changes in the market. The Group prepares operating cash flow forecasts based on the most recent budgets approved by the Board of Directors of the consolidated companies, draws up the forecasts for the coming years and determines the terminal value (current value of perpetual income), which expresses the medium- and long-term operating flows in the specific sector.

If the recoverable amount of an asset (or CGU) is estimated to be lower than its carrying value, the asset's carrying value is reduced to the lower recoverable amount, recognising impairment in the income statement.

When there is no longer any reason for a write-down to be maintained, the carrying value of the asset (or of the cash-generating unit) - with the exception of goodwill - is increased to the new value resulting from the estimate of its recoverable amount, but not beyond the net carrying value that the asset would have had if it had not been written down for impairment. Reversal of impairment loss is recognised in the income statement.

Investment property

As allowed by IAS 40, non-operating buildings and constructions are assessed at cost net of depreciation and losses due to cumulative impairment. The depreciation criterion applied is the asset's estimated useful life, which is considered to be 33 years. If the recoverable amount of the investment property – determined based on the market value of the properties – is estimated to be lower than its carrying value, the asset's carrying value is reduced to the lower recoverable amount, recognising impairment in the income statement.

When there is no longer any reason for a write-down to be maintained, the carrying value of the asset (or cash generating unit) is increased to the new value stemming from the estimate of its recoverable amount – but not beyond the net carrying value that the asset

would have had if it had not been written down for impairment. Reversal of impairment loss is recognised in the income statement.

Equity investments and non-current receivables

Equity investments in companies other than subsidiaries, associates and joint ventures are classified as financial assets measured at fair value, which normally corresponds to the transaction price including directly attributable transaction costs. Subsequent changes in fair value are recognised through profit or loss (FVPL) or, if the option is exercised in accordance with the standard, in Other comprehensive income (FVOCI) under the heading "Instrument reserve at FVOCI". Non-current receivables are stated at their presumed realisable value.

Inventories

Inventories are measured at the lower of purchase or production cost – determined using the weighted average cost method – and the corresponding fair value represented by the replacement cost for purchased materials and by the presumed realisable value for finished and semi-processed products – calculated taking into account any manufacturing costs and direct selling costs yet to be incurred. Inventory cost includes accessory costs and the portion of direct and indirect manufacturing costs that can reasonably be assigned to inventory items. Inventories subject to obsolescence and low turnover are written down in relation to their possibility of use or realisation. Inventory write-downs are derecognised in subsequent years if the reasons for such write-downs cease to exist.

Trade receivables and other financial assets

Initial recognition

Upon initial recognition, financial assets are classified, as the case may be, on the basis of subsequent measurement methods, i.e. at amortised cost, at fair value recognised in other comprehensive income (OCI) and at fair value through profit or loss.

The classification of financial assets at initial recognition depends on the characteristics of the contractual cash flows of the financial assets and on the business model that the Group uses to manage them.

Trade receivables that do not contain a significant financing component are valued at the transaction price determined in accordance with IFRS 15. See the "Revenue from Contracts with Customers" paragraph.

Other financial assets are recognised at fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs.

For a financial asset to be classified and measured at amortised cost or at fair value recognised in OCI, it must generate cash flows that depend solely on the principal and interest on the amount of principal to be repaid (known as 'solely payments of principal and interest (SPPI)'). This measurement is referred to as the SPPI test and is carried out at the instrument level.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below.

Financial assets at amortised cost (debt instruments)

This category is the most important for the Group. The Group measures the financial assets at amortised cost if both of the following requirements are met:

Financial assets at amortised cost are subsequently measured using the effective interest method and are subject to impairment. Gains and losses are recognised in the income statement when the asset is derecognised, modified or revalued.

Financial assets at amortised cost of the Group include trade receivables.

Financial assets at fair value through profit or loss

This category includes all assets held for trading, assets designated at initial recognition as financial assets measured at fair value with changes recognised in the income statement, or financial assets that must be measured at fair value. Assets held for trading are all those assets acquired for sale or repurchase in the short term. Derivatives, separated or otherwise, are classified as financial instruments held for trading, unless they are designated as effective hedging instruments. Financial assets with cash flows that are not represented solely by principal and interest payments are classified and measured at fair value through profit or loss, regardless of the business model. Financial instruments at fair value with changes recognised in the income statement are recognised in the statement of financial position at fair value and net changes in fair value are recognised in the income statement.

This category includes derivative instruments.

The Group does not hold financial assets at fair value recognised in other comprehensive income with reclassification of cumulative gains and losses or financial assets recognised in other comprehensive income without reversal of cumulative gains and losses upon derecognition.

Cancellation

A financial asset (or, if applicable, part of a financial asset or part of a group of similar financial assets) is firstly written off (e.g. removed from the statement of financial position of the Group) when:

If the Group has transferred the rights to receive cash flows from an asset or has signed an agreement on the basis of which it retains the contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the cash flows to one or more beneficiaries (pass-through), it considers whether or to what extent it has retained the risks and benefits concerning the ownership. If it has not substantially transferred or

retained all the risks and benefits or has not lost control over it, the asset continued to be recognised in the financial statements of the Group to the extent of its residual involvement in the asset itself. In this case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured in such a way as to reflect the rights and obligations that pertain to the Group. When the residual involvement of the entity is a guarantee in the transferred asset, the involvement is measured based on the amount of the asset or the maximum amount of the consideration received that the entity could be obliged to pay, whichever lower.

Provisions for risks and charges

Provisions for risks and charges are provisioned to cover losses and debts, the existence of which is certain or probable, but whose amount or date of occurrence cannot be determined at the end of the year. Provisions are stated in the statement of financial position only when a legal or implicit obligation exists that determines the use of resources with an impact on profit and loss to meet that obligation and the amount can be reliably estimated. If the effect is significant, the provisions are calculated by updating future cash flows estimated at a rate including taxes such as to reflect current market valuations of the current value of the cash and specific risks associated with the liability.

Post-employment benefit

The post-employment benefit is provisioned to cover the entire liability accruing vis-à-vis employees in compliance with current legislation and with national and supplementary company collective labour contracts. This liability is subject to revaluation via application of indices fixed by current regulations. Up to 31 December 2006, post-employment benefits were considered defined-benefit plans and accounted for in compliance with IAS 19, using the projected unit-credit method. The regulations of this fund were amended by Italian Law no. 296 of 27 December 2006 and subsequent Decrees and Regulations issued during the first months of 2007. In the light of these changes, and, in particular, for companies with at least 50 employees, post-employment benefits must now be considered a defined-benefit plan only for the portions accruing before 1 January 2007 (and not yet paid as at the end of the reporting period). Conversely, portions accruing after that date are treated as defined-contribution plans. Actuarial gains or losses are recognised immediately under "Other total profits/(losses)".

Trade payables and other financial liabilities

Initial recognition

All financial liabilities are initially recognised at fair value, in addition to directly attributable transaction costs in case of mortgages, loans and payables.

The Company's financial liabilities include trade payables and other payables, mortgages and loans, including current account overdrafts and derivative financial instruments.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value with changes recognised in the income statement include liabilities held for trading and financial liabilities initially recognised at fair value, with changes recognised in the income statement. Liabilities held for trading are those liabilities acquired in order to discharge or transfer them in the short term. This category also

includes derivative financial instruments subscribed by the Company and not designated as hedging instruments in a hedging relationship pursuant to IFRS 9. Embedded derivatives, separated from the main contract, are classified as financial instruments held for trading, unless they are designated as effective hedging instruments. Gains or losses on liabilities held for trading are recognised in the income statement. Financial liabilities are designated at fair value with changes recognised in the income statement from the date of initial recognition, only if the criteria of IFRS 9 are met.

Loans and payables

This is the most important category for the Company and includes interest-bearing payables and loans. After initial statement, loans are valued using the amortised cost approach, applying the effective interest rate method. Gains and losses are recognised in the income statement when the liability is discharged, as well as through the amortisation process. Amortised cost is calculated by recognising the discount or premium on the acquisition and the fees or costs that are an integral part of the effective interest rate. Amortisation at the effective interest rate is included in financial expenses in the income statement.

Cancellation

A financial liability is derecognised when the obligation underlying the liability is discharged, cancelled or fulfilled. If an existing financial liability is replaced by another from the same lender, at substantially different conditions, or if the conditions of an existing liability are substantially changed, this replacement or change is treated as a derecognition of the original liability accompanied by the recognition of a new liability, with any differences between the carrying values recognised in the income statement.

Policy for conversion of foreign currency items

Receivables and payables originally expressed in foreign currencies are converted into euro at the exchange rates in force on the date of the transactions originating them. Forex differences realised upon collection of receivables and payment of payables in foreign currency are posted in the income statement. Income and costs relating to foreigncurrency transactions are converted at the rate in force on the transaction date.

At year-end, assets and liabilities expressed in foreign currencies, with the exception of non-current items, are posted at the spot exchange rate in force at the end of the reporting period and related foreign exchange gains and losses are posted in the income statement. If conversion generates a net gain, this value constitutes a non-distributable reserve until it is effectively realised.

Derivative instruments and hedge accounting

The Group's business is exposed to financial risks relating to changes in exchange rates, commodity prices and interest rates. The company uses derivative instruments (mainly forward contracts on currencies and commodity options) to hedge risks stemming from changes in foreign currencies relating to irrevocable commitments or to planned future transactions.

Derivatives are initially recognised at cost and are then adjusted to fair value on subsequent closing dates.

Changes in the fair value of derivatives designated and recognised as effective for hedging future cash flows relating to the Group's contractual commitments and planned transactions are recognised directly in shareholders' equity, while the ineffective portion is immediately posted in the income statement. If the contractual commitments or planned transactions materialise in the recognition of assets or liabilities, when such assets or liabilities are recognised, the gains or losses on the derivative that were directly recognised in equity are factored back into the initial valuation of the cost of acquisition or carrying value of the asset or liability. For cash flow hedges that do not lead to recognition of assets or liabilities, the amounts that were directly recognised in equity are included in the income statement in the same period when the contractual commitment or planned transaction hedged impacts profit and loss – for example, when a planned sale actually takes place.

For effective hedges of exposure to changes in fair value, the item hedged is adjusted for the changes in fair value attributable to the risk hedged and recognised in the income statement. Gains and losses stemming from the derivative's valuation are also posted in the income statement.

Changes in the fair value of derivatives not designated as hedging instruments are recognised in the income statement in the period when they occur.

Hedge accounting is discontinued when the hedging instrument expires, is sold or is exercised, or when it no longer qualifies as a hedge. At this time, the cumulative gains or losses of the hedging instrument recognised in equity are kept in the latter until the planned transaction actually takes place. If the transaction hedged is not expected to take place, cumulative gains or losses recognised directly in equity are transferred to the year's income statement.

Embedded derivatives included in other financial instruments or contracts are treated as separate derivatives when their risks and characteristics are not strictly related to those of their host contracts and the latter are not measured at fair value with posting of related gains and losses in the income statement.

Revenue from contracts with customers

The Group is engaged in the supply of components for household appliances (mainly gas parts, such as valves and burners, hinges and electronic components).

Revenue from contracts with customers is recognised when control of the goods is transferred to the customer for an amount that reflects the consideration that the Group expects to receive in exchange for the goods. The control of the goods passes to the customer according to the terms of return defined with the customer. The usual extended payment terms range from 30 to 120 days from shipment; the Group believes that the price does not include significant financing components.

The guarantees provided for in the contracts with customers are of a general nature and not extended and are accounted for in accordance with IAS 37.

Financial income

Finance income includes interest receivable on funds invested and income from financial instruments, when not offset as part of hedging transactions. Interest income is recognised in the income statement at the time of vesting, taking effective output into consideration.

Financial expenses

Financial expenses include interest payable on financial debt calculated using the effective interest method and bank expenses. All the other financial expenses are recognised as costs for the year in which they are incurred.

Income taxes for the year

Income taxes include all taxes calculated on the Group's taxable income. Income taxes are directly recognised in the income statement, with the exception of those concerning items directly debited or credited to shareholders' equity, in which case the tax effect is recognised directly in shareholders' equity. Other taxes not relating to income, such as property taxes, are included among operating expenses. Deferred taxes are provisioned in accordance with the global liability provisioning method. They are calculated on all temporary differences emerging between the taxable base of an asset and liability and its carrying value in the consolidated financial statements, with the exception of goodwill that is not tax-deductible and of differences stemming from investments in subsidiaries for which cancellation is not envisaged in the foreseeable future. Deferred tax assets on unused tax losses and tax credits carried forward are recognised to the extent that it is probable that future taxable income will be available against which they can be recovered. Current and deferred tax assets and liabilities are offset when income taxes are levied by the same tax authority and when there is a legal right to settle on a net basis. Deferred tax assets and liabilities are measured using the tax rates that are expected to be applicable, according to the respective regulations of the countries where the Group operates, in the years when temporary differences will be realised or settled.

Dividends

Dividends are posted on an accrual basis when the right to receive them materialises, i.e. when shareholders approve dividend distribution.

Treasury shares

Treasury shares are booked as a reduction of shareholders' equity. The carrying value of treasury shares and revenues from any subsequent sales are recognised in the form of changes in shareholders' equity.

Equity-settled transactions

Some Group employees receive part of the remuneration in the form of share-based payments, therefore employees provide services in exchange for shares ("equity-settled transactions"). The cost of equity-settled transactions is determined by the fair value at the date on which the assignment is made using an appropriate measurement method, as explained in more detail in Note 39.

This cost, together with the corresponding increase in shareholders' equity, is recognised under personnel costs (Note 28) over the period in which the conditions relating to the achievement of objectives and/or the provision of the service are met. The cumulative costs recognised for such transactions at the end of each reporting period up to the vesting

date are commensurate with the expiry of the vesting period and the best estimate of the number of equity instruments that will actually vest.

Service or performance conditions are not taken into account when defining the fair value of the plan at the assignment date. However, the probability of these conditions being met is taken into account when defining the best estimate of the number of equity instruments that will vest. Market conditions are reflected in the fair value at the assignment date. Any other condition related to the plan that does not involve a service obligation is not considered to be a vesting condition. Non-vesting conditions are reflected in the fair value of the plan and result in the immediate recognition of the cost of the plan, unless there are also service or performance conditions.

No cost is recognised for rights that do not vest in that the performance and/or service conditions are not met. When the rights include a market condition or a non-vesting condition, these are treated as if they had vested regardless of whether the market conditions or other non-vesting conditions to which they are subject are met or not, it being understood that all other performance and/or service conditions must be met.

If the conditions of the plan are changed, the minimum cost to be recognised is the fair value at the assignment date in the absence of the change in the plan itself, on the assumption that the original conditions of the plan are met. Moreover, a cost is recognised for each change that results in an increase in total fair value of the payment plan, or that is in any case favourable for employees; this cost is measured with reference to the date of change. When a plan is cancelled, any remaining element of the plan's fair value is immediately expensed to the income statement.

Earnings per share

Basic EPS is calculated by dividing the profit or loss attributable to the direct parent company's shareholders by the weighted average number of ordinary shares outstanding during the year. Diluted EPS is calculated by dividing the profit or loss attributable to the direct parent company's shareholders by the weighted average number of shares outstanding, adjusted to take into account the effects of all potential ordinary shares with a dilutive effect.

Use of estimates

Preparation of the financial statements and notes in accordance with IFRS requires management to make estimates and assumptions that affect the carrying values of assets and liabilities and the disclosures on contingent assets and liabilities as of the end of the reporting period. Actual results might differ from these estimates. Estimates are used to measure tangible and intangible assets subject to impairment testing, as described earlier, as well as to measure provisions for bad debts, for inventory obsolescence, depreciation and amortisation, asset write-downs, employee benefits, taxes, and other provisions. Specifically:

Recoverable amount of tangible and intangible assets

The procedure for determining impairment losses of tangible and intangible assets described in "Impairment" implies – in estimating the value of use – the use of the Business Plans of investees, which are based on a series of assumptions relating to future events and actions of the investees' management bodies, which may not necessarily come about. In estimating market value, however, assumptions are made on the expected trend in

trading between third parties based on historical trends, which may not actually be repeated.

Provisions for bad debts

Receivables are adjusted by the related bad debt provision to take into account their recoverable amount. To determine the size of the write-downs, management must make subjective assessments based on the documentation and information available regarding, among other things, the customer's solvency, as well as experience and historical payment trends.

Provisions for inventory obsolescence and inventory write-downs at their expected sale value

Inventories subject to obsolescence and slow turnover are systematically measured and written down if their recoverable value is less than their carrying value. Write-downs are calculated based on management assumptions and estimates, resulting from experience and historical results.

If the expected sale value is less than the purchase or production cost, inventories of finished goods are written down to market value, estimated on the basis of current selling prices.

Employee benefits

The current value of liabilities for employee benefits depends on a series of factors determined using actuarial techniques based on certain assumptions. Assumptions concern the discount rate, estimates of future salary increases, and mortality and resignation rates. Any change in the above-mentioned assumptions might have significant effects on liabilities for pension benefits.

Share-based payments

Estimating the fair value of share-based payments requires the determination of the most appropriate valuation model, which depends on the terms and conditions under which these instruments are granted. This also requires the identification of data to feed into the valuation model, including assumptions about the exercise period of the options, volatility and dividend yield. The Group uses a binomial model for the initial measurement of the fair value of share-based payments with employees.

Income taxes

The Group is subject to different bodies of tax legislation on income. Determining liabilities for Group taxes requires the use of management valuations in relation to transactions whose tax implications are not certain at the end of the reporting period. Furthermore, the valuation of deferred taxes is based on income expectations for future years; the valuation of expected income depends on factors that might change over time and have a significant effect on the valuation of deferred tax assets.

Other provisions

When estimating the risk of potential liabilities from disputes, the Directors rely on communications regarding the status of recovery procedures and disputes from the lawyers who represent the Group in litigation. These estimates are determined taking into account the gradual development of the disputes, considering existing exemptions.

Climate change

With reference to the potential impact of climate change on the Group's activities, the Management carries out targeted analyses to identify and manage the main risks and uncertainties to which the Group is exposed, adapting the corporate strategy accordingly, as described in detail in the Sustainability Statement within the Report on Operations.

To date, climate-related issues have not had a significant impact on the opinions and estimates used in preparing these Consolidated Financial Statements.

Estimates and assumptions are regularly reviewed and the effects of each change immediately reflected in the income statement.

New accounting standards

Amendments to IFRS 16 "Financial Instruments"

In September 2022, the IASB issued an amendment to IFRS 16 that provides specific measurement requirements for lease liabilities that may include variable lease payments arising from a sale and leaseback transaction. The objective is to ensure that the selling lessor does not recognise any gain or loss in respect of the right of use it retains. These changes had no impact on the Group's consolidated financial statements.

Amendments to IAS 1 "Presentation of Financial Statements"

The amendments to IAS 1 specify the requirements for classifying liabilities as current or non-current. In particular, the amendments clarify (a) what is meant by the right to postpone an expiry; (b) that the right to postpone must exist at the end of the reporting period; (c) that classification is not impacted by the likelihood that the entity will exercise its right to postpone (d) that only if a derivative embedded in a convertible liability is itself an equity instrument does the maturity of the liability have no impact on classification. Finally, a requirement has been introduced to disclose when a liability arising from a loan agreement is classified as non-current and when the entity's right to postpone is conditional on meeting covenants within twelve months. These changes had no impact on the Group's consolidated financial statements.

Amendments to IAS 7 "Statement of Cash Flows" and to IFRS 7 "Financial instruments"

The amendments clarify the characteristics of supply chain financing agreements (Supply finance arrangements) and introduce certain specific disclosure requirements to help users of financial statements understand the impact of such transactions on liabilities, cash flows and exposure to liquidity risk. These changes had no impact on the Group's consolidated financial statements.

Principles enacted but not yet in force

IFRS18 "Presentation and Disclosure in Financial Statements"

In April 2024, the IASB issued IFRS 18, which replaces IAS 1 'Presentation of Financial Statements'. The main changes introduced by the principle concern:

IFRS 18 and subsequent amendments to other standards are effective for financial years beginning on or after 1 January 2027, but early application is permitted subject to disclosure. IFRS 18 will apply retrospectively. The Group is currently assessing the impact the changes will have on its financial statements and notes thereto.

Amendments to IAS 21 "The Effects of Changes in Foreign Exchange Rates: Lack of exchangeability"

On 15 August 2023, the IASB issued amendments to IAS 21 that specify how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. When an entity estimates a spot exchange rate because a currency is not exchangeable into another currency, it provides information to enable users of its financial statements to understand how the non-exchangeable currency in the other currency affects, or is expected to affect, the entity's financial result, financial position and cash flows. The amendments will be effective for financial years beginning on or after 1 January 2025. Early application is permitted and disclosure of this fact is required. No significant impact on the Group's consolidated financial statements is expected.

Amendments to IFRS 9 and IFRS 7 "Classification and valuation of financial Instruments"

On 30 May 2024, the IASB issued amendments to the classification and valuation of financial instruments. It clarified when a financial liability is derecognised on the 'settlement date' and introduced an accounting policy option to derecognise financial liabilities settled through an electronic payment system before the settlement date, where certain conditions are met. Clarification was provided on the valuation procedures for the contractual characteristics of cash flows of financial assets which include ESG characteristics and similar characteristics. In addition, the amendments clarified the treatment of non-recourse financial assets and contractually-bound instruments. The amendment to IFRS 7 requires additional disclosure for financial assets and liabilities with contractual terms that refer to a contingent event (including those linked to ESG factors) and for equity instruments classified at fair value and recognised in other components of the comprehensive income statement. The amendments will become effective for financial years beginning on or after 1 January 2026, and entities may opt for the early adoption of changes in the classification of financial assets and related supplementary disclosures. No significant impact on the Group's consolidated financial statements is expected.

IFRS19 "Subsidiaries without Public Accountability: Disclosures".

In May 2024, the IASB issued IFRS 19, which allows subsidiaries meeting certain eligibility criteria to choose to apply reduced disclosure requirements compared to the disclosure requirements of IFRS Accounting Standards when complying with the recognition, measurement and presentation requirements of IFRS Accounting Standards. The eligibility criteria require an entity to be a subsidiary as defined in IFRS 19, not to be publicly accountable, and have an ultimate or intermediate parent entity that prepares consolidated financial statements which are available to the public and drafted in accordance with IFRS accounting standards.

IFRS 19 will become effective for financial years beginning on or after 1 January 2027, with the possibility of early adoption. Sabaf S.p.A. is not a controlled entity and is therefore excluded from the scope of application of this standard.

Hyperinflation - Turkey: application of IAS 29

As from 1 April 2022, the Turkish economy is considered and hyperinflationary economy in accordance with the criteria set out in "IAS 29 - Financial Reporting in Hyperinflationary Economies", i.e. following the assessment of qualitative and quantitative elements including the presence of a cumulative inflation rate greater than 100% over the previous three years. Therefore, starting with the consolidated financial statements as at 31 December 2022, IAS 29 was applied with reference to the parent company's subsidiaries in Turkey, Sabaf Turkey and Okida. Starting from the financial statements at 31 December 2023, following the merger by incorporation of Okida into Sabaf Turkey, IAS 29 was only applied with reference to the subsidiary Sabaf Turkey.

Consumer price index Value at
31/12/2023
Value at
31/12/2024
Change
TURKSTAT 1,859.38 2,684.55 +44.38%
Consumer price index Value at
31/12/2022
Value at
31/12/2023
Change
TURKSTAT 1,128.45 1,859.38 +64.77%
Consumer price index Value at
31/12/2021
Value at
31/12/2022
Change
TURKSTAT 686.95 1,128.45 +64.27%

The cumulative levels of general consumer price indices are shown below:

Accounting effects

The financial statements of Sabaf Turkey were redetermined before being included in the Group's consolidated financial statements. In particular, the effect related to the remeasurement of non-monetary assets and liabilities, equity items and income statement items, net of the related tax effect, was recognised in a separate item in the income statement under financial income and expenses. The related tax effect was recognised, instead, in taxes for the period. On consolidation, as required by IAS 21, the restated financial statements were converted using the final exchange rate in order to restore the amounts to current values.

Effects of the application of the hyperinflation on the Consolidated Statement of Financial Position


(
/000)
31/12/2024 Hyperinflation
effect
31/12/2024
with Hyperinflation
effect
Total non-current assets 142,377 35,286 177,663
Total current assets 175,085 876 175,961
Total assets 317,462 36,162 353,624
Total shareholders' equity 136,950 36,794 173,744
Total non-current liabilities 71,772 (632) 71,140
Total current liabilities 108,740 - 108,740
Total liabilities and shareholders'
equity
317,462 36,162 353,624


(
/000)
12 months
2024
Hyperinflation
effect
12 months 2024
with hyperinflation
effect
Operating revenue and income 287,704 8,321 296,025
Operating costs (247,306) (5,015) (252,321)
Operating profit before depreciation
& amortisation, capital gains/losses
and write-downs/write-backs of
non-current assets (EBITDA)
40,398 3,306 43,704
EBIT 21,204 (3,465) 17,739
Profit before taxes 20,269 (7,460) 12,809
Income taxes (3,354) (1,562) (4,916)
Minority interests 965 - 965
Profit attributable to the Group 15,950 (9,022) 6,928

Effects of the application of the hyperinflation on the consolidated Income Statement

The negative hyperinflation effect on the operating result shown in the table includes €2,809 thousand for the write-down of the goodwill of the "Electronic components" CGU, in compliance with the provisions of IAS 36 and following the revaluation of the CGU's assets (including the goodwill) deriving from the application of IAS 29. For further details, refer to Note 3.

Comments on significant balance sheet items

1. PROPERTY, PLANT AND EQUIPMENT

Property Plant and
equipment
Other
assets
Assets under
construction
Total
Cost
At 31 December 2022 66,676 251,610 66,658 9,229 394,173
Increases 5,999 7,992 3,345 3,163 20,499
Disposals (450) (2,273) (563) - (3,286)
Change in the scope of
consolidation
2,330 6,253 586 35 9,204
Reclassifications 3,664 3,383 710 (7,906) (149)
Monetary revaluation
(IAS 29)
2,497 8,250 2,860 - 13,607
Forex differences (2,217) (6,739) (2,358) (23) (11,337)
At 31 December 2023 78,499 268,476 71,238 4,498 422,711
Increases 1,437 5,783 3,430 3,263 13,913
Disposals (52) (5,277) (557) (71) (5,957)
Reclassifications 102 2,511 1,100 (3,784) (71)
Monetary revaluation
(IAS 29)
2,652 8,764 3,115 - 14,531
Forex differences (1,847) (5,080) (1,944) (67) (8,938)
At 31 December 2024 80,791 275,177 76,382 3,839 436,189

Accumulated amortisation

At 31 December 2022 30,430 207,786 56,352 - 294,568
Depreciations for the
year
2,720 9,993 4,146 - 16,859
Derecognition due to
disposal
(295) (2,087) (360) - (2,742)
Change in the scope of
consolidation
- 4,351 457 - 4,808
Reclassifications (54) (5) (114) - (173)
Monetary revaluation
(IAS 29)
978 3,269 1,410 - 5,657
Forex differences (950) (2,843) (1,214) - (5,007)
At 31 December 2023 32,829 220,464 60,677 - 313,970
Depreciations for the
year
3,282 11,058 4,844 - 19,184
Derecognition due to
disposal
(52) (4,892) (507) - (5,451)
Reclassifications - - - - -
Monetary revaluation
(IAS 29)
955 4,017 1,895 - 6,867
Forex differences (395) (2,225) (1,300) - (3,920)
At 31 December 2024 36,619 228,422 65,609 - 330,650
Net carrying value
At 31 December 2023 45,670 48,012 10,561 4,498 108,741

At 31 December 2024 44,172 46,755 10,773 3,839 105,539

The breakdown of the net carrying value of Property was as follows:

31/12/2024 31/12/2023 Change
Land 9,527 9,560 (33)
Industrial buildings 34,645 36,110 (1,465)
Total 44,172 45,670 (1,498)

Changes in property, plant and equipment resulting from the application of IFRS 16 are shown below:

Property Plant and
equipment
Other assets Total
At 31 December 2023 5,277 48 856 6,181
Increases 1,102 - 479 1,581
Monetary revaluation (IAS 29) 511 - - 511
Amortisation (1,379) (41) (295) (1,715)
Decreases - - (12) (12)
Foreign exchange differences (3) - - (3)
At 31 December 2024 5,508 7 1,028 6,543

The main investments during the year were aimed at the Group's organic growth in terms of internationalisation and product innovation, as well as optimising the efficiency and automation of production processes.

Decreases mainly relate to the disposal of machinery no longer in use.

Assets under construction include machinery under construction and advance payments to suppliers of capital equipment.

At 31 December 2024, the Group identified no endogenous or exogenous indicators of impairment of its property, plant and equipment. As a result, the value of property, plant and equipment was not submitted to impairment testing, with the exception of assets relating to cash-generating units to which assets with an indefinite useful life are allocated, for which the entire capital employed was submitted to impairment testing. Please refer to Note 3 for further details.

2. INVESTMENT PROPERTY

Cost
At 31 December 2022 2,265
Increases 117
Disposals (583)
Reclassifications (28)
At 31 December 2023 1,771
Increases -
Disposals (165)
Reclassifications -
At 31 December 2024 1,606

Depreciations and write-downs
At 31 December 2022 1,282
Depreciations for the year 105
Derecognition due to disposal (307)
Reclassifications -
At 31 December 2023 1,080
Increases 90
Disposals (101)
Reclassifications -
At 31 December 2024 1,069
Net carrying value
At 31 December 2023 691
At 31 December 2024 537

The change in investment properties includes the following movements resulting from the application of IFRS 16:

Investment
property
1 January 2024 80
Increases -
Decreases -
Depreciations (40)
At 31 December 2024 40

The item Investment property includes non-operating buildings owned by the Group: these are mainly properties for residential use, held for rental. Disposals during the period, for a net carrying value of €64 thousand, resulted in capital gains totalling €31 thousand.

At 31 December 2024, the Group found no other endogenous or exogenous indicators of impairment of its investment property. As a result, the value of investment property was not submitted to impairment testing.

3. INTANGIBLE ASSETS

Goodwill Patents and
software
Developme
nt costs
Other
intangible
assets
Total
Cost
At 31 December 2022 32,178 10,848 10,234 28,749 82,009
Increases - 431 2,249 33 2,713
Decreases - - - - -
Change in the scope of 1,564 - - 2,473 4,037
consolidation
Reclassifications - 147 (337) (178) (368)
Monetary revaluation (IAS 29) 6,466 260 - 3,819 10,545
Forex differences (6,648) (242) (3) (3,687) (10,580)
At 31 December 2023 33,560 11,444 12,143 31,209 88,356
Increases - 178 2,782 70 3,030
Decreases - (10) - (5) (15)
Reclassifications - 29 - - 29
Monetary revaluation (IAS 29) 6,487 268 - 3,832 10,587
Forex differences (1,776) (108) (1) (920) (2,805)
At 31 December 2024 38,271 11,801 14,924 34,186 99,182
Amortisation/Write-downs
At 31 December 2022 4,546 9,772 5,350 8,173 27,841
Depreciations for the year - 466 696 2,110 3,272
Decreases - - - - -
Change in the scope of - - - - -
consolidation
Reclassifications - - - - -
Monetary revaluation (IAS 29) - 221 - 1,167 1,388
Forex differences - (205) - (1,171) (1,376)
At 31 December 2023 4,546 10,254 6,046 10,279 31,125
Depreciations for the year - 447 923 2,443 3,813
Decreases - 239 - - 239
Write-downs 2,915 - - - 2,915
Change in the scope of - - - - -
consolidation
Reclassifications - - - - -
Monetary revaluation (IAS 29) - - - 1,425 1,425
Forex differences - (87) - (384) (471)
At 31 December 2024 7,461 10,853 6,969 13,763 39,046
Net carrying value
At 31 December 2023 29,014 1,190 6,097 20,930 57,231
At 31 December 2024 30,810 948 7,955 20,423 60,136

Goodwill

Pursuant to IAS 36, goodwill is allocated to different cash-generating units ("CGUs"), which are identified on the basis of operating segments, according to geographic logics and corresponding to the businesses being acquired. The CGUs to which goodwill has been allocated are shown below:

CGU 31/12/2023 Revaluation
IAS29
Forex
differences
Write-downs 31/12/2024
Professional
burners
1,770 - - - 1,770
Electronic
components
16,447 6,488 (1,827) (2,809) 18,299
P.G.A. electronic
components
1,910 - - (106) 1,804
Hinges 4,414 - - - 4,414
C.M.I. hinges 3,680 - - - 3,680
MEC hinges 793 - 50 - 843
Total 29,014 6,488 (1,777) (2,915) 30,810

The Group verifies the ability to recover goodwill ("Impairment test") at least once a year or more frequently if there are indications of impairment. Recoverable amount is determined through value of use, by discounting expected cash flows.

The main assumptions used to determine the value of use of the different CGUs refer a) to the financial flows deriving from company business plans, b) to the discount rate and c) to the long-term growth rate.

Determining cash flows

The management defined a single plan for each CGU with respect to the 2025-2027 period, which represents the best estimate of the expected trend in operations, based on corporate strategies and the growth indices of the specific sector and reference markets. In particular, the forecasts for the first year of the forecast plan (2025) were developed based on the Group's 2025 budget, approved by the Parent Company's Board of Directors on 17 December 2024; the forecasts for the next two years (2026 and 2027) were determined analytically while updating the Group's 2025 - 2027 Business Plan. The multi-year plans of each CGU were submitted for approval to the Boards of Directors of the Group companies to which each CGU belongs and to the Parent Company's Board of Directors at the same time as the impairment tests were approved.

Revenues were estimated on the basis of information obtained from customers and on the basis of management's expectations regarding the trend of the reference market, which anticipate a moderate recovery from the weak phase that characterised 2024. The contribution of revenues from new products already developed, weighted by their probability of success, was also estimated. The plans were prepared under the assumption of substantially unchanged raw material prices, in view of the proven historical ability of CGUs to pass on changes in material costs to selling prices. Estimates of revenues and profitability incorporate elements of caution to reflect geopolitical and macroeconomic uncertainty. It should be noted that the CGUs to which intangible assets with an indefinite useful life are allocated are not exposed to significant transitional climatic risks, that energy costs have an extremely low incidence compared to the industrial cost of products, and that the related production processes do not directly use fossil fuels (gas) as an energy source.

The business plans consider only real growth, do not take into account expected inflation and have been prepared in Euro, i.e. in the currency in which - with the exception of MEC

Lastly, cash flows for the 2025-2027 period were augmented by the so-called terminal value, which expresses the operating flows that the CGU is expected to generate from the fourth year to infinity and determined based on the perpetual income.

Discount rate

The discount rate used to discount expected future cash flows was determined for each CGU, and is represented by the weighted average cost of capital (WACC), which reflects the current market valuation of the time value of money for the period considered and the specific risks of the Group companies and their reference sectors. Compared to the previous year, it was deemed appropriate to update the panel of comparables in order to better represent the systematic risk of the Group's core businesses, including in accordance with the evolution of the Group's strategy and scope. The values of the discount rates used last year are shown below for comparison, and it should be noted that the updating of the panel of comparables had no significant effect.

Long-term growth rate

In addition to the flows expected for the period 2025-2027, which are explicitly forecasted, there is also the so-called Perpetuity, representing the Terminal Value. This was determined, according to the same logics adopted in the previous year, using a long-term growth rate (g-rate), specific to each CGU, reflecting the growth potential of the area in question.

CGU Discount rate
(WACC) %
Long-term growth
rate (g-rate)
Cash flow
horizon
Terminal Value
Calculation
Method
2024 2023 2024 2023
Professional burners 9.27% 11.09% 2.00% 2.00% 3 years old Perpetual
instalment
Electronic components 12.90% 15.69% 2.50% 2.50% 3 years old Perpetual
instalment
P.G.A. electronic components 9.78% 10.94% 2.50% 2.50% 3 years old Perpetual
instalment
Hinges 9.70% 11.84% 2.00% 2.00% 3 years old Perpetual
instalment
C.M.I. hinges 9.34% 11.45% 2.00% 2.00% 3 years old Perpetual
instalment
MEC hinges 9.38% 10.99% 2.00% 2.00% 3 years old Perpetual
instalment

The table below shows the main basic assumptions used in performing the impairment test.

The changes in the discount rates, compared to those used when preparing the consolidated financial statements as at 31 December 2023, are mainly due to the reduction in the cost of debt and the risk-free rate.

The impairment tests carried out according to the methods described above and approved by the Board of Directors on 25 February 2025, with the opinion of the Control and Risk and Committee, did not reveal any impairment losses, except for the "P.G.A. Electronic components" CGU and the "Electronic components" CGU.

In particular, with reference to the "P.G.A. Electronic components" CGU, the recoverable amount as at 31 December 2024 was lower than the corresponding net invested capital (carrying amount) by €106 thousand, therefore the related goodwill was written down by this amount. With reference to the "Electronic components" CGU, an enterprise value of €34.816 million was determined, which was €2.809 million lower than the carrying value at 31 December 2024, therefore, the related goodwill was written down by this amount. It should be noted that the value of the CGU's invested capital increased from €30,865 million as at 31 December 2023 to €37,625 million as at 31 December 2024, due to the application of accounting standard IAS 29 (hyperinflation): the revaluation of non-current assets and inventories, which was carried out on the basis of the general consumer price index in Turkey, was not offset by the devaluation of the Turkish lira, which instead remained substantially stable during 2024. It should also be noted that the enterprise value is €24.143 million higher than the net invested capital not restated in accordance with IAS 29 (amounting to €10,673 million).

The following activities were carried out to complete the analysis:

a sensitivity analysis aimed at verifying the recoverability of goodwill against changes in the basic assumptions used to determine discounted cash flows. In particular, the following table shows the WACC, g-rate and EBITDA that would lead to an impairment loss, keeping all other basic assumptions unchanged:

Break-even values in a "steady case" situation
Sensitivity analysis WACC EBITDA
Professional burners 19% -47.2%
Electronic components n/a n/a
P.G.A. electronic components n/a n/a
Hinges 28.7% -63.8%
C.M.I. hinges 25.5% -54.7%
MEC hinges 13.6% -27.3%

With reference to the break-even values of the g-rate, please note that, even if the g-rate were 0, there would be no loss of value.

With reference to the "Electronic components" CGU, sensitivity analyses show a difference between recoverable value and net invested capital ranging from +€3 million to -€10.3 million. For the "P.G.A. Electronic components" CGU, the difference between recoverable value and net invested capital ranges from +€2.1 million to -€2.4 million. With reference to the other CGUs submitted to impairment testing, none of the scenarios covered by the sensitivity analysis showed a recoverable value lower than the carrying value.

Lastly, in examining possible indicators of impairment, the Group also took into consideration the relationship between stock market capitalisation (€190.9 million) and the carrying value of the Group's equity at 31 December 2024 (€165.8 million), which shows a positive difference.

Patents and software

The main investments in software are related to extending the functions and updating the Group's management system (SAP) and to the filing of patents.

Development costs

Development costs mainly refer to the development of new products to extend the range and features offered within the induction cooking sector. To this end, it is worth remembering that a dedicated project team was set up to develop the project know-how in-house, with patents, proprietary software and hardware.

Increases in development costs include projects in progress and therefore not yet subject to amortisation.

With regard to patents, software and development costs, no internal and external indicators that would necessitate an impairment test were identified.

Other intangible assets

The other intangible assets recognised in these consolidated financial statements mainly derive from the Purchase Price Allocation carried out following the acquisition of Okida Elektronik in September 2018, of C.M.I. S.r.l. in July 2019, of P.G.A. in October 2022 and of MEC in July 2023.

31/12/2024 31/12/2023 Change
Customer Relationship 14,351 15,090 (739)
Brand 3,518 2,947 571
Know-how 567 400 167
Patents 1,776 2,306 (530)
Other 211 187 24
Total 20,423 20,930 (507)

The net carrying value of other intangible assets is broken down as follows:

At 31 December 2024, the recoverability of the amount of other intangible assets was verified as part of the impairment test of the related goodwill described in the previous paragraph.

4. EQUITY INVESTMENTS

31/12/2024 31/12/2023 Change
Other equity investments 86 95 (9)
Total 86 95 (9)

5. NON-CURRENT RECEIVABLES

31/12/2024 31/12/2023 Change
Tax receivables 63 287 (224)
Guarantee deposits 197 187 10
Receivables from former P.G.A. 645 620 25
shareholders
Total 905 1,094 (189)

Tax receivables relate to indirect taxes expected to be recovered after 31 December 2025. Receivables from former P.G.A. shareholders, already agreed upon between the parties, refer to compensation obligations envisaged upon the occurrence of certain events (liabilities incurred by P.G.A.) regulated by the acquisition agreement.

6. INVENTORIES

31/12/2024 31/12/2023 Change
Raw Materials 29,476 29,084 392
Semi-processed goods 17,442 15,410 2,032
Finished products 21,604 22,920 (1,316)
Provision for inventory write (5,390) (5,429) 39
downs
Total 63,132 61,985 1,147

The value of final inventories at 31 December 2024 increased compared to the end of the previous year to meet the higher volumes of activity.

At 31 December 2024, the value of inventories was adjusted based on an improved estimate of the idle capacity and obsolescence risk, measured by analysing slow and nonmoving inventory. The following table shows the changes in the Provision for inventory write-downs during the current financial year:

31/12/2023 5,429
Provisions 1,856
Utilisation (1,883)
Monetary revaluation (IAS 29) 162
Forex differences (174)
31/12/2024 5,390

7. TRADE RECEIVABLES

31/12/2024 31/12/2023 Change
Total trade receivables 65,891 56,661 9,230
Bad debt provision (1,054) (835) (219)
Net total 64,837 55,826 9,011

Trade receivables at 31 December 2024 were higher that at the end of 2023 following higher sales. There were no significant changes in the payment terms agreed with customers.

The amount of trade receivables recognised in the financial statements includes approximately €18.5 million in insured receivables.

The breakdown of trade receivables by past due period is shown below:

31/12/2024 31/12/2023 Change
Current receivables (not past due) 49,368 42,395 6,973
Outstanding up to 30 days 9,856 8,356 1,500
Outstanding from 30 to 60 days 3,114 3,099 15
Outstanding from 60 to 90 days 1,209 911 298
Outstanding for more than 90 days 2,344 1,900 444
Total 65,891 56,661 9,230

The bad debt provision was adjusted to the better estimate of the credit risk and expected loss at the end of the reporting period, also carried out by analysing each expired item. Changes during the year were as follows:

31/12/2023 835
Provisions 320
Utilisation (89)
Forex differences (12)
31/12/2024 1,054

8. TAX RECEIVABLES

31/12/2024 31/12/2023 Change
For income tax 3,813 7,186 (3,373)
For VAT and other sales taxes 5,997 4,536 1,461
Other tax credits 99 0 99
Total 9,909 11,722 (1,813)

At 31 December 2024 income tax receivables mainly include:

31/12/2024 31/12/2023 Change Advances to suppliers 1,888 1,866 22 Credits to be received from suppliers 951 943 8 Accrued income and prepaid expenses 1,197 858 339 Other 286 201 85 Total 4,322 3,868 454

9. OTHER CURRENT RECEIVABLES

Credits to be received from suppliers mainly refer to bonuses paid to the Group for the attainment of purchasing objectives.

10. FINANCIAL ASSETS

31/12/2024 31/12/2023
Current Non-current Current Non-current
Time deposit accounts 2,744 - 6,254 -
Derivative instruments 376 - 1,003 -
Total 3,120 - 7,257 -

Time deposit accounts are time deposits by certain foreign subsidiaries; these are temporary investments of liquidity in excess of normal operations at better yields than ordinary deposits.

Derivative instruments refer to three interest rate swap (IRS) contracts for amounts and maturities coinciding with six unsecured loans that are being amortised, whose residual value at 31 December 2024 is €10,319 thousand. The interest rate swap contracts have not been designated as capital flow hedges and are therefore at their fair value through profit and loss, and recognised in the items "Fair Value through profit or loss", with "Financial income" as a balancing entry.

11. CASH AND CASH EQUIVALENTS

The item Cash and cash equivalents, equal to €30,641 thousand at 31 December 2024 (€36,353 thousand at 31 December 2023), refers to cash and bank current account balances, which are mainly in euro or US dollars. Changes in the cash and cash equivalents are analysed in the statement cash flows.

12. SHARE CAPITAL

The parent company's share capital consists of 12,686,795 shares with a par value of € 1.00 each. The share capital paid in and subscribed did not change during the year. The structure of the share capital as at 31 December 2024 is shown in the table below.

No. of shares % of share
capital
Rights and obligations
Ordinary shares 7,034,278 55.45% -
Ordinary
shares
with
increased vote
5,652,517 44.55% Two voting rights per share
TOTAL 12,686,795 100%

With the exception of the right to increased vote, there are no rights, privileges or restrictions on the shares of the Parent Company. The availability of the Parent Company's reserves is indicated in the separate financial statements of Sabaf S.p.A..

13. TREASURY SHARES AND OTHER RESERVES

Treasury shares

With regard to the 2021 - 2023 Stock Grant Plan, following the expiry of the three-year vesting period, during the financial year, 103,349 ordinary shares of the Company were allocated and transferred to the beneficiaries, through the use of shares already available to the Parent Company.

To implement the shareholders' meeting resolution of 8 May 2024, a Buyback plan was initiated during the year, under which 14,692 treasury shares were purchased at an average price of €14.36 per share. No treasury shares were sold in 2024.

At 31 December 2024, Sabaf S.p.A. held 153,306 treasury shares (1.208% of the share capital), reported in the financial statements as an adjustment to shareholders' equity at a weighted average unit value of €15.14 (the closing stock market price of the Share at 31 December 2024 was €15.15). There were 12,533,489 outstanding shares at 31 December 2024.

Stock grant reserve

Items "Retained earnings, other reserves" of €88,528 thousand includes, at 31 December 2024, the stock grant reserve of €394 thousand, which included the measurement at 31 December 2024 of the fair value of rights assigned to receive shares of the Parent Company relating to the new 2024 – 2026 Stock Grant Plan, medium- and long-term incentive plan for directors and employees of the Sabaf Group, for the details of which reference is made to Note 39. During the financial year 2024, the portion related to the 2021 - 2023 Stock Grant Plan, which ended in May 2024, was released, with the allocation of the accrued shares to the beneficiaries.

Cash Flow Hedge reserve

The following table shows the change in the Cash Flow Hedge reserve related to the application of IFRS 9 on derivative contracts and referring to the recognition in net equity of the effective part of the derivative contracts signed to hedge the foreign exchange rate risk for which the Group applies hedge accounting.

Value at 31 December 2023 74
Change during the period (139)
Value at 31 December 2024 (65)

The characteristics of the derivative financial instruments that gave rise to the Cash Flow Hedge reserve and the accounting effects on other items in the financial statements are broken down in Note 37, in the paragraph Foreign exchange risk management.

31/12/2024 31/12/2023
Current Non-current Total Current Non-current Total
Bond issue - 29,755 29,755 - 29,720 29,720
Unsecured loans 18,508 28,246 46,754 21,261 46,748 68,009
Short-term bank loans 11,000 - 11,000 - - -
Advances on bank
receipts or invoices
1,711 - 1,711 155 - 155
Leases 1,786 4,854 6,640 1,660 5,079 6,739
Interest payable 229 - 229 241 - 241
Total 33,234 62,855 96,089 23,317 81,547 104,864

14. LOANS

In 2021, Sabaf S.p.A. issued a €30 million bond fully subscribed by PRICOA with a maturity of 10 years, an average life of 8 years and a fixed coupon of 1.85% per year. The loan has the same covenants, defined with reference to the consolidated financial statements at the end of each reporting period, all complied with at 31 December 2024 and for which, according to the Group's business plan, compliance is also expected in subsequent years:

The Group did not take out any new unsecured loans during the year. Some of the outstanding unsecured loans have covenants, defined with reference to the consolidated financial statements at the end of the reporting period, as specified below:

complied with at 31 December 2024 and for which, according to the Group's business plan, compliance is also expected in subsequent years.

All bank loans are denominated in euro.

To manage interest rate risk, some unsecured loans (with a total residual value of €23,507 thousand at 31 December 2024) are either fixed-rate or hedged by IRS. On the other hand, the residual value of unsecured loans taken out at a variable rate and not covered by the IRS was €23,247 thousand.

The following table shows the changes in lease liabilities during the year:

Lease liabilities at 31 December 2022 3,088
New agreements signed during 2023 5,283
Repayments during 2023 (1,462)
Forex differences (170)
Lease liabilities at 31 December 2023 6,739
New agreements signed during 2024 1,696
Repayments during 2024 (1,861)
Forex differences 66
Lease liabilities at 31 December 2024 6,640

The value of lease liabilities at 31 December 2024 includes €6,158 thousand in operating leases and €482 thousand in finance leases, all recognised in accordance with IFRS16. Note 37 provides information on financial risks, pursuant to IFRS 7.

15. OTHER FINANCIAL LIABILITIES

31/12/2024 31/12/2023
Current Non-current Current Non-current
Option on MEC minorities 11,469 - - 11,721
Payables to former P.G.A.
shareholders
- - 175 -
Currency derivatives 84 - - -
Total 11,553 - 175 11,721

As part of the acquisition of MEC, a call option in favour of Sabaf for the remaining 49% of the share capital, exercisable from 2028, and a put option in favour of the minority shareholders, exercisable from 2025 to 2028, were subscribed. The valuation of the residual share will be based on an Enterprise Value equal to 8 times MEC's average EBITDA of the two financial statements preceding the date of exercise of the relevant option, adjusted for the net financial position at that date. The assignment of an option to sell in the terms described above (put option) required the recording of a liability corresponding to the estimated redemption value, expected at the time of any exercise of the option. To this end, a financial liability of €11.721 thousand was recognised in the consolidated financial statements at 31 December 2023. As required by IFRS 9, the Group revalued the outlay estimate based on the most recent results of MEC and reduced the liability by €252 thousand recognising financial income of €959 thousand and negative foreign exchange differences of €707 thousand as a balancing entry.

As at 31 December 2023 the payable to former P.G.A. shareholders referred to price adjustments following the completion of the acquisition and linked to contractually determined ("earn-out") objectives. Given that the objectives were not achieved, the liability was eliminated in the present year.

16. POST-EMPLOYMENT BENEFIT AND RETIREMENT PROVISIONS

Post-employment
benefit
At 31 December 2023 3,805
Provisions 539
Financial expenses 102
Payments made (349)
Tax effect (1)
Forex differences (47)
At 31 December 2024 4,049

Following the revision of IAS 19 - Employee benefits, from 1 January 2013, all actuarial gains or losses are recognised immediately in the comprehensive income statement ("Other comprehensive income") under the item "Actuarial income and losses".

Post-employment benefits are calculated as follows:

Financial assumptions 31/12/2024 31/12/2023
Discount rate 3.1% - 3.3% 3% - 3.2%
Inflation 2.5% 2.5%
Demographic theory 31/12/2024 31/12/2023
Mortality rate IPS55 ANIA IPS55 ANIA
Disability rate INPS 2000 INPS 2000
Staff turnover 3% - 10% 4% - 10%
Advance payouts 1% - 5% 1% - 3%
Retirement age Pursuant to legislation in force Pursuant to legislation in force
at 31 December 2024 at 31 December 2023

The sensitivity analyses carried out to take into account possible changes in actuarial assumptions did not reveal any significant changes in the liability.

17. PROVISIONS FOR RISKS AND CHARGES

31/12/2023 Provisions Utilisation Forex
differences
31/12/2024
Provision for
agents'
indemnities
196 2 (7) - 191
Product
guarantee fund
60 - (29) - 31
Provision for
legal risks
97 32 (22) (9) 98
Total 353 34 (58) (9) 320

The provision for agents' indemnities covers amounts payable to agents if the Group terminates the agency relationship.

The product guarantee fund covers the risk of returns or charges by customers for products already sold.

The provision for legal risks, set aside for minor disputes, was partially released during the

year given the settlement of some of the outstanding disputes.

The provisions for risks, which represent the estimate of future payments made based on historical experience, have not been discounted because the effect is considered negligible.

18. OTHER NON-CURRENT LIABILITIES

31/12/2024 31/12/2023 Change
Total 109 183 (74)

Other non-current liabilities refer to payables to the tax authorities, which will be paid in 2026.

19. TRADE PAYABLES

31/12/2024 31/12/2023 Change
Total 41,681 42,521 (840)

Average payment terms did not change versus the previous year. At 31 December 2024, there were no overdue payables of a significant amount and the Group did not receive any injunctions for overdue payables.

20. TAX PAYABLES

31/12/2024 31/12/2023 Change
For income tax 1,778 704 1,074
Withholding taxes 1,406 968 438
Other tax payables 1,352 1,352 258
Total 4,794 3,025 1,770

21. OTHER CURRENT PAYABLES

31/12/2024 31/12/2023 Change
To employees 6,978 6,452 526
To social security institutions 3,410 3,430 (20)
To agents 337 158 179
Advances from customers 884 385 499
Other current payables 5,869 5,584 285
Total 17,478 16,007 1,471

At the beginning of 2025, payables due to employees and social security institutions were paid in accordance with the scheduled expiry dates.

Other current payables include accrued liabilities and deferred income totalling €5,451 thousand.

22. DEFERRED TAX ASSETS AND LIABILITIES

31/12/2024 31/12/2023 Change
Deferred tax assets 10,460 13,315 (2,855)
Deferred tax liabilities (3,807) (5,136) 1,329
Net position 6,653 8,179 (1,526)

The table below analyses the nature of the temporary differences that determine the recognition of deferred tax liabilities and assets and their changes during the year and the previous year.

Non
current
tangible
and
intangible
assets
Provisions,
value
adjustments
Fair value
of
derivative
instruments
Goodwill Tax
incentives
Tax
losses
Actuarial
evaluation
of post
employment
benefit
effect Other
temporary
differences
Total
31/12/2023 (140) 1,395 (222) 709 3,281 467 121 1,533 1,035 8,179
Through profit
or loss
(325) 850 121 (177) 1,513 (248) - (2,799) 193 (872)
In
shareholders'
equity
- - 9 - - - 1 - - 10
Reclassification
from tax
receivables
(390) - - - - 609 - 390 - 609
Forex
differences
(399) (19) - - (365) (31) - (432) (27) (1,273)
31/12/2024 (1,254) 2,226 (92) 532 4,429 797 122 (1,308) 1,201 6,653

Deferred taxes related to 'non-current tangible and intangible assets' arise from the difference between the relevant carrying value and tax value, (Purchase Price Allocation, tax revaluations made in previous years on Sabaf Turkey's assets, other differences).

Deferred tax assets relating to goodwill refer to the exemption of the value of the investment in Faringosi Hinges s.r.l. made in 2011 pursuant to Italian law Decree 98/2011, deductible in ten instalments starting in 2018.

Deferred tax assets relating to tax incentives are commensurate to investments made in Turkey, for which the Group will benefit from a direct tax deduction. The tax effects of the application of IAS29 and hyperinflation according to the rules in place in Turkey are cumulatively shown in the column "Hyperinflation" and reflect the changed local regulations and the partial recognition of hyperinflation for tax purposes.

The line "reclassification from tax receivables" relates to taxes on tax losses that cannot be immediately offset under the national tax consolidation scheme.

23. TOTAL FINANCIAL DEBT

As required by the CONSOB memorandum of 28 July 2006, we disclose that the Group's net financial debt is as follows:

31/12/2024 31/12/2023 Change
A. Cash 30,641 36,353 (5,712)
B. Cash equivalents - - -
C. Other current financial assets 3,120 7,257 (4,137)
D. Liquidity (A+B+C) 33,761 43,610 (9,849)
E. Current financial payable 26,279 1,799 24,480
F. Current portion of non-current financial debt 18,508 21,693 (3,185)
G. Current financial debt (E+F) 44,787 23,492 21,295
H. Net current financial debt (G-D) 11,026 (20,118) 31,144
I. Non-current financial payable 33,100 63,548 (30,448)
J. Debt instruments 29,755 29,720 35
K. Trade payables and other non-current payables - - -
L. Non-current financial debt (I+J+K) 62,855 93,268 (30,413)
M. Total financial debt (H+L) 73,881 73,150 731

The consolidated statement of cash flows, which shows the changes in cash and cash equivalents (sum of letters A. and B. of this statement), describes in detail the cash flows that led to the change in the net financial debt. In particular, as can be seen from the Consolidated Statement of Cash Flows, the decrease in net financial debt in the period is mainly attributable to the cash flows generated by operations, also through the reduction in net working capital.

Comments on key income statement items

The figures for the 2023 financial year, shown for comparative purposes, include MEC's contribution only for the period during which the Sabaf Group held control, i.e. from 1 July 2023, the accounting closing date closest to the acquisition date (14 July 2023).

24. REVENUE

In 2024, sales revenue totalled €285,091 thousand, up by €47,142 thousand (+19.8%) compared with 2023 (+14.1% on a like-for-like basis).

Revenue 2024 % 2023 % % change
Europe (excluding Turkey) 80,246 28.1% 71,636 30.1% +12.0%
Turkey 76,103 26.7% 62,439 26.2% +21.9%
North America 60,889 21.4% 47,607 20.0% +27.9%
South America 35,895 12.6% 27,874 11.7% +28.8%
Africa and Middle East 15,188 5.3% 17,718 7.4% -14.3%
Asia and Oceania 16,770 5.9% 10,675 4.5% +57.1%
Total 285,091 100% 237,949 100% +19.8%

Revenue by geographical area

Revenue by product family

Revenue 2024 % 2023 % % change
Gas parts 169,403 59.4% 143,224 60.2% +18.3%
Hinges 87,364 30.6% 70,418 29.6% +24.1%
Electronic components 27,850 9.8% 24,307 10.25% +14.6%
Induction 474 0.2% - - -
Total 285,091 100% 237,949 100% +19.8%

In 2024, the Sabaf Group achieved positive results in all major markets, despite the continuing economic weakness in the market for household appliances. Growth in the financial year was supported by a good performance in Europe, a positive contribution from the South American market and the steady expansion of activities at the new sites in Mexico and India. The average sales prices of 2024 remained essentially in line with those of 2023.

25. OTHER INCOME

2024 2023 Change
Sale of trimmings 5,525 4,921 604
Contingent income 385 971 (586)
Rental income 66 78 (12)
Use/release of provisions for risks and 58 130 (72)
charges
Other income 4,900 2,956 1,944
Total 10,934 9,056 1,878

In 2024, other income mainly included: tax benefits for investments in capital goods and for research and development of €851 thousand, revenues from the sale of moulds and equipment for €874 thousand, Turkish public grants of €562 thousand as incentives for the hiring of personnel; insurance compensation of €425 thousand, mainly related to reimbursements obtained for damages caused by weather events at the Ospitaletto plant; revenues from the sale of energy produced by photovoltaic plants of €50 thousand.

26. PURCHASES OF MATERIALS

2024 2023 Change
Commodities and outsourced
components 126,418 103,486 22,932
Consumables 10,592 9,198 1,394
Total 137,010 112,684 24,326

The increase in purchases is correlated to the growth in business volumes. During 2024, the effective purchase prices of the main raw materials (aluminum alloys, steel and brass) were on average lower than in 2023, with a positive impact of 1% of sales. Consumption (purchases plus change in inventories) as a percentage of sales was 46.4% in 2024, compared with 48.8% in 2023.

27. COSTS FOR SERVICES

2024 2023 Change
Outsourced processing 10,966 9,513 1,453
Natural gas and power 9,085 7,762 1,323
Maintenance 7,907 6,879 1,028
Transport 5,703 4,328 1,375
Advisory services 2,654 4,109 (1,455)
Travel expenses and allowances 944 946 (2)
Commissions 1,519 1,183 336
Directors' fees 1,169 1,161 8
Insurance 1,257 1,135 122
Canteen 1,289 1,000 289
Other costs 8,450 6,907 1,543
Total 50,943 44,923 6,020

The main outsourced processing includes hot moulding of brass and steel blanking as well as some mechanical processing and assembly. Other costs included expenses for the registration of patents, waste disposal, cleaning, leasing third-party assets and other minor charges.

28. PERSONNEL COSTS

2024 2023 Change
Salaries and wages 47,959 38,959 9,000
Social Security costs 13,802 11,442 2,360
Temporary agency workers 4,995 4,196 799
Post-employment benefit and other 3,551 3,020
costs 531
Stock grant plan 95 543 (448)
Total 70,402 58,160 12,242

The Group workforce as at 31 December 2024 was 1,717 (1,641 as at 31 December 2023), of which 1,570 were employees (1,524 as at 31 December 2023). The number of temporary staff was 147 (117 at 31 December 2023). The number of employees compared to the previous year increased by 45.

The increase in personnel costs, compared to the previous year, is mainly linked - aside from the higher number of employees - to the change in the scope of consolidation, as well as the inflationary dynamics in 2024, with particular reference to the Italian companies and the Turkish subsidiary.

The item "Stock Grant Plan" included the measurement at 31 December 2024 of the fair value of options to the allocation of shares of the Parent Company assigned to Group employees. For details of the Stock Grant Plan, refer to Note 39.

29. OTHER OPERATING COSTS

2024 2023 Change
Non-income taxes 604 603 1
Other operating expenses 562 598 (36)
Contingent liabilities 230 407 (177)
Losses and write-downs of trade
receivables
320 34 286
Provisions for risks 32 20 12
Other provisions 2 73 (71)
Total 1,750 1,735 15

Non-income taxes chiefly relate to property tax.

30. FINANCIAL INCOME

2024 2023 Change
Interest from bank accounts 1,341 1,485 (144)
MEC option valuation adjustment (Note 15) 959 - 959
Interest rate derivatives 88 32 56
Other financial income 92 298 (206)
Total 2,480 1,815 665

2024 2023 Change
Expenses from hyperinflation 4,215 5,276 (1,061)
Interest paid to banks 3,256 3,453 (197)
Interest paid on finance lease contracts 346 219 127
Banking expenses 230 340 (110)
MEC option valuation adjustment (Note - 855 (855)
15)
Other financial expense 826 381 445
Financial expenses 4,658 5,248 (590)

31. EXPENSES FROM HYPERINFLATION/FINANCIAL EXPENSES

As from 2022, the effect of inflation on the Turkish subsidiaries was recognised in the financial statements, which involved in these financial statements the recognition of overall hyperinflation expenses of €4,215 thousand. For an appropriate and thorough analysis, please refer to the specific paragraph "Hyperinflation – Turkey: application of IAS 29" in the Explanatory Notes to these Financial Statements. The effects of applying IAS 29 to each item in the consolidated income statement are also shown in the annex to the Report on Operations. Other financial expenses mainly include interest expenses related to the early transfer of trade receivables to factors.

32. EXCHANGE RATE GAINS AND LOSSES

During 2024, the Group recorded net foreign exchange gains of €1,471 thousand, mainly due to the appreciation of the US dollar against the euro. In 2023 there had been net foreign exchange losses of €2,359 thousand because of the devaluation of the Turkish lira which remained largely stable during the current financial year.

33. INCOME TAXES

2024 2023 Change
Current taxes for the year 3,914 690 3,224
Deferred tax assets and liabilities 996 (4,371) 5,367
Taxes related to previous financial years 6 295 (289)
Total 4,916 (3,386) 8,302

Reconciliation between the tax burden booked in the financial statements and the theoretical tax burden calculated according to the statutory tax rates currently in force in Italy is shown in the following table:

2024 2023
Theoretical income tax 3,074 136
Permanent tax differences (286) (268)
Taxes related to previous financial years 16 (15)
Tax effect from different foreign tax rates 169 169
Effect of non-recoverable tax losses 912 959
"Energy intensive contribution" tax benefit - (165)
"Super and Iperammortamento" tax benefit (446) (631)
ACE tax benefit - (75)
Patent Box benefit (32) (635)
Turkey Hyperinflation 2,949 (975)
Tax incentives for investments in Turkey (1,513) (1,182)
Other differences (372) (946)
Income taxes booked in the accounts, excluding IRAP and
withholding taxes (current and deferred) 4,471 (3,628)
IRAP (current and deferred) 445 242
Total 4,916 (3,386)

Theoretical taxes were calculated applying the current corporate income tax (IRES) rate, i.e. 24% to the pre-tax result. IRAP is not taken into account for the purpose of reconciliation because, as it is a tax with a different assessment basis from pre-tax profit, it would generate distorting effects.

In these consolidated financial statements, the Group recognised:

34. EARNINGS PER SHARE

Basic and diluted EPS are calculated based on the following data:

Profit

(
/000)
2024 2023
Profit for the year 6,928 3,103
Number of shares 2024 2023
Weighted average number of ordinary shares for
determining basic earnings per share
12,510,823 11,812,152
Dilutive effect from potential ordinary shares - -
Weighted average number of ordinary shares for
determining diluted earnings per share
12,510,823 11,812,152

Earnings per share


(in
)
2024 2023
Basic earnings per share 0.554 0.263
Diluted earnings per share 0.554 0.263

Basic earnings per share are calculated on the average number of outstanding shares minus the average number of treasury shares, equal to 175,972 in 2024 (238,941 in 2023). Diluted earnings per share are calculated taking into account any shares approved but not yet subscribed.

35. DIVIDENDS

On 29 May 2024, shareholders were paid an ordinary dividend of €0.54 per share (total dividends of €6,776 thousand) in accordance with shareholders' resolution of 08 May 2024. The Directors have recommended payment of a dividend of €0.58 per share this year, subject to approval of shareholders in the annual Shareholders' Meeting and therefore not included under liabilities in these financial statements. The dividend proposed is scheduled for payment on 28 May 2025 (ex-date 26 May and record date 27 May).

36. INFORMATION BY BUSINESS SEGMENT

2024 FY
Gas parts
(household
and
professional)
Hinges Electronic
components
Components
for
induction
cooking
Unallocated
Revenues
and Costs
Total
Sales 164,081 86,627 25,783 474 8,126 285,091
Operating profit 14,153 8,270 4,120 (717) (8,087) 17,739

Information by business segment for 2024 and 2023 is provided below

2023 FY
Gas parts
(household
and
professional)
Hinges Electronic
components
Components
for
induction
cooking
Unallocated
Revenues
and Costs
Total
Sales 144,010 70,410 24,689 - (1,160) 237,949
Operating profit 8,942 5,188 3,834 - (6,902) 11,062

Unallocated Revenues and costs refer to:

37. INFORMATION ON FINANCIAL RISK

Categories of financial instruments

In accordance with IFRS 7, a breakdown of the financial instruments is shown below, among the categories set forth in IFRS 9:

31/12/2024 31/12/2023
Financial assets
Amortised cost
Cash and cash equivalents 30,641 36,353
Term bank deposits 2,744 6,254
Trade receivables and other receivables 69,159 59,694
Fair value through profit or loss
Derivatives to hedge cash flows 376 877
Hedge accounting
Derivatives to hedge cash flows - 126
Financial liabilities
Amortised cost
Loans 96,089 104,864
Other financial liabilities - 175
Trade payables 41,681 42,521
Fair value through profit or loss
Option on MEC minorities 11,469 11,721
Hedge accounting
Derivatives to hedge cash flows 84 -

The Group is exposed to financial risks related to its operations, mainly:

It is part of the Sabaf Group's policies to hedge exposure to changes in prices and in fluctuations in exchange and interest rates via derivative financial instruments. Hedging is done using forward contracts, options or combinations of these instruments. Generally speaking, the maximum duration covered by such hedging does not exceed 18 months. The Group does not engage in speculative transactions. When the derivatives used for hedging purposes meet the necessary requisites, hedge accounting rules are followed.

Credit risk management

Trade receivables involve producers of domestic appliances, multinational groups and smaller manufacturers in a few or single markets. The Group assesses the creditworthiness

of all its customers at the start of supply and systemically at least on an annual basis. The procedure adopted for credit management includes, inter alia:

The Group factors receivables with factoring companies based on without recourse agreements, thereby transferring the related risk.

A credit insurance policy is in place, which guarantees cover for approximately 28.6% of trade receivables.

Credit risk relating to customers operating in emerging economies is generally attenuated by the expectation of revenue through letters of credit.

Forex risk management

The key currencies other than the euro to which the Group is exposed are the US dollar, the Brazilian real and the Turkish lira, in relation to sales made in dollars (chiefly on some Asian and American markets) and the production units in Brazil and Turkey. The sales prices of the Turkish subsidiary are exclusively denominated in euro or US dollars; those of the Brazilian subsidiary are denominated in Brazilian real for domestic sales and in US dollars for exports. Sales in US dollars represented 28% of total turnover in 2024, while purchases in dollars represented 11% of total turnover. During the year, operations in dollars were partially hedged through forward sales contracts. At 31 December 2024, the Group had in place forward sales contracts of USD 6.2 million, maturing in December 2025 at an average exchange rate of 1.0625. With reference to these contracts, the Group applies hedge accounting, checking compliance with IFRS 9.

The table below shows the balance sheet and income statement effects of forward sales contracts recognised under hedge accounting.


(amounts in
/000)
2024
Reduction in current financial assets 126
Increase in current financial liabilities 84
Adjustment to the Cash Flow Hedge reserve (equity reserve) (139)
Positive impact through profit or loss 4

The following table shows the characteristics of the derivative financial instruments described in the previous paragraph.

Company Counterparty Instrument Maturity Value
date
Notional Fair value hierarchy
Faringosi
Hinges s.r.l.
BPER Banca Forward 25/03/25 USD 750,000
24/06/25 750,000
24/09/25 750,000
17/12/25 750,000
C.M.I. s.r.l. BPER Banca Forward 02/04/25 USD 1,000,000 2
02/04/25 500,000
01/07/25 700,000
01/07/25 1,000,000

Exchange rate risk management: cash flow hedge in accordance with IFRS 9 on commercial transactions

Sensitivity analysis

With reference to financial assets and liabilities in US dollars at 31 December 2024, a hypothetical and immediate revaluation of 10% of euro against the dollar would have led to a loss of €1,998 thousand.

Net value of assets and liabilities in foreign subsidiaries

The net value of assets and liabilities in foreign subsidiaries constitutes an investment in foreign currency, which generates a translation difference on consolidation of the Group, with an impact on the comprehensive income statement and the financial position. The table below shows the impact on the Group's equity of a 10% increase or decrease in the value of each currency against the euro at the end of 2024:

Value date Effect on Group Shareholders' Equity
Brazilian real +/-
1,719
Turkish lira +/-
8,091
Mexican peso +/-
1,252
Indian Rupee +/-
684
Chinese renminbi +/-
42
US Dollar +/-
1,128
Total +/-
12,916

Interest rate risk management

Excluding the financial liabilities related to the put option on minorities and leases, at the end of 2024, approximately 68% of the Group's gross financial debt was at a fixed rate or converted to a fixed rate by entering into interest rate swaps (IRS) when the loan was opened. As 31 December 2024, IRS totalling €10.3 million were in place, mirrored in loans with the same residual debt. The derivative contracts were not designated as a cash flow hedge and were therefore recognised using the "Fair value through profit or loss" method.

The following table shows the characteristics of the derivative financial instruments described in the previous paragraph.

Company Counterparty Instrument Maturity Value
date
Notional Fair value
hierarchy
Sabaf S.p.A. Crédit Agricole 30/06/25 1,800,000
Mediobanca IRS 28/04/27 EUR 8,490,000 2
P.G.A. s.r.l. Intesa Sanpaolo 29/07/25 29,365

Sensitivity analysis

With reference to financial liabilities at variable rate at 31 December 2024, a hypothetical and immediate 1% increase in interest rates would have led to a loss of €335 thousand.

Commodity price risk management

A significant portion of the Group's purchase costs is represented by aluminium, steel and brass. Based on market conditions and contractual agreements, the Group may not be able to pass on changes in raw material prices to customers in a timely and/or complete manner, with consequent effects on margins. The Group protects itself from the risk of changes in the price of aluminium, steel and brass with supply contracts signed with suppliers for delivery up to twelve months in advance or, alternatively, with derivative financial instruments. In 2024 and 2023, the Group did not use financial derivatives on commodities.

Liquidity risk management

The Group operates with a debt ratio considered physiological (net financial debt/shareholders' equity at 31 December 2024 of 42%, net financial debt/EBITDA of 1.69) and has unused short-term lines of credit. To minimise the risk of liquidity, the Administration and Finance Department:

An analysis by expiry date of financial payables at 31 December 2024 and 31 December 2023 is shown below:

Carrying
value
Contractual
cash flows
Within 3
months
From 3
months to
1 year
From 1 to
5 years
More
than 5
years
Short-term bank loans 12,940 12,973 12,973 - - -
Unsecured loans 46,754 49,106 2,669 17,083 29,354 -
Bond issue 29,755 32,775 - 555 19,887 12,333
Finance leases 6,640 7,461 530 1,572 4,991 368
MEC option 11,469 11,469 - 11,469 - -
Derivative instruments 84 84 84 - - -
Total financial payables 107,642 113,868 16,256 30,679 54,232 12,701
Trade payables 41,681 41,681 37,743 3,936 2 -
Total 149,323 155,549 53,999 34,615 54,234 12,701

At 31 December 2024

Carrying
value
Contractual
cash flows
Within 3
months
From 3
months to 1
year
From 1 to
5 years
More
than 5
years
Short-term bank loans 396 396 396 - - -
Unsecured loans 68,009 73,234 2,370 21,158 49,574 131
Bond issue 29,720 34,680 - 780 14,964 18,936
Finance leases 6,739 7,539 493 1,454 5,298 294
MEC option 11,721 11,721 - - 11,721 -
Due to P.G.A. shareholders 175 175 - - 175 -
Total financial payables 116,760 127,745 3,259 23,392 81,732 19,361
Trade payables 42,521 42,521 36,999 5,516 5 -
Total 159,281 170,266 40,258 28,908 81,737 19,361

At 31 December 2023

The various due dates are based on the period between the end of the reporting period and the contractual expiry date of the commitments, the values indicated in the table correspond to non-discounted cash flows. Cash flows include the shares of principal and interest; for floating rate liabilities, the shares of interest are determined based on the value of the reference parameter at the end of the reporting period and increased by the spread set forth in each contract.

Hierarchical levels of fair value assessment

The revised IFRS 7 requires that financial instruments reported in the statement of financial position at fair value be classified based on a hierarchy that reflects the significance of the input used in determining the fair value. IFRS 7 makes a distinction between the following levels:

The following table shows the financial assets and liabilities valued at fair value at 31 December 2024, by hierarchical level of fair value assessment.

Level 1 Level 2 Level 3 Total
Other financial assets (derivatives on interest rates) - 376 - 376
Total assets - 376 - 376
Other financial liabilities (MEC put option) - - 11,469 11,469
Total liabilities - - 11,469 11,469

With reference to the financial liability arising from the recognition of the put option in favour of MEC's minority shareholders, a sensitivity analysis was performed to verify the impact of any changes in the discount rate and exchange rate. Specifically, with 0.5% increases/decreases in the discount rate and 10% increases/decreases in the exchange rate, the value of the put option could vary between + €1.5 million and - €1.2 million.

38. RELATED PARTY TRANSACTIONS

Transactions between consolidated companies were derecognised from the consolidated financial statements and are not reported in these notes. The table below illustrates the impact of all transactions between the Group and other related parties on the balance sheet and income statement.

Impact of
related-party
transactions on balance sheet items
Total Non-consolidated Other related Total related Impact on
2024 subsidiaries parties parties the total
Trade payables 41,681 - - - 0.00%
Total Non-consolidated Other related Total related Impact on
2023 subsidiaries parties parties the total
Trade payables 45,521 - 4 4 0.00%

Impact of related-party transactions on income statement items

Total Non-consolidated Other related Total related Impact on
2024 subsidiaries parties parties the total
Services (50,943) - - - 0.00%
Total Non-consolidated Other related Total related Impact on
2023 subsidiaries parties parties the total
Services (44,923) - (27) (27) 0.05%

Transactions are regulated by specific contracts regulated at arm's length conditions.

Fees to Directors, Statutory Auditors and Executives with strategic responsibilities

Please see the 2024 Report on Remuneration for this information.

39. SHARE-BASED PAYMENTS

2021 – 2023 Stock Grant Plan

In May 2024, with the allocation of the accrued shares to the beneficiaries, the plan for the free allocation of shares, approved by the Shareholders' Meeting of 6 May 2021 for the period from 2021 to 2023, the Regulations of which had been approved by the Board of Directors on 13 May 2021, came to an end. During the first half of 2024, with a reduction of €300 thousand in staff costs, the Fair value of the rights granted to the beneficiaries for the relevant period was recognised (Note 28) and the related reserve that had been recognised in the Group's shareholders' equity was released (Note 13).

2024 – 2026 Stock Grant Plan

A plan for the free allocation of shares, approved by the Shareholders' Meeting of 8 May 2024, is in place. The related Regulations were approved by the Board of Directors on 18 June 2024. The main features of this Plan are summarised below.

Purpose

The Plan aims to promote and pursue the involvement of the beneficiaries whose activities are considered relevant for the implementation of the contents and the achievement of the objectives set out in the Business Plan, foster loyalty development and motivation of managers, by increasing their entrepreneurial approach as well as align the interests of management with those of the Company's shareholders more closely, with a view to promoting the sustainable success of the Company and the Group, the achievement of specific levels of growth and development, and the Group's sustainable objectives.

Subject matter

The subject-matter of the Plan is the free allocation to the Beneficiaries of a maximum of 270,000 Options, each of which entitles them to receive free of charge, under the terms and conditions provided for by the Regulations of the relevant Plan, 1 Sabaf S.p.A. Share. The free allocation of Sabaf S.p.A. shares is conditional on the achievement, in whole or in part, with progressiveness, of the business targets related to the ROI and EBITDA and the social and environmental targets.

Beneficiaries

The Plan is intended for persons who hold or will hold key positions in the Company and/or its Subsidiaries, with reference to the implementation of the contents and the achievement of the objectives of the 2024 - 2026 Business Plan. A total of 263,000 Rights were allocated to the Beneficiaries already identified.

Deadline

The 2024 - 2026 Plan is due to expire in 2027.

Accounting impacts and Fair Value measurement methods

In connection with this Plan, €394 thousand (Note 28) were recognised in personnel costs during the year, an equity reserve of the same amount (Note 13) was recognised as a balancing entry.

In line with the date on which the beneficiaries became aware of the assignment of the rights and terms of the plan, the grant date was set at 1 July 2024.

The main assumptions made at the beginning of the vesting period and the methods for determining the fair value at the end of the reporting period are illustrated below. The following economic and financial parameters were taken into account in determining the fair value per share at the start of the vesting period:

Share price on grant date adjusted for dividends €16.60
Dividend yield 2.90%
Expected volatility per year 31.30%
Interest rate per year 3.10%

Based on the exercise right at the different dates established by the Plan Regulations and on the estimate of the expected probability of achieving the objectives for each reference period, the unitary fair value at 31 December 2024 was determined as follows:

Rights relating to objectives Total value on ROI 9.80 3.43
measured on ROI Rights on ROI 35% Fair Value
Rights relating to objectives
measured on EBITDA
Total value on EBITDA 6.33 Fair Value 2.85
Rights on EBITDA 45%
Rights relating to ESG
objectives measured on
personal training
Total value on
"Personnel training"
14.02 Fair Value 0.70
Rights on "Personnel
training"
5%
Rights relating to ESG
objectives measured on safety
indicator
Total value on "Safety
indicator"
10.17 0.51
Rights on "Safety
indicator"
5% Fair Value
Rights relating to ESG
objectives measured on
reduction of emissions.
Total value on
"Reduction of emissions"
13.73 1.37
Rights on "Reduction of
emissions"
10% Fair Value
Fair Value per share 8.86

40. CAPITAL MANAGEMENT

For the purposes of managing the Group's capital, it has been defined that this includes the issued share capital, the share premium reserve and all other capital reserves attributable to the shareholders of the Parent Company. The main objective of capital management is to maximise the value for shareholders. In order to maintain or correct its financial structure, the Group may intervene in dividends paid to shareholders, purchase its own shares, redeem capital to shareholders or issue new shares. The Group controls equity using a gearing ratio consisting of the ratio of net financial debt (as defined in Note 23) to shareholders' equity. The Group's policy is to keep this ratio below 1. In order to achieve this objective, the management of the Group's capital aims, among other things, to ensure that the covenants, linked to loans, which define the capital structure requirements, are complied with. Violations of covenants would allow the lenders to demand immediate repayment of loans (Note 14). During the current financial year, there were no breaches of the covenants linked to loans.

In the years ended 31 December 2024 and 2023, no changes were made to the objectives, policies and procedures for capital management.

41. SIGNIFICANT NON-RECURRING EVENTS AND TRANSACTIONS

Pursuant to the Consob memorandum of 28 July 2006, the Group declares that no significant non-recurring events or transactions, as defined by the memorandum, took place in 2024.

42. SIGNIFICANT EVENTS AFTER THE REPORTING PERIOD

There were no important events after the 2024 reporting period.

43. ATYPICAL AND/OR UNUSUAL TRANSACTIONS

Pursuant to CONSOB memorandum of 28 July 2006, the Group declares that no atypical and/or unusual transactions as defined by the CONSOB memorandum were carried out during 2024.

44. COMMITMENTS

Guarantees issued

The Sabaf Group has issued sureties to guarantee consumer and mortgage loans granted by banks to Group employees for a total of €1,688 thousand (€2,293 thousand at 31 December 2023).

45. SCOPE OF CONSOLIDATION AND SIGNIFICANT EQUITY INVESTMENTS

COMPANIES CONSOLIDATED USING THE FULL LINE-BY-LINE CONSOLIDATION METHOD

Company name Registered
offices
Share
capital
Shareholders %
ownership
Faringosi Hinges S.r.l. Ospitaletto (BS) EUR
90,000
Sabaf S.p.A. 100%
Sabaf do Brasil Ltda Jundiaì - São
Paulo (Brazil)
BRL
53,348,061
Sabaf S.p.A. 100%
Sabaf Beyaz Esya Parcalari
Sanayi Ve Ticaret Limited
Sirketi (Sabaf Turkey)
Manisa (Turkey) TRY
1,306,029,421
Sabaf S.p.A. 100%
Sabaf Appliance Components
Ltd.
Kunshan (China) CNY
69,951,149
Sabaf S.p.A. 100%
Sabaf US Corp. Plainfield (USA) USD
200,000
Sabaf S.p.A. 100%
Sabaf India Private Limited Bangalore (India) INR
311,666,338
Sabaf S.p.A. 100%
A.R.C. S.r.l. Campodarsego
(PD)
EUR
45,000
Sabaf S.p.A. 100%
Sabaf Mexico Appliance
Components
San Louis Potosì
(Mexico)
MXN
141,003,832
Sabaf S.p.A. 100%
C.M.I. Cerniere Meccaniche
Industriali s.r.l.
Valsamoggia (BO) EUR
1,000,000
Sabaf S.p.A. 100%
C.G.D. S.r.l. Valsamoggia (BO) EUR
26,000
C.M.I. S.r.l. 100%
P.G.A S.r.l. Fabriano (AN) EUR
100,000
Sabaf S.p.A. 100%
Sabaf America Inc. Delaware (USA) USD
4,000,000
Sabaf S.p.A. 100%
Mansfield Engineered
Components LLC (MEC)
Mansfield (USA) USD
2,823,248
Sabaf America 51%

46.GENERAL INFORMATION ON THE PARENT COMPANY

Name of the parent company: Sabaf S.p.A.
Legal status: Joint-stock company (S.p.A.)
Domicile of entity: Italy
Registered and administrative office: Via dei Carpini, 1 –
25035 Ospitaletto ( BS) -
Italy
Main place of business: Via dei Carpini, 1 –
25035 Ospitaletto ( BS) -
Italy
Country of registration: Italy
Contacts: Tel:
Fax:
Email:
Website:
+39 030 -
6843001
+39 030 -
6848249
[email protected]
www.sabafgroup.com
Tax information: REA Brescia 347512
Tax code
VAT number
03244470179
01786910982

Type of business:

The purpose of the company is the design, production and sale of gas fittings and burners, thermostats, safety valves, other components and accessories for household appliances, as well as sanitary and plumbing fittings in general. The purpose of the company is also the design, construction and trade of machine tools, automation systems in general and related equipment, tools, as well as the provision of related maintenance, repair, support and business organisation services. The company, within the limits set by the relevant regulations in force, may carry out any other security, property, industrial and commercial transaction that is deemed necessary, appropriate or useful for the achievement of the company purpose. It may acquire shareholdings in other companies whose purpose is similar or related to its own as well as provide personal guarantees or collaterals including mortgages also for third parties' obligations provided that such activities do not take precedence over the company's business and are not carried out vis-à-vis the public and therefore within the limits and in the manner provided for by Legislative Decree No. 385/93; the company can perform the management and coordination function with regard to its subsidiaries, providing the organisational, technical, managerial and financial support and coordination deemed appropriate. However, the activities reserved to investment companies under Legislative Decree No. 41 5/96, and pursuant to the relevant provisions in force, are excluded.

Appendix Information as required by Article 149-duodecies of the CONSOB Issuers' Regulation

The following table, prepared pursuant to Art. 149-duodecies of the CONSOB Issuers' Regulation, shows fees relating to 2024 for auditing and for services other than auditing provided by the Independent Auditors and their network.

Party providing the
service
Recipient Fees pertaining to the
2024 financial year
EY S.p.A. Parent company 47
EY S.p.A. Italian subsidiaries 54
EY network Foreign subsidiaries 40
EY S.p.A. Parent company 37.5
EY S.p.A. Parent company 24.5(1)
2(2)
205
EY S.p.A. Italian subsidiaries

(1) Agreed auditing procedures in relation to interim reports of management and audit procedures in respect of the Statement of Expenditure on Research and Development

(2) Revision of the Statement of Expenditure on Research and Development.

Certification of the Consolidated Financial Statements, in accordance with Article 154 bis of Italian Legislative Decree of Legislative Decree 58/98

Pietro Iotti, the Chief Executive Officer, and Gianluca Beschi, the Financial Reporting Officer of Sabaf S.p.A., have taken into account the requirements of Article 154-bis, paragraphs 3 and 4, of Legislative Decree 58 of 24 February 1998 and can certify:

of the administrative and accounting procedures for the formation of the consolidated financial statements during the 2024 financial year.

They also certify that:

Ospitaletto, 25 March 2025

Chief Executive Officer Pietro Iotti

The Financial Reporting Officer Gianluca Beschi

SABAF S.p.A.

SEPARATE FINANCIAL STATEMENTS AT 31 DECEMBER 2024

CORPORATE BODIES

Board of Directors
Chairman Claudio Bulgarelli
Chief Executive Officer Pietro Iotti
Director Gianluca Beschi
Director Alessandro Potestà
Director Cinzia Saleri
Director (*) Laura Ciambellotti
Director (*) Francesca Michela Maurelli
Director (*) Federica Menichetti
Director (*) Daniela Toscani

(*) Independent directors

Board of Statutory Auditors
Chairman Alessandra Tronconi
Statutory Auditor Mauro Vivenzi

Statutory Auditor Maria Alessandra Zunino de Pignier

Independent Auditors

EY S.p.A.

Statement of financial position


(in
)
NOTES 31/12/2024 31/12/2023
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment 1 41,411,044 43,641,088
Investment property 2 536,584 691,201
Intangible assets 3 8,300,878 6,584,238
Equity investments 4 130,922,447 126,074,562
Non-current financial assets 5 7,294,122 15,734,371
of which from related parties
-
38 7,294,122 15,734,371
Non-current receivables 6 676,733 651,913
Deferred tax assets 22 3,137,496 2,664,226
Total non-current assets 192,279,305 196,041,599
CURRENT ASSETS
Inventories 7 23,870,264 21,836,419
Trade receivables 8 30,793,497 28,705,680
of which from related parties
-
38 12,476,174 15,393,271
Tax receivables 9 4,748,643 6,030,934
of which from related parties
-
38 400,798 241,331
Other current receivables 10 1,514,010 1,398,665
Current financial assets 11 375,526 859,797
Cash and cash equivalents 12 2,039,118 13,899,318
Total current assets 63,341,057 72,730,813
TOTAL ASSETS 255,620,362 268,772,412
SHAREHOLDERS' EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
13 12,686,795
Share capital 12,686,795
Retained earnings, Other reserves 112,386,335 115,751,085
Profit for the year
Total shareholders' equity
1,327,683
126,400,813
3,503,797
131,941,677
NON-CURRENT LIABILITIES
Loans 15 58,117,675 76,312,511
Post-employment benefit and retirement provisions 17 1,481,739 1,574,371
Provisions for risks and charges 18 262,604 297,248
Deferred tax liabilities 22 440,753 549,721
Total non-current liabilities 60,302,771 78,733,851
CURRENT LIABILITIES
Loans 15 34,525,653 23,692,542
of which from related parties
-
38 3,000,000 3,000,000
Other financial liabilities 16 9,600 175,000
Trade payables 19 21,626,206 22,605,272
of which from related parties
-
38 1,333,329 1,185,573
Tax payables 20 1,819,400 1,484,669
of which from related parties
-
38 50,674 132,816
Other payables 21 10,935,920 10,139,401
Total current liabilities 68,916,778 58,096,884

Income statement

NOTES 2024 2023

(in
)
INCOME STATEMENT COMPONENTS
OPERATING REVENUE AND INCOME
Revenue 24 106,227,726 99,841,748
of which from related parties
-
38 21,466,025 19,892,042
Other income 25 6,890,868 6,860,349
of which from related parties
-
38 2,878,829 3,206,776
Total operating revenue and income 113,118,594 106,702,097
OPERATING COSTS
Materials 26 (50,960,776) (45,935,312)
of which from related parties
-
38 (2,221,821) (3,095,049)
Change in inventories 2,033,845 (5,074,801)
Services 27 (24,605,982) (22,123,910)
of which to related parties
-
38 (322,630) (447,295)
Personnel costs 28 (32,175,450) (30,072,064)
Other operating costs 29 (799,802) (1,102,203)
Costs for capitalised in-house work 2,608,193 3,123,763
Total operating costs (103,899,973) (101,184,527)
OPERATING PROFIT BEFORE DEPRECIATION
AND AMORTISATION,
CAPITAL
GAINS/LOSSES,
WRITE
DOWNS/WRITE-BACKS
OF NON-CURRENT ASSETS
9,218,621 5,517,571
Amortisation 1,2,3 (8,117,441) (8,198,888)
Capital gains/(losses) on disposals of non-current assets 685,223 1,867,189
of which to related parties
-
38 643,810 336,097
EBIT 1,786,403 (814,128)
Financial income 30 943,995 574,700
of which to related parties
-
38 694,171 415,764
Financial expenses 31 (3,479,369) (3,466,228)
of which to related parties
-
(138,299) (113,428)
Exchange rate gains and losses 32 824,669 (170,993)
Profits and losses from equity investments 33 1,098,982 5,000,000
of which to related parties
-
1,107,220 5,000,000
PROFIT BEFORE TAXES 1,174,686 1,123,351
Income taxes 34 152,998 2,380,446
PROFIT FOR THE YEAR 1,327,683 3,503,797

Comprehensive income statement

2024 2023
(in €)
PROFIT FOR THE YEAR 1,327,683 3,503,797
Total profits/losses that will not be subsequently
reclassified under profit (loss) for the year
Actuarial evaluation of post-employment benefit 31,729 9,705
Tax effect (7,615) (2,329)
24,114 7,376
Total profits/losses that will not be subsequently
reclassified under profit (loss) for the year
Hedge accounting for derivative financial instruments 0 13,596
Total other profits/(losses) net of taxes for the year 24,114 20,972
TOTAL PROFIT 1,351,797 3,524,769

Statement of changes in shareholders' equity

(€/000) Capital
Social
Share premium
reserve
Legal reserve
Reserve
Treasury
shares
Actuarial
valuation of
Post
employment
benefit reserve
Other
reserves
Profit
for the year
Total
shareholders'
equity
Balance at 31 December 2022 11,533 10,002 2,307 (3,222) (399) 88,557 2,247 111,025
Allocation of 2022 profit:
to the extraordinary reserve
2,247 (2,247) 0
Share capital increase 1,154 16,158 17,312
Stock grant plan (IFRS 2) 543 543
Treasury share transactions (462) (462)
Total profit at 31/12/2023 7 13 3,504 3,524
Balance at 31 December 2023 12,687 26,160 2,307 (3,684) (392) 91,360 3,504 131,942
Allocation of 2023 profit:
-
To legal reserve
-
Payment of dividends
175 (3,447) (175)
(3,329)
0
(6,776)
Purchase/sale of treasury shares (211) (211)
Stock grant plan (IFRS 2) 1,573 (1,479) 94
Treasury share transactions
Total profit at 31/12/2024 24 1,328 1,352
Balance at 31 December 2024 12,687 26,160 2,482 (2,322) (368) 86,434 1,328 126,401

Statement of Cash Flows


(
/000)
2024 FY 2023 FY
Cash and cash equivalents at beginning of year 13,899 2,604
Profit for the year 1,328 3,504
Adjustments for:
- Depreciations and amortisation 8,117 8,199
- Realised gains (685) (1,867)
- Profits and losses from equity investments (1,099) (5,000)
- Valuation of the stock grant plan 94 542
- Net financial income and expenses 2,535 2,891
- Non-monetary foreign exchange differences (393) (286)
- Income tax (153) (2,380)
Change in post-employment benefit (68) (6)
Change in risk provisions (35) (57)
Change in trade receivables (2,088) (391)
Change in inventories (2,034) 5,075
Change in trade payables (979) 1,438
Change in net working capital (5,101) 6,122
Change in other receivables and payables, deferred taxes 1,957 3,926
Payment of financial expenses (2,907) (2,725)
Collection of financial income 857 575
Cash flows from operations 4,448 13,437
Investments in non-current assets
- intangible (6,618) (2,367)
- tangible (2,833) (6,433)
- financial (8,214) (14,569)
Disposal of non-current assets 3,104 6,479
Cash flow absorbed by investments (14,561) (16,890)
Free cash flow (10,113) (3,453)
Repayment of loans (22,759) (30,415)
Raising of loans 14,988 26,087
Change in financial assets 8,833 (3,774)
Purchase/Sale of treasury shares (211) (462)
Payment of dividends (6,776) 0
Share capital increase 0 17,312
Collection of dividends 4,177 6,000
Cash flow absorbed by financing activities (1,747) (14,748)
Total cash flows (11,860) (11,295)
Cash and cash equivalents at end of year (Note 12) 2,039 13,899

EXPLANATORY NOTES

ACCOUNTING STANDARDS

Statement of compliance and basis of presentation

The separate financial statements of Sabaf S.p.A. for the financial year 2024 have been prepared in compliance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and adopted by the European Union. Reference to IFRS also includes all current International Accounting Standards (IAS). The separate financial statements are drawn up in euro, which is the currency in the economy in which the Company operates. The income statement, the comprehensive income statement and the statement of financial position schedules are prepared in euro, while the statement of cash flows, the statement of changes in shareholders' equity and the values reported in the explanatory notes are in thousands of euro.

The financial statements have been prepared on a historical cost basis except for some revaluations of property, plant and equipment undertaken in previous years, and are considered a going concern. With reference to this assumption, the Company assessed that it is a going concern (as defined by paragraphs 25 and 26 of IAS 1), also due to the strong competitive position, high profitability of the Sabaf Group and solidity of the financial structure.

Sabaf S.p.A., as the Parent Company, also prepared the consolidated financial statements of the Sabaf Group at 31 December 2024.

Financial statements

The Company adopted the following formats:

  • current and non-current assets and current and non-current liabilities are stated separately in the statement of the financial position;
  • an income statement that expresses costs using a classification based on the nature of each item;
  • a comprehensive income statement that expresses revenue and expense items not recognised in profit for the year as required or permitted by IFRS;
  • a statement of cash flows that presents cash flows originating from operating activity, using the indirect method.

Use of these formats permits the most meaningful representation of the Company's capital, business and financial status.

Starting with these Separate Financial Statements, for the purpose of a better presentation of the economic performance of the Company, write-downs of equity investments are classified under 'Gains and losses from equity investments'. Previously, write-downs of equity investments were recorded under 'Gains and Losses on disposal of non-current assets', income from royalties was reclassified under Revenues, as part of the company's ordinary operations.

For the sake of consistency of comparison, this classification was also adopted in the 2023 income statement, which is presented for comparative purposes in these separate financial statements.

Accounting policies

The accounting standards and policies applied for the preparation of the separate financial statements at 31 December 2024, unchanged versus the previous year, are shown below:

Property, plant and equipment

These are recognised at purchase or manufacturing cost. The cost includes directly chargeable ancillary costs. These costs also include revaluations undertaken in the past based on monetary revaluation rules or pursuant to company mergers.

Depreciation is calculated according to rates deemed appropriate to spread the carrying value of tangible assets over their useful working life. Estimated useful working life in years, unchanged compared to previous financial years, is as follows:

Buildings 33
Light constructions 10
General plant 10
Specific plant and machinery 6 –
10
Equipment 4
Furniture 8
Electronic equipment 5
Vehicles and other transport means 5

Ordinary maintenance costs are expensed in the year in which they are incurred; costs that increase the asset value or useful working life are capitalised and depreciated according to the residual possibility of utilisation of the assets to which they refer. Land is not depreciated.

Leased assets

The Company assesses at the time of signing an agreement whether it is, or contains, a lease, or if the contract gives the right to control the use of an identified asset for a period of time in exchange for a consideration.

The Company adopts a single recognition and measurement model for all leases according to which the assets acquired relating to the right of use are shown under assets at purchase value less depreciation, any impairment losses and adjusted for any re-measurement of lease liabilities.

Assets are depreciated on a straight-line basis from the starting date of the agreement until the end of the useful life of the asset or the end of the lease agreement, whichever comes first. Set against recognition of such assets, the amounts payable to the lessor, are posted among short- and medium-/long-term payables, by measuring them at the present value of the lease payments not yet made. Moreover, financial charges pertaining to the period are charged to the income statement.

Adoption of the accounting standard IFRS 16 "Leases"

The Company applied IFRS 16 from 1 January 2019 by using the amended retrospective approach.

In adopting IFRS 16, the Company made use of the exemption granted in paragraph 5 a) in relation to leases with a duration of less than 12 months (known as short-term leases) and the exemption granted in paragraph 5 b) in relation to lease agreements whose underlying asset is a low-value asset. For these agreements, lease payments are recognised in the income statement on a straight-line basis for the duration of the respective agreements.

When evaluating the lease liabilities, Sabaf S.p.A. discounted the payments due for the lease using the incremental borrowing rate, the weighted average of which was 2.63% on 31 December 2024 and 1.78% on 31 December 2023.

The lease term is calculated based on the non-cancellable period of the lease, including the periods covered by the option to extend or to terminate the lease if it is reasonably certain that those options will be exercised or not exercised, taking account of all relevant factors that create an economic incentive relating to those decisions.

Assets held for sale

The Company classifies non-current assets as held for sale if their carrying value will be recovered mainly through a sale transaction, rather than through their continued use. These non-current assets classified as held for sale are measured at the lower of their carrying value and their fair value less costs to sell. Selling costs are the additional costs directly attributable to the sale, excluding financial expenses and taxes.

The condition for classification as held for sale is only met when the sale is highly probable and the asset is available for immediate sale in its present condition. The actions required to complete the sale should indicate that significant changes to the sale are unlikely or that the sale will be cancelled. Management must be committed to the sale, which should be completed within one year from the date of classification.

Depreciation of property, plant and equipment and amortisation of intangible assets stops when they are classified as available for sale.

Assets and liabilities classified as held for sale are presented separately in the financial statements.

Investment property

Investment property is valued at cost, including revaluations undertaken in the past based on monetary revaluation rules or pursuant to company mergers.

The depreciation is calculated based on the estimated useful life, considered to be 33 years. If the recoverable amount of the investment property – determined based on the market value of the properties – is estimated to be lower than its carrying value, the asset's carrying value is reduced to the lower recoverable amount, recognising impairment in the income statement.

When there is no longer any reason for a write-down to be maintained, the carrying value of the asset (or cash generating unit) is increased to the new value stemming from the estimate of its recoverable amount – but not beyond the net carrying value that the asset would have had if it had not been written down for impairment. Reversal of impairment loss is recognised in the income statement.

Intangible assets

As established by IAS 38, intangible assets acquired or internally produced are recognised as assets when it is probable that use of the asset will generate future economic benefits and when asset cost can be measured reliably. If it is considered that these future economic benefits will not be generated, the development costs are written down in the year in which this is ascertained.

Such assets are measured at purchase or production cost and - if the assets concerned have a finite useful life - are amortised on a straight-line basis over their estimated useful life.

The useful life of projects for which development costs are capitalised is estimated to be 10 years.

The SAP management system is amortised over five years.

Equity investments

Equity investments in subsidiaries, associates and joint-ventures are stated in the accounts at cost. In accordance with IAS 36, the value recognised in the financial statements is subject to an impairment test if there are indications of possible impairment.

Equity investments in companies other than subsidiaries, associates and joint ventures are classified as financial assets measured at fair value, which normally corresponds to the transaction price including directly attributable transaction costs. Subsequent changes in fair value are recognised in the Income statement (FVPL) or, if the option is exercised in accordance with the standard, in the Statement of comprehensive income (FVOCI) under the heading "Instrument reserve at FVOCI".

Impairment

At each end of the reporting period, Sabaf S.p.A. reviews the carrying value of its property, plant and equipment, intangible assets and equity investments to determine whether there are signs of impairment of these assets. If there is any such indication, the recoverable amount of said assets is estimated so as to determine the total of the write-down. If it is not possible to estimate the recoverable amount individually, the Company estimates the recoverable amount of the cash generating unit (CGU) to which the asset belongs. In particular, the recoverable amount of the cash generating units (which generally coincide with the legal entity to which the capitalised assets refer) is verified by determining the value of use. The recoverable amount is the higher of the net selling price and value of use. In measuring the value of use, future cash flows net of taxes, estimated based on past experience, are discounted to their present value using a pre-tax rate that reflects current market valuations of the present cost of money and specific asset risk. The main assumptions used for calculating the value of use concern the discount rate, growth rate, expected changes in selling prices and cost trends during the period used for the calculation. The growth rates adopted are based on future market expectations in the relevant sector. Changes in the sales prices are based on past experience and on the expected future changes in the market. The Company prepares operating cash flow forecasts based on the most recent budgets approved by the Boards of Directors of the investees, draws up four-year forecasts and determines the terminal value (current value of perpetual income), which expresses the medium- and long-term operating flows in the specific sector.

Furthermore, the Company checks the recoverable amount of its investees at least once a year when the separate financial statements are prepared.

If the recoverable amount of an asset (or CGU) is estimated to be lower than its carrying value, the asset's carrying value is reduced to the lower recoverable amount, recognising impairment of value in the income statement.

When there is no longer any reason for a write-down to be maintained, the carrying value of the asset (or cash generating unit) is increased to the new value stemming from the estimate of its recoverable amount – but not beyond the net carrying value that the asset would have had if it had not been written down for impairment. Reversal of impairment loss is recognised in the income statement.

Inventories

Inventories are measured at the lower of purchase or production cost – determined using the weighted average cost method – and the corresponding fair value represented by the replacement cost for purchased materials and by the presumed realisable value for finished and semi-processed products – calculated taking into account any manufacturing costs and direct selling costs yet to be incurred. Inventory cost includes accessory costs and the portion of direct and indirect manufacturing costs that can reasonably be assigned to inventory items. Inventories subject to obsolescence and low turnover are written down in relation to their possibility of use or realisation. Inventory write-downs are derecognised in subsequent years if the reasons for such write-downs cease to exist.

Trade receivables and other financial assets

Initial recognition

Upon initial recognition, financial assets are classified, as the case may be, on the basis of subsequent measurement methods, i.e. at amortised cost, at fair value recognised in other comprehensive income (OCI) and at fair value recognised in the income statement.

The classification of financial assets at initial recognition depends on the characteristics of the contractual cash flows of the financial assets and on the business model that the Company uses to manage them.

Trade receivables that do not contain a significant financing component are valued at the transaction price determined in accordance with IFRS 15. See the "Revenue from Contracts with Customers" paragraph.

Other financial assets are recognised at fair value plus, in the case of a financial asset not at fair value recognised in the income statement, transaction costs.

For a financial asset to be classified and measured at amortised cost or at fair value recognised in OCI, it must generate cash flows that depend solely on the principal and interest on the amount of principal to be repaid (known as 'solely payments of principal and interest (SPPI)'). This measurement is referred to as the SPPI test and is carried out at the instrument level.

Subsequent measurement

  • The measurement of financial liabilities depends on their classification, as described below.

Financial assets at amortised cost (debt instruments)

This category is the most important for the Company. The Company measures the financial assets at amortised cost if both of the following requirements are met:

  • the financial asset is held as part of a business model whose objective is to hold financial assets for the purpose of collecting contractual cash flows
  • and
  • the contractual terms of the financial asset envisage, at certain dates, cash flows represented solely by payments of principal and interest on the amount of principal to be repaid.

Financial assets at amortised cost are subsequently measured using the effective interest method and are subject to impairment. Gains and losses are recognised in the income statement when the asset is derecognised, modified or revalued.

Financial assets at amortised cost of the Company include trade receivables.

Financial assets at fair value through profit or loss

This category includes all assets held for trading, assets designated at initial recognition as financial assets measured at fair value with changes recognised in the income statement, or financial assets that must be measured at fair value. Assets held for trading are all those assets acquired for sale or repurchase in the short term. Derivatives, separated or otherwise, are classified as financial instruments held for trading, unless they are designated as effective hedging instruments. Financial assets with cash flows that are not represented solely by principal and interest payments are classified and measured at fair value through profit or loss, regardless of the business model. Financial instruments at fair value with changes recognised in the income statement are recognised in the statement of financial position at fair value and net changes in fair value are recognised in the income statement. This category includes derivative instruments.

The Company does not hold financial assets as financial assets at fair value through profit or loss with reclassification of cumulative gains and losses or financial assets as financial assets at fair value through profit or loss without reversal of cumulative gains and losses upon derecognition.

Cancellation

A financial asset (or, if applicable, part of a financial asset or part of a group of similar financial assets) is firstly written off (e.g. removed from the statement of financial position of the Company) when:

  • the rights to receive cash flows from the asset are extinguished, or
  • the Company transferred to a third party the right to receive financial flows from the asset or has taken on the contractual obligation to pay them fully and without delay and (a) transferred substantially all the risks and benefits of the ownership of the financial asset or (b) did not substantially transfer or retain all the risks and benefits of the asset, but transferred their control.

If the Company has transferred the rights to receive financial flows from an asset or has signed an agreement on the basis of which it retains the contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the financial flows to one or more beneficiaries (pass-through), it considers whether or to what extent

it has retained the risks and benefits concerning the ownership. If it has not substantially transferred or retained all the risks and benefits or has not lost control over it, the asset continued to be recognised in the financial statements of the Company to the extent of its residual involvement in the asset itself. In this case, the company also recognises an associated liability. The transferred asset and the associated liability are measured in such a way as to reflect the rights and obligations that pertain to the Company. When the residual involvement of the entity is a guarantee in the transferred asset, the involvement is measured based on the amount of the asset or the maximum amount of the consideration received that the entity could be obliged to pay, whichever lower.

Provisions for risks and charges

Provisions for risks and charges are provisioned to cover losses and debts, the existence of which is certain or probable, but whose amount or date of occurrence cannot be determined at the end of the year. Provisions are stated in the statement of financial position only when a legal or implicit obligation exists that determines the use of resources with an impact on profit and loss to meet that obligation and the amount can be reliably estimated. If the effect is significant, the provisions are calculated by updating future cash flows estimated at a rate including taxes such as to reflect current market valuations of the current value of the cash and specific risks associated with the liability.

Post-employment benefit

The post-employment benefit is provisioned to cover the entire liability accruing vis-à-vis employees in compliance with current legislation and with national and supplementary company collective labour contracts. This liability is subject to revaluation via application of indices fixed by current regulations. Up to 31 December 2006, post-employment benefits were considered defined-benefit plans and accounted for in compliance with IAS 19, using the projected unit-credit method. The regulations of this fund were amended by Italian Law no. 296 of 27 December 2006 and subsequent Decrees and Regulations issued during the first months of 2007. In the light of these changes, and, in particular, for companies with at least 50 employees, post-employment benefits must now be considered a defined-benefit plan only for the portions accruing before 1 January 2007 (and not yet paid as at the end of the reporting period). Conversely, portions accruing after that date are treated as defined-contribution plans.

Actuarial gains or losses are recognised immediately under "Other total profits/(losses)".

Trade payables and other financial liabilities

Initial recognition

All financial liabilities are initially recognised at fair value, in addition to directly attributable transaction costs in case of mortgages, loans and payables.

The Company's financial liabilities include trade payables and other payables, mortgages and loans, including current account overdrafts and derivative financial instruments.

Subsequent measurement

  • The measurement of financial liabilities depends on their classification, as described below.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value with changes recognised in the income statement include liabilities held for trading and financial liabilities initially recognised at fair value, with changes recognised in the income statement. Liabilities held for trading are those liabilities acquired in order to discharge or transfer them in the short term. This category also includes derivative financial instruments subscribed by the Company and not designated as hedging instruments in a hedging relationship pursuant to IFRS 9. Embedded derivatives, separated from the main contract, are classified as financial instruments held for trading, unless they are designated as effective hedging instruments. Gains or losses on liabilities held for trading are recognised in the income statement. Financial liabilities are designated at fair value with changes recognised in the income statement from the date of initial recognition, only if the criteria of IFRS 9 are met.

Loans and payables

This is the most important category for the Company and includes interest-bearing payables and loans. After initial statement, loans are valued using the amortised cost approach, applying the effective interest rate method. Gains and losses are recognised in the income statement when the liability is discharged, as well as through the amortisation process. Amortised cost is calculated by recognising the discount or premium on the acquisition and the fees or costs that are an integral part of the effective interest rate. Amortisation at the effective interest rate is included in financial expenses in the income statement.

Cancellation

A financial liability is derecognised when the obligation underlying the liability is discharged, cancelled or fulfilled. If an existing financial liability is replaced by another from the same lender, at substantially different conditions, or if the conditions of an existing liability are substantially changed, this replacement or change is treated as a derecognition of the original liability accompanied by the recognition of a new liability, with any differences between the carrying values recognised in the income statement.

Policy for conversion of foreign currency items

Receivables and payables originally expressed in foreign currencies are converted into euro at the exchange rates in force on the date of the transactions originating them. Forex differences realised upon collection of receivables and payment of payables in foreign currency are posted in the income statement. Income and costs relating to foreigncurrency transactions are converted at the rate in force on the transaction date.

At year-end, assets and liabilities expressed in foreign currencies are posted at the spot exchange rate in force at the end of the reporting period and related foreign exchange gains and losses are posted in the income statement. If conversion generates a net gain, this value constitutes a non-distributable reserve until it is effectively realised.

Derivative instruments and hedge accounting

The Company's business is exposed to financial risks relating to changes in exchange rates, commodity prices and interest rates. The Company may decide to use derivative financial instruments to hedge these risks.

Derivatives are initially recognised at cost and are then adjusted to fair value on subsequent closing dates.

Changes in the fair value of derivatives designated and recognised as effective for hedging future cash flows relating to the Company's contractual commitments and planned transactions are recognised directly in shareholders' equity, while the ineffective portion is immediately posted in the income statement. If the contractual commitments or planned transactions materialise in the recognition of assets or liabilities, when such assets or liabilities are recognised, the gains or losses on the derivative that were directly recognised in equity are factored back into the initial valuation of the cost of acquisition or carrying value of the asset or liability. For cash flow hedges that do not lead to recognition of assets or liabilities, the amounts that were directly recognised in equity are included in the income statement in the same period when the contractual commitment or planned transaction hedged impacts profit and loss – for example, when a planned sale actually takes place.

For effective hedges of exposure to changes in fair value, the item hedged is adjusted for the changes in fair value attributable to the risk hedged and recognised in the income statement. Gains and losses stemming from the derivative's valuation are also posted in the income statement.

Changes in the fair value of derivatives not designated as hedging instruments are recognised in the income statement in the period when they occur.

Hedge accounting is discontinued when the hedging instrument expires, is sold or is exercised, or when it no longer qualifies as a hedge. At this time, the cumulative gains or losses of the hedging instrument recognised in equity are kept in the latter until the planned transaction actually takes place. If the transaction hedged is not expected to take place, cumulative gains or losses recognised directly in equity are transferred to the year's income statement.

Embedded derivatives included in other financial instruments or contracts are treated as separate derivatives when their risks and characteristics are not strictly related to those of their host contracts and the latter are not measured at fair value with posting of related gains and losses in the income statement.

Revenue recognition

Revenue is recognised net of return sales, discounts, allowances and bonuses, as well as of the taxes directly associated with sale of goods and rendering of services.

Sales revenue is recognised when the company has transferred the significant risks and benefits associated with ownership of the goods and the amount of revenue can be reliably measured.

Revenues of a financial nature are recognised on an accrual basis.

Financial income

Finance income includes interest receivable on funds invested and income from financial instruments, when not offset as part of hedging transactions. Interest income is recognised in the income statement at the time of vesting, taking effective output into consideration.

Financial expenses

Financial expenses include interest payable on financial debt calculated using the effective interest method and bank expenses. All the other financial expenses are recognised as costs for the year in which they are incurred.

Income taxes for the year

Income taxes include all taxes calculated on the Company's taxable income. Income taxes are directly recognised in the income statement, with the exception of those concerning items directly debited or credited to shareholders' equity, in which case the tax effect is recognised directly in shareholders' equity. Other taxes not relating to income, such as property taxes, are included among operating expenses. Deferred taxes are provisioned in accordance with the global liability provisioning method. They are calculated on all temporary differences that emerge from the taxable base of an asset or liability and its carrying value. Current and deferred tax assets and liabilities are offset when income taxes are levied by the same tax authority and when there is a legal right to settle on a net basis. Deferred tax assets and liabilities are measured using the tax rates that are expected to be applicable in the years when temporary differences will be realised or settled.

Dividends

Dividends are posted on an accrual basis when the right to receive them materialises, i.e. when shareholders approve dividend distribution.

Treasury shares

Treasury shares are booked as a reduction of shareholders' equity. The carrying value of treasury shares and revenues from any subsequent sales are recognised in the form of changes in shareholders' equity.

Equity-settled transactions

Some of the Company employees receive part of the remuneration in the form of sharebased payments, therefore employees provide services in exchange for shares ("equitysettled transactions"). The cost of equity-settled transactions is determined by the fair value at the date on which the assignment is made using an appropriate measurement method, as explained in more detail in Note 45.

This cost, together with the corresponding increase in shareholders' equity, is recognised under personnel costs (Note 28) over the period in which the conditions relating to the achievement of objectives and/or the provision of the service are met. The cumulative costs recognised for such transactions at the end of each reporting period up to the vesting date are commensurate with the expiry of the vesting period and the best estimate of the number of equity instruments that will actually vest.

Service or performance conditions are not taken into account when defining the fair value of the plan at the assignment date. However, the probability of these conditions being met is taken into account when defining the best estimate of the number of equity instruments that will vest. Market conditions are reflected in the fair value at the assignment date. Any other condition related to the plan that does not involve a service obligation is not considered to be a vesting condition. Non-vesting conditions are reflected in the fair value of the plan and result in the immediate recognition of the cost of the plan, unless there are also service or performance conditions.

No cost is recognised for rights that do not vest in that the performance and/or service conditions are not met. When the rights include a market condition or a non-vesting condition, these are treated as if they had vested regardless of whether the market conditions or other non-vesting conditions to which they are subject are met or not, it being understood that all other performance and/or service conditions must be met.

If the conditions of the plan are changed, the minimum cost to be recognised is the fair value at the assignment date in the absence of the change in the plan itself, on the assumption that the original conditions of the plan are met. Moreover, a cost is recognised for each change that results in an increase in total fair value of the payment plan, or that is in any case favourable for employees; this cost is measured with reference to the date of change. When a plan is cancelled, any remaining element of the plan's fair value is immediately expensed to the income statement.

Use of estimates

Preparation of the separate financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the carrying values of assets and liabilities and the disclosures on contingent assets and liabilities at the end of the reporting period. Actual results might differ from these estimates. Estimates are used to measure tangible and intangible assets and investments subject to impairment testing, as described earlier, as well as to measure the ability to recover prepaid tax assets, provisions for bad debts, for inventory obsolescence, depreciation and amortisation, asset writedowns, employee benefits, taxes, other provisions. Specifically:

Recoverability of value of tangible and intangible assets and investments

The procedure for determining impairment losses of tangible and intangible assets described in "Impairment" implies – in estimating the value of use – the use of the Business Plans of investees, which are based on a series of assumptions relating to future events and actions of the investees' management bodies, which may not necessarily come about. In estimating market value, however, assumptions are made on the expected trend in trading between third parties based on historical trends, which may not actually be repeated.

Provisions for bad debts

Receivables are adjusted by the related bad debt provision to take into account their recoverable amount. To determine the size of the write-downs, management must make subjective assessments based on the documentation and information available regarding,

among other things, the customer's solvency, as well as experience and historical payment trends.

Provisions for inventory obsolescence and inventory write-downs at their expected sale value

Inventories subject to obsolescence and slow turnover are systematically measured and written down if their recoverable value is less than their carrying value. Write-downs are calculated based on management assumptions and estimates, resulting from experience and historical results.

If the expected sale value is less than the purchase or production cost, inventories of finished goods are written down to market value, estimated on the basis of current selling prices.

Employee benefits

The current value of liabilities for employee benefits depends on a series of factors determined using actuarial techniques based on certain assumptions. Assumptions concern the discount rate, estimates of future salary increases, and mortality and resignation rates. Any change in the above-mentioned assumptions might have an effect on liabilities for pension benefits.

Share-based payments

Estimating the fair value of share-based payments requires the determination of the most appropriate valuation model, which depends on the terms and conditions under which these instruments are granted. This also requires the identification of data to feed into the valuation model, including assumptions about the exercise period of the options, volatility and dividend yield. The Company uses a binomial model for the initial measurement of the fair value of share-based payments with employees.

Income taxes

Determining liabilities for Company taxes requires the use of management valuations in relation to transactions whose tax implications are not certain at the end of the reporting period. Furthermore, the valuation of deferred taxes is based on income expectations for future years; the valuation of expected income depends on factors that might change over time and have a significant effect on the valuation of deferred tax assets.

Other provisions

When estimating the risk of potential liabilities from disputes, the Directors rely on communications regarding the status of recovery procedures and disputes from the lawyers who represent the Company in litigation. These estimates are determined taking into account the gradual development of the disputes, considering existing exemptions.

Climate change

With reference to the potential impact of climate change and energy transition on the Company's activities, the Management carries out targeted analyses to identify and manage the main risks and uncertainties to which the Company is exposed, adapting the corporate strategy accordingly.

To date, climate-related matters have not had a significant impact on the opinions and estimates used in preparing these Separate Financial Statements.

Estimates and assumptions are regularly reviewed and the effects of each change immediately reflected in the income statement.

New accounting standards

Amendments to IFRS 16 "Financial Instruments"

In September 2022, the IASB issued an amendment to IFRS 16 that provides specific measurement requirements for lease liabilities that may include variable lease payments arising from a sale and leaseback transaction. The objective is to ensure that the selling lessor does not recognise any gain or loss in respect of the right of use it retains. These amendments have not had an impact on the Company's separate financial statements.

Amendments to IAS 1 "Presentation of Financial Statements"

The amendments to IAS 1 specify the requirements for classifying liabilities as current or non-current. In particular, the amendments clarify (a) what is meant by the right to postpone an expiry; (b) that the right to postpone must exist at the end of the reporting period; (c) that the classification is not affected by the likelihood that the entity will exercise its right to postpone (d) that only if a derivative embedded in a convertible liability is itself an equity instrument does the maturity of the liability have no impact on classification. Finally, a requirement has been introduced to disclose when a liability arising from a loan agreement is classified as non-current and the entity's right to postpone is conditional on compliance with covenants within twelve months. These amendments did not have an impact on the Company's separate financial statements.

Amendments to IAS 7 "Statement of Cash Flows" and to IFRS 7 "Financial instruments"

The amendments clarify the characteristics of supply chain financing agreements (Supply finance arrangements) and introduce certain specific disclosure requirements to help users of financial statements understand the impact of such transactions on liabilities, cash flows and exposure to liquidity risk. These amendments did not have an impact on the Company's separate financial statements.

Standards issued but not yet in force

IFRS18 'Financial Statement presentation and disclosure'

In April 2024, the IASB issued IFRS 18, which replaces IAS 1 'Presentation of financial statements'. The main changes introduced by the standard concern:

  • a) new requirements for the presentation of the income statement, such as specific totals/subtotals and the classification of expenses and revenues within four categories (operating activities, investing activities, financing activities, income taxes and discontinued operations);
  • b) reporting on the basis of the new definition of management-defined performance measures (MPMs);
  • c) new provisions for the aggregation and disaggregation of financial information based on the identified roles of the Primary Financial Statements (PFS) and notes;
  • d) using the subtotal of operating profit as the starting point for the indirect method of reporting cash flows from operating activities.

IFRS 18 and subsequent amendments to other standards are effective for financial years beginning on or after 1 January 2027, but early application is permitted subject to disclosure. IFRS 18 will apply retrospectively. The Company is currently assessing the

impact the changes will have on its financial statements and notes to the financial statements.

Amendments to IAS 21 "The Effects of Changes in Foreign Exchange Rates: Lack of exchangeability"

On 15 August 2023, the IASB issued amendments to IAS 21 that specify how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. When an entity estimates a spot exchange rate because a currency is not exchangeable into another currency, it provides information that enables users of its financial statements to understand how the currency that is not exchangeable into the other currency affects, or is expected to affect, the entity's financial result, financial position and cash flows. The amendments will be effective for financial years beginning on or after 1 January 2025. Early application is permitted and disclosure of this fact is required. No significant impact on the Group's consolidated financial statements is expected.

Amendments to IFRS 9 and IFRS 7 "Classification and Measurement of Financial Instruments"

On 30 May 2024, the IASB issued amendments to the classification and measurement of financial instruments. It clarifies when a financial liability is derecognised on the 'settlement date' and introduces an accounting policy option to derecognise financial liabilities settled through an electronic payment system before the settlement date if certain conditions are met. Clarification was provided on how to measure the contractual cash flow characteristics of financial assets that include ESG and similar characteristics. In addition, the amendments clarify the treatment of non-recourse financial assets and contractually-bound instruments. The amendment to IFRS 7 requires additional disclosure for financial assets and liabilities with contractual terms that refer to a contingent event (including those that are linked to ESG factors) and for equity instruments classified at fair value and recognised in other components of the comprehensive income statement. The amendments will become effective for annual periods beginning on or after 1 January 2026, and entities may adopt the changes in the classification of financial assets and related disclosures early. No significant impact on the Group's consolidated financial statements is expected.

IFRS19 "Subsidiaries without Public Accountability: Disclosures".

In May 2024, the IASB issued IFRS 19, which allows subsidiaries that meet certain eligibility criteria to elect to apply reduced disclosure requirements compared to the disclosure requirements of IFRS Accounting Standards when complying with the recognition, measurement and presentation requirements of IFRS Accounting Standards. The eligibility criteria require an entity to be a subsidiary as defined in IFRS 19, not to be publicly accountable, and have an ultimate or intermediate parent entity that prepares consolidated financial statements which are available to the public and drafted in accordance with IFRS accounting standards.

IFRS 19 will become effective for financial years beginning on or after 1 January 2027, with the possibility of early adoption. The Company is not a controlled entity and is therefore excluded from the scope of application of this standard.

Comments on the main items of the statement of financial position

Property Plant and
equipment
Other assets Assets under
construction
Total
Cost
At 31 December 2022 44,753 180,039 40,732 3,093 268,617
Increases 97 3,443 1,408 2,196 7,144
Disposals - (5,903) (1,307) - (7,210)
Reclassification 29 1,332 474 (1,939) (104)
At 31 December 2023 44,879 178,911 41,307 3,350 268,447
Increases 91 2,808 2,019 2,126 7,044
Disposals (52) (6,673) (470) - (7,195)
Reclassification 34 1,755 1,070 (2,878) (19)
At 31 December 2024 44,952 176,801 43,926 2,598 268,277
Amortisation
depreciations
At 31 December 2022 22,184 161,573 37,238 - 220,995
Depreciations for the 1,190 4,604 1,410 - 7,204
year
Derecognition due to
disposal
- (2,998) (408) - (3,406)
Reclassification 13 - - - 13
At 31 December 2023 23,387 163,179 38,240 - 224,806
Depreciations for the
year 1,184 4,164 1,585 - 6,933
Derecognition due to
disposal (52) (4,638) (183) - (4,873)
Reclassification - - - - -
At 31 December 2024 24,519 162,705 39,642 - 226,866

1. PROPERTY, PLANT AND EQUIPMENT

Net carrying value
At 31 December 2023 21,492 15,732 3,067 3,350 43,641
At 31 December 2024 20,433 14,096 4,284 2,598 41,411

The breakdown of the net carrying value of Property was as follows:

31/12/2024 31/12/2023 Change
Land 5,404 5,404 -
Industrial buildings 15,029 16,088 (1,059)
Total 20,433 21,492 (1,059)

Changes in property, plant and equipment resulting from the application of IFRS 16 are shown below:

Property Plant and Other assets Total
equipment
1 January 2024 80 - 632 712
Increases 46 - 426 430

Decreases - - (9) (9)
Amortisation/depreciation (43) - (237) (280)
At 31 December 2024 83 - 812 895

The main investments during the year were aimed at keeping the production equipment up to date and fully operational.

Decreases mainly relate to the disposal of machinery to other companies of the Sabaf Group. Overall, the disposals for the year generated a net capital gain of €644 thousand. Assets under construction include machinery under construction and advance payments to suppliers of capital equipment.

At 31 December 2024, the Company found no endogenous or exogenous indicators of impairment of its property, plant and equipment. As a result, the value of property, plant and equipment was not submitted to impairment testing.

2,265
117
(583)
(28)
1,771
-
(165)
-
1,606
1,282
105
(307)
1,080
90
(101)
1,069
691
537

2. INVESTMENT PROPERTY

Changes in investment property resulting from the application of IFRS 16 are shown below:

Investment
property
1 January 2024 80
Increase -
Decrease -
Depreciation (40)

At 31 December 2024 40

The item Investment property includes non-operating buildings owned by the Company: these are mainly properties for residential use, held for rental. Disposals during the period, amounting to a net book value of €64 thousand, resulted in capital gains totalling €31 thousand.

At 31 December 2024, the Company found no endogenous or exogenous indicators of impairment of its investment property. As a result, the value of investment property was not submitted to impairment testing.

Patents, Other
know-how and Development intangible Total
software costs assets
Cost
At 31 December 2022 7,581 9,477 658 17,716
Increases 146 2,213 9 2,368
Decreases 147 (345) - (198)
Reclassifications (84) (42) - (126)
At 31 December 2023 7,790 11,303 667 19,760
Increases 25 2,780 27 2,832
Decreases (38) - (5) (43)
Reclassifications 19 - - 19
At 31 December 2024 7,796 14,083 689 22,568
Amortisation and
write-downs
At 31 December 2022 7,027 4,712 547 12,286
Amortisation 245 643 2 890
Decreases - - - -
At 31 December 2023 7,272 5,355 549 13,176
Amortisation 208 881 4 1,093
Decreases (2) - - (2)
At 31 December 2024 7,478 6,236 553 14,267
Net carrying value
At 31 December 2023 518 5,948 118 6,584
At 31 December 2024 318 7,847 136 8,301

3. INTANGIBLE ASSETS

Intangible assets have a finite useful life and, as a result, are amortised throughout their life.

Development costs mainly refer to the development of new products to extend the range and features offered within the induction cooking sector. To this end, it is worth

remembering that a dedicated project team was set up to develop the project know-how in-house, with patents, proprietary software and hardware.

Increases in development costs include projects in progress and therefore not subject to amortisation.

At 31 December 2024, the Company found no endogenous or exogenous indicators of impairment of its intangible assets. As a result, the value of property, plant and equipment was not submitted to impairment testing.

4. EQUITY INVESTMENTS

31/12/2024 31/12/2023 Change
In subsidiaries 130,847 125,991 4,856
Other equity
investments 75 83 (8)
Total 130,922 126,074 4,848

Historical
cost
31/12/2023
Purchases Value
adjustments
Share
capital
increase
Historical
cost
31/12/2024
Provision
for write
downs
31/12/2023
2024
changes
Provision
for write
downs
31/12/2024
Sabaf do Brasil 13,161 - - - 13,161 0 0
Sabaf Turkey 40,889 - - 24 40,913 0 - 0
Sabaf Appliance Components (China) 8,900 - - - 8,900 (8,408) (25) (8,433)
Sabaf India 8,570 - - 2,000 10,570 0 (3,045) (3,045)
Sabaf Mexico 12,789 - - 6,190 18,979 0 - 0
Sabaf U.S. 139 - - - 139 0 0
Sabaf America 3,565 - - - 3,565 0 - 0
Faringosi Hinges 10,329 - - - 10,329 0 0
A.R.C. 6,450 - - - 6,450 0 - 0
C.M.I. 21,044 - - - 21,044 0 - 0
P.G.A. 8,563 - (288) - 8,275 0 - 0
Total 134,399 - (288) 8,214 142,325 (8,408) (3,070) (11,478)

The change in equity investments in subsidiaries is broken down in the table below:

Net book
value
31/12/2023
Portion of
shareholders'
equity
31/12/2023
Difference
between
shareholders'
equity and
carrying
value
31/12/2023
Net book value
31/12/2024
Portion of
shareholders'
equity 31/12/2024
Difference
between
shareholders'
equity and
carrying value
31/12/2024
Sabaf do Brasil 13,161 19,757 6,596 13,161 18,913 5,752
Sabaf Turkey 40,889 62,712* 21,823 40,913 78,507* 37,594
Sabaf Appliance Components (China) 492 493 1 467 467 0
Sabaf India 8,570 6,319 (2,251) 7,525 7,525 0
Sabaf Mexico 12,789 12,037 (752) 18,979 13,771 (5,208)
Sabaf U.S. 139 167 28 139 4 (135)
Sabaf America 3,565 3,619 54 3,565 5,216 1,651
Faringosi Hinges 10,329 8,071 (2,258) 10,329 8,388 (1,941)
A.R.C. 6,450 6,389 (61) 6,450 6,883 433
C.M.I. 21,044 21,736 692 21,044 22,764 1,720
P.G.A. 8,563 3,756 (4,807) 8,275 3,948 (4,327)
Total 125,991 145,056 19,065 130,847 166,386 35,539

* values determined in accordance with IAS 29 - Financial Reporting in Hyperinflationary Economies, applied to companies in Turkey as from 1 April 2022

Sabaf do Brasil

In 2024, Sabaf do Brasil achieved positive results. At 31 December 2023, Shareholders' equity (converted into euros at the end-of-year exchange rate) is significantly higher than the carrying amount of the equity investment.

Sabaf Turkey

In 2024, Sabaf Turkey achieved positive results. At 31 December 2023, Shareholders' equity (converted into euros at the end-of-year exchange rate) is significantly higher than the carrying amount of the equity investment.

Sabaf Appliance Components (China)

Sabaf Appliance Components (Kunshan) Co., Ltd. has been producing burners for the Chinese market since 2015. Furthermore, the company has performed the function as distributor on the Chinese market of Sabaf products manufactured in Italy and Turkey. Given the loss in the financial year, the equity investment was written down by €25 thousand to bring the value in line with shareholders' equity.

Sabaf India

Sabaf India started production of gas components for the local market in 2022, where strong growth is expected in the medium to long term, given that to date only a small proportion of the population uses gas as a fuel source for cooking food.

During the year, the Company made a share capital increase of €2 million to support the investments required to complete the verticalisation of production in the subsidiary.

The specific characteristics of the local market means there is uncertainty over the recoverability of the start-up costs and recognised losses, therefore, at 31 December 2024, the carrying value of the investment was adjusted to the shareholders' equity using the year-end exchange rate, with the recording of a write-down of €3,045 thousand.

Sabaf Mexico

In 2024 Sabaf Mexico started production of components for the North American market in San Luis Potosi (Mexico).

During the year, the Company made share capital increases of €6.2 million, mainly to finance the working capital of the subsidiary.

The difference between the carrying value of the equity investment and shareholders' equity converted at the year-end exchange rate is mainly due to the start-up costs and can be recovered in the coming years with the achievement of positive income results, as also foreseen in the 2025 budget given expectations of a significant growth in revenues and a related improvement in margins.

Sabaf U.S.

Sabaf U.S. operates as a commercial support for North America.

Sabaf America

The company was established in 2023 as part of the acquisition of 51% of MEC, in which it directly holds an equity investment.

P.G.A.

During the year, the value of the equity investment was reduced by €288 thousand, of which €113 thousand was for the recognition by the former shareholders of a compensation relating to the obsolescence of the products included in the inventories and €175 thousand for the price adjustment following the finalisation of the acquisition, linked to contractually-determined ("earn-out") objectives.

As at 31 December 2024, with the support of independent experts, the book values of the Company's equity investments in Faringosi Hinges, A.R.C., C.M.I., P.G.A. and Sabaf America (of which the 51% interest in MEC is the only asset) were subject to impairment tests, to determining their recoverable value, which was verified by measuring the value in use by discounting expected cash flows.

The main assumptions used to determine the value in use of the various equity investments are related to a) cash flows from the company's business plans, b) the discount rate and c) the long-term growth rate.

Determining cash flows

The management has defined a single plan for each investee, with reference to the period from 2025 to 2027, which represents the best estimate of the business outlook, based on the company's strategies and the growth indicators of its sector and reference markets. In particular, the forecasts for the first year of the forecast plan (2025) were developed on the basis of the 2025 budgets approved by the Boards of Directors of the investees and Sabaf S.p.A. in December 2024; the forecasts for the next two years (2026 and 2027) were determined analytically as part of the process of updating the Group's 2025 - 2027 Business Plan. The multi-year plans of the individual investees were submitted for approval by the respective Boards of Directors of the Group companies and the Board of Directors of Sabaf S.p.A. at the same time as the approval of the impairment tests.

Revenues were estimated on the basis of information obtained from customers and on the basis of management's expectations regarding the trend of the reference market, which anticipate a moderate recovery from the weak phase that characterised 2024. The contribution of revenues from new products already developed, weighted by their probability of success, was also estimated. The plans were prepared on the assumption that raw material prices will remain broadly unchanged, in consideration of the proven historical ability of the investees to pass on changes in the cost of materials to sales prices. Estimates of revenues and profitability incorporate elements of caution reflecting geopolitical and macroeconomic uncertainty. It should be noted that investees are not exposed to significant transitional climate risks, that energy costs are extremely low in relation to the industrial cost of the products and that the related production processes do not directly use fossil fuels (gas) as an energy source.

The business plans consider only real growth, do not take into account expected inflation and have been prepared in Euro, i.e. in the currency in which - with the exception of MEC - the sales prices and main operating costs of the investees are expressed. The business

plan of MEC, which operates in dollars, was prepared on the assumption of a stable euro/dollar exchange rate.

Finally, cash flows for the period from 2025 to 2027 were augmented by the terminal value, which expresses the operating flows that each investee is expected to generate from the fourth year to infinity and determined based on the perpetual income.

Discount rate

As in the previous year, the discount rate used to discount the expected future cash flows was determined for each investee, and is represented by the weighted average cost of capital employed (WACC), which reflects the current market valuation of the time value of money for the period in question and the specific risks of the investees and their sectors. Compared to the previous year, it was deemed appropriate to update the panel of comparables in order to better represent the systematic risk of the Group's core businesses, including in accordance with the evolution of the Group's strategy and scope. The discount rates used last year are shown below for comparison, and it should be noted that the updating of the panel of comparables did not have any significant effects.

Long-term growth rate

In addition to the flows expected for the period from 2025 to 2027, which are explicitly forecast, there is the Perpetuity flow, which is representative of the Terminal Value. This was determined, according to the same logic adopted in the previous year, using a longterm growth rate (g-rate), specific to each investee, which reflects the growth potential of the reference area.

Discount rate
(WACC) %
Long-term growth rate
(g-rate)
Cash
flow
horizon
Terminal Value
Calculation
Method
2024 2023 2024 2023
Faringosi Hinges 9.70% 11.84% 2.00% 2.00% 3 years
old
Perpetual
instalment
A.R.C. 9.27% 11.09% 2.00% 2.00% 3 years
old
Perpetual
instalment
C.M.I. 9.34% 11.45% 2.00% 2.00% 3 years
old
Perpetual
instalment
P.G.A. 9.78% 10.94% 2.50% 2.50% 3 years
old
Perpetual
instalment
MEC 9.38% 10.99% 2.00% 2.00% 3 years
old
Perpetual
instalment

The table below shows the key assumptions used in the impairment test.

The changes in discount rates, compared to those used in the preparation of the separate financial statements as at 31 December 2023, are mainly due to the reduction in the cost of debt and the risk-free rate.

The impairment tests carried out in the manner described above and approved by the Board of Directors on 25 February 2025, with the opinion of the Control and Risk Committee, did not reveal any impairment, as the recoverable amount of the equity

investments at 31 December 2024 was higher than the corresponding net invested capital (carrying amount).

The following activities were carried out to complete the analysis:

▪ a sensitivity analysis to test the recoverability of equity investments against changes in the basic assumptions used to determine the discounted flows. In particular, the table below shows the WACC, g-rate and EBITDA that would result in an impairment if all other basic assumptions remained unchanged:

Break-even values in a "steady case" situation
Sensitivity analysis WACC g-rate* EBITDA
Faringosi Hinges 40.5% - -71.7%
A.R.C. 30% - -60.7%
C.M.I. 45.5% - -64.91%
P.G.A. 9.79% 2.48% -0.2%
MEC 12.82% - -22.2%

*With reference to the break-even values of the g-rate, it should be noted that, with the exception of the investment in P.G.A., even if the g-rate were 0, no impairment loss would occur.

  • recoverability check of equity investments against possible increases and decreases of 50 bps in the WACC and 25 bps in the g-rate;
  • recoverability check of equity investments against possible decreases of 10% and 20% of EBITDA.

With reference to the equity investment in P.G.A., sensitivity analyses show a delta between the recoverable amount and the carrying value of the equity investment ranging from +€2.2 million to -€2.2 million. For the other equity investments tested for impairment, none of the scenarios included in the sensitivity analysis resulted in a recoverable amount below the carrying value.

5. NON-CURRENT FINANCIAL ASSETS

31/12/2024 31/12/2023 Change
Financial receivables from
subsidiaries
7,294 15,734 8,440
Total 7,294 15,734 8,440

At 31 December 2024, financial receivables from subsidiaries consist of:

  • a residual interest-bearing loan of €2 million to the subsidiary Sabaf Turkey, as part of the Group's financial management coordination, maturing in May 2027. During 2024 the subsidiary repaid €6.5 million.
  • a residual interest-bearing loan of USD 5.5 million (€5.294 million at the end-ofyear exchange rate), granted to the subsidiary Sabaf America as part of the acquisition of the equity investment in MEC, maturing in July 2033. During 2024 the subsidiary repaid USD 994 thousand.

In addition, during the year, the subsidiary Sabaf do Brasil fully repaid loans of USD 1.5 million.

6. NON-CURRENT RECEIVABLES

31/12/2024 31/12/2023 Change
Receivables from former P.G.A.
shareholders
645 620 25
Guarantees 32 32 -
Total 677 652 25

Receivables from former P.G.A. shareholders, already agreed upon between the parties, refer to compensation obligations envisaged upon the occurrence of certain events (liabilities incurred by P.G.A.) regulated by the acquisition agreement.

7. INVENTORIES

31/12/2024 31/12/2023 Change
Raw Materials 12,327 10,311 2,016
Semi-processed goods 6,403 6,077 326
Finished products 6,847 7,221 (374)
Provision for inventory write
downs
(1,707) (1,773) 66
Total 23,870 21,836 2,034

The value of final inventories at 31 December 2024 increased compared to the previous year to meet the higher volumes of activity.

The provision for write-downs is mainly allocated for hedging the obsolescence risk, quantified on the basis of specific analyses carried out at the end of the year on slowmoving and non-moving products, and refers to raw materials for €697 thousand, semifinished products for €273 thousand and finished products for €737 thousand. The following table shows the changes in the Provision for inventory write-downs during the current financial year:

1,773
68
(134)
1,707

8. TRADE RECEIVABLES

31/12/2024 31/12/2023 Change
Trade receivables from third
parties
18,599 13,913 4,686
Trade receivables from subsidiaries 12,794 15,393 (2,599)
Bad debt provision (600) (600) 0
Net total 30,793 28,706 2,087

At 31 December 2024, trade receivables included balances totalling USD 7,759 thousand, booked at the EUR/USD exchange rate in effect on 31 December 2024, equal to 1.0389. The amount of trade receivables recognised in the financial statements includes approximately €12 million in insured receivables (€12 million at 31 December 2023).

Trade receivables from third parties at 31 December 2024 were higher that at the end of 2023 subsequent to higher sales.

There were no significant changes in average payment terms agreed with customers.

The following table shows the breakdown of receivables from third parties by maturity date:

31/12/2024 31/12/2023 Change
Current receivables (not
past due)
13,800 10,410 3,390
Outstanding up to 30 days 2,559 1,753 806
Outstanding from 30 to 60
days
597 435 162
Outstanding from 60 to 90
days
500 364 136
Outstanding for more than
90 days
1,143 951 192
Total 18,599 13,913 4,686

The bad debt provision was adjusted to the better estimate of the credit risk and expected loss expected losses at the end of the reporting period, also carried out by analysing each expired item.

Changes during the year were as follows:

31/12/2023 Provisions Utilisation 31/12/2024
Bad debt provision 600 50 (50) 600

9. TAX RECEIVABLES

31/12/2024 31/12/2023 Change
For income tax 4,268 5,568 (1,300)
for VAT 481 462 19
Total 4,749 6,030 (1,281)

In the 2020 financial year, the Company has been part of the national tax consolidation scheme pursuant to Articles 117/129 of the Unified Income Tax Law.

At 31 December 2024, income tax receivables include:

  • the receivable from the subsidiary Faringosi Hinges s.r.l amounting to €443 thousand
  • the receivable from the subsidiary A.R.C. s.r.l. amounting to €401 thousand
  • the receivable from the subsidiary CMI s.r.l. amounting to €721 thousand

relating to the balance of the 2024 income taxes transferred by the subsidiaries to the consolidating company Sabaf S.p.A., in accordance with the provisions of the tax regulations relating to the national tax consolidation and the tax consolidation contracts entered into between the parties.

Income tax receivables also include:

  • €1.189 million of receivables for investments in capital equipment referred to Decree Law 160/2019, Budget Law 178/2020 and Budget Law 234/2021;
  • €635 thousand tax credit for "Patent Box" for the years 2020 and 2021, following the prior agreement signed with the Tax Authorities during 2023;
  • tax advances paid in previous years in the amount of €634 thousand.

31/12/2024 31/12/2023 Change Credits to be received from suppliers 919 904 15 Advances to suppliers 57 101 (44) Other 538 393 145 Total 1,514 1,398 116

10. OTHER CURRENT RECEIVABLES

Credits to be received from suppliers mainly refer to bonuses paid to the Company for the attainment of purchasing objectives.

11. CURRENT FINANCIAL ASSETS

31/12/2023 31/12/2023 Change
Interest rate derivatives 376 860 (484)
Total 376 860 (484)

At 31 December 2024, the Company has in place four interest rate swap (IRS) contracts for amounts and maturities coinciding with six unsecured loans that are being amortised, whose residual value at 31 December 2024 is €10,290 thousand. The contracts have not been designated as capital flow hedges and are therefore at their fair value through profit and loss, and recognised in the items "Fair Value through profit or loss", with "Financial income" as a balancing entry.

12. CASH AND CASH EQUIVALENTS

The item Cash and cash equivalents, equal to €2,039 thousand at 31 December 2024 (€13,899 thousand at 31 December 2023), refers almost exclusively to bank current account balances. Please refer to the Statement of Cash Flows for an analysis of changes in liquidity during the year.

13. SHARE CAPITAL

The share capital consists of 12,686,795 shares with a par value of € 1.00 each. The share capital paid in and subscribed did not change during the year.

At 31 December 2024, the structure of the share capital is shown in the table below.

No. of shares % of share
capital
Ordinary shares 7,034,278 55.45% --
Ordinary shares with
increased vote
5,652,517 44.55% Two voting
rights per share
TOTAL 12,686,795 100%

With the exception of the right to increased vote, there are no rights, privileges or restrictions on the Company. The availability of reserves is indicated in a table at the end of these Explanatory Notes.

14. TREASURY SHARES AND OTHER RESERVES

Treasury shares

With regard to the 2021 - 2023 Stock Grant Plan, following the expiry of the three-year vesting period, during the financial year, 103,349 ordinary shares of the Company were allocated and transferred to the beneficiaries, through the use of shares already available to the issuer. To implement the shareholders' meeting resolution of 8 May 2024, a buyback plan was initiated during the year, under which 14,692 treasury shares were purchased at an average price of €14.36 per share. No treasury shares were sold in 2024.

At 31 December 2024, Sabaf S.p.A. held 153,306 treasury shares (1.208% of the share capital), reported in the financial statements as an adjustment to shareholders' equity at a weighted average unit value of €15.14 (the closing stock market price of the Share at 31 December 2024 was €15.15). There were 12,533,489 outstanding shares at 31 December 2024.

Stock grant reserve

Items "Retained earnings, other reserves" of €88,528 thousand included, at 31 December 2024, the stock grant reserve of €394 thousand, which included the measurement at 31 December 2024 of the fair value of rights assigned to receive shares of the Company relating to the new 2024 – 2026 Stock Grant Plan, medium- and long-term incentive plan for directors and employees of the Sabaf Group, for the details of which reference is made to Note 45. During the 2024 financial year, the portion related to the 2021 - 2023 Stock Grant Plan, which ended in May 2024, was released, with the allocation of the accrued shares to the beneficiaries.

31/12/2024 31/12/2023
Current Non-current Total Current Non-current Total
Bond issue - 29,755 29,755 - 29,720 29,720
Unsecured loans 18,122 27,418 45,540 20,032 45,534 65,566
Leases 482 945 1,427 460 1,059 1,519
Short-term bank
loans
12,702 - 12,702 - - -
Short-term loans
from subsidiaries
3,000 - 3,000 3,000 - 3,000
Accruals for
financial expenses
219 - 219 200 - 200
Total 34,525 58,118 92,643 23,692 76,313 100,005

15. LOANS

In December 2021, Sabaf S.p.A. issued a €30 million bond fully subscribed by PRICOA with a maturity of 10 years, an average life of 8 years and a fixed coupon of 1.85% per year. The loan has the following covenants, defined with reference to the Group consolidated figures widely complied with at 31 December 2024 and for which, according to the Group's business plan, compliance is also expected in subsequent years:

  • commitment to maintain a ratio of net financial debt to shareholders' equity of less than or equal to 1.5;
  • commitment to maintain a ratio of net financial debt to EBITDA of less than or equal to 3;
  • commitment to maintain a ratio of EBITDA to net financial position of more than 4.

The Company did not take out any new unsecured loans during the year.

Some of the outstanding unsecured loans have covenants, defined with reference to the consolidated financial statements at the end of the reporting period, as specified below:

  • commitment to maintain a ratio of net financial debt to shareholders' equity of less than or equal to 1 (residual amount of the loans at 31 December 2024 equal to €33.2 million);
  • commitment to maintain a ratio of net financial debt to EBITDA of less than or equal to 3 (residual amount of the loans at 31 December 2024 equal to €41.7 million);

complied with at 31 December 2024 and for which, according to the Group's business plan, compliance is also expected in subsequent years.

All bank loans are denominated in euro.

Short-term loans from subsidiaries were granted at market conditions as part of the optimisation of the Group's liquidity management.

To manage interest rate risk, some unsecured loans (with a total residual value of €22,569 thousand at 31 December 2024) are either fixed-rate or hedged by IRS. On the other hand, the residual value of unsecured loans taken out at a variable rate and not covered by the IRS was €22,974 thousand.

The following table shows the changes in lease liabilities during the year:

Lease liabilities at
1 January 2023
1,682
New agreements signed during 2023 485
Repayments during 2023 (648)
Lease liabilities at 31 December 2023 1,519
New agreements signed during 2024 446
Repayments during 2024 (538)
Lease liabilities at 31 December 2024 1,427

Note 37 provides information on financial risks, pursuant to IFRS 7.

16. OTHER FINANCIAL LIABILITIES

31/12/2023 31/12/2023
Current Non-current Current Non-current
Payables to former PGA
shareholders
- - - 175
Other 10 -
Total 10 - - 175

As at 31 December 2023 the payable to former P.G.A. shareholders referred to price adjustments following the completion of the acquisition, linked to contractuallydetermined ("earn-out") objectives. Since the objectives were not achieved, the liability was eliminated in the current financial year.

17. Post-employment benefit

At 31 December 2023 1,574
Financial expenses 49
Payments made (109)
Tax effect (32)
At 31 December 2023 1,482

Actuarial gains or losses are recognised immediately in the comprehensive income statement ("Other comprehensive income") under the item "Actuarial income and losses".

Post-employment benefits are calculated as follows:

Financial assumptions

31/12/2024 31/12/2023
Discount rate 3.28% 3.2%
Inflation 2.5% 2.5%

Demographic theory

31/12/2024 31/12/2023
Mortality rate IPS55 ANIA IPS55 ANIA
Disability rate INPS 2000 INPS 2000
Staff turnover 5% 5%
Advance payouts 1.00% per year 1.00% per year
Retirement age pursuant to legislation in pursuant to legislation in
force on 31 December 2024 force on 31 December 2023

The sensitivity analyses carried out to take into account possible changes in actuarial assumptions did not reveal any significant changes in the liability.

31/12/2023 Provisions Utilisation 31/12/2024
Provision for agents'
indemnities
191 1 (7) 185
Product guarantee
fund
60 - (29) 31
Provision for legal
risks
46 - - 46
Total 297 1 (36) 262

18. PROVISIONS FOR RISKS AND CHARGES

The provision for agents' indemnities covers amounts payable to agents if the Company terminates the agency relationship.

The product guarantee fund covers the risk of returns or charges by customers for products already sold.

The provisions for risks, which represent the estimate of future payments made based on historical experience, have not been discounted because the effect is considered negligible.

19. TRADE PAYABLES

31/12/2024 31/12/2023 Change
Total 21,626 22,605 (979)

Average payment terms did not change versus the previous year.

At 31 December 2024, there were no overdue payables of a significant amount and the Company did not receive any injunctions for overdue payables.

In 2024 Sabaf S.p.A. introduced a Sustainable Procurement Policy as part of its internal procedures, which integrates environmental considerations into the management of purchases, transport and energy supplies, as described in detail in the Sustainability Statement.

20. TAX PAYABLES

31/12/2024 31/12/2023 Change
To inland revenue for income tax 1,117 904 213
To subsidiaries for income tax 51 133 (82)
To inland revenue for IRPEF tax
deductions 651 447 204
Total 1,819 1,484 335

Payables to inland revenue for income tax are related to IRES for €1,104 thousand and IRAP for €13 thousand.

In the 2020 financial year, the Company has been part of the national tax consolidation scheme pursuant to Articles 117/129 of the Unified Income Tax Law. At 31 December

2024, payables to subsidiaries for income taxes refer to tax advances received from the subsidiary CGD s.r.l.

Payables for IRPEF tax deductions, relating to employment and self-employment, were duly paid at maturity.

21. OTHER CURRENT PAYABLES

31/12/2024 31/12/2023 Change
To employees 4,489 4,335 154
To social security institutions 2,290 2,211 79
Advances from customers 527 69 458
To agents 123 105 18
Other current payables 3,507 3,419 88
Total 10,936 10,139 1,633

At the beginning of 2025, payables due to employees and social security institutions were paid in accordance with the scheduled expiry dates.

Other current payables include accrued liabilities and deferred income, of which €1,729 thousand refer to the accrual basis of accounting of tax benefits driving from investments in capital goods referred to Decree Law 160/2019, Budget Law 178/2020 and Budget Law 234/2021.

22. DEFERRED TAX ASSETS AND LIABILITIES

31/12/2024 31/12/2023 Change
Deferred tax assets 3,138 2,664 474
Deferred tax liabilities (441) (550) 109
Net position 2,697 2,114 583

The table below analyses the nature of the temporary differences that determine the recognition of deferred tax liabilities and assets and their changes during the year and the previous year.

Amortisation and
leasing
Provisions and
value
adjustments
Fair
value of
derivative
instruments
Goodwill Tax
loss
Actuarial
evaluation of post
employment
benefit
Other
temporary
differences
Total
At 31 December 2022 465 1,056 (383) 886 - 134 169 2,327
Through profit or loss (82) (243) 178 (177) - - 114 (210)
In shareholders' equity - - (1) - - (2) - (3)
At 31 December 2023 383 813 (206) 709 - 132 283 2,114
Through profit or loss (23) 36 116 (177) - - 29 (19)
In shareholders' equity - - - - - (7) - (7)
Reclassification - - 609
At 31 December 2024 360 849 (90) 532 609 125 312 2,697

Deferred tax assets relating to goodwill refer to the exemption of the value of the investment in Faringosi Hinges s.r.l. made in 2011 pursuant to Italian law Decree 98/2011, deductible in ten instalments starting in 2018.

The line "reclassification from tax receivables" relates to taxes on tax losses that cannot be immediately offset under the national tax consolidation scheme.

23. TOTAL FINANCIAL DEBT

As required by the CONSOB memorandum of 28 July 2006, we disclose that the Company's net financial debt is as follows:

31/12/2024 31/12/2023 Change
A. Cash 2,039 13,900 (11,861)
B. Cash equivalents - - -
C. Other current financial assets 376 859 (483)
D. Liquidity (A+B+C) 2,415 14,759 (12,344)
E. Current financial payable 16,413 3,375 13,038
F. Current portion of non-current financial debt 18,122 20,492 (2,370)
G. Current financial debt (E+F) 34,535 23,867 10,668
H. Net current financial debt (G-D) 32,120 9,108 23,012
I. Non-current financial payable 28,363 46,593 (18,230)
J. Debt instruments 29,755 29,720 35
K. Trade payables and other non-current payables - - -
L. Non-current financial debt (I+J+K) 58,118 76,313 (18,195)
M. Total financial debt (H+L) 90,238 85,421 4,817

The statement of cash flows, which shows the changes in cash and cash equivalents (sum of letters A. and B. of this statement), describes in detail the cash flows that led to the change in the net financial debt.

Comments on key income statement items

24. REVENUE

In 2024, sales revenue amounted to €106,228 thousand, 6.4% higher than the €99,842 thousand in 2023.

2024 % 2023 % % change
Europe (excluding Turkey) 32,536 28.8% 28,672 28.8% 13.5%
Turkey 32,780 31.2% 31,224 31.2% 5%
North America 6,001 6.7% 6,649 6.7% -9.8%
South America 12,936 9.8% 9,940 9.8% 27.1%
Africa and Middle East 12,276 14.5% 14,431 14.5% -14.9%
Asia and Oceania 9,996 9.0% 8,926 9.0% 12%
Total 106,228 100% 99,842 100% 6.4%

Revenue by geographical area

Revenue by product family

2024 % 2023 % % change
Valves and thermostats 44,325 41.7% 40,216 40.4% 10.2%
Burners 47,887 45.1% 45,398 45.5% 5.5%
Accessories and other revenues 13,194 12.5% 14,228 14.3% -4.8%
Electronic components 352 0.3% - - -
Induction 470 0.4% - - -
Total 106,228 100% 99,842 100% 6.4%

25. OTHER INCOME

2024 2023 Change
Sale of trimmings 2,177 2,062 115
Services to subsidiaries 2,163 2,232 (69)
Contingent income 287 644 (357)
Rental income 66 78 (12)
Use of provisions for risks and charges 36 130 (94)
Other income 2,162 1,714 448
Total 6,891 6,860 31

Services to subsidiaries refer to administrative, commercial and technical services provided within the scope of the Group.

In 2024, other income mainly includes:

▪ €1,161 thousand in charges of various kinds to customers, including partnerships in investments for dedicated products;

  • €568 thousand of benefits granted as tax credits for investments made in 2024 and in previous years (Law 160/2019 paragraphs 184 to 196, Law 178/2020 and Law 234/2021);
  • €312 thousand for insurance compensation related to damages from weather events.

Beginning with these financial statements, income from royalties has been reclassified under Revenues, as part of the company's ordinary operations.

26. PURCHASES OF MATERIALS

2024 2023 Change
Commodities and outsourced 46,771 41,568 5,203
components
Consumables 4,190 4,367 (177)
Total 50,961 45,935 (5,026)

The increase in purchases is correlated to the growth in business volumes. During 2024, the effective purchase prices of the main raw materials (aluminium alloys, steel and brass) were on average lower than in 2023, with a positive impact of 1.3% of sales.

27. COSTS FOR SERVICES

2024 2023 Change
Outsourced processing 6,931 5,577 1,354
Electricity and natural gas 5,171 3,879 1,292
Maintenance 3,729 3,212 517
Advisory services 1,696 2,866 (1,170)
Transport and export expenses 1,596 1,435 161
Directors' fees 471 407 64
Insurance 659 607 52
Commissions 479 488 (9)
Travel expenses and allowances 606 607 (1)
Waste disposal 471 390 81
Canteen 335 307 28
Temporary agency workers 311 293 18
Other costs 2,151 2,056 95
Total 24,606 22,124 2,482

The main outsourced processing carried out by the Company include hot moulding of brass and some mechanical processing and assembly.

Other costs included expenses for the registration of patents, waste disposal, cleaning, leasing third-party assets and other minor charges.

28. PERSONNEL COSTS

2024 2023 Change
Salaries and wages 20,773 18,975 1,798
Social Security costs 6,688 6,091 597
Temporary agency workers 3,055 2,518 537

Post-employment benefit and
other costs
1,566 1,946 (380)
Stock grant plan (Note 45) 94 542 (448)
Total 32,176 30,072 2,104

Average of the Company headcount at 31 December 2024 totalled 454 employees (310 bluecollars, 130 white-collars and supervisors, 14 managers), unchanged since 2023 (311 bluecollars, 128 white-collars and supervisors, 15 managers). The number of temporary staff with temporary work contract was 66 at 31 December 2024 (56 at the end of 2023).

29. OTHER OPERATING COSTS

2024 2023 Change
Non-income related taxes and 291 356 (65)
duties
Losses and write-downs of trade
receivables - 30 (30)
Contingent liabilities 205 379 (174)
Other provisions 1 103 (102)
Other operating expenses 303 234 69
Total 800 1,102 (302)

Non-income taxes mainly include IMU, TASI and the tax for the disposal of urban solid waste. Other provisions refer to the allocations to provisions for risks described in Note 18.

Other operating expenses include donations of €132 thousand, 0.1% of turnover 2024, for community support activities,

30. FINANCIAL INCOME

2024 2023 Change
Interests receivable from banks 134 125 9
Interests receivable from loans 723 450 273
IRS spreads receivable 87 - 87
Total 944 575 369

31. FINANCIAL EXPENSES

2024 2023 Change
Interest paid to banks 3,117 2,952 165
Banking expenses 125 164 39
IRS spreads payable - 80 (80)
Other financial expense 151 270 (119)
Total 3,393 3,466 (73)

32. EXCHANGE RATE GAINS AND LOSSES

In 2024, the Company reported net foreign exchange profit of €825 thousand (net loss of €171 thousand in 2023) thanks to the due to the appreciation of the dollar against the euro.

33. PROFITS AND LOSSES FROM EQUITY INVESTMENTS

2024 2023 Change
Dividends received from Faringosi Hinges 1,156 3,000 (1,844)
s.r.l.
Dividends received from A.R.C. s.r.l. 755 3,000 (2,245)
Dividends received from C.M.I. s.r.l. 2,266 - 2,266
Write-down of equity investments (3,078) (1,000) (2,078)
Total 1,099 5,000 3,901

In 2024, the 'Write-down of equity investments' relates to Sabaf India in the amount of €3,045 thousand and Sabaf China in the amount of €25 thousand. See Note 4 for more details. Starting with these Separate Financial Statements, for the purpose of a better presentation of the Income Statement, write-downs of equity investments are classified under 'Gains and losses from equity investments'. Previously, write-downs of equity investments were accounted for under 'Gains and losses on disposal of non-current assets'. For the sake of consistency of comparison, this classification was also adopted in the 2023 income statement, which is presented for comparative purposes in these separate financial statements.

34. INCOME TAXES

2024 2023 Change
Current taxes (219) (1,782) 1,561
Deferred tax assets and liabilities 19 210 827
Taxes related to previous financial 47 (808) (161)
years
Total (153) (2,380) 2,227

The tax income related to the tax loss for the 2024 tax year is recognised in current taxes for 2024.

Reconciliation between the tax burden booked in the financial statements and the theoretical tax burden calculated according to the statutory tax rates currently in force in Italy is shown in the following table:

2024 2023
Theoretical income tax 282 270
Taxes related to previous financial years 89 (73)
Tax effect of dividends from investee companies (952) (1,368)
"Iper and Superammortamento" tax benefit (381) (558)
Permanent tax differences 755 194
Tax effect on tax credit for energy-intensive and gas-intensive companies - (153)
"Patent box" tax benefit (32) (635)
IRES (current and deferred) (239) (2,323)
IRAP (current and deferred) 86 (57)
Total (153) (2,380)

Theoretical taxes were calculated applying the current corporate income tax (IRES) rate, i.e. 24%, to the pre-tax result. IRAP is not taken into account for the purpose of reconciliation because, as it is a tax with a different assessment basis from pre-tax profit, it would generate distorting effects.

35. DIVIDENDS

On 29 May 2024, shareholders were paid an ordinary dividend of €0.54 per share (total dividends of €6,776 thousand) in implementation of the shareholders' resolution of 08 May 2024.

The Directors have recommended payment of a dividend of €0.58 per share this year, subject to approval of shareholders in the annual Shareholders' Meeting and therefore not included under liabilities in these financial statements. The dividend proposed is scheduled for payment on 28 May 2025 (ex-date 26 May and record date 27 May).

36. SEGMENT REPORTING

Information by business segment for 2024 is provided below

Gas parts Electronic
components
Components for
induction
cooking.
Unallocated
costs
Total
Sales 105,402 352 474 - 106,228
Operating profit 7,152 7 (717) (4,656) 1,786

Unallocated revenues and costs refer to auxiliary or common activities, such as overhead costs, which cannot be allocated to individual business segments.

37. INFORMATION ON FINANCIAL RISK

Categories of financial instruments

In accordance with IFRS 7, a breakdown of the financial instruments is shown below, among the categories set forth in IFRS 9.

31/12/2024 31/12/2023
Financial assets
Amortised cost
Cash and cash equivalents 2,039 13,900
Trade receivables and other receivables 32,308 30,104
Non-current loans 7,295 15,734
Fair Value through profit or loss
Derivatives cash flow hedges (on interest rates) 376 860
Financial liabilities
Amortised cost
Loans 92,653 100,005
Other financial liabilities 10 175
Trade payables 21,626 22,605

The Company is exposed to financial risks related to its operations, mainly:

  • credit risk, with special reference to normal trade relations with customers;
  • market risk, relating to the volatility of prices of commodities, foreign exchange and interest rates;
  • liquidity risk, which can be expressed by the inability to find financial resources necessary to ensure Company operations.

It is part of Sabaf's policies to hedge exposure to changes in prices and in fluctuations in exchange and interest rates via derivative financial instruments. Hedging is done using forward contracts, options or combinations of these instruments. Generally speaking, the maximum duration covered by such hedging does not exceed 18 months. The Company does not enter into speculative transactions. When the derivatives used for hedging purposes meet the necessary requisites, hedge accounting rules are followed.

Credit risk management

Trade receivables involve producers of domestic appliances, multinational groups and smaller manufacturers in a few or single markets. The Company assesses the creditworthiness of all its customers at the start of supply and systemically at least on an annual basis. The credit management procedure includes, among other things:

  • assigning a specific credit limit to each customer;
  • checking, on a weekly basis, receivables past due;
  • sending payment reminders on a monthly basis;
  • defining a time limit after which deliveries are blocked (impossibility of making deliveries and confirming new orders).

The Company factors receivables with factoring companies based on without recourse agreements, thereby transferring the related risk.

A credit insurance policy is in place, which guarantees cover for approximately 39% of trade receivables.

Credit risk relating to customers operating in emerging economies is generally attenuated by the expectation of revenue through letters of credit.

Forex risk management

The main exchange rate to which the Company is exposed is the euro/USD in relation to sales made in dollars (mainly in North America) and, to a lesser extent, to some purchases (mainly

from Asian manufacturers). Sales in US dollars represented 13.6% of total turnover in 2024, while purchases in dollars represented 5.8% of total turnover.

Sensitivity analysis

With reference to financial assets and liabilities in US dollars at 31 December 2024, a hypothetical and immediate appreciation of 10% of euro against the dollar would have led to a loss of €1,216 thousand.

Interest rate risk management

Considering the IRS in place, at the end of 2024 almost 73% of the Company's gross financial debt was at a fixed rate. At 31 December 2024, IRS totalling €10.3 million were in place, mirrored in mortgages with the same residual debt, through which the Company transformed the floating rate of the mortgages into fixed rate. The derivative contracts were not designated as a cash flow hedge and were therefore recognised using the "fair value through profit or loss" method.

The following table shows the characteristics of the derivative financial instruments described in the previous paragraph.

Company Counterparty Instrument Maturity Value
date
Notional Fair value
hierarchy
Crédit Agricole 30/06/25 1,800,000
Sabaf S.p.A. Mediobanca IRS 28/04/27 EUR 8,490,000 2

Sensitivity analysis

With reference to financial liabilities at variable rate at 31 December 2024, a hypothetical and immediate increase of 1% of interest rates would have led to a loss of €335 thousand.

Commodity price risk management

A significant portion of the Company's purchase costs is represented by aluminium, steel and brass. Based on market conditions and contractual agreements, the Company may not be able to pass on changes in raw material prices to customers in a timely and/or complete manner, with consequent effects on margins. The Company also protects itself from the risk of changes in the price of aluminium, steel and brass with supply contracts signed with suppliers for delivery up to twelve months in advance or, alternatively, with derivative financial instruments. In 2024 and 2023, the Company did not use financial derivatives on commodities.

Liquidity risk management

The management of liquidity and financial debt is coordinated at Group level. The Group operates with a debt ratio considered physiological (net financial debt/shareholders' equity at 31 December 2024 of 42%, net financial debt/EBITDA of 1.69) and has unused short-term lines of credit. To minimise the risk of liquidity, the Administration and Finance Department:

  • maintains a correct balance of net financial debt, financing investments with capital and with medium to long-term debt;

  • verifies systematically that the short-term accrued cash flows (amounts received from customers and other income) are expected to accommodate the deferred cash flows (shortterm financial debt, payments to suppliers and other outgoings);
  • regularly assesses expected financial needs in order to promptly take any corrective measures.

An analysis by expiry date of financial payables at 31 December 2024 and 31 December 2023 is shown below:

At 31 December 2024

Carrying
value
Contractual
cash flows
Within 3
months
From 3
months to 1
year
From 1 to 5
years
More than 5
years
Unsecured loans and leases 45,540 47,839 2,562 16,770 28,507 -
Bond issue 29,755 32,775 - 555 19,887 12,333
Finance leases 1,427 1,504 131 383 909 81
Short-term loans 15,921 15,921 219 15,702 - -
Total financial payables 92,643 98,039 2,912 33,410 49,303 12,414
Trade payables 21,626 21,626 19,889 1,737 - -
Total 114,269 119,665 22,801 35,147 49,303 12,414

At 31 December 2023

Carrying
value
Contractual
cash flows
Within 3
months
From 3
months to 1
year
From 1 to 5
years
More than 5
years
Unsecured loans and leases 65,566 70,780 2,270 20,019 48,490 -
Bond issue 29,720 34,680 - 780 14,964 18,936
Finance leases 1,519 1,561 128 357 1,042 34
Short-term bank loans 3,200 3,000 200 3,000 - -
Payables to C.M.I.
shareholders
175 175 - - 175 -
Total financial payables 100,180 110,196 2,598 24,156 64,671 18,970
Trade payables 22,605 22,605 19,373 3,232 - -
Total 122,785 133,001 21,971 27,388 64,671 18,970

The various due dates are based on the period between the end of the reporting period and the contractual expiry date of the commitments, the values indicated in the table correspond to nondiscounted cash flows. Cash flows include the shares of principal and interest; for floating rate

liabilities, the shares of interest are determined based on the value of the reference parameter at the end of the reporting period and increased by the spread set forth in each contract.

Hierarchical levels of fair value assessment

The revised IFRS 7 requires that financial instruments reported in the statement of financial position at fair value be classified based on a hierarchy that reflects the significance of the input used in determining the fair value. IFRS 7 makes a distinction between the following levels:

  • Level 1 quotations found on an active market for assets or liabilities subject to assessment;
  • Level 2 input other than prices listed in the previous point, which can be observed directly (prices) or indirectly (derived from prices) on the market;
  • Level 3 input based on observable market data.

The following table shows the assets and liabilities measured at fair value at 31 December 2024, by hierarchical level of fair value assessment.

Level 1 Level 2 Level 3 Total
Other financial assets (derivatives on interest rates) - 376 - 376
Total assets and liabilities at fair value - 376 - 376

38. RELATIONS BETWEEN GROUP COMPANIES AND WITH RELATED PARTIES

The table below illustrates the impact of all transactions between Sabaf S.p.A. and other related parties on the balance sheet and income statement items and related parties, with the exception of the directors' fees, auditors and key management personnel which is stated in the Report on Remuneration.

Impact of related-party transactions or positions on statement of financial position items

Total
2024
Subsidiaries Other
related
parties
Total
related
parties
Impact
on the total
Non-current financial assets 7,294 7,294 - 7,294 100%
Trade receivables 30,793 12,476 - 12,476 40.52%
Tax receivables 4,749 401 - 401 8.44%
Short-term financial payables 34,526 3,000 - 3,000 8.69%
Trade payables 21,626 1,333 - 1,333 6.16%
Tax payables 1,918 51 - 51 2.66%
Total
2023
Subsidiaries Other
related
parties
Total
related
parties
Impact
on the total
Non-current financial assets 15,734 15,734 - 15,734 100%
Trade receivables 28,706 15,393 - 15,393 53.62%
Tax receivables 6,031 241 - 241 4.00%

Sabaf Group | Sabaf S.p.A. Separate Financial Statements at 31 December 2024

Short-term financial payables 23,692 3,000 - 3,000 12.66%
Trade payables 22,605 1,186 5 1,192 5.27%
Tax payables 1,485 133 - 133 8.96%

Impact of related-party transactions on income statement items

Total
2024
Subsidiaries Other
related
parties
Total related
parties
Impact
on the total
Revenue 106,228 21,466 - 21,466 20.21%
Other income 6,891 2,879 - 2,879 41.78%
Materials 50,961 2,222 - 2,222 4.36%
Services 24,606 323 - 323 1.31%
Capital gains on non-current assets 685 644 - 644 94.01%
Financial income 944 694 - 694 73.52%
Financial expenses 3,479 138 - 138 3.97%
Profits and losses from equity
investments
1,099 1,107 - 1,107 100.73%
Total
2023
Subsidiaries Other
related
parties
Total related
parties
Impact
on the total
Revenue 99,482 19,892 - 19,892 20.00%
Other income 7,220 3,207 - 3,207 44.42%
Materials 45,935 3,095 - 3,095 6.74%
Services 22,124 447 21 468 2.12%
Capital gains on non-current assets 1,867 336 - 336 18%
Financial income 575 416 - 416 72.35%
Financial expenses 3,466 113 - 113 3.26%
Profits and losses from equity
investments
5,000 5,000 - 5,000 100%

Relations with subsidiaries mainly consist of:

  • trade relations, relating to the purchase and sale of semi-processed goods or finished products;
  • sales of machinery, which generated the capital gains highlighted;
  • charging for the provision of intra-group technical, commercial and administrative services;
  • charging for intra-group royalties;
  • intra-group loans;
  • tax consolidation scheme.

39. SIGNIFICANT NON-RECURRING EVENTS AND TRANSACTIONS

Pursuant to the Consob memorandum of 28 July 2006, the Group declares that no significant non-recurring events or transactions, as defined by the memorandum, took place in 2024.

40. SIGNIFICANT EVENTS AFTER THE REPORTING PERIOD

There were no important events after the 2024 reporting period.

41. ATYPICAL AND/OR UNUSUAL TRANSACTIONS

Pursuant to CONSOB memorandum of 28 July 2006, the Company declares that no atypical and/or unusual transactions as defined by the CONSOB memorandum were carried out during 2024.

42. SECONDARY OFFICES AND LOCAL UNITS

The Company has another active local unit in Busto Arsizio (Varese), in addition to the registered office in Ospitaletto (Brescia).

43. COMMITMENTS

Guarantees issued

Sabaf S.p.A. also issued sureties to guarantee mortgage loans granted by banks to employees for a total of €1,688 thousand (€2,293 thousand at 31 December 2023).

44. FEES TO DIRECTORS, STATUTORY AUDITORS AND EXECUTIVES WITH STRATEGIC RESPONSIBILITIES

Fees to directors, statutory auditors and executives with strategic responsibilities are described in the Report on Remuneration that will be presented to the shareholders' meeting called to approve these separate financial statements.

45. SHARE-BASED PAYMENTS

2021 – 2023 Stock Grant Plan

In May 2024, with the allocation of the accrued shares to the beneficiaries, the plan for the free allocation of shares, approved by the Shareholders' Meeting of 6 May 2021 for the period from 2021 to 2023, the Regulations of which had been approved by the Board of Directors on 13 May 2021, came to an end. During the first half of 2024, as a reduction of €300 thousand in staff costs, the Fair value of the rights granted to the beneficiaries for the relevant period was recognised (Note 28) and the related reserve that had been recognised in the shareholders' equity was released (Note 13).

2024 – 2026 Stock Grant Plan

A plan for the free allocation of shares, approved by the Shareholders' Meeting of 8 May 2024, is in place. The related Regulations were approved by the Board of Directors on 18 June 2024. The main features of this Plan are summarised below.

Purpose

The Plan aims to promote and pursue the involvement of the beneficiaries whose activities are considered relevant for the implementation of the contents and the achievement of the objectives set out in the Business Plan, foster loyalty development and motivation of managers,

by increasing their entrepreneurial approach as well as align the interests of management with those of the Company's shareholders more closely, with a view to encouraging the achievement of significant results in the economic and asset growth and sustainability of the Company and of the Group.

Subject matter

The subject-matter of the Plan is the free allocation to the Beneficiaries of a maximum of 270,000 Options, each of which entitles them to receive free of charge, under the terms and conditions provided for by the Regulations of the relevant Plan, 1 Sabaf S.p.A. Share.

The free allocation of Sabaf S.p.A. shares is conditional on the achievement, in whole or in part, with progressiveness, of the business targets related to the ROI and EBITDA and social and environmental targets.

Beneficiaries

The Plan is intended for persons who hold or will hold key positions in the Company and/or its Subsidiaries, with reference to the implementation of the contents and the achievement of the objectives of the 2024 - 2026 Business Plan. A total of 258,000 Rights were allocated to the Beneficiaries.

Deadline

The 2024 - 2026 Plan expires on 31 December 2027.

Accounting impacts and Fair Value measurement methods

In connection with this Plan, €394 thousand (Note 28) were recognised in personnel costs during the year, an equity reserve of the same amount (Note 13) was recognised as a balancing entry. In line with the date on which the beneficiaries became aware of the assignment of the rights and terms of the plan, the grant date was set at 1 July 2024.

The main assumptions made at the beginning of the vesting period and the methods for determining the fair value at the end of the reporting period are illustrated below. The following economic and financial parameters were taken into account in determining the fair value per share at the start of the vesting period:

Share price on grant date adjusted for dividends €16.60
Dividend yield 2.90%
Expected volatility per year 31.30%
Interest rate per year 3.10%

Based on the exercise right at the different dates established by the Plan Regulations and on the estimate of the expected probability of achieving the objectives for each reference period, the unitary fair value at 31 December 2024 was determined as follows:

Rights relating to objectives Total value on ROI 9.80 3.43
measured on ROI Rights on ROI 35% Fair Value
Rights relating to objectives Total value on EBITDA 6.33 Fair Value 2.85

measured on EBITDA Rights on EBITDA 45%
Rights relating to ESG objectives
measured on personal training
Total value on "Personnel
training"
14.02 0.70
Rights on "Personnel
training"
5% Fair Value
Rights relating to ESG objectives
measured on safety indicator
Total value on "Safety
indicator"
10.17 0.51
Rights on "Safety
indicator"
5% Fair Value
Rights relating to ESG objectives
measured on reduction of
emissions.
Total value on "Reduction
of emissions"
13.73 1.37
Rights on "Reduction of
emissions"
10% Fair Value
Fair Value per share 8.86

Summary of public grants pursuant to Article 1, paragraphs 125-129, Italian Law no. 124/2017

In compliance with the requirements of transparency and publicity envisaged pursuant to Italian Law no. 124 of 4 August 2017, article 1, paragraphs 125-129, which imposed on companies the obligation to indicate in the explanatory notes "grants, contributions, and in any case economic advantages of any kind", the following are the details of the relative amounts, accounted for "on a cash basis", in addition to what has already been published in the National State Aid Register - transparency of individual aid.

Statutory References Contribution value Disbursing Subject
Super/Iper ammortamento (Super/Hyper 1,162 Italian State
amortisation)
R&D Tax credit 164 Italian State
Total 1,326

Iperammortamento (Hyper amortisation): it allows an over-estimation for tax purposes of capital equipment to which "Industry 4.0" benefits are applicable, which differs according to the year of acquisition. The reference regulations are included in the Budget Laws from the year 2017 to the year 2020, 2021 Budget Law, Law 178/2020.

Superammortamento (Super amortisation): it allows an over-estimation for tax purposes of 130% or 140% of investments in new capital equipment; the reference regulations are contained in Italian Law no. 205 of 27 December 2017.

Research and development activities: Contribution accessible with reference to Article 1, paragraphs 198-209 of Law no. 160 of 27 December 2019 and the Implementing Decree of the Ministry of Economic Development of 26 May 2020 ("Transition 4.0" Decree).

Company name Registered offices Share capital at 31
December 2024
Shareholders % of
ownership
Shareholders' equity
at 31 December 2024
2024 profit (loss)
Faringosi Hinges S.r.l. Ospitaletto (BS) EUR 90,000 Sabaf S.p.A. 100% EUR 8,387,691 EUR 1,543,694
Sabaf do Brasil Ltda Jundiaì
(Brazil)
BRL 53,348,061 Sabaf S.p.A. 100% BRL 121,520,788 BRL 15,586,321
Sabaf US Corp. Plainfield (USA) USD 200,000 Sabaf S.p.A. 100% USD 4,039 USD -180,783
Sabaf Appliance Components
(Kunshan) Co., Ltd.
Kunshan (China) CNY 69,951,149 Sabaf S.p.A. 100% CNY 4,419,713 CNY -1,196,567
Sabaf Beyaz Esya Parcalari
Sanayi Ve Ticaret Limited
Sirketi
Manisa (Turkey) TRY 1,306,029,421 Sabaf S.p.A. 100% TRY 1,985,074,420 TRY 96,020,065
A.R.C. S.r.l. Campodarsego (PD) EUR 45,000 Sabaf S.p.A. 100% EUR 6,933,514 EUR 1,219,214
Sabaf Mexico Appliance
Components
San Louis Potosì
(Mexico)
PESOS 141,003,832 Sabaf S.p.A. 100% PESOS 296,021,470 PESOS -52,363,414
C.M.I s.r.l. Valsamoggia (BO) EUR 1,000,000 Sabaf S.p.A. 100% EUR 22,840,567 EUR 3,366,656
C.G.D. S.r.l. Valsamoggia (BO) EUR 26,000 C.M.I. S.r.l. 100% EUR 1,528,618 EUR -21,393
Sabaf India Private Limited Bangalore (India) INR 311,666,338 Sabaf S.p.A. 100% INR 565,225,897* INR -110,397,976*
P.G.A S.r.l. Fabriano (AN) EUR 100,000 Sabaf S.p.A. 100% EUR 3,948,114 EUR 193,504
Sabaf America Inc. Delaware (USA) USD 4,000,000 Sabaf S.p.A. 100% USD 5,419,077 USD 1,417,826
Mansfield Engineered
Components LLC(MEC)
Mansfield (USA) USD 2,823,248 Sabaf America 51% USD 15,171,544 USD 2,368,423

LIST OF EQUITY INVESTMENTS IN SUBSIDIARIES26

'* The values shown for Sabaf India Private Limited refer to 31 March 2024, the local reporting date

OTHER SIGNIFICANT EQUITY INVESTMENTS

None

26 Values taken from the separate financial statements of subsidiaries, prepared in accordance with locally applicable accounting standards

ORIGIN, POSSIBILITY OF UTILISATION AND AVAILABILITY OF RESERVES

Description Amount Possibility
of
utilisation
Available
share
Amount subject
to taxation
for the
company in the
case of
distribution
Capital reserves:
Share premium reserve 26,160 A, B, C 26,160 0
Revaluation reserve, Law 413/91 42 A, B, C 42 42
Revaluation reserve, Law 342/00 1,592 A, B, C 1,592 1,592
Retained earnings:
Legal reserve 2,482 B 0 0
Other retained earnings 77,209 A, B, C 75,943 0
Revaluation reserve, Law Decree of
Legislative Decree 104/20
4,873 A, B 4,873 4,727
Valuation reserve:
Post-employment benefit actuarial
provision
(366) 0 0
Reserve for stock grant plan 394 0 0
Total 112,386 108,610 6,361

Key:

A. for share capital increase

B. to hedge losses

C. for distribution to shareholders

STATEMENT OF REVALUATIONS OF EQUITY ASSETS AT 31 December 2024

Gross value Cumulative
depreciation
Net value
Non-current assets
held for sale Law 342/2000 2,870 (2,870) 0
2,870 (2,870) 0
Plant and
equipment
Law 576/75
Law 72/1983
1989 merger
1994 merger
180
2,180
6,140
6,820
(180)
(2,180)
(6,140)
(6,820)
0
0
0
0
15,320 (15,320) 0
Industrial and
commercial
equipment
Law 72/1983 161 (161) 0
Other assets Law 72/1983 50 (50) 0
TOTAL 18,356 (18,356) 0

GENERAL INFORMATION

Sabaf S.p.A. is a company organised under the legal system of the Republic of Italy.

Registered and administrative office: Via dei Carpini, 1
25035 Ospitaletto (Brescia)
Contacts: Tel:
Fax:
E-mail:
Web site:
+39 030 -
6843001
+39 030 -
6848249
[email protected]
http://www.sabaf.it
Tax information: REA Brescia
Tax code
VAT NUMBER
347512
03244470179
01786910982

Appendix

Information as required by Article 149-duodecies of the CONSOB Issuers' Regulation

The following table, prepared pursuant to Art. 149-duodecies of the CONSOB Issuers' Regulation, shows fees relating to 2024 for auditing services and for services other than auditing provided by the Independent Auditors. No services were provided by entities belonging to the network.

(€/000) Party providing Fees pertaining to the 2024
the service financial year
Audit EY S.p.A. 47
Certification services EY S.p.A ---
Other audit services EY S.p.A 24.5 (1)
Total 71.5
  1. Agreed auditing procedures for interim management statements and review of the Statement of Expenditure on Research and Development.

Certification of Separate financial statements pursuant to Article 154-bis of Legislative Decree of Legislative Decree 58/98

Pietro Iotti, the Chief Executive Officer, and Gianluca Beschi, the Financial Reporting Officer of Sabaf S.p.A., have taken into account the requirements of Article 154-bis, paragraphs 3 and 4, of Legislative Decree 58 of 24 February 1998 and can certify:

  • the adequacy, in relation to the business characteristics and
  • the actual application

of the administrative and accounting procedures for the formation of the separate financial statements during the 2024 financial year.

They also certify that:

  • the separate financial statements:
    • were prepared in accordance with the international accounting policies recognised in the European Community in accordance with EC regulation 1606/2002 of the European Parliament and Council of 19 July 2002 and with the measures issued in implementation of Article 9 of Legislative Decree 38/2005;
    • are consistent with accounting books and records;
    • provide a true and fair view of the financial position and performance of the issuer;
  • the report on operations contains a reliable analysis of the performance and results of operations and the situation at the issuer, along with a description of the key risks and uncertainties to which it is exposed.

Ospitaletto, 25 March 2025

Chief Executive Officer Pietro Iotti

The Financial Reporting Officer Gianluca Beschi

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