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INDUS Holding AG

Interim / Quarterly Report Aug 20, 2025

220_rns_2025-08-20_d2a91b68-2ccb-4907-af0d-cdb2eb324351.pdf

Interim / Quarterly Report

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INTERIM REPORT H1 INDUS HOLDING AG

2024

Key Figures Contents

INDUS Group

in EUR million H1 2024 H1 2023 Q2 2024 Q2 2023
Sales 839.1 904.1 429.0 453.3
EBITDA 108.2 128.1 59.7 62.0
in % of sales 12.9 14.2 13.9 13.7
EBITA (adjusted) 73.9 94.5 42.4 45.0
in % of sales 8.8 10.5 9.9 9.9
EBIT 64.1 84.9 37.4 40.1
in % of sales 7.6 9.4 8.7 8.8
Earnings after taxes 32.1 21.7 21.8 5.7
Earnings per share* 1.21 0.80 0.83 0.20
Operating cash flow 53.3 39.2
Cash flow from operating activities 43.9 28.4
Cash flow from investing activities -30.6 -12.9
Cash flow from financing activities -157.6 -9.2
Free cash flow 41.2 35.2
June 30,2024 Dec. 31, 2023
Total assets 1,829.0 1,928.8
Equity 694.8 719.7
Equity ratio (in %) 38.0 37.3
Working capital 494.1 466.9
Net financial liabilities 565.3 506.2
Cash and cash equivalents 121.7 265.8
Portfolio companies (number as of
reporting date)
44 43
1 01
Highlights
INDUS Share
3 02
Letter to the Shareholders
4 03
Interim Management Report
23 04
Condensed Consolidated
Interim Financial Statements
38 05

Further Information

Segments

Engineering H1 2024 H1 2023 Q2 2024 Q2 2023
Revenue with third parties 266.1 280.7 136.7 138.6
EBITA (adjusted) 19.6 31.6 9.4 13.2
in % of sales 7.4 11.3 6.9 9.5
EBIT 13.9 25.9 6.5 10.3
in % of sales 5.2 9.2 4.8 7.4
Infrastructure H1 2024 H1 2023 Q2 2024 Q2 2023
Revenue with third parties 276.8 291.3 144.9 149.8
EBITA (adjusted) 32.6 27.6 19.8 15.7
in % of sales 11.8 9.5 13.7 10.5
EBIT 29.7 25.1 18.3 14.4
in % of sales 10.7 8.6 12.6 9.6
Materials H1 2024 H1 2023 Q2 2024 Q2 2023
Revenue with third parties 295.8 331.5 147.2 164.7
EBITA (adjusted) 29.0 39.5 16.6 18.7
in % of sales 9.8 11.9 11.3 11.4
EBIT 27.9 38.1 16.0 18.0
in % of sales 9.4 11.5 10.9 10.9

* Earnings per share from continuing and discontinued operations

Contents Highlights

1–2

INDUS Group

  • Development in line with expectations in a difficult environment
  • Sales (EUR 839.1 million) and EBIT (EUR 64.1 million) below previous year due to economic conditions
  • EBIT margin reaches 8.7% in Q2 after 6.5% in Q1
  • Earnings after taxes significantly increased
  • Earnings per share of EUR 1.21 up significantly on previous year (EUR 0.80)
  • Strong free cash flow
  • Portfolio expanded with three acquisitions in first half of year

The Segments

  • Income in the Engineering segment impacted by weak demand
  • EBIT and EBIT margin in Infrastructure segment up in difficult market
  • EBIT margin in Materials segment higher in Q2 than previous quarters despite declining sales

Forecast

  • Outlook subdued due to slow market momentum and price pressure
  • Adjusted forecast for full year: now expecting sales of EUR 1.7 billion to EUR 1.8 billion, EBIT of EUR 125 million to EUR 145 million, and EBIT margin of 7.0% to 8.0%
  • Free cash flow forecast of over EUR 110 million confirmed further acquisitions possible

INDUS Share

SHARE PRICE PERFORMANCE OF THE INDUS SHARE JANUARY TO JUNE 2024 EXCL. DIVIDENDS in %

Share price performance

Despite the numerous geopolitical conflicts around the world, persistently high interest rates and the generally high level of uncertainty about future economic developments, the first half of 2024 developed positively for many asset classes. Even though the DAX has gone back from its all-time high of 18,892 points in May, it still recorded an increase of 9.5% over the entire first half of the year.

The INDUS share, which recorded a gain of 1.8% in 2023 with an average daily turnover of 19,460 shares, continued to gain ground in the first half of 2024. It closed at a price of EUR 24.05 on June 30, 2024, which corresponds to an increase of 10.1%. With this development, INDUS outperformed the SDAX. The average daily turnover was 18,256 shares.

The INDUS share ranked 130 in Deutsche Börse's ranking as of June 30, 2024, compared to 147 as of December 31, 2023.

INDUS is currently rated by analysts as follows

Institute Analyst Date Recommendation Target price
FMR Dr. Mohamad Vaseghi Apr. 2024 buy EUR 44.30
Kepler Chevreux Sven Sauer Aug. 2024 hold EUR 25.00
LBBW Volker Stoll Aug. 2024 hold EUR 24.00
M.M.Warburg Felix Ellmann May 2024 buy EUR 38.50
mwb research Thomas Wissler Aug. 2024 buy EUR 35.00
NuWays Christian Sandherr Jul. 2024 buy EUR 36.00
ODDO BHF Klaus Breitenbach Aug. 2024 neutral EUR 22.00
Pareto Zafer Rüzgar Jul. 2024 buy EUR 34.00

Shareholder structure of INDUS Holding AG as of May 22, 2024

INDUS has a very stable shareholder base. Our shareholders bolster our long-term corporate strategy. The German Stock Exchange defines free float as all shares not held by major shareholders (share of share capital of at least 5%). According to this definition, free float amounts to 76.0%. The total number of shares is 26,895,559. The 1,100,000 shares bought back by the company do not carry voting or dividend rights.

SHAREHOLDER STRUCTURE OF INDUS HOLDING AG AS OF MAY 22, 2024 (in %)

Source: Company information

Letter to the Shareholders

Dear Shareholders,

Smooth sailing in rough seas – this is how we can sum up the picture at the end of the first half of the year. Though an economic upturn has yet to be seen, our portfolio companies performed in line with expectations on the whole. The height of the waves varied from sector to sector. Many companies are holding back on investing. This had a significant effect on the sales of German engineering companies, as well as on the income of the INDUS Engineering segment. The Infrastructure segment performed well despite the persistently weak conditions in the construction industry. Despite a slight fall in sales, the companies significantly improved their income and margins. The Materials segment had to be measured against a very positive first half of 2023 – as expected, the portfolio companies did not manage to repeat the good figures achieved in the previous year. This was down to the high price pressure on the customer side. On a positive note, we were able to increase our EBIT margin for the Group to 8.7% in the second quarter. This was no simple feat given the current challenges the market is facing, but through systematic cost management our portfolio companies made it possible.

Our free cash flow developed well in the first six months of the year. After achieving around EUR 35 million in the first half of 2023, we have already recorded free cash flow of at least EUR 41 million in the current financial year. This is all the more remarkable as we sold a property not required for operations in 2023 – a positive one-time effect of around EUR 14 million. We have been able to achieve this strong free cash flow in the current year in particular by reducing the increase in working capital. For 2024 as a whole, we continue to anticipate strong free cash flow above EUR 110 million.

This gives us the freedom to make further purchases as planned. Several projects are now close to completion. We are confident that we will fully utilize our annual M&A budget of around EUR 70 million. We are focusing on companies that fit in well with the future fields we have identified.

Conditions remain stormy. With regard to the growth forecasts for the German economy, the more positive trends from the spring have not materialized. We were all optimistic that demand would pick back up. That has not been the case. Our portfolio companies have also had to adjust their expectations for the second half of the year. The weakening construction machinery industry and agricultural engineering in particular are hampering development in the Infrastructure and Materials segments. For the year as a whole, we now anticipate Group sales of EUR 1.7 billion to EUR 1.8 billion and operating income (EBIT) between EUR 125 million and EUR 145 million. Given the current market conditions, these are figures we can be satisfied with. But we had set our minds on more.

In May, we were all able to come together in person again at our Annual Shareholders' Meeting – always a highlight of the year for us. Our shareholders approved all proposed resolutions with a large majority. Of particular importance was the dividend proposal of EUR 1.20 per share. This and the share buyback program carried out in the spring meant we have been able to pay out around EUR 56 million to our shareholders in the current year.

We have expanded our reporting for the half-year: The "Highlights" section provides a quick overview of key developments. In the "Share" section, we have briefly summarized the stock market performance of the INDUS share. You can find an overview of the progress we have made with our PARKOUR perform strategy program at the top of the management report. We have also reported on the order backlog and incoming orders in the Report on the Economic Situation. We hope that these new facts and figures will make it even easier for you to analyze your investment in INDUS.

Yours faithfully,

Bergisch Gladbach, August 2024

Dr. Johannes Schmidt Rudolf Weichert Gudrun Degenhart

Dr. Jörn Großmann Axel Meyer

Interim Management Report Introduction to the Group

INDUS buys and develops SMEs that have a clear focus on industrial technology, and is one of the leading specialists for sustainable business investment and development in the SME sector of the German speaking countries.

With its PARKOUR perform strategy program, INDUS has developed four strategic initiatives to manage its portfolio companies:

  • Strengthening the Portfolio Structure
  • Driving Innovation
  • Improving Performance
  • Striving for Sustainability

The holding company drives these initiatives forward centrally with the resources required. An in-depth description of the INDUS business model, the targets and strategy of the PARKOUR perform strategy can be found in the 2023 Annual Report from page 20 onwards. These notes remain valid and unchanged.

Material changes since the last Annual Report are shown in this half-yearly report.

Strengthening the Portfolio Structure – Changes to the Portfolio in the First Half of 2024

Acquisition of GESTALT AUTOMATION

In March 2024, INDUS Holding AG acquired Gestalt Robotics, now operating as GESTALT AUTOMATION. The Berlin-based company develops individual AI-based automation solutions for industrial applications. The solution portfolio comprises image processing and control technology based on artificial intelligence. This includes solutions such as visual quality assessment and visual asset tracking, autonomous navigation for mobile transport systems, adaptive and collaborative robotics, and assistance systems. The typical fields of application are assembly, mobility and laboratory automation.

With the PARKOUR perform strategy update, INDUS has identified the future field of automation as a key area for further growth. As GESTALT AUTOMATION focuses on industrial automation, it strengthens the investment portfolio in this future field.

GESTALT AUTOMATION joined the INDUS Group on March 1, 2024, and was allocated to the Engineering segment.

Acquisition of the Remaining Shares in GRIDCOM

On March 11, 2024, Hauff-Technik GmbH & Co. KG, Hermaringen, acquired the remaining shares in Hauff-Technik Gridcom GmbH (GRIDCOM), Rosenberg, and is now the sole shareholder of the company. GRIDCOM is a specialist for the development and production of passive components for fiber-optic infrastructure. This includes point of presence (PoP) stations, which act as main distributors and connect central fiber-optic cables with the fiberoptic distributors in the fiber to the curb (FTTC) and fiber to the home (FTTH) areas. GRIDCOM's product portfolio also includes network distributors and fiber-optic distribution boxes required to set up the infrastructure covering the last few meters to the customer.

HAUFF-Technik acquired the first 50% of GRID-COM in 2016. GRIDCOM is allocated to the Infrastructure segment. The economic transfer (closing) took place on March 12, 2024. Consolidation will take place from March 1, 2024 onwards.

Acquisition of COLSON X-CEL by PCL

Pneumatic Components Ltd (PCL), a subsidiary of the INDUS portfolio company HORNGROUP, bought 100% of the shares in COLSON X-Cel Ltd. (COLSON) in March 2024. The British company, based in Rotherham, South Yorkshire, develops and produces industrial valves for measurement and control engineering, including valves, shut-off units and measuring devices for controlling liquids and gases.

The economic transfer of COLSON took place on June 5, 2024. The initial consolidation took place on June 1, 2024. COLSON has been allocated to the Engineering segment.

Acquisition of Remaining Shares in TECALEMIT Inc.

In March 2024, HORNGROUP Holding GmbH & Co. KG acquired the remaining 15% of shares in the US company TECALEMIT Inc., Delaware, from the company's founder. TECALEMIT Inc. has been fully consolidated in the consolidated financial statements since December 2021. TECALEMIT Inc. is allocated to the Engineering segment.

Driving Innovation

INDUS actively encourages the use of artificial intelligence within the Group as a central lever for innovation. The holding company started or continued several measures within the Group during the first half of 2024 under the banner of "AI Sprint". These include advanced training and potential workshops with Fraunhofer IAIS, as well as a format for internal dialogue between portfolio companies within the SIMON Group. Over 100 employees from 36 portfolio companies were involved in total. The holding company also currently supports eight AI pilot projects via the "AI Sprint" program. This option will also be available to portfolio companies in the future.

INDUS is currently supporting 17 projects within the portfolio companies via the typical innovation development bank model with total funding of EUR 5.3 million. EUR 0.8 million has been paid for innovation development in 2024 so far.

Improving Performance

During the first half of 2024, the "Improving Performance" initiative, with its focus on operational excellence and market excellence, made significant progress in developing both the strategic and financial potential of INDUS portfolio companies. The overarching objective is to achieve optimal future viability whilst also increasing the value of every single INDUS portfolio company.

Operational Excellence

Intensive production audits to establish the current state of the production processes have taken place at ten INDUS portfolio company locations in 2024 so far. Measures for continued development of the locations are determined based on these inspections, and implementation of said measures is supported and monitored.

The training of decentralized multipliers is also a fundamental component. A total of 26 employees from various portfolio companies have been trained in the principles of operational excellence. This training has led to the initiation and implementation of specific projects for reorganizing processes.

A comprehensive shop-floor management system has also been introduced in one portfolio company. This system supports cascaded monitoring of the company, leading to greater transparency and efficiency within the production process.

The implementation of digitalization projects has also continued apace. Important steps for the reintroduction and expansion of operational application systems have been carried out in seven steps as part of this. These measures lay the foundation for sustainable order processing.

Market Excellence

Support has been provided to portfolio companies in several different projects on various matters during the first half of the year. In this case potential markets are staked out and readily implementable recommendations are set out, which are continuously put into practice by the portfolio companies involved.

Support for two large-scale projects as part of the strategic alignment of individual portfolio companies is also part of this. Based on a comprehensive strategic market analysis, the focus lies on determining and implementing suitable market strategies in order to power sustainable growth and to improve our competitive position in the future.

Methodological skills within the portfolio companies are not only strengthened through joint project work, but also through the imparting of knowledge in seminars. The range of seminars is constantly being improved and adapted to suit current requirements. So far, 21 employees from various portfolio companies have already had training to this effect this year. One particular focus was to develop the success within the US market.

Striving for Sustainability

INDUS will publish a sustainability report in accordance with the CSRD for the first time in 2024. Implementation measures are in full swing. The double materiality analysis that was required has already been prepared and agreed upon with the auditor of the consolidated financial statements. The collection of new indicators, particularly in the social realm, has been put into practice in the systems.

Projects with an investment volume of around EUR 0.9 million are approved this year by the INDUS sustainability development bank at an average funding rate of 55%.

Group emissions in both Scopes 1 and 2 have fallen during the first half of the year. Emissions intensity is now calculated relative to sales, as required by the CSRD. INDUS will report on this indicator for the first time in 2024.

Employees

During the first six months of 2024, the INDUS Group companies employed on average 8,813 employees. 9,548 employees in total were employed in the same period of the previous year, 8,947 of which were part of continuing operations and 601 were part of discontinued operations.

Share Buyback Program – Acquisition of Treasury Shares

As a result of the publicly announced share buyback program from February 22, 2024, to March 1, 2024, INDUS Holding AG has purchased 1,100,000 of its own no-par-value shares, representing 4.09% of the share capital. The shares were acquired at a price of EUR 23.00 per share. The volume of the buyback offer was therefore EUR 25,300,000. Ancillary costs of around EUR 0.1 million arose during acquisition. The payment was made on March 13, 2024.

The treasury shares do not carry voting or dividend rights and are deducted from equity as a treasury item in the INDUS consolidated financial statements.

Report on the Economic Situation

Economic Conditions

Hopes of the German economy undergoing a strong recovery have not yet been satisfied in 2024. After real gross domestic product (GDP) rose by 0.2% in the first quarter compared to the previous quarter, it fell by 0.1% in the second quarter of the year. Positive trends at the start of the year became less marked, particularly in the industrial sector. In May 2024, industrial production in real terms fell considerably compared to the previous month, with an expected fall of -2.5%. Production levels only increased in energy-intensive industrial sectors as well as in the motor vehicle sector. In the less volatile three-month comparison, industrial production from March to May 2024 remained at the level of the previous three months. There were clear drops within individual sectors, however. Machinery production in the first five months of 2024 fell by 7.2% compared to the previous year, adjusted for price. According to the VDMA, exports also fell by 6.1% in real terms in the same period. Exports of machinery from Germany fell by 12.9% adjusted for price in May alone. Product sales on the German machinery market fell by 27% in the first half of the year. Order behavior also has not stabilized in a sustainable manner. Real incoming orders in the processing sector fell by 0.6% in April 2024 and are estimated to have fallen by 1.6% in May 2024 compared to the previous month. The real order backlog the processing sector was therefore slightly lower in May compared to the previous month (-0.4%). There were also negative outliers: within the metal and electrical industry orders fell by 7% from January to May compared to the previous year. Orders from March until May in the engineering sector fell by 13% in real terms below the previous year's figure after incoming orders in May fell significantly in real terms (-27%).

Global economic activity has picked up somewhat in 2024. However, demand from third countries for German products has recently fallen. Exports to non-EU countries fell by 2.6% in June 2024, adjusted for calendar and seasonal effects, compared to May 2024. In contrast, global export conditions improved for the fifth month in succession in June 2024 according to a survey from S&P, however the PMI index for German export conditions began to lose dynamism. In particular, the European market is stumbling. In contrast, German business activities in the USA have risen although development of the US economy has been slowing down since the start of the year. In Germany, high financing costs continue to curb willingness to invest and demand. This also applies to the construction sector. Sales in the main construction sector fell by 4.5% in May 2024 in real terms compared to May 2023. On the other hand, the service sector remains slightly expansive, supported by private consumption. The overall fall in inflation also contributed to this. Compared to the same month in the previous year, the inflation rate was 2.2% in March, April and June, and 2.4% in May.

Order Situation

ORDER SITUATION in EUR million
Engineering Infrastructure Materials Group
H1 2024
Incoming orders 264.1 282.9 280.8 827.8
June 30, 2024
Order backlog 403.9 175.0 140.7 719.6
H1 2023
Incoming orders 258.3 272.1 308.5 838.9
December 31, 2023
Order backlog 385.4 172.1 153.3 710.8

In the first half of 2024, incoming orders amounted to EUR 827.8 million and were therefore 1.3% lower than the previous year's figure (EUR 838.9 million). Incoming orders rose by 2.2% in the Engineering segment and by 4.0% in the Infrastructure segment. However, the Materials segment saw a fall of 9.0%. In the separate quarterly assessment, incoming orders for the second quarter of 2024 amounted to EUR 384.4 million compared to EUR 377.4 million in the previous year's figure for the same quarter. The trend is not pronounced for incoming orders in the second quarter of 2024. The root cause of this trend is the weak economic situation in the metal production and processing sectors.

The order backlog as of June 30, 2024, amounted to EUR 719.6 million and was therefore 1.2% higher than the order backlog as of December 31, 2023 (EUR 710.8 million). Within the Engineering segment the order backlog has risen by 4.8% and by 1.7% in the Infrastructure segment, whilst the order backlog in the Materials segment has fallen 8.2% compared to the end of 2023.

Earnings Performance of the INDUS Group

CONSOLIDATED STATEMENT OF INCOME in EUR million

Difference Difference
H1 2024 H1 2023 absolute in % Q2 2024 Q2 2023 absolute in %
Sales 839.1 904.1 -65.0 -7.2 429.0 453.3 -24.3 -5.4
Other operating income 9.7 6.4 3.3 51.6 5.9 3.2 2.7 84.4
Own work capitalized 1.8 2.0 -0.2 -10.0 0.7 0.9 -0.2 -22.2
Change in inventories 10.6 23.0 -12.4 -53.9 5.9 4.3 1.6 37.2
Overall performance 861.2 935.5 -74.3 -7.9 441.5 461.7 -20.2 -4.4
Cost of materials -374.1 -434.1 60.0 13.8 -193.4 -213.0 19.6 9.2
Personnel expenses -268.4 -261.0 -7.4 -2.8 -134.0 -131.7 -2.3 -1.7
Other operating expenses -110.5 -112.3 1.8 1.6 -54.4 -55.0 0.6 1.1
EBITDA 108.2 128.1 -19.9 -15.5 59.7 62.0 -2.3 -3.7
in % of sales 12.9 14.2 -1.3 pp - 13.9 13.7 0.2 pp -
Depreciation/amortization -44.1 -43.2 -0.9 -2.1 -22.3 -21.9 -0.4 -1.8
of which PPA depreciation* -9.8 -9.6 -0.2 -2.1 -5.0 -4.9 -0.1 -2.0
of which impairment 0.0 0.0 0.0 - 0.0 0.0 0.0 -
Adjusted EBITA** 73.9 94.5 -20.6 -21.8 42.4 45.0 -2.6 -5.8
in % of sales 8.8 10.5 -1.7 pp - 9.9 9.9 0.0 pp -
Operating income (EBIT) 64.1 84.9 -20.8 -24.5 37.4 40.1 -2.7 -6.7
in % of sales 7.6 9.4 -1.8 pp - 8.7 8.8 -0.1 pp -
Financial income -13.6 -13.9 0.3 2.2 -4.6 -6.1 1.5 24.6
Earnings before taxes from
continuing operations (EBT)
50.5 71.0 -20.5 -28.9 32.8 34.0 -1.2 -3.5
Income taxes -18.4 -23.5 5.1 21.7 -11.0 -11.4 0.4 3.5
Earnings from discontinued
operations
0.0 -25.8 25.8 100.0 0.0 -16.9 16.9 100.0
Earnings after taxes 32.1 21.7 10.4 47.9 21.8 5.7 16.1 >100
of which interests attributable
to non-controlling shareholders
0.5 0.3 0.2 66.7 0.3 0.3 0.0 -
of which interests attributable
to INDUS shareholders
31.6 21.4 10.2 47.7 21.5 5.4 16.1 >100
Earnings per share in EUR
from continuing operations 1.21 1.76 -0.55 -31.2 0.83 0.83 0.00 -
from discontinued operations 0.00 -0.96 0.96 100.0 0.00 -0.63 0.63 100.0
from continuing and
discontinued operations
1.21 0.80 0.41 51.2 0.83 0.20 0.63 >100

4–22

* The term PPA depreciation includes depreciation on assets from purchase price allocations.

** The term EBITA (adjusted) includes the operating income (EBIT) plus PPA depreciation and impairments.

Decrease in Sales Due to Economic Conditions

The INDUS portfolio companies reported sales of EUR 839.1 million in the first six months of 2024. This was EUR 65.0 million (7.2%) below the figure for the same period of the previous year.

The decrease in sales affected all three segments, and was mainly due to economic conditions. Price pressure on the customer side also had an impact on sales in the Materials segment. Inorganic growth of 0.8% was achieved as a result of the acquisitions of GESTALT AUTOMATION, GRIDCOM and COLSON during this reporting year, as well as QUICK in the previous year. The organic decrease in sales came to -8.0%.

Other operating income also contains a unique oneoff effect from the sale of a non-controlling interest in BETOMAX for EUR 2.6 million, which was no longer considered strategic.

In addition to the fall in sales mentioned above, the change in inventories fell by EUR 12.4 million compared to the previous year, meaning that overall performance fell by EUR 74.3 million in total. Overall performance amounted to EUR 861.2 million, compared with EUR 935.5 million in the same period of the previous year. The cost of materials fell by a disproportionate amount from EUR 434.1 million to EUR 374.1 million (-13.8%). As a result, the cost-ofmaterials ratio fell from 48.0% to 44.6%. Taking into account the change in inventories, the adjusted ratio in proportion to sales amounted to 43.3% compared to 45.5% in the same period of the previous year.

Personnel expenses increased by EUR 261.0 million to EUR 268.4 million – despite a reduction in business activities, and although the number of employees of continuing operations was down by 134 in a year-over-year comparison. This increase in personnel expenses (+2.8%) was, as expected, due to considerable adjustments to wages and salaries. The personnel expense ratio came to 32.0% (previous year: 28.9%). Other operating expenses fell slightly by EUR 1.8 million to EUR 110.5 million. This resulted in EBITDA of EUR 108.2 million (previous year: EUR 128.1 million).

At EUR 44.1 million depreciation and amortization was up EUR 0.9 million on the previous year (EUR 43.2 million). The depreciation and amortization line includes depreciation, amortization, impairment and PPA depreciation. Impairments were not noted either during the reporting period or during the same period of the previous year. PPA depreciation of EUR 9.8 million (previous year: EUR 9.6 million) comprises the amortization of intangible assets and depreciation of property, plant and equipment resulting from the purchase price allocation of new acquisitions.

Earnings Affected by Economic Developments

Adjusted EBITA amounted to EUR 73.9 million in the reporting quarter, and EUR 94.5 million in the same period of the previous year. Adjusted EBITA is calculated from operating EBIT plus impairments and PPA depreciation. In as far as reversals are posted, these must be deducted. The margin of adjusted EBITA was 8.8% and therefore 1.7 percentage points below that of the previous year. The reduced EBITA (adjusted) reflects the continued difficult economic situation.

Operating income (EBIT) totaled EUR 64.1 million, following EUR 84.9 million in the same period of the previous year. This corresponds to a reduction of EUR 20.8 million, which, as previously mentioned, is due to the current economic situation. The EBIT margin came in at 7.6% in the reporting period, following 9.4% in the same period of the previous year.

Sales and EBIT Rise in Second Quarter

The first quarter of 2024 was weak both in terms of sales and earnings in the separate quarterly assessment. A considerable improvement has been noted in the second quarter. Sales were EUR 429.0 million and were 5.4% lower than sales in the second quarter of 2023, but EUR 18.9 million (4.6%) higher than during the first quarter of 2024. At EUR 37.4 million, operating income (EBIT) for the second quarter was down EUR 2.7 million on the figure for the same period of the previous year (EUR 40.1 million). It has risen by EUR 10.7 million compared to the first quarter of 2024. The EBIT margin of 8.7% in the second quarter was at the same level as for the same period of the previous year (8.8%) and was above the margin for the three previous individual quarters from the third quarter of 2023 up to and including the first quarter of 2024.

SALES AND INCOME: INDUS GROUP (in EUR million) Sales EBITA (adjusted) EBIT 480 60 400 50 320 40 240 30 160 20 80 10 0 0 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 22 22 22 23 23 23 23 24 24 0 80 160 240 320 400 480 1020 30405060

Financial income amounted to EUR -13.6 million in the reporting period, compared with EUR -13.9 million in the same period of the previous year. Financial income includes net interest, income from shares accounted for using the equity method and other financial income. The valuations of interests attributable to non-controlling shareholders are reported within other financial income. A reduction in expenses of EUR 0.3 million compared to the previous year is the result from the measurement of interests attributable to non-controlling shareholders (EUR +1.4 million). In contrast, net interest has fallen by EUR 0.3 million due to higher interest rates as well as lower income from shares accounted for using the equity method (EUR -0.8 million).

At EUR 50.5 million, earnings before taxes (EBT) from continuing operations were EUR 20.5 million lower than the previous year's figure (EUR 71.0 million). Income tax expenses fell to EUR 18.4 million as against EUR 23.5 million in the previous year. The tax ratio came to 36.4% in the reporting period, following 33.1% in the same period of the previous year.

The SELZER and SCHÄFER portfolio companies, which were deconsolidated in the third quarter of the previous year, constitute discontinued operations within the meaning of IFRS 5. There were no discontinued operations or subsequent expenses in the financial year. The profit/ loss for the year from discontinued operations amounted to EUR -25.8 million in the same period of the previous year.

Earnings After Taxes Up Against Previous Year

Earnings after taxes amounted to EUR 32.1 million and were up EUR 10.4 million against the previous year's figure (EUR 21.7 million). Earnings per share amounted to EUR 1.21 for continuing operations (previous year: EUR 1.76). Earnings per share for continuing and discontinued operations are correspondingly EUR 1.21 (previous year: EUR 0.80).

Segment Reporting

INDUS breaks down its investment portfolio into three operating segments: Engineering, Infrastructure and Materials. As of June 30, 2024, our investment portfolio encompassed 44 operating units.

Engineering

TWO NEW ACQUISITIONS IN THE FIRST HALF OF 2024

Incoming orders in the Engineering segment amounted to EUR 264.1 million for the first half of 2024. For the same period of the previous year, incoming orders amounted to EUR 258.3 million. This increase is primarily due to increased orders for clean room systems, sorting plants and packaging machinery. The order backlog as of June 30, 2024, came to EUR 403.9 million, compared with EUR 385.4 million as of December 31, 2023.

Sales in the Engineering segment amounted to EUR 266.1 million in the first half of 2024 (previous year EUR 280.7 million). Compared to the same period of the previous year, this figure fell by 5.2% (EUR 14.6 million). This decrease in sales is largely due to lower demand this year for sorting plants and packaging technology compared to the previous year. The decline in sales was 5.4% organic. In contrast, there was inorganic growth in sales of 0.2% due to the acquisitions of GESTALT AUTOMATION and COLSON.

Adjusted EBITA was EUR 19.6 million, compared with EUR 31.6 million the previous year. A fall of EUR 12.0 million is largely due to the fall in total sales as well as smaller margins. The margin of the adjusted EBITA is 7.4% (previous year: 11.3%). At EUR 13.9 million, operating income (EBIT) was lower than the EUR 25.9 million of the same period of the previous year. The EBIT margin was 5.2% (previous year: 9.2%) and was therefore four percentage points lower than the previous year.

Increased contributions to sales with higher margins are expected in the Engineering segment for the rest of the financial year, compared to the first half of the year. Nevertheless, based on economic developments for the whole year, we expect a slight decrease in sales and a strong decrease in operating income (EBIT) compared to 2023. The EBIT margin is again expected to be within a range of 6.5% to 8.5%.

INDUS acquired GESTALT AUTOMATION in March 2024. GESTALT AUTOMATION develops AI-based automation solutions for industrial applications and complements the INDUS portfolio in the automation & assembly technological division. The company has been part of the INDUS Group since March 1, 2024. Due to strategic re positioning, GESTALT AUTOMATION will make a negative contribution to income in the 2024 financial year.

PCL, a subsidiary of the INDUS portfolio company HORNGROUP, bought 100% of the shares in COLSON X-Cel Ltd. (COLSON) in March 2024. The British company develops and produces industrial fittings for measurement and control engineering, such as valves, shut-off units and measurement equipment for monitoring liquids and gases. The economic transfer of COLSON took place on June 5, 2024; initial consolidation took place on June 1, 2024.

The investments of EUR 18.5 million made during the reporting period relate to the acquisitions of GESTALT AUTOMATION and COLSON as well as property, plant and equipment. Investments in property, plant and equipment of EUR 5.4 million are up EUR 0.6 million against the previous year (EUR 4.8 million).

KEY FIGURES FOR ENGINEERING in EUR million
Difference Difference
H1 2024 H1 2023 absolute in % Q2 2024 Q2 2023 absolute in %
Revenue with external third
parties
266.1 280.7 -14.6 -5.2 136.7 138.6 -1.9 -1.4
EBITDA 30.1 41.8 -11.7 -28.0 14.7 18.4 -3.7 -20.1
in % of sales 11.3 14.9 -3.6 pp - 10.8 13.3 -2.5 pp -
Depreciation/amortization -16.2 -15.9 -0.3 -1.9 -8.2 -8.1 -0.1 -1.2
of which PPA depreciation* -5.7 -5.7 0.0 0.0 -2.9 -2.9 0.0 0.0
of which impairment 0.0 0.0 0.0 - 0.0 0.0 0.0 -
EBITA (adjusted)** 19.6 31.6 -12.0 -38.0 9.4 13.2 -3.8 -28.8
in % of sales 7.4 11.3 -3.9 pp - 6.9 9.5 -2.6 pp -
EBIT 13.9 25.9 -12.0 -46.3 6.5 10.3 -3.8 -36.9
in % of sales 5.2 9.2 -4.0 pp - 4.8 7.4 -2.6 pp -
Investments 18.5 4.8 13.7 >100 15.6 3.0 12.6 >100
Employees 2,936 2,824 112 4.0 2,965 2,832 133 4.7

* The term PPA depreciation includes depreciation on assets from purchase price allocations.

** The term EBITA (adjusted) includes the operating income (EBIT) plus PPA depreciation and impairments.

Infrastructure

EBIT AND EBIT MARGIN IMPROVED

Incoming orders for the Infrastructure segment amounted to EUR 282.9 million for the first half of 2024, compared with EUR 272.1 million in the same period of the previous year. Incoming orders in the heating and air-conditioning systems for commercial vehicles sector has risen dramatically. On the other hand, incoming orders in the market for air-conditioning devices has fallen due to the cooler than expected summer. The order backlog amounted to EUR 175.0 million as of June 30, 2024 (December 31, 2023: EUR 172.1 million).

Sales in the Infrastructure segment amounted to EUR 276.8 million in the first half of the year compared to EUR 291.3 million in the previous year. Segment sales therefore fell by EUR 14.5 million, or 5.0%. In organic terms, sales fell by 7.2%. In contrast, there is inorganic sales growth of 2.2% due to the acquisition of QUICK in the previous year and GRIDCOM during the reporting period. GRIDCOM, which has been fully consolidated since March 2024, contributed EUR 5.2 million to sales in the first half of the year. The organic decline in sales mainly affected the portfolio companies that had been able to maintain a good level of sales in the previous year. Portfolio companies in the housing construction supply sector are particularly affected by the economic situation. In addition, it has also had an impact in the areas of heat pumps and air-conditioning systems for buildings. Sales of heat pumps have fallen particularly due to unclear rules regarding the funding of heat pumps and increased uncertainty amongst customers, whilst demand for air-conditioning units is less pronounced due to the cool summer.

At EUR 32.6 million, adjusted EBITA was up EUR 5.0 million on the previous year's figure (EUR 27.6 million). As sales have dropped, the margin of adjusted EBITA rose from 9.5% to 11.8%. At EUR 29.7 million, operating income (EBIT) was up by EUR 4.6 million on the previous year's figure (EUR 25.1 million). The EBIT margin came in at 10.7% (previous year: 8.6%). The improved earnings situation is particularly down to the measures for cost control that were taken, as well as a unique one-off effect from the sale of a non-controlling interest in BETOMAX for EUR 2.6 million, which was no longer considered strategic. The results for the first half of the year were affected by the insolvency of a major client in the mobile air-conditioning devices sector.

For the whole of the year we now expect a slight decrease in sales and a strong increase in operating income (EBIT). The forecast range for the EBIT margin remains between 10% and 12%.

In March of the current financial year, HAUFF-TECHNIK GmbH & Co. KG, Hermaringen acquired the remaining 50% of shares in Hauff-Technik Gridcom GmbH (GRIDCOM) in Rosenberg, which is a specialist in the development and production of passive components for fiberoptic infrastructure. Full inclusion of GRIDCOM within the INDUS consolidated financial statements has been in place since March 1, 2024.

Investments worth EUR 11.2 million refer to the acquisition of the remaining shares in GRIDCOM as well as investments in fixed assets (EUR 5.8 million). The previous year's figure includes the acquisition of QUICK.

KEY FIGURES FOR INFRASTRUCTURE
in EUR million
Difference Difference
H1 2024 H1 2023 absolute in % Q2 2024 Q2 2023 absolute in %
Revenue with external third
parties
276.8 291.3 -14.5 -5.0 144.9 149.8 -4.9 -3.3
EBITDA 43.0 37.8 5.2 13.8 25.1 20.9 4.2 20.1
in % of sales 15.5 13.0 2.5 pp - 17.3 14.0 3.3 pp -
Depreciation/amortization -13.3 -12.7 -0.6 -4.7 -6.8 -6.5 -0.3 -4.6
of which PPA depreciation* -2.9 -2.5 -0.4 -16.0 -1.5 -1.3 -0.2 -15.4
of which impairment 0.0 0.0 0.0 - 0.0 0.0 0.0 -
EBITA (adjusted)** 32.6 27.6 5.0 18.1 19.8 15.7 4.1 26.1
in % of sales 11.8 9.5 2.3 pp - 13.7 10.5 3.2 pp -
EBIT 29.7 25.1 4.6 18.3 18.3 14.4 3.9 27.1
in % of sales 10.7 8.6 2.1 pp - 12.6 9.6 3.0 pp -
Investments 11.2 15.8 -4.6 -29.1 4.0 3.2 0.8 25.0
Employees 2,847 2,947 -100 -3.4 2,842 2,963 -121 -4.1

* The term PPA depreciation includes depreciation on assets from purchase price allocations.

** The term EBITA (adjusted) includes the operating income (EBIT) plus PPA depreciation and impairments.

4–22

MARGINS INCREASED COMPARED TO PREVIOUS QUARTERS DESPITE DROP IN SALES

Incoming orders in the Materials segment amounted to EUR 280.8 million for the first six months of 2024 compared to EUR 308.5 million in the same period of the previous year. The economy remains weak in the Metals Technology sector, prices have fallen compared to the previous year and customers are reluctant to place orders. The order backlog as of June 30, 2024, amounted to EUR 140.7 million (December 31, 2023: EUR 153.3 million).

In the first half of 2024 the Materials segment generated sales of EUR 295.8 million. Sales were down 10.8% (EUR 35.7 million) on the same period of the previous year (EUR 331.5 million). The reason for this drop is the generally weak economy within the metal sector, associated caution on the part of customers when making purchases, and greater price pressure as a result. Suppliers of agricultural technology are, in particular, facing slow developments in line with general market trends. The order situation was still strong in the same period of the previous year whilst prices and earnings were good. The situation started to worsen during the second half of the year.

Adjusted EBITA was EUR 29.0 million, compared with EUR 39.5 million in the same period of the previous year. The margin of adjusted EBITA was 9.8%, as against 11.9% in the first half of 2023. The increased price pressure coupled with declining volumes is particularly evident here. Nevertheless, this development is clearly positive compared to the previous two quarters. The margin of adjusted EBITA for the separate second quarter came to 11.3% and was therefore higher than in the previous two quarters, and reached the level of the same period of the previous year (11.4%).

After deducting PPA amortization of EUR 1.1 million (previous year: EUR 1.4 million), the EBIT for the first half of the year amounted to EUR 27.9 million compared to the previous year's figure of EUR 38.1 million. The EBIT margin came in at 9.4% (previous year: 11.5%).

The forecast has been amended for the whole of 2024. We now expect a decrease in sales and strongly decreased earnings. The EBIT margin is again forecast to be within a range of 7% to 9%.

Investments stood at EUR 6.2 million, on a par with the previous year (EUR 6.1 million) and were solely investments in fixed assets.

KEY FIGURES FOR MATERIALS in EUR million

Difference Difference
H1 2024 H1 2023 absolute in % Q2 2024 Q2 2023 absolute in %
Revenue with external third
parties
295.8 331.5 -35.7 -10.8 147.2 164.7 -17.5 -10.6
EBITDA 41.8 52.3 -10.5 -20.1 23.0 25.1 -2.1 -8.4
in % of sales 14.1 15.8 -1.7 pp - 15.6 15.2 0.4 pp -
Depreciation/amortization -13.9 -14.2 0.3 2.1 -7.0 -7.1 0.1 1.4
of which PPA depreciation* -1.1 -1.4 0.3 21.4 -0.6 -0.7 0.1 14.3
of which impairment 0.0 0.0 0.0 - 0.0 0.0 0.0 -
EBITA (adjusted)** 29.0 39.5 -10.5 -26.6 16.6 18.7 -2.1 -11.2
in % of sales 9.8 11.9 -2.1 pp - 11.3 11.4 -0.1 pp -
EBIT 27.9 38.1 -10.2 -26.8 16.0 18.0 -2.0 -11.1
in % of sales 9.4 11.5 -2.1 pp - 10.9 10.9 0.0 pp -
Investments 6.2 6.1 0.1 1.6 4.0 3.4 0.6 17.6
Employees 2,984 3,131 -147 -4.7 2,960 3,121 -161 -5.2

* The term PPA depreciation includes depreciation on assets from purchase price allocations.

** The term EBITA (adjusted) includes the operating income (EBIT) plus PPA depreciation and impairments.

4–22

Financial Position

CONSOLIDATED STATEMENT OF CASH FLOWS, CONDENSED in EUR million

Difference
H1 2024 H1 2023 absolute in %
Earnings after taxes from continuing operations 32.1 47.5 -15.4 -32.4
Depreciation/amortization 44.1 43.2 0.9 2.1
Other non-cash changes 28.7 37.7 -9.0 -23.9
Cash-effective change in working capital -19.2 -59.2 40.0 67.6
Change in other balance sheet items -6.6 -7.2 0.6 8.3
Tax payments -27.3 -22.8 -4.5 -19.7
Dividends received 1.5 0.0 1.5 -
Operating cash flow 53.3 39.2 14.1 36.0
Interest paid/interest received -9.4 -10.8 1.4 13.0
Cash flow from operating activities 43.9 28.4 15.5 54.6
Cash outflow for investments and acquisitions -36.2 -27.4 -8.8 -32.1
Cash inflow from the disposal of assets 5.6 14.5 -8.9 -61.4
Cash flow from investing activities -30.6 -12.9 -17.7 <-100
Cash outflow for the acquisition of treasury shares -25.4 0.0 -25.4
Dividend payment -31.0 -21.5 -9.5 -44.2
Cash outflow from the repayment of contingent purchase price commitments -5.1 0.0 -5.1
Payments related to transactions involving interests attributable to
non-controlling shareholders
-0.1 0.0 -0.1
Dividend payments to non-controlling interests -0.1 -0.2 0.1 50.0
Cash inflow from the raising of loans 0.1 97.0 -96.9 -99.9
Cash outflow from the repayment of loans -86.1 -75.3 -10.8 -14.3
Cash outflow from the repayment of lease liabilities -9.9 -9.2 -0.7 -7.6
Cash flow from financing activities -157.6 -9.2 -148.4 <-100
Net changes in cash and cash equivalents from continuing operations -144.3 6.3 -150.6 <-100
Net changes in cash and cash equivalents from discontinued operations 0.0 -15.1 15.1 100.0
Changes in cash and cash equivalents caused by currency exchange rates 0.2 -1.0 1.2 >100
Changes in cash and cash equivalents in connection with assets held for sale 0.0 0.9 -0.9 -100.0
Cash and cash equivalents at the beginning of the period 265.8 127.8 138.0 >100
Cash and cash equivalents at the end of the period 121.7 118.9 2.8 2.4

Statement of Cash Flows: Considerable Increase in Operating Cash Flow

Operating cash flow rose EUR 14.1 million to EUR 53.3 million in comparison with the same period of the previous year in the first half of 2024. At EUR 32.1 million, earnings after taxes from continuing operations were EUR 15.4 million lower in the reporting period than the previous year's figure of EUR 47.5 million. The increase in operating cash flow is due in particular to the EUR 40.0 million lower casheffective increase in working capital compared to the previous year. This is essentially due to lower overall performance compared to the same period of the previous year. Partially due to lower procurement prices and improved working capital management, it has also been possible to avoid conscious stockpiling of raw materials.

Taking into account interest payments in the amount of EUR 9.4 million (previous year: EUR 10.8 million), cash flow from operating activities amounted to EUR 43.9 million (previous year: EUR 28.4 million) and was thus EUR 15.5 million higher than the previous year's figure.

At EUR 17.4 million, the cash outflow for investments in intangible assets and in property, plant and equipment was EUR 0.8 million lower than in the previous year (previous year: EUR 18.2 million). Cash outflow for investments in shares in fully consolidated companies amounted to EUR 18.5 million, covering the acquisitions of GESTALT AUTOMATION and HAUFF-Technik GRIDCOM in the first quarter, and COLSON Ltd. in the second quarter of the current financial year. The acquisition of QUICK took place during the same period of the previous year. At EUR 5.5 million, cash inflow from the disposal of assets was significantly lower than in the previous year. The previous year's figures contain the sales proceeds for a building that is no longer required, amounting to EUR 14.4 million. The current year's figures include the sale of another portfolio company, BETOMAX, for EUR 4.8 million. Cash flow from investing activities came to EUR -30.6 million, compared with EUR -12.9 million in the previous year.

Cash flow from financing activities amounted to EUR -157.6 million (previous year: EUR -9.2 million). Alongside the steep fall in net borrowing of EUR 107.7 million, the causes of the decrease in cash outflows for acquiring treasury shares via the share buyback program amounting to EUR 25.4 million had higher dividends of EUR 1.20 per share (previous year: EUR 0.80 per share) compared to the previous year, as well as outflows for contingent purchase price liabilities amounting to EUR 5.1 million (previous year: EUR 0.0 million).

In total, net changes in cash and cash equivalents from continuing operations amounted to EUR -144.3 million in the first half of 2024, following EUR +6.3 million in the previous year. Net changes in cash and cash equivalents of EUR -15.1 million were recorded on discontinued operations in the previous year. Starting with an opening balance at the beginning of the year of EUR 265.8 million, cash and cash equivalents as of June 30, 2024, stood at EUR 121.7 million.

Free Cash Flow Exceeds the Previous Year by Around EUR 6 Million

Free cash flow is the sum of operating cash flow and cash flow from investing activities less cash outflow for investments in fully consolidated companies. Free cash flow indicates the funds available to INDUS for new acquisitions, dividend payments and debt repayments (interest and reduction of net debt).

Difference
in EUR million H1 2024 H1 2023 absolute in %
Operating cash flow from continuing operations 53.3 39.2 14.1 36.0
Cash flow from investing activities from continuing operations -30.6 -12.9 -17.7 <-100
Cash outflow for investments for shares in fully consolidated companies 18.5 8.9 9.6 >100
Free cash flow 41.2 35.2 6.0 17.0

In the first half of the year, the INDUS Group generated free cash flow of EUR 41.2 million. Free cash flow was thus EUR 6.0 million higher than in the same period of the previous year. The increase was predominantly due to the lower cash-effective increase in working capital. The free cash flow from the previous year saw a positive one-off effect from the sale of a building amounting to EUR 14.4 million.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION, CONDENSED in EUR million

Difference
June 30, 2024 December 31, 2023 absolute in %
ASSETS
Non-current assets 1,023.3 1,029.2 -5.9 -0.6
Fixed assets 1,000.6 1,005.3 -4.7 -0.5
Receivables and other assets 22.7 23.9 -1.2 -5.0
Current assets 805.7 899.6 -93.9 -10.4
Inventories 453.6 429.3 24.3 5.7
Receivables and other assets 230.4 204.5 25.9 12.7
Cash and cash equivalents 121.7 265.8 -144.1 -54.2
Total assets 1,829.0 1,928.8 -99.8 -5.2
EQUITY AND LIABILITIES
Non-current financing instruments 1,392.1 1.468.9 -76.8 -5.2
Equity 694.8 719.7 -24.9 -3.5
Borrowings 697.3 749.2 -51.9 -6.9
of which provisions 27.1 27.6 -0.5 -1.8
of which payables and deferred taxes 670.2 721.6 -51.4 -7.1
Current financing instruments 436.9 459.9 -23.0 -5.0
of which provisions 40.5 41.7 -1.2 -2.9
of which liabilities 396.4 418.2 -21.8 -5.2
Total equity and liabilities 1,829.0 1,928.8 -99.8 -5.2

Equity Ratio Increases to 38%

The INDUS Group's consolidated total assets amounted to EUR 1,829.0 million as of June 30, 2024, and were thus EUR 99.8 million lower than they were as of December 31, 2023. This reduction is due to the planned use of cash and cash equivalents (EUR -144.1 million) for the share buyback program, payment of dividends to INDUS shareholders (EUR -31.0 million) and repayment of financial liabilities (EUR -85.0 million). At the same time there is an increase to working capital.

Working capital came to EUR 494.1 million as of June 30, 2024, up by EUR 27.2 million on December 31, 2023. This increase is seasonal in nature and typical when considering the course of the year, but is somewhat below the increase in the previous year. The increase relates to the increase in inventories (EUR +24.3 million) and receivables (EUR +24.7 million). This was offset by the increase in trade payables (EUR +14.7 million) and advance payments received (EUR +13.0 million).

Equity as of the reporting date came to EUR 694.8 million and was down by EUR 24.9 million on December 31, 2023. The increase in equity of EUR 31.7 million due to the profits that were acquired could not fully compensate for the reductions in equity resulting from the purchase of treasury shares (EUR -25.4 million) as well as dividends paid to shareholders (EUR -31.0 million). Due to the significant reduction in total assets, the equity ratio as of June 30, 2024, was 0.7 percentage points better than the ratio at the end of the year (37.3%) and amounted to 38.0%.

WORKING CAPITAL in EUR million
Difference
June 30, 2024 December 31, 2023 absolute in %
Inventories 453.6 429.3 24.3 5.7
Receivables 206.0 181.3 24.7 13.6
Trade payables -78.4 -63.7 -14.7 -23.1
Advance payments received -36.3 -23.3 -13.0 -55.8
Contract liabilities -50.8 -56.7 5.9 10.4
Working capital 494.1 466.9 27.2 5.8

As of June 30, 2024, there are net financial liabilities totaling EUR 565.3 million compared to EUR 506.2 million as of December 31, 2023. This means that net financial liabilities have risen by EUR 59.1 million compared to the start of the year. The causes of this are primarily the financing of this seasonal increase in working capital, the acquisition of treasury shares (EUR 25.4 million) and dividend payments (EUR 31.0 million).

NET FINANCIAL LIABILITIES in EUR million
Difference
June 30, 2024 December 31, 2023 absolute in %
Non-current financial liabilities 566.0 618.2 -52.2 -8.4
Current financial liabilities 121.0 153.8 -32.8 -21.3
Cash and cash equivalents -121.7 -265.8 144.1 54.2
Net financial liabilities 565.3 506.2 59.1 11.7

Opportunities and Risks

For the Opportunities and Risk Report of INDUS Holding AG, please consult the 2023 Annual Report. The company operates an efficient risk management system for early detection, comprehensive analysis, and the systematic handling of risks. The particulars of the risk management system and the significance of individual risks are explained in the Annual Report. Therein is stated that the company does not consider itself to be exposed to any risks that might jeopardize its continued existence as a going concern.

4–22

Forecast Report

Expectations for the Economic Outlook

Economic signals are leading to the conclusion that the expected revival in the German economy will be delayed. Mild growth is expected at best for the whole of 2024, particularly due to problems in the industrial sector. The service sector should provide positive impetus, even if growth has recently been slowing down within the sector. Rising wages, a stable job market and lower inflation year-over-year means private consumption should be supported. However, more expensive services unexpectedly increased the inflation rate to 2.3% in July 2024. At the same time, consumer confidence noticeably improved in July according to GfK.

That said, the recovery in the processing sector should last longer than was expected at the start of the year. The Purchasing Mangers' Index (PMI) dropped back into the recessionary range in July 2024. Survey figures from the ifo Business Climate Index also weakened in July. In the processing sector, companies have a more pessimistic view of the current situation and the coming months than they did in the spring. The trade association Verband Deutscher Maschinen- und Anlagenbau e. V. (VDMA) expects a fall of 4% in German machinery sales in real terms in 2024. Individual sectors such as construction machinery are even forecasting double-digit nominal drops in sales. Suppliers to machine tool manufacturers forecast a nominal fall in production of 7%. Stronger growth in the machinery sector is not expected until 2025. A continued downwards trend is also expected over the next few months in the M&E industry. This is reflected in the ifo survey results. The business climate amongst manufacturers of metal products became noticeably worse in July 2024. The overall subdued order intake suggests that the low demand for industrial products and construction services has not yet been overcome. The number of building permits fell 24.2% in May 2024 compared to the same month of the previous year. Single-family homes are disproportionately affected by this fall. There are differences between sectors in terms of incoming orders. In real terms, incoming orders for overground construction rose 7.0% in May 2024 compared to the previous month, whereas they fell by 5.9% in underground construction. Also, the already pessimistic ifo business climate index in the main construction sector fell slightly in July. However, current estimates are somewhat higher than the pessimistic outlook at the start of the year, as the low point in residential, overground and underground construction was in February 2024. The construction industry association BAUINDUSTRIE expects a fall in sales in overground engineering when taking the whole year into consideration.

The International Monetary Fund expects the German economy to grow slightly by 0.2% during the course of 2024. The Kiel Institute for the World Economy also forecasts a moderate recovery of 0.2%. In the face of growing political uncertainty and trade tensions worldwide, the risk of a sluggish fight against inflation in particular is increasing. Nevertheless, the International Monetary Fund expects the world economy to grow by 3.2% in 2024.

Expected Group Performance

INDUS has recorded a decrease in sales during the first six months of the current financial year. This concerns all three segments and is mainly down to the current economic situation. Operating income (EBIT) was also below the previous year's figure. The EBIT margin was 7.6%. Development in the second quarter has been better than in the first. Both sales and contribution to income have risen. The EBIT margin was 8.7% in the second quarter compared to 6.5% in the first. Economic development in general is worse than was expected by portfolio companies in the first half of the year.

During the first half of the current financial year, sales fell in the Engineering sector by 5.2% compared to the previous year, whilst operating income (EBIT) dropped considerably. Sales are expected to decrease slightly during the whole year and operating income (EBIT) is expected to decrease considerably as a result of the general economic environment. The EBIT margin is again expected to be within a range of 6.5% to 8.5%.

In the first half of the current financial year, the Infrastructure segment continued to clearly feel the effects of the slowdown in the construction sector. Sales are down on the previous year, operating income (EBIT) has risen above the previous year's figures. There is an impact on income due to a major client in the mobile air-conditioning devices sector becoming insolvent. INDUS expects a slight decrease in sales for the whole of the year, but also anticipates a strong increase in operating income. The EBIT margin is still expected to be in a range between 10% and 12%.

In the first half of the current financial year, the Materials segment recorded lower sales compared to the first half of 2023, and the same was noted for operating income (EBIT). Weak economic development within the metal industry as well as price pressure from customers are more pronounced than expected. INDUS now expects lower sales and considerably lower net income for the whole of 2024. The forecast for the EBIT margin is still expected to be in a range between 7% and 9%.

Operating cash flow increased significantly in the first six months of the year by EUR 14.1 million compared to the same period of the previous year. This increase is mainly due to a lower cash-effective increase in working capital in comparison with the previous year. This is essentially due to lower overall performance compared to the same period of the previous year. Partially due to lower procurement prices and improved working capital management, it has also been possible to avoid conscious stockpiling of raw materials. Free cash flow amounted to EUR 41.2 million, which is EUR 6.0 million more than in the previous year. The previous year's figure included a positive one-time effect of EUR 14.4 million from the sale of a property not required for operations. Our forecast of free cash flow above EUR 110 million for 2024 as a whole remains unchanged.

Based on the economic development we have outlined above, we expect sales to lie between EUR 1.70 billion and EUR 1.80 billion for the whole of 2024. We expect operating income (EBIT) to be in a range of between EUR 125 million and EUR 145 million. The EBIT margin is now expected to be between 7.0% and 8.0%.

in EUR million Actual 2023 Forecast – March 2024 Forecast – August 2024
Engineering
Sales 599.6 slightly increasing sales slightly decreasing sales
EBIT 57.0 decreasing income strongly decreasing income
EBIT margin 9.5% 8% to 10% 6.5% to 8.5%
Infrastructure
Sales 582.2 slightly increasing sales slightly decreasing sales
EBIT 49.3 strongly increasing income strongly increasing income
EBIT margin 8.5% 10% to 12% 10% to 12%
Materials
Sales 619.9 slightly decreasing sales decreasing sales
EBIT 57.3 decreasing income strongly decreasing income
EBIT margin 9.2% 7% to 9% 7% to 9%
INDUS Group
Sales 1,802.4 EUR 1.85 to 1.95 billion EUR 1.70 to 1.80 billion
EBIT 149.6 EUR 145 to 165 million EUR 125 to 145 million
EBIT margin 8.3% 7.5–8.5% 7.0–8.0%
Free cash flow >110 >110 >110

Post-Balance Sheet Events

No events occurred between June 30, 2024, and the publication of this report on August 13, 2024, that the Board of Management expects to have a material impact on the financial position or performance of the INDUS Group.

Consolidated Statement of Income Condensed Consolidated Interim Financial Statements

FOR THE FIRST HALF OF 2024

in EUR '000 Notes H1 2024 H1 2023 Q2 2024 Q2 2023
REVENUE [5] 839,097 904,084 428,987 453,278
Other operating income 9,693 6,397 5,892 3,193
Own work capitalized 1,792 2,031 658 956
Change in inventories 10,624 23,018 5,948 4,298
Cost of materials [6] -374,115 -434,110 -193,444 -212,958
Personnel expenses [7] -268,431 -261,072 -133,978 -131,758
Depreciation/amortization -44,054 -43,190 -22,287 -21,889
Other operating expenses [8] -110,527 -112,285 -54,446 -55,038
OPERATING INCOME (EBIT) 64,079 84,873 37,330 40,082
Interest income 1,793 271 926 -7
Interest expense -10,683 -8,890 -4,961 -4,755
NET INTEREST -8,890 -8,619 -4,035 -4,762
Income from shares accounted for using the equity method -122 639 -8 304
Other financial income -4,555 -5,960 -534 -1,614
FINANCIAL INCOME [9] -13,567 -13,940 -4,577 -6,072
EARNINGS BEFORE TAXES FROM CONTINUING OPERATIONS (EBT) 50,512 70,933 32,753 34,010
Income taxes [10] -18,404 -23,456 -10,982 -11,450
Earnings from discontinued operations 0 -25,757 0 -16,879
EARNINGS AFTER TAXES 32,108 21,720 21,771 5,681
of which interests attributable to non-controlling shareholders 465 269 287 260
of which interests attributable to INDUS shareholders 31,643 21,451 21,484 5,421
Earnings per share (basic and diluted) in EUR
from continuing operations [11] 1.21 1.76 0.83 0.83
from discontinued operations [11] 0.00 -0.96 0.00 -0.63
from continuing and discontinued operations [11] 1.21 0.80 0.83 0.20

Consolidated Statement of Comprehensive Income

FOR THE FIRST HALF OF 2024

in EUR '000 H1 2024 H1 2023 Q2 2024 Q2 2023
EARNINGS AFTER TAXES 32,108 21,720 21,771 5,681
Actuarial gains/losses 577 -2,423 322 -1,320
Deferred taxes -241 540 -143 274
Items not to be reclassified to profit or loss 336 -1,883 179 -1,046
Currency conversion adjustment -419 -885 753 110
Change in the market values of hedging instruments (cash flow hedge) -398 -676 -708 -502
Deferred taxes 63 107 112 79
Items to be reclassified to profit or loss -754 -1,454 157 -313
OTHER COMPREHENSIVE INCOME -418 -3,337 336 -1,359
TOTAL COMPREHENSIVE INCOME 31,690 18,383 22,107 4,322
of which interests attributable to non-controlling shareholders 479 199 297 204
of which interests attributable to INDUS shareholders 31,211 18,184 21,810 4,118

Income and expenses recorded under other comprehensive income include actuarial gains (previous year: losses) from pensions and similar obligations amounting to EUR 577 thousand (previous year: EUR -2,423 thousand). This was the result of a 0.4 percentage point increase in the interest rate for domestic pension obligations (previous year: decrease of 0.15 percentage points) and a decrease of 0.1 percentage points for foreign pensions (Switzerland) (previous year: decrease of 0.38 percentage points).

Income from currency conversion is derived primarily from the converted financial statements of consolidated international subsidiaries. The change in the market value of derivative financial instruments was the result of interest rate swaps transacted by the holding company to hedge against interest rate movements.

Consolidated Statement of Financial Position

AS OF JUNE 30, 2024

in EUR '000 Notes June 30, 2024 Dec. 31, 2023
ASSETS
Goodwill 401,367 395,808
Right-of-use assets from leasing/rent 71,839 73,878
Other intangible assets 167,763 164,170
Property, plant and equipment 341,002 344,428
Investment property 9,714 10,005
Financial investments 8,932 11,347
Shares accounted for using the equity method 51 5,662
Other non-current assets 3,018 2,659
Deferred taxes 19,660 21,262
Non-current assets 1,023,346 1,029,219
Inventories [13] 453,572 429,269
Receivables [14] 205,963 181,310
Other current assets 17,324 17,336
Current income taxes 7,110 5,799
Cash and cash equivalents 121,690 265,843
Current assets 805,659 899,557
TOTAL ASSETS 1,829,005 1,928,776
EQUITY AND LIABILITIES
Subscribed capital 69,928 69,928
Capital reserve 318,143 318,143
Other reserves 329,855 329,866
Treasury shares -25,370 0
Equity held by INDUS shareholders 692,556 717,937
Non-controlling interests in the equity 2,270 1,724
Equity 694,826 719,661
Pension provisions 26,444 27,009
Other non-current provisions 633 596
Non-current financial liabilities [15] 565,994 618,162
Other non-current liabilities [16] 49,049 48,027
Deferred taxes 55,116 55,398
Non-current liabilities 697,236 749,192
Other current provisions 40,540 41,675
Current financial liabilities [15] 121,016 153,849
Trade payables
Other current liabilities
[16] 78,357
175,589
63,661
174,491
Current income taxes 21,441 26,247
Current liabilities 436,943 459,923
TOTAL EQUITY AND LIABILITIES 1,829,005 1,928,776

Consolidated Statement of Changes in Equity

FROM JANUARY 1 TO JUNE 30, 2024

in EUR '000 Subscribed
Capital
Capital
Reserve
Retained
Earnings
Other
Reserves
Treasury
Shares
Equity Held
by INDUS
Shareholders
Interests Held
By Non
Controlling
Shareholders
Group
Equity
AS OF JAN. 1, 2023 69,928 318,143 284,932 10,158 683,161 2,060 685,221
Earnings after taxes 21,451 21,451 269 21,720
Other comprehensive income -3,267 -3,267 -70 -3,337
Total comprehensive income 21,451 -3,267 18,184 199 18,383
Dividend payment -21,517 -21,517 -146 -21,663
AS OF JUNE 30, 2023 69,928 318,143 284,866 6,891 679,828 2,113 681,941
AS OF JAN. 1, 2024 69,928 318,143 328,507 1,359 717,937 1,724 719,661
Earnings after taxes 31,643 31,643 465 32,108
Other comprehensive income -432 -432 14 -418
Total comprehensive income 31,643 -432 31,211 479 31,690
Transactions with non-controlling
interests
-267 -267 193 -74
Change in scope of consolidation -6 -6
Acquisition of treasury shares -25,370 -25,370 -25,370
Dividend payment -30,955 -30,955 -120 -31,075
AS OF JUNE 30, 2024 69,928 318,143 328,928 927 -25,370 692,556 2,270 694,826

Interests attributable to non-controlling shareholders as of June 30, 2024, primarily consist of interests attributable to non-controlling shareholders in ROLKO Group subsidiaries. Interests attributable to non-controlling shareholders for which the economic ownership of the corresponding non-controlling interests had already been transferred under reciprocal option agreements at the acquisition date are shown under other liabilities.

Consolidated Statement of Cash Flows

FOR THE FIRST HALF OF 2024

in EUR '000 H1 2024 H1 2023
Earnings after taxes from continuing operations 32,108 47,477
Depreciation/amortization of non-current assets 44,054 43,190
Income taxes 18,404 23,456
Financial income 13,567 13,940
Other non-cash transactions -3,196 266
Changes in provisions -1,338 -1,331
Increase (-)/decrease (+) in inventories, receivables and other assets -39,779 -65,117
Increase (+)/decrease (-) in trade payables and other equity and liabilities 15,350 137
Income taxes received/paid -27,319 -22,830
Dividends received 1,460 0
Operating cash flow from continuing operations 53,311 39,188
Interest paid -11,681 -11,119
Interest received 2,303 285
Cash flow from operating activities from continuing operations 43,933 28,354
Cash outflow from investments in
Property, plant and equipment and intangible assets -17,400 -18,239
Financial investments and shares accounted for using the equity method -253 -283
Shares in fully consolidated companies -18,540 -8,851
Cash inflow from the disposal of
Other assets 5,547 14,463
Cash flow from investing activities from continuing operations -30,646 -12,910
Cash outflow for the acquisition of treasury shares -25,370 0
Dividend payment -30,955 -21,517
Cash outflow from the repayment of contingent purchase price commitments -5,126 0
Payments related to transactions involving interests attributable to non-controlling shareholders -74 0
Dividend payments to non-controlling interests -120 -146
Cash inflow from the raising of loans 80 97,073
Cash outflow from the repayment of loans -86,157 -75,322
Cash outflow from the repayment of lease liabilities -9,853 -9,241
Cash flow from financing activities from continuing operations -157,575 -9,153
Net changes in cash and cash equivalents from continuing operations -144,288 6,291
Net changes in cash and cash equivalents from discontinued operations 0 -15,057
Changes in cash and cash equivalents caused by currency exchange rates 135 -1,033
Changes in cash and cash equivalents in connection with assets held for sale 0 923
Cash and cash equivalents at the beginning of the period 265,843 127,816
Cash and cash equivalents at the end of the period 121,690 118,940

Notes

Basic Principles of the Consolidated Financial Statements

[1] General Information

INDUS Holding AG, with registered office in Bergisch Gladbach, Germany, has prepared its condensed consolidated interim financial statements for the period from January 1, 2024, to June 30, 2024, in accordance with the International Financial Reporting Standards (IFRS), and their interpretation by the International Financial Reporting Standards Interpretations Committee (IFRS IC) as applicable in the European Union (EU). The consolidated financial statements are prepared in euros (EUR). Unless otherwise indicated, all amounts are stated in thousands of euros (EUR '000).

These interim financial statements have been prepared in accordance with IAS 34 in condensed form. The interim report has been neither audited nor subjected to perusal or review by an auditor.

New obligatory standards are reported on separately in the section "Changes in Accounting Standards." Otherwise, the same accounting methods have been applied as in the consolidated financial statements for the 2023 financial year, where they are described in detail. Since these interim financial statements do not provide the full scope of information found in the annual financial statements, these financial statements should be considered within the context of the last annual financial statements.

In the Board of Management's view, this quarterly report includes all usual current adjustments necessary for the proper presentation of the Group's financial position and financial performance. The results achieved in the first half of 2024 do not necessarily allow predictions to be made regarding future business performance.

Preparation of the consolidated financial statements is influenced by accounting and valuation principles and requires assumptions and estimates that have an impact on the recognized value of assets, liabilities, and contingent liabilities, and on income and expenses. When estimates are made regarding the future, actual values may differ from the estimates. If the original basis for the estimates changes, the statement of the items in question is adjusted through profit and loss.

[2] Changes in Accounting Standards

All obligatory accounting standards in effect as of the 2024 financial year have been implemented in the interim financial statements at hand.

The application of new standards has had no material effect on the presentation of the financial position and financial performance of INDUS Holding AG.

[3] Scope of Consolidation

In the first half of the year, the scope of consolidation developed as follows:

SCOPE OF CONSOLIDATION

Germany International GROUP
As of December 31, 2023 109 69 178
Additions to the scope of
consolidation
4 4 8
Disposals from the scope of
consolidation
-3 -1 -4
As of June 30, 2024 110 72 182

Additions comprise the acquisitions of GESTALT AUTO-MATION, COLSON and GRIDCOM and newly founded companies. These new companies primarily included subsidiaries of the INDUS portfolio companies with locations in the USA, India and China.

[4] Company Acquisitions

COMPANY ACQUISITION AT INDUS LEVEL

GESTALT AUTOMATION:

In March 2024, INDUS Holding AG acquired the assets of Gestalt Robotics as part of an asset deal. The company develops individual, AI-based automation solutions for industrial applications. The solution portfolio comprises image processing and control technology based on artificial intelligence. This includes solutions such as visual quality assessment and visual asset tracking, autonomous navigation for mobile transport systems, adaptive and collaborative With the PARKOUR perform strategy update, INDUS has identified the future field of automation as a key area for further growth. The company, which is now operating under the name GESTALT AUTOMATION and focuses on industrial automation, complements the investment portfolio in this future field.

GESTALT AUTOMATION joined the INDUS Group on March 1, 2024, and was allocated to the Engineering segment.

The fair value of the total consideration amounted to EUR 660 thousand on the acquisition date.

COMPANY ACQUISITIONS BY INDUS PORTFOLIO COMPANIES

GRIDCOM

On March 11, 2024, Hauff-Technik GmbH & Co. KG, Hermaringen, acquired the remaining shares in Hauff-Technik Gridcom GmbH (GRIDCOM), Rosenberg, and is now the sole shareholder of the company. GRIDCOM is a specialist for the development and production of passive components for fiber-optic infrastructure. This includes point of presence (PoP) stations, which act as main distributors and connect central fiber-optic cables with the fiber-optic distributors in the fiber to the curb (FTTC) and fiber to the home (FTTH) areas. GRIDCOM's product portfolio also includes network distributors and fiber-optic distribution boxes required to set up the infrastructure covering the last few meters to the customer.

23–37

In 2016, Hauff-Technik acquired the first 50% of shares in GRIDCOM. GRIDCOM was included in the consolidated financial statements using the equity method until February 29, 2024. Fully consolidated since March 1, 2024, GRIDCOM is allocated to the Infrastructure segment.

The fair value of the consideration for the newly acquired shares amounted to EUR 5,933 thousand on the acquisition date.

Goodwill of EUR 1,109 thousand, determined in the course of the purchase price allocation, is not tax-deductible. Goodwill is the residual amount of the total consideration less the value of the re-assessed acquired assets and assumed liabilities and does not represent the accountable potential earnings of the acquired company for the future or the expertise of the workforce.

In the preliminary purchase price allocation, the acquired assets and liabilities have been calculated as follows:

NEW ACQUISITION: GRIDCOM
IN EUR '000
Carrying Amount
at Time of
Acquisition
Reassessment Additions to
Consolidated
Statement of
Financial Position
Goodwill 0 1,109 1,109
Other intangible assets 1,784 6,419 8,203
Property, plant and equipment 1,843 662 2,505
Inventories 2,635 1,097 3,732
Receivables 2,709 0 2,709
Other assets* 595 0 595
Cash and cash equivalents 533 0 533
Total assets 10,099 9,287 19,386
Other provisions 80 0 80
Financial liabilities 1,725 0 1,725
Trade payables 995 0 995
Other equity and liabilities** 3,993 2,210 6,203
Total liabilities 6,793 2,210 9,003

** Other assets: other non-current assets, other current assets, deferred taxes, current income taxes

** Other equity and liabilities: other non-current liabilities, other current liabilities, deferred taxes, current income taxes

The reassessed intangible assets essentially comprise the client base.

GRIDCOM contributed sales amounting to EUR 5,189 thousand and operating income (EBIT) of EUR 51 thousand to income in the first half of 2024. Expenses recognized in profit and loss from the initial consolidation of GRIDCOM had a negative impact of EUR 699 thousand on operating income (EBIT). The incidental acquisition costs were recorded in the statement of income.

COLSON X-CEL

Pneumatic Components Ltd. (PCL), a subsidiary of the INDUS portfolio company HORNGROUP, purchased 100% of the shares in COLSON X-Cel Ltd. (COLSON) in March 2024. The British company, based in Rotherham, South Yorkshire, develops and produces industrial valves for measurement and control engineering, including valves, shut-off units and measuring devices for controlling liquids and gases.

The economic transfer of COLSON took place on June 5, 2024. The initial consolidation took place on June 1, 2024. COLSON has been allocated to the Engineering segment.

The fair value of the consideration for the newly acquired shares amounted to EUR 14,747 thousand on the acquisition date.

Goodwill of EUR 4,773 thousand, determined in the course of the purchase price allocation, is not tax-deductible. Goodwill is the residual amount of the total consideration less the value of the re-assessed acquired assets and assumed liabilities and does not represent the accountable potential earnings of the acquired company for the future or the expertise of the workforce.

In the preliminary purchase price allocation, the acquired assets and liabilities have been calculated as follows:

NEW ACQUISITION: COLSON X-CEL
in EUR '000
Carrying Amount
at Time of
Acquisition
Reassessment Additions to
Consolidated
Statement of
Financial Position
Goodwill 0 4,773 4,773
Other intangible assets 0 5,546 5,546
Property, plant and equipment 822 597 1,419
Inventories 1,059 779 1,838
Receivables 1,150 0 1,150
Other assets* 70 0 70
Cash and cash equivalents 2,267 0 2,267
Total assets 5,368 11,695 17,063
Trade payables 385 0 385
Other equity and liabilities** 201 1,730 1,931
Total liabilities 586 1,730 2,316

** Other assets: other non-current assets, other current assets, deferred taxes, current income taxes

** Other equity and liabilities: other non-current liabilities, other current liabilities, deferred taxes, current income taxes

The re-assessed intangible assets essentially comprise the client base.

COLSON contributed sales amounting to EUR 304 thousand and operating income (EBIT) of EUR -377 thousand to income in the first half of 2024. Expenses recognized in profit and loss from the initial consolidation of COLSON had a negative impact of EUR 380 thousand on operating income (EBIT). The incidental acquisition costs were recorded in the statement of income.

Notes to the Consolidated Statement of Income

[5] Revenue

Revenue of EUR 839,097 thousand includes EUR 76,946 thousand in revenue in accordance with the over time method and EUR 762,151 thousand in revenue in accordance with the point in time method.

[6] Cost of Materials

in EUR '000 H1 2024 H1 2023
Raw materials, consumables and
supplies, and purchased
merchandise -326,434 -385,042
Purchased services -47,681 -49,068
Total -374,115 -434,110

[9] Financial Income

in EUR '000 H1 2024 H1 2023
Interest and similar income 1,793 271
Interest and similar expenses -10,683 -8,890
Net interest -8,890 -8,619
Income from shares accounted
for using the equity method
-122 639
Interests attributable to
non-controlling shareholders
-4,606 -5,980
Income from financial investments 51 20
Other financial income -4,555 -5,960
Total -13,567 -13,940

The "interests attributable to non-controlling shareholders" item includes an effect on income from the subsequent valuation of the contingent purchase price liabilities (call/ put options) of EUR -2,425 thousand (previous year: EUR -2,981 thousand) and earnings after taxes that external entities are entitled to from shares in limited partnerships

[7] Personnel Expenses

Total -268,431 -261,072
Pensions -1,991 -2,273
Social security -40,562 -39,167
Wages and salaries -225,878 -219,632
in EUR '000 H1 2024 H1 2023

and stock corporations with call/put options.

[10] Income Taxes

The income tax expense in the interim financial statements is calculated based on the assumptions currently used for tax planning purposes.

[11] Earnings per Share

in EUR '000 H1 2024 H1 2023
Income attributable to INDUS
shareholders
31,643 21,451
Income from discontinued
operations
0 -25,757
Income attributable to INDUS
shareholders from continuing
operations
31,643 47,208
Weighted average shares
outstanding (in thousands)
26,231 26,896
Earnings per share from continuing
operations (in EUR)
1.21 1.76
Earnings per share from
discontinued operations (in EUR)
0.00 -0.96
Earnings per share from
continuing and discontinued
operations (in EUR)
1.21 0.80

[8] Other Operating Expenses

-112,285
-4,401
-29,306
-30,384
-48,194
H1 2023

Notes to the Consolidated Statement of Financial Position

[12] Fixed Assets

in EUR '000 June 30, 2024 Dec. 31, 2023
Goodwill 401,367 395,808
Right-of-use assets from leasing/rent 71,839 73,878
Capitalized development costs 12,235 12,089
Customer base 107,171 100,906
IP rights, concessions, other intangible assets 48,357 51,175
Other intangible assets 167,763 164,170
Land and buildings 193,125 195,348
Technical equipment and machinery 69,328 71,452
Other equipment, factory and office equipment 63,595 62,309
Advance payments and facilities under construction 14,954 15,319
Property, plant and equipment 341,002 344,428
Investment property 9,714 10,005

The breakdown of goodwill by segments can be found under segment reporting. The scheduled annual impairment test is carried out at INDUS on September 30 of each year.

[13] Inventories

[14] Receivables

in EUR '000 June 30, 2024 Dec. 31, 2023 in EUR '000 June 30, 2024 Dec. 31, 2023
Raw materials, consumables, and
supplies
174,019 166,616 Receivables from customers 193,768 164,446
Unfinished goods 106,431 97,388 Contract receivables
Receivables from associated
12,194 16,807
Finished goods and goods for resale 150,361 144,113 companies 1 57
Advance payments 22,761 21,152
Total 453,572 429,269 Total 205,963 181,310

[15] Financial Liabilities

in EUR '000 June 30, 2024 Current Non-current Dec. 31, 2023 Current Non-current
Liabilities to banks 293,968 94,004 199,964 340,568 96,328 244,240
Lease liabilities 75,756 22,726 53,030 77,015 18,236 58,779
Promissory note loans 317,286 4,286 313,000 354,428 39,285 315,143
Total 687,010 121,016 565,994 772,011 153,849 618,162

[16] Liabilities

Other liabilities include contingent purchase price liabilities of EUR 52,126 thousand (December 31, 2023: EUR 55,558 thousand), carried at fair value, insofar as the non-controlling shareholders can tender shares to INDUS by terminating the Articles of Incorporation or on the basis of option agreements.

Other Disclosures

[17] Segment Reporting

SEGMENT INFORMATION BY DIVISION FOR THE FIRST HALF OF 2024

SEGMENT REPORT IN ACCORDANCE WITH IFRS 8 in EUR '000

Engineering Infrastructure Materials Total
Segments
Other/
Reconciliation
Consolidated
Financial
Statements
H1 2024
Revenue with external third parties 266,104 276,791 295,780 838,675 422 839,097
Revenue with other segments 985 40 132 1,157 -1,157 0
Revenue 267,089 276,831 295,912 839,832 -735 839,097
Segment earnings (EBIT) 13,853 29,668 27,855 71,376 -7,297 64,079
Income from measurement according to the
equity method
0 -104 -18 -122 0 -122
Depreciation/amortization -16,209 -13,359 -13,922 -43,490 -564 -44,054
Segment EBITDA 30,062 43,027 41,777 114,866 -6,733 108,133
Investments 18,527 11,159 6,214 35,900 40 35,940
of which company acquisitions 13,140 5,400 0 18,540 0 18,540
June 30, 2024
Goodwill 185,786 132,285 83,296 401,367 0 401,367
Total Other/ Consolidated
Financial
Engineering Infrastructure Materials Segments Reconciliation Statements
H1 2023
Revenue with external third parties 280,747 291,287 331,522 903,556 528 904,084
Revenue with other segments 1,190 35 63 1,288 -1,288 0
Revenue 281,937 291,322 331,585 904,844 -760 904,084
Segment earnings (EBIT) 25,914 25,081 38,052 89,047 -4,174 84,873
Income from measurement according to the
equity method
0 639 0 639 0 639
Depreciation/amortization -15,927 -12,677 -14,204 -42,808 -382 -43,190
Segment EBITDA 41,841 37,758 52,256 131,855 -3,792 128,063
Investments 4,775 15,808 6,141 26,724 366 27,090
of which company acquisitions 0 8,851 0 8,851 0 8,851
Dec. 31, 2023
Goodwill 180,712 131,528 83,568 395,808 0 395,808

SEGMENT REPORT IN ACCORDANCE WITH IFRS 8 in EUR '000

Engineering Infrastructure Materials Total
Segments
Other/
Reconciliation
Consolidated
Financial
Statements
Q2 2024
Revenue with external third parties 136,736 144,852 147,195 428,783 204 428,987
Revenue with other segments 559 10 83 652 -652 0
Revenue 137,295 144,862 147,278 429,435 -448 428,987
Segment earnings (EBIT) 6,520 18,312 16,010 40,842 -3,512 37,330
Income from measurement according to the
equity method
0 0 -8 -8 0 -8
Depreciation/amortization -8,184 -6,839 -6,982 -22,005 -282 -22,287
Segment EBITDA 14,704 25,151 22,992 62,847 -3,230 59,617
Investments 15,551 3,967 3,982 23,500 17 23,517
of which company acquisitions 12,480 0 0 12,480 0 12,480
Engineering Infrastructure Materials Total
Segments
Other/
Reconciliation
Consolidated
Financial
Statements
Q2 2023
Revenue with external third parties 138,642 149,817 164,747 453,206 72 453,278
Revenue with other segments 554 34 48 636 -636 0
Revenue 139,196 149,851 164,795 453,842 -564 453,278
Segment earnings (EBIT) 10,356 14,399 17,908 42,663 -2,581 40,082
Income from measurement according to the
equity method
0 304 0 304 0 304
Depreciation/amortization -8,056 -6,520 -7,116 -21,692 -197 -21,889
Segment EBITDA 18,412 20,919 25,024 64,355 -2,384 61,971
Investments 3,004 3,183 3,426 9,613 139 9,752
of which company acquisitions 0 0 0 0 0 0

The table below reconciles the total operating results of segment reporting with the earnings before taxes in the consolidated statement of income:

RECONCILIATION in EUR '000
H1 2024 H1 2023 Q2 2024 Q2 2023
Segment earnings (EBIT) 71,376 89,047 40,842 42,663
Areas not allocated incl. holding company -7,297 -4,174 -3,512 -2,581
Financial income -13,567 -13,940 -4,577 -6,072
Earnings before taxes 50,512 70,933 32,753 34,010

The classification of segments is based on the current status of internal reporting and corresponds to the PARKOUR perform strategy update. The segment structure has been subdivided into the Engineering, Infrastructure and Materials segments in line with the technological focal points. The segment information relates to continued operations.

The reconciliations contain the figures of the holding company, the non-operating units not allocated to any segment, and consolidations.

The key control variable for the segments is operating income (EBIT) as defined in the consolidated financial statements. The information pertaining to the segments has been ascertained in compliance with the reporting and valuation methods that were applied in the preparation of the consolidated financial statements. Transfer prices between segments are based on arm's-length prices to the extent that they can be established in a reliable manner and are otherwise determined on the basis of the cost-plus pricing method.

SEGMENT INFORMATION BY REGION

The breakdown of sales by region relates to our selling markets. Owing to the diversity of our foreign activities, a further breakdown by country would not be meaningful since no country other than Germany accounts for 10% of Group sales.

Non-current assets, less deferred taxes and financial instruments, are based on the registered offices of the companies concerned. Further differentiation would not be useful since the majority of companies are based in Germany.

Owing to the diversification policy at INDUS, there were no individual product or service groups and no individual customers that accounted for more than 10% of sales.

in EUR '000 Group Germany EU Third countries
H1 2024
Revenue with external third parties 839,097 411,431 174,587 253,079
June 30, 2024
Non-current assets, less deferred taxes and financial instruments 991,736 874,761 37,237 79,738
H1 2023
Revenue with external third parties 904,084 460,039 174,142 269,903
Dec. 31, 2023
Non-current assets, less deferred taxes and financial instruments 993,951 873,512 38,071 82,368

[18] Information on the Significance of Financial Instruments

The table below shows the carrying amounts of the financial instruments. The fair value of a financial instrument is the price that would be paid in an orderly transaction between market participants for the sale of an asset or transfer of a liability on the measurement date.

FINANCIAL INSTRUMENTS in EUR '000
Balance Sheet
Value
Not Within
the Scope of
IFRS 9
IFRS 9
Financial
Instruments
Of Which
Measured
at Fair Value
Of Which
Measured at
Amortized Cost
June 30, 2024
Financial investments 8,932 0 8,932 253 8,679
Cash and cash equivalents 121,690 0 121,690 0 121,690
Receivables 205,963 12,194 193,769 0 193,769
Other assets 20,342 10,088 10,254 818 9,436
Financial instruments: Assets 356,927 22,282 334,645 1,071 333,574
Financial liabilities 687,010 75,756 611,254 0 611,254
Trade payables 78,357 0 78,357 0 78,357
Other liabilities 224,638 124,663 99,975 52,126 47,849
Financial instruments: Equity and Liabilities 990,005 200,419 789,586 52,126 737,460
December 31, 2023
Financial investments 11,347 0 11,347 2,500 8,847
Cash and cash equivalents 265,843 0 265,843 0 265,843
Receivables 181,310 16,808 164,502 0 164,502
Other assets 19,995 8,064 11,931 1,216 10,715
Financial instruments: Assets 478,495 24,872 453,623 3,716 449,907
Financial liabilities 772,011 77,015 694,996 0 694,996
Trade payables 63,661 0 63,661 0 63,661
Other liabilities 222,518 116,228 106,290 55,565 50,725
Financial instruments: Equity and Liabilities 1,058,190 193,243 864,947 55,565 809,382

Available-for-sale financial instruments are fundamentally long-term financial investments for which no pricing on an active market is available and the fair value of which cannot be reliably determined. These are valued at cost.

FINANCIAL INSTRUMENTS BY BUSINESS MODEL
IN ACC. WITH IFRS 9 in EUR '000
June 30, 2024 Dec. 31, 2023
Financial assets measured at cost 333,574 449,907
Financial assets recognized at fair value
directly in equity
253 2,500
Derivatives with hedging relationships,
hedge accounting
818 1,216
Financial instruments: Assets 334,645 453,623
Financial liabilities measured at fair value
through profit and loss
52,126 55,565
Financial liabilities measured at cost 737,460 809,382
Financial instruments: Equity and
Liabilities
789,586 864,947

[19] Events After the Reporting Date

No events occurred between June 30, 2024, and the publication of this report on August 13, 2024, that the Board of Management expects to have a material impact on the financial position or performance of the INDUS Group.

[20] Approval for Publication

The Board of Management of INDUS Holding AG approved these IFRS interim financial statements for publication on August 12, 2024.

Bergisch Gladbach, August 12, 2024

INDUS Holding AG

The Board of Management

Dr. Johannes Schmidt Rudolf Weichert Gudrun Degenhart

Dr. Jörn Großmann Axel Meyer

Further Information Responsibility Statement

We hereby certify, to the best of our knowledge, that in accordance with the applicable accounting principles for interim reporting, the consolidated interim financial statements give a true and fair view of the financial position and financial performance 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 performance of the Group in the remainder of the financial year.

Contact

CONTACT Nina Wolf Public Relations Phone: +49 (0)2204/40 00-73 Email: [email protected]

Dafne Sanac Investor Relations Phone: +49 (0)2204/40 00-32 Email: [email protected] INDUS HOLDING AG Kölner Straße 32 51429 Bergisch Gladbach

P.O. Box 10 03 53 51403 Bergisch Gladbach

Phone: +49(0)2204/40 00-0 Fax: +49 (0)2204/40 00-20 Email: [email protected]

www.indus.de/en

Corporate ESG
Performance
RATED BY Prime
ાડિટ ESGD

Financial Calendar

Date Event

November 12, 2024 Publication of interim report on the first nine months of 2024

Find the INDUS financial calendar and dates for corporate events at www.indus.de/en/ investor-relations/financial-calendar

Imprint

RESPONSIBLE MEMBER OF THE BOARD OF MANAGEMENT Dr.-Ing. Johannes Schmidt

DATE OF PUBLISHING August 13, 2024

PUBLISHER INDUS Holding AG, Bergisch Gladbach, Germany

CONCEPT / DESIGN Berichtsmanufaktur GmbH, Hamburg, Germany

This interim report is also available in German. Only the German version of the interim report is legally binding.

DISCLAIMER:

This interim report contains forward-looking statements based on assumptions and estimates made by the Board of Management of INDUS Holding AG. Although the Board of Management is of the opinion that these assumptions and estimates are accurate, they are subject to certain risks and uncertainty. Actual future results may deviate substantially from these assumptions and estimates due to a variety of factors. These factors include changes in the general economic situation, the business, economic and competitive situation, foreign exchange and interest rates, and the legal setting. INDUS Holding AG shall not be held liable for the future development and actual future results being in line with the assumptions and estimates included in this interim report. Assumptions and estimates made in this interim report will not be updated.

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www.indus.de/en

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