Interim / Quarterly Report • Aug 29, 2025
Interim / Quarterly Report
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| 1 | Interim condensed consolidated financial statements 2 | ||
|---|---|---|---|
| 1.1 | Condensed consolidated financial statements 2 | ||
| 1.1.1 | Condensed consolidated income statement 2 | ||
| 1.1.2 | Earnings per share 3 | ||
| 1.1.3 | Condensed consolidated statement of comprehensive income 4 | ||
| 1.1.4 | Condensed consolidated statement of financial position 5 | ||
| 1.1.5 | Condensed consolidated cash flow statement 6 | ||
| 1.1.6 | Condensed statement of changes in shareholders' equity 7 | ||
| 1.2 | Notes to the condensed consolidated financial statements for the half-year ending 30 June 2025 8 | ||
| 1.2.1 | Summary of significant accounting policies 8 | ||
| 1.2.2 | Changes in scope of consolidation 9 | ||
| 1.2.3 | Condensed consolidated income statement 9 | ||
| 1.2.4 | Condensed consolidated statement of financial position 11 | ||
| 1.2.5 | Miscellaneous 14 | ||
| 2 | Management report on the interim condensed consolidated financial statements17 | ||
| 3 | Declaration by the responsible officers17 | ||
| 4 | Glossary 18 |
The interim condensed consolidated financial statements have been authorised for issue by the Board of Directors on 28 August 2025. They have been prepared in accordance with IFRS accounting policies, details of which are given below.
| in thousand EUR | ||
|---|---|---|
| H1 2024 | H1 2025 | |
| Sales | 298,614 | 335,200 |
| Cost of sales | (244,489) | (277,856) |
| Gross profit | 54,125 | 57,344 |
| General and administrative expenses * | (23,214) | (23,099) |
| Sales and marketing expenses | (14,749) | (16,415) |
| Research and development expenses | (2,734) | (2,326) |
| Impairment of goodwill, intangible and tangible assets | 0 | (245) |
| Other operating revenues | 2,544 | 3,339 |
| Other operating expenses * | (9,401) | (9,935) |
| Income from associates | 0 | 0 ¹ |
| Operating profit (loss) | 6,570 | 8,664 |
| Interest income | 2,686 | 1,152 |
| Interest expenses | (828) | (984) |
| Other financial income | 1,264 | 658 |
| Other financial expenses | (887) | (2,467) |
| Financial result | 2,236 | (1,641) |
| Income from other associates | 7,748 | 0 ¹ |
| Impairment other associates | (7,748) | (11,524) |
| Change in fair value of option structures | 0 | 0 |
| Result of the period before taxes | 8,805 | (4,502) |
| Income taxes | (4,266) | (1,333) |
| Result of the period after taxes - continuing operations | 4,539 | (5,835) |
| Result of discontinued operations | 2,002 | 5,540 |
| Result of the period after taxes - continuing and discontinued operations | 6,542 | (294) |
| of which share of the Group | 6,617 | (292) |
| of which non-controlling interests | (75) | (2) |
* Compared to the Interim report 2024, the amortizations/depreciations on purchase price allocations as a result of acquisitions have been reclassified from General and administrative expenses to other operating expenses.
1 Income from other associates: income from associates not considered as being part of the Group's core business are not integrated in Operating profit (loss); i.e. Ascorium Holding GmbH (formerly TEMDA2).
| H1 2024 | H1 2025 | |
|---|---|---|
| Number of shares outstanding (including treasury shares) | 56,498,420 | 56,680,920 |
| Weighted average number of shares outstanding (before dilution effect) | 55,955,197 | 55,984,843 |
| Weighted average number of shares outstanding (after dilution effect) | 56,377,903 | 56,229,980 |
| in EUR | ||
| Earnings per share | ||
| Earnings per share - continuing operations | 0.08 | (0.10) |
| Earnings per share - discontinued operations | 0.04 | 0.10 |
| Earnings per share of continuing and discontinued operations | 0.12 | (0.01) |
| Earnings per share from continuing operations | ||
| Earnings per share from continuing operations - Basic | 0.08 | (0.10) |
| Earnings per share from continuing operations - Diluted | 0.08 | (0.10) |
| Earnings per share from discontinued operations | ||
| Earnings per share from discontinued operations - Basic | 0.04 | 0.10 |
| Earnings per share from discontinued operations - Diluted | 0.04 | 0.10 |
| Net book value | 7.88 | 7.52 |
The basic earnings per share are calculated on the basis of the weighted average number of shares outstanding during the period.
The diluted earnings per share are calculated on the basis of the weighted average number of shares outstanding during the period, adjusted for dilutive subscription rights.
| in thousand EUR | ||
|---|---|---|
| H1 2024 | H1 2025 | |
| Result for the period after taxes | 6,542 | (294) |
| Other comprehensive income | ||
| Actuarial gains (losses) on employee benefits recognised in equity | 1,073 | (536) |
| Deferred taxes on actuarial gains (losses) on employee benefits | 14 | (19) |
| Currency translation differences that will not subsequently be recycled to profit and loss | 1 | 7 |
| Share in other comprehensive income in joint ventures & associates that will not subsequently be recycled to profit and loss |
0 | 0 |
| Items that will not subsequently be recycled to profit and loss | 1,088 | (547) |
| Hedging reserves | 0 | 0 |
| Currency translation differences that subsequently may be recycled to profit and loss | 1,181 | (1,615) |
| Foreign currency translation reserve difference recycled in the income statement | 0 | (0) |
| Deferred taxes on retained earnings | 0 | (0) |
| Share in other comprehensive income in joint ventures & associates that subsequently may be recycled to profit and loss |
0 | 0 |
| Items that subsequently may be recycled to profit and loss | 1,181 | (1,615) |
| Other comprehensive income net of tax | 2,269 | (2,163) |
| Total comprehensive income for the period | 8,811 | (2,457) |
| Total comprehensive income for the period | 8,811 | (2,457) |
| Total comprehensive income for the period attributable to the owners of the parent | 8,886 | (2,455) |
| Total comprehensive income for the period attributable to non-controlling interests | (75) | (2) |
| Total comprehensive income for the period attributable to the owners of the parent | 8,886 | (2,455) |
| Total comprehensive income for the period attributable to the owners of the parent - Continuing operations | 6,884 | (7,995) |
| Total comprehensive income for the period attributable to the owners of the parent - Discontinued operations | 2,002 | 5,540 |
| 1.1.4 | Condensed consolidated statement of financial position | |
|---|---|---|
| ------- | -------------------------------------------------------- | -- |
| in thousand EUR | ||
|---|---|---|
| 31 DEC 2024 | 30 JUN 2025 | |
| Intangible assets | 76,549 | 73,766 |
| Goodwill | 76,467 | 76,467 |
| Property, plant & equipment | 160,763 | 159,499 |
| Right-of-use assets | 39,903 | 36,405 |
| Non-current receivables | 13,795 | 2,200 |
| Deferred tax assets | 27,396 | 27,657 |
| Non-current assets | 394,872 | 375,995 |
| Inventories | 55,075 | 63,947 |
| Trade receivables | 101,925 | 133,269 |
| Deferred receivable for share investments/divestment | 864 | 172 |
| Other receivables and other financial assets | 12,119 | 14,299 |
| Income tax receivables | 4,098 | 2,701 |
| Cash and cash equivalents | 132,717 | 102,185 |
| Current assets | 306,799 | 316,573 |
| TOTAL ASSETS | 701,670 | 692,568 |
| Capital | 141,515 | 141,702 |
| Share premium | 135,696 | 136,003 |
| Share capital | 277,211 | 277,706 |
| Treasury shares | (1,450) | (1,450) |
| Other reserves | (1,338) | (1,212) |
| Retained earnings | 162,491 | 144,650 |
| Hedging and translation reserves | 6,689 | 5,074 |
| Equity (share of the Group) | 443,602 | 424,768 |
| Equity attributable to non-controlling interests | 1,531 | 1,529 |
| Total equity | 445,133 | 426,297 |
| Employee benefit liabilities | 10,996 | 11,492 |
| Provisions | 28,479 | 22,372 |
| Deferred tax liabilities | 25,377 | 24,102 |
| Financial liabilities | 46,219 | 41,393 |
| Other amounts payable | 972 | 979 |
| Non-current liabilities | 112,045 | 100,339 |
| Provisions | 1,252 | 23 |
| Financial liabilities | 12,116 | 10,409 |
| Trade payables | 87,842 | 103,094 |
| Current contract liabilities | 9,577 | 15,099 |
| Income tax payables | 1,522 | 1,848 |
| Other amounts payable | 32,181 | 35,459 |
| Current liabilities | 144,492 | 165,932 |
| TOTAL EQUITY AND LIABILITIES | 701,670 | 692,568 |
| in thousand EUR | |||
|---|---|---|---|
| H1 2024 | H1 2025 | ||
| Operating profit (loss) | 6,570 | 8,664 | |
| Amortisation of intangible assets | 4,789 | 5,004 | |
| Depreciation of tangible assets | 10,515 | 10,712 | |
| (Reversal) Impairment losses on tangible assets | 0 | 250 | |
| (Write-backs)/Write-offs on assets | (843) | (885) | |
| Changes in provisions | (3,152) | (1,392) | |
| Gain/(Loss) on disposal intangible and tangible assets | (45) | (115) | |
| Other non-cash elements | 724 | 673 | |
| GROSS OPERATING CASH FLOW BEFORE WORKING CAPITAL MOVEMENTS | 18,558 | 22,910 | |
| Changes in inventories | (7,014) | (9,192) | |
| Changes in trade and other receivables | (33,890) | (36,536) | |
| Changes in trade and other payables | 6,153 | 25,150 | |
| Changes in working capital | (34,751) | (20,578) | |
| Income taxes paid | (1,116) | (1,199) | |
| NET CASH FLOW FROM OPERATING ACTIVITIES | (a) | (17,309) | 1,133 |
| Interests received | 5 | 16 | |
| Dividends received | 19 | (0) | |
| Disposal of Bedding | 13,292 | 0 | |
| Disposal of Engineered Foams | 0 | 0 | |
| Disposal of Orsafoam | 1,192 | 1,192 | |
| Acquisition Rex, net of cash acquired | (33,777) | 691 | |
| Increase of loans and receivables | (304) | (4) | |
| Decrease of loans and receivables | 57 | 29 | |
| Investments in intangible assets | (1,578) | (2,213) | |
| Investments in property, plant and equipment * | (12,163) | (7,248) | |
| Disposals of intangible assets | 0 | 0 | |
| Disposals of property, plant and equipment | 40 | 209 | |
| NET CASH FLOW FROM DIVESTMENT (INVESTMENT) ACTIVITIES | (b) | (33,217) | (7,328) |
| Interests paid on financial debt | (c) | (848) | (715) |
| Interests paid on lease debt | (c) | (150) | (189) |
| Interests received | 2,498 | 861 | |
| Dividends paid | (17,344) | (17,446) | |
| Increase/(Decrease) of capital | 1,874 | 495 | |
| Increase of financial debt | 893 | 50 | |
| Decrease of financial debt | (10,753) | (3,798) | |
| Decrease of lease debt * | (d) | (2,514) | (2,548) |
| NET CASH FLOW FROM FINANCING ACTIVITIES | (e) | (26,344) | (23,289) |
| Effect of exchange rate changes | 475 | (1,049) | |
| CHANGES IN CASH AND CASH EQUIVALENTS | (a)+(b)+(e)+(f) | (76,396) | (30,533) |
| NET FREE CASH FLOW | (a)+(b)+(c)+(d) | (54,038) | (9,646) |
| in thousand EUR | |||
|---|---|---|---|
| H1 2024 | H1 2025 | ||
| Net cash position opening balance | (g) | 191,393 | 132,717 |
| Net cash position closing balance | (h) | 114,996 | 102,185 |
| CHANGES IN CASH AND CASH EQUIVALENTS | (h) - (g) | (76,396) | (30,533) |
* Compared to the Interim report 2024, the lease payments have been reclassified from Investments in property, plant and equipment to the Decrease of lease debt.
| in thousand EUR | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | Capital | Share premium |
Treasury shares |
Other reserves |
Retained earnings |
Translation differences and hedging reserves |
Continuing operations |
Discontinued operations |
Total shareholders' equity |
Non controlling interests |
Total equity |
| Equity at the beginning of the period |
141,515 | 135,696 | (1,450) | (1,338) | 162,491 | 6,689 | 443,602 | 0 | 443,602 | 1,531 | 445,133 |
| Dividends | 0 | 0 | 0 | 0 | (17,548) | 0 | (17,548) | 0 | (17,548) | 0 (17,548) | |
| Stock options (IFRS 2) | 0 | 0 | 0 | 673 | 0 | 0 | 673 | 0 | 673 | 0 | 673 |
| Capital movements | 187 | 307 | 0 | 0 | (0) | 0 | 495 | 0 | 495 | (0) | 495 |
| Shareholders' movements |
187 | 307 | 0 | 673 | (17,548) | 0 | (16,379) | 0 | (16,379) | 0 (16,379) | |
| Profit (loss) of the period |
0 | (5,832) | 0 | (5,832) | 5,540 | (292) | (2) | (294) | |||
| Other comprehensive income |
0 | 0 | 0 | (547) | (0) | (1,615) | (2,163) | 0 | (2,163) | 0 | (2,163) |
| Total comprehensive income |
0 | 0 | 0 | (547) | (5,832) | (1,615) | (7,995) | 5,540 | (2,455) | (2) | (2,457) |
| Changes in scope | (0) | 0 | 0 | 0 | 5,540 | 0 | 5,540 | (5,540) | 0 | 0 | 0 |
| Equity at the end of the period |
141,702 | 136,003 | (1,450) | (1,212) | 144,651 | 5,074 | 424,768 | 0 | 424,768 | 1,529 | 426,297 |
The item "Changes in scope" of Discontinued operations relates to the divestment of the Recticel Engineered Foams activities.
| in thousand EUR | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | Capital | Share premium |
Treasury shares |
Other reserves |
Retained earnings |
Translation differences and hedging reserves |
Continuing operations |
Discontinued operations |
Total shareholders' equity |
Non controlling interests |
Total equity |
| Equity at the beginning of the period |
140,577 | 133,729 | (1,450) | (2,106) | 160,968 | 4,562 | 436,281 | 0 | 436,281 | 1,706 | 437,987 |
| Dividends | 0 | 0 | 0 | 0 | (17,413) | 0 | (17,413) | 0 | (17,413) | 0 (17,413) | |
| Stock options (IFRS 2) | 0 | 0 | 0 | 706 | 0 | 0 | 706 | 0 | 706 | 0 | 706 |
| Capital movements | 669 | 1,205 | 0 | 0 | (0) | 0 | 1,874 | 0 | 1,874 | 0 | 1,874 |
| Shareholders' movements |
669 | 1,205 | 0 | 706 | (17,413) | 0 | (14,833) | 0 | (14,833) | 0 (14,833) | |
| Profit (loss) of the period |
0 | 4,615 | 0 | 4,615 | 2,002 | 6,617 | (75) | 6,542 | |||
| Other comprehensive income |
0 | 0 | 0 | 1,088 | 0 | 1,181 | 2,269 | 0 | 2,269 | 0 | 2,269 |
| Total comprehensive income |
0 | 0 | 0 | 1,088 | 4,615 | 1,181 | 6,884 | 2,002 | 8,886 | (75) | 8,811 |
| Changes in scope | 0 | 0 | 0 | 0 | 2,002 | 0 | 2,002 | (2,002) | 0 | 0 | 0 |
| Equity at the end of the period |
141,246 | 134,934 | (1,450) | (312) | 150,172 | 5,743 | 430,334 | 0 | 430,334 | 1,630 | 431,964 |
Other reserves, Retained earnings, Translation differences and hedging reserves have been restated between continued and discontinued due to the application of IFRS5 for the Recticel Engineered Foams activities.
The item "Changes in scope" of Discontinued operations relates to the divestment of the Recticel Engineered Foams activities.
Recticel NV/SA (the ''Company'') is a public limited liability company incorporated in Belgium and listed on Euronext Brussels. The Company's consolidated financial statements include the financial statements of the Company, its subsidiaries, interests in jointly controlled entities (joint ventures) and in associates, both accounted for under the equity method (together referred to as ''the Group'').
These interim condensed consolidated financial statements for the six months ended 30 June 2025 have been prepared in accordance with IAS 34 Interim Financial Reporting, as endorsed by the European Union. They do not include all information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 31 December 2024.
These interim condensed consolidated financial statements have been authorised for issue by the Board of Directors on 28 August 2025.
The accounting standards applied in the interim condensed consolidated financial statements for the period ended 30 June 2025 are consistent with those used to prepare the consolidated financial statements for the year ended 31 December 2024. No changes in accounting policies.
There are no IFRS standards issued but not yet effective which are expected to have a material impact on Recticel's financials.
The assessments and estimates made for the period ended 30 June 2025 are similar to the ones applied in the Group's consolidated financial statements as at and for the year ended 31 December 2024. There are no new principal sources of uncertainty than those exposed in the Group's consolidated financial statements as at and for the year ended 31 December 2024.
Given the ongoing weakness in the global automotive market and the effects of tariffs on European car makers, Recticel has fully impaired the vendor loan to Ascorium, due date 2027, for an amount of EUR 11.5 million.
The provision on indemnities as part of the divestment of the Recticel Engineered Foams activities further disclosed in chapter 1.2.3.3. have been reevaluated and reduced with EUR 5.0 million from EUR 14.0 million to EUR 9.0 million EUR.
At 30 June 2025 no triggers for an impairment analysis were identified.
No changes in the scope of consolidation took place during the first half-year 2025.
| in thousand EUR | ||
|---|---|---|
| H1 2024 | H1 2025 | |
| Other operating revenues | 2,544 | 3,339 |
| Other operating expenses | (9,401) | (9,935) |
| TOTAL | (6,857) | (6,596) |
| Restructuring charges (including site closure, onerous contracts and clean-up costs) | (2,771) | (2,907) |
| Gain (Loss) on disposal of intangible, tangible and right-of-use assets | 45 | 86 |
| Gain (Loss) on investment operations | 0 | 0 |
| IAS 19 Pensions and other similar obligations | (177) | (286) |
| Provisions | (50) | 0 |
| Fees consultancy and subcontractors | (261) | (191) |
| Other expenses | (6,134) | (6,380) |
| Other revenues | 2,490 | 3,082 |
| TOTAL | (6,857) | (6,596) |
| in thousand EUR | ||
|---|---|---|
| H1 2024 | H1 2025 | |
| Interest on lease liabilities | (439) | (394) |
| Interest on long-term bank loans | (693) | (569) |
| Interest on short-term bank loans & overdraft | (67) | (8) |
| Net interest charges on Interest Rate Swaps and Foreign Currency Swaps | 0 | 0 |
| Total borrowing cost | (1,199) | (971) |
| Interest income from bank deposits | 75 | 285 |
| Interest income from financial receivables | 2,611 | 867 |
| Interest income from financial receivables and cash | 2,686 | 1,152 |
| Interest charges on other debts | (61) | (63) |
| Interest income on other receivables | 380 | (4) |
| Total other interest | 319 | (67) |
| Interest income and expenses | 1,806 | 113 |
| Exchange rate differences | 532 | (1,635) |
| Net interest cost IAS 19 | (168) | (192) |
| Other financial result | 65 | 72 |
| Total other financial result | 429 | (1,755) |
| Financial result | 2,236 | (1,641) |
Interest income has decreased due lower interest rates. Exchange rate differences are mainly linked to the GBP exchange rate evolution.
Result from discontinued operations: from EUR 2.0 million in H1 2024 to EUR +5.5 million in H1 2025.
The result from discontinued operations in H1 2025 mainly represents:
Based on the available information Recticel has reevaluated the risks for indemnities in this regard, which relate mainly to HSE risks, and has reduced with EUR 5.0 million the provisioned amount from EUR 14.0 million to EUR 9.0 million.
As a result of time barred indemnities Recticel has reevaluated the risks for the remaining indemnities and has reduced with EUR 1.1 million the provisioned amount from EUR 4.6 million to EUR 3.5 million.
Given the ongoing weakness in the global automotive market and the effects of tariffs on European car makers, Recticel has written off its vendor loan (EUR 11.5 million) to Ascorium Holding GmbH.
The final closing account settlement in 2024 resulted in a receivable on the previous Rex Panels & Profiles SA shareholders for an amount of EUR 0.9 million. At the end of June 2025, EUR 0.6 million was paid by the previous shareholders resulting in a remaining receivable of EUR 0.3 million.
The Board of Directors' proposal to distribute a gross dividend of EUR 0.31 per share or EUR 17.5 million for the year 2024, was approved by the shareholders at the Annual General Meeting of 27 May 2025. The payment of this dividend took place on 4 June 2025, and is thus reflected in the financial statements for the first half-year of 2025.
| in thousand EUR | ||
|---|---|---|
| Goodwill | ||
| At the end of the period | ||
| Gross book value | 91,680 | |
| Accumulated impairment | (15,214) | |
| Net book value at the end of the preceding period | 76,467 | |
| Movements during the period | ||
| Business combinations | 0 | |
| Impairments | 0 | |
| Sales and scrapped | 0 | |
| Transfers from one heading to another | 0 | |
| Transfer to discontinued operations | 0 | |
| Exchange rate differences | 0 | |
| At the end of the current period | 76,467 | |
| Gross book value | 90,276 | |
| Accumulated impairment | (13,809) | |
| Net book value at the end of the period | 76,467 |
At 30 June 2025 no triggers for an impairment analysis were identified.
| in thousand EUR | ||||
|---|---|---|---|---|
| Non-current liabilities | Current liabilities | |||
| 31 DEC 2024 | 30 JUN 2025 | 31 DEC 2024 | 30 JUN 2025 | |
| Secured | ||||
| Lease liabilities | 21,876 | 19,197 | 8,152 | 6,822 |
| Bank loans | 19,853 | 18,133 | 2,358 | 2,330 |
| Total secured | 41,730 | 37,330 | 10,511 | 9,151 |
| Unsecured | ||||
| Subordinated loans | 4,490 | 4,063 | 1,227 | 1,124 |
| Other loans | (0) | (0) | 0 | 0 |
| Current bank loans | 0 | 0 | (0) | 1 |
| Commercial paper | 0 | 0 | 0 | 0 |
| Bank overdrafts | 0 | 0 | 72 | 4 |
| Other financial liabilities | 0 | 0 | 307 | 129 |
| Total unsecured | 4,490 | 4,063 | 1,606 | 1,258 |
| Total liabilities carried at amortised cost | 46,219 | 41,393 | 12,116 | 10,409 |
| in thousand EUR | ||
|---|---|---|
| 31 DEC 2024 | 30 JUN 2025 | |
| 0 | 0 | |
| 21,876 | 19,197 | |
| 4,490 | 4,063 | |
| 19,853 | 18,133 | |
| (a) | 46,219 | 41,393 |
| 72 | 4 | |
| 2,358 | 2,331 | |
| 8,152 | 6,822 | |
| 0 | 0 | |
| 0 | 0 | |
| 1,227 | 1,124 | |
| 0 | 0 | |
| 307 | 129 | |
| (b) | 12,116 | 10,409 |
| (c)=(a)+(b) | 58,336 | 51,802 |
| (d) | 18 | 0 |
| (e)=(c)+(d) | 58,354 | 51,802 |
| 5.26 | 4.82 | |
| 2.60% | 2.59% | |
| 0,62% - 3,86% | 1,47% - 4,99% | |
| 4.00% | 3.00% | |
| 4.00% - 4.00% | 3,00% - 3,00% | |
| 2.60% | 2.59% | |
| 100.0% | ||
| 0.0% | 0.0% | |
| 100.0% |
¹ The amount drawn under the commercial paper programme is to be covered at any time by the undrawn amount under the syndicated credit facility. Therefore the reported unused amount under the EUR 100 million revolving syndicated credit facility is after deduction of the issued amounts under the commercial paper programme.
The majority of the Group's financial debt is centrally contracted and managed through Recticel SA and Recticel International Services SA.
Lease liabilities comprise (i) following the application of IFRS 16, the leases for property, plant and equipment, furniture and vehicles, and (ii) leases formerly classified as 'finance leases'.
These finance leases consist mainly of 3 leases:
With the proceeds from the divestment of Recticel Engineered Foams to Carpenter Co. all amounts drawn under the syndicated credit facility were repaid.
Recticel has maintained and prolonged the EUR 100 million syndicated revolving credit facility, which will now mature in February 2026.
The facility had a 3-year tenor with two 1-year extension options and have been arranged and underwritten by KBC Bank. The participating banks are Belfius Bank, BNP Paribas Fortis, Commerzbank and LCL.
Recticel also maintains the investment financing of REX Panels & Profiles SA with an outstanding amount of EUR 11.5 million as of 30 June 2025 and is at a fixed rate.
Subordinated loans of REX Panels & Profiles SA with an outstanding amount of EUR 5.2 million as of 30 June 2025 and is at a fixed rate.
In 2018, Recticel concluded a secured fixed rate bilateral bank loan of EUR 15.5 million for the financing of the new greenfield Insulation plant in Finland. The tenor of this amortising bank loan is 15 years, with maturity in March 2033. The outstanding amount at 30 June 2025 is EUR 9.0 million.
With the proceeds from the divestment of Recticel Engineered Foams to Carpenter Co. all other current loans were repaid.
With the proceeds from the divestment of Recticel Engineered Foams to Carpenter Co. all commercial paper was repaid.
The following table presents the unused credit facilities available to the Group:
| in thousand EUR | ||
|---|---|---|
| 31 DEC 2024 | 30 JUN 2025 | |
| Unused amounts under non-current financing facilities | ||
| Undrawn available commitments under the club deal facility¹ | 105,000 | 105,000 |
| Total available under non-current facilities | 105,000 | 105,000 |
| Unused amounts under current financing facilities | ||
| Undrawn under current on-balance facilities | 16,000 | 16,000 |
| Undrawn under off-balance factoring programs | 8,400 20,663 |
|
| Total available under current facilities | 24,400 | 36,663 |
| Total unused amounts under financing facilities | 129,400 | 141,663 |
1 The amount drawn under the commercial paper program is to be covered at any time by the undrawn amount under the syndicated credit facility.
Recticel NV/SA, or some of its subsidiaries have provided various parental corporate guarantees and comfort letters for commercial and/or financial commitments towards third parties.
| in thousand EUR | ||
|---|---|---|
| 31 DEC 2024 | 30 JUN 2025 | |
| Guarantees given or irrevocably promised by Recticel NV/SA as security for debts and commitments of companies |
128,488 | 75,808 |
These guarantees include mainly parental corporate guarantees and letters of comfort for commitments contracted by subsidiaries with banks (EUR 20.5 million), governmental institutions (EUR 2 million), other third parties (EUR 5.6 million) and a bank guarantee related to Ascorium Holding GmbH (EUR 47.75 million).
The amount of expected credit losses on external guarantees is assessed at each reporting date to reflect changes in credit risk since the guarantee was granted. When determining whether the credit risk of a guarantee has increased significantly since the issuance and when estimating expected credit losses, Recticel considers reasonable and supportive information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group's historical experience and informed credit assessment and including forward-looking information.
Following the decision of the Board of Directors of 3 March 2025 and 26 June 2025, a new edition of the stock option plan was launched in favour of leading staff members of the Group. In total of 412,500 options were attributed with an exercise price of EUR 10.74. The exercise period runs - after a vesting period of three years - from 1 January 2029 till 15 June 2032. Fair value of this option serie amounts to EUR 1.27 million.
295,000 out of the 412,500 options were allocated to the current members of the Management Committee.
There are no material new related party transactions compared to those mentioned in the 2024 Annual Report.
Reference is made to the 2024 Annual Report, with no material subsequent changes.
Reference is made to the 2024 Annual Report, with no material subsequent changes.
None.
The Group uses and publishes several Alternative Performance Measures ("APM") to provide additional valuable insight to financial analysts and investors. APMs are related to the standards used by management to monitor and measure financial performance.
The overview tables hereafter summarise the reconciliation of these APMs in respectively the income statement and the statement of financial position of the continuing operations.
| in thousand EUR | ||
|---|---|---|
| H1 2024 | H1 2025 | |
| Income statement | ||
| Sales | 298,614 | 335,200 |
| Gross profit | 54,125 | 57,344 |
| EBITDA | 21,873 | 24,630 |
| Operating profit (loss) | 6,570 | 8,664 |
| Operating profit (loss) | 6,570 | 8,664 |
| Amortisation of intangible assets | 4,789 | 5,004 |
| Depreciation of tangible assets | 10,515 | 10,712 |
| Amortisation deferred charges long term | 0 | 0 |
| Impairments on goodwill, intangible and tangible fixed assets EBITDA |
0 21,873 |
250 24,630 |
| EBITDA | 21,873 | 24,630 |
| Restructuring charges | 2,771 | 2,901 |
| Other | 469 | 202 |
| Adjusted EBITDA | 25,114 | 27,732 |
| Operating profit (loss) | 6,570 | 8,664 |
| Restructuring charges | 2,771 | 2,901 |
| Other | 469 | 202 |
| Impairments | 0 | 250 |
| Adjusted operating profit (loss) | 9,810 | 12,016 |
| Total net financial debt | 31 DEC 2024 | 30 JUN 2025 |
| Non-current financial liabilities | 46,219 | 41,393 |
| Current financial liabilities | 12,116 | 10,409 |
| Cash | (132,717) | (102,185) |
| Other financial assets | (13) | 0 |
| Net financial debt on statement of financial position | (74,394) | (50,382) |
| Factoring programmes | 0 | (0) |
| Total net financial debt | (74,394) | (50,382) |
| Gearing ratio (Net financial debt / Total equity) | ||
| Total equity | 445,133 | 426,297 |
| Net financial debt on statement of financial position / Total equity | N/A | N/A |
| Total net financial debt / Total equity | N/A | N/A |
| Leverage ratio (Net financial debt / EBITDA) | ||
| Net financial debt on statement of financial position / EBITDA | N/A | N/A |
| Total net financial debt / EBITDA | N/A | N/A |
| Net working capital | ||
| Inventories and contracts in progress | 55,075 | 63,947 |
| Trade receivables | 101,925 | 133,269 |
| Other receivables | 12,983 | 14,472 |
| Income tax receivables | 4,098 | 2,701 |
| Trade payables | (87,842) | (103,094) |
| Current contract liabilities | (9,577) | (15,099) |
| Income tax payables | (1,522) | (1,848) |
| Other amounts payable | (32,181) | (35,459) |
| Net working capital | 42,958 | 58,889 |
| Current ratio (= Current assets / Current liabilities) | ||
| Current assets | 306,799 | 316,573 |
| Current liabilities | 144,492 | 165,932 |
| Current ratio (factor) | 2.1 | 1.9 |
For the comment of the management report, reference is made to the press release of 29 August 2025.
We hereby certify that, to the best of our knowledge, the interim condensed consolidated financial information, for the period ended on 30 June 2025, prepared in accordance with the IAS 34 "Interim Financial Reporting", as adopted by the European Union, and with legal requirements applicable in Belgium, gives a true and fair view of the assets, liabilities, financial position and profit or loss of the Group and the undertakings included in the consolidation taken as a whole for the period ended 30 June 2025. The commentary on the overall performance of the Group included in the press release from page 1 to 4 includes a fair review of the development and performance of the business and the position of the Group and its undertakings included in the consolidation as a whole.
Wim Dejonghe, Chairman of the Board of Directors, representing D.A.S.T. BV
Jan Vergote, Chief Executive Officer, representing Coral & Wallace BV
Bart Van den Eede, Chief Financial Officer, representing Pendron BV
Consolidated (data): financial data following the application of IFRS 11, whereby joint ventures and associates are integrated on the basis of the equity method.
In addition, the Group uses alternative performance measures (Alternative Performance Measures or "APM") to express its underlying performance and to help the reader to better understand the results. APM are not defined performance indicators by IFRS. The Group does not present APM as an alternative to financial measures determined in accordance with IFRS and does not give more emphasis to APM than the defined IFRS financial measures.
Adjusted EBITDA: EBITDA before Adjustments (to Operating Profit).
Adjusted operating profit (loss): Operating profit (loss) + adjustments to operating profit (loss).
Adjustments to Operating profit (loss) include operating revenues, expenses and provisions that pertain to restructuring programmes (redundancy payments, closure & clean-up costs, relocation costs,...), reorganisation charges and onerous contracts, impairments on assets ((in)tangible assets and goodwill), revaluation gains or losses on investment property, gains or losses on divestments of non-operational investment property, and on the liquidation of investments in affiliated companies, revenues or charges due to important (inter)national legal issues and costs of advisory fees incurred in relation to acquisitions or business combination projects, costs of advisory fees incurred in relation to acquisitions, divestments or business combination projects, including fees incurred in connection with their financing and reversals of inventory step up values resulting from purchase price allocations under IFRS 3 Business Combinations.
Current ratio: Current assets / Current liabilities.
EBITDA: Operating profit (loss) + depreciation, amortisation and impairment on assets; all of continued activities.
Gearing: Net financial debt / Total equity.
Income from associates: Income considered as being part of the Group's core business are integrated in Operating profit (loss).
Income from other associates: Income from associates not considered as being part of the Group's core business are not integrated in Operating profit (loss).
Leverage: Net financial debt / EBITDA (last 12 months).
Margin: EBITDA margin, Adjusted EBITDA margin, Operating Profit (loss) margin and Adjusted operating profit (loss) margin are expressed as a % on Sales
Net free cash-flow: Sum of the (i) Net cash flow after tax from operating activities, (ii) the Net cash flow from investing activities, (iii) the Interest paid on financial liabilities and (iv) reimbursement of lease liabilities; as shown in the consolidated cash flow statement.
Net financial debt: Interest bearing financial liabilities and lease liabilities at more than one year + interest bearing financial liabilities and lease liabilities within maximum one year + accrued interests – cash and cash equivalents + Net marked-to-market value position of hedging derivative instruments. The interest-bearing borrowings do not include the drawn amounts under non-recourse factoring/forfeiting programs.
Net working capital: Inventories and contracts in progress + Trade receivables + Other receivables + Income tax receivables – Trade payables – Income tax payables – Other amounts payable
Operating profit (loss): Profit before income from other associates, fair value adjustments of option structures, earnings of discontinued activities, interests and taxes. Operating profit (loss) comprises income from associates of continued activities.
Total net financial debt: Net financial debt + the drawn amounts under off-balance sheet non-recourse factoring programs.
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