Esprinet Group

Half-Year Financial Report as at 30 June 2024

Approved by the Board of Directors on 11 September 2024

Parent Company:

Esprinet S.p.A.

VAT Number: IT 02999990969 Companies' Register of Milan, Monza and Brianza, Lodi and Tax Number: 05091320159 R.E.A. (economic and administrative index) 1158694 Registered Office and Administrative HQ: Via Energy Park, 20 - 20871 Vimercate (MB) Subscribed and paid-in share capital as at 30/06/2024: Euro 7,860,651

www.esprinet.com - [email protected]

Company Officers

Board of Directors:

(Mandate expiring with approval of the financial statements for the year ending 31 December 2026)

Chairman	Maurizio Rota
Deputy Chairman	Marco Monti
Chief Executive Officer	Alessandro Cattani	(CSC)
Director	Luigi Monti
Director	Riccardo Rota
Director	Angela Maria Cossellu	(AI) (RNC)
Director	Angelo Miglietta	(AI) (CRC) (RNC)
Director	Emanuela Teresa Basso Petrino	(InD) (CSC)
Director	Emanuela Prandelli	(InD) (CSC)
Director	Renata Maria Ricotti	(InD) (CRC) (RNC)
Director	Angela Sanarico	(InD) (CRC)
Secretary	Manfredi Vianini Tolomei	Studio Chiomenti

Key:

InD: Independent Director

CRC: Member of the Control and Risks Committee

RNC: Member of the Remuneration and Nomination Committee

CCS: Member of the Competitiveness and Sustainability Committee

Board of Statutory Auditors:

(Mandate expiring with approval of the financial statements for the year ending 31 December 2026)

Chairman	Silvia Muzi
Permanent Auditor	Maurizio Dallocchio
Permanent Auditor	Maria Luisa Mosconi
Alternate Auditor	Vieri Chimenti
Alternate Auditor	Riccardo Garbagnati

Independent Auditors:

(Mandate expiring with approval of the financial statements for the year ending 31 December 2027)

PricewaterhouseCoopers S.p.A.

Waiver of obligation to provide information on extraordinary transactions

Pursuant to Article 70, paragraph 8, and Article 71, paragraph 1-bis, of the Issuers' Regulation issued by CONSOB, on 21 December 2012 the Board of Directors of Esprinet S.p.A. resolved to make use of the right to waive the obligation to publish the information documents stipulated for significant transactions relating to mergers, demergers, increases in capital by the contribution of goods in kind, acquisitions and transfers.

INTERIM DIRECTORS' REPORT ON OPERATIONS
Company Officers	page 2
Activities and structure of the Esprinet Group	page 4
1 General information about the Esprinet Group
2 Target Market Trend
Group's results for the period	page 7
1 Summary of the Group's economic and financial results for the period
2 Review of economic and financial results of the period
3 Sales trends by product family and customer type
Significant events occurring in the period	page 17
Subsequent events	page 19
Relationships with related parties	page 20
Main risks and uncertainties	page 21
Other significant information	page 24
1 Research and development activities
2 Number and value of own shares
3 Atypical and/or unusual operations
4 Share incentive plans
5 Reconciliation of equity and Group result and corresponding values of the parent company
Business outlook, risks and uncertainties in the second half of the year	page 25
CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL STATEMENTS
Consolidated statement of financial position	page 26
Consolidated separate income statement	page 27
Consolidated statement of comprehensive income	page 28
Consolidated statement of changes in equity	page 28
Consolidated statement of cash flows
Notes to the condensed consolidated half-year financial statements
1 Contents and format of the consolidated financial statements	page 30
1.1 Regulations, accounting principles and valuation criteria
1.2 Scope of consolidation
1.3 Principal assumptions, estimates and rounding
1.4 Change in accounting policies
1.5 New or revised accounting standards and interpretations adopted by the Group
2 Business combinations	page 34
3 Segment information	page 34
3.1 Introduction
3.2 Financial statements by operating segments
4 Notes to statement of financial position items	page 41
5 Notes to income statement items	page 58
6 Other significant information	page 66
6.1 Cash flow analysis in the period
6.2 Net financial indebtedness and loans covenants
6.3 Relationships with related entities
6.4 Non-recurring significant events and transactions
6.5 Seasonal nature of business
6.6 Financial instruments pursuant to IFRS 9: classes of risk and fair value
6.7 Hedging derivatives analysis
6.8 Non-hedging derivatives analysis
6.9 Subsequent events
6.10 Emoluments to the board members, statutory auditors and key managers
Statement of the 'Condensed consolidated half-year financial statements' pursuant
to Article 154-bis of Legislative Decree no. 58/98	page 76

Activities and structure of the Esprinet Group

1. General information about the Esprinet Group

The structure of the Esprinet Group as at 30 June 2024 is as follows:

From a legal standpoint, the parent company Esprinet S.p.A. was founded in September 2000 following the merger of two leading Italian distributors, Comprel S.p.A. and Celomax S.p.A.

The Esprinet Group later assumed its current composition as a result of the carve-out of microelectronic components from the parent company and of various business combinations and establishment of new companies.

This report will refer to the 'Italian Subgroup' and the 'Iberian Subgroup'.

At period end, the Italian Subgroup includes not only the parent company Esprinet S.p.A., but also the companies it directly controls: Bludis S.r.l., Dacom S.p.A., idMAINT S.r.l., Sifar Group S.r.l. (acquired on 2 August 2023), V-Valley S.r.l., Zeliatech S.r.l. (established on 6 September 2023) and Celly Pacific LTD.

For the purposes of the representation under the Italian Subgroup, the subsidiary idMAINT S.r.l. is also understood to include its wholly-owned subsidiaries Erredi Deutschland GmbH, Erredi France SARL, (collectively the 'idMAINT Group'), merely companies for procuring sales in service of Dacom S.p.A.

At the same date, the Iberian Subgroup is instead made up of the Spanish operating sub-holding Esprinet Iberica S.L.U. and its subsidiaries Esprinet Portugal Lda and V-Valley Advanced Solutions España, S.A (formerly GTI Software Y Networking S.A.). For the purposes of representation within the Iberian Subgroup, the subsidiary V-Valley Advanced Solutions España, S.A. is understood to also include its wholly-owned subsidiaries V-Valley Advanced Solutions Portugal Unipessoal Lda, GTI Software & Networking SARLAU, Optima Logistics S.L.U. and Lidera Network S.L., acquired on 1 August 2023.

Esprinet S.p.A. has its legal and administrative headquarters in Vimercate, Italy (Monza and Brianza) and has its own logistic sites in Cambiago (Milan) and Cavenago (Monza and Brianza). Esprinet S.p.A. uses the services provided by Intesa Sanpaolo S.p.A. for specialist activities.

2. Target Market Trend

The technology distribution industry

Europe

In the first half of 2024, the IT and electronics distribution industry generated sales of around 40.5 billion euro, down (-2.5%) compared with 41.6 billion euro in the same period of the previous year, as measured by the research company Context (July 2024), through a panel of distributors fully representative of the general trend.

Delving into the breakdown by quarter, the April-June 2024 period recorded a positive performance compared to the previous year (+1.9%), after the negative result in the first three months (-6.5%).

Germany, the main European market with approximately 7.8 billion euro in sales, withdrew by 7.8% while the United Kingdom and Ireland, second in terms of importance, recorded sales of 7.2 billion euro, marking a slight increase (+0.6%) compared to last year.

Italy, confirmed third in terms of the volume of sales, with roughly 4.4 billion euro, recorded a decrease of 1.0% in turnover. By contrast, Spain and Portugal recorded a decrease of -8.0% (with sales of 3.1 billion euro) and an increase of +3.2% (sales came to roughly 800 million euro) respectively.

	Q1 2024 vs 2023	Q2 2024 vs 2023	H1 2024 vs 2023

Total	-6.5%	1.9%	-2.6%
Germany	-12.5%	-2.0%	-7.8%
UK-Ireland	-4.0%	5.9%	0.6%
Italy	-3.0%	-1.0%	-2.1%
France	-4.2%	4.6%	0.0%
Spain	-12.0%	-3.8%	-8.0%
Netherlands	-1.5%	10.8%	4.1%
Poland	-3.7%	-1.7%	-2.8%
Switzerland	-9.1%	3.6%	-3.2%
Sweden	-2.2%	-4.3%	-3.2%
Czech Republic	0.8%	12.3%	6.1%
Belgium	-6.0%	2.3%	-2.3%
Austria	-10.7%	2.5%	-4.7%
Denmark	-9.6%	9.0%	-1.5%
Portugal	-0.1%	6.9%	3.2%
Norway	4.0%	10.2%	7.0%
Finland	-10.1%	-5.4%	-7.8%
Baltics	-6.8%	8.1%	0.3%
Slovakia	-6.7%	-20.2%	-13.4%

The table below summarises the distribution trend in the first two quarters:

Source: Context, July 2024

Italy

In the first half of 2024, the Italian technology distribution market mapped in the Context Panel declined by 1.0% compared with the same period in 2023.

Following a decrease of 3.0% in the first quarter, the second quarter recorded an increase of +1.2% compared to the second quarter of the previous year.

Mobile Computing (notebooks and tablets) and Desktop Computing returned to growth: with a weight of about 20% on total turnover, they recorded together an increase of 11.7%.

Smartphones, the second most important category (17% of total sales in Italy), recorded a decline (- 4.4%) compared to the first six months of 2023.

Printers and consumables also fell: -10.1%.

On the other hand, the monitor category recorded an increase of 3.9%.

Televisions, whose demand was no longer sustained by Government concessions, fell by 36.8%.

Lastly, it is important to note that, thanks in particular to investments by companies and the Public Administration connected with the National Recovery and Resilience Plan, the product category connected with Software again recorded a strong performance (+6.2%). On the other hand, sales related to the Hardware Infrastructure segment decreased (-9.6%).

In Italy, the Group on the whole recorded growth of 6.3% in sales (+2% in accounting terms), outperforming the market.

'Business' customers in the distribution market recorded growth (+3.0%) compared to the previous year, while the increase in the Group's sales in this segment stood at 1.7%, with a slightly lower trend than the variation recorded by the market.

The 'retail' market segment fell by 10.1%, in this case the Group outperformed the market, registering a decrease of -4.9%.

Spain

In the first half of 2024, the Spanish technology distribution market recorded a decrease of 8.0% compared to the same period of the previous year, with the quarter just closed down -3.8%, recovering from the first three months' trend (-12.0%).

Unlike what occurred in the other markets of Southern Europe, the Mobile Computing (notebooks and tablets) and Desktop Computing categories, which together account for 20% of total sales, saw their turnover decline (-12.0%) in Spain.

Smartphones, the second most important category (roughly 14% of total sales in Spain), recorded a decrease (-14.1%) compared to the first six months of 2023.

A trend very similar to the Italian market was recorded for printers and consumables, whose incidence on total sales stood at roughly 8.3%, marking a decrease of 6.6%.

The monitors category reported an increase of 5.5%. By contrast, note should be taken of the decrease in sales of televisions: -17.4% compared to the same period last year.

The investments of companies and the Public Administration in the Infrastructure area showed the following trends: Software +0.6% and Hardware -16.7%.

The Group in Spain recorded an overall decrease in sales of 1.0% (-12% in accounting terms), marking a slight erosion of its market share.

'Business' customers in the distribution market dropped by 8.7%, while the Group recorded a slightly positive trend (+0.3%). The 'retail' customer segment fell by 6.5% and in this segment the Group's sales decreased by -15.7%.

Portugal

In the first half of 2024, the Portuguese technology distribution market mapped in the Context Panel rose by 3.2% compared with the same period in 2023, with the quarter just ended up +6.9%. The first quarter had recorded a slight decrease of 0.1%.

In Portugal, the Mobile Computing (notebooks and tablets) and Desktop Computing categories, which together account for approximately 23% of total sales, saw their turnover rise by 4.8%.

Smartphones, which accounted 24% of the total sales of the Portuguese distribution market, recorded an increase of 19.3%.

In the Infrastructure area, sales related to the Software category increased slightly (+5.6%), while Hardware (servers, storage, networking and other products) recorded a decrease of -15.1%.

In Portugal, the Group recorded an overall drop in sales of 58% (-57.0% in accounting terms), significantly reducing its market share as a result of the termination of a significant distribution contract.

Distribution 'business' customers decreased by 4.1% while the Group recorded a decrease of -15.3%. The 'retail' customer segment, on the other hand, increased by 13.6%, while at Group level sales fell by 62.5%.

Group's results for the period

1. Summary of the Group's economic and financial results for the period

			Q2**






























- Diluted	0.07	-0.54	-113%	0.00	-0.66	-100%

(*) Comparative financial data indicators are calculated on 31 December 2023 figures.

(**) Not subject to limited scope audit.

(1) EBITDA is equal to the operating profit (EBIT) gross of amortisation/depreciation and write-downs.
(2) Sum of consolidated net income and amortisation/depreciation.
(3) Sum of current assets, non-current assets held for sale and current liabilities, gross of net short–term financial liabilities.
(4) Sum of trade receivables, inventory and trade payables.
(5) Equal to non-current assets net of non-current derivative financial assets.
(6) Equal to capital employed as of period end, calculated as the sum of net working capital plus fixed assets net of non-current non-financial liabilities. (7) Equal to equity less goodwill and intangible assets.
(8) Sum of financial liabilities, lease liabilities, cash and cash equivalents, assets/liabilities for derivative instruments and financial receivables from factoring companies.
(9) 12-month rolling EBITDA.
(10) Calculated as the ratio between (i) operating profit (EBIT) net of 'non-recurring' components, the effects of IFRS 16 and taxes calculated at the effective tax rate of the latest set of annual consolidated financial statements published and, (ii) average invested capital (calculated as the sum of net working capital and fixed capital) at the closing date of the period under review and the four preceding quarters.

(11) Calculated as the average of opening balance and closing balance of consolidated companies.

The earnings and financial results in the first half of 2024 and those of the relative periods of comparison have been drawn up according to International Financial Standards ('IFRS'), endorsed by the European Union and in force during the period.

These results were subject to a limited scope audit by the company PricewaterhouseCoopers S.p.A. with the exception of figures relating only to the second quarter.

In the chart above, in addition to the conventional economic and financial indicators laid down by IFRSs, some 'alternative performance indicators', although not defined by the IFRSs, are presented. These 'alternative performance indicators', consistently presented in previous periodic Group reports, are not intended to substitute IFRSs' conventional indicators; they are used internally by the management for measuring and controlling the Group's profitability, performance, capital structure and financial position since they are considered particularly significant.

As required by the ESMA/2015/1415 Guidelines issued by ESMA (European Securities and Market Authority) under Article 16 of the ESMA Regulation, updating the previous recommendation CESR/05-178b of the CESR (Committee of European Securities Regulators) and adopted by CONSOB with Communication No. 0092543 of 03/12/2015, the basis of calculation adopted is defined below the table.

2. Review of economic and financial results of the period

A) Esprinet Group's financial highlights

The Group's financial highlights as at 30 June 2024 are hereby summarised:

(€/000)	H1 2024	H1 2023	% Var.	വട 2024	വട 2023	% Var.

Sales from contracts with customers	1,849,930	1,905,839	-3%	923.729	887,241	4%
Cost of goods sold excl. factoring/securitisation	1,736,701	1,793,087	-3%	867,901	832.092	4%
Financial cost of factoring/securisation(1)	8,385	7,305	15%	4,152	4,114	1%
Gross Profit(2)	104.847	105.447	-1%	51.676	51.035	1%
Gross Profit %	5.67%	5.53%		5.59%	5.75%
Personnel costs	49.721	46.991	6%	25.566	23.588	8%
Other operating costs	30,449	33,511	-9%	15,769	17,929	-12%
EBITDA adjusted(3)	24,677	24,945	-1%	10,341	9.518	9%
EBITDA adjusted %	1.33%	1.31%		1.12%	1.07%
Depreciation and amortisation	4,275	3,287	30%	2.142	1.702	26%
IFRS 16 Right of Use depreciation	6,437	6,234	3%	3,247	3,182	2%
Goodwill impairment			n/s			n/s
EBIT adjusted(3)	13,965	15.424	-9%	4,952	4.634	7%
EBIT adjusted %	0.75%	0.81%		0.54%	0.52%
Non recurring costs (4)		26,371	-100%		26,371	-100%
EBIT	13.965	(10.947)	<100%	4.952	(21,737)	<100%
EBIT %	0.75%	-0.57%		0.54%	-2.45%
IFRS 16 interest expenses on leases	1.619	1.708	-5%	806	863	-7%
Other financial (income) expenses	5,101	11,841	-57%	2,336	9,510	-75%
Foreign exchange (gains) losses	1.393	(336)	<100%	386	131	>100%
Result before income taxes	5,852	(24,160)	<100%	1.424	(32,241)	<100%
Income taxes	2,600	2,747	-5%	1,370	566	>100%
Net result	3,252	(26,907)	<100%	ട്	(32,807)	<100%
- of which attributable to non-controlling interests			n/s			n/s
- of which attributable to the Group	3,252	(26,907)	<100%	54	(32,807)	<100%

(1) Cash discounts for 'non-recourse' advances of trade receivables as part of revolving factoring, confirming and securitisation programmes.

(2) Gross of amortisation/depreciation that, by function, would be included in the cost of sales.

(3) Adjusted given gross of non-recurring items.

(4) Of which 26.4 million euro with reference to 2023, otherwise included in 'Other operating costs'.

Sales from contracts with customers amounted to 1,849.9 million euro, marking a decrease of -3% compared to 1,905.8 million euro recorded in the first half of 2023. In the second quarter of 2024, an increase of +4% was recorded compared with the corresponding period of the previous year. The results for the period of 2024 benefited from 22.7 million euro in the six months and 11.6 million euro in the second quarter alone, contributed overall by Sifar Group S.r.l. in Italy and by Lidera Network S.L. in Spain, both acquired in August 2023.

Gross profit, amounting to 104.8 million euro, fell slightly compared to 105.4 million euro in the first half of 2023, due to the reduction in sales and higher financial charges incurred in the loan assignment programmes, given that, on the other hand, the percentage margin improved, from 5.53% to 5.67%, thanks to the higher incidence of high-margin product categories. Also excluding the € 3.3 million euro contribution from the aforementioned acquisitions from the result of the first half year of 2024, the percentage margin would have in any case shown a slight increase to 5.56%. In the second quarter alone, gross profit, amounting to 51.7 million euro, recorded opposing trends with respect to the corresponding period of the previous year: up +1% in terms of absolute value (- 2% excluding business combinations), but with a percentage margin up from 5.75% to 5.59% (5.48% net of the contribution of business combinations).

Adjusted EBITDA, equivalent to EBITDA in 2024 and equal to 24.7 million euro in the first half of the year, confirms the 24.9 million euro recorded in the first half of 2023 when EBITDA, adversely impacted by 26.4 million euro in non-recurring costs generated by tax transactions signed in Italy in relation to VAT, instead amounted to -1.4 million euro.

The result, including 1.1 million euro in EBITDA generated in the half year by the two companies acquired in August 2023, benefits from the stability of operating costs despite the expanded scope of consolidation, and shows a percentage profitability on sales up to 1.33% from 1.31% in the first half of 2023.

The second quarter alone recorded a more marked increase (+9%, +2% excluding the contribution of the aforementioned acquisitions) compared with the corresponding period of the previous year.

Adjusted EBIT, equal to EBIT in 2024, amounted to 14.0 million euro in the first half year, highlighting a decrease of -9% (-16% net of acquisitions) compared to the corresponding half year in 2023. The change, more marked than that recorded at Adjusted EBITDA level, is a result of the amortisation of investments for automation concluded at the end of 2023 in the Italian logistics sites. The incidence on sales fell to 0.75% from 0.81% in the previous period. The performance in the second quarter alone instead shows an improvement of +7% (-5% without considering the aforementioned acquisitions), and an incidence of 0.54% compared to 0.52% in the second quarter of 2023.

EBIT, in 2024 coinciding with Adjusted EBIT and positive for 14.0 million euro in the first half of the year and 5.0 million euro in the second quarter alone, contrasts with negative results of -10.9 million euro in the first half of 2023 and -21.7 million euro in the second quarter of 2023, as they were adversely impacted by one-off costs of 26.4 million recorded in the second quarter of 2023.

The Result before income taxes in 2024, both in the first half and in the second quarter alone, was positive compared to the negative result recorded in the corresponding periods of 2023, influenced by 33.3 million euro of non-recurring costs, of which 6.9 million euro in financial charges deriving from the aforementioned tax transactions.

The Net result amounted to 3.3 million euro (-26.9 million euro in the first half of 2023); in the second quarter it stood at 54 thousand euro (-32.8 million euro in the second quarter of 2023).

The Group's main financial and equity position as at 30 June 2024 are hereby summarised:

(euro/000)	30/06/2024	31/12/2023
Fixed assets	267,556	273,868
Operating net working capital	281,567	104,112
Other current assets/liabilities	30,970	22,263
Other non-current assets/liabilities	(45,145)	(48,354)
Total uses	534,948	351,889
Short-term financial liabilities	182,700	72,246
Lease liabilities	11,828	11,896
Current financial (assets)/liabilities for derivatives	-	18
Financial assets held for trading	(138)	(113)
Financial receivables from factoring companies	(76)	(249)
Current debts for investments in subsidiaries	3,065	5,764
Other current financial receivables	(9,417)	(9,656)
Cash and cash equivalents	(163,464)	(260,883)
Net current financial debt	24,498	(180,977)
Borrowings	44,588	65,702
Lease liabilities	94,342	99,154
Non-current debts for investments in subsidiaries	600	600
Net financial debt (A)	164,028	(15,521)
Net equity (B)	370,920	367,410
Total sources of funds (C=A+B)	534,948	351,889

The distribution of technology is characterised by a high degree of seasonality and consequently the invested capital, in support of the business, is also subject to significant fluctuations between quarters and when compared to the situation as at 31 December.

Net Invested Capital as at 30 June 2024 amounted to 534.9 million euro and was financed by:

net equity amounting to 370.9 million euro (367.4 million euro as at 31 December 2023);
a negative net financial position of 164.0 million euro, worsening when compared to 31 December 2023 (positive for 15.5 million euro), but an improvement compared to 30 June 2023 (negative for 207.2 million euro) and with respect to 31 March 2024 (negative for 188.3 million euro).

The value of the exact net financial position is influenced by technical factors like the seasonality of the business, the trend in 'non-recourse' assignment of trade receivables (factoring, confirming and securitisation), the trend in the behavioural models of customers and suppliers in the different periods of the year, the support plans of the main suppliers in the seasonal peak periods. Therefore, it is not representative of the average levels of net financial indebtedness noted during the period. The aforementioned factoring and securitisation programmes, which define the complete transfer of risks and benefits to the assignees and therefore involve the derecognition of receivables from the statement of financial position assets in compliance with IFRS 9, determine an overall effect on the level of consolidated net financial payables as at 30 June 2024 of 334.1 million euro (393.1 million euro as at 31 December 2023 and 364.2 million euro as at 30 June 2023).

Equity and financial indicators nonetheless confirm the strength of the Group.

B) Financial highlights by geographical area

B.1) Italian Subgroup

The Italian Subgroup's financial highlights as at 30 June 2024 are hereby summarised:

(€/000)	2024	H1 2023	% Var.	05 2024	02 2023	% Var.
Sales from contracts with customers	1.256.122	1.206.770	4%	616.882	568.549	దిశ
Cost of goods sold excl. factoring/securitisation	1,179,708	1,133,479	4%	579,139	532,110	రిశ్రీ
Financial cost of factoring/securisation14	5,796	4,776	21%	5,859	2,792	2%
Gross Profit(2)	70.618	68.515	3%	34.884	33.647	4%
Gross Profit %	5.62%	5.68%		5.65%	5.92%
Personnel costs	31,876	30.243	5%	16,263	15,083	8%
Other operating costs	24,091	25,194	-4%	12,546	13.773	-9%
EBITDA adjusted(3)	14.651	13,078	12%	6,075	4,791	27%
EBITDA adjusted %	1.17%	1.08%		0.98%	0.84%
Depreciation and amortisation	3.234	2.266	43%	1,626	1.174	39%
IFRS 16 Right of Use depreciation	4,726	4,582	3%	5,383	5,308	3%
Goodwill impairment			n/s			n/s
EBIT adjusted(3)	6,691	6,230	7%	2,066	1,309	58%
EBIT adjusted %	0.53%	0.52%		0.33%	0.23%
Non recurring costs (4)		26.371	-100%		26.371	-100%
EBIT	6.691	(20,141)	<100%	2.066	(25,062)	<100%
EBIT %	0.53%	-1.67%		0.33%	-4.41%

(1) Cash discounts for 'non-recourse' advances of trade receivables as part of revolving factoring, confirming and securitisation programmes.

(2) Gross of amortisation/depreciation that, by function, would be included in the cost of sales.

(3) Adjusted given gross of non-recurring items.

(4) Of which 26.4 million euro with reference to 2023, otherwise included in 'Other operating costs'.

Sales from contracts with customers amounted to 1,256.1 million euro, marking an improvement of +4% compared to 1,206.8 million euro achieved in the first half of 2023; the change is in line with the previous year even after excluding the contribution of 12.2 million euro from Sifar Group S.r.l., acquired in August 2023, from the value of sales. In the second quarter of 2024, it recorded an improvement of +9% compared with the same period of the previous year (+7% net of the contribution of 7.1 million euro from Sifar Group S.r.l.).

Gross profit, equal to 70.6 million euro in the first half of 2024, shows an increase compared to the 68.5 million euro recorded in the first half of 2023, equal to the result recorded by Sifar Group S.r.l. and incorporates a higher cost of the loan assignment programmes due to higher interest rates. The percentage margin consequently showed a slight decrease from 5.68% to 5.62%. In the second quarter alone, the same phenomena were recorded compared to the corresponding quarter of the previous year: an improvement in the gross profit equal to the result of Sifar Group S.r.l. and a reduction in the percentage margin from 5.92% to 5.53%.

Adjusted EBITDA, equivalent to EBITDA in 2024 and equal to 14.7 million euro in the first half year, shows an increase of +12% compared to 13.1 million euro recorded in the first half of 2023. The improvement, also confirmed net of the contribution of 0.9 million euro by Sifar Group S.r.l., is even more marked than EBITDA, amounting to -13.3 million euro in 2023, as it was penalised by 26.4 million euro in non-recurring costs generated by tax transactions signed in relation to VAT. In the second quarter alone, an increase of +27% was recorded (+16% without considering the contribution of the aforementioned acquisition) compared with the corresponding period of the previous year.

Adjusted EBIT, equal to EBIT in 2024, amounted to 6.7 million euro in the first half of the year, marking an improvement of +7% (-6% without considering the aforementioned acquisition) compared to the corresponding half year of 2023. The incidence on sales remained at 0.53% compared to 0.52% in the previous period. The performance in the second quarter alone instead shows an improvement of +58% (+22% without considering the aforementioned acquisition) and an incidence up to 0.33% compared to 0.23% in the second quarter of 2023.

EBIT, in 2024 coinciding with Adjusted EBIT and positive for 6.7 million euro in the first half and for 2.1 million euro in the second quarter alone, contrasts with negative results of -20.1 million euro in the first half of 2023 and -25.1 million euro in the second quarter of 2023 as they were penalised by one-off costs of 26.4 million euro recorded in the second quarter of 2023.

(euro/000)	30/06/2024	31/12/2023
Fixed assets	225,926	230,829
Operating net working capital	184,611	30,053
Other current assets/liabilities	51,921	49,005
Other non-current assets/liabilities	(29,419)	(32,705)
Total uses	433,039	277,182
Short-term financial liabilities	161,809	49,459
Lease liabilities	8,589	8,582
Current debts for investments in subsidiaries	3,065	5,764
Financial receivables from factoring companies	(76)	(249)
Financial (assets)/liab. from/to Group companies	-	-
Other current financial receivables	(9,417)	(9,656)
Cash and cash equivalents	(61,334)	(125,713)
Net current financial debt	102,636	(71,813)
Borrowings	25,507	39,574
Lease liabilities	77,890	81,478
Non-current debts for investments in subsidiaries	600	600
Net Financial debt (A)	206,633	49,839
Net equity (B)	226,406	227,343
Total sources of funds (C=A+B)	433,039	277,182

The Italian Subgroup's main financial and equity position as at 30 June 2024 are hereby summarised:

The net financial position is negative by 206.6 million euro, worsening both compared to the negative net financial position of 49.8 million euro as at 31 December 2023, and with respect to the negative net financial position of 188.3 million euro as at 31 March 2024; by contrast, an improvement was recorded with respect to the negative net financial position of 215.9 million euro as at 30 June 2023.

The improvement compared to 30 June 2023 is attributable to the actions to contain the level of net working capital while the spread with the figure as at 31 December 2023 and 31 March 2024 relates to the business dynamics and, compared to 31 December 2023, also to the reduced use of loan assignment programmes.

The aforementioned programmes for the factoring and securitisation of trade receivables, which define the complete transfer of risks and benefits to the assignees and therefore allow their derecognition from the statement of financial position assets, determine an overall effect on the level of consolidated net financial payables as at 30 June of 194.5 million euro (253.7 million euro as at 31 December 2023 and 216.1 million euro as at 30 June 2023).

B.2) Iberian Subgroup

The Iberian Subgroup's financial highlights as at 30 June 2024 are hereby summarised:

(€/000)	H1 2024	H1 2023	% Var.	02 2024	02 2023	% Var.
Sales from contracts with customers	608,532	712,909	-15%	314.609	325,195	-3%
Cost of goods sold excl. factoring/securitisation	571,780 2,586	673,441 2,529	-15% 2%	296,509 1,293	306,524 1,322	-3% -2%
Financial cost of factoring/securisation(1) Gross Profit(2) Gross Profit %	34,166 5.61%	36,939 5.18%	-8%	16,807 5.34%	17,349 5.33%	-3%
Personnel costs Other operating costs EBITDA adjusted(3) EBITDA adjusted %	17,845 6,601 9,720 1.60%	16.747 8,586 11,606 1.63%	7% -23% -16%	9.303 3,344 4,160 1.32%	8,504 4,308 4,537 1.40%	ರಿ% -22% -8%
Depreciation and amortisation IFRS 16 Right of Use depreciation Goodwill impairment EBIT adjusted 3) EBIT adjusted %	799 1.711 7,210 1.18%	764 1,6552 9,190 1.29%	5% 4% n/s -22%	395 864 2,901 0.92%	383 874 3,280 1.01%	3% -1% n/s -12%
Non recurring costs EBIT EBIT %	7,210 1.18%	9,190 1.29%	n/s -22%	2,901 0.92%	3,280 1.01%	n/s -12%

(1) Cash discounts for 'non-recourse' advances of trade receivables as part of revolving factoring, confirming and securitisation programmes.

(2) Gross of amortisation/depreciation that, by function, would be included in the cost of sales.

(3) Adjusted given gross of non-recurring items.

Sales from contracts with customers amounted to 608.5 million euro in the first half of 2024, marking a decrease of -15% compared to 712.9 million euro recorded in the first half of 2023. In the second quarter of 2024, it recorded a recovery with decrease reduced to -9% compared with the same period of the previous year. The results for the period of 2024 benefit from 10.5 million euro in the six months and 4.5 million euro in the second quarter alone, contributed by Lidera Network S.L. acquired in August 2023.

Gross profit stood at 34.2 million euro in the first half of 2024 (of which 1.2 million euro contributed by Lidera Network S.L.), marking a decrease of -8% compared to 36.9 million euro recorded in the first half of 2023, heavily influenced by the sales performance. However, the percentage margin recorded an improvement from 5.18% to 5.61%, thanks to the greater incidence of high-profit margin business lines. In the second quarter alone, gross profit, amounting to 16.8 million euro, recorded a decrease of -3% (-7% excluding the contribution of the business combination) compared to the same period of the previous year, with a stable percentage margin of 5.34%.

Adjusted EBITDA and EBITDA, equivalent given that no non-recurring costs were recorded in the two periods being compared, amounted to 9.7 million euro, -16% compared to 11.6 million euro in the first half of 2023. The incidence on sales stood at 1.60% from 1.63% in the first half of 2023. In the second quarter alone, it recorded a decrease of -8% compared with the same period of the previous year. The contribution of the abovementioned acquisition in the two reference periods was irrelevant (0.2 million euro and 0.1 million euro respectively).

Adjusted EBIT and EBIT, which coincide, amounted to 7.2 million euro, showing a decrease of -22% compared to the first half of 2023; the incidence on sales fell from 1.29% to 1.18% in the first half of 2023. In the second quarter alone, values declined by -12% compared with the second quarter of the previous year.

The Iberian Subgroup's main financial and equity position as at 30 June 2024 are hereby summarised:

(euro/000)	30/06/2024	31/12/2023
Fixed assets	116,206	117,625
Operating net working capital	97,036	74,204
Other current assets/liabilities	(20,949)	(26,741)
Other non-current assets/liabilities	(15,726)	(15,649)
Total uses	176,567	149,439
Short-term financial liabilities	20,891	22,787
Lease liabilities	3,239	3,314
Current financial (assets)/liabilities for derivatives	-	18
Financial assets held for trading	(138)	(113)
Financial (assets)/liab. from/to Group companies	-	-
Cash and cash equivalents	(102,130)	(135,170)
Net current financial debt	(78,138)	(109,164)
Borrowings	19,081	26,128
Lease liabilities	16,452	17,676
Net Financial debt (A)	(42,605)	(65,360)
Net equity (B)	219,172	214,799
Total sources of funds (C=A+B)	176,567	149,439

The net financial position is positive by 42.6 million euro compared to a liquidity surplus of 65.4 million euro as at 31 December 2023, 8.7 million euro as at 30 June 2023 and 4.4 million euro as at 31 March 2024.

The improvement compared to both 30 June 2023 and 31 March 2024 is due to the containment of the level of operating net working capital, while the spread with the figure as at 31 December 2023 essentially depends on business dynamics.

The aforementioned programmes for the factoring and confirming of trade receivables, which define the complete transfer of risks and benefits to the assignees and therefore allow their derecognition from the statement of financial position assets, determine an overall effect on the level of consolidated net financial payables as at 30 June of 139.6 million euro (139.5 million euro as at 31 December 2023 and 148.2 million euro as at 30 June 2023).

C) Esprinet Group's financial highlights pre-IFRS 16

The Group's financial highlights are shown below using the adjusted figures following the application of IFRS 16:

(€/000)	H1 2024	H1 2023	% Var.
	Pre-IFRS16	Pre-IFRS16
Sales from contracts with customers Cost of goods sold excl. factoring/securitisation Financial cost of factoring/securisation(4) Gross Profit(2)	1,849,930 1,736,701 8,382 104.847	1,905,839 1,793,087 7,305 105.447	-3% -3% 15% -1%
Gross Profit %	5.67%	5.53%
Personnel costs Other operating costs EBITDA adjusted(3) EBITDA adjusted %	49.721 38,152 16,974 0.92%	46.991 40,995 17,461 0.92%	6% -7% -3%
Depreciation and amortisation IFRS 16 Right of Use depreciation Goodwill impairment EBIT adjusted(3) EBIT adjusted %	4,275 12,699 0.69%	3.287 14.174 0.74%	30% n/s n/s -10%
Non recurring costs(4) EBIT EBIT %	12.699 0.69%	26,371 (12,197) -0.64%	-100% <100%
IFRS 16 interest expenses on leases Other financial (income) expenses Foreign exchange (gains) losses Cost (income) from investments Result before income taxes Income taxes Net result - of which attributable to non-controlling interests - of which attributable to the Group	5,101 1,393 6.205 2,645 3,560 3,560	11,841 (336) (23,702) 5.819 (26,521) (26,521)	n/s -57% <100% n/s <100% -6% <100% n/s <100%

(1) Cash discounts for 'non-recourse' advances of trade receivables as part of revolving factoring, confirming and securitisation programmes.

(2) Gross of amortisation/depreciation that, by function, would be included in the cost of sales.

(3) Adjusted given gross of non-recurring items.

(4) Of which 26.4 million euro with reference to 2023, otherwise included in 'Other operating costs'.

The Group's main financial and equity results are shown below using the adjusted figures following the application of IFRS 16:

(€/000)	30/06/2024 Pre - IFRS 16	31/12/2023 Pre - IFRS 16
Fixed assets	167,506	168,630
Operating net working capital	280,133	102,636
Other current assets/liabilities	31,937	23,270
Other non-current assets/liabilities	(45,145)	(48,354)
Total uses	434,431	246,182
Short-term financial liabilities	182,700	72,246
Lease liabilities	-	-
Current financial (assets)/liabilities for derivatives	-	18
Financial assets held for trading	(138)	(113)
Financial receivables from factoring companies	(76)	(249)
Current debts for investments in subsidiaries	3,065	5,764
Other financial receivables	(9,417)	(9,656)
Cash and cash equivalents	(163,464)	(260,883)
Net current financial debt	12,670	(192,873)
Borrowings	44,588	65,702
Lease liabilities	-	-
Non-current debts for investments in subsidiaries	600	600
Net Financial debt (A)	57,858	(126,571)
Net equity (B)	376,573	372,753
Total sources of funds (C=A+B)	434,431	246,182

3. Sales trends by product family and customer type

(euro/million)	H1 2024	%	H1 2023	%	Var.	% Var.	Q2 2024	%	Q2 2023	%	Var.	% Var.
Retailers & E-Tailers	605.7	32.7%	621.6	32.6%	(15.9)	-3%	324.7	35.2%	271.8	30.6%	52.9	19%
IT Resellers	1,411.1	76.3%	1,359.2	71.3%	51.9	4 %	689.3	74.6%	661.6	74.6%	27.7	4 %
IFRS15 and other adjustments *	(166.9)	-9.0%	(75.0)	-3.9%	(91.9)	123%	(90.3)	-9.8%	(46.2)	-5.2%	(44.1)	96%
Sales from contracts with customers	1,849.9	100.0%	1,905.8	100.0%	(55.9)	-3%	923.7	100.0%	887.2	100.0%	36.5	4 %

(*) Accounting adjustments for representation of principal vs agent, revenue recognition, future adjustments etc.

In the first six months of 2024, the market in Southern Europe recorded a decrease of 3% in the Business Segment (IT Resellers) and a decrease of 6% in the Consumer Segment (Retailers, Etailers). On the other hand, the Group's sales showed the following trends: the Business Segment was up +4% to 1,411.1 million euro and the Consumer Segment fell by 3% amounting to 605.7 million euro.

(euro/million)	H1 2024	%	H1 2023	%	Var.	% Var.	Q2 2024	%	Q2 2023	%	Var.	% Var.

PC (notebook, tablet, desktop, monitor)	563.4	30.5%	515.9	27.1%	47.5	9%	285.6	30.9%	249.1	28.1%	36.5	15%
Printing devices and supplies	190.0	10.3%	178.6	9.4%	11.4	6%	95.8	10.4%	85.7	9.7%	10.1	12%
Other IT products	148.2	8.0%	136.4	7.2%	11.8	9%	75.5	8.2%	68.7	7.7%	6.8	10%
Total IT Clients	901.6	48.7%	830.9	43.6%	70.7	9%	456.9	49.5%	403.5	45.5%	53.4	13%
Smartphones	430.1	23.2%	487.0	25.6%	(56.9)	-12%	220.4	23.9%	218.2	24.6%	2.2	1%
White goods	21.5	1.2%	24.4	1.3%	(2.9)	-12%	11.0	1.2%	11.0	1.2%	-	0%
Gaming hardware and software	29.0	1.6%	33.0	1.7%	(4.0)	-12%	13.3	1.4%	16.7	1.9%	(3.4)	-20%
Other consumer electronics products	60.0	3.2%	77.8	4.1%	(17.8)	-23%	29.3	3.2%	33.2	3.7%	(3.9)	-12%
Total Consumer Electronics	540.6	29.2%	622.2	32.6%	(81.6)	-13%	274.0	29.7%	279.1	31.5%	(5.1)	-2%
Hardware (networking, storage, server & others)	372.9	20.2%	349.6	18.3%	23.3	7%	182.8	19.8%	162.7	18.3%	20.1	12%
Software, Services, Cloud	201.7	10.9%	178.1	9.3%	23.6	13%	100.3	10.9%	88.1	9.9%	12.2	14%
Total Advanced Solutions	574.6	31.1%	527.7	27.7%	46.9	9%	283.1	30.6%	250.8	28.3%	32.3	13%
IFRS15 and other adjustments *	(166.9)	-9.0%	(75.0)	-3.9%	(91.9)	123%	(90.3)	-9.8%	(46.2)	-5.2%	(44.1)	95%
Sales from contracts with customers	1,849.9	100.0%	1,905.8	100.0%	(55.9)	-3%	923.7	100.0%	887.2	100.0%	36.5	% 4

(*) Accounting adjustments for representation of principal vs agent, revenue recognition, future adjustments etc.

An analysis of the details of the product categories shows that the IT Clients segment recorded an increase of +9% for the Group, where all categories recorded growth: PCs (+9%), Printers and consumables (+6%) and Other products, i.e. components and accessories (+9%). According to Context data, on the other hand, in the first half year of 2024 the IT Clients market in Southern Europe reported a decline (-2%) compared to the previous year, with PCs showing the first signs of a return to growth (+1%) but with Printers and consumables down (-9%).

By contrast, the Group recorded a decrease of 13% in the Consumer Electronics segment: Smartphones (-12%), Household Appliances (-12%), Gaming (-12%), Other products, whose perimeter also incorporates televisions (-23%). According to Context data, the Consumer Electronics segment in the distribution panel in the first six months of 2024 decreased by 8%; in detail: Smartphones -6%, Household Appliances -13%, Gaming +1% and Other products -8%.

Lastly, in the Advanced Solutions segment, the Group, outperforming the market trend (-3%), again according to the data of the UK research company Context, registered an increase of +9% in sales, rising to 574.6 million euro compared to 527.7 million euro in the January-June 2023 period.

Significant events occurring in the period

The significant events that occurred during the period are briefly described as follows:

Transfer of the Solar business unit to Zeliatech S.r.l.

On 1 February 2024, Esprinet S.p.A. transferred to the wholly-owned subsidiary Zeliatech S.r.l. the 'Solar' business unit, whose purpose is the distribution of technologies aimed at the generation and distribution of electricity (including photovoltaic panels, inverters, cabling devices, charging stations for electric vehicles); instrumentation for the regulation of temperature and climate in homes, offices and industrial plants, also by means of electronic supports, such as heat pumps, condensers and thermostats; and video surveillance technologies and devices (including application software).

The object of the unit were products intended for resale as part of the unit's activity, the related contractual relationships with suppliers, the contractual relationships with certain customers and the products in stock at the date of the transfer, as well as the employment relationships of 21 employees.

As a result of the transfer, Zeliatech S.r.l. took over all of the business unit's legal relationships with customers and suppliers, with the exception of receivables and payables, current or potential assets and liabilities, already existing at the date of the transfer which, with the sole exception of receivables for advances paid to suppliers for future supplies of products intended for resale pertaining to the business unit, remained the responsibility of Esprinet S.p.A.

The transfer, which took place at book values, resulted in a capital increase of the company Zeliatech S.r.l. for 25.0 million euro, of which 0.4 million euro for the share capital increase and 24.6 million euro for share premium.

Annual Shareholders' Meeting of the parent company Esprinet S.p.A.

The Ordinary Shareholders' Meeting of Esprinet S.p.A. was held on 24 April 2024, which has:

approved the Financial Statements as at 31 December 2023:
reviewed the Consolidated Financial Statements and the Sustainability Report as at 31 December 2023;
resolved the renewal of the Board of Directors for the three-year period 2024-2026 and established the number of members at 11, appointing Maurizio Rota as Chairman;
resolved the renewal of the Board of Statutory Auditors for the three-year period 2024- 2026;
resolved to approve, by means of a favourable and binding resolution, the first section of the Report on Remuneration under Article 123–ter, paragraph 3-bis of Italian Legislative Decree 58/1998;
resolved to approve, by means of a favourable and non-binding resolution, the second section of the Report on Remuneration under Article 123- ter, paragraph 6 of Italian Legislative Decree 58/1998;
approved, pursuant to Article 114-bis of Italian Legislative Decree 58/1998, a Compensation Plan ('Long-Term Incentive Plan') addressed to members of the Board of Directors, general managers, senior managers, employees and contractors of the Company and of Group companies, relating to the allocation of stock grant rights on the Company's ordinary shares ('Performance Stock Grant') to beneficiaries, who will be identified by the Board of Directors, up to the maximum amount of 690,000 Company shares;
authorised the purchase and disposal of treasury shares, for a period of 18 months from the date of the resolution, within the maximum limit of 2,520,870 ordinary shares of Esprinet S.p.A. without indication of face value and fully paid up, equal to 5% of the Company's share capital, subject to the revocation of the authorisation resolved upon by the Shareholders' Meeting of 20 April 2023.

Granting of shares to beneficiaries in execution of the '2021-2023 Long-Term Incentive Plan'

On 24 April 2024, following the presentation of the consolidated financial statements as at 31 December 2023 to the Shareholders' Meeting of Esprinet S.p.A., and taking into account the partial achievement of the targets set for the 2021-2023 three-year period, the free stock grants of Esprinet S.p.A. ordinary shares referring to the 'Long-Term Incentive Plan' approved by the Shareholders' Meeting of 7 April 2021 became exercisable. Consequently, the beneficiaries were granted 36,403 shares already owned by the Company which, following said transaction, saw the number of own shares in the portfolio fall to 974,915 shares, equal to 1.93% of the total shares making up the share capital.

A total of 25% of the shares granted to the beneficiaries are subject to a lock-up period of two years from the grant date.

Termination of the Shareholders' Agreement between Axopa S.r.l. and Montinvest S.r.l.

On 15 May 2024, the voting and consultation syndicate agreement signed between Axopa S.r.l. and Montinvest S.r.l. on 24 March 2023, as subsequently amended, concerning 13,222,559 ordinary shares of Esprinet, equal to 26.23% of the number of shares representing the entire Share Capital of Esprinet S.p.A., was terminated due to the expiry of the term of duration.

Assignment of rights of the '2024-2026 Long-Term Incentive Plan'

On 27 May 2024, in execution of the resolution of the Shareholders' Meeting of Esprinet S.p.A. of 24 April 2024 concerning the Compensation plan (Long-Term Incentive Plan) in favour of members of the Board of Directors, general managers, senior managers, employees and contractors of Esprinet S.p.A. and Esprinet Group companies, 690,000 rights (equal to the maximum number resolved by the Shareholders' Meeting) were granted, which can be freely converted into Esprinet S.p.A. shares. The conditions for exercising the rights are linked to the achievement of economic-financial, ESG and Esprinet share performance targets for the 2024-26 period, and depend on the individual beneficiary still being employed by the Group at the date of presentation of the 2026 Consolidated Financial Statements to the Shareholders' Meeting of Esprinet S.p.A..

Contribution of the Value business unit to V-Valley S.r.l.

On 1 June 2024, Esprinet S.p.A. transferred to the wholly-owned subsidiary V-Valley S.r.l., active since 2010 as the exclusive sales agent of Esprinet S.p.A, the business unit called 'Value', whose object is the B2B distribution of products and services relating to the Servers and Storage, Networking, Enterprise Software and Cloud, Cybersecurity product segments.

The object of the unit were products intended for resale as part of the unit's activity, the related contractual relationships with suppliers, given contractual relationships with certain customers, the products in stock at the date of the transfer, a portion of goodwill specifically attributable to the activities forming part of the transfer as well as the employment relationships of 178 employees.

As a result of the transfer, V-Valley S.r.l. took over all of the business unit's legal relationships with customers and suppliers, with the exception of receivables and payables, current or potential assets and liabilities, already existing at the date of the transfer, which remain the responsibility of Esprinet S.p.A.

The transfer, which took place at book values, resulted in a capital increase of the company V-Valley S.r.l. for 27.0 million euro, of which 0.5 million euro for the share capital increase and 26.5 million euro for share premium.

Developments in tax disputes

On 19 January 2024, the Supreme Court of Cassation confirmed the favourable ruling, issued in 2020 by the Lombardy Regional Tax Commission against Esprinet S.p.A., relating to 66 thousand euro of indirect taxes pertaining to the year 2013.

The Company was the winner in the dispute regarding the failure to apply VAT on the invoice on the transfers made to a customer company which, through the submission of a declaration of intent, which subsequent tax audits by the Tax Authorities had certified the customer company could not have issued, had requested this favourable regime.

The ruling definitively ascertained the correct conduct of the Company which, in relation to this dispute, had already obtained the repayment of the amounts provisionally paid in previous years in accordance with the provisions of the administrative procedure.

On 9 April 2024, Esprinet S.p.A. received the ruling of 23 June 2023 by which the Court of Cassation rejected the appeal filed by the Company against a ruling of the Lombardy Regional Tax Commission in 2014, relating to indirect taxes on transactions carried out in 2005 by Actebis Computer S.p.A., a company acquired by Esprinet S.p.A. in December 2006 and merged by incorporation the following year.

However, the ruling did not produce any consequences since, as they were disputes relating to transactions carried out prior to the acquisition of Actebis Computer S.p.A., the disputed sums had been paid in full upon receipt of the funds from the previous owner of the company.

Subsequent events

Relevant events occurred after period end are briefly described below:

Obtainment of the 'waiver' on the Revolving Credit Facility (RCF) of 180.0 million euro

On 26 July 2024, Esprinet S.p.A. obtained from the pool of lending banks of the short-term Revolving Credit Facility (RCF) of 180.0 million euro (not used as at 30 June 2024 or as at 31 December 2023 and only partially used, and repaid in full according to the provisioned contractual deadlines, during the first half of 2024) the granting of a 'waiver' in relation to the violation, verified

on the consolidated financial statements as at 31 December 2023, of one of the financial covenants supporting the credit line.

Renewal of an agreement for securitisation of a portfolio of trade receivables for a maximum amount of 130.0 million euro

On 31 July 2024, Esprinet S.p.A. and its wholly-owned subsidiary V-Valley S.r.l. renewed, as originators, a transaction involving the securitisation of trade receivables for 2024-2027 the threeyear period, started in July 2015 and updated in July 2018 and 2021.

The transaction, which has been structured by UniCredit Bank AG as Arranger, involves the assignment on a 'non-recourse' revolving basis of trade receivables to the special purpose vehicle under Law no. 130/1999 named Vatec S.r.l., over an additional period of three years.

The amount of the programme was increased to 130.0 million euro, compared to 120.0 million euro expected with the renewal of 2021 and 80.0 million euro at the start in 2015.

The purchase of trade receivables is being funded through the issue of different classes of notes: class A notes (senior), subscribed by a conduit sponsored by UniCredit Group, class B notes (mezzanine) and class C notes (junior) subscribed by specialised investors.

The transaction, 'committed' for three years, supplements the Group's medium/long-term financial structure, making it possible to strengthen the stability, and significantly extend the average duration, of its financial indebtedness.

Extraordinary Shareholders' Meeting of the parent company Esprinet S.p.A.

On 6 September 2024, the Extraordinary Shareholders' Meeting of Esprinet S.p.A. was held and approved, in particular, the amendments to the Articles of Association aimed at implementing the provisions contained in the 'Capital Law', in relation to which participation of the shareholders in the Shareholders' Meeting is expected to take place exclusively through the 'Designated Representative', pursuant to Article 135-undecies of Italian Legislative Decree no. 58/98 (TUF, 'Consolidated Law on Finance') to whom proxies and/or sub-proxies may also be granted, pursuant to Article 135-novies of the TUF.

Relationships with related parties

Group operations with related parties, as defined by IAS 24, were effected in compliance with current laws and according to mutual economic advantage.

Any products sold to individuals were sold under the same conditions as those usually applied to employees.

Transactions between the parent company Esprinet S.p.A. and its subsidiaries included in the scope of consolidation were de-recognised in the interim consolidated financial statements and therefore do not appear in this section.

During the period, relationships with related parties consisted essentially in the sale of products and services under market conditions between Group's entities and companies where the key management personnel or shareholders of Esprinet S.p.A. play important roles.

Relationships with key managers consisted in the compensation awarded for services rendered by the same.

Sales realised are related to the sales of consumer electronic products to business and private customers under normal market conditions.

It should be noted that, in the first half of this year, there were no transactions of 'greater importance' as defined by the 'Procedure for the discipline of Transactions with Related Parties', approved by the Board of Directors of Esprinet S.p.A. in compliance with CONSOB resolution no. 17221 of 12 March 2010, as amended and supplemented, which came into force on 1 January 2011.

Relationships with 'other related parties'

			H1 2023
(euro/000)	Type	Sales	Cost	Receiv.	Payab.	Sales	Cost	Receiv.	Payab.
Sales
Key managers and family	Sales of goods	4	-	-	-	4	-	3	-
Subtotal		4	-	-	-	4	-	3	-
Overheads and administration costs
Key managers and family	Overheads	-	(2)	-	-	-	(2)	-	-
Subtotal		-	(2)	-	-	-	(2)	-	-
Total		4	(2)	-	-	4	(2)	3	-

* Gross values.

The aforementioned table details operations occurred between Group companies and companies where Esprinet S.p.A. directors and shareholders play important roles, as well as Group key managers and their close family members.

Sales relate to consumer electronics products sold under normal market conditions.

The total value of the aforementioned transactions is not material compared with the total volume of the Group's activities.

Main risks and uncertainties

Esprinet Group activities are exposed to several risk factors that may influence its economic, equity and financial situation.

The Group identifies, assesses and manages risks in compliance with internationally recognised models and techniques such as the Enterprise Risk Management - Integrated Framework ('CoSO'). The identification of key risks has enabled their classification in the following categories:

strategic risks;
operational risks;
compliance risks;
financial risks.

A brief description of the main risks follows for each category identified, along with the response actions implemented to keep residual risk levels within acceptable thresholds for the Group.

Strategic risks include mainly the following: criticality in the ability to plan and implement strategic actions in a systematic and coordinated manner, and inadequacies as regards the following: the response to unfavourable macroeconomic scenarios, the response to changes in the needs of customers and suppliers, the management of the process of analysis/reaction to price trends (deflationary trends), the evaluation of M&A/extraordinary transactions and processes of integration with acquired companies and/or spin-offs of business units, the reaction to the market initiatives of competitors and new entrants and the vulnerability in the ability to recognise and respond to competitive threats.

Protection against strategic risks is usually linked to the quality of strategic planning processes and to the generation of new ideas and/or the validation of existing management models, to the frequency and effectiveness of business reviews and to the availability of competitive analysis methods and tools and the ability to correctly identify, analyse and interpret the sector, economic and market macro-trends.

Operating risks include primarily: the interruption of logistics, storage and transport services, the dependence on IT and 'web' systems, cybersecurity, the improper use of artificial intelligence, the dependence on key suppliers with their possible failure to comply with contractual and/or noncontractual agreements, inefficient management of stock and inventory turnover and of the 'pricing' and discount policies with a subsequent reduction in the company margin. This category also incorporates risks linked to criticalities relating to management of international trade, customers and the inability to provide them with adequate service/support levels.

Operational risks are typically defended against by a mixture of rules and procedures aimed at guaranteeing adequate prevention from risky events, as well as by insurance tools and business continuity and disaster recovery plans aimed at minimising any possible financial impact of the risky events. The Group has also invested considerable resources in preventing and monitoring the risks associated with dependence on information systems and improving the level of information security, defining, among other things, key roles within the Internal Control System with specific skills in the IT field such as the Chief Information Security Officer, introducing more up-to-date security systems, including an SOC (Security Operations Centre) and establishing advisory channels in preparation for the adoption of solutions based on artificial intelligence.

The stipulation of contracts to protect the Group, its assets and profitability also represent tools for controlling operating risks. Furthermore, in order to maximise 'Customer Satisfaction' and optimise the customer relationship, a special work group continues to operate, whose job is to analyse the matter and define new measures/tools to be introduced to reach said objectives. Lastly, the Group possesses internal personnel, external advisors and dedicated software in order to best manage the aspects related to international trade, in compliance with the legislation in force.

Compliance risks: this type of risks concerns the possible violation of legislation, laws and regulations, including of a tax nature, which are applicable to the Group and the business in which it operates (please see paragraph 'Development of disputes involving Esprinet S.p.A. and the Group', point 26 'Non-current provisions and other liabilities' in the 'Notes to the condensed consolidated half-year financial statements').

These risks are mainly guarded against by an external structure made up of professionals who also guarantee that internal administrative resources are updated on new laws and regulations of any possible interest to the Group. Other mitigation tools include the drafting of the appropriate procedures and the implementation of specific control activities. Lastly, the Group has embarked on a project in the tax area which, through the setting up of a Tax Control Framework, will lead to the request to access cooperative compliance by observing the guidelines set out in Italian Legislative Decree no. 221/2023.

Financial risks incorporate: credit, liquidity and market risk. Credit risk management strategies are as follows:

in the case of financial counterparties (cash and cash equivalents and financial derivatives), by the choice of leading national and international banks;
in the case of trade receivables, within the limits of the ceiling negotiated and with the aim of optimising the balance of costs and benefits, by the transfer of the risk to leading insurance and/or factoring firms, as well as the application of special checking procedures regarding the assignment and periodical revision of lines of credit to customers, and the requirement of collateral in the case of customers whose ratings are insufficient to guarantee operations.

Liquidity risk management hinges on cash-flow planning and also on the maintenance of consistent amounts of unused lines of credit in Italy, Spain and Portugal of a mainly self-liquidating nature, and is aided by a conservative financial policy favouring stable financing sources including that for financing working capital.

Market risk (composed primarily of currency and interest rate risk), less relevant for the Group with respect to credit and/or liquidity risk, is mitigated, as regards the currency aspect, through spot hedges of individual purchases in foreign currency, and in relation to interest rates via hedging instruments like 'IRS-Interest Rate Swap', however not used today in consideration of the extremely low risk deriving from the largely fixed-rate composition of medium/long-term financial indebtedness.

Macroeconomic context

The first half of 2024 essentially continued the last few months of 2023 from a geopolitical point of view; in fact, there were continued political and economic tensions, triggered by the ongoing conflicts (between Russia and Ukraine and the one between Israel and Palestine, with the potential risk of it also spreading to neighbouring countries/regions such as Lebanon and Iran). Both of the aforementioned conflicts are unlikely to be resolved by the end of 2024.

In the same period, the cost of borrowing remained high, despite the fact that the main global central banks (including the European Central Bank) began to adopt less restrictive monetary policies, specifically with an initial rate cut of 25 bps in June 2024 by the ECB, as a result of favourable downward trends in inflationary phenomena. Further cuts are expected during the second half of the year in line with the development in the inflation, which is expected to continue in its downward trend (more marked in Italy, less in Portugal and Spain) to return and remain, also over the next few years, at the target level of around 2%, deemed acceptable by the European Central Bank.

As a result of the aforementioned easing of monetary policy, the cost of borrowing is expected to fall in the second half year of 2024 and in the 2025/2026 two-year period.

The downward tensions caused by the ongoing conflicts, which as mentioned above seem far from being resolved, are to a certain extent offset by the drop in the inflation rate and the expected decrease in the cost of borrowing which, accompanied by the increase in wages in progress and expected over the next two years, should boost household consumption and cause a recovery in business investments (also thanks to the input of the programmes included in the Next Generation EU). This context is expected to result in an increase (contained in Italy, more vigorous in Spain and Portugal) in GDP during 2024, and is expected to grow further in the 2025/2026 two-year period. Finally, the entire macroeconomic and geopolitical scenario just described could be affected by the outcome of the US presidential elections scheduled for 5 November.

The aforementioned geopolitical tensions and the consequent economic implications have had a generally tolerable impact on the Esprinet Group, as it is not present on the markets of the countries currently directly involved in the ongoing conflicts nor maintains significant commercial relations with partners residing in these countries. However, the economic context still characterised by a high cost of borrowing had a negative impact on the Group's performance, both in the form of lower sales as a result of the general reduction in the private consumption of households and in business investments, particularly in the IT sector, also with the expectation from private and business consumers, of new products with integrated artificial intelligence solutions, and in terms of the cost of the sources of financing. However, the solid financial structure of the Group, the cost-cutting initiatives and above all, the levels of invested working capital, and a context which is expected to generally improve as early as the second half year of 2024, make the situation transitory and manageable.

Other significant information

1. Research and development activities

The research and development of EDP and 'Web' activities are related to the definition and planning of new processes and services relating to the IT platform used by the Group, which is at customers' and suppliers' disposal for information communication as well as for the management of sales and purchase orders. These costs were entirely recorded in the income statement in this financial year, mainly among the personnel costs of the respective departments.

2. Number and value of own shares

At the date of the close of this interim directors' report on operations, Esprinet S.p.A. holds 974,915 own ordinary shares, equal to 1.93% of share capital, of which 690,000 to fulfil the obligations stemming from the 'Long-Term Incentive Plan 2024-2026', approved by the Shareholders' Meeting on 24 April 2024.

The remaining shares held could, together with any additional own shares in circulation that can be purchased by the Group, be subject to subsequent cancellation with the aim of recognising further remuneration to its shareholders with respect to the distribution of dividend income.

3. Atypical and/or unusual operations

The management does not believe that any transactions were atypical or unusual according to the definition provided by CONSOB in communication No. DEM 6064293 of 28 July 2006.

4. Share incentive plans

Within the scope of share incentive policies aimed at strengthening the loyalty of managers deemed essential for the purpose of achieving the Group operating targets, on 24 April 2024, the Shareholders' Meeting of Esprinet S.p.A. approved a new Compensation Plan ('Long-Term Incentive Plan') for the benefit of the members of the Board of Directors and executives of Group companies, valid for the 2024-2026 three-year period and regarding the allocation of a maximum of 690,000 rights of free stock grants of Esprinet S.p.A. ordinary shares.

The conditions for the exercise of the LTIP relate to the achievement, in the 2024-2026 three-year period, of:

economic-financial performance and ESG performance targets;
profitability targets of the Esprinet share;
profitability targets of the Esprinet share with respect to a predefined panel of securities;

and are all conditional on the beneficiary remaining in the Group until the date of presentation of the consolidated financial statements for the year 2026.

On 27 May 2024, in execution of the aforementioned decision of the Shareholders' Meeting, the identified beneficiaries were assigned 690,000 rights free of charge.

Further information can be found in the 'Notes to the condensed consolidated half-year financial statements', paragraph 'Labour costs and number of employees', to which reference should be made.

5. Reconciliation of equity and Group result and corresponding values of

the parent company

In compliance with CONSOB communication No. DEM/6064293 of 28 July 2006 the reconciliation between Group equity and result of the period together with the relative data of the parent company, Esprinet S.p.A., is illustrated in the table below:

	Net Result		Equity
(euro/000)	30/06/24	30/06/23	30/06/24	31/12/23
Esprinet S.p.A. separate financial statements	(2,135)	(32,856)	209,544	211,770
Consolidation adjustments:
Net equity and result for the year of consolidated companies net of minority interests	5,350	6,091	312,660	254,999
Esprinet S.p.A. 's investments in consolidated subsidiaries carryng amount	-	-	(167,343)	(115,381)
Goodwill from Esprinet Iberica S.L.U. business combination	-	-	1,039	1,039
Goodwill from Dacom S.p.A. business combination	-	-	113	113
Income from Sifar Group S.r.l. business combination	-	-	8,059	8,059
Goodwill from Bludis S.r.l. business combination	-	-	5,881	5,881
Deletion of non-realised (profit)/loss on inventory, net of fiscal effect	37	2	(56)	(93)
Investments in subsidiaries write-down deletion	-	-	155	155
Other movements	-	(144)	868	868
Consolidated net equity and net result	3,252	(26,907)	370,920	367,410

Business outlook, risks and uncertainties in the second half of the year

In the second quarter of 2024, the Group continued to strengthen its market share in Italy and Spain, focusing above all on the product segment, Solutions and Services, and customer segment, IT Resellers, both with higher added value. In any case, the Group outperformed the market trend in the consumer domain too, where private consumers' demand showed the first signs of recovery. Although the reference context is still stabilising, the July results confirmed the recovery in purchases of retail customers and the gradual growth of the business segment, supporting the forecasts of sector analysts, confident in a turning point for the ICT distribution market in the second half.

In this scenario, the Group intends to continue to seize the opportunities offered by the market by consolidating its strategic position in the countries in which it operates, continuing the process of optimising the levels of invested capital, together with the constant control of operating costs to generate an attractive return for shareholders.

In light of the results as at 30 June 2024 and in the context described above, the Group confirms its expectations for the current year, predicting an Adjusted EBITDA of between 66 and 71 million euro, compared to 64.1 million euro in the previous year.

Vimercate, 11 September 2024

On behalf of the Board of Directors The Chair Maurizio Rota

Consolidated statement of financial position

The table below shows the consolidated statement of financial position drawn up according to IFRS principles, together with the information required pursuant to CONSOB Resolution No. 15519 of 27 July 2006:

(euro/000)	Notes	30/06/2024	related parties*	31/12/2023	related parties*
ASSETS
Non-current assets
Property, plant and equipment	1	28,906		28,098
Right-of-use assets	4	99,391		104,624
Goodwill	2	116,510		116,510
Intangible assets	3	10,436		11,053
Deferred income tax assets	6	9,984		11,243
Receivables and other non-current assets	9	2,329	-	2,340	-
		267,556	-	273,868	-
Current assets
Inventory	10	610,166		514,770
Trade receivables	11	518,653	-	698,602	5
Income tax assets	12	6,897		4,684
Other assets	13	87,157	-	82,530	-
Financial assets held for trading	15	138		113
Cash and cash equivalents	17	163,464		260,883
		1,386,475	-	1,561,582	5
Total assets		1,654,031	-	1,835,450	5

EQUITY
Share capital	19	7,861		7,861
Reserves	20	359,807		371,424
Group net income	21	3,252		(11,875)
Group net equity		370,920		367,410
Non-controlling interests		-		-
Total equity		370,920		367,410
LIABILITIES
Non-current liabilities

Borrowings Lease liabilities	22 31	44,588 94,342		65,702 99,154
Deferred income tax liabilities	24	20,049		18,923
Retirement benefit obligations	25	5,072		5,340
Debts for investments in subsidiaries	49	600		600
Provisions and other liabilities	26	20,024		24,091
		184,675		213,810
Current liabilities

Trade payables	27	847,252	-	1,109,260	-
Short-term financial liabilities	28	182,700		72,246
Lease liabilities Income tax liabilities	36 29	11,828 1,448		11,896 931
Derivative financial liabilities	30	-		18
Debts for investments in subsidiaries	51	3,065		5,764
Provisions and other liabilities	32	52,143	-	54,115	-
		1,098,436	-	1,254,230	-
Total liabilities		1,283,111	-	1,468,040	-
Total equity and liabilities		1,654,031	-	1,835,450	-

(*) For further details on related parties, see the related section in the 'Interim Directors' Report on Operations'.

Consolidated separate income statement

Below is the consolidated separate income statement, showing items by 'function' drawn up in accordance with the IFRS and supplemented with the disclosure required under CONSOB Resolution No. 15519 of 27 July 2006, whose figures relating solely to the second quarter are not subject to a limited scope audit:

(euro/000)	Notes	H1 2024	non recurring	related parties*	H1 2023	non recurring	related parties*
Sales from contracts with customers	33	1,849,930	-	4	1,905,839	-	4
Cost of sales		(1,746,419)	-	-	(1,801,473)	-	-
Gross profit	35	103,511	-		104,366	-
Sales and marketing costs	37	(39,134)	-	-	(38,934)	-	-
Overheads and administrative costs	38	(50,709)	-	2	(76,250)	(26,371)	2
Impairment loss/reversal of financial assets	39	297	-		(129)	-
Operating result (EBIT)		13,965	-		(10,947)	(26,371)
Finance costs - net	42	(8,113)	-	-	(13,213)	(6,946)	-
Result before income taxes		5,852	-		(24,160)	(33,317)
Income tax expenses	45	(2,600)	-	-	(2,747)	-	-
Net result		3,252	-		(26,907)	(33,317)
- of which attributable to non-controlling interests		-			-
- of which attributable to Group		3,252	-		(26,907)	(33,317)
Earnings per share - basic (euro)	46	0.07			-0.54
Earnings per share - diluted (euro)	46	0.07			-0.54

(euro/000)	Notes	Q2 2024	non recurring	related parties*	Q2 2023	non recurring	related parties*
Sales from contracts with customers	33	923,729	-	2	887,241	-	4
Cost of sales		(872,726)	-	-	(836,774)	-	-
Gross profit	35	51,003	-		50,467	-
Sales and marketing costs	37	(20,107)	-	-	(19,899)	-	-
Overheads and administrative costs	38	(25,902)	-	1	(52,212)	(26,371)	1
Impairment loss/reversal of financial assets	39	(42)	-		(93)	-
Operating result (EBIT)		4,952	-		(21,737)	(26,371)
Finance costs - net	42	(3,528)	-	-	(10,504)	(6,946)	-
Result before income taxes		1,424	-		(32,241)	(33,317)
Income tax expenses	45	(1,370)	-	-	(566)	-	-
Net result		54	-		(32,807)	(33,317)
- of which attributable to non-controlling interests		-	-		-	-
- of which attributable to Group		54	-		(32,807)	(33,317)
Earnings per share - basic (euro)	46	-			(0.66)
Earnings per share - diluted (euro)	46	-			(0.66)

(*) Emoluments to key managers are excluded. Further information on operation with related parties can be found in the relevant section in the 'Interim Directors' Report on Operations'.

Consolidated statement of comprehensive income

(euro/000)	H1 2024	H1 2023	Q2 2024	Q2 2023
Net result	3,252	(26,907)	54	(32,807)
Other comprehensive income:
- Changes in translation adjustment reserve	14	12	11	20
Other comprehensive income not to be reclassified in the separate income statement
- Changes in 'TFR' equity reserve	185	34	124	83
- Taxes on changes in 'TFR' equity reserve	(44)	(8)	(29)	(20)
Other comprehensive income	155	38	106	83
Total comprehensive income	3,407	(26,869)	160	(32,724)
- of which attributable to Group	3,407	(26,869)	160	(32,724)
- of which attributable to non-controlling interests	-	-	-	-

Consolidated statement of changes in equity

(euro/000)	Share capital	Reserves	Own shares	Profit for the period	Total net equity	Minority interest	Group net equity
Balance at 31 December 2022	7,861	367,340	(13,330)	47,346	409,217	-	409,217
Total comprehensive income/(loss)	-	38	-	(26,907)	(26,869)	-	(26,869)
Allocation of last year net income/(loss)	-	47,346	-	(47,346)	-	-	-
Dividend payment	-	(26,679)	-	-	(26,679)	-	(26,679)
Transactions with owners	-	20,667	-	(47,346)	(26,679)	-	(26,679)
Currently active Share plans	-	(2,057)	-	-	(2,057)	-	(2,057)
Balance at 30 June 2023	7,861	385,988	(13,330)	(26,907)	353,612	-	353,612
Balance at 31 December 2023	7,861	384,754	(13,330)	(11,875)	367,410	-	367,410
Total comprehensive income/(loss)	-	155	-	3,252	3,407	-	3,407
Allocation of last year net income/(loss)	-	(11,875)	-	11,875	-	-	-
Transactions with owners	-	(11,875)	-	11,875	-	-	-
Grant of share under share plans	-	(185)	231	-	46	-	46
Equity plans in progress	-	59	-	-	59	-	59
Other variations	-	(2)	-	-	(2)	-	(2)
Balance at 30 June 2024	7,861	372,906	(13,099)	3,252	370,920	-	370,920

Consolidated statement of cash flows¹

(euro/000)	H12024	H12023
Cash flow provided by (used in) operating activities (D=A+B+C)	(171,271)	(76,580)
Cash flow generated from operations (A)	23,719	20,288
Operating income (EBIT)	13,965	(10,947)
Depreciation, amortisation and other fixed assets write-downs	10,712	9,521
Net changes in provisions for risks and charges	(900)	(120)
Provision for taxes in instalment	-	23,919
Net changes in retirement benefit obligations	(163)	(28)
Stock option/grant costs	105	(2,057)
Cash flow provided by (used in) changes in working capital (B)	(188,502)	(90,314)
Inventory	(95,396)	138,946
Trade receivables	179,949	224,625
Other current assets	(7,252)	(8,498)
Trade payables	(262,475)	(436,301)
Other current liabilities	(3,328)	(9,086)
Other cash flow provided by (used in) operating activities (C)	(6,488)	(6,554)
Interests paid	(4,791)	(5,706)
Received interests	778	401
Foreign exchange (losses)/gains	(926)	355
Income taxes paid	(1,549)	(1,604)
Cash flow provided by (used in) investing activities (E)	(4,455)	(9,894)
Net investments in property, plant and equipment	(4,224)	(9,761)
Net investments in intangible assets	(242)	(144)
Net investments in other non current assets	11	11
Cash flow provided by (used in) financing activities (F)	78,307	44,548
Medium/long term borrowing	-	15,000
Repayment/renegotiation of medium/long-term borrowings	(23,273)	(24,038)
Leasing liabilities remboursement	(6,347)	(6,057)
Net change in financial liabilities	110,239	84,127
Net change in financial assets and derivative instruments	387	4,021
Deferred price acquisition	(2,699)	(1,587)
Dividend payments	-	(26,918)
Net increase/(decrease) in cash and cash equivalents (G=D+E+F)	(97,419)	(41,926)
Cash and cash equivalents at year-beginning	260,883	172,185
Net increase/(decrease) in cash and cash equivalents	(97,419)	(41,926)
Cash and cash equivalents at year-end	163,464	130,259

¹ Effects of relationships with related parties are omitted as non-significant.

Notes to the condensed consolidated half-year financial

statements

1. Contents and format of the consolidated financial statements

1.1 Regulations, accounting principles and valuation criteria

The Esprinet Group consolidated half-yearly financial report as at 30 June 2024 was drawn up in accordance with Article 154-ter (Financial Reports), paragraph 2, of Italian Legislative Decree no. 58/1998 (TUF, - Consolidated Law on Finance), as well as CONSOB Communication no. DEM/6064293 of 28 July 2006 ('Disclosure requirements of Italian listed companies pursuant to Article 114, paragraph 5, Italian Legislative Decree no. 58/98') and includes:

the interim directors' report on operations;
the condensed consolidated half-year financial statements;
the declaration provided by Article 154-bis, paragraph 5 of the TUF (Consolidated Law on Finance).

The condensed consolidated half-year financial statements have been drawn up in compliance with IFRS - International Financial Reporting Standards -, using the same standards used in the preparation of the consolidated financial statements as at 31 December 2023 and with special reference to the provisions of IAS 34 'Interim Financial Reporting', pursuant to which they have been drafted in condensed form.

They do not include all the supplementary information required in the annual financial statements, therefore, they should be read together with the consolidated financial statements of the Esprinet Group as at 31 December 2023.

These condensed consolidated half-year financial statements as at 30 June 2024 were subject to a limited scope audit by the company PricewaterhouseCoopers S.p.A. with the exception of figures relating only to the second quarter.

1.2 Consolidation scope

The consolidated financial statements are prepared on the basis of the interim accounts of the parent company and its direct and/or indirect subsidiaries or associated companies, approved by their respective Boards of Directors2 .

Wherever necessary, the interim accounts of subsidiaries have been suitably adjusted to ensure consistency with the accounting principles used by the parent company, and all relate to financial years with same closing date as the parent company.

The table below lists companies included in the consolidation scope as at 30 June 2024, all consolidated on a line-by-line basis.

² With the exception of Celly Pacific LTD, Erredi Deutschland GmbH, Erredi France SARL as they do not have said Body.

Company name	Head Office	Share Capital (euro)*	Group Interest	Shareholders	Interest held
Holding company:
Esprinet S.p.A.	Vimercate (MB)	7,860,651
Subsidiaries directly controlled:
Celly Pacific LTD	Honk Kong (China)	935	100.00%	Esprinet S.p.A.	100.00%
Esprinet Iberica S.L.U.	Saragozza (Spain)	55,203,010	100.00%	Esprinet S.p.A.	100.00%
Bludis S.r.l.	Rome (RM)	600,000	100.00%	Esprinet S.p.A.	100.00%
V-Valley S.r.l.	Vimercate (MB)	500,000	100.00%	Esprinet S.p.A.	100.00%
Dacom S.p.A.	Milan (MI)	3,600,000	100.00%	Esprinet S.p.A.	100.00%
idMAINT S.r.l.	Milan (MI)	42,000	100.00%	Esprinet S.p.A.	100.00%
Sifar Group S.r.l.	Milan (MI)	100,000	100.00%	Esprinet S.p.A.	100.00%
Zeliatech S.r.l	Vimercate (MB)	500,000	100.00%	Esprinet S.p.A.	100.00%
Subsidiaries indirectly controlled:
Esprinet Portugal Lda	Porto (Portugal)	2,500,000	100.00%	Esprinet Iberica S.L.U. Esprinet S.p.A.	95.00% 5.00%
Erredi Deutschland GmbH	Eschborn (Germany)	50,000	100.00%	idMAINT S.r.l.	100.00%
Erredi France SARL	Roissy-en-France (France)	50,000	100.00%	idMAINT S.r.l.	100.00%
V-Valley Advanced Solutions España, S.A. **	Madrid (Spain)	1,202,000	100.00%	Esprinet Iberica S.L.U. V-Valley Advanced	90.42%
Lidera Network S.L.	Madrid (Spagna)	3,606	100.00%	Solutions España, S.A. V-Valley Advanced	100.00%
Optima Logistics S.L.U. V-Valley Advanced Solutions Portugal,	Madrid (Spain)	3,005	100.00%	Solutions España, S.A. V-Valley Advanced	100.00%
Unipessoal, Lda	Sacavém (Portugal)	10,000	100.00%	Solutions España, S.A. V-Valley Advanced	100.00%
GTI Software & Networking SARLAU	Casablanca (Morocco)	707,252	100.00%	Solutions España, S.A.	100.00%

(*) Share capital values, with reference to the companies publishing financial statements in a currency other than euro, are displayed at historical value.

(**) 100% by virtue of 9.58% of treasury shares held by V-Valley Advanced Solutions España, S.A.

With respect to 30 June 2023, note should be taken of the entry into the scope of consolidation, effective from 1 August 2023, of the company Lidera Network S.L. (acquired through the whollyowned Spanish subsidiary V-Valley Advanced Solutions España S.A.), from 2 August of Sifar Group S.r.l. (acquired by Esprinet S.p.A.) and from 6 September of Zeliatech S.r.l. (established on that date and owned by the Parent Company).

On the other hand, in relation to the individual companies, although without any impact on the overall scope, compared to 30 June 2023, note should be taken of the mergers by incorporation of Erredì Iberica S.L. into V-Valley Advanced Solutions España S.A., and of 4Side S.r.l. into Esprinet S.p.A. occurred in 2023, both with accounting and tax effects backdated to 1 January 2023.

During the first half of 2024, there were also two business unit transfers, carried out by the parent company Esprinet S.p.A. in favour of the wholly-owned subsidiaries Zeliatech S.r.l. and V.Valley S.r.l. These transactions are highlighted in the 'Significant events occurring in the period' section indicated in the Interim Report on Operations, to which reference should be made for further details.

1.3 Principal assumptions, estimates and rounding

Within the scope of preparing these condensed consolidated half-year financial statements, several estimates and assumptions have been made on the values of sales, costs, assets and liabilities in the financial statements and the disclosure relating to the contingent assets and liabilities at the interim reporting date. Unless otherwise stated, they have been consistently applied to all the years presented.

Due to the uncertainty associated with the current tensions that characterise the global economic context, in preparing these condensed consolidated half-year financial statements, the Group carefully evaluated and considered the possible impacts on the half-year data and provided an update of the specific disclosure in the paragraph 'Macroeconomic context' in the previous section 'Main risks and uncertainties', to which reference should be made for further details.

A detailed description of the assumptions and estimates adopted can be found in the Notes to the Consolidated Financial Statements of the Esprinet Group as at 31 December 2023, but where the evaluation has led to particular conclusions, additional specific information is provided in the notes.

If these estimates and assumptions, which are based on the best valuation by the management, should differ from actual circumstances in the future, they will be suitably amended during the period in which those circumstances will arise.

In this interim period, as permitted by IAS 34, income taxes were calculated based on the best estimate of the tax burden expected for the entire financial year. On the contrary, in the annual consolidated financial statement, current taxes have been calculated specifically based on the tax rates in force at the closing date of the financial statements.

Prepaid and deferred taxes have been instead estimated based on the tax rates expected to be in force at the time when the relevant assets or liabilities will be realised or settled.

Figures in this document are expressed in thousands of euro, unless otherwise indicated. Furthermore, in some cases the tables might have some inaccuracies due to the rounding-up to thousands.

1.4 Change in accounting policies

No reclassification or changes in the critical accounting estimates regarding previous periods, pursuant to IAS 8, have been made in this interim management report.

1.5 New or revised accounting standards and interpretations adopted by the Group

The accounting policies adopted in the preparation of the condensed consolidated half-year financial statements as at 30 June 2024 are consistent with those used in the drafting of the consolidated financial statements as at 31 December 2023, except for the accounting standards and amendments described below and obligatorily applied with effect from 1 January 2024 after being endorsed by the competent authorities.

The main changes are as follows:

Amendments to IFRS 16 - Lease liability in a sale and leaseback - Issued by the IASB on 22 September 2022, the document provides some clarifications regarding the valuation of lease and leaseback transactions which consequently also meet IFRS 15 criteria for the accounting of the sale. The amendments apply to financial statements for years starting on 1 January 2024.

Amendments to IAS 1 - Presentation of financial statements: classification of liabilities as current or non-current – Issued by IASB on 23 January 2020, the document requires a liability to be classified as current or non-current according to the existing rights at the reporting date. In addition, it establishes that the classification is not impacted by expectations about whether an entity will exercise its right to defer the settlement of the liability. Lastly, it is clarified that this settlement refers to the transfer of cash, equities, other assets or services to the counterparty. The amendments apply to financial statements for years starting on 1 January 2024.

Amendments to IAS 1- Presentation of financial statements: Non-Current Liabilities with Covenants - Issued by the IASB on 31 October 2022, the document clarifies the necessary conditions to be met within twelve months from the reference year that may affect the classification of a liability, especially in cases where it is subject to Covenants. The amendments apply to financial statements for years starting on 1 January 2024.

Amendments to IAS 7 and IFRS 7 - Supplier Finance Arrangements - Issued by the IASB on 25 May 2023, the document provides for the addition of disclosure obligations relating to financial agreements with suppliers. The amendments apply to financial statements for years starting on 1 January 2024.

These amendments had no significant impact on the condensed consolidated half-year financial statements.

At the date of these condensed consolidated half-year financial statements, moreover, the competent bodies of the European Union had not completed the approval process necessary for the application of the following accounting standards and amendments:

Amendments to IAS 21 - The effect of changes in foreign exchange rates: Lack of exchangeability - Issued by the IASB on 15 August 2023, this document provides for methods to determine whether a currency is convertible and, if not, determine the exchange rate to be used and the accounting reporting obligations. The amendments apply to financial statements for years starting on 1 January 2025. Early application is permitted.

Amendments to IFRS 9 and IFRS 7 - Classification and measurement of financial Instruments - Issued by the IASB on 30 May 2024, the document addresses some issues regarding the classification and measurement of financial instruments required by IFRS 9, making the requirements more understandable and consistent. These include the classification of financial assets with environmental, social and corporate governance (ESG) characteristics and the settlement of liabilities through electronic payment systems. These amendments highlight additional reporting requirements to improve transparency regarding investments in Equity instruments at fair value through other comprehensive income and financial instruments with specific characteristics, for example linked to ESG objectives. The amendments apply to financial statements for years starting on 1 January 2026. Early application is permitted.

IFRS 18 - Presentation and Disclosure in Financial Statements- Issued by the IASB on 9 April 2024, the document provides for the improvement of the financial statements' presentation with a focus on the income statement. The new key concepts introduced concern the structure of the income statement with the inclusion of new lines, the information required in the financial statements for 'management-defined performance measures' and improved principles of aggregation and disaggregation. The amendments apply to financial statements for years starting on 1 January 2027. Early application is permitted.

IFRS 19 - Subsidiaries without Public Accountability: Disclosures - Issued by the IASB on 9 May 2024, the document aims to simplify the obligations in terms of financial information to be reported in the explanatory notes for a wide range of companies controlled by groups which apply international accounting standards, thus favouring the transition to these standards. The amendments apply to financial statements for years starting on 1 January 2027. Early application is permitted.

The Group will adopt these new standards, amendments and interpretations, based on the application date indicated, and will evaluate their potential impacts, when these standards, amendments and interpretations are endorsed by the European Union.

2. Business combinations

The Group did not carry out any business combinations during the reference half year.

3. Segment information

3.1 Introduction

An operating segment is a component of the Group:

a) that engages in business activities from which it may earn sales and incur expenses (including sales and expenses relating to transactions with other components of the same Group);
b) whose operating results are regularly reviewed by the chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance;
c) for which financial information is separately available.

The Esprinet Group is organised in the geographical business areas of Italy and the Iberian Peninsula (operating segments) where it performs the business-to-business (B2B) distribution of Information Technology (IT) and consumer electronics.

The B2B IT and consumer electronics distribution is aimed at professional resellers, including largescale distributors/retailers, and regards traditional IT products (desktop PCs, PC notebooks, printers, photocopiers, servers, standard software, etc.), advanced products (datacentres, networking, cybersecurity software, cloud solutions, support services), consumables (cartridges, tapes, toners, magnetic media), networking products (modems, routers, switches), tablets, mobile telephone devices (smartphones) and related accessories, and state-of-the-art digital and entertainment products such as cameras, video cameras, videogames, LCD TVs and MP3 readers.

A 'geographical segment' is involved in investments and transactions aimed at providing products or services within a particular economic environment that is subject to risks and returns that are different from those achievable in other geographical segments.

The organisation by geographical segments represents the main form of management and analysis of Group results by the CODMs (Chief Operating Decision Makers).

3.2 Financial statements by operating segments

The separate income statement, statement of financial position and other significant information regarding each of the Esprinet Group's operating segments are as follows:

Separate income statement and other significant information by operating segments

	H1 2024
(euro/000)	Italy	Iberian Pen.	Elim. and
	Distr. IT & CE B2B	Distr. It & CE B2B	other	Group
Sales to third parties	1,241,399	608,532	-	1,849,930
Intersegment sales	14,723	-	(14,723)	-
Sales from contracts with customers	1,256,122	608,532	(14,723)	1,849,930
Cost of sales	(1,186,824)	(574,382)	14,787	(1,746,419)
Gross profit	69,298	34,150	64	103,511
Gross Profit %	5.52%	5.61%		5.60%
Sales and marketing costs	(27,073)	(12,061)	-	(39,134)
Overheads and admin. costs	(35,741)	(14,970)	2	(50,709)
Impairment loss/reversal of financial assets	207	91	(1)	297
Operating result (EBIT)	6,691	7,210	65	13,965
EBIT %	0.53%	1.18%		0.75%
Finance costs - net				(8,113)
Result before income tax				5,852
Income tax expenses				(2,600)
Net result				3,252
- of which attributable to non-controlling interests				-
- of which attributable to Group				3,252
Depreciation and amortisation	7,960	2,510	242	10,712
Other non-cash items	1,826	5	-	1,831
Investments	4,453	293	-	4,746
Total assets	1,147,511	587,483	(80,963)	1,654,031

Half-Year Financial Report as at 30 June 2024 Condensed Consolidated Half-Year Financial Statements

	H1 2023
(euro/000)	Italy	Iberian Pen.	Elim. and
	Distr. IT & CE B2B	Distr. IT & CE B2B	other	Group
Sales to third parties	1,192,929	712,909	-	1,905,839
Intersegment sales	13,841	-	(13,841)	-
Sales from contracts with customers	1,206,770	712,909	(13,841)	1,905,839
Cost of sales	(1,139,336)	(675,970)	13,833	(1,801,473)
Gross profit	67,434	36,939	(8)	104,366
Gross profit %	5.59%	5.18%		5.48%
Sales and marketing costs	(27,587)	(11,350)	3	(38,934)
Overheads and admin. costs	(60,063)	(16,194)	7	(76,250)
Impairment loss/reversal of financial assets	75	(205)	1	(129)
Operating result (EBIT)	(20,141)	9,190	3	(10,947)
EBIT %	-1.67%	1.29%		-0.57%
Finance costs - net				(13,213)
Result before income tax				(24,160)
Income tax expenses				(2,747)
Net result				(26,907)
- of which attributable to non-controlling interests				-
- of which attributable to Group				(26,907)
Depreciation and amortisation	6,848	2,416	257	9,521
Other non-cash items	(318)	97	-	(221)
Investments	9,305	737	-	10,042
Total assets	1,027,928	532,953	(78,322)	1,482,559

	Q2 2024
(euro/000)	Italy Iberian Pen.	Elim. and
	Distr. IT & CE B2B	Distr. It & CE B2B	other	Group
Sales to third parties	609,121	314,609		923,729
Intersegment sales	7,761	-	(7,761)	-
Sales from contracts with customers	616,882	314,609	(7,761)	923,729
Cost of sales	(582,663)	(297,810)	7,747	(872,726)
Gross profit	34,219	16,799	(14)	51,003
Gross Profit %	5.55%	5.34%		5.52%
Other income	-	-	-	-
Sales and marketing costs	(13,975)	(6,132)	-	(20,107)
Overheads and admin. costs	(18,185)	(7,718)	1	(25,902)
Impairment loss/reversal of financial assets	7	(48)	(1)	(42)
Operating result (EBIT)	2,066	2,901	(14)	4,952
EBIT %	0.33%	0.92%		0.54%
Finance costs - net				(3,528)
Result before income tax				1,424
Income tax expenses				(1,370)
Net result				54
- of which attributable to non-controlling interests				-
- of which attributable to Group				54
Depreciation and amortisation	4,010	1,259	120	5,388
Other non-cash items	894	2	-	896
Investments	2,795	124	-	2,919
Total assets	1,147,511	587,483	(80,963)	1,654,031

	Q2 2023
(euro/000)	Italy	Iberian Pen.	Elim. and	Group
	Distr. IT & CE B2B	Distr. It & CE B2B	other
Sales to third parties	562,045	325,195		887,241
Intersegment sales	6,504	-	(6,504)	-
Sales from contracts with customers	568,549	325,195	(6,504)	887,241
Cost of sales	(535,470)	(307,846)	6,542	(836,774)
Gross profit	33,079	17,349	38	50,467
Gross profit %	5.82%	5.33%		5.69%
Sales and marketing costs	(14,116)	(5,786)	3	(19,899)
Overheads and admin. costs	(44,172)	(8,042)	2	(52,212)
Impairment loss/reversal of financial assets	147	(241)	1	(93)
Operating result (EBIT)	(25,062)	3,280	44	(21,737)
EBIT %	-4.41%	1.01%		-2.45%
Finance costs - net				(10,504)
Result before income tax				(32,241)
Income tax expenses				(566)
Net result				(32,807)
- of which attributable to non-controlling interests				-
- of which attributable to Group				(32,807)
Depreciation and amortisation	3,482	1,257	145	4,884
Other non-cash items	878	70	-	948
Investments	5,593	379	-	5,972
Total assets	1,027,928	532,953	(78,322)	1,482,559

Statement of equity and financial position by operating segments

	30/06/2024
	Italy	Iberian Pen.
(euro/000)	Distr. IT & CE B2B	Distr. IT & CE B2B	Elim. and other	Group
ASSETS
Non-current assets
Property, plant and equipment	25,721	3,185	-	28,906
Right-of-use assets	80,992	18,399	-	99,391
Goodwill	33,324	82,147	1,039	116,510
Intangible assets	4,350	6,086	-	10,436
Investments in others Deferred income tax assets	75,637 4,101	- 5,861	(75,637) 22	- 9,984
Receivables and other non-current assets	1,801	528	-	2,329
	225,926	116,206	(74,576)	267,556

Current assets
Inventory	417,080	193,166	(80)	610,166
Trade receivables	348,303	170,350	-	518,653
Income tax assets Other assets	6,465 88,403	432 5,061	- (6,307)	6,897 87,157
Financial assets held for trading	-	138	-	138
Cash and cash equivalents	61,334	102,130	-	163,464
	921,585	471,277	(6,387)	1,386,475
Total assets	1,147,511	587,483	(80,963)	1,654,031
EQUITY
Share capital	7,861	54,693	(54,693)	7,861
Reserves	219,731	160,020	(19,944)	359,807
Group net income	(1,186)	4,431	7	3,252
Group net equity	226,406	219,144	(74,630)	370,920
Non-controlling interests	-	28	(28)	-
Total equity	226,406	219,172	(74,658)	370,920
LIABILITIES
Non-current liabilities
Borrowings	25,507	19,081	-	44,588
Lease liabilities	77,890	16,452	-	94,342
Deferred income tax liabilities Retirement benefit obligations	4,627 5,072	15,422 -	- -	20,049 5,072
Debts for investments in subsidiaries	600	-	-	600
Provisions and other liabilities	19,720	304	-	20,024
	133,416	51,259	-	184,675
Current liabilities
Trade payables	580,772	266,480	-	847,252
Short-term financial liabilities	161,809	20,891	-	182,700
Lease liabilities	8,589	3,239	-	11,828
Income tax liabilities	287	1,161	-	1,448
Derivative financial liabilities	-	-	-	-
Debts for investments in subsidiaries Provisions and other liabilities	3,065 33,167	- 25,281	- (6,305)	3,065 52,143
	787,689	317,052	(6,305)	1,098,436
Total liabilities	921,105	368,311	(6,305)	1,283,111
Total equity and liabilities	1,147,511	587,483	(80,963)	1,654,031

	31/12/2023
(euro/000)	Italy	Iberian Pen.
	Distr. IT & CE B2B	Distr. IT & CE B2B	Elim. and other	Group
ASSETS
Non-current assets
Property, plant and equipment	24,745	3,353	-	28,098
Right-of-use assets	84,909	19,715	-	104,624
Goodwill	33,324	82,147	1,039	116,510
Intangible assets	4,630	6,423	-	11,053
Investments in others	75,675	-	(75,675)	-
Deferred income tax assets	5,712	5,481	50	11,243
Receivables and other non-current assets	1,834	506	-	2,340
	230,829	117,625	(74,586)	273,868
Current assets
Inventory	372,098	142,817	(145)	514,770
Trade receivables	401,034	297,568	-	698,602
Income tax assets	4,554	130	-	4,684
Other assets	80,378	7,270	(5,118)	82,530
Financial assets held for trading	-	113	-	113
Cash and cash equivalents	125,713	135,170	-	260,883
	983,777	583,068	(5,263)	1,561,582
Total assets	1,214,606	700,693	(79,849)	1,835,450
EQUITY
Share capital	7,861	54,693	(54,693)	7,861
Reserves	247,014	144,079	(19,669)	371,424
Group net income	(27,532)	15,969	(312)	(11,875)
Group net equity	227,343	214,741	(74,674)	367,410
Non-controlling interests	-	58	(58)	-
Total equity	227,343	214,799	(74,732)	367,410
LIABILITIES
Non-current liabilities
Borrowings	39,574	26,128	-	65,702
Lease liabilities	81,478	17,676	-	99,154
Deferred income tax liabilities	4,244	14,679	-	18,923
Retirement benefit obligations	5,340	-	-	5,340
Debts for investments in subsidiaries	600	-	-	600
Provisions and other liabilities	23,121	970	-	24,091
	154,357	59,453	-	213,810
Current liabilities
Trade payables	743,079	366,181	-	1,109,260
Short-term financial liabilities	49,459	22,787	-	72,246
Lease liabilities	8,582	3,314	-	11,896
Income tax liabilities	439	492	-	931
Derivative financial liabilities Debts for investments in subsidiaries	- 5,764	18 -	- -	18 5,764
Provisions and other liabilities	25,583	33,649	(5,117)	54,115
	832,906	426,441	(5,117)	1,254,230
Total liabilities	987,263	485,894	(5,117)	1,468,040
Total equity and liabilities	1,214,606	700,693	(79,849)	1,835,450

4. Notes to statement of financial position items

Non-current assets

1) Property, plant and equipment

Changes occurring during the period are as follows:

(euro/000)	Plant and machinery	Ind. & Comm. Equipment & other assets	Assets under construction & Advances	Total
Historical cost	26,220	48,835	1,504	76,559
Accumulated depreciation	(15,601)	(32,860)	-	(48,461)
Balance at 31/12/2023	10,619	15,975	1,504	28,098
Historical cost increase	78	1,241	3,185	4,504
Historical cost decrease	-	(609)	-	(609)
Historical cost reclassification	135	895	(1,030)	-
Increase in accumulated depreciation	(933)	(2,483)	-	(3,416)
Decrease in accumulated depreciation	-	329	-	329
Total changes	(720)	(627)	2,155	808
Historical cost	26,433	50,362	3,659	80,454
Accumulated depreciation	(16,534)	(35,014)	-	(51,548)
Balance at 30/06/2024	9,899	15,348	3,659	28,906

Investments in 'Industrial and commercial equipment and other assets' essentially refer to the periodic renewal and upgrading of the technology suite and plants.

The decreases mainly relate to the disposal of electronic office machines by the parent company.

Investments pursuant to the item 'Assets under construction' refer primarily to plant and machinery being installed in warehouses located in Italy.

There are no other temporarily unused property, plant and equipment intended for sale.

The depreciation rates applied to each asset category are unchanged compared with those as at 31 December 2023.

2) Goodwill

Goodwill amounted to 116.5 million euro, coinciding with the value as at 31 December 2023.

The following table summarises the goodwill allocations to the 2 CGUs (Cash Generating Units) identified, in accordance with the combination of the operating segments used for Segment Information purposes. The same table also shows the relationships between the operating segments and the legally autonomous entities, which form the Group:

(euro/000)	30/06/2024	31/12/2023
Esprinet S.p.A.	33,325	33,325	- CGU 1	Distribution B2B of Information Technology and Consumer Electronics (Italy)
Esprinet Iberica S.l.u.	83,185	83,185	- CGU 2	Distribution B2B of Information Technology and Consumer Electronics (Iberian Peninsula)
Total	116,510	116,510	-

The annual impairment test, required by IAS 36, was carried out in reference to the financial statements as at 31 December 2023 and no impairment loss was identified with reference to the CGUs existing at that date.

IAS 36 also requires that the impairment test on the goodwill be carried out more frequently in the presence of indicators of impairment loss ('triggering events'), both external and internal as regards the company.

IAS 34 also clarifies that, at the time of drafting of interim financial statements, where the presence of said triggering events is identified, the impairment test must be carried out with the same methods as the annual impairment test.

For the purposes of the drafting of these condensed consolidated half-year financial statements, the Esprinet Group evaluated the existence and, if necessary, examined the actual implications, for each CGU, of the following impairment loss indicators:

any deterioration in the macroeconomic and macro-financial conditions;
any deterioration in the economic environment and market of operations;
operating discontinuity;
discontinuity in cost factors;
unfavourable trend in market rates or other capital remuneration rates as such to affect the discount rate used in calculating the value in use;
any verification of negative operating events;
reduction in the value of the stock market capitalisation with respect to reported equity.

In the first half of 2024, the Italian and Spanish markets, in which the two CGUs carry out almost all of their distribution activities, recorded decreases of -1.0% and -8.0% respectively, while the Esprinet Group performed better having grown by +6.3% in Italy and having suffered a decline of only -1.0% in Spain.

The Group's sales volumes were slightly lower than the forecasts, with a greater decline in the Iberian peninsula due, especially in Spain, to the failure to recover consumption by households and businesses in various IT sectors as a result of the persistence of the pressure of high interest rates, which were only reduced by the European Central Bank in June 2024, for an amount below the expectations (-25 bps).

Thanks to the sales mix increasingly geared towards high-profit margin product lines, the Group recorded an increase in percentage profitability which, together with the reduction of overhead costs, limited the lower profitability in terms of EBITDA.

In consideration of the above, it is believed that the overall decline in volumes and profitability are temporary phenomena and that there may be a significant recovery (as already recorded in Spain during the second quarter with a decline of -4% compared to -12% in the first quarter) in the second half of the year, when seasonally recurring events like 'back to school', 'black Friday' and Christmas campaign, normally capable of producing significant recoveries, could bring even greater benefits than those already experienced in the past.

Lastly, in contrast to the decline in profitability, there was a continuous reduction in the level of working capital used by the Group, with less pressure on the net financial position and on the future generation of cash flows.

The reduction in profitability recorded individually by the two CGUs at EBITDA level was also compared to the worse scenarios developed as part of the sensitivity analyses carried out as at 31 December 2023. The analysis showed that the final results of the two CGUs as at 30 June 2024 are included in the scenarios that, based on the same WACC, even if these EBITDA reductions with respect to forecasts had been considered 'lasting', would not have entailed the need to carry out any write-down of values in goodwill.

The results of these sensitivity analyses could also appear conservative as, due to the interest rate cut by the ECB and the trend recorded in the first six months of 2024, both the cost of risk capital and the marginal cost of debt capital as at 30 June 2024 could have been slightly lower than that used in the sensitivity analyses performed as at 31 December 2023, thus determining a lower WACC to be used.

On the other hand, with regard to the stock market capitalisation value compared to the reported net equity, the stock market capitalisation value as at 30 June 2024, equal to 255.9 million euro, was lower than the reported net equity at the same date, equal to 370.9 million euro.

It is believed that the results of the financial assessments carried out as at 31 December 2023 and, as represented above, also confirmed with reference to 30 June 2024, prevail over the market valuation and the existing gap does not represent a trigger event as the stock market price refers mainly to minority interests while the recoverable amount refers to the value of net assets for the controlling entity.

The conclusion reached was that none of the indicators analysed suggested an impairment loss, therefore there was no need to carry out an impairment test of goodwill; the results of the impairment test carried out as at 31 December 2023 were maintained and consequently, the value of goodwill as at 30 June 2024 was confirmed with respect to the figure recorded at the end of the previous year.

For more detailed information on goodwill and the impairment test performed as at 31 December 2023, please refer to the explanatory notes reported under item 'Goodwill' in the Notes to the Consolidated Financial Statementsas at 31 December 2023.

3) Intangible assets

Changes occurring during the period are as follows:

(euro/000)	Start-up and expansion costs e ampliam.	Industrial and other patent rights	Licences, concessions, brand names and similar rights	Other intagible assets	Total
Historical cost	3	14,353	1,971	10,401 -	26,728
Accumulated depreciation	(3)	(12,891)	(377)	(2,404) -	(15,675)
Balance at 31/12/2023	-	1,462	1,594	7,997 -	11,053
Historical cost increase	-	242	-	- -	242
Increase in accumulated depreciation	-	(322)	(91)	(446) -	(859)
Total changes	-	(80)	(91)	(446) -	(617)
Historical cost	3	14,595	1,971	10,401 -	26,970
Accumulated depreciation	(3)	(13,213)	(468)	(2,850) -	(16,534)
Balance at 30/06/2024	-	1,382	1,503	7,551 -	10,436

The investments pursuant to the item 'Industrial and other patent rights' refer essentially to the software licences for long-term renewal and the upgrading of the management information system.

The amortisation rates applied to each item are unchanged compared with those as at 31 December 2023.

4) Right-of-use assets

(euro/000)	30/06/2024	31/12/2023	Var.
Right-of-use assets	99,391	104,624	(5,233)

Changes occurred in the period are as below:

(euro/000)	Rental Property	Cars	Ind. & Comm. Equipment & other assets	Total
Historical cost	150,474	6,532	777	157,783
Accumulated depreciation	(48,645)	(4,019)	(495)	(53,159)
Balance at 31/12/2023	101,829	2,513	282	104,624
Historical cost increase	735	480	-	1,215
Historical cost decrease	(550)	(203)	-	(753)
Increase in accumulated depreciation	(5,760)	(624)	(53)	(6,437)
Decrease in accumulated depreciation	539	203	-	742
Total changes	(5,036)	(144)	(53)	(5,233)
Historical cost	150,659	6,809	777	158,245
Accumulated depreciation	(53,866)	(4,440)	(548)	(58,854)
Balance at 30/06/2024	96,793	2,369	229	99,391

In the Group, the contracts that fall within the scope of IFRS 16 refer to the use of:

office and operating buildings;
company vehicles;
industrial and commercial equipment and other assets.

The changes that occurred during the first six months of 2024 are attributable mainly to the renewal of some of the parent company's contracts, the adjustment of lease payments, and the amortisation for the period, determined on the basis of the residual duration of the contracts.

The Group has not applied IFRS 16 to leases of intangible assets.

As regards the lease term, for properties, the Group analyses the effects of any extension or early termination clauses, whose exercise is deemed reasonably certain, while for the other categories of assets, mainly company cars, the exercise of said options is generally considered unlikely in view of the Group's usual practice.

6) Deferred income tax assets

(euro/000)	30/06/2024	31/12/2023	Var.
Deferred income tax assets	9,984	11,243	(1,259)

The balance of this item is represented by temporary differences between carrying amounts and values recognised for tax purposes that the Group expects to recover in future years following the realisation of taxable profits.

9) Receivables and other non-current assets

(euro/000)	30/06/2024	31/12/2023	Var.
Guarantee deposits receivables	2,329	2,340	(11)
Receivables and other non-current assets	2,329	2,340	(11)

The item 'Guarantee deposits receivables' refers mainly to guarantee deposits for utilities and existing lease contracts.

Current assets

10) Inventory

(euro/000)	30/06/2024	31/12/2023	Var.
Finished products and goods	615,000	518,782	96,218
Provision for obsolescence	(4,834)	(4,012)	(822)
Inventory	610,166	514,770	95,396

The net amount of inventories, equal to 610.1 million euro and including 159.8 million euro in products in transit from suppliers or to customers (100.7 million euro as at 31 December 2023), recorded an increase of 95.4 million euro compared to the existing stock as at 31 December 2023.

The change in the stock level is mainly determined by products in transit from suppliers or to customers (+59.1 million euro), as the usual increase compared to the end of the year is instead limited as a result of the seasonal nature of the business and the supply dynamics.

A total of 4,8 million euro allocated to the Provision for obsolescence is intended to address the risks associated with the presumed lower realisable value of obsolete and slow-moving stock.

The change in the provision during the period was as follows:

(euro/000)	30/06/2024	31/12/2023	Var.
Provision for obsolescence: year beginning	4,012	4,586	(574)
Uses/Releases	(927)	(2,705)	1,778
Accruals	1,749	1,936	(187)
Acquisition in business combination	-	195	(195)
Provision for obsolescence: period-end	4,834	4,012	822

The item 'Accruals' is the management's best estimate of the recoverability of the inventory value as at 30 June 2024.

11) Trade receivables

(euro/000)	30/06/2024	31/12/2023	Var.
Trade receivables - gross	526,038	706,337	(180,299)
Bad debt provision	(7,385)	(7,735)	350
Trade receivables - net	518,653	698,602	(179,949)

'Trade receivables' arise from normal sales transactions engaged in by the Group in the context of ordinary marketing activities. These transactions are entered into primarily with customers resident in the countries where the Group operates, are denominated almost entirely in euro and are settled from a monetary perspective in the short-term.

Trade receivables - gross, which include 1.0 million euro (1.2 million euro as at 31 December 2023) of receivables assigned with recourse to factoring companies, adjusted by credit notes to be issued to customers for a value of 72.7 million euro (80.3 million euro at the end of 2023) and include 140.9 million euro of receivables measured at fair value (103.9 million euro as at 31 December 2023).

The change in gross receivables is determined by the lower volumes of turnover and their trend over time, in turn also influenced by seasonal factors, in that the revolving programmes for the disinvestment of trade receivables had the opposite effect (i.e. approximately 334.1 million euro as at 30 June 2024 compared to 393.1 million euro as at 31 December 2023 and 364.2 million euro as at 30 June 2023).

The receivables are adjusted to their presumed realisable value through the recognition of an appropriate bad debt provision, which is replenished by allocations determined on the basis of an analytical valuation process for each individual customer, in relation to the related past due receivables and outstanding commercial disputes, taking into account insurance coverage. The change in the provision is represented below:

(euro/000)	30/06/2024	31/12/2023	Var.
Bad debt provision: year-beginning	7,735	4,616	3,119
Uses/Releases	(2,025)	(2,391)	366
Accruals	1,675	5,147	(3,472)
Acquisition in business combination	-	363	(363)
Bad debt provision: period-end	7,385	7,735	(350)

12) Income tax assets (current)

(euro/000)	30/06/2024	31/12/2023	Var.
Income tax assets	6,897	4,684	2,213

Income tax assets (current) refer to the prevalence of income tax advances calculated on taxes of the previous year but, in consideration of the seasonality of the business which normally sees a performance peak in the fourth quarter of the year, resulted as exceeding the current taxes accrued in the half year. Receivables are mainly claimed by the parent company Esprinet S.p.A. (5.6 million euro) and by the subsidiaries Dacom S.p.A. (0.7 million euro) and Esprinet Iberica S.A. (0.4 million euro).

13) Other assets (current)

(euro/000)	30/06/2024	31/12/2023	Var.
Receivables from associated companies (A)	-	-	-
Withholding tax assets	33	1	32
VAT receivables	918	6,748	(5,830)
Other tax assets	47,404	45,151	2,253
Other receivables from Tax authorities (B)	48,355	51,900	(3,545)
Receivables from factoring companies	76	249	(173)
Other financial receivables	9,417	9,656	(239)
Receivables from insurance companies	487	679	(192)
Receivables from suppliers	22,068	12,632	9,436
Receivables from others	910	1,075	(165)
Other receivables (C)	32,958	24,291	8,667
Prepayments (D)	5,844	6,339	(495)
Other assets (E= A+B+C+D)	87,157	82,530	4,627

VAT receivables refer to VAT receivables which, according to the tax rules of the local authorities, cannot be offset with debt positions, accrued for approximately 0.2 million euro by the Italian subsidiary Sifar S.r.l. and for roughly 0.6 million euro by the subsidiaries of the Iberian Subgroup. As at 31 December 2023, the receivable was affected by payments on account on the basis of the historical results of the previous year, with respect to the volumes actually registered in the current year.

The 'Other tax assets' figure refers almost entirely to the receivable of the parent company Esprinet S.p.A. from the Tax Authorities following the payment, made on a provisional basis, of tax collection files relating to indirect taxes in relation to which disputes are in progress, details of which are provided in the section 'Development of disputes involving Esprinet S.p.A. and the Group' under the notes to item '26) Non-current provisions and other liabilities'.

Receivables from factoring companies, referring entirely to the parent company, relate to the residual amount still uncollected of 'non-recourse' assignments of trade receivables made at the end of June 2024. At the time this report was drafted, the receivables due had been collected in full. The change compared with the previous year-end balance, is due to the volume of transfers as well as the different timing in the collection of transferred receivables compared to 31 December 2023.

Other financial receivables, referring entirely to the parent company, refer to a guarantee deposit provided to the buyer of the receivables assigned in the securitisation transaction executed by the Group to cover any dilution that may occur in the course of this activity or in the months following the transaction closing.

Receivables from insurance companies include the insurance compensation – after deductibles – recognised by the insurance companies for claims of various kinds not yet paid, but which are reasonably expected to be collected within the next financial year.

Receivables from suppliers, as at 30 June 2024, refer to credit notes received exceeding the amount owed at the end of June due to a mismatch between the timing of their quantification and the payment of suppliers. They also include receivables for advance payments requested by suppliers before the fulfilment of purchase orders, which rose in relation to the significant increase in the volumes developed by the subsidiary Zeliatech S.r.l. in the distribution of photovoltaic products, as well as receivables from hauliers for advance VAT payments and customs duties pertaining to imports.

Prepayments are costs (mainly maintenance and assistance fees, insurance premiums, interest expenses on loans) whose accrual is deferred with respect to that of the cash movement.

15) Financial assets held for trading (current)

(euro/000)	30/06/2024	31/12/2023	Var.
Financial assets held for trading	138	113	25

The balance relating to 'Financial assets held for trading' refers to securities traded on the equity market held as at 30 June 2024 by the subsidiary Lidera Network S.L.

17) Cash and cash equivalents

(euro/000)	30/06/2024	31/12/2023	Var.
Bank and postal deposit	163,404	260,857	(97,453)
Cash	60	23	37
Cheques	-	3	(3)
Total cash and cash equivalents	163,464	260,883	(97,419)

Cash and cash equivalents are almost entirely made up of bank balances, all immediately available. They originate from the normal short-term financial cycle of collections/payments which sees payments from customers concentrated at the end and middle of each month, whereas financial outflows linked to payments to suppliers have a more linear trend.

For further details relating to the composition of cash flows please refer to the Statement of cash flows and to the following paragraph 'Cash flow analysis'.

Equity

(euro/000)	30/06/2024	31/12/2023	Var.
Share Capital (A)	7,861	7,861	-
Reserves and profit carried over (B)	372,906	384,754	(11,848)
Own shares (C)	(13,099)	(13,330)	231
Total reserves (D=B+C)	359,807	371,424	(11,617)
Net income for the year (E)	3,252	(11,875)	15,127
Net equity (F=A+D+E)	370,920	367,410	3,510
Non-controlling interests (G)	-	0	(0)
Total equity (H=F+G)	370,920	367,410	3,510

19) Share capital

The Share capital of Esprinet S.p.A., fully subscribed and paid-in as at 30 June 2024, is 7,860,651 euro and comprises 50,417,417 shares without indication of face value.

The number of shares remaining with respect to the cancellations that took place in 2020 and 2022, as envisaged by the resolutions of the relevant Shareholders' Meetings, stands at 1,986,923.

20) Reserves

Reserves and profit carried over

The value of Reserves and profit carried over decreased by 11.8 million euro, mainly due to the allocation of the result from the previous year.

Reserves also includes the value of the Esprinet stock grant rights to Group Directors and executives in relation to the 2024-2026 Share incentive plan approved by Esprinet S.p.A.'s Shareholders' Meeting on 24 April 2024.

The value of said rights was recognised in the income statement under the costs of employees and the costs of the directors, and was quantified on the basis of the elements described in detail in the section 'Share incentive plans' in the following chapter 6. 'Comments on income statement items' to which reference should be made.

For more details, please refer to the Consolidated statement of changes in equity.

Own shares on hand

The amount refers to the total purchase price of 974,915 Esprinet S.p.A. shares owned by the Company, of which 690,000 shares in service of the 2024-2026 Share incentive plan.

The change with respect to 1,011,318 securities held as at 31 December 2023 derives from the delivery to the beneficiaries of the 2021-2023 Long-Term Incentive Plan of the 36,403 shares vested.

21) Net result for the year

The net result for the first half of 2024, entirely attributable to the Group, is positive and amounts to 3.3 million euro (negative for 26.9 million euro in the first half of the previous year and negative for 11.9 million euro as at 31 December 2023).

Non-current liabilities

22) Borrowings

(euro/000)	30/06/2024	31/12/2023	Var.
Borrowings	44,588	65,702	(21,114)

Borrowings refer to the valuation at the amortised cost of the portion of the medium/long-term loans granted to the Group companies falling due beyond 12 months.

The change compared with the previous year is due to the reclassification to current payables of the instalments falling due within 12 months, in accordance with the loan amortisation plans.

Details relating to the outstanding loans can be found in the paragraph 'Net financial indebtedness and loan covenants'.

24) Deferred income tax liabilities

(euro/000)	30/06/2024	31/12/2023	Var.
Deferred income tax liabilities	20,049	18,923	1,126

The balance is represented by higher taxes that the Group has to pay in the next financial years due to temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding values recognised for tax purposes. The amount relates primarily to the derecognition of the tax amortisation of goodwill.

25) Retirement benefit obligations

Retirement benefit obligations reflect the staff severance indemnities ('TFR') and other benefits accruing to salaried staff at the close of the period, assessed in accordance with actuarial criteria, pursuant to IAS 19.

The entire provision amount is attributable to the Italian companies, since a similar system does not exist in other Group companies operating abroad.

Changes occurred during the period are shown in the table below:

(euro/000)	30/06/2024	31/12/2023	Var.
Balance at year-beginning	5,340	5,354	(14)
Acquisition in business combination	-	281	(281)
Service cost	90	181	(91)
Interest cost	80	191	(111)
Actuarial (gain)/loss	(184)	78	(262)
Pensions paid	(254)	(747)	493
Other movements	-	2	(2)
Total variation	(268)	(14)	(254)
Retirement benefit obligations	5,072	5,340	(268)

The change in the 'actuarial gains or losses' compared with last fiscal year is essentially due to the misalignment between the forward-looking assumptions used in the valuation as at 31 December 2023 and the actual development of the provision as at 30 June 2024 (members, payments made, benefit revaluation). The discount rate used reflects the market returns, at the financial statements date, of a panel of primary company bonds with a maturity date connected with the employee average residual employment in the Group's companies (higher than 10 years)3 .

The 'Projected Unit Credit Method' was used to account for employee benefits, based on demographic assumptions and on the following economic-financial assumptions:

	30/06/2024	31/12/2023
Cost of living increase (1)	2.00%	2.00%
Discouting rate (2)	3.49%	3.09%
Remuneration increase	3.50%	Inflation + 1,5%
Staff severance indemnity (TFR) - annual rate increase (3)	3.00%	3.00%

(1) Please note that the iBoxx Eurozone Corporates AA7-10 index has been used as the reference parameter.

(*) For the choice of the annual inflation rate, reference was made to the Update Note to the DEF (NADEF 2023), published on 27 September 2023, which shows the value of the consumption deflator for the years 2024, 2025 and 2026, respectively equal to 2.4%, 2.0% and 2.0%. Based on the above and the current inflationary trend, it was deemed appropriate to use a constant inflation rate equal to 2.0% for the year 2024 and subsequent years.

(**) 3.0% from 2024.

31) Lease liabilities (non-current)

(euro/000)	30/06/2024	31/12/2023	Var.
Lease liabilities (non-current)	94,342	99,154	(4,812)

The liability is related to the Rights of use existing at the reference balance sheet dates. The change is detailed as follows:

Esprinet Group

³ Please note that the iBoxx Eurozone Corporates AA7-10 index has been used as the reference parameter.

(euro/000)	30/06/2024	31/12/2023	Var.
Lease liabilities (non-current)	99,154	101,661	(2,507)
Acquisition in business combination	-	491	(491)
Increase from subscribed contracts	375	1,770	(1,395)
Termination/modification of contracts	648	6,401	(5,753)
Reclassification non current liabilities	(5,835)	(11,169)	5,334
Lease liabilities (non-current)	94,342	99,154	(4,812)

The following table analyses the maturity dates of the financial liabilities booked as at 30 June 2024:

(euro/000)	Within 5 year	After 5 year	30/06/2024
Lease liabilities (non current)	55,063	39,279	94,342

49) Debts for investments in subsidiaries (non-current)

(euro/000)	30/06/2024	31/12/2023	Var.
Debts for investments in subsidiaries (non-current)	600	600	-

The item 'Debts for investments in subsidiaries (non-current)' as at 30 June 2024 refers to the consideration to be paid, falling due after the next 12 months, for the purchase made in January 2021 by the parent company Esprinet S.p.A. of the companies Dacom S.p.A. (0.5 million euro) and idMAINT S.r.l. (0.1 million euro).

26) Non-current provisions and other liabilities

(euro/000)	30/06/2024	31/12/2023	Var.
Long-term liabilities for cash incentives	134	189	(55)
Long-term tax payables in instalments	17,642	20,809	(3,167)
Provisions for pensions and similar obligations	1,676	1,795	(119)
Other provisions	572	1,298	(726)
Non-current provisions and other liabilities	20,024	24,091	(4,067)

The item 'Liabilities for cash incentives' refers to the portion of the variable consideration payable to beneficiaries from the second year onwards with respect to that of accrual conditional, among others, on the beneficiary's employment within the Group until the payment date.

The item Tax payables in instalments refers to the portion due beyond 12 months after 30 June 2024 of the debt which arose following the signing of agreements with the Revenue Agency in the second quarter of 2023, by the parent company Esprinet S.p.A., which settled certain VAT disputes relating to the tax periods from 2013 to 2017.

The item 'Provisions for pensions' includes the supplementary customer indemnity provision payable to agents based on current regulations governing the subject. The changes in the period in this provision were as follows:

(euro/000)	30/06/2024	31/12/2023	Var.
Provisions for pensions: year-beginning	1,795	1,879	(84)
Uses/Releases	(191)	(234)	4 3
Accruals	72	148	(76)
Acquisition in business combination	-	2	(2)
Provisions for pensions: period-end	1,676	1,795	(119)

The amount entered under Other provisions is intended to cover risks relating to current legal and tax-related disputes. Changes occurred in the period are as below:

(euro/000)	30/06/2024	31/12/2023	Var.
Other provisions: year-beginning	1,298	560	738
Uses/Releases	(726)	(250)	(476)
Accruals	-	988	(988)
Other provisions: period-end	572	1,298	(726)

Development of disputes involving Esprinet S.p.A. and the Group

The main disputes involving the Group are provided below, along with developments in the first half of 2024 (and thereafter, until the date this financial report was drafted), for which the Group has conducted the pertinent risk assessments, with the support of its legal and/or tax consultants, and, where deemed appropriate, recognised the ensuing allocations to the provision for risks.

The following list summarises the development of the main tax disputes in progress for which it has not been considered that the elements for making provisions exist, since the risk of each is assessed as unlikely.

Esprinet S.p.A. Indirect taxes for the years 2011-2013

Esprinet S.p.A. has a number of tax disputes pending, all before the Supreme Court of Cassation, against judgments originating from assessment notices served to the Company in previous years in relation to the years 2011 to 2013.

In particular, the Tax Authorities, following access to and verification at customers of Esprinet S.p.A. who had submitted declarations of intent to the Company to obtain the non-application of value added tax (VAT) in the invoice, had found that some of them did not meet the tax legislation requirements for requesting the non-application of VAT. Although Esprinet S.p.A. had, within the limits of what was objectively possible for a supplier, collected documents and verified the statements of the customers in question, the Tax Authorities had deemed the checks carried out by the Company to be inadequate and had therefore disputed the latter's the failure to apply VAT on the invoice, in addition to penalties and interest.

The following table summarises the years concerned, the total amounts requested by the Tax Authorities and paid by the Company, as well as the status of the dispute:

Year	Amounts requested and paid pending judgment (*)	Status of the dispute
2011	2.5 million euro	Pending in the Supreme Court of Cassation
2012	5.1 million euro	Pending in the Supreme Court of Cassation
2013	n/a	Settled in favour of Esprinet
2013 bis	37.1 million euro	Pending in the Supreme Court of Cassation

(*) Total amounts requested by the Tax Authorities, and paid in full as at 30 June 2024, by way of higher tax, penalties and interest. The amounts paid, totalling 44.7 million euro, are classified under the item 'Other tax receivables'.

With reference to the dispute relating to the year 2013, the proceedings ended favourably for the Company with a ruling of the Supreme Court of Cassation of 19 January 2024 published on 9 April 2024.

For the remaining three proceedings currently pending before the Supreme Court of Cassation, relating to the same disputes referring to the judgement of 2013 favourably settled by the Supreme Court of Cassation and displayed in the table above, in agreement with its consultants, the Company deems the risk of losing to be merely possible. Since the Company has already proceeded in previous years and, regarding the dispute relating to the year '2013 bis', by 30 June 2024, to fully pay the amounts requested by the Tax Authorities, it should be noted that also in the unlikely and not expected event of a negative outcome of the pending disputes, there would be no further financial impacts (i.e. no further cash outflow), but they would have a negative economic impact, related to the recognition in the income statement of the expenses due to losing the case.

Monclick S.r.l. Direct taxes for the year 2012

On 20 July 2016, the company received an assessment notice through which the Revenue Agency requested the recovery of direct taxes for 82 thousand euro, plus penalties and interest. The deduction or non-taxation of income components relating to 2012 (the year in which the company was still part of the Esprinet Group) has been contested.

In the dispute initiated with the Revenue Agency, the company was the winner in 2017 before the Provincial Tax Commission of Milan, which was unsuccessful in 2018 before the Lombardy Regional Tax Commission, and on 16 July 2019 filed an appeal with the Supreme Court of Cassation.

As envisaged by the administrative procedure, payments for a total of 162 thousand euro were made during the course of the judicial procedure, recorded in the income statement in 2018.

Edslan S.r.l. Registration tax for the year 2016

On 4 July 2017, the company, merged by incorporation into Esprinet S.p.A. in 2018, received an assessment notice through which the Revenue Agency requested the recovery of the registration tax for 182 thousand euro, as well as penalties and interest. The determination of the business unit acquired on 8 June 2016 by the selling company Edslan S.p.A. (now I-Trading S.r.l.) has been contested.

In the dispute initiated with the Revenue Agency, the company was the winner both in 2018 before the Provincial Tax Commission of Milan and in 2020 before the Regional Tax Commission. The Revenue Agency filed an appeal before the Supreme Court of Cassation against which the company filed a counter-appeal on 8 January 2021. The date of the hearing for the discussion of the case has not yet been set.

Current liabilities

27) Trade payables

(euro/000)	30/06/2024	31/12/2023	Var.
Trade payables - gross	970,964	1,242,221	(271,257)
Credit notes to be received	(123,712)	(132,961)	9,249
Trade payables	847,252	1,109,260	(262,008)

The balance of Trade payables - gross, compared to 31 December 2023, is largely influenced by the overall volumes of purchases and their trend over time. The two variables depend on the seasonality of the distribution business.

The item 'Credit notes to be received' refers mainly to the rebates for the achievement of commercial targets, to various incentives, to reimbursement of joint marketing activities with suppliers and to stocks contractual protections.

There are no trade payables with collaterals on corporate assets nor with a residual duration longer than 5 years.

28) Short–term financial liabilities

(euro/000)	30/06/2024	31/12/2023	Var.
Bank loans and overdrafts	156,164	56,927	99,237
Other financing payables	26,536	15,319	11,217
Short-term financial liabilities	182,700	72,246	110,454

Short–term financial liabilities refer to the valuation at the amortised cost of the short-term financing lines and the portion falling due within the next 12 months of the medium/long-term loans granted to the Group companies (43.7 million euro and 45.9 million euro in principal, as at 30 June 2024 and as at 31 December 2023 respectively).

Details relating to the outstanding medium/long-term loans can be found in the paragraph 'Net financial indebtedness and loans covenants', to which reference should be made.

The change compared with the previous year is due to the combined effect of the greater or lesser use of short-term forms of funding, the reclassification of instalments falling due within 12 months from item borrowings, in accordance with the loan amortisation plans, and the payment of the instalments falling due in the period.

Other financing payables are mainly advances obtained from factoring companies deriving from the usual with-recourse assignment of receivables, and from payments received in the name and on behalf of clients under the non-recourse factoring agreement. The change in payables is closely related to the volume of transfers and the timing of their financial settlement.

29) Income tax liabilities

(euro/000)	30/06/2024	31/12/2023	Var.
Income tax liabilities	1,448	931	517

Income tax liabilities refer primarily to Spanish subsidiaries and result mainly from the prevalence of current taxes accrued with respect to the advances paid, given the different method of calculating the latter with respect to the method used in Italy.

30) Derivative financial liabilities

(euro/000)	30/06/2024	31/12/2023	Var.
Derivative financial liabilities	-	18	(18)

The balance of Derivative financial liabilities recorded in the previous year referred to the fair value of instruments used by Esprinet Iberica S.L.U. and V-Valley Advanced Solutions España, S.A. to mitigate the exchange risk related to payables in foreign currency due to suppliers.

36) Lease liabilities (current)

(euro/000)	30/06/2024	31/12/2023	Var.
Lease liabilities (current)	11,828	11,896	(68)

The liability is related to the Rights of use existing at the reference balance sheet dates. The variation can be detailed as follows:

(euro/000)	30/06/2024	31/12/2023	Var.
Lease liabilities (current)	11,896	10,740	1,156
Acquisition in business combination	-	179	(179)
Increase from subscribed contracts	93	473	(380)
Reclassification non current liabilities	5,835	11,169	(5,334)
Lease interest expenses	1,619	3,382	(1,763)
Payments	(7,703)	(15,133)	7,430
Termination/modification of contracts	88	1,086	(998)
Lease liabilities (current)	11,828	11,896	(68)

32) Provisions and other liabilities

Provisions and other liabilities solely includes payables whose maturity is within the following 12 months.

(euro/000)	30/06/2024	31/12/2023	Var.
Social security liabilities (A)	5,779	5,491	288
Associated companies liabilities (B)	-	-	-
VAT payables	19,467	20,864	(1,397)
Short term Tax payables in instalments	6,341	6,338	3
Withholding tax liabilities	692	645	47
Other tax liabilities	1,643	2,018	(375)
Other payables to Tax authorities (C)	28,143	29,865	(1,722)
Payables to personnel	9,039	8,094	945
Payables to customers	7,921	9,340	(1,419)
Payables to others	810	826	(16)
Total other creditors (D)	17,770	18,260	(490)
Accrued expenses and deferred income related to:
- Accrued expenses for insurance costs	140	257	(117)
- Deferred income - advanced receivables	109	123	(14)
- Other deferred income	202	119	83
Accrued expenses and deferred income (E)	451	499	(48)
Provisions and other liabilities (F=A+B+C+D+E)	52,143	54,115	(1,972)

Social security liabilities mainly refer to payables to welfare institutions linked to wages and salaries paid in June and to social contributions accrued on deferred compensation, including monetary incentives.

VAT payables refer to the VAT payable accrued during the month of June by almost all Group companies.

The item Tax payables in instalments refers to the portion due within 12 months from the reference date of the condensed consolidated half-year financial statements, of the debt which arose following the signing of agreements with the Revenue Agency in the second quarter of 2023, by the parent company Esprinet S.p.A., which settled certain VAT disputes relating to the tax periods from 2013 to 2017.

Other tax liabilities are mainly taxes withheld on wages and salaries paid to employees during the month of June.

Payables to personnel refer to deferred monthly compensation (holidays not taken, year-end bonus, monetary incentives included) accrued in total at the reference balance sheet date.

Payables to customers refer mainly to credit notes issued and not yet paid relating to current trading relationships.

Payables to others mainly include remunerations accrued by directors and fees accrued and not paid to the Group's network of agents.

Accrued expenses and deferred income are income and/or expenses whose accrual date is deferred/anticipated compared with the cash collection/expenditure.

51) Debts for investments in subsidiaries (current)

(euro/000)	30/06/2024	31/12/2023	Var.
Debts for investments in subsidiaries (current)	3,065	5,764	(2,699)

The item 'Debts for investments in subsidiaries (current)' as at 30 June 2024 refers entirely to the consideration to be paid within 12 months by the parent company Esprinet S.p.A. for the purchase of all the shares of the company Sifar Group S.r.l.

5. Notes to income statement items

Having previously stated both the Group financial results and the sales by product family and customer type in the 'Interim Directors' Report on Operations', sales and costs analyses of the period under review are reported as follows:

33) Sales

Sales by geographic area

(euro/million)	H1 2024	%	H1 2023	%	% Var.	Q2 2024	%	Q2 2023	%	% Var.
Italy	1,206.2	65.2%	1,177.8	61.8%	2%	589.4	63.8%	554.5	62.5%	6%
Spain	574.4	31.1%	652.4	34.2%	-12%	297.0	32.2%	294.4	33.2%	1%
Portugal	23.9	1.3%	55.8	2.9%	-57%	12.5	1.4%	28.3	3.2%	-56%
Other EU countries	34.8	1.9%	10.4	0.5%	235%	19.1	2.1%	5.0	0.6%	282%
Extra EU countries	10.6	0.6%	9.4	0.5%	13%	5.7	0.6%	5.0	0.6%	14%
Sales from contracts with clients	1,849.9	100.0%	1,905.8	100.0%	-3%	923.7	100.0%	887.2	100.0%	4 %

The values shown, compliant with the accounting standards and representative of the 'accrual' criterion, differ with respect to the market shares, and the related changes over time, represented by the market research companies that instead refer to the simple date of issue of the tax documents.

Therefore, considering the values on a consistent basis with respect to market research companies and, in the specific case, to the research company Context, the Group in Italy recorded growth in sales of over 6%, outperforming the distribution market, which fell by 1%; in Spain it saw a decrease of 1%, compared to a market that shrank by 8%, while in Portugal it fell by 58% compared to a market that grew by 3%.

Sales by products and services

	H1		H1		%	Q2		Q2	%	%
(euro/million)	2024	%	2023	%	Var.	2024	%	2023		Var.
Product sales	1,235.9	66.8%	1,188.4	62.4%	4%	606.5	65.7%	559.8	63.1%	8%
Services sales	5.5	0.3%	4.5	0.2%	22%	2.6	0.3%	2.2	0.3%	18%
Sales - Subgroup Italy	1,241.4	67.1%	1,192.9	62.6%	4%	609.1	65.9%	562.0	63.4%	8%
Product sales	606.9	32.8%	712.2	37.4%	-15%	313.7	34.0%	325.4	36.7%	-4%
Services sales	1.6	0.1%	0.7	0.0%	129%	0.9	0.1%	(0.2)	-0.0%	- 550%
Sales - Subgroup Spain	608.5	32.9%	712.9	37.4%	-15%	314.6	34.1%	325.2	36.7%	-3%
Sales from contracts with customers	1,849.9	100.0%	1,905.8	100.0%	-3%	923.7	100.0%	887.2	100.0%	4%

Sales of services show minimal growth; the values of the comparison periods expressed in the table are actually prior to more effective identification activity implemented in 2023.

The turnover analysis by product family and customer type is presented under the relative paragraph in the 'Interim Directors' Report on Operations' to which reference should be made for further details.

Sales as 'Principal' or 'Agent'

In accordance with the IFRS 15 accounting standard, the Esprinet Group has identified the distribution of the hardware and software products, the distribution of its own-brand products and the provision of non-intermediated services as the activities in which its role requires it to represent the sales as 'principal'. Conversely, the distribution of cloud software and the brokerage of services were detected as business lines to be disclosed as 'agent'. The following table illustrates this distinction:

(euro/million)	H1 2024	%	H1 2023	%	% Var.	Q2 2024	%	Q2 2023	%	% Var.
Sales from contracts with customers as 'principal'	1,839.2	99.4%	1,897.0	99.5%	-3%	918.3	99.4%	883.0	99.5%	% 4
Sales from contracts with customers as 'agent'	10.7	0.6%	8.8	0.5%	22%	5.4	0.6%	4.2	0.5%	29%
Sales from contracts with customers	1,849.9	100.0%	1,905.8	100.0%	-3%	923.7	100.0%	887.2	100.0%	4 %

35) Gross profit

	H1		H1		%	Q2		Q2		%
(euro/000)	2024	%	2023	% Var.		2024	%	% 2023		Var.
Sales from contracts with customers	1,849,930	100.0%	1,905,839	100.0%	-3%	923,729	100.0%	887,241	100.0%	4%
Cost of sales	1,746,419	94.4%	1,801,473	94.5%	-3%	872,726	94.5%	836,774	94.3%	4%
Gross profit	103,511	5.60%	104,366	5.48%	-1%	51,003	5.52%	50,467	5.69%	1%

Gross profit amounted to 103.5 million euro and recorded a decrease of -1% compared to 104.4 million euro in the first half of 2023, due to the reduction in sales and higher financial charges incurred in the loan assignment programmes. On the contrary, the percentage margin shows an improvement, from 5.48% to 5.60%, thanks to the higher incidence of the high-profit margin product categories.

In the second quarter alone, gross profit, amounting to 51.0 million euro, recorded an increase of +1% compared to the same period of the previous year, with a percentage margin down from 5.69% to 5.52%.

As it is prevalent in the sectors where the Group operates, the cost of sales is adjusted downwards to take into account the premiums/rebates for the achievement of targets, development and comarketing provisions, cash discounts ('prompt payment discounts' or 'cash discounts') and other incentives. It is further reduced by the credit notes issued by vendors in relation to protection agreed for the value of stock.

Finally, gross profit is affected by the difference between the amount of receivables assigned without recourse as part of the usual revolving programme and the amounts collected. In the half under review, the latter effect was quantified at approximately 8.4 million euro (7.3 million euro in the corresponding period in the previous year).

(euro/000)	H1		H1		%	Q2		Q2		%
	2024	%	2023	%	Var.	2024	%	2023	%	Var.
Sales from contracts with customers	1,849,930	100.00%	1,905,839	100.00%	-3%	923,729	100.00%	887,241	100.00%	4%
Sales and marketing costs	39,134	2.12%	38,934	2.04%	1%	20,107	2.18%	19,899	2.24%	1%
Overheads and administrative costs	50,709	2.74%	76,250	4.00%	-34%	25,902	2.80%	52,212	5.88%	-50%
Impairment loss/reversal of financial assets	(297)	-0.02%	129	0.01%	<- 100%	42	0.00%	93	0.01%	-55%
Operating costs	89,546	4.84%	115,313	6.05%	-22%	46,051	4.99%	72,204	8.14%	-36%
- of which non-recurring	-	0.00%	26,371	1.38%	-100%	-	0.00%	26,371	2.97%	-100%
'Recurring' operating costs	89,546	4.84%	88,942	4.67%	1%	46,051	4.99%	45,833	5.17%	0%

37-38-39) Operating costs

In the first half of 2024, the amount of operating costs, equal to 89.5 million euro, decreased by 25.8 million euro compared to the same period of the previous year, penalised by 26.4 million euro in non-recurring charges incurred by the parent company during the second quarter of 2023, in relation to the signing of agreements with the Revenue Agency that settled certain VAT disputes.

Net of these items, operating costs in the first half of 2024 were up by 0.6 million euro compared to the corresponding period of the previous year, but inclusive of 2.4 million euro incurred by the companies Sifar Group S.r.l. and Lidera Network S.L., both acquired in August 2023. Equivalent trends were recorded in the recurring values of the second quarter alone.

Reclassification by nature of some categories of operating costs

For the purposes of providing more information, some categories of operating costs allocated by 'function' have been reclassified by 'nature'.

Amortisation, depreciation, write-downs and provisions

(euro/000)	H1		H1		%	Q2		Q2		%
	2024	%	2023	%	Var.	2024	%	2023	%	Var.
Sales from contracts with customers	1,849,930	100.00%	1,905,839	100.00%	-3%	923,729	100.00%	887,241	100.00%	4%
Depreciation of tangible assets	3,416	0.18%	2,589	0.14%	32%	1,703	0.18%	1,358	0.15%	25%
Amortisation of intangible assets	859	0.05%	698	0.04%	23%	438	0.05%	344	0.04%	28%
Depreciation of right-of-use assets	6,437	0.35%	6,233	0.33%	3%	3,247	0.35%	3,181	0.36%	2%
Amort. & depreciation	10,712	0.58%	9,520	0.50%	13%	5,389	0.58%	4,883	0.55%	10%
Accruals for risks and charges (B)	72	0.00%	233	0.01%	-69%	16	0.00%	88	0.01%	-82%
Amort. & depr., write-downs, accruals for risks (C=A+B)	10,784	0.58%	9,753	0.51%	11%	5,405	0.59%	4,971	0.56%	9%

Labour costs and number of employees

The labour cost analysis for the period under review is detailed as follows:

(euro/000)	H1 2024	%	H1 2023	%	% Var.	Q2 2024	%	Q2 2023	%	% Var.
Sales from contracts with customers	1,849,930		1,905,839		-3%	923,729		887,241		4 %
Wages and salaries	35,916	1.94%	34,648	1.82%	4 %	18,461	2.00%	17,390	1.96%	6%
Social contributions	10,991	0.59%	10,424	0.55%	5 %	5,633	0.61%	5,215	0.59%	8%
Pension obligations	1,579	0.09%	1,526	0.08%	3%	829	0.09%	763	0.09%	9%
Other personnel costs	917	0.05%	904	0.05%	1%	337	0.04%	268	0.03%	26%
Employee termination incentives	640	0.03%	324	0.02%	98%	471	0.05%	146	0.02%	>100%
Share incentive plans	34	0.00%	(418)	-0.02%	<-100%	18	0.00%	12	0.00%	50%
Total labour costs (1)	50,077	2.71%	47,408	2.49%	6 %	25,749	2.79%	23,794	2.68%	8%

(1) Cost of temporary workers excluded.

As at 30 June 2024, labour costs amounted to 50.7 million euro, up by +6% compared to the first half of 2023 and in contrast to the number of staff employed on average in the half year compared to the same period of the previous year (-1%).

The increase is mainly due to the personnel costs of the companies Sifar Group S.r.l. and Lidera Network S.L. acquired in August 2023 (1.5 million euro), the renewal in March 2024 of the National Collective Labour Agreement for Commerce in Italy, and contract termination expenses definitively ascertained and incurred in the Iberian peninsula, in relation to the restructuring carried out at the end of the previous year, and the negative value recorded in the second quarter of 2023 in the item 'Share plans' due to non-accrual, as a result of failure to achieve the performance objectives underlying the 'Double Up' component, of the share rights envisaged by the 'Long-Term Incentive Plan' approved in April 2021 by the Shareholders' Meeting of Esprinet S.p.A.

The item 'Share plans', in the two reference periods of 2024, highlights the pro-tempore costs of the 'Long-Term Incentive Plan' approved in April 2021 and concluded in April 2024, and the 'Long-Term Incentive Plan' approved in April 2024 by the Shareholders' Meeting of Esprinet S.p.A.

The change in the number of Group employees, also broken down by contractual qualification, is shown in the table below:

Half-Year Financial Report as at 30 June 2024 Condensed Consolidated Half-Year Financial Statements

	Executives	Clerks and middle managers	Workers	Total	Average*
Esprinet S.p.A.	21	681	-	702
Bludis S.r.l.	1	43	-	44
Celly Pacific LTD	-	2	-	2
Dacom S.p.A.	2	28	3	33
idMAINT S.r.l.	-	13	-	13
Erredi Deutschland GmbH	-	-	-	-
Erredi France SARL	-	-	-	-
Sifar Group S.r.l.	2	13	8	23
Zeliatech S.r.l.	1	24	-	25
V-Valley S.r.l.	2	175	-	177
Subgroup Italy	29	979	11	1,019	1,024
Esprinet Iberica S.L.U.	-	385	62	447
Lidera Network S.L.	-	34	-	34
Esprinet Portugal Lda	-	56	-	56
V-Valley Advanced Solutions España, S.A.	-	199	-	199
Optima Logistics S.L.U. V-Valley Advanced Solutions Portugal, Unipessoal,	-	-	-	-
Lda	-	-	-	-
GTI Software & Networking SARLAU	-	19	-	19
Subgroup Spain	-	693	62	755	751
Group as at 30 June 2024	29	1,672	73	1,774	1,775
Group as at 31 December 2023	27	1,661	88	1,776	1,791
Var. 30/06/2024 - 31/12/2023	2	11	(15)	(2)	(16)
Var. %	7%	1%	-17%	-0%	-1%
Group as at 30 June 2023	25	1,681	72	1,778	1,792
Var. 30/06/2024 - 30/06/2023	4	(9)	1	(4)	(17)
Var. %	16%	-1%	1%	-0%	-1%

(*) Equal to the average of the balance at period-beginning and period-end.

Share incentive plans

On 24 April 2024, the 'Long-Term Incentive Plan' for the 2021-2023 three-year period, approved by the Shareholders' Meeting of Esprinet S.p.A. on 7 April 2021, came to maturity; 36,403 vested shares were consequently delivered to the beneficiaries.

On 27 May 2024, the rights to free assignment of the ordinary shares of Esprinet S.p.A. provided for in the new 'Long-Term Incentive Plan', valid for the 2024-2026 three-year period and approved by the Shareholders' Meeting of Esprinet S.p.A. on 24 April 2024, were assigned.

The ordinary shares covered by this Remuneration Plan, equal to 690,000 securities, are already available to the Company.

The Plan was accounted for at fair value, determined by applying the 'Black-Scholes' model and, in relation to the market conditions considered in the estimation of the share performances in the vesting period, both individually and with respect to the performances of the panel of securities selected, through the 'Montecarlo' simulation model, taking account of the dividend yield, of the

volatility of the Esprinet share, of the risk-free interest rate level envisaged at the respective rights assignment date.

The main elements of information and parameters used for the purposes of valuing the free allotment rights of the shares for the aforementioned Compensation Plans are summarised in the following table.

(euro/000)	Plan 2021-2023 'Base' component	Plan 2021-2023 'Double Up' component	Plan 2024-2026 Economic Financial/ESG objectives	Plan 2024-2026 Individual stock performance objectives	Plan 2024-2026 Relative stock performance objectives
Allocation date	22/04/2021	22/04/2021	27/05/2024	27/05/2024	27/05/2024
Vesting date	30/04/2024	30/04/2024	30/04/2027	30/04/2027	30/04/2027
Expiry date	30/06/2024	30/06/2024	30/06/2027	30/06/2027	30/06/2027
Total number of stock grant allocated	191,318	820,000	414,000	138,000	138,000
Total number of stock grant exercisable	36,403 (1)	(1) -	414,000	138,000	138,000
Total number of stock grant allowed	36,403	-	-	-	-
Unit fair value (euro)	11.29	5.16	3.63	2.03	2.04
Total fair value (euro)	410,990	-	1,502,820	280,140	281,520
Rights subject to look-up (2 years)	25.0%	25.0%	35.0%	35.0%	35.0%
Duration lock-up	2 years	2 years	2 years	2 years	2 years
Risk free interest rate	-0.4% (2)	-0.4% (2)	3.2% (5)	3.2% (5)	3.2% (5)
Implied volatily	40.6% (3)	40.6% (3)	40.1% (6)	40.1% (6)	40.1% (6)
Duration (years)	3	3	3	3	3
Spot price (4)	13.59	13.59	4.83	4.83	4.83
"Dividend yield"	3.8%	3.8%	variable (7)	variable (7)	variable (7)

(1) Decrease due to employment termination of some beneficiaries and/or based on the percentage of achievement of performance targets.

(2) 3-year IRS at the allocation date

(3) 3-year volatility calculated on the basis of the official closing prices of the Esprinet share in the three-year period preceding the grant date

(4) Official price of Esprinet S.p.A. shares at grant date

(5) Linear interpolation, based on the actual duration of the LTIP, of the 6M/360 Euribor rate curve at the grant date

(6) 2-year volatility calculated on the basis of the official closing prices of the Esprinet share in the three-year period preceding the grant date (7) Calculated considering the annual dividend estimated in the vesting period

The total costs booked to the income statement in the first half of 2024 in relation to the Share incentive plans, with a contra-entry in the item 'Reserves' in the statement of financial position, came to 33 thousand euro for employees and 72 thousand euro for directors (income, respectively of 418 thousand euro and 1.6 million euro in the first half of 2023).

Var.

142%

-104%

5580%

42) Finance costs - net

	H1		H1		%	Q2		Q2		%
(euro/000)	2024	%	2023	%	Var.	2024	%	2023	%	Var.
Sales from contracts with customers	1,849,930	100.00%	1,905,839	100.00%	-3%	923,729	100.00%	887,241	100.00%	4%
Interest expenses on borrowings	1,528	0.08%	961	0.05%	59%	733	0.08%	532	0.06%	38%
Interest expenses to banks	3,869	0.21%	3,927	0.21%	-1%	1,750	0.19%	1,947	0.22%	-10%
Other interest expenses	165	0.01%	7,012	0.37%	-98%	85	0.01%	7,010	0.79%	-99%
Upfront fees amortisation	246	0.01%	244	0.01%	1%	124	0.01%	123	0.01%	1%
Financial charges for actualisation	8	0.00%	6	0.00%	>100%	7	0.00%	2	0.00%	>100%
IAS 19 expenses/losses	80	0.00%	93	0.00%	-14%	41	0.00%	47	0.01%	-13%
IFRS lease interest expenses	1,619	0.09%	1,708	0.09%	-5%	806	0.09%	863	0.10%	-7%
Derivatives' ineffectiveness	-	0.00%	-	0.00%	N/A	-	0.00%	(3)	0.00%	N/A
Total financial expenses (A)	7,515	0.41%	13,951	0.73%	-46%	3,546	0.38%	10,521	1.19%	-66%
Interest income from banks	(696)	-0.04%	(361)	-0.02%	93%	(344)	-0.04%	(129)	-0.01%	>100%
Interest income from others	(81)	0.00%	(40)	0.00%	>100%	(60)	-0.01%	(17)	0.00%	>100%
Derivatives' ineffectiveness	(18)	0.00%	(1)	0.00%	>100%	-	0.00%	(1)	0.00%	>100%
Total financial income (B)	(795)	-0.04%	(402)	-0.02%	98%	(404)	-0.04%	(147)	-0.02%	>100%
Net financial exp. (C=A+B)	6,720	0.36%	13,549	0.71%	-50%	3,142	0.34%	10,374	1.17%	-70%
Foreign exchange gains	(431)	-0.02%	(831)	-0.04%	-48%	(481)	-0.05%	(76)	-0.01%	>100%
Foreign exchange losses	1,824	0.10%	495	0.03%	>100%	867	0.09%	206	0.02%	>100%
Net foreign exch. (profit)/losses (D)	1,393	0.08%	(336)	-0.02%	<-100%	386	0.04%	130	0.01%	>100%
Net financial (income)/costs (E=C+D)	8,113	0.44%	13,213	0.69%	-39%	3,528	0.38%	10,504	1.18%	-66%

The total balance between Finance costs - net, negative for 8.1 million euro, decreased by 5.1 million euro compared to the corresponding period of the previous year, substantially due to the recognition in the first half of 2023 of 6.9 million euro in charges incurred as part of the subscription in Italy, in the second quarter of 2023 by the parent company, of some tax transactions that settled certain VAT disputes relating to the tax periods from 2013 to 2017, offset in 2024 by an increase in bank interest expense as a result of higher interest rates imposed by the European Central Bank and the unfavourable performance of the euro against the US dollar.

In the second quarter of 2024 alone, the balance between finance costs - net, negative for 3.5 million euro, showed a decrease compared to 10.5 million euro in the corresponding period of the previous year, as a result of the above-mentioned trends.

(euro/000) H1 % H1 % % Q2 % Q2 % 2024 2023 Var. 2024 2023 Sales from contracts with customers 1,849,930 100.00% 1,905,839 100.00% -3% Sales 923,729 100.00% 887,241 100.00% Current and deferred taxes 2,600 0.14% 2,747 0.14% -5% Current and deferred taxes 1,370 0.15% 566 0.06% Result before taxes 5,852 0.32% (24,160) -1.27% - 124% Profit before taxes 1,424 0.15% (32,241) -3.63% Tax rate 44% 0.00% -11% 0.00% - 491% Tax rate 96% 0.00% -2% 0.00%

45) Income taxes

Estimated income taxes for the first half, equal to 2.6 million euro, decreased by -5% compared with the same period of 2023 due to a lower taxable base.

To this end, it should be noted that the results for the first half and the second quarter of 2023 included 33.3 million in non-recurring charges incurred as part of the tax transactions signed in Italy in the second quarter of 2023 to settle certain tax disputes relating to VAT, considered irrelevant for the purposes of the calculation of taxes and which made the tax rate negative in the two reference periods. The significant increase in the tax rate, both in the first half and in the second quarter of 2024, is instead attributable to a release of deferred tax assets recognised as at 31 December 2023.

Since 1 January 2024, the 'Pillar Two' regulation has been in force, set forth in EU Directive no. 2523 of 14 December 2022, implemented in Italy with Italian Legislative Decree no. 209 of 27 December 2023 (hereinafter, the 'Decree'), aimed at placing a limit on tax competition, which introduced a global minimum tax rate (Global Minimum Tax) of 15% in each jurisdiction in which large multinationals operate. This regulation applies to the Esprinet Group, whose Ultimate Parent Entity (UPE) is Esprinet S.p.A., as a multinational Group that exceeds the sales threshold of 750 million euro for two of the four previous years.

In this regard, the Group carried out an analysis, based on the data as at 31 December 2023, in order to identify the scope of application of the 'Pillar Two' regulation as well as the potential impacts deriving from the application of the legislation in the various countries in which it is operates, taking into account the applicability of 'Transitional Safe Harbors' ('TSHs').

The applicability of the 'TSHs' was also assessed on the basis of the information available as at 30 June 2024, considering the 'aggregate data' of the entities that are part of the Esprinet Group for each country in which it operates.

Based on the assessments carried out, it is believed that the combined application of the 'TSHs' and the 'Pillar Two' rules does not result in any exposure relating to the Top-Up-Tax for the Group in the first half of 2024.

The above considerations are based on a forward-looking assessment of the tax charge, determined in light of the data and information currently available and on the basis of a simplified approach.

Lastly, it should be noted that, in compliance with the provisions of IAS 12, the Group has not recognised any effect, for the purposes of deferred taxation, deriving from the entry into force of the 'Pillar Two' rules from 1 January 2024.

46) Net income and earnings per share

	H1	H1		%	Q2	Q2		%
(euro/000)	2024	2023	Var.	Var.	2024	2023	Var.	Var.
Net result attributable to Group	3,252	(26,907)	30,159	-112%	54	(32,807)	32,861	-100%
Weighted average no. of shares in circulation: basic	49,409,828	49,406,099			49,413,516	49,406,099
Weighted average no. of shares in circulation: diluted	49,702,199	49,504,995			49,960,540	49,517,925
Earnings per share in euro - basic	0.07	-0.54	0.61	-113%	0.00	-0.66	0.66	-100%
Earnings per share in euro - diluted	0.07	-0.54	0.61	-113%	0.00	-0.66	0.66	-100%

For the purposes of calculating 'basic' earnings per share, the 974,915 own shares on hand were excluded (1,011,318 shares as at 31 December 2023).

For the purposes of calculating the 'diluted' earnings per share, the 690,000 own shares on hand were considered, potentially serving the 2024-2026 Share incentive plan approved on 24 April 2024 by the Shareholders' Meeting of Esprinet S.p.A. (182,018 shares as at 30 June 2023 potentially serving the 2021-2023 Share incentive plan).

6. Other significant information

6.1 Cash flow analysis in the period

As shown in the following table, due to the trends in cash flows development reported in the Consolidated statement of cash flows, as at 30 June 2024, the Esprinet Group recorded a negative net financial indebtedness of 164.0 million euro, compared with negative 207.2 million euro as at 30 June 2023.

(euro/000)	H1 2024	H1 2023
Net financial debt at year-beginning	(15,521)	83,033
Cash flow provided by (used in) operating activities	(171,271)	(76,580)
Cash flow provided by (used in) investing activities	(4,455)	(9,894)
Cash flow provided by (used in) changes in net equity	-	(26,918)
Total cash flow	(175,726)	(113,392)
Unpaid interests	(2,356)	(1,698)
Unpaid leasing interests	(263)	(282)
Lease liabilities posting	(1,204)	(8,793)
Deferred price acquisitions	-	34
Net financial debt at year-end	164,028	207,164
Short-term financial liabilities	182,700	164,001
Lease liabilities	11,828	11,583
Customers financial receivables	(9,417)	(9,359)
Current financial (assets)/liabilities for derivatives	-	(1)
Financial assets held for trading	(138)	-
Financial receivables from factoring companies	(76)	(139)
Current Debts for investments in subsidiaries	3,065	834
Cash and cash equivalents	(163,464)	(130,259)
Net current financial debt	24,498	36,660
Borrowings	44,588	66,068
Lease liabilities	94,342	103,836
Non current Debts for investments in subsidiaries	600	600
Net financial debt at year-beginning	164,028	207,164

6.2 Net financial indebtedness and loan covenants

As set forth in 'Warning notice no. 5/21' issued by CONSOB on 29 April 2021, the following table provides information relating to the 'financial indebtedness'(or also 'net financial position') determined in substantial compliance with the criteria indicated by the European Securities and Markets Authority ('ESMA') in the document called 'Guidelines on disclosure obligations' of 4 March 2021.

With reference to the same table, it should be underlined that financial indebtedness, measured according to the ESMA criteria, coincides with the notion of 'Net financial liabilities' for the Group.

(euro/000)	30/06/2024	31/12/2023	30/06/2023
A. Bank deposits and cash on hand	163,464	260,880	130,259
B. Cheques	-	3	-
C. Other current financial assets	9,631	10,018	9,499
D. Liquidity (A+B+C)	173,095	270,901	139,758
E. Current financial debt	153,854	44,053	132,907
F. Current portion of non-current debt	43,739	45,871	43,511
G. Current financial indebtedness (E+F)	197,593	89,924	176,418
H. Net current financial indebtedness (G-D)	24,498	(180,977)	36,660
I. Non-current financial debt	139,530	165,456	170,504
J. Debt instruments	-	-	-
K. Trade payables and other non-current payables	-	-	-
L. Non-current financial indebtedness (I+J+K)	139,530	165,456	170,504
M. Net financial indebtedness (H+L)	164,028	(15,521)	207,164
Breakdown of net financial indebtedness:
Short-term financial liabilities	182,700	72,246	164,001
Lease liabilities	11,828	11,896	11,583
Current debts for investments in subsidiaries	3,065	5,764	834
Current financial (assets)/liabilities for derivatives	-	18	(1)
Financial assets held for trading	(138)	(113)	-
Other current financial receivables	(9,417)	(9,656)	(9,359)
Financial receivables from factoring companies	(76)	(249)	(139)
Cash and cash equivalents	(163,464)	(260,883)	(130,259)
Net current financial debt	24,498	(180,977)	36,660
Non-current debts for investments in subsidiaries	600	600	600
Borrowings	44,588	65,702	66,068
Lease liabilities	94,342	99,154	103,836
Net financial debt	164,028	(15,521)	207,164

The Group's net financial position, negative for 164.0 million euro, corresponds to a net balance of gross financial liabilities of 227.3 million euro, debts for investments in subsidiaries of 3.7 million euro, financial receivables of 9.5 million euro, financial lease liabilities of 106.1 million euro, financial assets of 0.1 million euro and cash and cash equivalents equal to 163.5 million euro.

Cash and cash equivalents consist mainly of free and unrestricted bank deposits of a transitional nature as they are formed temporarily at the end of the month as a result of the Group's distinctive financial cycle.

A feature of this cycle is the high concentration of funds received from customers and factoring companies – the latter in the form of net income from the non-recourse assignments of trade receivables – normally received at the end of each calendar month, while payments to suppliers, also tending to be concentrated at the end of the period, are usually spread more equally throughout the month. For this reason, the spot figure at the end of a period does not represent the net financial indebtedness or the average treasury resources for the same period.

The non-recourse receivable assignment revolving programme focusing on selected customer segments, especially in GDO, continued during the first half of 2024 in both Italy and Spain as part of the processes aimed at the structural optimisation of the management of working capital. In addition to this, the securitisation programme for additional trade receivables continued during the period, launched in Italy in July 2015 and renewed uninterruptedly every three years, most recently in July 2021. Considering the fact that the aforementioned programmes entail the full transfer of risks and benefits to the assignees, the receivables subject to assignment are eliminated from the statement of financial position assets in compliance with IFRS 9. The overall effect on the level of net financial payables as at 30 June 2024 is quantified at roughly 334.1 million euro (around 393.1 million euro as at 31 December 2023 and 364.2 million euro as at 30 June 2023).

With regard to medium/long-term financial liabilities, the table below shows, separately for each lender, the principal amount of loans due within and beyond the next financial year, broken down into 'Italian Subgroup' and 'Iberian Subgroup'. It should be noted that the amounts shown may differ from the individual carrying amounts because the latter are representative of the amortised cost calculated by applying the effective interest rate method.

		30/06/2024			31/12/2023			Var.
(euro/000)	Curr.	Non-curr.	Tot.	Curr.	Non-curr.	Tot.	Curr.	Non-curr.	Tot.
Banco Desio	2,696	-	2,696	2,681	1,352	4,033	15	(1,352)	(1,337)
BCC Carate	2,500	3,787	6,287	2,490	5,040	7,530	10	(1,253)	(1,243)
Banca popolare di Sondrio	2,856	9,419	12,275	2,790	10,863	13,653	66	(1,444)	(1,378)
Cassa depositi e prestiti	7,094	3,546	10,640	7,084	7,094	14,178	10	(3,548)	(3,538)
BPER Banca	12,907	8,787	21,694	12,761	15,277	28,038	146	(6,490)	(6,344)
Total Italian Subgroup	28,053	25,539	53,592	27,806	39,626	67,432	247	(14,087)	(13,840)
Banco Sabadell	2,265	2,430	4,695	2,509	3,568	6,077	(244)	(1,138)	(1,382)
Ibercaja	1,589	3,210	4,799	2,718	3,691	6,409	(1,129)	(481)	(1,610)
Bankinter	1,910	2,504	4,414	1,873	3,469	5,342	37	(965)	(928)
La Caixa	3,767	4,428	8,195	4,773	6,315	11,088	(1,006)	(1,887)	(2,893)
Kutxabank	564	2,030	2,594	551	2,315	2,866	13	(285)	(272)
Cajamar	1,814	414	2,228	1,792	817	2,609	22	(403)	(381)
BBVA	2,519	2,666	5,185	2,601	3,930	6,531	(82)	(1,264)	(1,346)
Santander	1,258	1,385	2,643	1,248	2,016	3,264	10	(631)	(621)
Total Iberian Subgroup	15,686	19,067	34,753	18,065	26,121	44,186	(2,379)	(7,054)	(9,433)
Total Group	43,739	44,606	88,345	45,871	65,747	111,618	(2,132)	(21,141)	(23,273)

The table below shows the carrying amounts in principal of the loans reported above, which include those guaranteed by the Spanish State through the Instituto de Crédito Oficial ('ICO') as part of the measures adopted by the Spanish Government to help businesses tackle COVID-19.

Half-Year Financial Report as at 30 June 2024 Condensed Consolidated Half-Year Financial Statements

(euro/000)	30/06/2024	31/12/2023	Var.
Unsecured loan (agent: Banco Desio) to Esprinet S.p.A. repayable in six-monthly instalments by June 2025	2,696	4,033	(1,337)
Unsecured loan (agent: BCC Carate) to Esprinet S.p.A. repayable in six-monthly instalments by December 2026	6,287	7,530	(1,243)
Unsecured loan (agent: BPER Banca) to Esprinet S.p.A. repayable in six-monthly instalments by December 2026	12,650	15,000	(2,350)
Unsecured loan (agent: BPER Banca) to Esprinet S.p.A. repayable in six-monthly instalments by November 2025	3,019	4,013	(994)
Unsecured loan (agent: BPER Banca) to Esprinet S.p.A. repayable in six-monthly instalments by June 2025	6,025	9,025	(3,000)
Unsecured loan (agent: Banca Popolare di Sondrio) to Esprinet S.pA repayable in six-monthly instalments by June 2028	12,275	13,653	(1,378)
Unsecured loan (agent: Cassa Depositi e Prestiti S.p.A.) to Esprinet S.p.A. repayable in six-monthly instalments by December 2025	10,500	14,000	(3,500)
Unsecured loan (agent: Cassa Depositi e Prestiti S.p.A.) to Sifar Group S.r.l. repayable in six-monthly instalments by October 2025	112	150	(38)
Unsecured loan (agent: Cassa Depositi e Prestiti S.p.A.) to Sifar Group S.r.l. repayable in six-monthly instalments by October 2025	28	28	-
Unsecured loan (agent: Banco Sabadell) to Esprinet Iberica repayable in quarterly instalments by March 2024	-	261	(261)
Unsecured loan (agent: La Caixa) to Esprinet Iberica repayable in quarterly instalments by February 2024	-	523	(523)
Unsecured loan (agent: Ibercaja) to Esprinet Iberica repayable in quarterly instalments by February 2024	-	515	(515)
Unsecured loan (agent: Ibercaja) to Esprinet Iberica repayable in monthly instalments by July 2028	4,163	4,623	(460)
Unsecured loan (agent: Banco Kutxabanka) to Esprinet Iberica repayable in quarterly instalments by July 2028	2,594	2,866	(272)
Secured loan "ICO" (agent: Banco Sabadell) to Esprinet Iberica repayable in monthly instalments by June 2026	1,526	1,900	(374)
Secured loan "ICO" (agent: La Caixa) to Esprinet Iberica repayable in monthly instalments by June 2026	2,537	3,160	(623)
Secured loan "ICO" (agent: BBVA) to Esprinet Iberica repayable in monthly instalments by June 2026	2,543	3,269	(726)
Secured loan "ICO" (agent: La Caixa) to Esprinet Iberica repayable in six-monthly instalments by July 2026	1,563	1,875	(312)
Secured loan "ICO" (agent: Bankinter) to Esprinet Iberica repayable in quarterly instalments by July 2026	2,472	2,978	(506)
Unsecured loan (agent: Cajamar) to Esprinet Iberica repayable in yearly instalments by December 2024	1,018	1,018	-
Unsecured loan (agent: Ibercaja) to Esprinet Iberica repayable in six-monthly instalments by November 2024	637	1,271	(634)
Unsecured loan (agent: Banco Sabadell) to Esprinet Iberica repayable in monthly instalments by July 2026	3,170	3,916	(746)
Unsecured loan (agent: La Caixa) to Esprinet Iberica repayable in quarterly instalments by May 2024	-	500	(500)
Unsecured loan (agent: Cajamar) to Esprinet Iberica repayable in six-monthly instalments by July 2025	1,210	1,591	(381)
Secured loan "ICO" (agent: La Caixa) to Esprinet Iberica repayable in monthly instalments by June 2026	2,532	3,155	(623)
Secured loan "ICO" (agent: Bankinter) to Esprinet Iberica repayable in quaterly instalments by July 2026	1,942	2,364	(422)
Secured loan "ICO" (agent: Banco Santander) to Esprinet Iberica repayable in monthly instalments by July 2026	2,643	3,264	(621)
Secured loan "ICO" (agent: BBVA) to Esprinet Iberica repayable in monthly instalments by July 2026	2,640	3,262	(622)
Secured loan "ICO" (agent: La Caixa) to Esprinet Iberica repayable in six-monthly instalments by July 2026	1,563	1,875	(312)
Total book value	88,345	111,618	(23,273)

page 69

Some of the medium/long-term loans listed above are secured by typical economic-financial covenant structures for transactions of said kind, that contain standard acceleration clauses for reimbursements in the event they are not respected.

An unsecured 'amortising' 5-year loan, granted to the subsidiary Esprinet Iberica S.L.U., maturing in July 2028, for a total value of 2.6 million euro in principal as at 30 June 2024, requires the annual compliance with a given ratio between (i) the net financial position to EBITDA and (ii) the net financial position to equity.

The unsecured amortising 5-year loan granted to Esprinet S.p.A. by Cassa Depositi e Prestiti S.p.A., maturing in December 2025, for a total of 10.5 million euro in principal as at 30 June 2024, also provides for the annual compliance with a given ratio of net financial position to EBITDA at consolidated level, but also half-yearly observance of a given ratio of consolidated net financial position to consolidated equity.

In addition to medium/long-term loans, a back-up line consisting of a short-term, unsecured RCF-Revolving Credit Facility, 'committed' for three years, amounting to a maximum of 180.0 million euro and not used as at 31 December 2023 and at the close of these condensed half-yearly consolidated financial statements but, in the first half of 2024, partially drawn down and fully repaid according to the contractually established maturity dates, signed by Esprinet S.p.A. on 31 August 2022 with a pool of leading domestic and international banks, is secured by the following structure of financial covenants, to be verified every six months and annually on the basis of the data of the consolidated and audited financial statements:

ratio of net financial position to EBITDA (only to be verified annually);
ratio of extended net financial position to equity;
ratio of EBITDA to net finance costs;
absolute amount of gross financial position.

As at 31 December 2023, the covenant represented by the ratio between EBITDA and net finance costs was not respected but, as reported in the 'Subsequent events' of the Interim Report on Operations, on 26 July 2024 Esprinet S.p.A. obtained a 'waiver' from the pool of lending banks in relation to that violation.

As at 30 June 2024 all covenants to which the above-mentioned loans are subject, including the Revolving Credit Facility, according to management estimates (as the same must be verified in the consolidated financial statements certified by the independent auditors), were respected.

The various medium/long-term loan agreements, including those that do not make provision for financial covenants and the above-mentioned Revolving Credit Facility, also contain the usual 'negative pledge', 'pari passu' and similar clauses that, at the date of drafting of this report, were respected.

6.3 Relationships with related entities

The details of the number and type of operations with related parties, the total value of which however is insignificant in relation to the overall volume of the Group's business operations, can be found under 'Relationships with related parties' to which reference should be made.

6.4 Non-recurring significant events and transactions

In the first half of 2024, no non-recurring items were identified.

In the corresponding period of 2023, non-recurring transactions and events were identified:

expenses of 33.3 million euro (26.4 million euro for taxes and fines and 6.9 million euro for interest) incurred following the signing with the Revenue Agency, during the second quarter of 2023, of agreements, which settled certain VAT disputes relating to the tax periods from 2013 to 2017.

The following table shows the impact of the above events and transactions on the income statement (including the related tax effects):

(euro/000)	Non - Recurring Charge Type	H1 2024	H1 2023	Var.	Q2 2024	Q2 2023	Var.
Overheads and administrative costs	Taxes and duties from previous years	-	(26,371)	26,371	-	(26,371)	26,371
Total SG&A	Total SG&A	-	(26,371)	26,371	-	(26,371)	26,371
Operating result (EBIT)	Operating result (EBIT)	-	(26,371)	26,371	-	(26,371)	26,371
Finance costs - net	Interest payable to tax authorities	-	(6,946)	6,946	-	(6,946)	6,946
Result before income taxes	Result before income taxes	-	(33,317)	33,317	-	(33,317)	33,317
Income tax expenses	Non -recurring events impact	-	-	-	-	-	-
Net result	Net result	-	(33,317)	33,317	-	(33,317)	33,317

6.5 Seasonal nature of business

The table below highlights the impact of sales per calendar quarter in the two-year period 2023- 2022:

		2023		2022
	Group	Italy	Iberica	Group	Italy	Iberica
Sales Q1	25.6%	25.3%	26.0%	24.3%	25.0%	23.4%
Sales Q2	22.3%	22.5%	21.8%	22.2%	22.2%	22.3%
Sales H1	47.8%	47.8%	47.8%	46.5%	47.2%	45.6%
Sales Q3	21.1%	20.7%	21.8%	22.2%	22.5%	21.7%
Sales Q4	31.1%	31.4%	30.4%	31.3%	30.4%	32.7%
Sales H2	52.2%	52.2%	52.2%	53.5%	52.8%	54.4%
Sales for the year	100.0%	100.0%	100.0%	100.0%	100.0%	100.0%

The IT and consumer electronic markets both in Italy and in Spain are traditionally characterised by highly seasonal sales, which involve an increase in demand in the fourth quarter of the calendar year, essentially in terms of purchases concentrated in the pre-Christmas and the 'back-to-school' seasons to consumers, and by the spending dynamics of budgets dedicated to IT investments, which are statistically concentrated around the months of November and December.

The seasonal nature of IT and electronics sales has an influence both on the business volumes of the distribution industry and, consequently, on the sales volumes of the Esprinet Group.

The winter trend provides a contrast to the drop in demand in the summer months, in August, in particular. As a result of the increasing reluctance to suspend work during the summer months, this last trend also appears to be re-dimensioning, particularly in the business sector.

In addition to the above, operating results are also seasonal, but even more so than those of sales since the absolute profit margin levels track the seasonal nature of sales, while overheads tend to be more regular during the year.

The seasonal nature of sales described above also has an influence on the portion of borrowings that is closely linked to working capital needs, which peak in the last part of each calendar year.

The level of net borrowings fluctuates dramatically not only throughout the calendar year but also during each month, due for the most part to the concentration of payments received from customers at the end and middle of each month, while the maturities of payments to suppliers are distributed more evenly over the month.

For this reason, the figure resulting at the end of the period, or at the end of each month, is not particularly representative of the average net financial indebtedness customarily observable during the same period.

The circumstances described above give rise to higher financial and commercial risk levels for the Group compared with businesses, which are less subject to seasonal fluctuations.

6.6. Financial instruments pursuant to IFRS 9: classes of risk and fair value

The following table illustrates together the financial instrument items in the statement of financial position and the financial assets and liabilities categories in accordance with accounting standard IFRS 9:

Assets	30/06/2024				31/12/2023
(euro/000)	Carrying amount	Financial assets FVTPL (1)	Financial assets amortized cost	Out of scope IFRS 9	Carrying amount	Financial assets FVTPL (1)	Financial assets amortized cost	Out of scope IFRS 9
Guarantee deposits	2,329		2,329		2,340		2,340
Rec.and other non-curr. Assets	2,329	-	2,329	-	2,340	-	2,340	-
Non-current assets	2,329	-	2,329	-	2,340	-	2,340	-
Trade receivables	518,653	140,943	377,710		698,602	103,861	594,741
Receivables from factors	76		76		249		249
Customer financial receivables	9,417		9,417		9,656		9,656
Other tax receivables	48,355			48,355	51,900			51,900
Receivables from suppliers	22,068		22,068		12,632		12,632
Receivables from insurances	487		487		679		679
Receivables from others	910		910		1,075		1,075
Pre-payments	5,844			5,844	6,339			6,339
Rec.and other curr. Assets	87,157	-	32,958	54,199	82,530	-	24,291	58,239
Financial assets held for trading	138	138			113	113
Cash and cash equivalents	163,464		163,464		260,883		260,883
Current assets	769,412	141,081	574,132	54,199	1,042,128	103,974	879,915	58,239

Liabilities			30/06/2024		31/12/2023
(euro/000)	Carrying amount	Financial liabilities FVTPL (1)	Financial liabilities amortized cost	Out of scope IFRS 9	Carrying amount	Financial liabilities FVTPL (1)	Financial liabilities amortized cost	Out of scope IFRS 9
Borrowings	44,588		44,588		65,702		65,702
Lease liabilities	94,342		94,342		99,154		99,154
Debts for investments in subsidiaries	600		600		600		600
Provisions of pensions	1,676			1,676	1,795			1,795
Other provisions	572			572	1,298			1,298
Long term tax payable in instalments	17,642			17,642	20,809			20,809
Cash incentive liabilities	134		134		189		189
Provis. and other non-curr. Liab	20,024	-	134	19,890	24,091	-	189	23,902
Non-current liabilities	159,554	-	139,664	19,890	189,547	-	165,645	23,902
Trade payables	847,252		847,252		1,109,260		1,109,260
Short-term financial liabilities	182,700		182,700		72,246		72,246
Lease liabilities	11,828		11,828		11,896		11,896
Derivate financial liabilities	-	-			18	18
Debts for investments in subsidiaries	3,065		3,065		5,764		5,764
Social security liabilities	5,779		5,779		5,491		5,491
Other tax liabilities	28,143			28,143	29,865			29,865
Payables to others	17,770		17,770		18,260		18,260
Accrued expenses	140		140		257		257
Deferred income	311			311	242			242
Provisions and other liabilities	52,143	-	23,689	28,454	54,115	-	24,008	30,107
Current liabilities	1,096,988		- 1,068,534	28,454	1,253,299	18	1,223,174	30,107

(1) 'FVTPL': Fair Value Through Profit and Loss includes derivatives at fair value through profit and loss.

For further details about the contents of individual balance sheet items please see the analyses provided in the specific sections in the paragraph 'Notes to the statement of financial position items'. The fair value measurement of financial assets and liabilities reported in the financial statements as provided for by IFRS 9 and as governed by IFRS 7 and IFRS 13, grouped by classes of risk, and the methods and the assumptions applied in their determination, are as follows:

Assets	30/06/2024				31/12/2023
Fair value							Fair value
(euro/000)	Carrying amount	Trade receiv.	Financial receiv.	Receiv. from others	Receiv. from insurance	Receiv. From employee	Carrying amount	Trade receiv.	Financial receiv.	Receiv. from others	Receiv. from insurance	Receiv. From employee
Guarantee deposits	2,329		-	1,883			2,340		-	2,289
Rec.and other non-curr. Assets	2,329	-	-	1,883	-	-	2,340	-	-	2,289	-	-
Non - current assets	2,329	-	-	1,883	-	-	2,340	-	-	2,289	-	-
Trade receivables	518,653	518,653					698,602	698,602
Receiv. from factors	7 6		7 6				249		249
Customer financial receivables	9,417		9,417				9,656		9,656
Receiv. from suppliers	22,068			22,068			12,632			12,632
Receiv. from insurances	487				487		679				679
Receiv. from others	910			910			1,075			1,075
Rec.and other curr. Assets	32,958	-	9,493	22,978	487	-	24,291	-	9,905	13,707	679	-
Financial assets held for trading	138		138				113		113
Cash and cash equivalents	163,464		163,464				260,883		260,883
Current assets	715,213	518,653	173,095	22,978	487	-		983,889 698,602	270,901	13,707	679	-

Liabilities	30/06/2024					31/12/2023
	Fair value					Fair value
(euro/000)	Carrying amount	Trade payables	Financial payables	FVTPL derivate	Other payables	Carrying amount	Trade payables	Financial payables	FVTPL derivate	Other payable s
Borrowings Debts for investments in subsidiaries Cash incentive liabilities Provis. and other non-curr. Liab.	44,588 600 134 134	-	39,364 574 -	-	134 134	65,702 600 189 189	-	58,315 605 -	-	189 189
Non-current liabilities	45,322	-	39,938	-	134	66,491	-	58,920	-	189
Trade payables Short-term financial liabilities Derivate financial liabilities	847,252 182,700	847,252	182,234			72,246 18	1,109,260 1,109,260	71,928	18
Debts for investments in subsidiaries Social security liabilities Payables to others Accrued expenses Provis. and other Liab.	- 3,065 5,779 17,770 140 23,689	-	3,058 -	- -	5,779 17,770 140 23,689	5,764 5,491 18,260 257 24,008	-	5,671 -	-	5,491 18,260 257 24,008
Current liabilities	1,056,706	847,252	185,292	-	23,689		1,211,296 1,109,260	77,599	18	24,008

IFRS 13 identifies a hierarchy of assessment techniques based on three levels:

Level 1: the data used in the assessments is represented by prices quoted on markets where assets and liabilities identical to those being assessed are traded;
Level 2: the data used in the assessments, other than listed prices referred to in Level 1, are observable for the financial asset or liability, both directly (prices) and indirectly (derived from prices);
Level 3: non-observable data; where observable data is not available and, therefore, there is little or no market activity for the assets and liabilities being assessed.

Assets and liabilities recorded in the financial statements at fair value, as specified in greater detail below, corresponds to a level 2 in the hierarchy with the exception of 'Financial assets held for trading', which correspond to a level 1 in the hierarchy, and 'Trade receivables' (portion not measured at amortised cost), which corresponds to level 3 in the hierarchy.

Given their short-term maturity, the gross carrying value of current assets and liabilities (excluding items specially measured) is deemed a reasonable approximation of their fair value.

The fair value of non-current assets and borrowings, including debts for investment in subsidiaries, was estimated by discounting expected future cash flows from principal and interest, according to the terms and the maturity dates of each agreement, and using the interest rate curve at the balance sheet date, as adjusted for the effects of the DVA (Debit Value Adjustment) and the CVA (Credit Value Adjustment).

The interest rates used are the 'Forward' and 'Spot' Curves as at 30 June 2024 and 31 December 2023, each for their respective reference date, as published by financial providers, the 'Spot' curve plus any spread provided for by the contractual clauses (such spread was not taken into account in applying the market interest curve for discounting cash flows). Since all inputs entered in the valuation model were based on observable market data instruments are classified at hierarchy level 2.

As shown in the preceding tables, no reclassifications among hierarchic levels were made. Please refer to the paragraph 'Derivatives analysis' for more information relating to existing derivative instruments.

Adjustments to the value of financial assets, estimated following a precise assessment of the solvency of each debtor and, at mass level, of the estimates of Expected Credit Losses recorded on existing loans and receivables at the annual or interim reporting date, were shown under the item 'Impairment loss/reversal of financial assets' in the Separate income statement. These adjustments totalled 0.3 million euro in the first half of 2024 (0.1 million euro in the first half of 2023).

6.7 Hedging derivatives analysis

Introduction

The Esprinet Group enters into derivative contracts in order to hedge certain loan agreements against fluctuating interest rates by means of a cash flow hedging strategy.

The aim of these transactions hedging against interest rate risk is to fix the funding cost of medium/long-term floating-rate loans by entering into derivative contracts enabling receipt of a floating rate in return for payment of a fixed rate.

Hedging operations are therefore reported in the financial statements according to the instructions of the IFRS 9 accounting principle regarding 'hedge accounting' and in order to verify the hedge effectiveness, the Group periodically carries out effectiveness tests.

Derivative instruments as at the closing date of 30 June 2024

At the end of the first half of 2024, the Group did not have any hedging derivatives in place.

Derivative instruments extinguished as at the closing date of 30 June 2024

At the end of the first half of 2024, the Group did not extinguish any hedging derivatives.

6.8 Non-hedging derivatives analysis

During the period, like as at 31 December 2023, some transactions involving an insignificant volume and economic impact were entered into, with non-hedging derivative instruments for the forward purchase of foreign currency (USD) in response to the supplier payment forecasts.

6.9 Subsequent events

Relevant events occurred after period end are described in the paragraph 'Subsequent events' of the Interim Directors' Report on Operations, to which reference should be made for further details.

6.10 Emoluments to the board members, statutory auditors and key managers

Information regarding emoluments both of Esprinet S.p.A. Board of Directors and Statutory Auditors, and of the Group key managers are described as follows in relation to positions held in Group companies.

As defined by accounting standard IAS 24 and quoted by CONSOB Resolution no. 17221 of 12 March 2010, 'key managers are those persons having authority and responsibility for directly or indirectly planning, directing and controlling the activities of the entity preparing the financial statements, including any director (whether executive or otherwise) of that entity'.

The Group has identified the directors, statutory auditors and general manager of Esprinet S.p.A. as key managers.

The Esprinet Group has identified the directors, members of the Board of Statutory Auditors and General Manager of Esprinet S.p.A. as 'key managers'.

The amounts below presented include all employee benefits on accrual basis, non-monetary benefits and the emoluments received as board members and statutory auditors of the Group companies.

		H1 2024	H1 2023
(euro/000)	Emolument		Total	Emolument	Fringe benefit	Total
Board of Directors Board of Directors LTIP	944 67	5 -	949 67	852 (1,570)	4 -	856 (1,570)
Other key managers	400	-	400	374	-	374
Other key managers LTIP	22	2	24	(144)		(144)
Subtotal	1,433	7	1,440	(489)	4	(485)
Board of Statutory Auditors	68	-	68	65	-	65
Total	1,501	7	1,508	(424)	4	(420)

The portions of remuneration identified with the term 'LTIP' in the first half of 2024 represent the fair value of the share rights assigned as part of the Long-Term Incentive Plan (LTIP) approved by the Shareholders' Meeting of Esprinet S.p.A. on 24 April 2024,, and valid for the 2024-2026 threeyear period assigned to the Chief Executive Officer and the General Manager, respectively, 550,000 and 140,000 stock grant rights of Esprinet S.p.A. ordinary shares, in addition to the accrued portion of the 2021-2023 LTIP pertaining to 2024.

The portions of remuneration identified with the term 'LTIP' of the corresponding period of the previous year referred to the fair value of the share rights assigned under the Long-Term Incentive Plan (LTIP) approved by the Shareholders' Meeting of Esprinet S.p.A. on 7 April 2021 and valid for the 2021-2023 three-year period.

These values were negative as they represented the release of provisions previously made in consideration of the non-vesting of share rights by the beneficiaries, as a result of the failure to achieve the performance targets underlying the 'Double Up' component.

Vimercate, 11 September 2024

On behalf of the Board of Directors The Chair

Maurizio Rota

Statement on the 'Condensed consolidated half-year financial statements' pursuant to Article 154-bis of Italian Legislative Decree no. 58/98

The undersigned Alessandro Cattani, Chief Executive Officer of Esprinet S.p.A and Stefano Mattioli, executive charged with drawing up the Esprinet S.p.A. accounting documents, hereby certify, also taking into account the provisions of Article 154-bis, paragraphs 3 and 4 of Italian Legislative Decree no. 58 of 24 February 1998:
the adequacy in relation to the characteristics of the Company; and
the effective application

of the administrative and accounting procedures used in drawing up the condensed consolidated half-year financial statements as at 30 June 2024, in the first half of 2024.

The assessment of the adequacy of the administrative and accounting procedures used for the preparation of the condensed consolidated half-year financial statements as at 30 June 2024 was carried out in accordance with the Internal Control - Integrated Framework model issued by the Committee of Sponsoring Organisations of the Treadway Commission, a generally internationallyaccepted reference framework.
We further declare that:

3.1 the condensed consolidated half-year financial statements:

a) have been prepared in accordance with International Financial Reporting Standards, as endorsed by the European Union through Regulation (EC) no. 1606/2002 of the European Parliament and Council, dated 19 July 2002;

b) correspond to the amounts shown in the Company's accounts, books and records;

c) provide a fair and correct representation of the financial position, results of operations and cash flows of the issuer and the companies included in the scope of consolidation.

3.2 The Interim Directors' Report on Operations includes a reliable analysis of the significant events that affected the Group during the first six months of the year and their impact on the condensed consolidated half-year financial statements, as well as a description of the main risks and uncertainties for the remaining six months of the year. The Interim Directors' Report on Operations also includes reliable information regarding significant operations with related parties.

Vimercate, 11 September 2024

Chief Executive Officer Executive charged with drawing up of Esprinet S.p.A. the company accounting documents of Esprinet S.p.A.

(Alessandro Cattani) (Stefano Mattioli)

REVIEW REPORT ON CONSOLIDATED CONDENSED INTERIM FINANCIAL STATEMENTS

To the Shareholders of Esprinet SpA

Foreword

We have reviewed the accompanying consolidated condensed interim financial statements of Esprinet SpA and its subsidiaries (the Esprinet Group) as of 30 June 2024, comprising the consolidated statement of financial position, consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes equity, consolidated statement of cash flows and related notes. The directors of Esprinet SpA are responsible for the preparation of the consolidated condensed interim financial statements in accordance with the international accounting standard applicable to interim financial reporting (IAS 34) as adopted by the European Union. Our responsibility is to express a conclusion on these consolidated condensed interim financial statements based on our review.

Scope of Review

We conducted our work in accordance with the criteria for a review recommended by Consob in Resolution No. 10867 of 31 July 1997. A review of consolidated condensed interim financial statements consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than a fullscope audit conducted in accordance with International Standards on Auditing (ISA Italia) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the consolidated condensed interim financial statements.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the consolidated condensed interim financial statements of Esprinet Group as of 30 June 2024 are not prepared, in all

material respects, in accordance with the international accounting standard applicable to interim financial reporting (IAS 34) as adopted by the European Union.

Milan, 12 September 2024

PricewaterhouseCoopers SpA

Signed by

Andrea Martinelli (Partner)

This review report has been translated into the English language solely for the convenience of international readers. Accordingly, only the original text in Italian language is authoritative.

AI Terminal

Esprinet

4497_ir_2024-09-12_d9b957ae-0b21-4cbe-bde4-984f0d7ec454.pdf

Esprinet Group

Half-Year Financial Report as at 30 June 2024

Esprinet S.p.A.

Company Officers

Board of Directors:

Board of Statutory Auditors:

Independent Auditors:

Waiver of obligation to provide information on extraordinary transactions

CONTENTS

Activities and structure of the Esprinet Group

1. General information about the Esprinet Group

2. Target Market Trend

The technology distribution industry

Europe

Italy

Spain

Portugal

Group's results for the period

1. Summary of the Group's economic and financial results for the period

2. Review of economic and financial results of the period

A) Esprinet Group's financial highlights

B) Financial highlights by geographical area

B.1) Italian Subgroup

B.2) Iberian Subgroup

C) Esprinet Group's financial highlights pre-IFRS 16

3. Sales trends by product family and customer type

Significant events occurring in the period

Transfer of the Solar business unit to Zeliatech S.r.l.

Annual Shareholders' Meeting of the parent company Esprinet S.p.A.

Granting of shares to beneficiaries in execution of the '2021-2023 Long-Term Incentive Plan'

Termination of the Shareholders' Agreement between Axopa S.r.l. and Montinvest S.r.l.

Assignment of rights of the '2024-2026 Long-Term Incentive Plan'

Contribution of the Value business unit to V-Valley S.r.l.

Developments in tax disputes

Subsequent events

Obtainment of the 'waiver' on the Revolving Credit Facility (RCF) of 180.0 million euro

Renewal of an agreement for securitisation of a portfolio of trade receivables for a maximum amount of 130.0 million euro

Extraordinary Shareholders' Meeting of the parent company Esprinet S.p.A.

Relationships with related parties

Relationships with 'other related parties'

Main risks and uncertainties

Macroeconomic context

Other significant information

1. Research and development activities

2. Number and value of own shares

3. Atypical and/or unusual operations

4. Share incentive plans

5. Reconciliation of equity and Group result and corresponding values of

the parent company

Business outlook, risks and uncertainties in the second half of the year

Consolidated statement of financial position

Consolidated separate income statement

Consolidated statement of comprehensive income

Consolidated statement of changes in equity

Consolidated statement of cash flows1

Notes to the condensed consolidated half-year financial

statements

1. Contents and format of the consolidated financial statements

1.1 Regulations, accounting principles and valuation criteria

1.2 Consolidation scope

1.3 Principal assumptions, estimates and rounding

1.4 Change in accounting policies

1.5 New or revised accounting standards and interpretations adopted by the Group

2. Business combinations

3. Segment information

3.1 Introduction

3.2 Financial statements by operating segments

Separate income statement and other significant information by operating segments

Statement of equity and financial position by operating segments

4. Notes to statement of financial position items

Non-current assets

1) Property, plant and equipment

2) Goodwill

3) Intangible assets

4) Right-of-use assets

6) Deferred income tax assets

9) Receivables and other non-current assets

Consolidated statement of cash flows¹