Vossloh AG

Interim / Quarterly Report • Jul 24, 2025

enabling green mobility

INTERIM FINANCIAL REPORT AS OF JUNE 30, 2025

Key group figures		H1/2025	H1/2024
Orders received	€ mill.	623.7	769.6
Order backlog	€ mill.	865.8	905.5
Income statement data
Sales revenues	€ mill.	582.6	560.9
Core Components	€ mill.	214.3	217.2
Customized Modules	€ mill.	282.5	263.8
Lifecycle Solutions	€ mill.	101.7	89.1
EBITDA	€ mill.	74.2	75.4
EBITDA margin	%	12.7	13.4
EBIT	€ mill.	44.9	49.5
EBIT margin	%	7.7	8.8
Net interest result	€ mill.	(7.9)	(6.1)
EBT	€ mill.	37.0	43.4
Net income	€ mill.	34.7	40.1
Attributable to shareholders of Vossloh AG	€ mill.	28.9	34.4
Earnings per share	€	1.50	1.96
Return on capital employed (ROCE)1	%	9.0	10.2
Value added1	€ mill.	(2.5)	3.6
Balance sheet data
Fixed assets2	€ mill.	775.0	749.5
Capital expenditure	€ mill.	30.0	25.5
Depreciation/amortization	€ mill.	29.2	25.9
Closing working capital3	€ mill.	248.5	219.6
Closing capital employed4	€ mill.	1,023.5	969.1
Equity	€ mill.	760.5	660.3
Net financial debt (including lease liabilities)	€ mill.	209.2	247.0
Total assets	€ mill.	1,520.7	1,396.5
Equity ratio	%	50.0	47.3
Cash flow statement data
Gross cash flow	€ mill.	71.1	80.1
Cash flow from operating activities	€ mill.	(18.7)	12.7
Cash flow from investing activities	€ mill.	(25.6)	(9.0)
Cash flow from financing activities	€ mill.	(8.6)	(36.8)
Free cash flow	€ mill.	(44.2)	(4.7)
Work force data
Average full time equivalents during the period	Number	4,515	4,093
Core Components	Number	1,049	1,016
Customized Modules	Number	2,494	2,322
Lifecycle Solutions	Number	846	649
Vossloh AG/Holding companies	Number	126	106
Personnel expenses	€ mill.	152.6	137.3
Share data
Share price as of June 30	€	84.50	46.80
Closing market capitalization as of June 30	€ mill.	1,632.6	822.0

1 Based on average capital employed; annualized

2 Intangible assets plus property, plant and equipment plus investment properties plus investments in companies accounted for using the equity method plus other noncurrent financial instruments

3 Trade receivables (including contract assets) plus inventories minus trade payables (including contract liabilities as well as liabilities from reverse factoring) minus prepayments received minus other current provisions (adjusted for matters not attributable to the operating business)

4 Working capital plus Fixed assets

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Interim Group Management Report Business performance in the Group

Results of operations

Vossloh divisions – Orders received and order backlog

	Orders received		Order backlog
€ mill.	H1/2025	H1/2024	6/30/2025	6/30/2024
Core Components	258.8	305.9	332.9	325.8
Customized Modules	259.6	361.3	498.9	522.6
Lifecycle Solutions	123.5	117.1	48.4	65.6
Vossloh AG/consolidation	(18.2)	(14.7)	(14.4)	(8.5)
Group	623.7	769.6	865.8	905.5

Book-to-bill ratio in the first half of 2025 greater than 1 Vossloh AG and its group companies (hereinafter referred to as Vossloh) generated orders received of €284.6 million in the second quarter of 2025. This was 32.2 percent below the record figure of €419.5 million in the prior-year quarter. As a result, orders received in the first half of 2025 were below the exceptionally high level of the previous year. The book-to-bill ratio at group level, defined as the ratio of orders received to sales revenues, was 1.07 in the first half of 2025. The order backlog as of June 30, 2025, was 4.4 percent below the prior-year figure, also due to the high level of order fulfillment in the second quarter.

Sales revenues in the second quarter of 2025 significantly increased

In the second quarter of 2025, sales revenues at the group level increased significantly compared with the prior year. As a result of this positive development, sales revenues in the first half of 2025 were 3.9 percent above the level of the same period last year.

	€ mill.	%	€ mill.	%	€ mill.	%	€ mill.	%
	H1/2025		H1/2024		Q2/2025			Q2/2024
Western Europe	75.0	12.9	74.7	13.3	39.3	11.9	37.8	12.9
thereof France	60.8	10.4	56.0	10.0	31.3	9.4	28.0	9.6
Central Europe	112.0	19.2	108.1	19.3	64.6	19.5	62.1	21.3
thereof Germany	79.2	13.6	81.2	14.5	44.6	13.5	46.2	15.8
Northern Europe	102.0	17.5	78.6	14.0	68.9	20.8	53.3	18.3
Southern Europe	65.9	11.3	73.8	13.2	35.5	10.7	33.1	11.3
Eastern Europe	33.9	5.8	21.3	3.8	14.7	4.4	12.3	4.2
Total of Europe	388.8	66.7	356.5	63.6	223.0	67.3	198.6	68.0
The Americas	63.4	10.9	73.1	13.0	33.4	10.1	37.4	12.8
Asia	51.4	8.8	52.9	9.4	32.5	9.8	16.3	5.6
Africa	45.7	7.9	33.7	6.0	23.8	7.2	18.4	6.3
Australia	33.3	5.7	44.7	8.0	18.8	5.6	21.3	7.3
Total	582.6	100.0	560.9	100.0	331.5	100.0	292.0	100.0

Vossloh Group – Sales revenues by region1

1 In line with the current internal sales structure, the regions have been reassigned. The prior-year figures have been adjusted accordingly and may therefore differ from the figures published in the previous year.

In the first half of 2025, Vossloh generated sales growth of €32.3 million in Europe, an increase of 9.1 percent compared with the previous year. Particularly noteworthy is the impressive growth of 59.3 percent in Eastern Europe. This dynamic development is primarily attributable to the Customized Modules division. The more extensive deliveries of turnout systems to Türkiye made a significant contribution to this growth. The Vossloh Group also achieved a considerable 29.8 percent increase in sales in Northern Europe, which was also largely attributable to the Customized Modules division. Deliveries of turnout systems and components to the Swedish infrastructure operator Trafikverket played a particularly important role here.

In the Central Europe sales region, sales revenues rose slightly in the first half of the year, although they did not quite reach the previous year's level in Germany. This was mainly due to temporary financing uncertainties at Deutsche Bahn, as the federal budget for 2025 had not yet been approved as planned at the end of 2024 due to the change of government. A noticeable increase in demand is expected in the second half of the year.

The Vossloh Group also achieved significant growth in the Africa sales region including the Middle East. Sales revenues rose by 35.6 percent compared with the prior-year period. This increase was mainly attributable to the Fastening Systems business unit and deliveries of rail fastening systems for major rail projects in Algeria.

In contrast, the company recorded a 25.5 percent decline in sales revenues in Australia in the first half of 2025. This decline affected both the Core Components and Customized Modules divisions and is attributable to a normalization of market demand after many years of exceptionally high demand.

Sales revenues in the Americas sales region also fell short of the prior-year level in the first half of 2025, declining by 13.3 percent. This was primarily attributable to lower deliveries of concrete ties for projects in Mexico in the Core Components division.

		H1/2025	H1/2024	Q2/2025	Q2/2024
Sales revenues	€ mill.	582.6	560.9	331.5	292.0
EBITDA	€ mill.	74.2	75.4	52.5	44.4
EBITDA margin	%	12.7	13.4	15.8	15.2
EBIT	€ mill.	44.9	49.5	37.6	31.6
EBIT margin	%	7.7	8.8	11.3	10.8
Net income	€ mill.	34.7	40.1	27.7	29.4
Earnings per share	€	1.50	1.96	1.25	1.57

Vossloh Group – Sales revenues and earnings

In the second quarter of 2025, Vossloh generated an EBIT that was significantly above the already high level of the previous year. In addition to the strong operating performance, a positive accounting effect of €3.5 million from the transitional consolidation of a Chinese joint venture in the Customized Modules division contributed to the increase in earnings. Thanks to the overall strong performance in the second quarter, the year-on-year difference was significantly reduced, although EBIT in the first half of 2025 remained below the high level of the previous year. In particular, the China business was unable to match the volume of 2024 in the first half of 2025. However, initial deliveries for the new orders won in China in the recent past already began in the second quarter. A significant increase in deliveries compared with the previous year is expected for the second half of 2025, particularly for the fourth quarter. As expected, the group's profitability – measured in terms of the EBIT margin – was below the high level of the previous year in the first half of 2025, but returned to double digits in the second quarter of 2025, exceeding the previous year's quarterly figure.

Net interest result amounted to €(7.9) million in the first half of 2025 (previous year: €(6.1) million). The year-on-year decline was mainly due to interest expenses in connection with the financing of the Sateba acquisition.

EBIT for the second quarter of 2025 exceeds the high prior-year figure

Earnings per share in the first half of 2025 below the previous year, but at a high level

In the first half of 2025, tax expense amounted to €2.3 million (previous year: €3.3 million). As in the previous year, the tax rate benefited from the capitalization of deferred taxes on tax loss carryforwards within the domestic tax group. Net income for the first half of 2025 was below the prior-year figure in line with the EBIT development. As in the previous year, €3.0 million of this amount is attributable to hybrid capital investors. The share attributable to noncontrolling interests remained roughly the same, while the net income attributable to Vossloh AG shareholders amounted to €28.9 million (previous year: €34.4 million). The average number of shares outstanding was 19,320,597 (previous year: 17,564,180). Earnings per share were consequently lower in the first half of 2025 than in the prior-year period.

		H1/2025	H1/2024	Q2/2025	Q2/2024
Average capital employed1	€ mill.	997.6	966.3	1,011.6	973.8
ROCE2	%	9.0	10.2	14.9	13.0
Value added3	€ mill.	(2.5)	3.6	13.6	8.5

1 Working capital plus fixed assets

2 EBIT/average capital employed; annualized

3 With average capital employed; annualized

ROCE and Value added still below previous year

Return on capital employed (ROCE) was below the prior-year figure in the first half of 2025, mainly due to lower EBIT. The WACC used for internal management purposes – the weighted average cost of capital for equity and debt capital – remained unchanged at 9.5 percent for the 2025 financial year. Value added in the first six months of 2025 was below the previous year's level in line with the earnings performance.

Net assets and financial position

Total assets rose slightly compared with the end of 2024. Equity as of June 30, 2025, also increased compared with the end of 2024. The change in equity is mainly attributable to net income, the dividend paid to the shareholders of Vossloh AG, the effect of the transitional consolidation of the Chinese joint venture on noncontrolling interests, and currency translation differences resulting from the translation of the financial statements of foreign subsidiaries.

Vossloh Group
		H1/2025/	Fiscal year 2024/	H1/2024/
		6/30/2025	12/31/2024	6/30/2024
Total assets	€ mill.	1,520.7	1,490.8	1,396.5
Equity	€ mill.	760.5	751.9	660.3
Equity ratio	%	50.0	50.4	47.3
Closing working capital1	€ mill.	248.5	174.4	219.6
Average working capital	€ mill.	213.1	213.7	220.3
Average working capital intensity 2	%	18.3	17.7	19.6
Fixed assets3	€ mill.	775.0	792.8	749.5
Closing capital employed4	€ mill.	1,023.5	967.2	969.1
Average capital employed	€ mill.	997.6	969.7	966.3
Free cash flow5	€ mill.	(44.2)	86.0	(4.7)
Net financial debt (including lease liabilities)6	€ mill.	209.2	137.6	247.0

1 Trade receivables (including contract assets) plus inventories minus trade payables (including contract liabilities as well as liabilities from reverse factoring) minus prepayments received minus other current provisions (adjusted for matters not attributable to the operating business)

2 Average working capital/sales revenues

3 Intangible assets plus property, plant and equipment plus investment properties plus investments in companies accounted for using the equity method plus other noncurrent financial instruments

4 Working capital plus fixed assets

5 Cash flow from operating activities less investments in intangible assets and property, plant and equipment as well as capital expenditure in companies accounted for using the equity method and plus cash inflows from profit distributions

or the sale of companies accounted for using the equity method

6 Financial liabilities minus cash and cash equivalents and short-term securities

Closing working capital as of June 30, 2025, compared with the end of the first half of 2024, showed an increase of 13.2 percent, which is primarily attributable to a rise in trade receivables. By contrast, average working capital intensity declined by 1.3 percentage points. Free cash flow in the first half of 2025 was significantly lower than in the prior-year period. Vossloh's net financial debt, including lease liabilities, decreased by a total of €37.8 million compared with June 30, 2024, primarily due to the proceeds from the capital increase in November 2024. A significantly positive free cash flow is expected for the second half of 2025, so that a clear decline in net financial debt from operating activities is anticipated by the end of 2025.

Average working capital intensity down compared to the first half of 2024

Capital expenditure1
€ mill.	H1/2025	H1/2024	Q2/2025	Q2/2024
Core Components	6.5	6.9	4.2	4.0
Customized Modules	12.4	8.8	7.7	6.3
Lifecycle Solutions	5.7	8.0	3.2	3.7
Vossloh AG/consolidation	5.4	1.8	3.6	1.1
Total	30.0	25.5	18.7	15.1

1 The capital expenditures shown here do not match the figures in the cash flow statement, as only cash-effective capital expenditures including those from discontinued operations are included there

Capital expenditure increased in the first half of 2025

Capital expenditure at group level was higher in the first half of 2025 than in the prior-year period. The increase was attributable primarily to the Customized Modules division. High capital expenditure was incurred mainly for the construction of a new switch plant in Sweden. In addition, capital expenditure was higher in connection with the implementation of a group-wide ERP system at Vossloh AG.

Business performance Core Components

Vossloh has consolidated its offering of industrially manufactured series products that are required in large quantities in rail infrastructure in the Core Components division. The Fastening Systems business unit is a leading global supplier of rail fastening systems. The products are developed, produced, and sold worldwide for all applications, from heavy-haul to high-speed lines and regional transportation. The Tie Technologies business unit is the leading manufacturer of concrete railway ties in North America and Australia. It also produces switch ties, concrete elements for slab tracks, and railroad crossing systems.

Core Components
		H1/2025/	H1/2024/
		6/30/2025	6/30/2024	Q2/2025	Q2/2024
Orders received	€ mill.	258.8	305.9	107.7	144.4
Order backlog	€ mill.	332.9	325.8	–	–
Sales revenues1	€ mill.	214.3	217.2	115.7	101.4
EBITDA	€ mill.	31.8	44.4	20.1	21.2
EBITDA margin	%	14.8	20.4	17.3	20.9
EBIT	€ mill.	21.1	33.8	14.8	16.0
EBIT margin	%	9.9	15.6	12.8	15.8
ROCE2	%	13.4	20.9	18.8	19.6
Value added2	€ mill.	6.1	18.4	7.3	8.2

1 Sales revenues include external sales revenues and sales to other divisions.

2 Based on average capital employed; annualized

Orders received in the Core Components division were down in the first half of 2025 compared with the previous year ((15.4) percent). Both business units recorded lower order volumes, with China and the US particularly affected. However, the division's book-to-bill ratio after six months was still at a healthy 1.21 overall.

In the first half of 2025, the value of new orders in the Fastening Systems business unit amounted to €201.6 million. Among other things, major orders were received for the new high-speed rail links between London and Birmingham (HS2) and between Yulin and Cenxi in China, as well as for the construction of a railway line in southwestern Algeria. The previous year's figure was €212.2 million. This included three high-speed projects in China with a volume of more than €60 million. At the end of the first half of 2025, the order backlog in the Fastening Systems business unit amounted to €290.4 million (previous year: €263.5 million).

In the Tie Technologies business unit, orders received in the first half of 2025 declined to €67.9 million (previous year: €104.2 million). This was primarily due to changes in the call-off behavior of major customers in the USA and delays in projects in this region. The order backlog as of June 30, 2025, amounted to €50.7 million (previous year: €66.9 million).

Revenues in the Core Components division were almost on a par with the previous year in the first half of 2025. The Fastening Systems business unit recorded an increase in sales revenues in the first six months of the current year to €151.5 million (previous year: €133.8 million). This was mainly due to higher sales revenues in Africa (particularly Algeria) and Eastern Europe compared with the previous year.

The Tie Technologies business unit generated sales revenues of €71.0 million in the first half of 2025, below the prior-year level of €92.0 million. Lower sales in Mexico and the Australian market could not be offset.

The book-to-bill ratio after the first six months of 2025 was a healthy 1.21

Sales revenues at prior-year level

EBIT for the first half of the year still below the figure for 2024

EBIT in the Core Components division fell well short of the level achieved in the first half of 2024. This is also attributable to a lower-margin sales mix in the Tie Technologies business unit. In addition, the brand license fee charged by Vossloh AG since the beginning of the year is weighing on the division's earnings. Furthermore, it should be noted that the prior-year figure was positively influenced by the reversal of provisions.

ROCE in the Core Components division declined by 7.5 percentage points in the first half of the current year due to the EBIT development. Average working capital in the division remained virtually unchanged compared with the previous year. Value added in Core Components also declined significantly in line with the EBIT development. In the Fastening Systems business unit, it declined to €8.5 million in the first half of 2025 (previous year: €13.5 million). The value added by the Tie Technologies business unit fell into negative territory to €(2.4) million (previous year: €4.7 million).

Core Components

		H1/2025	Fiscal year 2024	H1/2024
Average working capital	€ mill.	96.7	93.7	96.8
Average working capital intensity	%	22.6	20.2	22.3
Average capital employed	€ mill.	316.2	319.4	323.7

Business performance Customized Modules

The Customized Modules division bundles all of the group's services relating to the manufacture, installation and maintenance of customized infrastructure modules for the rail sector. The division includes the Switch Systems business unit, one of the world's largest suppliers of turnout systems. The product portfolio covers a very wide range of applications, from light rail to high-speed rail.

		H1/2025/ 6/30/2025	H1/2024/ 6/30/2024	Q2/2025	Q2/2024
Orders received	€ mill.	259.6	361.3	122.9	218.7
Order backlog	€ mill.	498.9	522.6	–	–
Sales revenues1	€ mill.	282.5	263.8	167.5	139.4
EBITDA	€ mill.	41.5	30.1	28.5	18.0
EBITDA margin	%	14.7	11.4	17.0	12.9
EBIT	€ mill.	32.0	22.5	23.5	14.4
EBIT margin	%	11.3	8.5	14.1	10.4
ROCE2	%	14.8	11.1	21.2	14.1
Value added2	€ mill.	11.5	3.3	13.0	4.7

Customized Modules

1 Sales revenues include external sales revenues and sales to other divisions.

2 Based on average capital employed; annualized

Orders received in the Customized Modules division in the first half of 2025 were significantly below the historic high of the previous year. In particular, orders received declined in Algeria and the Middle East following the award of several major projects in the previous year. Orders received in Canada and Italy were also below the prior-year level. In contrast, the division achieved higher orders received, particularly in Singapore and Denmark.

Sales revenues in the Customized Modules division, on the other hand, were 7.1 percent above the previous year's figure and reached a record level for the first half of the year. Higher sales in Sweden, Türkiye and Denmark contributed to this development. As a result of the lower orders received and the positive sales development, the order backlog as of the reporting date was 23.7 million lower than in the previous year.

The Customized Modules division significantly exceeded its EBIT for the first six months of the current year compared with the prior-year period. This was primarily attributable to higher earnings contributions from the Swedish site. In addition to the impressive operating performance, EBIT benefited in particular from a positive accounting effect of €3.5 million from the transitional consolidation of a Chinese joint venture. The EBIT margin increased noticeably despite the burden of the brand license fee payable to Vossloh AG. The ROCE of the Customized Modules division was significantly higher than in the prior-year period due to the positive margin development despite higher capital employed. Value added also rose significantly compared with the prior-year period.

Orders received in the first half of 2025 below the high prior-year level

Sales revenues reach record level in the first half of 2025

Continued very positive margin development

Customized Modules

		H1/2025	Fiscal year 2024	H1/2024
Average working capital	€ mill.	95.3	92.7	93.7
Average working capital intensity	%	16.9	16.5	17.8
Average capital employed	€ mill.	431.5	409.0	405.7

Business performance Lifecycle Solutions

The Lifecycle Solutions division focuses on specialized services for the maintenance of rails and switches in its Rail Services business unit. Its innovative technologies promote the safety of rail lines and contribute to extending the service life of rails and switches as well as to higher track availability. The service portfolio primarily includes corrective and preventive maintenance of rails and switches through milling and grinding, welding services, and rail and switch logistics. The comprehensive services of Lifecycle Solutions complement the product offerings of Core Components and Customized Modules.

		H1/2025/	H1/2024/
		6/30/2025	6/30/2024	Q2/2025	Q2/2024
Orders received	€ mill.	123.5	117.1	60.8	58.4
Order backlog	€ mill.	48.4	65.6	–	–
Sales revenues1	€ mill.	101.7	89.1	59.0	56.3
EBITDA	€ mill.	10.4	14.7	8.3	13.0
EBITDA margin	%	10.2	16.6	14.0	23.2
EBIT	€ mill.	1.7	7.3	3.9	9.3
EBIT margin	%	1.7	8.2	6.6	16.5
ROCE2	%	1.4	6.4	6.5	16.3
Value added2	€ mill.	(9.6)	(3.6)	(1.8)	3.9

Lifecycle Solutions

1 Sales revenues include external sales revenues and sales to other divisions.

2 Based on average capital employed; annualized

Orders received significantly above the previous year

In the Lifecycle Solutions division, orders received in the first half of 2025 exceeded the previous year's figure by 5.5 percent. Higher orders received were achieved in particular in the domestic market of Germany, in France and Indonesia. The higher orders received in Germany were attributable to call-offs for high-speed grinding services. Demand for logistics and stationary welding services was noticeably below the previous year's level. Orders received in China and Denmark, among other countries, were also below the prior-year level.

Sales revenues in the Lifecycle Solutions division were significantly above the prior-year level in the first half of 2025. The increase was primarily attributable to the rail system and turnout services, corrective maintenance (rail milling) and preventive rail maintenance (high-speed grinding) segments. The internationalization of Lifecycle Solutions' activities, measured as the share of revenue generated outside Germany, was 50.7 percent (previous year: 45.2 percent). Sales revenues at record level

EBIT and EBIT margin below the high prior-year level

EBIT and the EBIT margin of the Lifecycle Solutions division did not match the strong prior-year figures in the first six months of the current year. The decline was primarily attributable to an exceptionally highmargin project mix in Sweden in the second quarter of 2024 and temporarily subdued demand from Deutsche Bahn for logistics and stationary welding services as a result of the ongoing financing uncertainties. In addition, the brand license fee charged by Vossloh AG since the beginning of the year is weighing on the division's earnings.

The ROCE of the Lifecycle Solutions division was below the prior-year level due to the EBIT development. The increase in capital employed is primarily attributable to the acquisitions of the Swedish Scandinavian Track Group (STG) and the French company France Aiguillages Services (FAS) in the previous year. Value added after six months was correspondingly below the prior-year level.

Lifecycle Solutions
		H1/2025	Fiscal year 2024	H1/2024
Average working capital	€ mill.	30.5	35.0	36.6
Average working capital intensity	%	15.0	17.2	20.5
Average capital employed	€ mill.	238.9	232.4	228.1

Workforce

As of June 30, 2025, the group employed a total of 4,647 people worldwide. This means that the number of employees rose by 537 or 13.1 percent from 4,110 in the past twelve months.

Workforce	Closing date		Average
	6/30/2025	6/30/2024	H1/2025	H1/2024
Core Components	1,054	1,020	1,049	1,016
Customized Modules	2,600	2,324	2,494	2,322
Lifecycle Solutions	865	657	846	649
Vossloh AG and Vossloh RailWatch GmbH	128	109	126	106
Group	4,647	4,110	4,515	4,093

4,647 employees employed by Vossloh at the end of June 2025

The Core Components division recorded a 3.2 percent increase in the average number of employees in the first half of 2025 compared with the same period of the previous year. The increase was attributable exclusively to the Fastening Systems business unit, while the number of employees at Vossloh Tie Technologies, the second business unit of the Core Components division, remained nearly unchanged. In the Customized Modules division, the average number of employees rose by 7.4 percent in the first half of 2025 compared with the prior-year period, mainly due to the company in Wuhu, which was fully consolidated as of the reporting date. The average number of employees in the Lifecycle Solutions division rose significantly by 30.4 percent, mainly due to the acquisition of Scandinavian Track Group, which was completed in the second half of 2024.

Of the average total number of employees, 74.8 percent (previous year: 73.7 percent) were employed at European locations. Of the remaining 25.2 percent, 53.3 percent (previous year: 49.5 percent) were employed in Asia, 29.8 percent (previous year: 30.8 percent) in North America and 16.9 percent (previous year: 19.7 percent) in Australia.

Forecast, opportunities and risks

Significant risks and opportunities for the Vossloh Group's anticipated development are described in the Group management report for the 2024 financial year. Further risks cannot be ruled out and could adversely affect business development. Overall, no risks are apparent that could, individually, in combination, or in their totality, jeopardize the continued existence of the group.

On March 27, 2025, Vossloh published a detailed forecast for the 2025 financial year with the presentation of its annual report for 2024 (see 2024 annual report, page 65 et seq.). The Executive Board generally confirms this forecast and continues to expect sales revenues in the current group structure to range between €1.25 billion and €1.325 billion (2024: €1.21 billion). As outlined in the 2024 Annual Report, the forecast revenue growth will be driven primarily by higher contributions from China, Germany, and the US. In addition, current business developments indicate that Africa in particular will make a noticeable contribution to the positive revenue trend. Overall, growth is expected across all divisions, with the Lifecycle Solutions division likely to once again achieve the highest percentage growth rates.

For the financial year 2025, the Executive Board also expects a further increase in absolute EBIT compared with the previous year. The forecast for EBIT remains unchanged at €110 million to €120 million (2024: €105.2 million) and for the EBIT margin at 8.5 percent to 9.5 percent (2024: 8.7 percent).

Against the backdrop of current exchange rate developments, negative translation effects on sales revenues and EBIT are likely in the further course of the year. The company is monitoring the situation closely and assessing its impact on an ongoing basis.

The above figures for sales revenues and EBIT do not yet take into account the acquisition of Sateba, announced on July 30, 2024. With eight of nine approvals already obtained, the closing process is in its final phase. The remaining approval and the associated closing of the acquisition are expected in the coming months. Vossloh expects Sateba to generate average monthly sales revenues of around €30 million in 2025 and an average monthly EBIT contribution before effects from the accounting allocation of the purchase price for Sateba (PPA effects) of around €4 million. The effects from the allocation of the purchase price will be determined after the acquisition is completed and are expected to significantly impact EBIT in the first 24 months after closing. Sateba's business is subject to seasonal fluctuations similar to those of Vossloh's business in Europe. Vossloh will specify its forecast for the 2025 financial year, including Sateba, upon closing.

The weighted average cost of capital (WACC) relevant for internal management will remain unchanged at 9.5 percent for fiscal year 2025. Despite the planned increase in average capital employed, value added of between €15 million and €25 million (2024: €13.1 million) is expected in the existing group structure for the current financial year due to the stronger percentage increase in EBIT.

Condensed interim financial statements of the Vossloh Group as of June 30, 2025

Income statement	16
Statement of comprehensive income	16
Cash flow statement	17
Balance sheet	18
Statement of changes in equity	19
Explanatory notes	20
Segment information by division and business unit	20

Income statement

€ mill.	H1/2025	H1/2024	Q2/2025	Q2/2024
Sales revenues	582.6	560.9	331.5	292.0
Cost of sales	(424.2)	(410.2)	(236.8)	(209.1)
General administrative and selling expenses	(115.1)	(100.7)	(59.9)	(52.3)
Allowances and write-ups of financial assets	1.2	1.3	(0.2)	0.6
Research and development costs	(8.5)	(6.8)	(4.4)	(3.9)
Other operating income	9.6	5.8	3.8	2.8
Other operating expense	(6.6)	(3.9)	(1.4)	(0.3)
Operating result	39.0	46.4	32.6	29.8
Result from investments in companies accounted
for using the equity method	2.4	3.1	1.5	1.8
Other financial income	4.4	0.0	4.4	0.0
Other financial expense	(0.9)	–	(0.9)	–
Earnings before interest and taxes (EBIT)	44.9	49.5	37.6	31.6
Interest income	9.0	2.0	5.5	0.3
Interest and similar expense	(16.9)	(8.1)	(9.6)	(3.1)
Earnings before taxes (EBT)	37.0	43.4	33.5	28.8
Income taxes	(2.3)	(3.3)	(5.8)	0.6
Net income	34.7	40.1	27.7	29.4
thereof attributable to shareholders of Vossloh AG	28.9	34.4	24.2	27.5
thereof attributable to hybrid capital investors	3.0	3.0	1.5	1.5
thereof attributable to noncontrolling interests	2.8	2.7	2.0	0.4
Earnings per share
Basic/diluted earnings per share (€)	1.50	1.96	1.25	1.57
thereof attributable to continuing operations	1.50	1.96	1.25	1.57

Statement of comprehensive income

€ mill.	H1/2025	H1/2024	Q2/2025	Q2/2024
Net income	34.7	40.1	27.7	29.4
Changes in fair value of hedging instruments
(cash flow hedges)	(0.2)	3.6	(0.6)	1.6
Currency translation differences	(18.3)	0.8	(12.2)	0.2
Income taxes	0.0	(1.1)	0.1	(0.6)
Amounts that will potentially be transferred to
profit or loss in future periods	(18.5)	3.3	(12.7)	1.2
Income and expenses recognized
directly in equity	(18.5)	3.3	(12.7)	1.2
Total comprehensive income	16.2	43.4	15.0	30.6
thereof attributable to shareholders of Vossloh AG	14.2	37.3	14.3	28.6
thereof attributable to hybrid capital investors	3.0	3.0	1.5	1.5
thereof attributable to noncontrolling interests	(1.0)	3.1	(0.8)	0.5

Cash flow statement for the period from January 1 to June 30, 2025

€ mill.	H1/2025	H1/2024
Cash flow from operating activities
Earnings before interest and taxes (EBIT)	44.9	49.5
Amortization/depreciation/impairment losses/reversal of impairment losses of noncurrent assets	29.2	26.3
Change in noncurrent provisions	(3.0)	4.3
Gross cash flow	71.1	80.1
Noncash change in investments in companies accounted for using the equity method	(6.8)	(3.1)
Other noncash income/expenses, net	0.5	(7.6)
Gains/losses from the disposal of noncurrent assets	0.0	0.0
Income taxes paid	(11.3)	(17.6)
Change in working capital	(57.5)	(24.0)
Changes in other assets/liabilities, net	(14.7)	(15.1)
Cash flow from operating activities	(18.7)	12.7
Cash flow from investing activities
Investments in intangible assets and property, plant, and equipment	(27.5)	(18.6)
Cash-effective dividends from companies accounted for using the equity method	2.0	1.2
Free cash flow	(44.2)	(4.7)
Investments in noncurrent financial instruments	(0.1)	(0.3)
Proceeds from the disposal of intangible assets and property, plant, and equipment	0.4	0.0
Payments/proceeds from the purchase/sale of short-term securities	(0.6)	(1.5)
Proceeds from disposals of noncurrent financial instruments	0.2	0.2
Proceeds from the sale of consolidated companies	–	10.0
Cash flow from investing activities	(25.6)	(9.0)
Cash flow from financing activities
Disbursements to shareholders and noncontrolling interests	(22.9)	(18.6)
Payments to hybrid capital providers	(6.0)	(6.0)
Proceeds from short-term financing	25.2	0.0
Payments from short-term financing	(22.2)	(28.7)
Proceeds from medium- and long-term financing	33.4	30.0
Payments from medium- and long-term financing	(1.7)	(2.5)
Repayments from leasing	(9.1)	(6.7)
Interest received and payments received from hedges of Group financing	10.1	2.0
Interest paid and similar expenses	(15.4)	(6.3)
Cash flow from financing activities	(8.6)	(36.8)
Net cash inflow/outflow	(52.9)	(33.1)
Change in cash and cash equivalents from the first-time consolidation of companies	10.4	0.0
Exchange rate effects	(2.2)	0.2
Cash and cash equivalents at the beginning of the period	64.6	62.4
Cash and cash equivalents at the end of the period	19.9	29.5

For more information on the cash flow statement, see page 26

Balance sheet

Assets in € mill.	6/30/2025	12/31/2024	6/30/2024
Intangible assets	359.9	360.4	349.0
Property, plant, and equipment	374.4	373.6	340.0
Investment properties	0.7	0.9	1.0
Investments in companies accounted for using the equity method	34.0	51.2	52.6
Other noncurrent financial instruments	8.9	9.2	10.6
Other noncurrent assets	2.3	2.5	1.4
Deferred tax assets	32.3	26.1	24.7
Noncurrent assets	812.5	823.9	779.3
Inventories	279.5	246.9	266.5
Trade receivables	263.6	251.8	210.6
Contract assets	5.9	3.2	3.7
Income tax assets	12.4	12.2	9.7
Other current financial instruments	20.5	13.4	12.7
Other current assets	36.8	44.4	36.1
Short-term securities	1.0	0.3	2.6
Cash and cash equivalents	88.5	94.7	75.0
Current assets	708.2	666.9	616.9
Assets held for sale	–	–	0.3
Assets	1,520.7	1,490.8	1,396.5

Equity and liabilities in € mill.	6/30/2025	12/31/2024	6/30/2024
Capital stock	54.8	54.8	49.9
Additional paid-in capital	256.8	256.8	190.4
Retained earnings and net income	280.2	272.6	243.0
Hybrid capital	148.3	148.3	148.3
Accumulated other comprehensive income	(21.8)	(6.4)	(2.4)
Equity excluding noncontrolling interests	718.3	726.1	629.2
Noncontrolling interests	42.2	25.8	31.1
Equity	760.5	751.9	660.3
Pension provisions/provisions for other post-employment benefits	23.1	23.1	23.2
Other noncurrent provisions	18.0	21.1	18.2
Noncurrent financial liabilities	238.7	170.5	187.2
Noncurrent trade payables	–	0.5	–
Other noncurrent liabilities	2.0	4.8	4.6
Deferred tax liabilities	6.0	5.4	4.7
Noncurrent liabilities	287.8	225.4	237.9
Other current provisions	49.0	55.4	64.2
Current financial liabilities	60.0	62.2	137.5
Current trade payables	188.6	203.4	169.7
Current liabilities from reverse factoring	27.9	29.1	5.0
Current income tax liabilities	13.6	14.9	9.8
Other current liabilities	133.3	148.5	112.1
Current liabilities	472.4	513.5	498.3
Equity and liabilities	1,520.7	1,490.8	1,396.5

Statement of changes in equity

							Accumulated other comprehensive income
€ mill.	Capital stock	Additional paid-in capital	Retained earnings and net income	Hybrid capital	Reserves for currency translation	Reserves for hedging transac tions	Reserves for the remea surement of defined benefit plans	Equity excluding non controlling interests	Noncon trolling interests	Total
As of 12/31/23	49.9	190.4	228.4	148.3	(5.2)	(0.3)	(1.1)	610.4	28.1	638.5
Transfer to retained earnings			(1.1)				1.1	0.0		0.0
Change in the scope of consolidation			(0.2)		0.2			0.0		0.0
Net income			34.4	3.0				37.4	2.7	40.1
Income and expenses recognized directly in equity after taxes					0.4	2.5		2.9	0.4	3.3
Dividend payments			(18.5)					(18.5)	(0.1)	(18.6)
Compensation to hybrid capital investors				(3.0)				(3.0)		(3.0)
As of 6/30/24	49.9	190.4	243.0	148.3	(4.6)	2.2	0.0	629.2	31.1	660.3
Capital increase	4.9	66.4						71.3		71.3
Change in scope of consolidation			0.2		(0.2)			0.0		0.0
Other effects			0.5		0.1			0.6		0.6
Net income			28.8	3.0				31.8	4.6	36.4
Income and expenses recognized directly in equity after taxes					(2.1)	(2.0)	0.2	(3.9)	0.9	(3.0)
Dividend payments			0.1					0.1	(10.8)	(10.7)
Compensation to hybrid capital investors				(3.0)				(3.0)		(3.0)
As of 12/31/24	54.8	256.8	272.6	148.3	(6.8)	0.2	0.2	726.1	25.8	751.9
Transfer to retained earnings			0.2				(0.2)	0.0		0.0
Change in the scope of consolidation					(0.5)			(0.5)	17.9	17.4
Net income			28.9	3.0				31.9	2.8	34.7
Income and expenses recognized directly in equity after taxes					(14.5)	(0.2)		(14.7)	(3.8)	(18.5)
Dividend payments			(21.5)					(21.5)	(0.5)	(22.0)
Compensation to hybrid capital investors				(3.0)				(3.0)		(3.0)
As of 6/30/25	54.8	256.8	280.2	148.3	(21.8)	0.0	0.0	718.3	42.2	760.5

Explanatory notes

Segment information by division and business unit*

			Vossloh	Vossloh
			Fastening Systems	Tie Technologies	Consolidation
	H1/2025	€ mill.	8.5	(2.4)	0.0
Value added	H1/2024 Q2/2025	€ mill. € mill.	13.5 6.8	4.7 0.4	0.2 0.1
	Q2/2024	€ mill.	4.4	3.6	0.2
Information from income statement/flow figures
	H1/2025	€ mill.	137.1	70.9	–
	H1/2024	€ mill.	120.8	91.5	–
External sales revenues	Q2/2025	€ mill.	71.7	40.3	–
	Q2/2024	€ mill.	52.0	46.3	–
	H1/2025	€ mill.	14.4	0.1	(8.2)
	H1/2024	€ mill.	13.0	0.5	(8.6)
Internal sales revenues	Q2/2025	€ mill.	8.0	0.1	(4.4)
	Q2/2024	€ mill.	7.4	0.2	(4.5)
	H1/2025	€ mill.	94.8	33.9	(8.3)
	H1/2024	€ mill.	78.0	46.6	(9.5)
Cost of materials	Q2/2025	€ mill.	48.8	18.6	(4.3)
	Q2/2024	€ mill.	32.7	22.2	(5.3)
	H1/2025	€ mill.	5.6	5.1	–
	H1/2024	€ mill.	5.3	5.3	–
Depreciation/amortization	Q2/2025	€ mill.	2.8	2.5	–
	Q2/2024	€ mill.	2.7	2.6	–
	H1/2025	€ mill.	0.0	–	0.0
Result from investments in companies	H1/2024	€ mill.	0.0	–	–
accounted for using the equity method	Q2/2025	€ mill.	0.0	–	0.0
	Q2/2024	€ mill.	0.0	–	–
	H1/2025	€ mill.	–	–	–
	H1/2024	€ mill.	0.0	0.0	0.0
Impairment losses	Q2/2025	€ mill.	–	–	–
	Q2/2024	€ mill.	0.0	0.0	0.0
Average headcount of	H1/2025	Number	637	412	–
the reporting period1	H1/2024	Number	597	419	–

1 The average number of employees is calculated on the basis of quarterly figures.

*For further segment information, see page 26 et seq.

Core Components	Customized Modules (Vossloh Switch Systems)	Lifecycle Solutions (Vossloh Rail Services)	Holding companies	Consolidation	Group
6.1	11.5	(9.6)	(13.3)	2.8	(2.5)
18.4	3.3	(3.6)	(15.4)	0.9	3.6
7.3	13.0	(1.8)	(6.3)	1.4	13.6
8.2	4.7	3.9	(6.9)	(1.4)	8.5
208.0	278.3	95.9	0.3	–	582.5
212.3	262.3	86.1	0.2	–	560.9
112.0	163.6	55.7	0.1	–	331.4
98.3	139.0	54.6	0.1	–	292.0
6.3	4.2	5.8	8.2	(24.4)	0.1
4.9	1.5	3.0	0.0	(9.4)	0.0
3.7	3.9	3.3	4.1	(14.9)	0.1
3.1	0.4	1.7	0.0	(5.2)	0.0
120.4	136.2	35.2	0.0	(15.8)	276.0
115.1	125.3	33.4	0.1	(8.7)	265.2
63.1	73.4	21.8	0.0	(10.5)	147.8
49.6	64.5	21.1	0.0	(4.6)	130.6
10.7	9.5	8.7	0.4	0.0	29.3
10.6	7.9	7.5	0.3	0.0	26.3
5.3	5.0	4.4	0.2	0.0	14.9
5.3	3.9	3.8	0.1	0.0	13.1
0.0	1.6	0.8	–	–	2.4
0.0	2.1	1.0	–	–	3.1
0.0	1.2	0.3	–	–	1.5
0.0	1.2	0.6	–	–	1.8
–	–	–	–	–	–
0.0	(0.4)	0.0	0.0	0.0	(0.4)
–	–	–	–	–	–
0.0	(0.4)	0.0	0.0	0.0	(0.4)
1,049	2,494	846	126	–	4,515
1,016	2,322	649	106	–	4,093

Segment information by division and business unit*

Information from income statement/flow figures

Value added

External sales revenues

Internal sales revenues

Cost of materials

Impairment losses

Average headcount of the reporting period1

Depreciation/amortization

Result from investments in companies accounted for using the equity method

*For further segment information, see page 26 et seq.

1 The average number of employees is calculated on the basis of quarterly figures.

Vossloh AG is a listed stock corporation headquartered in Werdohl, Germany. The company is registered in the commercial register of the Iserlohn District Court under HRB 5292, and its registered office is at Vosslohstrasse 4, 58791 Werdohl. The development, manufacture and sale of products and the provision of services of all kinds for the rail technology sector—in particular for the rail track segment of the rail infrastructure sector—constitute the core business activities of the Vossloh Group. Company information

The interim financial statements of the Vossloh Group as of June 30, 2025, were prepared in accordance with International Financial Reporting Standards (IFRS® Accounting Standards) as adopted by the EU. New or amended provisions in IAS 21 were applicable for the first time in the 2025 financial year. These had no material effect on the interim financial statements. Apart from this, the accounting policies applied in preparing the interim report are the same as those applied in the consolidated financial statements as of December 31, 2024, taking into account International Accounting Standard (IAS) 34, "Interim Financial Reporting," and German Accounting Standard (GAS) 16, "Half-Year Financial Reporting". Accounting principles

The preparation of the interim report requires management to make a number of assumptions and estimates. This may result in differences between the figures reported in the interim report and the actual figures that will be reported in the future.

The Vossloh Group's business activities are subject to seasonal effects to a certain extent; the second quarter is usually stronger than the first. Income taxes for domestic companies are calculated using a tax rate of 32.1 percent. Income taxes for foreign companies are calculated based on the respective national tax rates. Unless otherwise stated, the figures for the previous year generally refer to the first half of 2024 or to June 30, 2024.

The item reported in the previous period under "Assets held for sale" in the balance sheet related to a property in the Tie Technologies business unit that was classified as a disposal group in accordance with IFRS 5 and has since been sold.

The scope of consolidation has changed since the balance sheet date of December 31, 2024, in that Wuhu China Railway Cogifer Track Co. Ltd., a company in the Switch Systems business unit in China, has been fully consolidated since June 1, 2025, due to gaining control. It had been accounted for using the equity method until May 31, 2025. Vossloh holds 50 percent of the shares in this company. The company manufactures and sells switches and crossings for the Chinese market as well as for international projects. Effective June 2025, the company's governance structure was adjusted so that significant decisions affecting the results of operations are no longer made jointly but by Vossloh. The acquisition of control was accounted for as a business combination in accordance with IAS 28.22 (a) and IFRS 3. The difference between the previous book value of the shares and their fair value at the date of acquisition of control resulted in income of €4.4 million, which is reported under other financial income. The fair value of the shares previously held amounted to €19.6 million at the date of acquisition of control over the assets and liabilities and reflects the earnings prospects of the joint venture, which are also partly reflected in the goodwill resulting from the business combination. This amount was treated as consideration in the initial consolidation. The negative currency translation reserve of €0.9 million previously existing in connection with this joint venture was recycled in the course of the transitional consolidation. The following assets and liabilities were acquired, which were offset against the consideration in the amount of Vossloh's share of equity and resulted in the goodwill and the noncontrolling interests recognized in the balance sheet with the fair values shown in the table still to be regarded as provisional:

€ mill.	Market values
Intangible assets	6.5
Property, plant, and equipment	8.8
Other noncurrent assets	0.4
Inventories	6.4
Trade receivables	10.8
Other current assets	10.7
Assets	43.6
Trade payables	3.9
Tax liabilities	0.2
Provisions	1.7
Other liabilities	2.5
Total liabilities	8.3
Net assets included in the consolidated financial statements	35.3
thereof attributable to the JV partner (50%)	17.7
Share of net assets attributable to Vossloh	17.7
Value of shares transferred	19.6
Goodwill	1.9

The carrying amount of trade receivables corresponds to its fair value. They are expected to be recoverable in full. The goodwill arising from this transitional consolidation is not deductible for tax purposes. In the reporting period, the company contributed €1.9 million to revenue and €0.5 million to consolidated net income. If it had been included since the beginning of the fiscal year, the contribution to revenue would have been €6.1 million and the contribution to consolidated net income €2.5 million.

In addition to this expansion of the scope of consolidation, a company in the Fastening Systems business unit in China was liquidated in the first half of the year and thus left the Group. As of June 30, 2025, Vossloh AG and 60 companies (June 30, 2024: 53), including ten domestic companies, unchanged from the previous year, were included in the interim consolidated financial statements on the basis of full consolidation. Six investments in associated companies and joint ventures were accounted for using the equity method, including one domestic company as in the previous year. Nine companies (previous year: eight) that were directly or indirectly controlled by Vossloh AG on the balance sheet date were not included in the consolidated financial statements due to their immaterial impact on net assets, financial position and results of operations.

Scope of consolidation

Sales revenues

€ mill.	H1/2025	H1/2024	Q2/2025	Q2/2024
Sales of products
Vossloh Fastening Systems	151.5	133.8	79.7	59.4
Vossloh Tie Technologies	71.0	92.0	40.4	46.5
Consolidation	(8.2)	(8.6)	(4.4)	(4.5)
Core Components	214.3	217.2	115.7	101.4
Customized Modules	282.5	263.0	167.5	139.4
Lifecycle Solutions	24.8	13.6	14.3	8.7
Consolidation	(15.2)	(9.4)	(10.1)	(5.2)
Group	506.4	484.4	287.4	244.3
Sales revenues from rendering services
Lifecycle Solutions	75.1	75.5	44.1	47.6
Consolidation	0.1	0.2	0.0	0.1
Group	75.2	75.7	44.1	47.7
Sales revenues from
customer-specific manufacturing
Customized Modules	0.0	0.8	0.0	0.0
Lifecycle Solutions	1.8	0.0	0.6	0.0
Consolidation	(0.8)	0.0	(0.6)	0.0
Group	1.0	0.8	0.0	0.0
Total Group sales across all activities	582.6	560.9	331.5	292.0
Sales revenues by division
and business unit
Vossloh Fastening Systems	151.5	133.8	79.7	59.4
Vossloh Tie Technologies	71.0	92.0	40.4	46.5
Consolidation	(8.2)	(8.6)	(4.4)	(4.5)
Core Components	214.3	217.2	115.7	101.4
Customized Modules	282.5	263.8	167.5	139.4
Lifecycle Solutions	101.7	89.1	59.0	56.3
Consolidation	(15.9)	(9.2)	(10.7)	(5.1)
Group	582.6	560.9	331.5	292.0

The "Consolidation" line item also includes the sales revenues of Vossloh RailWatch GmbH, which is not allocated to a business unit.

The share capital of Vossloh AG amounts to €54,843,447.62 (2024: €49,857,682.23) and is divided into 19,320,597 no-par value bearer shares (2024: 17,564,180 shares). These are all outstanding outside the company. The average number of shares outstanding in the first half of 2025 was therefore also 19,320,597 (previous year: 17,564,180).

Earnings per share				H1/2025	H1/2024
	Weighted average of shares outstanding	Number	19,320,597	17,564,180
	Net income attributable to Vossloh AG shareholders Basic/diluted earnings per share		€ mill. €	28.9	34.4
				1.50	1.96
	thereof attributable to continuing operations		€	1.50	1.96
Additional disclosures	€ mill.	H1/2025	H1/2024	Q2/2025	Q2/2024

on investments in companies accounted for using the equity method (joint ventures and associated companies)

€ mill.	H1/2025	H1/2024	Q2/2025	Q2/2024
Result from
continuing operations	2.4	3.1	1.5	1.8
Income and expenses recognized
directly in equity	(1.1)	0.2	(0.5)	0.0
Total comprehensive income	1.3	3.3	1.0	1.8

The following table shows the allocation of financial assets and liabilities measured at fair value to the measurement hierarchy of IFRS 7 and IFRS 13 (fair value hierarchy). There were no reclassifications between the various levels of the fair value hierarchy in the financial year or in the previous year. The hierarchy levels are based on the factors used to determine fair values. At level 1, the price is taken unchanged from identical assets and liabilities that are traded on an active market. At level 2, valuation factors are used that can be derived from observable market data for the financial asset or financial liability in question. No observable market data is available at level 3, so valuation must be based on valuation models.

Additional disclosures on financial instruments

Allocation to the levels of the fair value hierarchy (no allocation was made to levels 1 and 3)

	Derived from market prices (Level 2)
€ mill.	6/30/2025	12/31/2024
Financial assets measured at fair value	10.3	4.0
Financial liabilities measured at fair value	3.1	5.4
Total	13.4	9.4

The carrying amounts of the financial instruments, the breakdown by measurement category and the disclosure of fair values required by IFRS 9, and their measurement sources by class in accordance with IFRS 7 are presented in the following tables. Derivatives from hedging relationships are also included, although they do not belong to any measurement category under IFRS 9.

Carrying amounts, measurement categories and fair values as of June 30, 2025

	Measurement categories pursuant to IFRS 9 IFRS 9 carrying
	amounts according		Fair value	Fair value
	to balance sheet	Amortized	through OCI	through profit	Fair values
€ mill.	6/30/2025	cost	(FVOCI)	or loss (FVTPL)	6/30/2025
Trade receivables	263.6	263.6	–	–	263.6
Securities	1.0	1.0	–	–	1.0
Other financial instruments and other assets	29.2	18.9	4.1	6.2	29.2
Cash and cash equivalents	88.5	88.5	–	–	88.5
Total financial assets	382.3	372.0	4.1	6.2	382.3
Financial liabilities	251.9	251.9	–	–	249.6
Trade payables	188.6	188.6	–	–	188.6
Liabilities from reverse factoring	27.9	27.9	–	–	27.9
Other liabilities	104.8	101.7	2.9	0.2	104.8
Total financial liabilities	573.2	570.1	2.9	0.2	570.9

Carrying amounts, measurement categories and fair values as of December 31, 2024

	IFRS 9 carrying	Measurement categories pursuant to IFRS 9
€ mill.	amounts according to balance sheet 12/31/2024	Amortized cost	Fair value through OCI (FVOCI)	Fair value through profit or loss (FVTPL)	Fair values 12/31/2024
Trade receivables	251.8	251.8	–	–	251.8
Securities	0.3	0.3	–	–	0.3
Other financial instruments and other assets	22.4	19.4	2.8	0.2	22.4
Cash and cash equivalents	94.7	93.7	–	1.0	94.7
Total financial assets	369.2	365.2	2.8	1.2	369.2
Financial liabilities	183.8	183.8	–	–	181.3
Trade payables	203.9	203.9	–	–	203.9
Liabilities from reverse factoring	29.1	29.1	–	–	29.1
Other liabilities	123.1	117.7	1.7	3.7	123.1
Total financial liabilities	539.9	534.5	1.7	3.7	537.4

Trade receivables, cash and cash equivalents, and other receivables and assets have predominantly short remaining terms. Their carrying amounts therefore approximate their fair values as of the end of the half-year reporting period.

Trade payables, liabilities from reverse factoring and other liabilities also generally have short remaining terms. Their carrying amounts therefore approximate their fair values. The fair values of noncurrent financial liabilities have been determined by discounting the interest and principal payments expected to be made in the future on these liabilities based on current market interest rates.

The cash flow statement shows the change in cash and cash equivalents and current account liabilities in the Vossloh Group. Cash comprises checks, cash on hand and bank balances. Cash equivalents comprise financial instruments with a maximum term of three months that can be converted into cash at any time. Current account liabilities arise from debit balances on bank accounts due in the short term and from sub-lines under the credit agreement due in principle in February 2030 and are included in cash and cash equivalents. These sub-lines are reported in the balance sheet as part of the utilization of the aforementioned credit agreement under noncurrent financial liabilities. In addition to the cash and cash equivalents of €88.5 million (previous year: €75.0 million) reported in the balance sheet, the cash and cash equivalents therefore also include current account liabilities of €68.6 million (previous year: €45.4 million). Cash flow statement

The line items "Proceeds from short-term financing" and "Payments from short-term financing" for the reporting period mainly include the repayment of a credit line of Vossloh AG in the amount of €18.9 million as well as borrowings and repayments at a Chinese subsidiary, resulting in net proceeds of €18.3 million.

The line items "Proceeds from medium- and long-term financing" and "Payments from medium- and long-term financing" for the first half of 2025 include the new borrowing of a loan under the syndicated loan of €25 million and the new borrowing of loans by a Swedish subsidiary of €8.1 million.

The cash flow statement was prepared in accordance with IAS 7 and shows the changes in cash and cash equivalents according to cash flows from operating, investing, and financing activities. The cash flow from operating activities is calculated using the indirect method. The figures in the cash flow statement refer to the entire Group.

The primary reporting format for segment reporting is based on the internal organizational and reporting structure. This distinguishes between the products and services offered by the various business units of the Vossloh Group. In addition to the divisions, the individual business units are also presented separately. Reporting to the Executive Board and Supervisory Board covers the divisions and business units as reportable segments within the meaning of IFRS 8. The segment structure in the three divisions of the core business has not changed from the previous year. Segment information

The Core Components division comprises the Group's offering of industrially manufactured series products that are required in large quantities for rail infrastructure projects. The division includes the Fastening Systems and Tie Technologies business units. Vossloh Fastening Systems is a leading supplier of rail fastening systems. Its product range includes rail fasteners for all applications, from regional transportation and heavy-duty traffic to high-speed lines. Vossloh Tie Technologies is the leading manufacturer of concrete ties. In addition to concrete ties, switch ties, concrete elements for slab tracks, and railroad crossing systems are manufactured at several plants in the United States and at various production sites in Australia, Mexico, and Canada.

Vossloh Switch Systems, the only business unit in the Customized Modules division, is one of the world's leading manufacturers of switches. The business unit equips rail networks with switches and crossings as well as associated control and monitoring systems and, if required, installs and maintains these systems. Here, too, the range of applications extends from light rail to high-speed lines.

Vossloh Rail Services, the sole business unit of the Lifecycle Solutions division, is active in rail trading, long rail loading at construction sites, welding services for new rails, refurbishment of old rails, construction site welding, rail replacement, rail grinding/milling, rail testing, and construction site monitoring. It also organizes and monitors just-intime rail shipments to construction sites and ensures the timely provision of approved loading systems.

Consolidation includes the elimination of intersegment business relationships. This mainly involves offsetting intercompany expenses and income, eliminating intercompany income from dividends, and offsetting intercompany receivables and liabilities. The consolidation column at the top level of the Group contains the necessary eliminations from business relationships between companies in different divisions. In addition, Vossloh AG, which is not allocated to any segment, and other holding companies are presented in a separate column in order to provide a basis for comparison with the consolidated figures for the entire Group.

The accounting methods used are identical for all segments and comply with IFRS applicable in the EU. Business transactions between the individual segments are carried out at arm's length.

A reconciliation of the value added for the Group as a whole reported in the segment information to the earnings before taxes (EBT) reported in the income statement is presented below:

H1/2025	H1/2024	Q2/2025	Q2/2024
(2.5)	3.6	13.6	8.5
47.4	45.9	24.0	23.1
44.9	49.5	37.6	31.6
(7.9)	(6.1)	(4.1)	(2.8)
37.0	43.4	33.5	28.8

Reconciliation of value added to EBT

The consolidated companies of the Vossloh Group have business dealings with companies not included in the consolidated financial statements, joint ventures, and associated companies of the Vossloh Group in the normal course of business. In addition, business transactions were conducted with companies of the Knorr-Bremse Group which are to be regarded as related parties due to the fact that KB Holding GmbH holds a majority interest in both Vossloh AG and Knorr-Bremse AG. Transactions with companies of the Knorr-Bremse Group were insignificant in the reporting period and were carried out at arm's length. The following table shows the revenues and expenses as well as receivables and liabilities from transactions with related parties recognized in the consolidated financial statements. These transactions mainly relate to transactions with nonconsolidated subsidiaries. There were no transactions with related persons in the reporting period.

Relationships with related companies and persons

	H1/2025/	H1/2024/
€ mill. Sale or purchase of goods	6/30/2025	6/30/2024
Sales revenues from the sale of finished goods and WIP	3.0	3.1
Cost of materials from the purchase of finished goods and WIP	8.0	13.2
Trade receivables	1.1	0.6
Trade payables	4.9	4.6
Sale or purchase of other assets
Expenses from the purchase of other assets	0.0	0.1
Liabilities from the purchase of other assets	0.0	0.0
Services rendered or received
Income from services rendered	0.2	0.3
Expenses for services received	0.4	0.3
Licenses
License income	0.0	0.0
License expenses	0.0	0.3
Financing
Interest income from financing loans granted	0.0	0.0
Interest expenses from financing loans received	0.0	0.0
Receivables from financing loans granted	0.2	0.2
Liabilities from financing loans received	0.2	0.4
Provision of guarantees and collateral
Proceeds from the granting of guarantees	0.0	0.0
Granting of guarantees	2.7	4.8
Provision of other collateral	0.0	0.0

Contingent liabilities

Contingent liabilities decreased by €5.4 million from €28.1 million as of June 30, 2024, to €22.7 million. Of this amount, €20.1 million relates to contingent liabilities for the former Locomotives business unit sold on 31 May 2020. Vossloh AG has obtained an irrevocable and unconditional guarantee from a first-class bank on first demand for the continuing contingent liabilities for the former Locomotives business unit. The contingent liabilities resulting from guarantee commitments amount to €0.0 million (2024: €0.5 million). In the previous year, these related entirely to the former business units. €22.7 million (previous year: €27.6 million) of the contingent liabilities are attributable to letters of comfort. Of this amount, €20.1 million is attributable to the former Locomotives business unit and €2.6 million (previous year: €4.8 million) to nonconsolidated affiliated companies. The risk of these commitments being drawn is considered unlikely for all of the contingent liabilities listed.

Events after the balance sheet date

On July 11, 2025, the law for an immediate tax investment program to strengthen Germany as a business location was passed by the Bundesrat and came into effect on July 14. Among other things, it provides for a reduction in the corporate income tax rate in Germany from the current 15 percent to 10 percent over the period from 2028 to 2032. The effects are currently being analyzed. Prior to this, the so-called One Big Beautiful Bill Act was signed into law in the US on July 4. The possible effects of this are also being analyzed.

Werdohl, July 23, 2025

Vossloh AG The Executive Board

Oliver Schuster, Dr. Thomas Triska, Jan Furnivall

Responsibility Statement

We confirm to the best of our knowledge, and in accordance with the applicable reporting principles for interim financial reporting, that the interim consolidated financial statements give a true and fair view of the net assets, financial position and results of operations of the Group, and the interim Group management report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group for the remaining months of the financial year.

Werdohl, July 23, 2025

Vossloh AG The Executive Board

Oliver Schuster, Dr. Thomas Triska, Jan Furnivall

Review report

To Vossloh Aktiengesellschaft, Werdohl/Germany

We have reviewed the condensed interim consolidated financial statements, which comprise the income statement and the statement of comprehensive income, the cash flow statement, the balance sheet, the statement of changes in equity as well as selected explanatory notes to the financial statements, and the interim group management report of Vossloh Aktiengesellschaft, Werdohl/Germany, for the period from 1 January to 30 June 2025, that are part of the half-year financial report under Section 115 German Securities Trading Act (WpHG). The preparation of the condensed interim consolidated financial statements in accordance with the IFRS® Accounting Standards issued by the International Accounting Standards Board (IFRS Accounting Standards) applicable to interim financial reporting, as adopted by the EU, and of the interim group management report in accordance with the requirements of the WpHG applicable to interim group management reports is the responsibility of the executive directors of the Company. Our responsibility is to issue a review report on the condensed interim consolidated financial statements and on the interim group management report based on our review.

We conducted our review of the condensed interim consolidated financial statements and of the interim group management report in compliance with the German Generally Accepted Standards for Reviews of Financial Statements promulgated by the Institut der Wirtschaftsprüfer (Institute of Public Auditors in Germany, IDW). Those standards require that we plan and perform the review to obtain a certain level of assurance to preclude through critical evaluation that the condensed interim consolidated financial statements have not been prepared, in material respects, in accordance with the IFRS Accounting Standards applicable to interim financial reporting, as adopted by the EU, or that the interim group management report has not been prepared, in material respects, in accordance with the requirements of the WpHG applicable to interim group management reports. A review is limited primarily to inquiries of company personnel and to analytical procedures applied to financial data and thus provides less assurance than an audit. Since, in accordance with our engagement, we have not performed an audit, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the condensed interim consolidated financial statements of Vossloh Aktiengesellschaft, Werdohl/Germany, have not been prepared, in material respects, in accordance with the IFRS Accounting Standards applicable to interim financial reporting, as adopted by the EU, or that the interim group management report has not been prepared, in material respects, in accordance with the requirements of the WpHG applicable to interim group management reports.

Düsseldorf/Germany, 23 July 2025

Deloitte GmbH

Wirtschaftsprüfungsgesellschaft

Nicole Meyer Benedikt Nabers Wirtschaftsprüferin Wirtschaftsprüfer

(German Public Auditor) (German Public Auditor)

Financial calendar 2025

Publication of quarterly statement
as of September 30, 2025	October 30, 2025
For further dates, go to www.vossloh.com

Financial calendar 2026

Publication of consolidated financial statements 2025	March 2026
Press conference	March 2026
Investor and analyst conference	March 2026
Annual General Meeting	May 2026

Investor Relations

Contact	Dr. Daniel Gavranovic
Email	investor.relations@vossloh.com
Phone	+49 (0)2392 52-609
Fax	+49 (0)2392 52-219

Vossloh AG's Board Members

Executive Board	Oliver Schuster (CEO)
	Dr. Thomas Triska
	Jan Furnivall
Supervisory Board	Prof. Dr. Rüdiger Grube, Chairman, Managing Partner of Rüdiger Grube International Business Leadership GmbH, Hamburg
	Frank Markus Weber, Deputy Chairman, Chief Financial Officer (CFO) of Knorr-Bremse AG, Gräfelfing
	Dr. Roland Bosch, Managing Director of WOLFF & MÜLLER Holding GmbH & Co. KG, Königstein/Taunus
	Martin Klaes, Plant Fitter, Werdohl
	Marcel Knüpfer, Technical Manager and Shift Leader, Zwenkau
	Dr. Bettina Volkens, Independent Advisor and member of numerous Supervisory Boards, Königstein/Taunus

Information on the Vossloh share

ISIN	DE0007667107
Trading locations	Xetra, Tradegate, Frankfurt, Düsseldorf, Berlin, Hanover, Hamburg, Stuttgart, Munich
Number of shares outstanding on June 30, 2025	19,320,597
Share price (6/30/25)	€84.50
High price/low price (January to June 2025)	€85.00/€40.65
Reuters code	VOSG.DE
Bloomberg code	VOS:GR