Interim / Quarterly Report • Sep 2, 2025
Interim / Quarterly Report
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To the Board of Directors of InPost S.A.
We have reviewed the accompanying interim condensed consolidated financial statements of InPost S.A. (the "Company"), which comprise the interim condensed consolidated statement of financial position as at 30 June 2025, and the interim condensed consolidated statement of profit or loss and other comprehensive income, the interim condensed consolidated statement of cash flow and the interim condensed consolidated statement of changes in equity for the six-month period then ended, and material accounting policy information and other explanatory information.
The Board of Directors is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union, and for such internal control as the Board of Directors determines is necessary to enable the preparation of interim condensed consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review. We conducted our review in accordance with International Standard on Review Engagements (ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity") as adopted for Luxembourg by the "Institut des Réviseurs d'Entreprises". This standard requires us to comply with relevant ethical requirements and conclude whether anything has come to our attention that causes us to believe that the interim condensed consolidated financial statements, taken as a whole, are not prepared in all material respects in accordance with the applicable financial reporting framework.
A review of interim condensed consolidated financial statements in accordance with ISRE 2410 is a limited assurance engagement. The "Réviseur d'entreprises agréé" performs procedures, primarily consisting of making inquiries of management and others within the Company, as appropriate, and applying analytical procedures, and evaluates the evidence obtained.
The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International Standards on Auditing. Accordingly, we do not express an audit opinion on these interim condensed consolidated financial statements.
PricewaterhouseCoopers Assurance, Société coopérative, 2 rue Gerhard Mercator, L-2182 Luxembourg T : +352 494848 1, F : +352 494848 2900, www.pwc.lu

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union.
Luxembourg, 1 September 2025
PricewaterhouseCoopers Assurance, Société coopérative Represented by
Brieuc Malherbe
for the period of 6 months ended on 30 June, 2025
Registered office
R.C.S. Luxembourg
70 ro ute d 'Esch L-1470 Luxembourg B 248669
| RESPONSIBILITY STATEMENT 7 | ||
|---|---|---|
| INTERIM CONDENSED CONSOLIDATED STATEMENTS O F PRO FIT OR LOSS AND OTHER COM PREHENSIVE INCOM E 2 |
||
| INTERI M CONDENSED CONSOLIDATED STATEMENT O F FINANC IAL POSITION 3 | ||
| INTERI M CONDENSED CONSOLIDATED STATEM ENT O F CASH FLOWS 4 | ||
| INTERI M CONDENSED CONSOLIDATED STATEMENT O F CHANG ES IN EQU ITY .5 | ||
| l. | Add itiona l information note and explanations 6 | |
| l.l. | Genera l information about the In Post Group and its Parent 6 | |
| 7.2. | Group's operations 6 | |
| 7.3. | Composition of the Group 6 | |
| 7.4. | Basis of preparation and changes to the Group's accounting policies 9 | |
| 7.5. | New and amended standards and interpretations 9 | |
| 2. | Im portant events w ithin H7 2025 period 70 | |
| 3. | Information on material accounting policies and significant accounting estimates 70 | |
| 4. | Reclassification of comparative information 77 | |
| 5. | Group's performance and segment information 73 | |
| 5.7. | Alternative performance measures 73 | |
| 5.2. | Segment information 77 | |
| 6. | Revenue 20 | |
| 7. | Seasona lity of operations 20 | |
| 8. | Cost by nature 20 | |
| 8.7. | Cost by function split into cost by nature 20 | |
| 8.2. Depreciation and amortisation 27 | ||
| 9. | Fin ance income and expenses 27 | |
| 70. | Income tax 22 | |
| 70.7. Income tax in profit or loss 22 | ||
| 70.2. Unrecognised deferred tax assets 23 | ||
| 77. | Earnings per share (EPS) 24 | |
| 72. | Div idends paid and proposed for payment 24 | |
| 73. | Goodwill .24 | |
| 73.7. Acquisition of Judge Logistics Limited 25 | ||
| 74. | Long term investments in associates 27 | |
| 75. | Other financial assets 29 | |
| 76. | Intangible assets 30 | |
| 77. | Property, plant and equipment 32 | |
| 78. | Right of use assets 34 | |
| 79. | Long term and short term lease liabi lities 35 | |
| 20. Other assets 35 | ||
| 27 . | Short term trade and other receivables 35 | |
| 27.7. Other receivables 36 |
| 22. | Cash and cash equivalents 37 | |
|---|---|---|
| 23. | Borrowings 37 | |
| 24. | Reconciliation of movements of liabilities to cash flows arising from financing activ ities 40 | |
| 25. | Employee benefits 40 | |
| 26. | Provisions 47 | |
| 27. | Share-based payment .47 | |
| 27.7. Earn-out agreement .41 | ||
| 27.2. Management Incentive Plan .42 | ||
| 27.3. Long term Incentive Plan .42 | ||
| 27.4. Performance bonuses .43 | ||
| 27.5. Restricted Stock Units .43 | ||
| 28. | Short term other liabilities 44 | |
| 29. | Short term trade payables and other payables .44 | |
| 30. | Financial instruments .45 | |
| 30.7. The fair va lue of financial instruments .45 | ||
| 30.2. Financial instruments by category .45 | ||
| 30.3. Guarantees and other securities 46 | ||
| 37. | Contingent assets and liabilities 46 | |
| 37.7. Yodel court cases 46 | ||
| 32. | Sharecapital 47 | |
| 32.7. Financial risk management objectives 47 | ||
| 33. | Related-party transactions 47 | |
| 33.7. Key personnel remuneration 48 | ||
| 34. | Events after the balance sheet date 48 | |
| 34.l. In Post Sp. z o.o. - Proceed ings Regarding Contractual Penalty Dispute w ith A llegro Sp. z o.o.48 | ||
| 34.2. lnPost Sp. z o.o. - Proceed ings Regarding Alleged Greenwashing 49 | ||
| 34.3. The acquisition of Sending Transporte Urgente y Logistica 49 | ||
| 34.4.The acquisition of minority stake in Bloq.it 49 |
In Post S.A. 70, route d'Esch L-7470 Luxembourg Grand Duchy of Luxembourg RC.S. Luxembourg: B248669
The Management Board and Supervisory Board confirm that, to the best of their knowledge:
These Interim Condensed Consolidated Financial Statements of lnPost Group for the period of 6 months ended on 30 June, 2025 prepared in accordance with the International Accounting Standard 34 as adopted by the European Union give a true and fair view of the assets, liabilities, financial position, and profit or loss of the Company and the undertakings included in the consolidation taken as a whole, and that the Director's report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.
Approved by the boards on their behalf by:
Rafat Brzoska
President of the Management Board
| Note | Period of 6 months ended on 30-06-2025 |
m~~;~: eo~d6 ed on 30_06_2024 _ restated' |
|
|---|---|---|---|
| Continuing operations | |||
| Revenue | 6 | 6,485.3 | 5,048.7 |
| Cost of sa les | 8 | (4,652.1) | (3,388.6) |
| Gross Profit | 1,833.2 | 1,660.1 | |
| General & administrative expenses | 8 | (815.6) | (621.2) |
| Selling & marketing expenses | 8 | (162.l) | (717.0) |
| Impairment gain/(loss) on trade and other receivables | 21 | (72.l) | (9.7) |
| Operating profit | 843.4 | 912.2 | |
| Finance income | 9 | 38.5 | 37.4 |
| Finance costs | 9 | (385.3) | (778.9) |
| Share of results from associates, accounted for using the equity method |
14 | l.4 | 6.1 |
| Income tax expense | |||
| Net profit from continuing operations | 592.7 | ||
| Net loss from discontinued operations | (1.5) | ||
| Other comprehensive Income w hic h can be reclassified to profit or loss |
|||
| Exchange differences from translation of foreign operations, net of tax |
48.0 | (0.8) | |
| Share of other comprehensive income/ (loss) of associates accounted for using the equity method |
(4.8) | (2.3) | |
| Other comprehensive income/(loss), net of tax | 43.2 | (3.1) | |
| Total comprehensive income | 360.2 | 588.1 | |
| Net profit, attributable to: | 317.0 | 591.2 | |
| Shareholders of In Post | 323.4 | 591.2 | |
| Non-controlling interest | (6.4) | ||
| Total comprehensive income, attributable to: | 360.2 | 588.1 | |
| Shareholders of In Post | 366.2 | 588.l | |
| Non-controlling interest | (6.0) | ||
| Basic earnings per share (in PLN) | 0.65 | 1.18 | |
| Basic earnings per share (in PLN) - continuing operations | 11 | 0.65 | 7.18 |
| Basic earn ings per share (in PLN) - discontinued operations | 11 | ||
| Diluted earnings per share (in PLN) | 11 | 0.65 | 1.18 |
| Diluted earnings per share (in PLN) -continuing operations | 11 | 0.65 | 1.18 |
| Diluted earnings per share (in PLN) - discontinued operations | 11 |
The above interim condensed consolidated financial statements should be read in conjunction with the accompanying notes.
1Please refer to note 4 Reclassification of comparative information.
| ASSETS | I Note I | Balance as at 30-06-2025 |
Balance as at I 31-12-2024 |
|---|---|---|---|
| Goodwill | 13 | 7,974.4 | 1,519.7 |
| Intangible assets | 16 | 1,696.0 | 7,413.6 |
| Property, plant and equipment | 17 | 4,369.1 | 3,959.5 |
| Right of use assets | 18 | 3,511.9 | 2,579.4 |
| Long term investments in associates | 14 | 90.8 | 94.2 |
| Long term trade and other receivables | 44.2 | 44.l | |
| Other financial assets | - | 128.7 | |
| Deferred tax assets | 204.8 | 191.l | |
| Long term other assets | 20 | 129.7 | 47.7 |
| Non-current assets | 12,020.9 | 9,978.0 | |
| Invent ories | 17.9 | 12.0 | |
| Short term financial assets | - | 76.4 | |
| Short term trade and other receivables | 21 | 2,233.3 | 1,955.7 |
| Income tax receivables | 0.8 | 5.3 | |
| Short term other assets | 20 | 753.7 | 93.l |
| Cash and cash equivalents | 22 | 885.4 | 772.3 |
| Current assets | 3,291.1 | 2,914.8 | |
| TOTAL ASSETS | 15,312.0 | 12,892.8 |
| EQUITY AND LIABILITIES | Note I I |
Balance as at 30-06-2025 I |
Balance as at 31-12-2024 |
|---|---|---|---|
| Equity attributable to owners of lnPost S.A | 2,869.9 | 2,456.0 | |
| Share capita l | 32 | 22.7 | 22.7 |
| Share premium | 35,122.4 | 35,122.4 | |
| Retained earnings | 3,047.5 | 2,798.3 | |
| Ca pita I reserves | (35,322.7) | (35,487.4) | |
| Non-controlling interests | 18.6 | - | |
| Non-controlling interest | 18.6 | - | |
| Total equity | 2,888.5 | 2,456.0 | |
| Long term borrowings | 23 | 4,017.9 | 4,739.9 |
| Long term employee benefits | 25 | 12.0 | ll.9 |
| Long term provision | 26 | 83.3 | - |
| Long term government grants | l.0 | l.0 | |
| Deferred ta x liability | 530.5 | 403.2 | |
| Long term lease liabi lities | 19 | 2,355.6 | 1,720.6 |
| Total non-current liabilities | 7,000.3 | 6,876.6 | |
| Short term trade payables and other payables | 29 | 7,957.4 | 7,671.9 |
| Short term borrowings | 23 | 1,796.0 | 320.9 |
| Short term employee benefits | 25 | 159.9 | 159.3 |
| Short term provisions | 26 | 96.6 | 7.5 |
| Income tax liability | 37.2 | 210.l | |
| Short term lease liabilities | 19 | 1,108.0 | 974.8 |
| Short term other financial liabilities | 23.0 | - | |
| Short term other liabilities | 28 | 245.l | 215.7 |
| Total current liabilities | 5,423.2 | 3,560.2 | |
| TOTAL EQUITY AND LIABILITIES | 15,312.0 | 12,892.8 |
The above interim condensed consolidated financial statements should be read in conjunction w ith the accompanying notes.
| Note I I |
Period of 6 months I | Period of 6 months ended on 30-06-2025 ended on 30-06-2024 |
|
|---|---|---|---|
| Cash flows from operating activities | |||
| Net profit | 317.0 | 591.2 | |
| Adjustments: | 1,595.9 | 1,037.4 | |
| Income tax expense | 10 | 181.0 | 184.l |
| Finance cost/(income) | 9 | 351.l | 142.9 |
| (Gain)/loss on sa le of property, plant and equipment | (0.6) | l.2 | |
| Depreciation and amortisation | 8.2 | 974.0 | 665.6 |
| Impairment losses | 20.5 | 9.6 | |
| Group settled share-based payments | 27 | 71.3 | 40.l |
| Share of results of associates | 14 | (l.4) | (6.l) |
| Changes in working capital: | (96.6) | (67.4) | |
| Trade and other receivables | 21 | 37.3 | (135.3) |
| Inventories | (0.9) | 0.4 | |
| Other assets | 20 | (52.4) | (35.6) |
| Trade payables and other payables | 29 | (198.0) | 19.3 |
| Employee benefits, prov isions and contract liabilities | 25 | 88.l | 14.4 |
| Other liabilities | 28 | 29.3 -- | 69.4 |
| Cash generated from operating activities | 1,816.3 | 1,561.2 | |
| Interest and commissions paid | (177.9) | (172.6) | |
| Income t ax paid | (319.7) | (176.5) | |
| Net cash from operating activities | 1,318.7 | 1,212.1 | |
| Cash flows from investing activities | |||
| Purchase of property, p lant and equ ipment | (661.2) | (486.0) | |
| Purchase of intangible asset s | (150.4) | (101.8) | |
| Proceed s from financ ial instruments | 82.l | 10.l | |
| Loa ns granted | (394.0) | - | |
| Acq uisitio n of a subsidiary, net of cash acquired | (14.l) | - | |
| Net cash from investing activities | (1,137.6) | (577.7) | |
| Cash flows from financing activities | |||
| Proceeds from borrowings | 24 | 3,105.8 | 39.4 |
| Repayment of the principa l portion of borrowings | 24 | (2,517.6) | (6.8) |
| Payment of principa l portion of the lease liabi lity | 24 | (630.8) | (429.6) |
| Acquisition of treasury shares | (23.6) | (31.5) | |
| Net cash from financing activities | (66.2) | (428.5) | |
| Net increase/(decrease) in cash and cash equivalents | 114.9 | 205.9 | |
| Cash and cash equivalents at l January | 772.3 | 565.2 | |
| Effect of movements in exchange rates on cash held | (l.8) | l.2 | |
| Cash and cash equivalents at 30 June | 885.4 | 772.3 |
The above interim condensed consolidated financial statements should be read in conjunction w ith the accompany ing notes.
| Balance as at 01-01-2024 | 22.7 | 35,122.4 | 101.7 | (4.5) | (35,656.3) | 166.6 | 1,541.4 | 1,294.0 | 1,294.0 | |
|---|---|---|---|---|---|---|---|---|---|---|
| Net profit | - | - | - | - | - | - | 597.2 | 597.2 | - | 597.2 |
| Other comprehensive income/(loss) for the period |
- | - | (0.8) | - | - | - | - | (0.8) | - | (0.8) |
| Share in other comprehensive income (loss) of associates |
- | - | (2.3) | - | - | - | - | (2.3) | - | (2.3) |
| Total comprehensive income for the period |
- | - | (3.1) | - | - | - | 591.2 | 588.1 | - | 588.1 |
| Share-based payment (equity- settled) |
- | - | - | - | - | 40.l | - | 40.l | - | 40.l |
| Acquisition of treasury shares | - | - | - | (37.5) | - | - | - | (37.5) | - | (37.5) |
| Treasury shares delivered | - | - | - | 33.5 | - | (47.7) | 8.2 | - | - | - |
| Balance as at 30-06-2024 | 22.7 | 35,122.4 | 98.6 | (2.5) | (35,656.3) | 165.0 | 2,140.8 | 1,890.7 | - | 1,890.7 1 |
| Balance as at 01-01-2025 | 22.7 | 35,122.4 | 107.5 | (165.4) | (35,656.3) | 226.8 | 2,798.3 | 2,456.0 | - | 2,456.0 |
| Net profit/(loss) | - | - | - | - | - | - | 323.4 | 323.4 | (6.4) | 317.0 |
| Other comprehensive income for the period |
- | - | 47.6 | - | - | - | - | 47.6 | 0.4 | 48.0 |
| Share in other comprehensive income (loss) of associates |
- | - | (4.8) | - | - | - | - | (4.8) | - | (4.8) |
| Total comprehensive income for the period |
- | - | 42.8 | - | - | - | 323.4 | 366.2 | (6.0) | 360.2 |
| Share-based payment (equity- settled) |
- | - | - | - | - | 77.3 | - | 77.3 | - | 77.3 |
| Changes in non-controlling interest arising from acquisition of subsidiary5 |
- | - | - | - | - | - | - | - | 24.6 | 24.6 |
| Acquisition of treasury shares | - | - | - | (23.6) | - | - | - | (23.6) | - | (23.6) |
| Treasury shares delivered | - | - | - | 160.0 | - | (85.8) | (74.2) | - | - | - |
| Balance as at 30-06-2025 | 22.7 | 35,122.4 | 150.3 | (29.0) | (35,656.3) | 212.3 | 3,047.5 | 2,869.9 | 18.6 | 2,888.5 I |
The above interim condensed consolidated financ ial stat ements should be read in conjunction with the accompanying notes.
4 Other reserves include equity-sett led sh are-based payment programme reserve.
2 Trans lation reserve includes exc hange differences from the translation of foreign operatio ns.
3 The Group reorgani sat io n, which took p lace at the beginning of 2021, impacted the cu rrent Group's stru ct ure significantly. On 26 January, 2021, the general m eeting of sh are holders adopted a resolution to inc rease the share capital to EUR 5,000,000. On 26 Jan uary, 2021, Al Prime Bidco S.a r.1., a re lated party of the Company, contributed 100% of the shares held respective ly in Integer.pi S.A. and In Post Technology S.a r.l. to In Post S.A. for a total amount of EUR 7,995,747,974 to cover the va lue of shares issued.
5 Acquisition of Judge Log ist ics Limited described in n ote 13.1.
In Post S.A. (hereinafter referred to as the "Company") was incorporated on 6 November, 2020 and is organised under the laws of Luxembourg as a 'societe anonyme' for an unlimited period, and is registered w ith the Luxembourg Register of Commerce and Companies under n° B 248669. The address of lnPost S.A. registered office is 70 route d'Esch, L-7470 Luxembourg.
lnPost S.A. is the parent company in the lnPost Group (hereinafter referred to as the "Group"). The functional currency of lnPost S.A. is the euro (EUR). The Polish zloty {PLN) is used as the presentation currency of these interim condensed consolidated financial statements. Since 27 January, 2027, In Post S.A. shares have been traded on Euronext Amsterdam, where the Company is part of the AEX Index and has a credit rating of Ba2/BB+.
As at the date of this report, the Company had no ultimate controlling shareholder.
As of the date of these interim condensed consolidated financial statements, the shareholders were:
| Company name | Interest in the share capital I |
|---|---|
| PPF Group N.V. | 28.75% |
| A&R Investments LTD | 12.49% |
| Advent International Corporation | 6.50% |
| Others | 52.26% |
| Total | 100.00% |
The Group offers complex logistic solutions mostly for customers from the e-commerce industry. The core business of the Group includes the following operating activities: parcel delivery, fulfilment services, production and sale of automated parcel machines, research and development works, internet portals, data processing, website management (hosting) and holding activities including the management of the Group.
These interim condensed consolidated financial statements of the Group include the financial information of the Parent, which is lnPost S.A and of four direct subsidiaries and twenty one indirectly controlled subsidiaries of In Post S.A. Moreover, since 2023, the Group holds one associate accounted using the equity method. The list of the Group's subsidiaries and associates is presented in the table hereunder:
| Direct subsidiaries | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Integer.pi S.A. | Poland | PLN | In Post S.A. | 100% | 100% | ||||
| 2 | In Post Technology S.a r.1. | Luxembourg | EUR | In Post S.A. | 100% | 100% | |||
| 3 | Integer France SAS | France | EUR | In Post S.A. | 100% | 100% | |||
| 4 | In Post Spain (previously TERRO ALM , S.L.) |
Spain | In Post S.A. EUR |
100% | |||||
| Indirect subsidiaries | |||||||||
| 5 | Mondial Relay SAS | France | EUR | Integer France SAS | 100% | 100% | |||
| 6 | In Post Sp. z o.o. | Poland | PLN | Integer Group Services Sp. z o.o. | 100% | 100% | |||
| 7 | Locker In Post Italia Sri | Italy | EUR | In Post Paczkomaty Sp. z o.o. | 100% | 100% | |||
| 8 | In Post UK Limited | United Kingdom | GBP | In Post Paczkomaty Sp. z o.o. | 100% | 100% | |||
| 9 | In Post Paczkomaty Sp. z o.o. | Poland | PLN | Integer.pi S.A. | 100% | 100% | |||
| Poland | PLN | Integer.pi S.A. | 38.35% | 38.35% | |||||
| 10 | Integer Group Services Sp. z o.o. | In Post Paczkomaty Sp. z o.o. | 61.65% | 61.65% | |||||
| ll | M.P.S.L. Modern Postal Services Ltd, in liquidation | Cyprus | EUR | Integer.pi S.A. | 100% | 100% | |||
| 12 | M HOLDCO l Limited | United Kingdom | GBP | In Post UK Limited | 100% | 100% | |||
| 13 | Menzies Distribution Group Limited | United Kingdom | GBP | M HOLDCO l Limited | 100% | 100% | |||
| 14 | Menzies Distribution Holdings Limited | United Kingdom | GBP | Menzies Distribution Group Limited |
100% | 100% | |||
| 15 | In Post Distribution Limited (previously Menzies Distribution Limited) |
United Kingdom | GBP | Menzies Distribution Holdings Limited |
100% | 100% | |||
| 16 | In Post Ireland Limited (previously EM NEWS DISTRIBUTION (IRELAND) Limited) |
Ireland | EUR | lnPost Distribution Limited (previously Menzies Distribution Limited) |
100% | 100% | |||
| 17 | In Post Northern Ireland Limited (previously EM NEWS DISTRIBUTION (NI) Limited) |
United Kingdom | GBP | lnPost Distribution Limited (previously Menzies Distribution Limited) |
100% | 100% |
| Company name | |||||||
|---|---|---|---|---|---|---|---|
| Indirect subsidiaries | |||||||
| 18 | Menzies Parcel Limited | United Kingdom | GBP | lnPost Distribution Limited (previously Menzies Distribution Limited) |
100% | 100% | |
| 19 | In Post Response Limited (previously Menzies Response Limited) |
United Kingdom | GBP | lnPost Distribution Limited (previously Menzies Distribution Limited) |
100% | 100% | |
| 20 Jones, Yarrell & CO Limited | United Kingdom | GBP | lnPost Distribution Limited (previously Menzies Distribution Limited) |
100% | 100% | ||
| 21 | TAKE ONE MEDIA Limited | United Kingdom | GBP | lnPost Response Limited (previously Menzies Response Limited) |
100% | 100% | |
| 22 | Judge Logistics Limited | United Kingdom | GBP | In Post UK Limited | 95.50% | Not applicable | |
| 23 | Yodel Delivery Network Limited | United Kingdom | GBP | Judge Logistics Limited | 100% | Not applicable | |
| 24 | Drop & Collect Limited | United Kingdom | GBP | Yodel Delivery Network Limited | 100% | Not applicable | |
| 25 | Parcelpoint Limited | United Kingdom | GBP | Yodel Delivery Network Limited | 100% | Not applicable | |
| Associates | |||||||
| 26 | Menzies Distribution Solutions Group Limited (before: M HOLDCO 2 Limited) |
United Kingdom | GBP | In Post UK Limited | 30% | 30% |
On 77 April, 2025, Group acquired 95.5.% of Judge Logistics Limited share capital, parent company of Yodel Delivery Network Limited. Acquisition of Judge Logistics Limited described in note 73.l.
The interim condensed consolidated financial statements of Group for the six months ended 30 June, 2025 have been prepared in accordance w ith IAS 34 Interim Financial Reporting as adopted by the EU.
The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements. Thus, these interim condensed consolidated financial statements should be read in conjunction w ith the Group's annual consolidated financial statements as at 37 December, 2024, as they include the entirety of information about Group activities and a full description of accounting policies applied in preparing these interim condensed consolidated financial statements. The same accounting policies and methods of computation have been followed. Changes in the presentation were described in note 4.
These interim condensed consolidated financial statements were prepared under the assumption that the Group w ill continue to operate as a going concern in the foreseeable future. As at the date of approval of the interim condensed consolidated financial statements, there is no evidence indicating that the Group w ill not be able to continue its business activities on a going-concern basis.
The new and amended standards and interpretations that are issued but not yet effective up to the date of issuance of the Group's interim condensed consolidated financial statements are disclosed hereunder. The Group intends to adopt these new and amended standards and interpretations, if applicable, when they become effective.
| New Standard or Amendment | Issued on I |
Effective for annual periods beginning on or after I |
Effective date in EU I |
Group's assessment of the impact on financial statements I |
|---|---|---|---|---|
| I FRS 19 Subsidiaries w ithout Public Accountabi lity: Disclosures |
09-05-2024 | 01 -01 -2027 | not endo rsed yet | Assessm ent in progress |
| IFRS 18 Presentatio n and Disc losure in Fi nanc ial St at em ents |
09-04-2024 | 01 -01 -2027 not endo rsed yet |
Assessm ent in progress |
|
| Amendments t o the Classification and Measurem ent of Fi nanc ial Instruments (Amendments t o IFRS 9 and IFRS 7) |
30-05-20 24 | 01 -01 -2026 | not endo rsed yet | Assessm ent in progress |
| Annual Im provem ents Volume 11 | 18-07-2024 | 01 -01 -2026 | 01 -01 -2026 | Assessm ent in progress |
| Contract s Referencing Nature-dependent Electricity Amendments to I FRS 9 and I FRS 7 |
18-12-2024 | 01-01-2026 | 01-01-2026 | Assessment in progress |
| IFRS 14 Regulatory Deferral Accounts6 | 30-01-2014 | 01-01-2016 | not endorsed yet | No impact |
| Amendments to IFRS 10 and IAS 28 Sa le or Contribution of Assets Between an Investor and its Assoc iate or Joint Venture |
11-09-2014 | deferred indefinitely by IASB |
postponed | No impact |
6 The EC has decided not to launch the endorsement process of the interim standard IFRS 14 Regulatory Deferral Accounts (issued on 30 January, 2014) and to w ait for the final I FRS Standard.
Standards and interpretations approved by IASB and have come into a force for the financial periods starting from 7 January, 2025:
| N t d d A d t ew s an ar or men men |
I d I ssue on |
I Effective for annual periods beginning on or after |
I Effective date in EU |
I Croup's assessment of the regulation |
|---|---|---|---|---|
| Amendments to IAS 27 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability |
75-08-2023 | 07-07-2025 | 07-07-2025 | No impact |
On 77 April, 2025 the Group acquired 95.5% of the share capital of Judge Logistics Limited (hereinafter referred to as the "Yodel"), the sole shareholder of Yodel Delivery Network Limited. The acquisition was executed through the conversion of loans granted t o Yodel (GBP 706 m in loans converted into 990,004 ordinary shares). Additionally, using a call option, the Group acquired 60,000 ordinary shares from existing shareholders of the compa ny. This acquisition complements the existing Out of Home delivery services offered in the UK and Ireland (to APMs and PUDO points) w ith to door courier deliveries offered by Yodel. PayPoint Pie remains a shareholder, retaining a 4.5% stake of ordinary shares in Yodel.
On 3 March, 2025, lnPost SA successfu lly refinanced its existing facility loans. The total financing increased from PLN 2.75 bn to PLN 4.20 bn. The structure of the debt includes a PLN 2.70 bn Revolving Cred it Facility ("RCF"). up from PLN 0.80 bn previously, and a PLN 7.50 bn Term Loa n, replacing the previous term loan of PLN 7.95 bn. The financing is for a 5-year term w ith two optional 7-year extensions for the RCF. The margin depends on Group leverage and is currently 7.5% plus a floating interest rate based on W IBOR and SON IA rates. The financing structure includes a Susta ina bility -Linked Loan mechanism to be launched w ithin 72 months.
The preparation of the interim condensed consolidated financial statements in accordance with IAS 34 requires the use of certain critical accounting estimates. It also requires Management to exercise its judgement in the process of applying the Group's accounting policies. Estimations and judgements are being constantly verified and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The significa nt judgments made by Management in applying the Group's accounting policies were described in detail in the Group's consolidated financial statements for 2024 and remain relevant for the preparation of these interim condensed consolidated financial statements.
For the reporting period beginning on l January, 2025, the Group changed the analysis of expenses recognised in profit or loss from a classification by nature of expense to a classification by function of expense.
This change was made to provide more relevant and reliable information about the Group's financial performance. The function of expense method better reflects the Group's operational characteristics and aligns w ith the internal management reporting framework. As such, the Group's management believes that this presentation provides more meaningful insights to users of the financial statements.
In accordance w ith new accounting policy the Group presents Cost of sales further divided to direct (volume related) and indirect (fixed) costs. Direct costs include costs of logistic activities (transportation and sorting). pick-up drop-out points commission, and costs of maintenance of APM network. Indirect costs cover overheads costs of central operations and deployment teams and IT platforms costs connected w ith group delivery operations. General and administrative costs include the payroll expense of employees dealing w ith administrative activities and all support services, including headquarter functions, costs of legal, tax, and compliance services necessary for company governance as well as other overhead costs of administration. Selling and marketing costs represent any services connected w ith marketing activities, as well as payroll costs of sales representatives and the marketing department.
This change in presentation is considered a change in accounting policy and has been applied retrospectively. Accordingly, the comparative information for the 6 months period ended 30 June, 2024 has been restated to reflect the new classification method.
The information about the type of costs included in each functional category is presented in the note 8.
The impact of the change in presentation is limited to the format of the statement of profit or loss, i.e. it only changes the way that operating expenses are presented, and has no effect on the previously reported amounts of profit, total comprehensive income, equity, or cash flows for the comparative period.
A reconciliation between the previously reported figures under the nature of expense method and the restated figures under the function of expense method for the period of 6 months ended 30 June, 2024 is provided in note 8.
For the reporting period beginning on l January, 2025, the Group changed the presentation of two lines in the statement of financial position.
Employee benefits and other provisions were divided into two separate lines - Employee benefits, presenting the provisions associated with employee benefits, and Provisions line where other provisions were presented.
Second change relates to separate presentation of the right of use assets - previously right of use assets were presented within property, plant and equipment.
Above changes were implemented to provide more meaningful insights to financial statements users, as separated lines represents substantial amounts.
Reconciliation of the balance sheet information presented for the year 2024 with new presentation is presented below:
| Presentation as of 31 December, 2024 | Balance as at 31-12-2024 |
|---|---|
| Property, plant and equipment: | 6,538.9 |
| Presentation as of 30 June, 2025 | Balance as at 31-12-2024 |
| Property, plant and equipment: | 3,959.5 |
| Right of use assets: | 2,579.4 |
| Presentation as of 31 December, 2024 | Balance as at 31-12-2024 |
| Employee benefits and other prov isions - long term | ll.9 |
| Employee benefits and other prov isions - short term | 166.8 |
| Presentation as of 30 June, 2025 | Balance as at 31-12-2024 |
| Lo ng t e rm employee benefits | ll.9 |
| Short t erm employee benefits | 159.3 |
| Lo ng t erm provisio ns | |
| Short t erm provisions | 7.5 |
The impact of the change in presentation is limited to the format of the balance sheet and has no effect on the previously reported assets or liabilities.
From l January, 2025 the Group's segmental information is based on four segments as this reflects how its performance w ill be monitored and managed going forward. The change in segment reporting has been aligned with the internal management structure, reflecting the way Group's chief operating decision maker is regularly reviewing Group's operating results. We have presented the half year 2025 and comparative information on this basis in note 5.2.
This change in segment reporting does not affect Group's overall financial results for the respective reporting periods and is intended to enhance the presentation of segment information for shareholders' understanding.
The Group reports on the following alternative performance measures of the Group's performance: Gross Profit, Operating EBITDA, Adjusted EBITDA, Adjusted EBIT, Adjusted Net Profit, Net Debt, Net Leverage and Free Cashflow. The Group believes that these, and similar measures, are used in the industry in w hich the Group operates as a means of evaluating a Group's operating performance.
However, these are not recognised measures offinancial performance, financial condition, or liquidity under IFRS as adopted by EU. In addition, not all companies may calculate above mentioned KPl's in the same manner or on a consistent basis. As a result, this measure may not be comparable to measures used by other companies under the same or similar names. Accordingly, undue reliance should not be placed on these measures, and they should not be considered in isolation or as a substitute for profit for the year, cash flow, expenses or other financial measures computed in accordance w ith I FRS as adopted by EU.
Gross Profit less D&A represents a margin realised on deliveries to clients, and takes into account only revenue related to deliveries, and costs directly attributable to such deliveries. Gross Profit is defined as net profit (loss) from continuing operations adjusted for income tax (expense) benefit, (Gain) loss on revaluation of previously owned shares in acquired entities, share of results from associates accounted for using the equity method, net financial costs (finance costs net-off finance income), depreciation and amortisation, and general expenses. The numerical reconciliation of Gross Profit to the numbers included in the consolidated financial statements prepared under I FRS as adopted by EU is included in note 8.2 on segment reporting.
| Period of 6 months ended on 30-06-2025 |
Period of 6 months ended on 30-06-2024 |
|
|---|---|---|
| Net profit from continuing operations | 317.0 | 592.7 |
| Income tax expense | 181.0 | 184.l |
| Profit from continuing operations before tax | 498.0 | 776.8 |
| adjusted by: | ||
| - Net financial costs | 346.8 | 141.5 |
| - Depreciation and amortisation | 974.0 | 665.6 |
| - Share of results from associates accounted for using the equity method |
(l.4) | (6.l) |
| Operating EBITDA | 1,817.4 | 1,577.8 |
| - General expenses | 674.2 | 479.0 |
| - Selling & marketing expenses | 162.l | 117.0 |
| - Impairment gain/(loss) on trade and other receivables | 12.l | 9.7 |
| Gross Profit less D&A | 2,665.8 | 2,183.5 |
The following table reconciles Gross Profit for periods indicated:
Operating EBITDA facilitates the comparison of the Group's operating results from period to period and between segments by removing the impact of, among other things, its capital structure, asset base, and tax consequences. Operating EBITDA is defined as net profit (loss) from continuing operations adjusted for income tax (expense) benefit, (Gain) loss on revaluation of previously owned shares in acquired entities, share of results from associates accounted for using the equity method, net financial costs (finance costs net-off finance income), as well as depreciation and amortisation.
Adjusted EBITDA facilitates the comparison of the Group's operating results from period to period and between segments by removing the impact of, among other things, its capital structure, asset base and tax consequences and one-off and non-cash costs not related to its day-to-day operations. Adjusted EBITDA is defined as operating EBITDA adjusted for non-cash (share-based payments) such as incentive programmes set up by Shareholder and by Group, and one-off costs (mainly Restructuring, Merger and Acquisition costs). Restructuring costs refer to the legal and advisory costs of the standardisation of operating, administration, and business processes of acquired companies to align them w ith group standards. Acquisition costs refer to the legal and advisory costs connected w ith potential and actual acquisition projects.
| Period of 6 months ended on 30-06-2025 |
Period of 6 months ended on 30-06-2024 |
|
|---|---|---|
| Net profit from continuing operations | 317.0 | 592.7 |
| Income tax expense | 181.0 | 184.l |
| Profit from continuing operations before tax | 498.0 | 776.8 |
| adjusted by: | ||
| - Net finance costs | 346.8 | 141.5 |
| - Depreciation and amortisation | 974.0 | 665.6 |
| - Share of results from associates accounted for using the equ ity method |
-- (l.4) |
(6.l) |
| Operating EBITDA | 1,817.4 | 1,577.8 |
| - Incentive programmes set up by Shareho lder | 33.2 | 2.2 |
| - Incentive programmes set up by Group | 38.6 | 33.5 |
| - M&A costs | 7.3 | 0.5 |
| - Restructuring costs | 43.2 | 33.4 |
| Adjusted EBITDA | 1,939.7 | 1,647.4 |
The following table reconc iles Adjusted EBITDA and Operating EBITDA for periods indicated:
Adjusted EBIT is defined as the Adjusted EBITDA less depreciation and amortisation adjusted for elimination of amortisation of trademarks and customer relationship acquired through subsidiary acquisition. In Management opinion elimination of amortisation of intangibles identified during purchase price allocation allows to eliminate the costs of assets w hich cannot be recreated at any point in the future of the Group.
Adjusted Profit before tax is defined as the Adjusted EBIT adjusted back for net financial costs, share of results from associates, accounted for using the equity method and adjustment on the FX on reva luation related to debt denominated in PLN va luated in EUR on lnPost S.A. level.
Adjusted Net Profit is defined as the Adjusted EBIT adjusted back for net financial costs, share of results from associates, accounted for using the equity method and adjustment on the FX on revaluation related to debt denominated in PLN valuated in EUR on lnPost S.A. level and the tax effects of these adjustments.
The following table reconciles Adjusted Net EBIT, Adjusted Profit Before Tax and Adjusted Net Profit for the periods indicated:
| Adjusted EBITDA | 1,939.7 | 1,647.4 |
|---|---|---|
| Depreciation and amortisation | (974.0) | (665.6) |
| Elimination of amortisation of trademarks and customer relationship acquired through subsidiary acq_u_is_it_io_n _______ ,, __ _ |
101.7 | 42.2 |
| Adjusted EBIT | 1,067.4 | 1,024.0 |
| Net financial costs | (346.8) | (141.5) |
| Adjustment on the FX on revaluation | 123.2 | (l.8) |
| --------------~~------------- Share of results from associates, accounted for using the equity_~m_e~t_h_o~d |
l.4 | 6.1 |
| Adjusted Profit before tax | 845.2 | 886.8 |
| Income tax ex ense | 181.0 | 184.l |
| Ta x effect of the above adjustments | (25.8) | (10.9) |
| Adjusted Net Profit | 638.4 | 691.8 |
CAPEX is defined as the total of Purchase of property, plant, and equipment and Purchase of intangible assets, presented in the Statement of cash flows. This measure is used to assess the total amount of cash outflow s invested in the Group's non-current assets.
The follow ing table reconciles CAPEX for the periods indicated:
| Purchase of intangible assets | 101.8 | |
|---|---|---|
| Total CAPEX | 811.6 | 587.8 |
Operating EBITDA Margin is defined as Operating EBITDA divided by the total of Revenue.
The follow ing table reconciles Operating EBITDA margin for the periods indicated:
| Period of 6 months ended 30-06-2025 |
Period of 6 months ended 30-06-2024 |
|
|---|---|---|
| Revenue | 6,485.3 | 5,048.7 |
| Operating EBITDA | 1,817.4 | 1,577.8 |
| Operating EBITDA margin | 28.0% | 31.3% |
Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by the total of Revenue.
The following table reconciles Adjusted EBITDA margin for the periods indicated:
| Period of 6 months ended 30-06-2025 |
Period of 6 months ended 30-06-2024 |
|
|---|---|---|
| Revenue | 6,485.3 | 5,048.7 |
| Adjusted EBITDA | 1,939.7 | 1,647.4 |
| Adjusted EBITDA margin | 29.9% | 32.6% |
The following table reconciles Adjusted EBIT margin for the periods indicated:
| Period of 6 months ended 30-06-2025 |
Period of 6 months ended 30-06-2024 |
|
|---|---|---|
| Revenue | 6,485.3 | 5,048.7 |
| Adjusted EBIT | 1,067.4 | 1,024.0 |
| Adjusted EBIT margin | 16.5% | 20.3% |
Adjusted Net profit Margin is defined as Adjusted Net profit divided by the total of Revenue
The following table reconciles Adjusted Net profit margin for the periods indicated:
| Period of 6 months ended 30-06-2025 |
Period of 6 months ended 30-06-2024 |
|
|---|---|---|
| Revenue | 6,485.3 | 5,048.7 |
| Adjusted Net Profit | 638.4 | 691.9 |
| Adjusted net profit margin | 9.8% | 13.7% |
Free Cash Flow (FCF) presents the Group's cash flow generation, calculated as net cash from operating activities adjusted for interest and commissions paid less Purchase of property, plant and equipment, Purchase of intangible assets and Payment of principal portion of the lease liability.
| Period of 6 months ended 30-06-2025 |
Period of 6 months ended 30-06-2024 |
|
|---|---|---|
| Net cash from operating activities | 1,318.7 | 1,212.1 |
| +Interest Paid | 177.9 | 172.6 |
| -Purchase of property, plant and equipment | 661.2 | 486.0 |
| -Purchase of intangible assets | 150.4 | 101.8 |
| -Payment of princ ipa l portion of the lease liability | -- 630.8 |
429.6 |
| Free Cash Flow | 54.2 | 367.3 |
Net leverage - The Group monitors capita l using a leverage ratio, wh ich is a ratio of Net debt to Adjusted EBITDA for the last twelve months. Net debt is defined and ca lculated as the total of Borrowings, and Other Financial Liabilities less Cash and cash equivalents and interest rate SWAP. Leverage ratio is monitored four times a year, which includes an analysis of the cost of capita l and respective risks associated with each source of the capita l.
| Tota l lease liabilities | 3,463.6 | 2,695.4 |
|---|---|---|
| Less: Cash and cash equivalents | (885.4) | (772.3) |
| Less: Interest Rate SWAP | 21.9 | (17.8) |
| Net debt | 8,414.0 | 6,966.1 |
| Adjusted EBITDA (Last twelve months) | 3,940.7 | 3,648.4 |
| Leverage | 2.lx | 1.9x |
The above-mentioned measures are used to evaluate the profitability of each reportable segment.
For management purposes, the Group presents results in four reportable segments:
The Management Board is the Chief Operating Decision Maker {CODM) and monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is assessed on the basis of revenue, Adjusted EBITDA and Adjusted EBIT measured consistently w ith definitions disclosed in note 4. The accounting policies adopted are uniform for all segments and consistent with those applied for the Group.
Transfer prices between operating segments are on an arm's-length basis in a manner similar to transactions w ith third parties.
Inter-segment revenues are eliminated upon consolidation and reflected in the Inter-segment eliminations column.
Finance costs, finance income, and fair va lue gains and losses on financial assets are not allocated to individual segments, as the underly ing instruments are managed on a Group basis.
Current taxes, deferred taxes, and certain financial assets and all liabilities are not allocated to those segments, as they too are managed on a Group basis.
The summary of revenues from external customers attributed to the entity's country of domicile and to foreign countries is presented in the table below:
| Period of 6 months ended on 30-06-2025 I I |
Period of 6 months ended on 30-06-2024 |
|
|---|---|---|
| Poland | 3,346.1 | 3,062.0 |
| France | 1,1 68.4 | 1,130.2 |
| United Kingdom | 1,346.3 | 412.l |
| Spa in | 263.2 | 187.9 |
| Italy | 173.0 | 129.4 |
| Other European countries | 188.3 | 127.l |
| Total | 6,485.3 | 5,048.7 |
| Period of 6 months ended on 30-06-2025 |
Eurozone | UK+ Ireland | Poland | Group costs |
Adj~sti:nen.ts and ehminat,ons |
Total |
|---|---|---|---|---|---|---|
| Revenue7 | 1,756.8 | 1,383.3 | 3,362.9 | (17.7) | 6,485.3 | |
| External | 1,755.9 | 1,383.3 | 3,346.1 | 6,485.3 | ||
| Inter-segment | 0.9 | 16.8 | (77.7) | |||
| Direct costs | (1,240.3) | (1,064.8) | (1,384.2) | 17.7 | (3,671.6) | |
| Logistic costs | (1,070.7) | (1,014.0) | (1,263.5) | - | 0.9 | (3,347.3) |
| Inter-segment costs | -I | -I (0.9) 1 |
- | 0.9 1 | - | |
| APM network | (45.6) | (23.5) | (53.9) | - | 76.8 | (106.2) |
| Inter-segment costs | (10.6) 1 | (6.2) 1 | -I | - | 16.8 1 | - |
| PUDO points8 | (122.7) | (27.3) | (12.7) | - | - | (162.7) |
| Ot her d irect cost s | (1.3) | - | (54.l ) | - | - | (55.4) |
| Indirect costs | (66.8) | (37.9) | (43.2) | (147.9) | ||
| Gross Profit less D&A | 449.7 | 280.6 | 1,935.5 | 2,665.8 | ||
| Genera l & administrative expenses |
(142.5) | (184.l ) | (233.4) | (11 4.2) | - | (674.2) |
| Selling & marketing expenses |
(50.l ) | (34.2) | (77.8) | - | - | (162.l ) |
| Impairment gain/(loss) o n trade and other receivables |
(0.9) | (l.4) | (9.8) | - | - | (12.l ) |
| Operating EBITDA | 256.2 | 60.9 | 1,614.5 | (114.2) | 1,817.4 | |
| Depreciation | I (317.4) |
(160.5) | (496.1) | (974.0) | ||
| Operating Profit | (61.2) | (99.6) | 1,118.4 | (114.2) | 843.4 |
The summary of operating EBITDA and Adjusted EBITDA for the segments is presented in the table below:
| Eurozone | UK+ Ireland | Poland | Group t cos s |
Total | |
|---|---|---|---|---|---|
| Operating EBITDA | 256.2 | 60.9 | 1,614.5 | (114.2) | 1,817.4 |
| - Incentive programmes set up by Shareholder |
- | - | - | 33.2 | 33.2 |
| - Incentive programmes set up by Group | 3.2 | l.5 | l l.0 | 22.9 | 38.6 |
| - M&Acosts | - | 7.3 | - | - | 7.3 |
| - Restructuring costs | 2.8 | -- 40.4 |
- | - |
43.2 |
| Adjusted EBITDA | -- 262.2 |
110.1 | 1,625.5 | -- (58 .1) |
1,939.7 |
The summary of non-current assets for the segments is presented in the table hereunder:
| I Eurozone |
I UK+ Ireland I | Poland | I Total |
|
|---|---|---|---|---|
| Property, plant and eq uipment | 7,502.7 | 885.0 | 1,982.0 | 4,369.1 |
| Rig hts of use assets | 1,124.5 | 7,190.2 | 1,197.2 | 3,517.9 |
| Intangible assets | 540.7 | 562.3 | 593.0 | 7,696.0 |
| Goodwi ll | 7,346.4 | 628.0 | - | 7,974.4 |
| Long term trade and other receivables | 38.0 | l.3 | 4.9 | 44.2 |
| Long term other asset s | - | 0 .7 | 129.6 | 729.7 |
| Total non-current assets | 4 ,551.7 | 3,266.9 | 3,906.7 | 11,725.3 |
7 The Group's revenue is recognised at the indicated point in time.
8 Commissions for handling parcels at collection and delivery points.
| Period of 6 months ended on 30-06-2024 |
Eurozone | UK+ Ireland | Poland | Group costs |
Adj~sti:nen.ts and ehminat1ons |
Total |
|---|---|---|---|---|---|---|
| Revenue9 | 1,574.6 | 412.1 | 3,076.1 | (14.1) | 5,048.7 | |
| External | 1,574.6 | 412.l | 3,062.0 | - | 5,048.7 | |
| Inter-segment | 14.l | (14.l) | ||||
| Direct costs | (1,170.0) | (302.9) | (1,313.4) | 14.1 (2,772.2) | ||
| Logistic costs | (988.3) | (290.0) | (1,201.1) | - | (2,479.4) | |
| Inter-segment costs | -I I |
-I | -I | -I | ||
| APM network | (14.7) | (12.3) | (45.5) | 14.l | (58.4) | |
| Inter-segment costs | (6.oJ I I |
(8.l) I | -I | 14.l l | ||
| PUDO points70 | (164.8) | (0.6) | (12.l) | (177.5) | ||
| Other direct costs | (2.2) | (54.7) | (56.9) | |||
| Indirect costs | (37.5) | (11.9) | (43.6) | (93.0) | ||
| Gross profit less D&A | 367.1 | 97.3 | 1,719.1 | 2,183.5 | ||
| General & administrative expenses |
(148.4) | (29.3) | (243.7) | (57.6) | - | (479.0) |
| Selling & marketing expenses |
(37.6) | (15.7) | (63.7) | - | - | (117.0) |
| Impairment gain/(loss) on trade and other receivables |
(6.2) | - | (3.5) | - | - | (9.7) |
| Operating EBITDA | 174.9 | 52.3 | 1,408.2 | (57.6) | - | 1,577.8 |
| Depreciation | (199.9) | (42.9) | (422.8) | ______ - |
(665.6) | |
| Operating Profit | (25.0) | 9.4 | 985.4 | (57.6) | 912.2 |
The summary of operating EBITDA and Adjusted EBITDA for the segments is presented in the table below:
| Eurozone | UK+ Ireland | Poland | Group costs | Total | |
|---|---|---|---|---|---|
| Operating EBITDA | 174.9 | 52.3 | 1,408.2 | (57.6) | 1,577.8 |
| - Incentive programmes set up by Shareholder |
- | - | - | 2.2 | 2.2 |
| - Incentive programmes set up by Group | 3.7 | l.9 | 19.9 | 8.0 | 33.5 |
| - M&A costs | - | 0.5 | - | - | 0.5 |
| - Restructuring costs | 3 3.4 | - | - | - | 33.4 |
| Adjusted EBITDA | 212.0 | 54.7 | 1,428.1 | -- (47. 4) |
1,647.4 |
The summary of non-current assets for the segments is presented in the table hereunder:
| I Eurozone |
I UK+ Ireland I | Poland I |
Total | |
|---|---|---|---|---|
| Property, plant and equipment | 1,291.2 | 704.6 | 1,963.7 | 3,959.5 |
| Rights of use assets | 1,022.7 | 373.4 | 1,1 83.3 | 2,579.4 |
| Intangible assets | 587.5 | 344.4 | 481.7 | 1,413.6 |
| Goodwill | 1,356.2 | 163.5 | - | 1,519.7 |
| Other receivables | 38.8 | l.2 | 4.l | 44.l |
| Other assets | - | - | 47.7 | 47.7 |
| Total non-current assets | 4,296.4 | 1,587.1 | 3,680.4 | 9,564.0 |
9 The Group's revenue is recognised at the indicated point in time.
10 Commissions for handling parcels at collection and delivery points.
The table hereunder presents revenue from major customers as percentage of total revenue:
| Percentage of total revenue | Period of 6 months I ended on 30-06-2025 I |
Period of 6 months ended on 30-06-2024 |
|---|---|---|
| Allegro Group | 15.8% | 18.0% |
| Vinted UAB | 20.1 % | 23.0% |
| Others (<10% of total revenue) | 64.1% | 59.0% |
| Total | 100.0% | 100.0% |
The table hereunder presents revenue from contracts by service type:
| Total | 6,485.3 | 5,048.7 |
|---|---|---|
Group business is subject to predictable seasonality, as the vast majority of our business serves the e-commerce retail industry, which is particularly active during the end-of-year holiday season that runs from mid-November, starting around Black Friday, through the end of December. As a result of these seasona l fluctuations, the Group typically experiences a peak in sa les and generates a significant part of sa les revenue in the fourth quarter of the year.
| Revenue | Q1 | Q2 | Total |
|---|---|---|---|
| 2025 | 2,951.9 | 3,533.4 | 6,485.3 |
| 2024 | 2,425.7 | 2,623.0 | 5,048.7 |
| Period of 6 months ended on 30-06-2025 | ||||||
|---|---|---|---|---|---|---|
| Cost of sales, of which: |
Direct costs | Indirect costs | G&A expenses |
Selling & marketing expenses |
Total | |
| Depreciation and amortisation |
832.6 | 879.7 | 72.9 | 141.4 | - | 974.0 |
| Raw materials and consumables |
177.2 | 777.2 | 6.0 | 19.9 | - | 197.1 |
| Externa l services | 2,894.0 | 2,824.5 | 69.5 | 162.8 | 107.0 | 3,163.8 |
| Payroll and soc ial benefits |
711.9 | 642.3 | 69.6 | 452.6 | 48.7 | 1,213.2 |
| Other operating expenses |
36.4 | 33.6 | 2.8 | 38.9 | 6.4 | 81.7 |
| Total cost by nature |
4,652.1 | 4,497.3 | 760.8 | 815.6 | 162.1 | 5,629.8 |
| Period of 6 months ended on 30-06-2024 | ||||||
|---|---|---|---|---|---|---|
| Cost of sales, of which: |
Direct costs | Indirect costs | G&A expenses |
Selling & marketing expenses |
Total | |
| Depreciation and amortisation |
523.4 | 578.8 | 4.6 | 142.2 | - | 665.6 |
| Raw materials and consumables |
108.7 | 708.7 | 0.6 | 0.8 | - | 109.5 |
| External services | 2,380.0 | 2,347.3 | 38.7 | 139.4 | 62.8 | 2,582.2 |
| Pay roll and socia l benefit s |
345.2 | 298.0 | 47.2 | 260.8 | 52.8 | 658.8 |
| Other operating expenses |
31.3 | 24.8 | 6.5 | 78.0 | 1.4 | 110.7 |
| Total cost by nature |
3,388.6 | 3,297.0 | 97.6 | 621.2 | 117.0 | 4,126.8 |
| Period of 6 months I I ended on 30-06-2025 |
Period of 6 months ended on 30-06-2024 |
|
|---|---|---|
| Depreciation of property, plant, and equ ipment | 218.0 | 161.8 |
| Amortisation of intangible assets | 11 0.8 | 65.6 |
| Depreciation of right-of-use | 645.2 | 438.2 |
| Total depreciation and amortisation | 974.0 | 665.6 |
| Period of 6 months ended on 30-06-2025 I I |
Period of 6 months ended on 30-06-2024 |
|
|---|---|---|
| Foreign exchange gains | - | 8.1 |
| Interest income | 5.6 | 4.l |
| Profit from the va luation of the investment | 30.5 | - |
| Gain on changes in fair va lue of financia l assets and liabilities |
- | 25.2 |
| Other finance income | 2.4 | - |
| Total finance income | -- 38.5 |
37.4 |
| Period of 6 months ended on 30-06-2025 I I |
Period of 6 months ended on 30-06-2024 |
|
|---|---|---|
| Foreign exchange losses | 121.6 | - |
| Interest expense | 212.6 | 175.0 |
| Bank charges and commissions | 3.3 | 3.9 |
| Loss on changes in fair va lue of financial assets and liabi lities |
47.2 | - |
| Proceeds from disposal of financial assets | 0.6 | - |
| Total finance costs | 385.3 | 178.9 |
Taxation is assessed based on annual results and, accordingly, determining the tax charge for an interim period w ill involve estimation of the likely effective tax rate for the year. For the period of 6 months ended 30 June, 2025 tax rate for the Group was 23.87% and for comparative data the tax rate was 24.9%. In 2025, tax rates for the Group's companies ranged from 79% in Poland, 25% in the UK to 37.4% in Italy.
The management periodically reviews the approach adopted in preparation of tax returns where the applicable tax regulations are subject to interpretation. When justified, a provision is created for the expected tax payable to tax authorities.
The Group is w ithin the scope of the OECD Pillar Two model rules. Under the legislation, the Group is liable to pay a top-up tax for the difference between their GloBE effective tax rate per jurisdiction and the 75% minimum rate. Group has estimated that all jurisd ictions wi ll satisfy Safe Harbour tests for the year 2025 and wi ll be excluded from detailed GloBE calculations.
Based on the above, the Group has estimated that Pillar Two legislation won't trigger additional income tax cha rge, and it did not recognise the additional tax provisions related w ith this leg islation.
| Period of 6 months ended on 30-06-2025 |
Period of 6 months ended on 30-06-2024 |
|
|---|---|---|
| Current income tax expense | 1479 | |
| Deferred incom e t ax expense/ (credit) | 104.2 | |
| Income tax expense: continuing operations | 181.0 | 184.1 |
| Period of 6 months ended on 30-06-2025 |
Period of 6 months ended on 30-06-2024 |
|||
|---|---|---|---|---|
| Profit (loss) before tax | 498.0 | 776.8 | ||
| Tax using the Group's domestic tax rate | 24.9% | 193.4 | ||
| Effect of tax rates in foreign jurisd ictio ns | (6.5%) | (50.6) | ||
| Tax-exempt incom e | (1.5%) | (7.6) | (0.2%) | (l.4) |
| Non-deductible expenses, of which: | 1.0% | 5.1 | 3.2% | 25.0 |
| Share-based payments costs | 0.4% | 7.8 | 0.8% | 6.0 |
| Share of result in associate | 0.7% | 0.4 | 0.2% | 7.5 |
| Other non-deductible expenses | 0.5% | 2.9 | 2.2% | 77.5 |
| Reassessment of recognised deferred tax asset | - | - | (1.6%) | (12.3) |
| Deferred tax asset for tax losses not recognised | 21.5% | 107.3 | 3.7% | 29.l |
| Other | 0.1% | 0.3 | 0.2% | 0.9 |
| Income tax expense | 181.0 | 184.1 | ||
| Effective tax rate | 36.3% | 23.7% |
Deferred tax assets have not been recognised in respect of the following items. In the Management's judgement, it was assessed that it is not probable that future taxable profit will be available against which the Group will be able to use benefits therefrom.
| 30-06-2025 ■ |
31-12-2024 | |||
|---|---|---|---|---|
| Unrecognised deferred tax assets | Gross amount | Tax effect (Domestic tax rates) |
Gross amount | Tax effect (Domestic tax rates) |
| Ta x losses carried forward (the United Kingdom, Italy and Luxembou rg) |
3,0555 | 8024 | l,5273 | |
| Total unrecognised deferred tax assets | 3,055.5 | 802.4 | 1,527.3 | 326.6 |
| Tax losses carried forward for which no deferred tax assets were recognised |
30-06-2025 | 31-12-2024 |
|---|---|---|
| Never expire | 2,635.4 | 1,177.7 |
| W ill expire 2041 | 73.0 | - |
| W ill expire 2040 | 219.2 | 220.8 |
| Will expire 2039 | 61.0 | 61.4 |
| Will expire 2038 | 61.5 | 62.0 |
| W ill expire 2037 | 5.4 | 5.4 |
| Total tax losses carried forward for which no deferred tax asset was recognised |
3,055.5 | 1,527.3 |
The differences in the amounts in respective years are due to tax corrections and exchange rates.
Increase in tax losses carried forward that w ill never expire is connected w ith acquisition of Yodel.
The following t abl e reflects the profit and share information used in the basic and diluted EPS ea lcu latio ns:
| Period of 6 months I ended on 30-06-2025 |
Period of 6 months I ended on 30-06-2024 |
|
|---|---|---|
| Profit attributable to ordinary equity holders of the parent: | ||
| Continuing operatio ns | 323.4 | 592.7 |
| Discontinued operatio ns | - | (l.5) |
| Profit attributable to ordinary equity holders of the parent for basic EPS |
323.4 | 591.2 |
| Effect of dilution | - | - |
| Profit attributable to ordinary equity holders of the parent adjusted for the effect of dilution |
323.4 | 591.2 |
| Total number of shares issued | 500,000,000.0 | 500,000,000.0 |
| Effect of own shares held | (509,123.0) | (60,979.0) |
| Weighted average number of ordinary shares for basic EPS11 |
495,512,547.8 | 499,859,126 |
| Dilution effect of share-based payments | 1,210,603.7 | 140,874 |
| Weighted average number of ordinary shares for diluted EPS |
496,723,151.5 | 500,000,000.0 |
| Basic earnings per share (in PLN) | 0.65 | 1.18 |
| Basic earnings per share (in PLN) - continuing operations | 0.65 | 1.18 |
| Basic earnings per share (in PLN) - discontinued operations |
||
| Diluted earnings per share (in PLN) | 0.65 | 1.18 |
| Diluted earnings per share (in PLN) - continuing operations | 0.65 | 1.18 |
| Diluted earnings per share (in PLN) - discontinued operations |
In t he period of 6 m o nt hs ended o n 30 June, 2025 and unt il t he date of autho ri satio n of these interim condensed consolidated financ ial stat em ents for issue, no d ividends were paid or p roposed for paym ent .
The detail of t his line item in t he interim condensed consolidat ed st at em ent of financ ial position and of the changes therein in the reporting period and in 2024 is as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance | 1,519.7 | 1,379.9 |
| Subsidiary acq uisitio n | 474.0 | 162.8 |
| Effect of m ovem ents in exchange rat es | (19.3) | (23.0) |
| Closing balance | 1,974.4 | 1,519.7 |
| Mo nd ial Relay SAS | 1,346.3 | 1,356.1 |
| lnPost Distributio n Limited (previo usly Menzies Distri butio n Limited) | 157.4 | 163.6 |
| Judge Log istics Limited | 470.7 | - |
11 The weig hted average nu mber of shares takes int o account t he weig hted average effect of c hanges in shares d u ring t he year.
Goodw ill raised through the acquisition of Mondial Relay is allocated to the Mondial Relay CGU, disclosed as Eurozone segment. Goodw ill raised through the acquisition of lnPost Distribution Limited (previously Menzies Distribution Limited) is allocated entirely to the UK+ Ireland segment.
On 77 April, 2025 Group gained control over Judge Logistics Limited. Goodw ill acquired through this business combination (refer to note 73.7) is allocated to the UK+ Ireland segment.
None of the goodw ill recognised is expected to be deductible for income tax purposes. The "Mondial Relay " brand is allocated entirely to the Mondial Relay CGU, disclosed as Eurozone segment.
On 77 April, 2025, Group has converted loans given to Judge Logistics Limited to equity and simultaneously acquired shares from tw o previous shareholders w hich resulted in acquisition of95.5% of Judge Logistics Limited shares. As a result, Group obtained a control over Judge Logistics Limited and its subsidiaries. Based on investment agreement signed, conversion before 77 April, 2025 w as not possible and therefore Group gained control over Yodel on 77 April, 2025.
| Provisional fair values as at acquisition date | |
|---|---|
| Assets(+) | |
| Intang ible asset s of w hich: | 245.7 |
| Custom er rela tionship | 24.9 |
| Software | 2 0.8 |
| Pro perty , pi nt, nd equip m ent | 83.9 |
| Rig ht-of-use sset s | 784.8 |
| Invento ries | 5.0 |
| Trade and other receivables | 348.7 |
| Cash and cash equiva lents | 5.8 |
| Provisio n for eferred t a | 86.0 |
| Other fin anc ial liabilities | 793.9 |
| Sho rt t erm employee benefits | l.9 |
| Trade and other liabilities | 364.5 |
| Short term prov isions | 150.4 |
| Short term other liabilities | 3.8 |
The provisional fair value of identifiable net assets at the time of acquisition:
Given the extended timeframe needed to accurately analy se the softw are valuation, customer relations, and reserves, the Group resolved to employ provisional accounting.
| Purchase consideration transferred | 522.7 |
|---|---|
| Non-controlling interest | 24.6 |
| Minus: | |
| ------------------------------------------- The fair value of identified net assets |
73.4 |
| The provisional goodwill arising on the acquisition | - 474.0 |
Goodwill acquired through this business combination is fully allocated to the UK+ Ireland segment. The goodwill is non-deductible for income tax purposes.
Goodwill acquired represents expected synergies from the combined operations of Yodel and Group, as well as intangible assets that do not qualify for separate recognition (e.g., workforce and operational know-how related to door-to-door parcel delivery of Yodel).
Non-controlling interest at the time of acquisition were measured at fair value.
The fair value of the trade receivables amounts to PLN 348.7 m. The gross amount of trade receivables is PLN 357.8 m and it is expected that the contractual amounts of PLN 3.7 m won't be collected.
From the date of acquisition, Judge Logistics Limited contributed PLN 502.4 m to revenue and PLN (752.9 m) to profit before tax from continuing operations of the Group. If the Judge Logistics Limited acquisition had taken place at the beginning of the annual reporting period (7 January, 2025) Group revenues and net profit would have been as follows:
| of 6 months ended | |
|---|---|
| Group - if Judge Logistics Limited acquisition had completed on 1 January, 2025 |
|
| Revenue | 7,194.8 |
| Operating profit | 667.9 |
| Net profit | 124.0 |
Additional costs of acquisition (Legal, Advisory, etc.) were recognised as external services costs in the interim condensed consolidated statement of profit and loss and other comprehensive income in the amount of PLN 7.3 m.
Purchase consideration transferred reconciliation to cashflow statement is presented below:
| Call option Fair value at the time of acquisition | 30.5 |
|---|---|
| Convertible loans fair value at the time of acquisition | 499.3 |
| Receivables of Yodel from In Post Group | (7.7) |
| Purchase consideration transferred: | 522.7 |
| Cash and cash equivalents acquired | (5.8) |
| Conversion of the Loans and derecognition of call option: | (522.7) |
| Acquisition of Judge Logistics Limited, net of cash acquired | (5.8) |
| Deferred payments for the acquisition of Menzies Holdco l | 79.9 |
| Acquisition of a subsidiary, net of cash acquired | 14.1 |
| 14. Long term investments in associates | |||||||
|---|---|---|---|---|---|---|---|
| N f ame O associate |
Country of incorporation and principal |
Principal Accounting method activity |
~ Proportion of ownership interests held by the Group at year end |
||||
| place of business | 2025 | ||||||
| Menzies Distribution | United Kingdom | Log istics | Equity method (IAS28) |
29.3% | 29.3% | ||
| Solutions Group | and | ||||||
| Limited (before: | Republic of | ||||||
| M HOLDCO 2 Limited) | Ireland |
Group completed the acquisition of Menzies Distribution Group Limited in 2024, the control over M Holdco l was obtained on 75 October, 2024.
Menzies Distribution Solutions Group Limited (before: M HOLDCO 2 Limited), responsible mainly for full load transport and warehousing, was demerged from Menzies and was not part of the transaction.
The Group has no additional comm itments or contingent liabilities relating to Menzies Distribution Solutions Group Limited.
No dividends were received from the associate as of the date of these interim condensed consolidated financial statements.
| I Balance as at 30-06-2025 |
I Balance as at 31-12-2024 |
|
|---|---|---|
| Non-current assets, including: | 646.0 | 732.3 |
| Goodwill | 40.5 | 42.7 |
| Current assets, including: | 232.8 | 269.7 |
| Cash and cash equivalents | 3.4 | 27.3 |
| Total assets | 878.8 | 1,002.0 |
| Non-current liabi lities, including: | 167.2 | 172.3 |
| Non-current financial liabilities (excluding trade and other payables and provisions) |
78.0 | 8 7.5 |
| Current liabi lities, inc luding: | 415.0 | 515.3 |
| Current financial liabilities (excluding trade and other payables and provisions) |
208.7 | 243.2 |
| Total liabilities | 576.2 | 687.6 |
| Net assets | 302.6 | 314.4 |
| Period of 6 months ended 30-06-2025 | |
|---|---|
| Revenue | 557.2 |
| Operationa l costs, of which: | (535.7) |
| Depreciation and amortisation | {58.0) |
| Other operating income/costs | (2.9) |
| Net interest expense | (17.0) |
| Income tax expense (income) | (3.2) |
| Profit/(loss) from continuing operations | 4.8 |
| Profit/(loss) from discontinued operations | |
| Other comprehensive income | (16.6) |
| Total comprehensive income | (11.8) |
A reconciliation of the above summarised financial information to the carrying amount of the investment in Menzies Distribution Solutions Group Limited (before: M HOLDCO 2 Limited) is set out below:
| Balance as at 30-06-2025 |
|
|---|---|
| Opening balance of net assets of Menzies Distribution Group Limited | 314.4 |
| Profit for the period of 6 months ended on 30-06-2025 | 4.8 |
| Other comprehensive income for the 6 months ended on 30-06-2025 | (16.6) |
| Closing balance of net assets | 302.6 |
| Proportion of ownership interests held by Group | 30.0% |
| Carrying amount of the investment in Menzies Distribution Solutions Group Limited (before: M HOLDCO 2 Limited) |
90.8 |
The table below presents results of Menzies Distribution Group Limited:
| I Period of 9 months ended 30-09-2024 | |
|---|---|
| Revenue | 1,751.8 |
| Operational costs, of w hich: | (1,655.5) |
| Depreciation and amortisation | (767.9) |
| Other operating income/costs | 10.0 |
| Net interest expense | (27.5) |
| Income ta x expense (income) | (37.9) |
| Profit/(loss) from continuing operations | 40.9 |
| Profit/(loss) from discontinued operations | (18.2) |
| Other comprehensive income | 41.6 |
| Total comprehensive income | 64.3 |
The table below presents results of Menzies Distribution Solutions Group Limited (before: M HOLDCO
| I Period of 3 months ended 31-12-2024 | |
|---|---|
| Revenue | 299.3 |
| Operationa l costs, of wh ich: | (287.3) |
| Depreciation and amortisation | {26.3} |
| Other operating income/cost s | (3.2) |
| Net interest expense | (4.l) |
| Income ta x expense (income) | (l.6) |
| Profit/(loss) from continuing operations | 6.3 |
| Profit/(loss) from discontinued operations | |
| Other comprehensive income | (1.4) |
| Total comprehensive income | 4.9 |
| Balance as at 31-12-2024 |
|
|---|---|
| Opening balance of net assets of Menzies Distribution Group Limited | 705.2 |
| Ca rry ing amount of the net assets allocated to lnPost Distribution Limited (previously Menzies Distribution Limited) purchase of 70% remaining shares in M HO LDCO l Limited |
(460.0) |
| Profit for the period of 9 months ended on 30-09-2024 | t 22.7 |
| Other comprehensive income for the 9 months ended on 30-09-2024 | 41.6 |
| Net assets of Menzies Distribution Solutions Group Limited (before: M HOLDCO 2 Limited) after reorganisation of Menzies Distribution Group Limited (including goodwill) |
309.5 |
| Profit for the period of 3 months ended on 31-12-2024 | 6.3 |
| Other comprehensive income for the 3 months ended on 31-12-2024 | (l.4) |
| Closing balance of net assets | 314.4 |
| Proportion of ownership interests held by Group | 30.0% |
| Proportion of net assets attributable to Group | 94.3 |
| Translation adjustments | (0.1) |
| Carrying amount of the investment in Menzies Distribution Solutions Group Limited (before: M HOLDCO 2 Limited) |
94.2 |
| Interest bearing loans valued at amortised cost |
Financial instruments valued through P&L |
|||
|---|---|---|---|---|
| Amount at 01-01-2025 | 128.7 | 58.1 | 17.8 | |
| Proceeds from financial instruments | (58.0) | (23.9) | ||
| Outflows from financial instruments72 | 399.7 | |||
| Repaid interest | (0.7) | |||
| Total changes from financing cash flows | 399.1 | (58.1) | (23.9) | |
| Va luation at FVPL | (30.5) | 36.6 | ||
| Settlement of subsidiary acquisition | (492.2) | (30.5) | ||
| Effect of changes in foreign exchange rates |
(S.7) | |||
| Non cash movements | (527.8) | 6.1 | ||
| Amount at 30-06-2025 |
| Interest bearing loans valued at amortised cost |
Financial instruments valued through P&L |
|||
|---|---|---|---|---|
| Amount at 01-01-2024 | 7.9 | |||
| Proceeds from financial instruments | (27.2) | |||
| Outflows from financial instruments | 727.6 | |||
| Repaid interest | ||||
| Total changes from financing cash flows | 127.6 | (21.2) | ||
| Subsidiary acqu isition | 57.8 | |||
| Va luation at FVPL | 37.6 | |||
| Interest income | : t 0.7 |
|||
| Effect of changes in foreign exchange rates |
7.7 | 0.2 | (0.5) | |
| Non cash movements | 1.1 | 58.1 | 31.1 | |
| Amount at 31-12-2024 | 128.7 | 58.1 | 17.8 |
The loans granted by the Group to Judge Logistics Limited (owner of the courier company Yodel Delivery Network Limited) have been converted into shares of Judge Logistics Limited in connection w ith the acquisition of the company Judge Logistics Limited. The acquisition of the company is described in note 2.
At 30 June, 2025, the loans granted by M HOLDCO l to Menzies Distribution Solutions Limited have been repaid.
12In cashflow statement presented as Acquisition of subsidiary, net of cash
| Customer relat1onsh1p |
B d ran |
Development costs |
T d k ra emar s |
5 ft o ware |
Intangible assets in progress |
T 1 ota |
|
|---|---|---|---|---|---|---|---|
| Cost at 01-01-2025 | 979.2 | 161.5 | 126.6 | 8 .6 |
627.2 | 73.0 | 1,976.1 |
| Add itions |
- | - | - | - | - | 166.6 | 166.6 |
| Subsidiary acquisition | 24.9 | - | - | - | 211.4 | 9.6 | 245.9 |
| Reclassification | - | - | - | - | 67.6 | (67.6) | - |
| Disposal | - | - | - | - | (0.1) | - | (0.1) |
| Effect of movements in exchange rates | (16.9) | (l.2) | - | - | (4.1) | (0.8) | (23.0) |
| Cost at 30-06-2025 | 987.2 | 160.3 | 126.6 | 8.6 | 902.0 | 180.8 | 2,365.5 |
| Accumulated amortisation at 01-01-2025 | 289.6 | 125.0 | 2.7 | 145.2 | 562.5 | ||
| Amortisation for the period | 56.2 | - | - | 0.3 | 54.3 | - | 110.8 |
| Reclassification | - | - | - | - | - | - | - |
| Disposal | - | - | - | - | (0.5) | - | (0.5) |
| Effect of movements in exchange rates | (2.3) | - | - | - | (l.0) | - | (3.3) |
| Accumulated amortisation at 30-06-2025 | 343.5 | 125.0 | 3.0 | 198.0 | 669.5 | ||
| Impairment losses at 01-01-2025 | - | - | - | - | - | - | -l |
| Impairment loss | - | - | - | - | - | - | - |
| Disposal | - | - | - | - | - | - | - |
| Effect of movements in exchange rates | - | - | - | - | - | - | - |
| Impairment losses at 30-06-2025 | - | - | - | - | - | - | -l |
| Carrying amount at 30-06-2025 | .l 643.7 |
.l 160.3 |
.l 1.6 |
_J 5.6 |
_l 704.0 |
l 180.8 |
1,696.0 |
Intangible assets in progress comprise mainly new billing and CRM software that is developed for the Group.
| Customer relat1onsh1p |
B d ran |
Development costs |
T d k ra emar s |
5 ft o ware |
Intangible assets in progress |
T 1 ota |
|
|---|---|---|---|---|---|---|---|
| Cost at 01-01-2024 | 673.9 | 164.3 | 125.7 | 8 .2 |
336.4 | 160.0 | 1,468.5 |
| Add itio ns |
- | - | - | - | - | 240.7 | 240.7 |
| Su bsid iary acq uisitio n |
315.4 | - | - | - | 20.l | - | 335.5 |
| lassification Rec |
- | - | 0.9 | 0.4 | 322.5 | (323.8) | - |
| Disposa l |
- | - | - | - | (52.6) | (3.5) | (56.l ) |
| Effect of movement s in exchange rat es |
(10.l ) |
(2.8) | - | - | 0.8 | (0.4) | (12.5) |
| Cost at 31-12-2024 | 979.2 | 161.5 | 126.6 | 8 .6 |
627.2 | 73.0 | 1,976.1 |
| Accumulated amortisation at 01-01-2024 | 203.6 | 125.0 | 2.5 | 132.8 | 463.9 | ||
| Amortisation for the period | 90.0 | - | 0.2 | 56.5 | - | 146.7 | |
| Rec lassificat ion |
- | - | - | - | - | - | - |
| Disposa l |
- | - | - | - | (44.3) | - | (44.3) |
| Effect of movements in exchange rat es |
(4.0) | - | - | - | 0.2 | - | (3.8) |
| Accumulated amortisation at 31-12-2024 | 289.6 | 125.0 | 2.7 | 145.2 | 562.5 | ||
| Impairment losses at 01-01-2024 | 0 .4 |
2.1 | 2.5 | ||||
| Impa irment loss |
- | - | - | - | - | - | - |
| Disposa l |
- | - | (0.4) | - | (2.l ) |
- | (2.5) |
| Effect of movements in exchange rat es |
- | - | - | - | - | - | - |
| Impairment losses at 31-12-2024 | - | - | - | - | - | - | -I |
| Carrying amount at 31-12-2024 | 689.6 | 161.5 | 1.6 | 5.9 | 482.0 | 73.0 | 1,413.6 |
| Land and buildings |
Machinery and equipment |
V h" 1 e ices |
Oth er |
Assets under construction13 |
T t 1 0 a |
|
|---|---|---|---|---|---|---|
| Cost at 01-01-2025 | 86.3 | 4,765.7 | 37.5 | 55.6 | 452.8 | 5397.9 |
| Additions | - | - | - | - | 582.l | 582.l |
| Subsidiary acquisition | - | 79.2 | - | - | 4.8 | 84.0 |
| Reclassification | l.6 | 457.6 | 0.2 | 3.6 | (463.0) | - |
| Termination/disposal | - | (6.3) | (l.9) | - | - | (8.2) |
| Effect of movements in exchange rates | (0.5) | (47.6) | - | (0.6) | (2.6) | (51.3) |
| Cost at 30-06-2025 | 87.4 | 5,248.6 | 35.8 | 58.6 | 574.1 | 6,004.5 |
| Accumulated deJ)reciation at 01-01-2025 | 26.1 | 1,376.2 | 11.4 | 22.5 | 1436.2 | |
| Depreciation for the period | 6.6 | 203.3 | 3.4 | 4.7 | - | 218.0 |
| Reclassification | - | (6.5) | - | - | - | (6.5) |
| Termination/disposal | - | (4.8) | (l.l) | - | - | (5.9) |
| Modifications | - | - | - | - | - | - |
| Effect of movements in exchange rates | (0.1) | (8.9) | - | (0.1) | - | (9.1) |
| Accumulated depreciation at 30-06-2025 | 32.6 | 1,559.3 | 13.7 | 27.1 | 1,632.7 | |
| Impairment losses at 01-01-2025 | 1.9 | 0.3 | 2.2 | |||
| Impairment loss | - | - | 2.0 | 0.3 | 2.3 | |
| Termination | - | (l.8) | - | - | - | (l.8) |
| Effect of movements in exchange rates | - | - | - | - | - | - |
| Impairment losses at 30-06-2025 | 0.1 | 2.0 | 0.6 | 2.7 | ||
| Carrying amount at 30-06-2025 | 54.8 | 3,689.2 | 22.1 | 29.5 | 573.S | 4,369.1 |
13 Asset s unde r construction comprise m ainly not yet deployed APMs and m at erials for the prod uction of APMs.
| Land and buildings |
Machinery and equipment |
V h" 1 e IC es |
Oth er |
Assets under construction14 |
T t 1 0 a |
|
|---|---|---|---|---|---|---|
| Cost at 01-01-2024 | 55.9 | 3,745.6 | 23.2 | 45.2 | 395.5 | 4,265.4 |
| Additions | - | - | - | - | 1,161.4 | 1,161.4 |
| Subsidiary acquisition | 3.6 | 40.0 | - | - | - | 43.6 |
| Reclassification | 27.6 | 1,041.4 | 74.7 | 22.5 | (7,099.9) | (6.3) |
| Termination/d isposa l |
(0.l) | (63.9) | (0.4) | (72.l) | - | (76.5) |
| Effect of movements in exchange rates | (0.7) | 2.6 | - | - | (4.2) | (2.3) |
| Cost at 31-12-2024 | 86.3 | 4,765.7 | 37.5 | 55.6 | 452.8 | 5,397.9 |
| Accumulated depreciation at 01-01-2024 | 14.4 | 1,103.6 | 5.4 | 25.2 | 1148.6 | |
| Depreciation for the period | 12.l | 326.8 | 5.2 | 9.2 | - | 353.3 |
| Reclassification | - | 3.9 | l.l | - | - | 5.0 |
| Termination/disposa l |
(0.1) | (58.l) | (0.3) | (11.9) | - | (70.4) |
| Modifications | - | - | - | - | - | - |
| Effect of movements in exchange rates | (0.3) | - | - | - | - | (0.3) |
| Accumulated depreciation at 31-12-2024 | 26.1 | 1,376.2 | 11.4 | 22.5 | 1,436.2 | |
| Impairment losses at 01-01-2024 | 1.6 | 0.3 | 1.9 | |||
| Impairment loss | - | 2.6 | - | - | - | 2.6 |
| Termination | - | (2.3) | - | - | - | (2.3) |
| Effect of movements in exchange rates | - | - | - | - | - | - |
| Impairment losses at 31-12-2024 | 1.9 | 0.3 | 2.2 | |||
| Carrying amount at 31-12-2024 | 60.2 | 3,387.6 | 26.1 | 33.1 | 452.5 | 3,959.5 |
14 Asset s unde r constructio n comprise m ainly not yet dep loyed APMs and m at erials for the productio n of APMs.
The table below presents a disaggregation of the right-of-use assets by class of underlying asset.
| Machinery and equipment |
i#MiiiA·U,iiild§I | ||||
|---|---|---|---|---|---|
| Cost at 01-01-2025 | 3,789.9 | 108.9 | 1,118.4 | 25.3 | 5,042.5 |
| New leases | 302.6 | 92.l | 36.3 | l.7 | 432.7 |
| Modifications | 189.7 | 50.l | 7.7 | 247.5 | |
| Renewals: indefinite period | 35.9 | 0.7 | 192.6 | 229.2 | |
| Subsidiary acquisition | 454.4 | 178.l | 152.4 | 784.9 | |
| Reclassification | 0.1 | (0.l) | |||
| Termination of a contract | (56.9) | (24.8) | (30.9) | (0.l) | (112.7) |
| Effect of movements in exchange rates | (19.6) | (ll.6) | (2.5) | (l.3) | (35.0) |
| Cost at 30-06-2025 | 4,696.0 | 215.5 | 1,499.7 | 177.9 | 6,589.1 |
| Accumulated depreciation at 01-01-2025 | 1,595.1 | 47.2 | 815.1 | 5.7 | 2,463.1 |
| Depreciation for the period | 382.8 | 51.6 | 208.7 | 2.1 | 645.2 |
| Modifications | |||||
| Reclassification | 0.1 | 6.5 | (0.l) | 6.5 | |
| Termination of a contract | r (ll.0) |
(l.7) | (17.6) | (30.3) | |
| Effect of movements in exchange rates | (2.7) | (4.5) | (0.l) | (7.3) | |
| Accumulated depreciation at 30-06-2025 | 1,964.2 | 92.7 | 1,012.6 | 7.7 | 3,077.2 |
| Impairment of assets at 01-01-2025 | |||||
| Impairment of assets at 30-06-2025 | |||||
| Carrying amount at 30-06-2025 | 2,731.8 | 122.8 | 487.1 | 170.2 | 3,511.9 |
| I lliffl -~-•,k 11 |
Machinery and e ui ment |
ltllllil·U,11411§1 | |||
|---|---|---|---|---|---|
| Cost at 01-01-2024 | 2,430.4 | 95.2 | 705.3 | 28.9 | 3,259.8 |
| New leases | 902.3 | 34.7 | 123.4 | 4.0 | 1,064.4 |
| Modifications | 171.4 | (2.6) | 11 4.2 | 283.0 | |
| Renewals: indefinite period | 161.4 | 174.8 | 336.2 | ||
| Subsidiary acquisition | 180.8 | 44.2 | 225.0 | ||
| Reclassification | 9.4 | (0.5) | (8.2) | (7.0) | (6.3) |
| Termination of a contract | (56.2) | (16.4) | (34.2) | (106.8) | |
| Effect of movements in exchange rates | (9.6) | (l.5) | (l.l) | (0.6) | (12.8) |
| Cost at 31-12-2024 | 3,789.9 | 108.9 | 1,118.4 | 25.3 | 5,042.5 |
| Accumulated depreciation at 01-01-2024 | 1,029.6 | 24.3 | 511.2 | 2.8 | 1,567.9 |
| Depreciation for the period | 619.8 | 37.4 | 330.l | 2.9 | 990.2 |
| Modifications | (l.7) | (0.9) | (0.6) | (3.2) | |
| Reclassification | (3.9) | (l.l) | (5.0) | ||
| Termination of a contract | (49.0) | (9.0) | (24.5) | (82.5) | |
| Effect of movements in exchange rates | (3.6) | (0.7) | (4.3) | ||
| Accumulated depreciation at 31-12-2024 | 1,595.1 | 47.2 | 815.1 | 5.7 | 2,463.1 |
| Impairment of assets at 01-01-2024 | 4.6 | 4.6 | |||
| Termination | 4.6 | 4.6 | |||
| Impairment of assets at 31-12-2024 | |||||
| Carrying amount at 31-12-2024 | 2,194.8 | 61.7 | 303.3 | 19.6 | 2,579.4 |
Leasing liabilities, along w ith an analysis of matu rity, are presented in the t able h ereunder:
| Balance as at I |
30-06-2025 I |
31-12-2024 |
|---|---|---|
| up to l year (current) | 1,108.0 | 974.8 |
| from l to 3 years (non-cu rrent) | 1,357.7 | 1,000.6 |
| from 3 to 5 years (non-current) | 509.0 | 362.l |
| more t han 5 years (non-current) | 488.9 | 357.9 |
| Total | 3,463.6 | 2,695.4 |
| Balance as at | I 30-06-2025 |
I 31-12-2024 |
|---|---|---|
| Insurance policies | 2.1 | |
| Prepaid serv ices | 2.6 | 6.9 |
| Prepayments for property, p lant and equ ip m ent and int ang ib le assets | 127.l | 38.7 |
| Non-current | 129.7 | 47.7 |
| Insurance policies | 15.2 | 7.0 |
| Prepaid services | 738.5 | 92.l |
| Current | 153.7 | 93.1 |
| Total other assets | 283.4 | 140.8 |
| Other receivables | 263.3 | |
|---|---|---|
| Total trade and other receivables | 2,233.2 | 1,955.7 |
| Balance as at | 30-06-2025 I I |
31-12-2024 |
|---|---|---|
| Trade receivables (gross) at amortised cost | 2,055.3 | 1,875.9 |
| Expect ed credit losses: indiv idual approach | (126.6) | (11 8.6) |
| Expected credit losses: a collective approach | -- (9.2) |
(4.9) |
| Total trade receivables | 1,919 .5 |
1,692.4 |
Set out hereunder is t he movement in the allow ance for expected cred it losses on trade receivables
based on a collective approach and ind ividua l approach:
| 30-06-2025 | 30-06-2024 | |
|---|---|---|
| Opening balance | 123.5 | 93.0 |
| Decrease: utilisation | - | - |
| Expected/ incurred credit losses recognised/(reversed), of w hich: | 12.l | 9.7 |
| Continued operations (impairment of trade receivables and other financial assets) |
72. 7 | 9.7 |
| Discontinued operations | - | - |
| Exchange rate d ifference | 0.2 | 0.2 |
| Closing balance | 135.8 | 102.9 |
The expected credit loss (portfolio approach) is calculated as the expected gross carrying amount of the financial asset at default date multiplied by expected credit loss rate, the product of probability of default index (PD) calculated for each ageing bucket and loss given default (LGD) index.
For the biggest individual clients (i.e. Allegro, Vinted), the Group calculates ECLs based on the individual client's credit rating. Expected credit loss for Allegro and Vinted (using an individual approach) was calculated based on their credit ratings. The amount of expected credit losses for these two clients was immaterial.
In addition, on top of ECL calculated in the collective approach, the detailed individual monitoring and assessment of the trade receivables is performed (individual approach), resulting in 700% expected credit loss allowance for the receivables:
Expected credit loss allowance based on the collective approach (excluding Allegro and Vinted):
| Estimated gross ca rry ing amount at default | 1,328.1 | ||
|---|---|---|---|
| Expected credit loss | 0.7 | 7.7 | 9.2 |
Expected credit loss allow ance based on collective approach (excluding Allegro and Vinted):
| Estimated gross ca rry ing amount at default | 961.0 | |||
|---|---|---|---|---|
| Expected credit loss | 0.6 | 0.4 | 3.9 | 4.9 |
The Group did not recognise credit loss on its biggest individual clients (Allegro and Vinted) in the current reporting period and in the previous reporting period.
| :f:'lr. | 11"11•;-,t | 11"11•-,1 |
|---|---|---|
| Rental deposits | 2.1 I I |
5.4 |
| Advance | 7.3 I I |
1.9 |
| Financial assets | 9.4 | 7.3 |
| Receivables from the State | 295.8 I I |
248.5 |
| Other | 8.s I I |
7.5 |
| Non-financial assets | 304.3 | 256.0 |
| Total other receivables | 313.7 | 263.3 |
| Including cash in VAT accounts (restricted) | 70.7 | |
|---|---|---|
| Total cash | 885.4 | 772.3 |
| Including in currency: | 400.0 | 290.0 |
| Cash in EUR, converted to PLN | 182.5 | 92.0 |
| Cash in GBP, converted to PLN | 212.9 | 196.0 |
| Cash in USD, converted to PLN | 4.6 | 2.0 |
Cash is measured at amortised cost including an impairment loss determined in accordance w ith the expected credit loss model. The Management of the Group has assessed that the provision for expected credit losses related to cash and cash equivalents would not be material in any oft he periods presented. The whole cash balance is classified to Stage l of the impairment model (i.e. the financial instruments that have not had a significant increase in credit risk since initial recognition or that have low credit risk at the reporting date).
| Rating | Amount as at | ||||
|---|---|---|---|---|---|
| Fitch Ratings | Moody's Investors Service |
30-06-2025 | Amount as at 31-12-2024 |
||
| Bankl | AAA | baal | 512.7 | 17.2 | |
| Bank2 | A+ | not available | 40.8 | 397.6 | |
| Bank3 | AA- | not available | 22.5 | 4.0 | |
| Bank4 | BBB | baa2 | 85.0 | 80.3 | |
| Banks | A+ | A3 | 172.2 | 202.5 | |
| Bank6 | A- | A3 | 22.l | 36.l | |
| Bank7 | AA | baa2 | 6.9 | 7.5 | |
| Banks | BBB- | Baa2 | l.2 | 3.9 | |
| Bank9 | A- | A2 | 0.8 | 3.0 | |
| Bankl0 | not avai lable | not avai lable | 0.1 | 0.1 | |
| Bankll | not avai lable | Al | 20.8 | 20.0 | |
| Bank 12 | not avai lable | not avai lable | 0.2 | - | |
| Total cash in bank | 885.3 | 7721 | |||
| Cash at hand | 0.1 | 0.2 | |||
| Total cash in bank and at hand | 885.4 | 772.3 |
| Balance as at | 30-06-2025 I I |
31-12-2024 |
|---|---|---|
| Borrowings | 1,746.6 | 268.4 |
| Bonds | 41.2 | 41.7 |
| Borrowings secured by fixed assets | 8.2 | 10.8 |
| Total current liabilities | 1,796.0 | 320.9 |
| Borrowings | 1,456.3 | 2,167.2 |
| Bonds | 2,561.6 | 2,572.7 |
| Total non-current liabilities | 4,017.9 | 4,739.9 |
| Total | 5,813.9 | 5,060.8 |
Short term borrowings consist of accrued interest and revolving facilities.
Most of borrowings are paid as a lump sum on the due date.
| I• ■••• • • | 11••••1••1. lisR:l |
~ Ill •II 1.: • |
lWI.• • .1a1ii[ | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Term facility | Senior Facility Agreement dated 03-03-2025; Novation Agreement to the IPO Facilities Agreement dated 25-07- 2027 |
Not specified | n/a | W ISOR 6M + 7.5% |
PLN 7,500.0 m |
PLN 1,489.9 m | ||||
| W | IBORlM + 7.5% |
PLN 435.8 m |
PLN 435.8 m | |||||||
| SONIA | GBP | PLN 483.3 m | Financial covenant under the senior facilities t o maintain a maximum leverage ratio of 4.25x n definitions in calculated based o the agreement |
|||||||
| + 7.5% | 95.0 m | (GBP97.6 m) | 10-03-2030 | |||||||
| Banks15 | Revolving facility |
PLN | WIBOR3M + 7.5% |
PLN 100.0m |
PLN 145.3 m | |||||
| EURIBOR | EUR | PLN 148.5 m | ||||||||
| + 7.5% | 35.0 m | (EUR 35.0 m) | ||||||||
| W ISOR 6M + 7.5% |
PLN 450.0 m |
PLN 465.l m | ||||||||
| Term loan | GBP | RBS | Debt refinancing | SONIA + 7.7% |
GBP7.0 m | PLN 35.0 m (GBP7.l m) |
22-07-2025 | None | ||
| Sen ior Unsecured Notes |
EUR | reement Ag dated 24-06-2021; Purchase Agreement |
As part of the ing for the financ acquisition of Mondial Relay SAS |
BB/Ba2 | 2.25% | EUR 490.0 m |
PLN 2.086.0 m (EUR 497.8 m) |
15-07-2027 | ill contain customary The Notes w covenants for this type of ith the size of baskets financing, w to be adjusted t o reflect the Issuer's needs and the market conditions at the time of pricing |
|
| Senior Secured Bonds |
PLN | Agreement dated 17-05-2021; lnPost 's Polish bond programme |
As part of the ing for the financ acquisition of Mondial Relay SAS and general corporate purposes |
Ba2 | W ISOR 6M +2.5% |
PLN 500.0 m |
PLN 516.8 m | 29-07-2027 | Consolidated Net Leverage Ratio max. 4.25x |
On 3 March, 2025, lnPost SA refinanced its existing facility loans. More details are presented in note 2.
15 Bank Handlowyw Warszawie SA, Bank Pekao SA, BNP Paribas Bank Polski SA, JPMorg an AG, mBank SA, PKO BP SA, Barc lays Bank Ireland PLC, Erste Group Bank AG, ING Bank Sl<jski SA, Credit Agricole Bank Po lska SA, Sa ntander Bank Polska SA, UniCredit S.pA, Industrial And Commerc ial Bank of China (Europe) SA, Bank Millenium SA, Bank of China (Europe) SA, The Roya l Bank of Scotland Pie, Alier Bank SA - Term Facility.
| ~II The table hereunder shows the det ails of borrowings in 2024: |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| "'•l T: •.lL--41 II | - 11·- |
· - -- II ~· |
I• ■••• • . - II |
· II II |
. ~ |
~ 1:i • 1a·a11i11";:ll II |
II .,, |
- 1•11 •IeJ.;liif"• |
. II |
|
| Banks16 | Term ility fac |
PLN | Agreement of 25-01-2021 IPO Facilit ies Ag reement |
Not specified | n/a | W ISOR l M + 2% |
PLN 1,950.0 m |
PLN 1,971.7 m | Financial covenant under t he ior fac o mainta sen ilit ies t in a m leverage ratio of maxim u lcu lated based on 4.25x ca definitions in t he agreement |
|
| W ISOR l M + 2% |
PLN 63.2 m | PLN 63.2 m | ||||||||
| ing Revolv ity fac il |
SONIA 6M + 2% |
GBP 43.0 m | PLN 228.6 m (G BP44.4 m) |
28-01-2026 | ||||||
| W ISOR M + l.5% l |
PLN 100.0 m | PLN 100.4 m | ||||||||
| Term loa n |
GBP | RBS | Debt refi na nc ing |
SONIA + l.7% |
GBP 14.0 m |
PLN 71.7 m (G BP 13.9 m) |
22-07-2025 | |||
| Senior Unsecured Not es |
R EU |
Agreement dat ed 24-06-2021; Pu rchase Ag reement |
As part of the ing for the fin anc acq uisit io n of Mond ial Relay SAS |
BB/Ba2 | 2.25% | R 490.0 m EU |
PLN 2.097.9 m R 490.9 m (EU ) |
15-07-2027 | ill contain The Not es w omary covenant s for this cust ith t type of financ ing, w he size o be adjust of basket ed t s t o reflect the Issuer's needs and the market cond ns at the itio ime of p ing t ric |
|
| Sen io r Secured Bonds |
PLN | Ag reement dat ed ll-05-2021; In Post's lish bond Po ramme prog |
As part of the nancing for t fi he acq uisitio n of Mond ial Relay SAS and general corporat rposes e pu |
Ba2 | W ISOR 6M +2.5% |
PLN 500.0 m | PLN 51 6.5 m |
29-07-2027 | Consolidat ed Net Leverage Ratio max. 4.25x |
Grou p is obliged t o comply w it h covena nts twice a yea r, o n 30 June and 37 December.
Collatera ls for borrowing are presented in note 30.3.
The covenants for t he above-mentioned borrowings were complied with during t he reporting period ended 30 June, 2025 and 37 December, 2024.
16Bank Handlow y w W arszawie SA, Bank Pekao SA, BNP Paribas Bank Polsk i SA, Goldman Sac hs Bank Euro pe SE, JPMo rgan AG, mBank SA, PKO BP SA, Barclays Bank Ire land PLC, DNB Bank Polska SA, Erst e Group Bank AG, ING Bank Sl<jsk i SA, Cred it Agricole Bank Polska SA - Term Fac ility.
| 30-06-2025 | Borrowings | r L~-~-~~ ia 1 1 ies |
Other financial instruments |
|---|---|---|---|
| Amount at the beginning of period | 5,060.8 | 2,695.4 | |
| Proceeds from borrowings | 3,105.8 | - | - |
| Payment of principal portion of the lease liability | - | (630.8) | - |
| Repayment of borrowings | (2,374.3) | - | (143.3) |
| Repayment of interest | (114.6) | (60.3) | - |
| Repayment of commission on borrowings | (3.0) | - | - |
| Total changes from financing cash flows | 613.9 | (691.1) | (143.3) |
| Lease additions: new leases and renewals for indefinite period |
- | 661.9 | - |
| Subsidiary acquisition | - | 650.6 | 143.3 |
| Interest cost | 141.4 | 62.5 | - |
| Contract termination | - | 117.5 | - |
| Va luation | - | - | 23.0 |
| Effect of changes in foreign exchange rates | (2.2) | (33.l) | - |
| Total liability-related other changes | 139.2 | 1,459.4 | 166.3 |
| Amount at the end of the period | 5,813.9 | 3,463.7 | 23.0 |
Other financial instruments include the movement in liabilities from factoring of the Judge Logistics
Limited, which were paid as of 30 June, 2025 and the va luation of financial instruments.
| 30-06-2024 | Borrowings | Lease liabilities |
|---|---|---|
| Amount at the beginning of the period | 4,856.8 | 1,791.6 |
| Proceeds from borrowings | 39.4 | - |
| Payment of principa l portion of the lease liability | - | (429.6) |
| Repayment of borrowings | (6.8) | - |
| Repayment of interest | (130.3) | (40.5) |
| Repayment of commission on borrowings | (1.9) | - |
| Total changes from financing cash flows | -- (99.6) |
(470.1) |
| Lease additions: new leases and renewals for indefinite period | - | 678.7 |
| Interest cost | 133.6 | 40.5 |
| Contract termination | - | (3.6) |
| Effect of changes in foreign exchange rates | (ll.3) | (5.7) |
| Total liability-related other changes | -- 122.3 |
709.9 |
| Amount at the end of the period | 4,879.5 | 2,031.4 |
| Defined benefit plan |
Performance Bonuses and Cash Bonus Plan |
Provision for holidays and b onuses |
Total | |
|---|---|---|---|---|
| Balance as at 31-12-2024 | 7.1 | 30.6 | 133.5 | 171.2 |
| Recognition/creation | 0.6 | 116.4 | 45.4 | 162.4 |
| Subsidiary acquisition | l.9 | 0.7 | - | 2.6 |
| Utilisation | - | (30.6) | (133.5) | (164.l) |
| Effect of movements in exchange rates | -- (0.1) |
- | (0.1) - |
(0.2) |
| --- Balance as at 30-06-2025 |
9.5 | --- 117.1 |
45.3 | 171.9 |
| -2024 for the period of 6 months ended on 30 June, 2025 (in millions PLN) |
||||
|---|---|---|---|---|
| Short term | ||||
| Post-mortem severance | 0.1 | - | 0.9 | 0.1 |
| Retirement benefit | 9.0 | 0.4 | 6.1 | - |
| Unused holiday provisions and bonuses | - | 45.3 | 2.5 | 131.0 |
| Performance bonuses | 2.9 | 96.7 | - | 20.7 |
| Cash Bonus Plan | - | 17.5 | 2.5 | 7.4 |
| Total | 12.0 | 159.9 | 12.0 | 159.2 |
| Restru~t~mng prov1s1on |
Asset retirement obligation |
Other | Total | |
|---|---|---|---|---|
| Balance as at 31-12-2024 | 7.5 | 7.5 | ||
| Recognition/creation | 22.8 | - | 9.6 | 32.4 |
| Subsidiary acqu isition | 3.0 | 134.2 | 13.0 | 150.2 |
| Reversal | - | - | (0.4) | (0.4) |
| Utilisation | (1.2) | - | (7.6) | (8.8) |
| Effect of movements in exchange rates | - | (0.9) | (0.1) | (1.0) |
| Balance as at 30-06-2025 | 24.6 | 133.3 | 22.0 | 179.9 |
On 19 November, 2024 one of the shareholders (PPF Group) and the CEO of Group have entered into earn-out agreement setting out the rules of incentives for the CEO resulting from any potential exit from the investment in lnPost SA shares by PPF Group. The earnout is triggered on ly if PPF Group realizes at exit more than 2x of the PPF Group's entry costs. Considering the fact that Exit by PPF is assessed as probable, the va lue of the grant w ill be recogn ised over the period of 66 months (until agreement expires) as cost of additiona l services received by the Group from the CEO on one hand and as equity increase received from the shareholder on the other.
| Expense arising from Earn-out agreement | ||
|---|---|---|
| Total expense | 32.l | 10.7 |
Model of shares valuation of the Management Incentive Plan ("MIP") did not change in 2025 in comparison to the year 2024. No new shares were granted during the year 2025.
The following table presents the number and change in MIP Shares during the year:
| 30-06-2025 | 31-12-2024 | |
|---|---|---|
| MIP shares granted | MIP shares granted | |
| Outstanding as at 1 January | 527,380 | 1,054,759 |
| Granted during the year | - | - |
| Forfeited during the year | - | - |
| Exercised during the year | - | 527,379 |
| Expired during the year | - | - |
| Outstanding but not exercisable as at the end of the period |
527,380 | 527,380 |
| period | |||
|---|---|---|---|
| The expense recognised during the year is as follows: | ~ | ||
| ~·••a1+t_,.,.a1+e- | |||
| 2.2 | |||
| --------------~-------- Total expense |
1.1 | _ 2.2 |
The conditions for the Long term Incentive Plan ("LTIP") realisation are based on a three-year performance period (from grant date). As of 30 June, 2025, the assumption is that no Managers will leave the Group before the shares vest. The shares that will vest under the plan will not have an exercise price.
During the Annual General Meeting of Shareholders dated 19 May, 2022, it was decided that shares granted will be purchased from the Market by In Post S.A. or its subsidiaries when the programme is settled. The granted shares value is calculated as the average price of In Post. S.A. shares on Euronext stock exchange over the 60 days period prior to granting.
LTIP granted in 2022 was settled in June 2025; entitled employees received 2,047,613 shares with a value of EUR 13.80 per share at settlement date. Shares did not and will not have an exercise price. L TIP was settled using the Treasury shares.
The following table presents the number and change in LTIP Shares during the year:
| 30-06-2025 | 31-12-2024 | |
|---|---|---|
| LTIP shares granted | LTIP shares granted | |
| Outstanding as at 1 January | 4,637,282 | 2,966,663 |
| Granted during the year | 292,580 | 726,774 |
| Forfeited during the year | - | - |
| Exercised during the year | 2,047,613 | 430,577 |
| Expired during the year | 785,478 | 42,033 |
| Unvested during year | - | - |
| Performance adjustment | 574,848 | 7,476,575 |
| Outstanding but not exercisable as at the end of the period |
2,671,679 | 4,637,282 |
The expense recog nised during the year is as follows:
| I 30-06-2025 |
I 30-06-2024 |
|
|---|---|---|
| LTIP 2021 | - | 3.2 |
| LTIP 2022 | 6.5 | 21.0 |
| LTIP 2023 | 22.4 | 6.8 |
| LTIP 2024 | 7.5 | 2.5 |
| LTIP 2025 | l.O | - |
| Total expense | 37.4 | 33.5 |
On 75 May, 2025, a new remuneration policy was adopted. With changes in the policy, it was decided that annual performance bonuses, previously partially paid in shares w ill be paid fully either in cash or in shares, based on employee decision. Therefore, the Group has decided to stop recog nizing this programme as equity-settled share-based payments and instead use split accounting. Group has compared fair va lue of payment in shares and payment in cash, as there is no material difference between those two the cost is credited to liability and no equity component was recognised, Performance Bonuses for the yea r 2024 were settled in April 2025; entitled employees received 768,277 shares w ith a va lue of EUR 14.42 per share at settlement date. Shares did not have an exercise price. Performance bonuses were settled using the Treasury shares. As at 30 June, 2025, the liability related to performance bonuses amounted to PLN 23.8 m .
The following table presents the number and change in Performance Bonus Shares during the year:
| 30-06-2025 | 31-12-2024 | |
|---|---|---|
| Performance bonus shares granted |
||
| Outstanding as at l January | 183,783 | 195,627 |
| Granted during the year | - | 183,783 |
| Forfeited during the yea r | - | - |
| Exercised during the year | 168,211 | 190,944 |
| - Expired during the year |
15,572 | 4,683 |
| Outstanding but not exercisable at the end of the period |
183,783 |
| Expense arising from performance bonuses paid in shares |
4.4 | |
|---|---|---|
| Total expense | 1.1 | 4.4 |
New ly hired senior managers are entitled t o Restricted Stock Units ("RSU"). The programme was introduced in June 2024, settlement terms are agreed individually (between one month and three yea rs). As of 30 June 2025, the assumption is that no managers w ill leave the Group before the shares vest. The shares that will vest under the plan will not have an exercise price. Restricted Stock Units are
settled using treasury shares.
The following table presents the number and change in RSU shares during the year:
| 30-06-2025 | 31-12-2024 | |
|---|---|---|
| RSU shares granted | RSU shares granted | |
| Outstanding at 1 January | 89,450 | |
| Granted during the year | 1,924 | 136,301 |
| Exercised during the year | 38,371 | 29,401 |
| Expired during the year | 17,450 | |
| Outstanding but not exercisable at the end of the period |
53,003 | 89,450 |
| Expired during the year | 17,450 | ||
|---|---|---|---|
| Outstanding but not exercisable at the end of the period |
53,003 | 89,450 | |
| ~ The expense recognised during the year is as follows: |
~ | ||
| ~ | |||
| ~~~~~ ~•i•t#l- f |
u | ~~~~ ~ ilfil ll |
|
| Total expense | ----------------~------ | 1.2 | _____ 3.9 |
| Balance as at | I 30-06-2025 |
I 31-12-2024 |
|---|---|---|
| Payroll liabilities | 95.9 | 76.5 |
| Liabilities to the state | 149.2 | 139.2 |
| Total current other liabilities (non-financial liabilities) | 245.1 | 215.7 |
| Trade payables (to third parties) | 1,798.7 | 1,501.1 | |
|---|---|---|---|
| Contract liability (prepaids) | 32.2 | 21.3 | |
| Liabilities from the settlem ent of the cash-on-delivery option | 32.4 | 24.4 | |
| Investment liabilities | 56.0 | 78.7 | |
| Other | 38.l | 46.4 | |
| Other payables | 158.7 | 170.8 | |
| Total trade and other liabilities (financial liabilities) | 1,957.4 | 1,671.9 |
| Financial assets measured at fair value through profit or loss | |||||
|---|---|---|---|---|---|
| Sho rt t erm financ ial asset s: IRS | Sig nifica nt o bservable inputs (Level 2) |
- | 17.8 | - | 17.8 |
| Sho rt t erm financ ial asset s: VPPA | Sig nifica nt o bserva ble in puts {Level 2) |
- | 0.5 | - | 0.5 |
| Lo ng t erm financ ial asset s: converti b le loa ns |
Sig nifica nt observable in puts {Level 3) |
- | 128.7 | - | 128.7 |
| Financial assets not measured at fair value | |||||
| Short t erm financ ial asset s: loa ns | Sig nifica nt observable inputs (Level 3) |
58.l | 58.l | ||
| f air . va I ue F" . I I' b'I' . inanc1a 1a 1 1t1es not measure d at |
|||||
| Short term other financial liabilities | j | ||||
| Sho rt t erm financ ial liabilities: IRS | Sig nifica nt o bservable inputs (Level 2) |
21.9 | - | 21.9 | - |
| Sho rt t erm financ ial liabilities: VPPA | Sig nifica nt o bservable in puts (Level 2) |
l.l | - | l.l | - |
| 1 Short term borrowings |
|||||
| Fixed-rat e borrowings | Sig nifica nt o bservable in puts (Level 2) |
21.4 | 47.l | 21.4 | 47.l |
| Long term borrowings | |||||
| Fixed-rate borrowings | Sig nificant observable in puts {Level 2) |
1,905.2 | 1,865.0 | 2,064.6 | 2,050.8 |
| Category under IFRS 9 | Carrying amount | |||
|---|---|---|---|---|
| 31-12-2024 | ||||
| Financial assets not measured at fair value through profit or loss | ||||
| Trade receivables | at amort ised cost | 1,919.6 | 1,692.4 | |
| Other receivables: current | at amortised cost | 4.5 | 4.5 | |
| Other receivables: non-current | at amortised cost | 44.2 | 44.l | |
| Cash and cash equ iva lents | at amortised cost | 885.4 | 772.3 | |
| Short term fi na nc ial assets: borrowings - |
at amortised cost | - | 58.l | |
| Financial assets measured at fair value through profit or loss | ||||
| Sho rt t erm financ ial asset s: IRS | at fair va lue throug h p rofit and loss | - | 17.8 | |
| Sho rt t erm financia l asset s: VPPA | at fair va lue throug h p rofit and loss | - | 0.5 | |
| Lo ng t erm fin anc ial assets: lo ng t erm loan | at fair va lue through p rofit and loss | - | 128.7 | |
| Total financial assets | 2,853.7 | 2,718.4 |
| Carrying amount | ||||
|---|---|---|---|---|
| Category under IFRS 9 | 31-12-2024 | |||
| Financial liabilities not measured at fair value | ||||
| Current borrowings | at amortised cost | 1,796.0 | 320.9 | |
| Non-current borrowings | at amortised cost | 4,017.9 | 4,739.9 | |
| Trade and other payables | at amortised cost | 1,925.2 | 1,650.6 | |
| Long term lease liabilities | outside of the scope of I FRS 9 | 2,355.6 | 1,720.6 | |
| Short term liabilities | outside of the scope of I FRS 9 1,108.0 |
974.8 | ||
| Financial liabilities measured at fair value through profit or loss | ||||
| Short term financial liabilities: IRS | at fair va lue through profit and loss | 21.9 | ||
| Short term financial liabilities: VPPA | at fair va lue through profit and loss | l.l | ||
| Total financial liabilities | 11,225.7 | 9,406.8 |
As at 30 June, 2025, the total amount of granted bank guarantees on behalf of the companies from the Group amounted to PLN 770.9 m (as at 30 June, 2024 amounted to PLN 757.4 m). Bank guarantees are a collateral for the obligations from contracts signed by the Group. They relate to warehouse rental agreements and to contracts w ith key customers.
Yodel Delivery Network Limited ("Yodel") has brought claims its former ownership and related parties, including Jacob Corlett and Shift Global Holdings Limited (the "Shift Claim") for the recovery of funds al leged ly misappropriated from Yodel, as well as the breach of director's duties owed by Mr Corlett. In add ition, the former ownership of Yodel and related parties, has filed claims (the "Additional Claims") against Yodel and others, for, amongst other things, sums relating to software and consu ltancy services and the repayment of a loan, that were allegedly provided to YodelFurthermore, YDLGP Limited and Corja Holdings Limited {"Corja"), are claiming specific performance and damages against Judge Logistics Limited ("JLL"), the current parent company of Yodel, for its alleged failure to grant Corja the right to subscribe to 70% of the shares in JLL. The formal legal proceedings of the Shift Claim and the Additional Claims have been stayed (i.e. paused) pending the expedited trial and resolution of the Warrant Claim (see below).
Separately to the above, in January 2025 (and after Yodel was sold to JLL on 27 June, 2024), Shift and Corja claimed to be entitled to have large numbers of shares in Yodel allotted to them as a result of their exercise of options granted by a warrant instrument dated 77 June, 2024, and therefore granting them the majority ownership of Yodel, alongside JLL (of wh ich lnPost UK Limited is the majority owner) (the "Warrant Claim"). However, Yodel firstly disputes the authenticity of the warrant instrument and secondly maintains that, even if it was executed as claimed, the warrants for which it provided were never enforceable and anyway wou ld have lapsed before they were exercised. In June 2025, Shift and Corja also sought injunctive relief, to prevent In Post UK Limited, taking certain
actions in respect of Yodel pending resolution of the Warrant Claim. The High Court refused and therefore dismissed this application. Shift and Corja were granted permission to appeal the High Court's decision, however, their appeal was heard and dismissed again by the Court of Appeal on 37 July, 2025. The hearing of the Warrant Claim is listed for a 7-day trial in a 5-day window, beginning on 27 October, 2025.
The Management Board has conducted legal due diligence before the acquisition of Judge Logistics Limited, and they remain confident of the legal position of Yodel and J LL with respect to the abovementioned claims.
| 500,000,000 | 500,000,000 | ||||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Number of treasury shares as at 1 January | 2,313,318 | 182,500 | |||
| Acquisition of treasury shares | 450,000 | 2,800,000 | |||
| Treasury shares delivered | (2,254,795) | (669,782) | |||
| Number of treasury shares at the period end | 509,123 | 2,313,318 |
As at 30 June, 2025, In Post SA and its subsidiaries held 509,723 treasury shares, which will be used for the settlement of share-based programmes in the future.
With regard to the assessment of financial risk management, there are no significant changes to the information disclosed in the annual consolidated financial statements of the Group for 2024. As of 30 June, 2025 and 37 December, 2024 short term liabilities are higher than current assets due to the fact that lease liabilities are split between short term and long term whereas corresponding Right of Use assets are presented in total as non-current assets. In addition, the Group has RCF facility that despite being due on 28 January, 2037 is presented as short term due to its nature (revolving facility).
The services rendered to the Group by related parties (Key Management personnel) consist of the following: management, quality control, marketing, distribution, advertising, legal or consulting.
All related-party transactions were made on terms equivalent to those that prevail in arm's-length transactions. All transactions with related parties (Key Management personnel) are part of remuneration subject to agreements between Key Management personnel and the Supervisory Board.
As at 30 June, 2025, the amount of outstanding balances of receivables and liabilities from related parties (Key Management personnel) amounted to nil.
| Entity's name (Key Management personnel) | Transactions | ||
|---|---|---|---|
| Period of 6 months ended on 30-06-2024 |
|||
| Purchases | |||
| F.H. Feniks Rafa! Brzoska | 0.8 | 0.8 | |
| FINSTRAT Adam Aleksandrow icz | - | 0 .4 | |
| FRANCISCO VAN ENGE LEN SOUSA | 0.8 | 0 .4 | |
| Total | 1.6 | 1.6 |
| . | |||||
|---|---|---|---|---|---|
| . . | Period of 6 months ended 30-06-2024 |
• • • • |
• • • • |
||
| Menzies Distribution Solutions Group Limited (before: M HOLDCO 2 Limited) and its subsidiaries | |||||
| Receivables | 0.2 | ||||
| Revenues | 0 .4 | ||||
| Operational costs | 6.9 | ||||
| Menzies Distribution Group Limited and its subsidiaries | |||||
| Liabilities | 36.8 | ||||
| Operational costs | 160.3 |
The Group has not recorded any other transactions and balances with related parties other than those specified hereinabove and in note 33.l.
The valuation of the shares in Assoc iates is in note 14.
| Period of 6 months ended on 30-06-2025 |
I Period of 6 months ended on 30-06-2024 |
|
|---|---|---|
| Management Board, of which: | 51.2 | 15.0 |
| Short term employee benefits | 6.5 | 5.3 |
| Share-based compensation | 44. 7 | 9. 7 |
| Supervisory Board, of which: | 1.4 | 1.5 |
| Short term employee benefits | 7.4 | 7.5 |
| Total key personnel remuneration | 52.6 | 16.5 |
On 24 July, 2025, In Post sp. z o.o. sent to The Court of Arbitration at the Polish Chamber of Commerce (Warsaw ) the submission of the notice of arbitration. Dispute arising out of a claim by In Post sp. z o.o., with its registered office in Krakow , against Allegro sp. z o.o., w ith its registered office in Poznar\ for pay ment of a contractual penalty for breach of the agreement binding the parties. Amount in
controversy (at least): PLN 98.7 m. The case was assigned the "SA 55/25" reference number. The arbitration application fee totalled PLN 7.6 m. Expected conclusion of proceedings is in the third or fourth quarter of 2026. The award will be final (no appeal procedure is provided for).
On 25 July, 2025, In Post sp. z o.o. received notification from the Office of Competition and Consumer Protection ("UOKiK") of proceedings initiated by UOKiK decision No. RBG-47/2025, dated 23 July, 2025. The proceedings concern potential violations of consumer collective interests related to lnPost's marketing of the ecological characteristics of its Paczkomat® devices and related carbon footprint information. The management of the Group cannot currently assess the potential financial impact of these proceedings.
On 9 July, 2025, the Group acquired 700% of share capital and voting rights in Sending - a familyowned parcel delivery and order fulfillment company in Spain. The acquisition aims to strengthen Group logistics capabilities in the Iberian market. The purchase price amounted to EUR 22.0 m - all paid in cash.
Latest financial Information available for the Sending Transporte Urgente y Logfstica prepared in accordance w ith Spanish GAAP is presented below:
| Assets (mEUR) | 31 December, 2024 |
|---|---|
| Intangible asset s | 2.2 |
| Pro perty , plant, and equipment | 5.1 |
| Financ ial Asset s | 0 .6 |
| Trade and other receivables | 17.0 |
| Cash and cash equivalents | 0 .9 |
| Total Assets | 25.8 |
| Liabilities (mEUR) | |
| Borrowings | l.3 |
| Trad e and other liabilities | 10.3 |
| Short t erm other liabilities | 0 .1 |
| Total Liabilities | 11.7 |
| 14.1 |
In August, Group acquired a minority stake in Bloq.it - a company specializing in battery-powered APMs - which will help accelerate the scalability of Group network. Group acquired 70% minority stake for EUR 77.0 m. Investment will allow deployment of the new APM units which require no infrastructure or solar panels, enabling deployment in previously inaccessible urban locations. The plan includes deploying approximately 2,000 new type lockers by the end of 2025 and 20,000 within the next five years.
Luxembourg, l September, 2025

President Vice President Vice President of the Management Board of the Management Board of the Management Board
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