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Gr. Sarantis S.A.

Interim / Quarterly Report Sep 2, 2024

2712_10-k_2024-09-02_f72ec3b4-20ed-41d9-8c0b-45f4b50c293c.pdf

Interim / Quarterly Report

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1. STATEMENTS BY MEMBERS OF THE BOARD OF DIRECTORS 4
2. BOARD OF DIRECTORS' REPORT 6
2.1 INTRODUCTION6
2.2
PERFORMANCE AND FINANCIAL POSITION 6
2.3 SIGNIFICANT EVENTS DURING THE FIRST HALF OF 2024 11
2.4 MAJOR RISKS AND UNCERTAINTIES15
2.5 FUTURE OUTLOOK AND PROSPECTS16
2.6 RELATED PARTY TRANSACTIONS17
2.7 INFORMATION CONCERNING THE ACQUIRED TREASURY SHARES ACCORDING TO ARTICLE 50, PAR.2, L.4548/2018 19
2.8 SUBSEQUENT EVENTS19
2.9 ALTERNATIVE PERFORMANCE INDICATORS (API)20
3. INDEPENDENT AUDITOR'S REPORT ON REVIEW OF CONDENSED INTERIM FINANCIAL INFORMATION 22
4. INTERIM CONDENSED FINANCIAL STATEMENTS 24
4.1 INTERIM CONDENSED STATEMENT OF FINANCIAL POSITION24
4.2 INTERIM CONDENSED STATEMENT OF COMPREHENSIVE INCOME25
4.3 INTERIM CONDENSED STATEMENT OF CHANGES IN GROUP'S EQUITY FOR THE PERIOD 26
4.4 INTERIM CONDENSED STATEMENT OF CHANGES IN COMPANY'S EQUITY FOR THE PERIOD27
4.5 INTERIM CONDENSED STATEMENT OF CASH FLOWS 28
4.6 NOTES ON THE INTERIM CONDENSED FINANCIAL STATEMENTS 29
4.6.1 The Company 29
4.6.2 The Group's Structure 29
4.7 BASIS FOR THE PREPARATION OF THE FINANCIAL STATEMENTS 30
4.7.1 Basis for the preparation of the financial statements 30
4.7.2 Approval of financial statements 30
4.7.3 Covered period 30
4.7.4 Presentation of the financial statements 30
4.7.5 Significant Judgements and Estimates by the Management 30
4.7.6 New Accounting Policies 30
4.8 FINANCIAL RISK MANAGEMENT 32
4.8.1 Capital Management 32
4.8.2 Financial Instruments 32
4.8.3 Definition of fair values 33
4.9 EXPLANATORY NOTES ON THE FINANCIAL STATEMENTS 34
4.9.1 Segment Reporting 34
4.9.2 Investments in subsidiaries, associates 36
4.9.3 Goodwill 37
4.9.4 Inventories 37
4.9.5 Trade and Other receivables 38
4.9.6 Cash & cash equivalents 40
4.9.7 Financial Assets at Fair Value through Results 40
4.9.8 Trade and other liabilities 40
4.9.9 Provisions and other long - term liabilities 41
4.9.10 Loans 42
4.9.11 Income Tax 42
4.9.12 Financial Income / (Expenses) 44
4.9.13 Share Capital 44
4.9.14 Earnings per Share 44

4.9.15 Dividends 45
4.9.16 Treasury Shares 45
4.9.17 Table of changes in fixed assets 46
4.9.18 Number of Employees 56
4.9.19 Litigation Cases 56
4.9.20 Contingent Liabilities 56
4.9.21 Commitments and Contractual Obligations 56
4.9.22 Events after the reporting date of the financial statements 56

1. STATEMENTS BY MEMBERS OF THE BOARD OF DIRECTORS

Statements by the Members of the Board of Directors (According to article 5 of Law 3556/2007)

It is hereby declared that to our knowledge:

a) The Interim Condensed Consolidated and Separate Financial Information ("Interim Condensed Financial Statements") of the company "GR. SARANTIS S.A." for the period from 1 January 2024 to 30 June 2024, which were prepared according to the International Financial Reporting Standards (IFRS) that were adopted by the European Union and specifically based on the International Accounting Standard (IAS) 34 "Interim Financial Reporting", accurately presents the assets and liabilities, equity and results for the aforementioned period of the Company as well as those of the companies included in the consolidation, considered as a whole, according to the provisions of paragraphs 3 to 5 of article 5, Law 3556/2007.

b) The semi-annual Report of the Board of Directors reflects in a true manner the information required according to the paragraph 6 of article 5 of Law 3556/2007, namely the significant events that took place during the first half of the fiscal year and their effect on the Interim Condensed Financial Statements, the development, performance and financial position of the Company as well as of the businesses included in the Group consolidation, considered as a whole, including the description of the principal risks and uncertainties for the second half of the fiscal year, and also the significant transactions that concerned the Company and the businesses included in the consolidation, and furthermore the transactions with the related parties.

Marousi, September 2 nd 2024

The designees

CHAIRMAN OF THE BOARD VICE CHAIRMAN & BOARD
MEMBER
CEO & BOARD MEMBER GROUP CHIEF FINANCIAL
OFFICER & BOARD MEMBER
KYRIAKOS SARANTIS GRIGORIS SARANTIS GIANNIS BOURAS CHRISTOS VARSOS
ID NO. AI 597050/2010 ID NO. X 080619/2003 ID NO. AB 055247/2006 ID NO. AO 547315/2020

Semi-annual Board of Directors' Report for the period 01.01.2024 - 30.06.2024

2. BOARD OF DIRECTORS' REPORT

SEMI-ANNUAL BOARD OF DIRECTORS' REPORT OF THE COMPANY "GR. SARANTIS S.A."

On the Financial Statements for the period from 1 January to 30 June 2024

2.1 INTRODUCTION

The present report of the Board of Directors of "GR. SARANTIS S.A." (henceforth the "Company") has been compiled according to the provisions of article 5 of Law 3556/2007, as well as to the relevant decisions of the Board of Directors of the Hellenic Capital Market Commission and refers to the Interim Condensed Financial Statements (Consolidated and Separate) of 30th June 2024.

The Report is included, along with the Interim Condensed Financial Statements (Consolidated and Separate) of 30th June 2024 and other information and statements required by law, in the semi-annual financial report for the period from 1 January 2024 to 30 June 2024.

The present report briefly presents the Company's financial information for the first half of the year 2024, significant events that occurred during the above-mentioned period and their effects on the Interim Condensed Financial Statements (Consolidated and Separate) of 30th June 2024. The report also includes a description of the basic risks and uncertainties the Group's companies may face during the second half of the current year. Finally, significant transactions between the issuer and its related parties are also presented.

The current Report also presents the Alternative Performance Indicators in paragraph 2.9.

2.2 PERFORMANCE AND FINANCIAL POSITION

Sarantis Group remains committed to the implementation of its strategic growth plan based on three pillars: 1) strong and consistent growth of its business base with the complementary exploration of growth opportunities through acquisitions to follow, 2) simplification of internal processes and operations and efficiency, in order to create value and release energy in the organization, 3) further enhancing the organizational capacity of the Group by upgrading the skills of its people and developing leadership skills.

In this context and in conjunction with our three strategic pillars, we continue to focus on rationalizing our product portfolio, further strengthening our HERO products - including the product portfolio of Stella Pack companies - i.e. high value products in each strategic category where we operate, which can lead to the further profitability and sustainable development of the Group.

These strategic directions as a whole aim to create value for all the Group's stakeholders and, during the first half of 2024, they strengthened its sales throughout its geographical area of activity and in its strategic categories: Beauty, Skin & Sun Care, Personal Care, Home Care, as well as Strategic Partnerships, which also include selective distribution cosmetics.

Specifically, the Reported Group's consolidated sales, including Stella Pack companies, in H1 2024 amounted to €302.6 mil. from €232.4 mil. in H1 2023, showing a significant increase of 30.2%. The comparable Group's consolidated sales, excluding Stella Pack companies, in H1 2024 amounted to €263.4 mil., showing an increase of 13.4% compared to H1 2023.

Sales in Greece (including Portugal and selected international markets) amounted to €88.9 mil. in H1 2024 compared to €75.0 mil. in H1 2023, increased by 18.5%.

Sales in the countries of the Group's international network, which represent 70.6% of the total consolidated sales, increased by 35.8% to €213.8 mil. in H1 2024 from €157.4 mil. in H1 2023. Excluding the foreign exchange currency impact, on a currency neutral basis, affiliates' sales presented a growth of 33.3%.

During the first half of 2024, Poland was the Group's leading country in total sales and recorded sales of €94.3 mil. compared to €55.5 mil. in the first half of 2023, representing an increase of 69.8%, reflecting the contribution of Stella Pack S.A., whose sales in this geographic area amounted to €31.1 mil.

During the first half of 2024, the Group achieved improved levels of profitability confirming the effectiveness of its business model and strategy, with initiatives aimed at sales growth, including targeted actions on the Advertising and Promoting front, while at the same time safeguarding the Group's competitive positioning and commitment to highquality products.

Specifically - including the acquired in January 2024 Stella Pack companies:

  • Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)¹ increased by 45.3% to €41.7 mil. in H1 2024 from €28.7 mil. in H1 2023. EBITDA margin stood at 13.8% in H1 2024 from 12.4% in H1 2023.
  • Earnings Before Interest and Taxes (EBIT) amounted to €31.8 mil. in H1 2024 from €21.6 mil. in H1 2023, increasing by 47.5% and EBIT margin stood at 10.5% from 9.3% in the corresponding period of the previous year.
  • Earnings Before Tax (EBT) reached €30.1 mil. in H1 2024 from €23.5 mil. in H1 2023, up 28.1%, and EBT margin stood at 9.9% in 2023 from 10.1% in H1 2023.
  • Net Profit amounted to €24.3 mil. in H1 2024 from €19.2 mil. in H1 2023, posting an increase by 26.8% and Net Profit margin reached 8.0% from 8.3% in 2022.

Excluding Stella Pack companies, the Group's profitability levels improved significantly, reaffirming its strategy to develop an organic growth model:

  • Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)¹ increased by 25.8% to €36.2 mil. in H1 2024 from €28.7 mil. in H1 2023. EBITDA margin stood at 13.7% in H1 2024 from 12.4% in H1 2023.
  • Earnings Before Interest and Taxes (EBIT) amounted to €28.2 mil. in H1 2024 from €21.6 mil. in H1 2023, increasing by 30.7% and EBIT margin stood at 10.7% from 9.3% in the corresponding period of the previous year.
  • Earnings Before Tax (EBT) reached €26.6 mil. in H1 2024 from €23.5 mil. in H1 2023, up 13.5%, and EBT margin stood at 10.1% in H1 2024 remaining at the same level as in H1 2023.
  • Net Profit amounted to €21.5 mil. in H1 2024 from €19.2 mil. in H1 2023, posting an increase by 12.1% and Net Profit margin reached 8.2% from 8.3% in H1 2023.

The Group presents a healthy financial position, supported by the improving profitability of the business and the balanced capital expenditure. At the end of the first half of 2024, the Group had a net debt position of €43.9 mil. from a net cash position of €(43.6) mil. at the end of 2023, attributed to the completion of acquisition of Stella Pack companies in January 2024, funded from the cash reserves of the Group. Within the first half of 2024, the Group also proceeded with the full repayment of Stella Pack's external debt of €8.5mil.

The Group managed to improve its working capital as percentage of sales compared to last half-year period levels, which demonstrates, among others, its ability to manage inventories effectively. Aiming for its actions and business strategy to continuously enhance the value it delivers to shareholders, the Group also proceeded with a dividend payment for the 2023 fiscal year of a gross amount of €15 mil. (€0.224381 per share) increased by 50.0% compared to €10 mil. (gross amount of €0.143108 per share) distributed last year for the 2022 fiscal year.

Progress update on our strategic pillars

As part of its strategy to further grow sales and profits organically, emphasis is given in optimizing and enhancing the Group's product portfolio, leveraging the strong brand equity within its strategic product categories across its geographical region. Targeted investments and innovation plans are allocated behind strategic product development initiatives to drive further growth across our territory and generate value.

Within the years 2021 - 2023 a significant project took place related to focusing on the Group's HERO product portfolio, namely the high-value core brands within our strategic categories that can lead to further profitability and sustainable growth for the Group. The Group continued in the first half of the year to implement successfully the portfolio rationalization process, including the product portfolio of Stella Pack companies, that resulted in the destruction of low value adding non-core stock, and generated benefits from the focus we placed behind our HERO product portfolio through increased sales and targeted A&P expenses. We expect that this strategic focus will continue having a significant positive impact on the growth prospects of the Group.

At the same time, the acquisition of the Polish consumer household products company under the trade name STELLA PACK by its fully owned subsidiary, Sarantis Polska S.A., was completed on January 12th 2024. The completion of the acquisition reinforces Sarantis Group's leading position in the Polish market with further enrichment of an already strong product portfolio, while it is expected to boost further growth in the category of consumer household products strengthening the Group's geographical footprint in the region where it operates. Stella Pack is an important addition to Sarantis Group, as it holds a leading position in the production and provision of household products, with 25 years of successful presence in three countries, Poland, Romania and Ukraine. At the same time, it is an exemplary company in terms of circular economy, as it operates only with recycled plastic to produce plastic bags, having a waste separation line to manufacture internally own recycled plastic that fully meets its production needs. The Group marked significant progress with the integration plan within the first half of 2024.

Regarding the Group's second strategic pillar, to simplify internal processes and operations and further enhance the Group's efficiency and effectiveness, investments have been activated in areas related to automation, infrastructure, systems, and the streamlining of supply chain processes. Specifically, the acceleration of digital transformation through the use of new, modern tools and platforms is at the core of the Group's focus, aiming to optimize operational processes, create a stronger business environment, and enhance its competitive advantages. Digital transformation will provide increased and improved information capabilities regarding the consumer and the markets in which the Group operates. This will enable the Group to respond more quickly to consumer needs, offering even better solutions for everyday life and enhancing the consumer experience with a focus on quality and safety through improved products that deliver added value to the consumer.

Sustainable Development

In line with our aim to maintain the optimum balance between our economic performance and our responsible environmental and social practices, we transform our business excellence into social contribution. The Group's sustainable development strategy is based on four key pillars: Sustainable Production and Consumption, Empowered Employees, Contribution to Thriving Communities and Responsible Governance. The progress the Group marked within the first half of 2024 is reflected below:

▪ Constantly seeking new practices and initiatives with a focus on sustainable production and consumption, the Sarantis Group has undertaken a wide range of investments in Environmental Management Systems, underscoring its commitment to offering high-quality products while simultaneously adopting socially responsible practices and environmentally friendly production methods. Following a series of automation improvements at the Oinofyta production plant, including robotic palletizing systems, automated perfume filling lines, and container manufacturing, the Group recently made another significant investment by installing a new high-tech production unit for flexible packaging (Doypacks), capable of producing over 10 mil. units annually. The line is fully automated with a Cleaning in Place system and spout placement, making it the first machine in the market with the ability to place a flip-top caps. The new Doypacks production machine aligns with the launch of the new Noxzema Shower Gel Bonuspack, specially designed for direct use in the shower, as well as the new Noxzema Liquid Soap Refill.

Additionally, as already mentioned above, the acquisition of Stella Pack S.A., which has a waste separation line to manufacture internally own recycled plastic, will further contribute to the use of recycled plastic in the Group's total garbage bags portfolio.

Finally, we remain focused on developing products with a higher ecological profile. A characteristic example is the relaunch of FINO & JAN Disposable Wet Wipes portfolio in Cleaning Items range, replacing the existing wet wipes typology with a new, sustainable, eco-friendly, plastic-free and biodegradable wipe, with 14% less carbon footprint.

  • The empowerment of our employees is an integral part of our philosophy. This is reflected in programs, systems and actions aimed at their continuous development. Specifically, focusing on the ongoing education and skill development of our people, the Group launched three new training programs in 2024. The purpose of these programs is to provide participants with the necessary skills and knowledge needed to meet the challenges of leadership in a constantly changing business environment.
  • Social contribution has been an inherent part of the Group's philosophy since its inception. Throughout our journey, we strive to contribute to the well-being of communities and create value in the societies where we operate. Recognizing that responsible entrepreneurship is a prerequisite for a sustainable future, the Group ensures that its investments create a legacy for a sustainable and inclusive future for the next generations. In this

context, Sarantis Group and the reliable brand, SANITAS, true to their commitment to reducing their ecological footprint, organized for the second consecutive year, the joint voluntary cleaning action with the support of Save Your Hood, during which volunteers from the Group carried out the clean-up at the Vravrona Aquatic Reserve in June 2024.

▪ Recognizing that financial performance is inextricably linked with a sustainable business journey and a structured internal management, we create value for all our stakeholders, while ensuring that our Corporate Governance and Business Ethics are upheld throughout our operations.

The Group is committed in achieving its strategic goals in relation to Sustainable Development in Environmental, Social and Governance (ESG) issues. Thus, during its meeting on March 28th, 2024, the Board of Directors decided to establish an ESG Committee, consisting of the following independent non-executive members of the Board. The purpose of the ESG Committee is to provide strategic direction for ESG initiatives, oversee the company's economic, environmental, and social impacts, and collaborate with stakeholders to improve processes. It reports to the Board of Directors, ensuring the proper implementation of ESG-related policies and their integration into the company's business operating model.

It is noted that, given the evolving level of sustainability disclosure requirements, Sarantis Group started in 2023 and completed within the first half of 2024 to carry out an assessment of its maturity for the preparation and submission of sustainability reports in accordance with the European Sustainability Reporting Standards (ESRS) and continues to work towards that direction.

Business overview by product category

Sales

Regarding the sales breakdown by product category, sales of Beauty, Skin & Sun Care products increased by 36.9% during H1 2024 to €44.3 mil., from €32.4 mil. in H1 2023, as a result of increased sales of sun care products combined with favorable weather conditions during that period. The contribution of Beauty, Skin & Sun Care products to the Group's sales amounted to 14.6%.

Sales of Personal Care products increased by 20.9% during H1 2024 to €52.5 mil. from €43.4 mil. in H1 2023. This upward trend reflects the diversification of the product portfolio and the Group's ability to achieve better market positioning. The contribution of Personal Care products to the Group's sales amounted to 17.3%.

Excluding the product portfolio of Stella Pack companies, which is included in this category, sales of Personal Care products increased by 12.3% to €48.7 mil. from €43.4 mil. in H1 2023.

Sales of Home Care products reached €104.2 mil. in H1 2024 from €78.4 mil. in H1 2023, posting an increase of 33.0%, reflecting the contribution of Stella Pack companies to the category growth. The contribution of Home Care products in the total sales of the Group amounted to 34.4%.

Excluding Stella Pack companies, sales of Home Care amounted to €80.5 mil. in H1 2024 from €78.4 mil. in H1 2023, representing an increase of 2.6%.

The Private Label product category represents sales of Polipak and Stella Pack companies, which produce private label garbage bags. Sales in this category reached €30.7 mil. in H1 2024 from €15.9 mil. in H1 2023, representing an increase of 92.9%.

Excluding Stella Pack companies, sales of Private Label products amounted to €19.0 mil. in H1 2024 from €15.9 mil. in H1 2023, representing an increase of 19.2%.

The Strategic Partnerships category reached €69.7 mil. in the first half of 2024 compared to €60.4 mil. in the first half of 2023, representing an increase in sales of 15.5%, supported by both the sales of Mass Distribution products, which increased by 17.7%, and the sales of Selective Distribution products, which increased by 11.2%. Their contribution to the Group's total sales amounted to 23.1%.

Operating Profit

In terms of operating profit by product category, EBIT of Beauty, Skin & Sun Care products amounted to €9.4 mil., up from €4.1 mil., reflecting an increase of 130.3%. The EBIT margin of Beauty, Skin & Sun Care products was 21.1% in H1 2024 from 12.6% in H1 2023.

EBIT of Personal Care products reached €7.5 mil. from €5.8 mil., an increase of 28.6%, positively affected by cost improvements impacting the gross profit margin and the balanced management of advertising and promotion expenses. The EBIT margin of Personal Care products rose to 14.3% in H1 2024 from 13.4% in H1 2023.

Excluding the product portfolio of Stella Pack companies included in this category, EBIT of Personal Care products amounted to €7.4 mil., up from €5.8 mil., increased by 27.9%.

EBIT of Home Care products, having been affected both by favorable changes in raw material prices and the Group's investments in Polipak's production plant on new, modern robotic machinery, as well as on high-performance regranulation systems that contributed to achieving large-scale production, amounted to €12.8 mil. in H1 2024 from €9.3 mil. in H1 2023 increased by 38.5%. The EBIT margin for this category was 12.3% in H1 2024, compared to 11.8% in H1 2023 and its contribution to total EBIT was 40.3%.

Excluding Stella Pack companies, EBIT of Home Care products amounted to €10.5 mil. in H1 2024, up from €9.3 mil. in H1 2023, increased by 13.7%.

EBIT of Strategic Partnerships category presented a slight decrease of 3.4% at €2.6 mil. in H1 2024 compared to H1 2023 EBIT that amounted to €2.7 mil., while the EBIT margin reached 3.7% compared to 4.5% in H1 2023.

Business overview by geographical region

Sales

In terms of geographical analysis, sales in Greece (including Portugal and selected international markets) amounted to €88.9 mil. in H1 2024 from €75.0 mil. in H1 2023, increased by 18.5%. The main growth driver was the increased sales of suncare products, which reflect the Group's strategically better positioning in the market, along with the favorable weather conditions that prevailed during the period. Additionally, within the first half of 2024 there was an increase in market shares for the rest of the product categories, such as Personal Care and Home Care Solutions categories, which underlines consumers' preferences for the Group's products. At the same time, increased export activity further supported sales in Greece.

Net sales in the international network, which represent 70.6% of the Group's total sales, increased by 35.8% to €213.8 mil. in H1 2024 from €157.4m in H1 2023. Excluding the currency effect, on a currency neutral basis, sales of the international network increased by 33.3%.

Excluding the contribution of Stella Pack companies to their countries of operation, Poland, Romania and Ukraine, net sales in the international network amounted to €174.5 mil. in H1 2024 from €157.4 mil. in H1 2023 up by 10.9%.

During the first half of 2024, Poland was the Group's leading country in total sales and recorded sales of €94.3 mil. compared to €55.5 mil. in the first half of 2023, representing an increase of 69.8%, reflecting the contribution of Stella Pack S.A., whose sales in this geographic region amounted to €31.1 mil.

All Group's countries benefited from the broad portfolio of Beauty, Skin & Sun Care and Personal Care products and capitalized on growth opportunities, resulting in significant sales growth, particularly in the face care, suncare, deodorant and body cleansing categories. In addition, the category Home Care Solutions - waste bags and food packaging products - marked a significant increase in sales, confirming the Group's leading position in the category.

Operating Profit

In terms of operating profit by geographical region during H1 2024, the EBIT of Greece (including Portugal and selected international markets) marked an increase of 75.8% to €12.4 mil. from €7.0m in H1 2023. The EBIT margin of Greece stood at 13.9% in H1 2024 from 9.4% in H1 2023.

The countries of the international network presented an increase in EBIT of 33.9% to €19.5 mil. in H1 2024 from €14.5 mil. in H1 2023 attributed to the categories of Beauty, Skin & Sun Care and Personal Care, as well as Home Care Solutions. The countries' EBIT margin stood at 9.1% from 9.2% in H1 2023.

Excluding the contribution of Stella Pack companies to their countries of operation, Poland, Romania and Ukraine, EBIT in the international network amounted to €17.0 mil. in H1 2024 up by 17.0% in comparison to €14.5 mil. in H1 2023 with EBIT margin standing at 9.7% from 9.2% in H1 2023.

The EBIT of Poland amounted to €6.3 mil. in H1 2024 from €3.2 mil. in H1 2023 marking an increase of 97.5%. The EBIT margin stood at 6.7% from 5.8% in the corresponding period last year, highlighting strong operating leverage from top-line growth of the category on the back of the contribution of Stella Pack S.A.

It is noted that:

  • The breakdown by product category and by geographical region is presented in detail in section 4.9.24 "Business Units and Geographical Analysis Tables".
  • References to sales in Greece are made at Group level, that is, having eliminated intra-group transactions.
  • References to the EBIT of Greece, as well as to the EBIT of the other countries, relate to the operating profitability as being monitored by the management to serve the evaluation of the performance and to make a more efficient decision-making per sector of activity, having proportionally applied the distribution of expenses per country.

2.3 SIGNIFICANT EVENTS DURING THE FIRST HALF OF 2024

Completion of the acquisition of Stella Pack

The Group completed the acquisition of Stella Pack on January 12, 2024. More specifically, Sarantis Polska S.A., Sarantis Group's fully-owned subsidiary, signed an agreement on January 12, 2024, for the acquisition of the 100% of the share capital of the companies Stella Pack Europe SP.Z.O.O. in Poland, Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, as well as 79% of Stella Pack Ukraine LLC in Ukraine.

The acquisition of Stella Pack S.A. is a strategic move that allows Sarantis Group to reinforce its leading position in the Polish market with further enrichment of an already strong product portfolio, while it is expected to boost further growth in the category of consumer household products strengthening the Group's geographical footprint in the region where it operates.

Stella Pack S.A. is an important addition to Sarantis Group, as it holds a leading position in the production and provision of household products, with 25 years of successful presence in three countries, Poland, Romania and Ukraine. At the same time, it is an exemplary company in terms of circular economy, as it operates only with recycled plastic to produce plastic bags, having a waste separation line to manufacture internally own recycled plastic that fully meets its production needs. The shares of Stella Pack companies are not listed on an active stock market.

The fair values (in Euro) of the Stella Pack Group's identifiable assets and liabilities, acquisition price and goodwill at the acquisition date were:

Amounts in € Book value Fair Value
adjustment
Fair Value
Tangible fixed assets & Right of use 24,685,003 1,668,642 26,353,645
Intangible assets & Trademarks 2,154,064 32,138,801 34,292,865
Inventories 11,619,784 (106,284) 11,513,499
Trade & other receivables 11,120,338 (32,487) 11,087,851
Cash & cash equivalents 4,140,939 0 4,140,939
Loans (33,602,092) 0 (33,602,092)
Lease liabilities (7,994,551) 0 (7,994,551)
Deferred tax liabilities (266,797) (6,430,337) (6,697,135)
Provisions (1,461,755) 0 (1,461,755)
Trade & other payables (13,337,452) 210,121 (13,127,332)
Total FV of the Net Assets and Liabilities (2,942,522) 27,448,455 24,505,934
Total FV of the Net Assets and Liabilities of NCI 259,711
Total FV of the Net Assets and Liabilities of the
Owners 24,246,223
Goodwill recognized at the acquisition 6,916,583
Total acquisition price 31,162,806

Goodwill and fair value adjustments resulting from the acquisition of businesses are treated as assets and liabilities of each business and are converted into the subject currency according to the exchange rates of the balance sheet date.

The above adjustments were performed to determine the identifiable assets and liabilities, and also to reflect their fair value as defined by the International Financial Reporting Standards (IFRS) at the acquisition date. The Group has measured the value of the acquired companies based on current information. During 2024, the Group may adjust the provisional values recognized for the business combination under IFRS 3 based on the collection of additional information.

Goodwill was recognized at its cost, which is the excess of the cost of acquisition, indicating the amount above the Group's proportional participation in the fair value of the net assets acquired. The goodwill is primarily attributed to the manufacturing expertise related to the recycling methods used in the production of plastic bags, as well as to the commercial synergies from the integrated product portfolio.

It is noted that the Group's Management revaluated the value of the Trademarks in relation to the initial recognition at the acquisition date, as presented in the annual financial statements of December 31, 2023.

Finally, it is noted that in the context of the acquisition, loans towards third parties amounting to €25.3 mil. of the company Stella Pack Europe SP.Z.O.O. were repaid by Sarantis Polska S.A., generating respectively an intra-company receivable/liability.

Loans

The Company raised loans of €10.0 mil. in total to cover working capital needs and repaid loans of €4.6 mil. in total (see note 4.9.10).

Stella Pack S.A. in Poland proceeded with the repayment of its total borrowing of approximately €8.5 mil. within the first quarter of 2024 (see note 4.9.10).

Sarantis Group presents its growth story at its first Investor Day

Sarantis Group successfully held its first Investor Day on Thursday, March 14, 2024. Aiming to strengthen further the relation with the investment community, Sarantis Group Executive Team presented to investors and journalists, a comprehensive analysis of its strategic plan, business activities and future growth plans.

Messrs. Giannis Bouras, CEO, Christos Varsos, Group Chief Financial Officer, Evangelos Siarlis, Group Chief Human Resources Officer, Nikos Bazigos, Group Chief Supply Chain Officer and Lakis Vasileiadis, Group Chief Marketing Officer presented the 2023 results and provided guidance on the financial performance and the roadmap until 2028.

The first Sarantis Group Investor Day drew a significant audience of Greek and international members of the investment community, both in person and online. The presentation of the Strategic Plan was followed by a discussion on growth prospects, challenges, and opportunities for achieving sustainable growth.

The full Strategic Plan presentation can be found on the website: Investor Day Presentation (sarantisgroup.com)

New Composition of the Board of Directors, Formation into body and Establishment of ESG Committee

On March 26, 2024, Mrs. Irene Nikiforaki, Independent Non-Executive Member, submitted her resignation to the Board of Directors. During its meeting on March 28th, 2024, and pursuant to article 82 par. 1 and 2 of law 4548/2018 and article 10 of the Articles of Incorporation of the Company, the Board of Directors elected Mrs. Alexandra Gren in replacement of Mrs. Irene Nikiforaki. Consequently, the Company's Board of Directors was formed into body, as follows:

Grigorios Sarantis - Chairman, Executive Member Konstantinos Rozakeas - Vice Chairman, Non-Executive Member Kyriakos Sarantis - CEO, Executive Member Ioannis Bouras - Deputy CEO, Executive Member Christos Varsos - Group CFO, Executive Member Evangelos Siarlis - Group CHRO, Executive Member Michalis Imellos - Independent Non-Executive Member Marianna Politopoulou - Independent Non-Executive Member Angeliki Samara - Independent Non-Executive Member Alexandra Gren - Independent Non-Executive Member

The appointment of Mrs. Alexandra Gren was communicated at the next General Meeting of the Shareholders of the Company which took place on April 23, 2024. The new member of the Board will exercise her duties until the end of the term of the current Board of Directors.

Mrs. Alexandra Gren is a senior executive with 25 years of experience in the financial services technology and banking sector. Prior to her role as head of GFS Poland, Mrs. Gren served as Fiserv Poland's managing director and board member for 17 years, leading digital transformations within the banking industry across the EMEA region. Earlier she held business consultant roles with ING Direct Italy launching the first direct bank in Italy, SCA part of Fidelity Information Systems in the US and Royal Bank of Canada.

Mrs. Gren serves as a non-executive director with mBank S.A. and served as a non-executive director with Erste Bank Hungary. She holds a MSc degree from London School of Economics and BA from University of British Columbia. She has completed a number of organizational leadership, ESG and negotiations programs at Harvard Business School, Center for Leadership and Stanford Graduate School of Business.

She is the winner of the Goldman Sachs & Fortune Global Women Leaders Award in the US in 2018. In 2019, Mrs. Gren was named Global Ambassador and mentor by Bank of America for the BoA's Global Ambassadors Program advancing women's economic empowerment. In 2016 and 2018, she was recognized by London-based Banking Technology Awards and FemTech Leaders in Top 10 women in technology. Invited to the Fortune Most Powerful Women-US Department of State Global Mentoring Partnership in 2015 pairing international women leaders with Fortune 500 women CEOs in the US. Awarded the "Business Personality of 2021" by the Federation of Polish Entrepreneurs. A committed supporter of mentoring and leadership empowerment programs with Vital Voices, USbased women leadership NGO and UK-founded 30% Club through her role as the co-Chair of 30% Club Poland.

The Group is committed in achieving its strategic goals in relation to Sustainable Development in Environmental, Social and Governance (ESG) issues. Thus, during its meeting on March 28th, 2024, the Board of Directors decided to establish an ESG Committee, consisting of the following independent non-executive members of the Board:

  • Alexandra Gren Chairwoman
  • Michalis Imellos Member
  • Marianna Politopoulou Member

The Committee's term of office will coincide with the term of office of the Board of Directors.

Resolutions of the Annual General Meeting of Shareholders of 23/04/2024

On April 23, 2024, the Annual General Meeting of shareholders was held at the company's headquarters with the following items on the agenda:

  1. Submission and Approval of the Annual Financial Statements, including the consolidated annual financial statements, with the reports of the Board of Directors and the Certified Auditor, of the fiscal year 01/01/2023 - 31/12/2023. Approval of the distribution of the results of the fiscal year 01/01/2023 - 31/12/2023, payment of dividend and fees from the profits of the fiscal year.

  2. Submission of the Annual Activity Report of the Audit Committee for the year 01/01/2023 - 31/12/2023.

  3. Approval of the overall management regarding the fiscal year 01/01/2023 - 31/12/2023.

  4. Discharge of the Certified Auditors from any responsibility for the audit of the fiscal year 01/01/2023 - 31/12/2023.

  5. Election of a regular and alternate Certified Auditor for the regular audit of the financial statements for the year 01/01/2024 - 31/12/2024, and determination of their remuneration.

  6. Submission for discussion and voting of the Remuneration Report of article 112 of Law 4548/2018 for the year 01/01/2023 - 31/12/2023.

  7. Submission of the Report of Independent Non-Executive Members of the Board of Directors in accordance with article 9(5) of Law 4706/2020.

  8. Approval of the terms for the acquisition of own shares of the Company in accordance with article 49 of Law 4548/2018, as in force (Own Shares Purchase Plan), and granting of relevant authorizations.

  9. Amendment of Article 13 of the Company's Articles of Association.

  10. Amendment of the Remuneration Policy of the Company.

  11. Announcement of the election of a new member of the Board of Directors in replacement of a resigned member according to art. 82 par. 1 of Law 4548/2018 and appointment thereof as Independent Member of the Board of Directors.

You can read the resolutions of the Annual General Meeting of Shareholders of April 23rd, 2024 here: Announcement of the Resolutions of the Annual General Meeting of Shareholders of April 23rd 2024 (sarantisgroup.com)

Announcement of dividend payment of Fiscal Year 2023

The Annual General Meeting of Shareholders at April 23, 2024 approved the distribution of a dividend amounting to 0.2243810572 Euros per share in accordance with the provisions of the Greek legislation.

According to the legislation in force, the dividend corresponding to the company's 1,995,808 treasury shares on that date, is applied to the dividend paid out to the other shareholders and hence the gross amount of dividend is increased to €0.231286048 per share. The aforementioned dividend amount is subject to a 5% withholding tax and therefore shareholders will receive a net amount of €0.2197217456 per share.

The ex-dividend date was set as of May 2, 2024, while the entitled shareholders are those registered in the Dematerialized Securities System on May 8, 2024 (Record date). The dividend was paid on May 13, 2024.

Appointment of Chairman, Vice Chairman and assignment of CEO duties for "GR. SARANTIS S.A." - Formation of the Board of Directors into Body

The Board of Directors, during its meeting on May 13, 2024, decided the following:

  • to appoint Mr. Kyriakos Sarantis, Executive Member, as Chairman of the Board of Directors
  • to attribute the status of Non-Executive Member and to appoint Mr. Grigoris Sarantis as Vice Chairman of the Board of Directors
  • to assign the duties of CEO to the Executive Member of the Board of Directors, Mr. Giannis Bouras,
  • pursuant to the above, the Board of Directors be formed into Body, with effect from May 13th, 2024, as follows:

Kyriakos Sarantis - Chairman, Executive Member Grigoris Sarantis - Vice Chairman, Non-Executive Member Giannis Bouras - CEO, Executive Member Christos Varsos - Group CFO, Executive Member Evangelos Siarlis - Group CHRO, Executive Member Konstantinos Rozakeas - Non-Executive Member Michalis Imellos - Independent Non-Executive Member

Marianna Politopoulou - Independent Non-Executive Member Angeliki Samara - Independent Non-Executive Member Alexandra Gren - Independent Non-Executive Member

Sarantis Group is Accelerating Digital Transformation with SAP S/4HANA

Sarantis Group embarked on the journey of digital transformation by choosing SAP S/4HANA. As a fast-growing player in the countries where it operates, the Group aims to automate business processes, enhance efficiency, and improve the user experience for employees and customers through this transition.

More specifically, this investment will help Sarantis Group to:

  • Improve the way it interacts with customers and suppliers, through the implementation of automation and advanced workflow solutions
  • Move the organization to a single operating platform, creating efficiency in its IT landscape and technology support model
  • Transform performance reporting, leading to better insight to maximize trade opportunities and improve its sustainability goals
  • Further digitize its controls and compliance environment, creating a more robust and resilient business
  • Move to standardized ways of operating, allowing for greater agility and flexibility in the way it responds to emerging market trends

2.4 MAJOR RISKS AND UNCERTAINTIES

2.4.1 Risk management - framework

The Group has a Risk Management Framework which is based on best practices and aims at applying a systematic approach to prioritization and the development of coordinated actions against risks within the Group's operations.

It is applied to the main business activities of the Group, so that the Heads of the Business Entities, in the context of their action, can carry out timely identification, evaluation, management and monitoring of the main risks they encounter from time to time.

The Group has developed, maintains and improves an internal Regulatory Compliance system consisting of a network of regulatory tools (such as codes, policies, regulations, procedures and instructions), which, in collaboration with the Company's IT system, ensure the adequacy and effectiveness of control mechanisms with the aim to facilitate the assessment and management of risks at every level of the organization's operations.

The Group monitors risks and their development. The risk management strategy aims either to minimize the potential impact of the risk, reduce the likelihood of its occurrence, or both, while also identifying opportunities from these risks where applicable.

Risks are prioritized based on their level of criticality. The level of criticality is determined by a combination of impact assessments and likelihood assessments for each case.

The main risks of the organization as assessed by the Management Team for the second half of 2024 are presented below.

2.4.2 Explanation of the risks and the main risk factors

2.4.2.1 Management of Business Risks Geopolitical developments (Ukraine - Russia)

The subsidiaries Ergopack L.L.C. and Stella Pack Ukraine L.L.C. are fully operational, geopolitical developments in the region though affect their operations. Any disruption in the subsidiaries' supply chain due to the war would not affect the Group's business continuity. In particular, the total revenue (excluding intra-group transactions) accounts for 4% of the Group's total revenue, while the total equity of the subsidiaries represents approximately 6% of the Group's equity. Specifically, Ergopack L.L.C.'s revenue amounts to €10.6 mil., representing 3.5% of the Group's revenue, while Stella Pack Ukraine LLC's revenue amounts to €1.4 mil., representing 0.5% at Group level. Similarly, the total equity

amounts to €19.5 mil. for Ergopack L.L.C. (5.5% at Group level) and €1.3 mil. for Stella Pack Ukraine L.L.C. (0.4% at Group level).

Broader international policy issues affecting the level of this particular risk are beyond the Group's control. However, issues that may affect the operation of the subsidiaries are mitigated by taking appropriate measures, such as, for example, interruptions in the power supply network are addressed through self-generated energy.

The companies operate in household products, specifically in food packaging, garbage bags and cleaning items. In case it is deemed necessary to discontinue their activity, the Group can cover its market needs through its factories in Greece and Poland.

2.4.2.2 Management of Financial Risks

Persisting increased financing costs due to the continuation of higher interest rates

The continuation of higher interest rates as a result of monetary tightening by Central Banks to combat the impact of inflation has increased the financing cost. A decrease in interest rates is expected in the second half of the year. However, there is a risk that high financing costs may persist if interest rates do not decrease during this period.

The Management's objective is to meet the financing needs by achieving the optimal balance between borrowing costs and the potential impact on profits and cash flow from any interest rate changes. To achieve the above objective, the Management draws up the financial strategy taking into account the desired level of leverage and the appropriate structure of short-term and long-term borrowing.

The Group's policy is to continuously monitor the interest rate trends. Working capital is primarily covered by operating cash flows. Investing activities are usually financed from a combination of sources including long-term borrowing. Additionally, the Group has secured financing from the Recovery and Resilience Fund (RRF) under more favorable terms compared to existing financing costs.

The interest rate on these short-term borrowing arrangements, is generally determined as the inter-bank offering rate at the borrowing date plus a pre-set margin. The mix of fixed-rate debt and variable-rate debt is managed within Group policy guidelines.

The potential impact on net results and shareholders' equity in the second half of the year, in the event that Euribor does not decrease by 25 basis points (0.25), would amount to €34 thous. for the existing loans affected by the anticipated decrease.

2.5 FUTURE OUTLOOK AND PROSPECTS

During the first half of 2024 Sarantis Group's strong financial performance confirms the resilience of the Group's strategy and business model, despite the geopolitical uncertainty and the pressure to real incomes by -declining though- inflation, which is expected to continue negatively impacting the economic activity.

The Group remains firmly committed to the implementation of its strategic plan, while pursuing its consolidation in the markets it operates in, as well as its transformation. Having gained a deep knowledge of the markets in which it operates and the needs of its consumers, the Group is focusing on the regions where it has already developed its activity, its distribution channels and its product portfolio, always committed to the quality of its products and the safety of consumers.

At the same time, the Group's Digital Transformation consists a priority. This transition aims to accelerate the digital transformation process to optimize internal operational processes, creating a more robust business environment and enhancing its competitive advantages. Along with the Group's commitment to the quality of its products, the digital transition will further improve, among others, the User Experience for the Group's customers.

In a dynamic and challenging business environment, as we move forward into 2024, the Group remains optimistic about its prospects, looking forward to another year of growth, focused on maintaining its growth momentum and competitiveness, while protecting its profitability margins. Our strong financial position, our commitment to innovation and our business excellence translate into our vision of providing high quality products that consumers trust in their daily lives.

2.6 RELATED PARTY TRANSACTIONS

The most significant transactions between the Company and its related parties, as such are defined by International Accounting Standard 24, are presented below.

Subsidiaries Company
Trade receivables 30.06.2024 31.12.2023
Sarantis Banja Luka D.O.O 5,829 0
Sarantis Bulgaria LTD 173,061 41,532
Sarantis Romania S.A. 1,764,290 477,429
Sarantis Polska S.A. 1,118,934 1,301,238
Sarantis Czech Republic sro 692,121 328,583
Ergopack LLC 341,349 229,563
Sarantis Hungary Kft. 261,450 77,306
Sarantis Portugal Lda 578,213 918,352
Elode France SARL 5,308 2,420
Lenidi Bulgaria LTD 40,333 0
Lenidi Romania LTD 0 42
Total 4,980,887 3,376,464
Grand total receivables 4,980,887 3,376,464
Trade liabilities 30.06.2024 31.12.2023
Sarantis Belgrade D.O.O 271,759 2,202,835
Sarantis Banja Luka D.O.O 4,949 1,750
Sarantis Skopje D.O.O 582,716 608,145
Sarantis Bulgaria LTD 25,972 0
Sarantis Romania S.A. 48,012 144
Sarantis Polska S.A. 372,648 244,941
Sarantis Czech Republic sro 19,725 0
Polipak SP.Z.O.O. 242,715 186,784
Sarantis Slovakia S.R.O 2,688 0
Ergopack LLC 63,471 0
Sarantis Hungary Kft. 9,512 5,453
Sarantis Portugal Lda 320 0
Sarantis France SARL 32,324 35,233
Lenidi SA 0 4,565
Total 1,676,811 3,289,850
Liabilities from loans 30.06.2024 31.12.2023
Sarantis Belgrade D.O.O 9,053,115 0
Zetafin LTD 508,432 530,610
Total 9,561,547 530,610
Lease liabilities 30.06.2024 31.12.2023
Lenidi SA 6,104,289 6,490,835
Total 6,104,289 6,490,835
Grand total liabilities 17,342,647 10,311,294

Income

01.01 - 01.01 -
Income from sale of merchandise 30.06.2024 30.06.2023
Sarantis Belgrade D.O.O 1,948,627 1,658,777
Sarantis Banja Luka D.O.O 66,531 151,921
Sarantis Skopje D.O.O 471,535 498,514
Sarantis Bulgaria LTD 1,340,101 1,353,595
Sarantis Romania S.A. 4,147,546 4,685,489
Sarantis Polska S.A. 7,101,139 6,900,374
Sarantis Czech Republic sro 5,422,525 4,667,048
Ergopack LLC 710,011 479,066
Sarantis Hungary Kft. 628,157 461,206
Sarantis Portugal Lda 483,968 800,705
Lenidi SA 0 282,436
Lenidi Bulgaria LTD 40,333 43,025
Total 22,360,476 21,982,156
01.01 - 01.01 -
Other income 30.06.2024 30.06.2023
Sarantis Belgrade D.O.O 116,041 112,440
Sarantis Banja Luka D.O.O 6,346 4,926
Sarantis Skopje D.O.O 12,710 10,496
Sarantis Bulgaria LTD 39,007 36,371
Sarantis Romania S.A. 152,367 163,305
Sarantis Polska S.A. 571,948 641,176
Sarantis Czech Republic sro 179,070 176,577
Polipak SP.Z.O.O. 41,726 83,056
Sarantis Slovakia S.R.O 2,688 2,201
Grand total income 23,724,228 23,375,530
Total 1,363,752 1,393,374
Sarantis Portugal Lda 38,431 64,321
Sarantis Hungary Kft. 47,784 49,066
Ergopack LLC 155,633 49,438
Sarantis Slovakia S.R.O 2,688 2,201
Polipak SP.Z.O.O. 41,726 83,056
Sarantis Czech Republic sro 179,070 176,577

Expenses and Purchases

01.01 -
01.01 -
Purchases of merchandise - services - assets 30.06.2024 30.06.2023
Sarantis Bulgaria LTD 3,727 0
Sarantis Romania S.A. 4,939 26,913
Sarantis Polska S.A. 1,100,158 1,193,832
Stella Pack S.A. 34,872 0
Polipak SP.Z.O.O. 978,524 1,328,646
Lenidi SA 18,768 69,080
Total 2,140,989 2,618,470

01.01 - 01.01 -
Expenses – interest 30.06.2024 30.06.2023
Sarantis Belgrade D.O.O 53,068 0
Zetafin LTD 7,822 7,779
Lenidi SA 94,145 94,373
Total 155,035 102,152
Grand total expenses 2,296,023 2,720,623
Table of disclosures of related parties
Group Company
a) Income 255,405 23,724,228
b) Expenses 148,331 2,296,023
c) Receivables 226,836 4,980,887
d) Liabilities 6,104,289 17,342,647
e) Transactions and remuneration of senior executives
and management
1,941,625 1,941,625
g) Liabilities towards senior executives and
management
798 798

2.7 INFORMATION CONCERNING THE ACQUIRED TREASURY SHARES ACCORDING TO ARTICLE 50, PAR.2, L.4548/2018

During the first half of 2024, the Company proceeded to the purchase of 845,413 treasury shares at an average purchase price of 10.01 Euros per share, for a total amount of €8,465,739.5.

Including the 1,433,891 treasury shares already held by the company as of 31/12/2023, the Company as of 30/06/2024 holds in total 2,279,304 treasury shares with nominal value of €0.78 per share and an average purchase price of €8.63 per share, having paid a total of 19,669,916.4 Euros. The treasury shares that the Company holds on 30/06/2024 correspond to 3.41% of its share capital.

2.8 SUBSEQUENT EVENTS

Sarantis Group Sustainability Report 2023

The Group, fully committed to its strategy, is intensifying efforts towards Sustainable Development and reaffirms once again its dedication towards innovation and high-quality products that are safe and environmentally friendly.

In this context, the Sustainability Report 2023, published on July 17, 2024, was designed based on the GRI Standards, as well as on the ATHEX ESG Reporting Guide, to highlight the four main pillars of the Group's Sustainable Development, which are: Sustainable Production and Consumption, Empowered Employees, Contribution to Thriving Communities and Responsible Governance. You can navigate through the report here: Sustainability Report 2023 (sarantisgroup.com)

Loans

In August 2024, the Company signed an agreement with Alpha Bank for the issuance of a bond loan amounting to €35 mil. to finance general business plans, from which the first tranche of €5 mil. has been disbursed.

Additionally, in August 2024 the Company repaid a bank loan amounting to €5 mil. granted by the National Bank of Greece and a bank loan amounting to €4 mil. granted by Eurobank S.A.

Reverse Factoring

In August 2024, the Company signed an agreement with the National Bank of Greece for Reverse Factoring with a maximum limit of €30 mil.

2.9 ALTERNATIVE PERFORMANCE INDICATORS (API)

The Group utilizes Alternative Performance Indicators (API) in the context of its decision making with regards to the financial, operational and strategic planning as well as for the evaluation and public disclosure of its performance. These API serve and facilitate the best understanding of the financial and operating results of the Group, its financial position and the statement of cash flows. The Alternative Performance Indicators (API) should be always taken into consideration along with the financial results which have been prepared in accordance with the IFRS whereas in no case they replace IFRS.

Definitions and reconciliation of Alternative Performance Indicators ("API")

a. Profitability Ratios

The Group utilizes the following profitability ratios for the purpose of the full analysis of its operating results:

EBITDA (Earnings before interest, taxes, depreciation and amortization)

EBITDA is calculated from the semi-annual financial statements as follows: "Gross operating earnings" plus "Other operating income" minus the "Administrative Expenses" and the "Distribution Expenses" prior to depreciation and amortization. The depreciation and amortization for the Group are presented in the paragraph "Table of Changes in Fixed Assets" of the financial statements.

(Euro million) H1 2024 H1 2023
Gross operating earnings 116.8 86.2
Other operating income 0.5 0.3
Administrative expenses 16.7 11.5
Distribution expenses 68.8 53.5
Depreciation and amortization 9.9 7.2
Earnings before interest, taxes, depreciation and
amortization
41.7 28.7

EBIT (Earnings before interest and taxes)

EBIT equals with the operating earnings of the Group as they are recorded in the semi-annual financial statements.

EBT (Earnings before taxes)

EBT equals with the earnings deriving before the deduction of taxes from the semi-annual financial statements.

Net Income (Net earnings)

It equals with the earnings after the deduction of taxes as they are recorded in the financial statements. These earnings are distributed to the shareholders of the parent company.

Profitability Margins

For all the above profitability figures, the corresponding profit margin is calculated by dividing each figure with the total turnover.

H1 2024 H1 2023
(Euro million) Margin Margin
EBITDA Earnings before interest, taxes, depreciation and
amortization
41.7 13.8% 28.7 12.4%
EBIT Earnings before interest and taxes 31.8 10.5% 21.6 9.3%
EBT Earnings before taxes 30.1 9.9% 23.5 10.1%
Net Income Net earnings 24.3 8.0% 19.2 8.3%

b. Net Debt

The net debt comprises a figure which depicts the capital structure of the Group. It is calculated by adding the longterm loans and the short-term loans then by deducting the cash and cash equivalents and other financial assets, such as the "Financial Assets at fair value through results", since they are considered to be liquid items. The relevant calculations are presented in the following table:

(Euro million) H1 2024 FY 2023
Long-term loans 56.0 56.1
Short-term loans 20.4 14.2
Cash and cash equivalents (27.8) (111.0)
Other financial assets (4.7) (3.0)
Net Debt 43.9 (43.6)

Marousi, September 2 nd 2024

The Board of Directors

CHAIRMAN OF THE BOARD VICE CHAIRMAN & BOARD
MEMBER
CEO & BOARD MEMBER GROUP CHIEF FINANCIAL
OFFICER & BOARD MEMBER
KYRIAKOS SARANTIS GRIGORIS SARANTIS GIANNIS BOURAS CHRISTOS VARSOS
ID NO. AI 597050/2010 ID NO. X 080619/2003 ID NO. AB 055247/2006 ID NO. AO 547315/2020

3. INDEPENDENT AUDITOR'S REPORT ON REVIEW OF CONDENSED INTERIM FINANCIAL INFORMATION

To the Shareholders of GR. SARANTIS S.A.

Report on the Review of Condensed Interim Financial Information

Introduction

We have reviewed the accompanying interim standalone and consolidated condensed Statement of Financial Position of Gr. Sarantis S.A. (the "Company") as at 30 June 2024 and the related standalone and consolidated condensed Statements of Comprehensive Income, Changes in Equity and Cash Flows for the six-month period then ended and the selected explanatory notes, which comprise the condensed interim financial information and which forms an integral part of the six-month financial report of articles 5 and 5a of Law 3556/2007. Management is responsible for the preparation and presentation of this condensed interim financial information in accordance with the International Financial Reporting Standards adopted by the European Union and specifically with International Accounting Standard (IAS) 34 "Interim Financial Reporting". Our responsibility is to express a conclusion on this condensed interim financial information based on our review.

Scope of Review

We conducted our review in accordance with the International Standard on Review Engagements (ISRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing, as incorporated in Greek Law, 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.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed interim financial information as of 30 June 2024 has not been prepared, in all material respects, in accordance with IAS 34 "Interim Financial Reporting".

Report on Other Legal and Regulatory Requirements

Our review did not identify any material inconsistency or error in the statements of the members of the Board of Directors and in the information of the six-month Financial Report of the Board of Directors as defined in articles 5 and 5a of Law 3556/2007 in relation to the accompanying condensed interim financial information.

Athens, 2 September 2024 KPMG Certified Auditors S.A. AM SOEL 114

Vassileios Kaminaris, Certified Auditor Accountant AM SOEL 20411

INTERIM CONDENSED FINANCIAL STATEMENTS

4. INTERIM CONDENSED FINANCIAL STATEMENTS

Those responsible for the preparation of the Interim Financial Statements of the period 01/01 - 30/06/2024 are the signatories at the end of the Financial Statements.

4.1 INTERIM CONDENSED STATEMENT OF FINANCIAL POSITION

Group Company
Amounts in € Note 30.06.2024 31.12.2023 30.06.2024 31.12.2023
ASSETS
Non-current assets 283,572,403 234,883,496 274,734,807 274,972,876
Tangible fixed assets 4.9.17 123,755,302 104,353,907 45,428,355 46,919,164
Right of use 4.9.17 22,330,751 18,018,513 10,204,970 10,903,421
Investments in property 4.9.17 7,643,474 6,755,674 2,087,296 2,145,508
Intangible assets 4.9.17 92,782,082 57,263,098 30,170,985 28,244,042
Company goodwill 4.9.3 14,758,063 7,771,991 1,100,000 1,100,000
Deferred tax assets 2,121,481 706,406 0 0
Investments in subsidiaries, associates 4.9.2 0 0 185,028,392 184,945,932
Other long-term receivables 4.9.5 20,181,249 40,013,906 714,809 714,809
Current assets 323,335,761 318,659,781 159,120,128 140,290,528
Inventories 4.9.4 119,617,195 95,371,988 41,883,512 42,691,044
Trade receivables 4.9.5 139,900,974 101,298,653 61,053,125 44,230,796
Other short-term receivables 4.9.5 31,274,235 8,024,535 46,039,505 41,023,829
Cash & cash equivalents 4.9.6 27,843,013 111,009,417 5,443,642 9,389,672
Financial assets at fair value through profit and loss 4.9.7 4,700,344 2,955,187 4,700,344 2,955,187
Total Assets 606,908,164 553,543,277 433,854,935 415,263,404
Shareholders' EQUITY:
Share capital 4.9.13 52,143,439 52,143,439 52,143,439 52,143,439
Share premium account 40,676,356 40,676,356 40,676,356 40,676,356
Reserves 26,274,397 32,374,180 18,593,768 25,781,939
Profit carried forward 235,930,133 228,447,126 167,191,228 158,460,144
Total Shareholders' Equity 355,024,325 353,641,101 278,604,791 277,061,877
Non controlling interest 272,754 0
Total Equity 355,297,079 353,641,101 278,604,791 277,061,877
LIABILITIES
Long-term liabilities 105,326,643 90,945,492 79,821,323 71,507,584
Loans 4.9.10 56,030,990 56,107,412 65,030,990 56,107,412
Lease liabilities 19,601,187 13,568,292 8,160,104 8,934,799
Deferred tax liabilities 15,536,924 9,082,904 4,960,051 5,169,342
Provisions for post employment employee benefits 2,079,004 1,551,226 1,670,177 1,296,031
Provisions - long-term liabilities 4.9.9 12,078,537 10,635,659 0 0
Short-term liabilities 146,284,442 108,956,684 75,428,821 66,693,943
Suppliers 4.9.8 87,767,186 70,025,872 38,435,585 38,068,257
Other liabilities 4.9.8 19,611,616 12,633,262 9,424,665 8,598,113
Income taxes - other taxes payable 11,824,855 6,917,685 4,802,026 3,533,949
Loans 4.9.10 20,403,806 14,237,857 20,403,806 14,237,857
Lease liabilities 6,676,979 5,142,009 2,362,739 2,255,766
Total Equity & Liabilities 606,908,164 553,543,277 433,854,935 415,263,404

4.2 INTERIM CONDENSED STATEMENT OF COMPREHENSIVE INCOME

Group Company
01.01- 01.01- 01.01- 01.01-
Note 30.06.2024 30.06.2023 30.06.2024 30.06.2023
Amounts in € Total Activities Total Activities Total Activities Total Activities
Revenue 4.9.1 302,635,541 232,351,529 110,248,117 95,506,987
Cost of sales (185,796,764) (146,125,170) (66,328,476) (61,286,419)
Gross operating profit 116,838,777 86,226,359 43,919,641 34,220,569
Other operating income 529,727 298,377 1,485,024 1,510,413
Administrative expenses (16,749,849) (11,479,798) (9,266,921) (7,043,901)
Distribution expenses (68,782,530) (53,468,334) (29,948,933) (25,964,621)
Operating profit 31,836,125 21,576,603 6,188,812 2,722,459
Financial income/(expenses) 4.9.12 (1,714,604) 1,948,323 19,537,989 16,043,100
Gain (loss) from revaluation of fixed assets (58,212) (58,212) (58,212) (58,212)
Earnings before taxes 30,063,309 23,466,714 25,668,589 18,707,347
Current income tax 4.9.11 (7,413,632) (5,537,757) (1,228,779) (417,790)
Deferred tax 4.9.11 1,686,372 956,331 209,291 (513,616)
Earnings after the deduction of tax (A) 24,336,049 18,885,288 24,649,100 17,775,940
Owners of the parent 24,315,585 19,179,062 24,649,100 17,775,940
Non controlling interest 20,464 (293,774) 0 0
Other Comprehensive Income: 0 0 0 0
Items not transferred to the statement of
comprehensive income: 0 0 0 0
Items which may be transferred in future to the 166,405 5,338,836 0 0
statement of comprehensive income:
Foreign exchange differences from subsidiaries
abroad 166,405 5,338,836 0 0
Other total income after taxes (Β) 166,405 5,338,836 0 0
Total comprehensive income after taxes (A) + (B) 24,502,454 24,224,124 24,649,100 17,775,940
Owners of the parent 24,489,411 24,751,190 24,649,100 17,775,940
Non controlling interest 13,043 (527,066) 0 0
Basic earnings per share 4.9.14 0.3745 0.2866 0.3796 0.2656
Diluted earnings per share 4.9.14 0.3745 0.2866 0.3796 0.2656

4.3 INTERIM CONDENSED STATEMENT OF CHANGES IN GROUP'S EQUITY FOR THE PERIOD

Attributed to shareholders of the parent
Amounts in € Share Capital Share Premium Reserves Balance of profits /
losses
Total Non controlling
interest
Total
Balance as at 1 January 2023 54,504,438 40,676,356 21,271,949 212,215,328 328,668,070 2,076,346 330,744,416
Total comprehensive income for the period
Net profit for the period 19,179,062 19,179,062 (293,774) 18,885,288
Other comprehensive income
Foreign exchange differences 5,572,128 5,572,128 (233,292) 5,338,836
Total other comprehensive income 5,572,128 5,572,128 (233,292) 5,338,836
Total comprehensive income after taxes 24,751,190 24,751,190 (527,066) 24,224,124
Other transactions registered in Equity
Purchase of treasury shares (1,003,821) (1,003,821) (1,003,821)
Capital Aggregation Tax (362,718) (362,718) (362,718)
Distributed dividends
Minority interests due to acquisition of interest in a subsidiary
(10,000,000)
(3,419,970)
(10,000,000)
(3,419,970)
(1,549,280) (10,000,000)
(4,969,250)
Formation of reserves 3,543,015 (3,543,015) 0 0
Total other transactions registered in Equity 2,539,194 (17,325,703) (14,786,508) (1,549,280) (16,335,789)
Balance as at 30 June 2023 54,504,438 40,676,356 23,811,143 219,640,815 338,632,751 0 338,632,751
Balance as at 1 January 2024 52,143,439 40,676,356 32,374,180 228,447,126 353,641,101 0 353,641,101
Total comprehensive income for the period
Net profit for the period 24,315,585 24,315,585 20,464 24,336,049
Other comprehensive income
Foreign exchange differences 173,826 173,826 (7,421) 166,405
Total other comprehensive income 173,826 173,826 (7,421) 166,405
Total comprehensive income after taxes 24,489,411 24,489,411 13,043 24,502,454
Other transactions registered in Equity
Purchase of treasury shares (8,465,739) (8,465,739) (8,465,739)
Performance Stock Awards 359,553 359,553 359,553
Distributed dividends (15,000,000) (15,000,000) (15,000,000)
Minority interests due to acquisition of interest in a subsidiary 259,711 259,711
Formation of reserves 2,006,404 (2,006,404) 0 0
Total other transactions registered in Equity (6,099,783) (17,006,404) (23,106,186) 259,711 (22,846,476)
Balance as at 30 June 2024 52,143,439 40,676,356 26,274,397 235,930,133 355,024,325 272,754 355,297,079

* The figure "Balance of profits / losses" includes an amount related to currency translation differences of the consolidated subsidiaries into foreign currency, totaling (7.35) mil. Euros as of 30/06/2024 (30/06/2023: (8.74) mil. Euros).

4.4 INTERIM CONDENSED STATEMENT OF CHANGES IN COMPANY'S EQUITY FOR THE PERIOD

Attributed to shareholders of the parent
Amounts in € Share Capital Share Premium Reserves Balance of profit /
losses
Total
Balance as at 1 January 2023 54,504,438 40,676,356 14,864,966 165,656,763 275,702,523
Total comprehensive income for the period
Net profit for the period 17,775,940 17,775,940
Other comprehensive income
Total other comprehensive income
Total comprehensive income after taxes 17,775,940 17,775,940
Other transactions registered in Equity
Purchase of treasury shares (1,003,821) (1,003,821)
Distributed dividends (10,000,000) (10,000,000)
Formation of reserves 3,524,652 (3,524,652) 0
Total other transactions registered in Equity 2,520,831 (13,524,652) (11,003,821)
Balance as at 30 June 2023 54,504,438 40,676,356 17,385,798 169,908,051 282,474,642
Balance as at 1 January 2024 52,143,439 40,676,356 25,781,939 158,460,144 277,061,877
Total comprehensive income for the period
Net profit for the period 24,649,100 24,649,100
Other comprehensive income
Total other comprehensive income
Total comprehensive income after taxes 24,649,100 24,649,100
Other transactions registered in Equity
Purchase of treasury shares (8,465,739) (8,465,739)
Performance Stock Awards 359,553 359,553
Distributed dividends (15,000,000) (15,000,000)
Formation of reserves 918,015 (918,015) 0
Total other transactions registered in Equity (7,188,171) (15,918,015) (23,106,186)
Balance as at 30 June 2024 52,143,439 40,676,356 18,593,768 167,191,228 278,604,791

4.5 INTERIM CONDENSED STATEMENT OF CASH FLOWS

Group Company
Amounts in € 01.01 - 30.06.2024 01.01 - 30.06.2023 01.01 - 30.06.2024 01.01 - 30.06.2023
Operating Activities
Earnings before tax 30,063,309 23,466,714 25,668,589 18,707,347
Plus / minus adjustments for:
Depreciation/amortization 9,896,695 7,151,199 4,065,885 3,856,775
Revaluation of fixed assets 58,212 58,212 58,212 58,212
Foreign exchange differences (201,132) (720,316) 15,351 190,859
Results (income, expenses, profits and losses) from investing activities (1,505,976) (3,801,041) (22,406,179) (17,719,285)
Interest expense and related expenses 3,141,166 2,275,468 2,426,908 1,153,554
Decrease / (increase) in inventories (12,786,346) (6,595,135) 807,532 (359,370)
Decrease / (increase) in receivables (30,927,513) (7,200,464) (17,564,907) 1,577,463
Decrease) / increase in liabilities (other than to banks) 15,269,249 (2,090,730) 1,219,212 (4,032,468)
Less:
Interest and related expenses paid (2,939,517) (2,211,757) (2,191,899) (1,110,942)
Tax paid (4,872,027) (3,842,517) 0 (312,098)
Total inflows / (outflows) from operating activities (a) 5,196,120 6,489,634 (7,901,297) 2,010,047
Investing Activities
Acquisition/sale of subsidiaries, associates, joint ventures and other investments (29,310,575) (5,967,776) (1,588,979) (34,199,273)
Purchase of tangible and intangible fixed assets (6,172,447) (2,669,564) (3,278,755) (1,475,715)
Proceeds from sale of tangible and intangible assets 63,523 70,496 2,075 388
Interest received 818,050 1,488,697 54,464 223,027
Dividends received 0 0 17,943,750 14,553,635
Proceeds from grants 37,777 14,272 0 0
Total inflows / (outflows) from investing activities (b) (34,563,672) (7,063,874) 13,132,555 (20,897,938)
Financing Activities
Proceeds from borrowings 10,708,456 28,778,126 19,708,456 28,778,126
Payment of borrowings (38,401,927) (29,161,771) (4,618,929) (8,618,929)
Decrease / (increase) of restricted cash 0 (595,000) 0 (595,000)
Payment of lease liabilities (3,299,774) (2,293,106) (1,142,154) (1,000,628)
(Payments) / Proceeds from (purchase) / sale of treasury shares (8,465,739) (1,003,821) (8,465,739) (1,003,821)
Dividends paid towards the shareholders of the parent (14,658,922) (9,762,689) (14,658,922) (9,762,689)
Total inflows / (outflows) from financing activities (c) (54,117,906) (14,038,260) (9,177,288) 7,797,060
Net increase / (decrease) in cash and cash equivalents (a+b+c) (83,485,458) (14,612,501) (3,946,030) (11,090,831)
Cash and cash equivalents at beginning of period 111,009,417 60,679,908 9,389,672 22,536,726
Effect from foreign exchange differences due to translation to euro 319,053 1,460,683 0 0
Cash and cash equivalents at the end of the period 27,843,013 47,528,090 5,443,642 11,445,895

4.6 NOTES ON THE INTERIM CONDENSED FINANCIAL STATEMENTS

4.6.1 The Company

Gr. Sarantis SA (the Company) has the legal form of a société anonyme and is the parent company of the Gr. Sarantis SA Group (the Group). It was founded in 1964 in Greece and is registered in the General Electronic Commercial Registry ("G.E.MI.") of Greece under the number 255201000.

The Company's domicile is located at 26 Amarousiou - Chalandriou Street, Marousi Greece, The Company's central offices are also located at the same address. The Company's website is the following: www.sarantisgroup.com.

The shares of Gr. Sarantis SA are listed on the main market of the Athens Exchange.

4.6.2 The Group's Structure

The Group's companies, which are included in the consolidated financial statements, are the following:

GROUP STRUCTURE
Direct Indirect
Company Domicile Participation Participation Total
Percentage Percentage
GR. SARANTIS S.A. GREECE PARENT
SARANTIS BULGARIA LTD BULGARIA 100.00% 0.00% 100.00%
SARANTIS ROMANIA S.A. ROMANIA 100.00% 0.00% 100.00%
SARANTIS BELGRADE D.O.O. SERBIA 100.00% 0.00% 100.00%
SARANTIS BANJA LUKA D.O.O. BOSNIA-HERZEGOVINA 0.00% 100.00% 100.00%
SARANTIS LJUBLJANA D.O.O. SLOVENIA 0.00% 100.00% 100.00%
SARANTIS SKOPJE D.O.O. N.MACEDONIA 0.00% 100.00% 100.00%
SARANTIS POLSKA S.A. POLAND 100.00% 0.00% 100.00%
POLIPAK SP. Z.O.O. POLAND 0.00% 100.00% 100.00%
STELLA PACK EUROPE SP.Z.O.O. POLAND 0.00% 100.00% 100.00%
STELLA PACK S.A. POLAND 0.00% 100.00% 100.00%
STELLA PACK S.R.L. ROMANIA 0.00% 100.00% 100.00%
STELLA PACK UKRAINE LLC UKRAINE 0.00% 79.00% 79.00%
SARANTIS CZECH REPUBLIC SRO CZECH REPUBLIC 100.00% 0.00% 100.00%
SARANTIS HUNGARY KFT. HUNGARY 100.00% 0.00% 100.00%
ZETAFIN LTD CYPRUS 100.00% 0.00% 100.00%
ELODE FRANCE S.A.R.L FRANCE 100.00% 0.00% 100.00%
SARANTIS FRANCE S.A.R.L FRANCE 100.00% 0.00% 100.00%
SARANTIS PORTUGAL LDA PORTUGAL 100.00% 0.00% 100.00%
ASTRID T.M. A.S. CZECH REPUBLIC 100.00% 0.00% 100.00%
SARANTIS SLOVAKIA S.R.O SLOVAKIA 0.00% 100.00% 100.00%
IVYBRIDGE VENTURES LTD CYPRUS 100.00% 0.00% 100.00%
ERGOPACK LLC UKRAINE 0.00% 100.00% 100.00%

On January 12, 2024, the company Sarantis Polska S.A., a 100% subsidiary of GR. SARANTIS S.A., has signed an agreement to acquire 100% of the share capital of the companies Stella Pack Europe SP.Z.O.O. in Poland, Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, as well as 79% of Stella Pack Ukraine LLC in Ukraine (see note 4.9.2).

Business Activity

The Group is active in the production and trade of cosmetics, household products and pharmaceutical items.

The Group's basic activities have not changed since the previous year. The Group's activities do not exhibit significant seasonality at profitability level between the first and second half of the year.

4.7 BASIS FOR THE PREPARATION OF THE FINANCIAL STATEMENTS

4.7.1 Basis for the preparation of the financial statements

The interim consolidated financial statements for the period ended on 30th June 2024, have been prepared in accordance with IAS 34 "Interim Financial Reporting". The financial statements do not include all disclosures that would otherwise be required in a complete set of annual financial statements and should be read in conjunction with the financial statements of the Company and the Group as of 31st December 2023. The latter are available at the Company's website www.sarantisgroup.com.

4.7.2 Approval of financial statements

The interim consolidated financial statements have been approved by the Company's Board of Directors on September 2, 2024.

4.7.3 Covered period

The present interim consolidated financial statements include the financial statements of "GR. SARANTIS S.A." and its subsidiaries, which together are referred to as the Group, and cover the period from January 1, 2024 to June 30 2024.

4.7.4 Presentation of the financial statements

The present interim consolidated financial statements are presented in €, which is the Group's operating currency, namely the currency of the primary economic environment in which the parent company operates.

4.7.5 Significant Judgements and Estimates by the Management

The preparation of the Interim Consolidated Financial Statements according to the International Accounting Standards requires the implementation of estimations, judgments and assumptions that may affect the accounting balances of assets and liabilities and the required disclosures for contingent receivables and liabilities, as well as the amount of income and expenses recognized.

During the preparation of the current interim condensed financial statements, the significant accounting judgments and estimations that were adopted by the Management in the application of the Group's accounting policies, as well as the major sources for estimation of the uncertainty, remained unchanged as compared to the ones applied in the annual financial statements of 31 December 2023, except for those that concern the adoption of the new IFRS that were set in effect on 1 January 2024 (see note 4.7.6).

4.7.6 New Accounting Policies

The accounting principles that were applied for the preparation of the interim condensed financial statements of the Group are in agreement with those that were adopted during the preparation of the annual financial statements of the Group for the year ended on 31st December 2023 except for the new standards and interpretations that were adopted whose application is mandatory for periods after 1st January 2024.

Furthermore, the financial statements include selected notes for the explanation of events and transactions, which are significant for the understanding of changes in the Group's and Company's financial position as compared to the latest available and published annual financial statements.

a. New Accounting Standards, amendments to standards and Interpretations applied in the financial statements

From January 1, 2024, the Group adopted all changes to the IFRS as adopted by the European Union ("EU") that are relevant to its operations.

The following new Standards, Interpretations, and amendments to Standards have been issued by the International Accounting Standards Board (IASB), have been adopted by the European Union and are mandatory for periods from 01/01/2024 and onwards.

IAS 1 (Amendments) Presentation of Financial Statements: "Classification of Liabilities as Current or Non-Current"

In January 2020, IASB issued amendments to IAS 1 clarifying the requirements for the classification of the liabilities as current and non-current. In particular, the amendments clarify that one of the criteria for the classification of a liability as non-current is the entity's right to defer settlement for at least 12 months after the reporting date. The

amendments clarify the meaning of a right to defer settlement, the requirement of this right to exist at the reporting date and that management intend in relation to the option to defer the settlement does not affect current or noncurrent classification. Additionally, in October2022, IASB issued an amendment providing clarifications for the classification of debt with covenants and requires new disclosures for non-current liabilities that are subject to future covenants.

IFRS 16 Leases (Amendments): "Lease Liability in a Sale and Leaseback"

The amendments are intended to clarify the requirements of accounting by a seller-lessee regarding measuring the lease liability arising in a sale and leaseback transactions. An entity applies the amendment retrospectively in cases of sale and leaseback transactions entered into after the date of the initial application of IFRS 16.

IAS 7 (Amendments) "Statement of Cash Flows" and IFRS 7 (Amendments) "Financial Instruments Disclosures"

In May 2023, IASB issued the final amendments to IAS 7 and IFRS 7 which address the disclosure requirements to be provided by entities in relation to their supplier finance arrangements.

These amendments had no impact on the interim condensed consolidated financial statements of the Company and the Group.

b. New Accounting Standards, amendments to standards, and Interpretations which are mandatorily applied in subsequent periods

The following New IFRS, Amendments to IFRS and Interpretations have been issued by the International Accounting Standards Board (IASB) but have not yet become effective for annual periods beginning on January 1, 2024. Those related to the Group's operations are presented below.

The Group does not intend to adopt the following New IFRS, Amendments to IFRS and Interpretations before their effective date as indicated below.

IAS 21 (Amendments) "The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability" (Amendments are effective for annual periods on or after 01 January 2025)

In August 2023, the International Accounting Standards Board (IASB) published amendments to IAS 21 "The Effects of Changes in Foreign Exchange Rates" which require companies to provide more useful information in their financial statements when a currency is not exchangeable to another currency. The amendments introduce a definition of the "exchangeability" of a currency and provide guidance on how an entity should estimate a spot exchange rate in cases where a currency is not exchangeable. Also, additional disclosures are required in cases where an entity has estimated a spot exchange rate due to a lack of exchangeability. The amendments have not yet been endorsed by the EU.

Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) (Amendments are effective for annual periods on or after 01 January 2026)

The amendments clarify that a financial liability is derecognized on the "settlement date" and introduce an accounting policy choice to derecognize financial liabilities settled using an electronic payment system before the settlement date. Other clarifications include the classification of financial assets with ESG linked features via additional guidance on the assessment of contingent features. Clarifications have been made to non-recourse loans and contractually linked instruments. The amendments require additional disclosures for investments in equity instruments that are measured at fair value with gains or losses presented in other comprehensive income (FVOCI). The amendments have not yet been endorsed by the EU.

IFRS 18 "Presentation and Disclosure in Financial Statements" (effective for annual periods starting on or after 01.01.2027)

In April 2024 the International Accounting Standards Board (IASB) issued a new standard, IFRS 18, which replaces IAS 1 "Presentation of Financial Statements". The primary objective of the Standard is to improve the assessment of a company's performance by increasing comparability in presentation in an entity's financial statements, particularly in the statement of profit or loss and in its notes to the financial statements. Specifically, the Standard will improve the quality of financial reporting due to a) the requirement of defined subtotals in the statement of profit or loss, the requirement to disclose certain "non-GAAP" measures - management performance measures (MPMs) and c) the new principles for aggregation and disaggregation of information.

IFRS 18 is effective for annual reporting periods beginning on or after 1 January 2027. Early adoption is permitted. The amendments have not yet been endorsed by the EU.

IFRS 19 "Subsidiaries without Public Accountability: Disclosures" (effective for annual periods starting on or after 01.01.2027)

In May 2024 the International Accounting Standards Board (IASB) issued a new standard, IFRS 19, which permits a subsidiary, without public accountability and that has a parent that produces consolidated financial statements available for public use that comply with IFRS Accounting Standards to provide reduced disclosures when applying IFRS Accounting Standards in its financial statements. An eligible subsidiary that applies IFRS 19 is required to apply the requirements in other IFRS Accounting Standards for recognition, measurement and presentation requirements but for disclosure requirements, it applies IFRS 19 instead of the disclosure requirements in other IFRS Accounting Standards, except in specified circumstances.

The new standard is effective for reporting periods beginning on or after 1 January 2027 with earlier application permitted. The amendments have not yet been endorsed by the EU.

The Company and the Group are assessing the impact of the new standards and amendments on the financial statements. The amendments that are mandatorily effective in subsequent periods are not expected to have a significant impact on the financial statements of the Company and the Group.

4.8 FINANCIAL RISK MANAGEMENT

4.8.1 Capital Management

The Group's objectives as regards to management of capital, is to reassure the ability for the Group's smooth operation, aiming at providing satisfactory returns to shareholders and to maintain an optimal capital structure by reducing thus the cost of capital. The Group monitors its capital based on the leverage ratio. The leverage ratio is calculated by dividing net debt with total employed capital. Net debt is calculated as "Total debt" (including "short term and long-term debt" as presented in the Statement of Financial Position) minus "Cash and cash equivalents" and "financial assets at fair value through the profit and loss". The calculation of net debt does not include the purchase of treasury shares. Total employed capital is calculated as "Shareholders' Equity" as presented in the statement of financial position plus net debt.

The leverage ratio on 30 June 2024 was as follows:

Group
Amounts in € 30.06.2024 31.12.2023
Total Debt 76,434,796 70,345,269
Minus
Cash & cash equivalents (27,843,013) (111,009,417)
Financial assets at fair value through profit and loss (4,700,344) (2,955,187)
Net Debt 43,891,440 (43,619,335)
Shareholders' Equity 355,024,325 353,641,101
Total Employed Capital 398,915,765 310,021,765
Leverage Ratio 11.0% -14.1%

4.8.2 Financial Instruments

The Group's financial instruments mainly consist of bank deposits, bank overdrafts, trade debtors and creditors, investments in securities, other liabilities.

The financial assets and liabilities during the date of the financial statements can be classified as follows:

Group Company
Amounts in € 30.06.2024 31.12.2023 30.06.2024 31.12.2023
Non-current assets
Other long-term receivables 20,181,249 40,013,906 714,809 714,809
Total 20,181,249 40,013,906 714,809 714,809
Current assets
Trade receivables 139,900,974 101,298,653 61,053,125 44,230,796
Other short-term receivables 31,274,235 8,024,535 46,039,505 41,023,829
Cash & cash equivalents 27,843,013 111,009,417 5,443,642 9,389,672
Financial assets at fair value through profit and loss 4,700,344 2,955,187 4,700,344 2,955,187
Total 203,718,566 223,287,793 117,236,617 97,599,484
Long-term Liabilities
Loans 56,030,990 56,107,412 65,030,990 56,107,412
Lease liabilities 19,601,187 13,568,292 8,160,104 8,934,799
Provisions and other long-term liabilities 8,471,558 8,506,224 0 0
Total 84,103,735 78,181,928 73,191,094 65,042,211
Short-term Liabilities
Loans 20,403,806 14,237,857 20,403,806 14,237,857
Lease liabilities 6,676,979 5,142,009 2,362,739 2,255,766
Suppliers 87,767,186 70,025,872 38,435,585 38,068,257
Other liabilities 19,611,616 12,633,262 9,424,665 8,598,113
Total 134,459,587 102,039,000 70,626,795 63,159,993

4.8.3 Definition of fair values

The following table presents the fixed assets measured at fair value, according to the measurement method. The different categories are as follows:

• Published market prices (without amendment or adjustment) for the financial assets traded in active money markets (level 1).

• Measurement or valuation techniques based directly on publicized market prices or calculated indirectly from publicized market prices for similar instruments (level 2).

• Measurement or valuation techniques that are not based on available information from current transactions in active money markets (level 3).

The financial assets measured at fair value during 30 June 2024 are as follows:

Group
Assets Level 1 Level 2 Total
Tangible fixed assets 0 62,368,567 0 62,368,567
Investments in property 0 7,643,474 0 7,643,474
Financial assets at fair value through profit and loss 4,700,344 0 0 4,700,344
Company
Assets Level 1 Level 2 Level 3 Total
Tangible fixed assets 0 29,973,106 0 29,973,106

Investments in property 0 2,087,296 0 2,087,296 Financial assets at fair value through profit and loss 4,700,344 0 0 4,700,344

The fair value of own-used tangible fixed assets and investments in property is carried out by approved appraiser based on international rules and standards, considering comparative data of recent or past realized real estate prices in the wider real estate area if they exist or with the method of amortized replacement cost (DRC) as well as its special characteristics such as location, size, construction quality and maintenance condition.

The fair value of financial assets traded on active markets (i.e. shares, bonds, mutual funds), is defined based on the published prices in effect during the balance sheet date. A market is considered "Active" when there are available and revised prices in frequent intervals that are published by a stock exchange, broker, sector, rating agency or regulatory authority. Such financial instruments are included in level 1.

The fair value of financial assets not traded on active markets (i.e. over the counter derivative contracts) is defined using valuation techniques that are based primarily on available information for transactions carried out in active markets, while they use the least possible estimations by the entity. Such financial instruments are included in level 2.

If the valuation techniques are not based on available market information, then the financial instruments are included in level 3.

4.9 EXPLANATORY NOTES ON THE FINANCIAL STATEMENTS

4.9.1 Segment Reporting

For administrative purposes, the Group is organized into six core business units: 1) Beauty / Skin / Sun Care, 2) Personal Care, 3) Home Care, 4) Private Label, 5) Strategic Partnerships and 6) Other Sales. Regarding the Strategic Partnerships, it should be noted that they are further analyzed in the product categories of Mass Distribution and Selective Distribution. The Management monitors the operating results of the business units separately in accordance with "IFRS 8 - Operating Segments" with the objective to evaluate the performance and decision making as regards to the allocation of resources. The Group's results per business segment are analyzed as follows:

For the period 01/01/2024 - 30/06/2024:

Commercial Activity Sectors Beauty/Skin/
Sun Care
Personal Care Home Care Private Label Strategic
Partnerships
Mass
Distribution
Selective
Distribution
Other Sales Continued
Operations
Total
Income from external customers 44,304,209 52,459,816 104,240,822 30,725,637 69,747,629 46,662,545 23,085,084 1,157,428 302,635,541 302,635,541
Earnings before interest & tax (EBIT) 9,356,032 7,484,538 12,830,162 (92,539) 2,596,198 2,367,241 228,957 (338,267) 31,836,125 31,836,125
Interest income 96,231 113,946 226,417 66,738 151,496 101,354 50,142 2,514 657,341 657,341
Interest expenses (378,379) (448,032) (890,266) (262,412) (595,678) (398,520) (197,158) (9,885) (2,584,652) (2,584,652)
Earnings before tax 9,096,502 7,177,233 12,219,527 (272,527) 2,187,622 2,093,896 93,726 (345,047) 30,063,309 30,063,309
Income tax 1,698,062 1,339,788 2,281,043 0 408,368 390,872 17,496 0 5,727,260 5,727,260
Earnings / losses after tax 7,398,440 5,837,445 9,938,485 (272,527) 1,779,254 1,703,024 76,230 (345,047) 24,336,049 24,336,049
Depreciation / amortization 1,327,472 1,571,835 3,123,332 1,749,553 2,089,824 1,398,134 691,690 34,680 9,896,695 9,896,695
Earnings before interest, tax,
depreciation & amortization (EBITDA)
10,683,504 9,056,374 15,953,494 1,657,014 4,686,022 3,765,375 920,647 (303,588) 41,732,820 41,732,820

For the period 01/01/2023 - 30/06/2023:

Commercial Activity Sectors Beauty/Skin/
Sun Care
Personal Care Home Care Private Label Strategic
Partnerships
Mass
Distribution
Selective
Distribution
Other Sales Continued
Operations
Total
Income from external customers 32,357,172 43,380,470 78,394,445 15,926,162 60,387,938 39,631,383 20,756,556 1,905,342 232,351,529 232,351,529
Earnings before interest & tax (EBIT) 4,063,182 5,819,704 9,262,857 258,139 2,688,180 2,706,859 (18,679) (515,457) 21,576,603 21,576,603
Interest income 198,023 265,484 479,766 97,467 369,568 242,540 127,028 11,661 1,421,969 1,421,969
Interest expenses (259,264) (347,588) (628,140) (127,609) (483,862) (317,549) (166,313) (15,267) (1,861,729) (1,861,729)
Earnings before tax 4,326,398 6,172,591 9,900,572 387,693 3,179,418 3,029,248 150,170 (499,958) 23,466,714 23,466,714
Income tax 827,026 1,179,942 1,892,576 74,111 607,772 579,066 28,706 0 4,581,426 4,581,426
Earnings / losses after tax 3,499,371 4,992,650 8,007,997 313,583 2,571,646 2,450,183 121,464 (499,958) 18,885,288 18,885,288
Depreciation / amortization 945,565 1,267,695 2,290,899 826,660 1,764,700 1,158,137 606,563 55,679 7,151,199 7,151,199
Earnings before interest, tax,
depreciation & amortization (EBITDA)
5,008,746 7,087,399 11,553,756 1,084,799 4,452,880 3,864,996 587,884 (459,778) 28,727,802 28,727,802

Notes:

  • The sales of Stella Pack companies, on a standalone basis without the allocation of Group expenses, amounted to €39,242,528 in the first half of 2024, Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA) amounted to €5,579,687 and Earnings Before Interest and Taxes (EBIT) amounted to €3,625,262.

  • The calculation of financial income & expenses and depreciation, amortization has been proportionately based on the sales of each business activity of the Group. The calculation of income tax is based proportionately on the earnings before tax of each of the Group's business activity.

The allocation of consolidated assets and liabilities to the Group's business segments is analyzed as follows:

Group Beauty/Skin/Sun Care
Personal Care
Home Care Private Label Strategic Partnerships Mass Distribution Selective Distribution Other Sales
30.06.2024 31.12.2023 30.06.2024 31.12.2023 30.06.2024 31.12.2023 30.06.2024 31.12.2023 30.06.2024 31.12.2023 30.06.2024 31.12.2023 30.06.2024 31.12.2023 30.06.2024 31.12.2023 30.06.2024 31.12.2023
Total Assets 606,908,164 553,543,277 84,821,236 51,762,385 100,435,297 110,428,435 199,571,002 176,296,336 86,331,571 68,414,305 133,533,139 142,434,612 89,336,314 92,374,010 44,196,825 50,060,602 2,215,918 4,207,204
Total Liabilities 251,611,085 199,902,176 37,100,893 19,609,153 43,930,498 41,833,622 87,292,554 66,786,370 23,910,368 16,120,687 58,407,527 53,958,528 39,075,792 34,994,062 19,331,735 18,964,466 969,245 1,593,816

Information by geographical region

The Group's sales and non-current assets by geographical region are analyzed as follows:

Sales:

Geographic Area 01.01 -
30.06.2024
01.01 -
30.06.2023
Greece (incl. Portugal and Selected International Markets) 88,868,088 74,979,996
Poland 94,276,324 55,518,827
Romania 48,476,059 37,197,130
Czech-Slovakia 22,626,908 19,551,886
West Balkans 19,640,341 17,656,973
Ukraine 12,001,483 12,001,387
Bulgaria 10,571,814 9,046,439
Hungary 6,174,524 6,398,891
Total 302,635,541 232,351,529

The geographic area of Western Balkans includes sales in Serbia, Bosnia-Herzegovina, North Macedonia and Slovenia.

Non-current assets:

Geographic Area 30.06.2024 31.12.2023
Greece (incl. Portugal and Selected International Markets) 89,712,025 90,035,647
Poland 131,618,850 64,484,150
Cyprus 19,173,176 39,139,655
Czech-Slovakia 16,447,307 15,801,463
Ukraine 14,198,927 14,486,143
Romania 7,020,155 5,463,825
Hungary 1,901,550 1,649,665
Bulgaria 1,782,595 1,941,829
West Balkans 1,717,185 1,880,486
France 633 633
Total 283,572,403 234,883,496

4.9.2 Investments in subsidiaries, associates

The movement of the Company's participations in subsidiaries are analyzed as follows:

Amounts in €
Company 30.06.2024 31.12.2023
Opening Balance 184,945,932 116,062,279
Acquisitions 82,460 74,080
Share capital increase 0 68,814,573
Impairment 0 (5,000)
Closing balance 185,028,392 184,945,932

The additions recorded to the Company's participations during the first half of 2024 amounting to €82.5 thous. (31/12/2023: €74.1 thous.) concern the recognition of part of the reward (remuneration) in the form of benefits based on Company's shares through the Performance Stock Awards Program granted to the executives of the Group's subsidiaries.

Completion of the acquisition of Stella Pack

The Group completed the acquisition of Stella Pack on January 12, 2024. More specifically, Sarantis Polska S.A., Sarantis Group's fully-owned subsidiary, signed an agreement on January 12, 2024, for the acquisition of the 100% of the share capital of the companies Stella Pack Europe SP.Z.O.O. in Poland, Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, as well as 79% of Stella Pack Ukraine LLC in Ukraine.

The acquisition of Stella Pack S.A. is a strategic move that allows Sarantis Group to reinforce its leading position in the Polish market with further enrichment of an already strong product portfolio, while it is expected to boost further growth in the category of consumer household products strengthening the Group's geographical footprint in the region where it operates.

Stella Pack S.A. is an important addition to Sarantis Group, as it holds a leading position in the production and provision of household products, with 25 years of successful presence in three countries, Poland, Romania and Ukraine. At the same time, it is an exemplary company in terms of circular economy, as it operates only with recycled plastic to produce plastic bags, having a waste separation line to manufacture internally own recycled plastic that fully meets its production needs. The shares of Stella Pack companies are not listed on an active stock market.

The fair values (in Euro) of the Stella Pack Group's identifiable assets and liabilities, acquisition price and goodwill at the acquisition date were:

Amounts in € Book value Fair Value
adjustment
Fair Value
Tangible fixed assets & Right of use 24,685,003 1,668,642 26,353,645
Intangible assets & Trademarks 2,154,064 32,138,801 34,292,865
Inventories 11,619,784 (106,284) 11,513,499
Trade & other receivables 11,120,338 (32,487) 11,087,851
Cash & cash equivalents 4,140,939 0 4,140,939
Loans (33,602,092) 0 (33,602,092)
Lease liabilities (7,994,551) 0 (7,994,551)
Deferred tax liabilities (266,797) (6,430,337) (6,697,135)
Provisions (1,461,755) 0 (1,461,755)
Trade & other payables (13,337,452) 210,121 (13,127,332)
Total FV of the Net Assets and Liabilities (2,942,522) 27,448,455 24,505,934
Total FV of the Net Assets and Liabilities of NCI 259,711
Total FV of the Net Assets and Liabilities of the
Owners 24,246,223
Goodwill recognized at the acquisition 6,916,583
Total acquisition price 31,162,806

Goodwill and fair value adjustments resulting from the acquisition of businesses are treated as assets and liabilities of each business and are converted into the subject currency according to the exchange rates of the balance sheet date.

The above adjustments were performed to determine the identifiable assets and liabilities, and also to reflect their fair value as defined by the International Financial Reporting Standards (IFRS) at the acquisition date. The Group has measured the value of the acquired companies based on current information. During 2024, the Group may adjust the provisional values recognized for the business combination under IFRS 3 based on the collection of additional information.

Goodwill was recognized at its cost, which is the excess of the cost of acquisition, indicating the amount above the Group's proportional participation in the fair value of the net assets acquired. The goodwill is primarily attributed to the manufacturing expertise related to the recycling methods used in the production of plastic bags, as well as to the commercial synergies from the integrated product portfolio.

It is noted that the Group's Management revaluated the value of the Trademarks in relation to the initial recognition at the acquisition date, as presented in the annual financial statements of December 31, 2023.

Finally, it is noted that in the context of the acquisition, loans towards third parties amounting to €25.3 mil. of the company Stella Pack Europe SP.Z.O.O. were repaid by Sarantis Polska S.A., generating respectively an intra-company receivable/liability.

From the acquisition date (January 2024), Stella Pack companies contributed Revenues (Turnover) of €39.2 mil. and Earnings Before Interest and Taxes (EBIT) of €3.6 mil.

4.9.3 Goodwill

The goodwill of the Group and the Company are analyzed as follows:

Amounts in Euros Group Company
Balance as at 1.1.2024 7,771,991 1,100,000
Acquisitions 6,964,879 0
Foreign exchange differences 21,193 0
Balance as at 30.06.2024 14,758,063 1,100,000
Amounts in Euros Group Company
Balance as at 1.1.2023 7,631,304 1,100,000
Foreign exchange differences 140,687 0
Balance as at 31.12.2023 7,771,991 1,100,000

It is noted that the increase in goodwill for the current period is due to the acquisition of Stella Pack companies. During the second half of 2024, the Group may adjust the provisional values recognized for the business combination in accordance with IFRS 3 based on additional information (see note 4.9.2).

4.9.4 Inventories

The inventories are analyzed as follows:

Group 30.06.2024 31.12.2023
Merchandise 86,899,491 62,855,615
Products 11,764,462 13,521,958
Raw materials 22,334,448 19,227,537
Impairment due to obsolescence (1,381,206) (233,122)
Total 119,617,195 95,371,988

Company 30.06.2024 31.12.2023
Merchandise 20,584,026 18,060,328
Products 8,787,607 11,368,825
Raw materials 12,938,361 13,261,891
Impairment due to obsolescence (426,481) 0
Total 41,883,512 42,691,044

Stella Pack S.A. holds inventories that were pledged as collateral for its loan liabilities, which have been fully repaid within 2024. The related pledges were completely lifted in August 2024. The inventories of the remaining Group companies are free of pledges.

It is noted that Advances to Suppliers are now included under the item "Other short-term receivables" and the corresponding reclassification has also been made in the comparative figures as of 31/12/2023.

The analysis of the provision for the impairment due to obsolescence is as follows:

Group 30.06.2024 31.12.2023
Opening Balance 233,122 1,419,462
Additions due to acquisition 714,653 0
Provision 1,774,443 2,915,324
Use of provision (1,339,701) (4,104,789)
Foreign exchange differences (1,310) 3,125
Closing balance 1,381,206 233,122
Company 30.06.2024 31.12.2023
Opening Balance 0 780,861
Provision 426,481 1,375,916
Use of provision 0 (2,156,777)
Closing balance 426,481 0

4.9.5 Trade and Other receivables

The trade receivables account is analyzed as follows:

Group 30.06.2024 31.12.2023
Trade receivables 117,766,095 89,021,882
Minus provisions (4,011,450) (3,081,847)
Net trade receivables 113,754,646 85,940,035
Checks and notes receivable 28,546,328 17,758,618
Minus provisions (2,400,000) (2,400,000)
Net checks and notes receivable 26,146,328 15,358,618
Total 139,900,974 101,298,653
Company
Trade receivables
30.06.2024
38,260,954
31.12.2023
32,254,120
Minus provisions (2,115,719) (1,875,694)
Net trade receivables 36,145,236 30,378,426
Checks and notes receivable 27,307,890 16,252,370
Minus provisions (2,400,000) (2,400,000)
Net checks and notes receivable 24,907,890 13,852,370

The increase in trade receivables in the Group, aside from the integration of Stella Pack companies, is largely due to seasonality and will smooth out in the second half of the year.

The other short-term receivables are analyzed as follows:

Group 30.06.2024 31.12.2023
Accounts receivable in legal contest 474,416 474,485
Sundry debtors 25,002,649 3,353,806
Advances to Suppliers 2,528,364 2,563,489
Deferred expenses and accrued income 3,840,599 2,205,140
Accounts for management of prepayments & credits 35,730 35,207
Minus provisions (607,523) (607,592)
Total 31,274,235 8,024,535
Company 30.06.2024 31.12.2023
Accounts receivable in legal contest
Sundry debtors
425,136
904,740
425,136
758,273
Receivables from dividends 41,141,951 37,279,552
Advances to Suppliers 1,644,708 1,776,282
Deferred expenses and accrued income 2,445,484 1,307,622
Accounts for management of prepayments & credits 35,730 35,207
Minus provisions (558,243) (558,243)

The item "Sundry debtors" of the Group mainly presents the short-term portion of the discounted receivable, dated 30/06/2024, from the sale of the participation in ELCA Cosmetics Ltd and its subsidiaries, amounting to €20.4 mil. The first installment is expected to be received according to the schedule in January 2025.

It is noted that Advances to Suppliers are now included under the item "Other short-term receivables" and the corresponding reclassification has also been made in the comparative figures as of 31/12/2023.

The analysis of the provision for both Trade and Other short-term receivables is as follows:

Group 30.06.2024 31.12.2023
Opening Balance 6,089,439 5,305,057
Additions for the year 500,105 855,274
Receivables written off (663) (13,572)
Amounts offset (22,207) (20,500)
Foreign exchange differences (18,788) (36,819)
Additions due to acquisition 471,087 0
Closing balance 7,018,972 6,089,439
Company 30.06.2024 31.12.2023
Opening Balance 4,833,937 4,186,280
Additions for the year 250,000 647,657
Amounts offset (9,975) 0
Closing balance 5,073,961 4,833,937

The Other long-term receivables are analyzed as follows:

Group 30.06.2024 31.12.2023
Other long-term receivables 19,586,249 39,418,906
Long-term restricted cash 595,000 595,000
Total 20,181,249 40,013,906

Company 30.06.2024 31.12.2023
Other long-term receivables 119,809 119,809
Long-term restricted cash 595,000 595,000
Total 714,809 714,809

The main part of the item "Other long-term receivables" of the Group relates to the second installment of the discounted receivable arising from the sale of the Company's participation in ELCA Cosmetics Ltd and its subsidiaries and it is expected to be received according to schedule in January 2028.

It is noted that the restricted cash concern a loan servicing reserve account of the Company and are now included under the "Other long-term receivables" item and the corresponding reclassification has also been made in the comparative figures as of 31/12/2023.

4.9.6 Cash & cash equivalents

Cash & cash equivalents represent cash in hand of the Group and Company and bank deposits available at first demand, which are analyzed as follows:

Group 30.06.2024 31.12.2023
Cash in hand 111,811 89,982
Bank deposits 27,731,202 110,919,435
Total 27,843,013 111,009,417
Company 30.06.2024 31.12.2023
Cash in hand 99,893 81,747
Bank deposits 5,343,750 9,307,925

It is noted that the restricted deposits are not included in total cash and cash equivalents. Restricted deposits of the Company amounting to €595 thous. are being recorded in the item "Other long-term receivables".

4.9.7 Financial Assets at Fair Value through Results

Group Company
30.06.2024 31.12.2023 30.06.2024 31.12.2023
Opening Balance 2,955,187 2,738,925 2,955,187 2,738,925
Acquisitions 2,162,519 5,414,824 2,162,519 5,414,824
Cost of disposals (483,832) (5,680,520) (483,832) (5,680,520)
Fair value adjustments 66,470 481,958 66,470 481,958
Closing balance 4,700,344 2,955,187 4,700,344 2,955,187

The above items are placements with a short-term investment horizon that are traded on active market.

4.9.8 Trade and other liabilities

The trade and other liabilities of the Group and the Company are analyzed as follows:

Group 30.06.2024 31.12.2023
Suppliers 80,200,996 65,719,140
Checks payable 7,566,191 4,306,732
Total 87,767,186 70,025,872
Company 30.06.2024 31.12.2023
Suppliers 30,869,394 33,761,526
Checks payable 7,566,191 4,306,732

The other liabilities of the Group and the Company are analyzed as follows:

Group 30.06.2024 31.12.2023
Social security funds 2,122,796 2,238,176
Customer prepayments 1,165,254 1,684,563
Long-term liabilities payable in the following year 26,288 31,831
Government grants 541,353 518,802
Dividends payable 36,097 29,605
Deferred income and accrued expenses 14,251,654 7,075,762
Sundry creditors 1,468,175 1,054,523
Total 19,611,616 12,633,262
Company 30.06.2024 31.12.2023
Social security funds 847,579 1,447,292
Customer prepayments 1,947,187 4,176,351
Short-term liabilities towards Related Companies 500,610 530,610
Dividends payable 36,097 29,605
Deferred income and accrued expenses 6,023,191 2,286,627
Sundry creditors 70,001 127,627
Total 9,424,665 8,598,113

4.9.9 Provisions and other long - term liabilities

The provisions and other long-term liabilities are analyzed as follows:

Group 30.06.2024 31.12.2023
Government grants 8,116,149 8,279,458
Other provisions 3,606,979 2,129,435
Other long-term liabilities 355,409 226,766
Total 12,078,537 10,635,659

The analysis of provisions is as follows:

Group 30.06.2024 31.12.2023
Opening Balance 2,129,435 2,539,300
Additions for the year 690,701 543,271
Use of provision (310,818) (968,085)
Foreign exchange differences (45) 14,950
Additions due to acquisition 1,097,707 0
Closing balance 3,606,979 2,129,435

4.9.10 Loans

Loans are analyzed as follows:

Group Company
30.06.2024 31.12.2023 30.06.2024 31.12.2023
Short-term loans
Bank loans 11,920,000 7,920,000 11,920,000 7,920,000
Bond Loans 8,483,806 6,317,857 8,483,806 6,317,857
Long-term loans
Bank loans 9,780,000 11,240,000 9,780,000 11,240,000
Long-term Liabilities to Subsidiaries 0 0 9,000,000 0
Bond Loans 46,250,990 44,867,412 46,250,990 44,867,412
Total 76,434,796 70,345,269 85,434,796 70,345,269

As of June 30, 2024, the Group's loans consist exclusively of bank and bond loans of the Company.

During the first half of 2024, the Company repaid installments of €2.1 mil. on a bond loan granted by Eurobank S.A. with an initial amount of €20 mil. and €1.1 mil. on a bond loan granted by Hellenic Bank Public Company Ltd with an initial amount of €15 mil.

Additionally, during the first half of 2024, installments of €1.5 mil. were repaid on a bank loan granted by the EBRD to the Company with an amount of €20 mil.

It is noted that in the context of the acquisition, loans towards third parties amounting to €25.3 mil. fromthe company Stella Pack Europe SP.Z.O.O. were repaid by Sarantis Polska S.A., generating respectively an intra-company receivable/liability. At the same time, Stella Pack S.A. repaid its total debt of approximately €8.5 mil. during the first quarter of 2024.

In the first half of 2024, a bond loan of €6 mil. was granted to the Company by Eurobank S.A. (from the remaining approved loan facility of €20 mil.). Additionally, a bank loan of €4 mil. was granted to the Company by Eurobank S.A.

The Company has disbursed an amount of €0.7 mil. from the already approved financing through a bond loan of €9.3 mil. as of November 28, 2023, as part of its investment plan for digital transformation. This disbursement was financed with a contribution of €0.3 mil. from the Recovery & Resilience Fund (RRF) and €0.4 mil. from the National Bank of Greece (NBG).

It is noted that the Company has not disbursed any amounts from the signed agreement of December 28, 2023, with Hellenic Bank Public Company Ltd for the issuance of a bond loan of €12.1 mil. for financing investment projects.

Finally, on March 15, 2024, the Company signed an agreement with the EBRD for the issuance of a bank loan of €7.9 mil. up to September 2, 2024, no tranche of the aforementioned loan has been disbursed.

There are no pledges on the Group's loans, except for the case of Stella Pack S.A., which had pledged fixed assets and inventories as collateral for its loan liabilities, that have been fully repaid within 2024. The related pledges were fully lifted in August 2024. There are no other pledges on the Group.

4.9.11 Income Tax

Group Company
01.01- 01.01- 01.01- 01.01-
30.06.2024 30.06.2023 30.06.2024 30.06.2023
Current income tax (7,413,632) (5,537,757) (1,228,779) (417,790)
Deferred tax 1,686,372 956,331 209,291 (513,616)
Total (5,727,260) (4,581,426) (1,019,489) (931,407)

The Company has obtained tax compliance certificates with the auditor's consent for each fiscal year from 2011 to 2022, in accordance with Greek tax legislation (2011-2013 under the provisions of Article 82 of Law 2238/1994 and 2014-2022 under the provisions of Article 65A of Law 4174/2013). Additionally, based on risk analysis criteria, the Greek tax authorities may select the Company for a tax audit as part of the audits they conduct on companies that received tax compliance certificates with the auditor's consent. The Company has not received any audit orders from the Greek tax authorities and does not expect additional taxes and surcharges to arise from any potential future audit for these fiscal years.

It is noted that as of 31/12/2023, the fiscal years up to 31/12/2017 have been time-barred according to the provisions of paragraph 1, Article 36 of Law 4174/2013.

With regards to the fiscal year 2023, the Company is subject to the tax audit of the Certified Auditors stipulated by the provisions of article 65A of Law 4174/2013. The audit is under progress and the relevant tax certificate is expected to be granted after the release of the interim condensed financial statements for the period 01/01 - 30/06/2024.

The Management of the Company does not anticipate the emergence of any significant tax liabilities apart from those already depicted in the financial statements.

4.9.11.1 Unaudited tax years

The table below presents the years for which the tax audit of the Group's companies has not been conducted or completed:

GROUP STRUCTURE
Company Domicile Unaudited tax
years
GR. SARANTIS S.A. GREECE 2018 - 2023
SARANTIS BULGARIA LTD BULGARIA 2018 - 2023
SARANTIS ROMANIA S.A. ROMANIA 2018 - 2023
SARANTIS BELGRADE D.O.O. SERBIA 2019 - 2023
SARANTIS BANJA LUKA D.O.O. BOSNIA-HERZEGOVINA 2022 - 2023
SARANTIS LJUBLJANA D.O.O. SLOVENIA 2022 - 2023
SARANTIS SKOPJE D.O.O. N.MACEDONIA 2019 - 2023
SARANTIS POLSKA S.A. POLAND 2018 - 2023
POLIPAK SP. Z.O.O. POLAND 2018 - 2023
STELLA PACK EUROPE SP.Z.O.O. POLAND 2018 - 2023
STELLA PACK S.A. POLAND 2018 - 2023
STELLA PACK S.R.L. ROMANIA 2018 - 2023
STELLA PACK UKRAINE LLC UKRAINE 2019 - 2023
SARANTIS CZECH REPUBLIC SRO CZECH REPUBLIC 2021 - 2023
SARANTIS HUNGARY KFT. HUNGARY 2020 - 2023
ZETAFIN LTD CYPRUS 2018 - 2023
ELODE FRANCE S.A.R.L FRANCE 2021 - 2023
SARANTIS FRANCE S.A.R.L FRANCE 2021 - 2023
SARANTIS PORTUGAL LDA PORTUGAL 2020 - 2023
ASTRID T.M. A.S. CZECH REPUBLIC 2021 - 2023
SARANTIS SLOVAKIA S.R.O SLOVAKIA 2019 - 2023
IVYBRIDGE VENTURES LTD CYPRUS 2018 - 2023
ERGOPACK LLC UKRAINE 2023

4.9.12 Financial Income / (Expenses)

The financial income / (expenses) are analyzed as follows:

Group 01.01 -
30.06.2024
01.01 -
30.06.2023
Interest expense (2,098,320) (1,630,378)
Interest expense on leasing (486,332) (231,351)
Interest income 657,341 1,421,239
Interest income on leasing 0 730
Foreign exchange differences 201,132 720,273
Income and gain from sale of participations &
securities
137,003 494,676
Loss from sale of participations & securities (27,663) (15,702)
Other financial income/(expenses) (97,765) 1,188,836
Total (1,714,604) 1,948,323
01.01 - 01.01 -
Company 30.06.2024 30.06.2023
Interest expense (2,030,141) (859,140)
Interest expense on leasing (152,402) (134,416)
Interest income 14,130 7,192
Interest income on leasing 0 730
Foreign exchange differences (15,351) (190,859)
Gain from sale of participations & securities 137,003 494,676
Loss from sale of participations & securities (27,663) (15,702)
Dividends from subsidiaries 21,790,308 15,625,744
Other financial income/(expenses) (177,896) 1,114,875

4.9.13 Share Capital

Share Capital
Number of shares Share capital Share premium Total
30.06.2024 66,850,563 0.78 52,143,439 40,676,356 92,819,795
31.12.2023 66,850,563 0.78 52,143,439 40,676,356 92,819,795
31.12.2022 69,877,484 0.78 54,504,438 40,676,356 95,180,793

4.9.14 Earnings per Share

Earnings per share were calculated according to the weighted average number of shares after the deduction of the weighted average number of treasury shares held by the Company.

Group Company
01.01 - 01.01 - 01.01 - 01.01 -
30.06.2024 30.06.2023 30.06.2024 30.06.2023
Earnings after tax attributed to the owners of the
Company
24,315,585 19,179,062 24,649,100 17,775,940
Weighted average number of shares 64,927,574 66,925,174 64,927,574 66,925,174
Basic earnings per share (€ ) 0.3745 0.2866 0.3796 0.2656
Diluted earnings per share (€ ) 0.3745 0.2866 0.3796 0.2656

4.9.15 Dividends

For the period ended on 30/06/2024:

The Annual General Meeting of Shareholders during its meeting on 23/04/2024 approved the distribution of a dividend of €0.2243810572 per share or a total amount of €15 mil. According to the legislation in force, the dividend corresponding to the Company's 1,995,808 treasury shares on that date, is applied to the dividend paid out to the other shareholders and hence the gross amount of dividend is increased to €0.231286048 per share.

For the period ended on 30/06/2023:

The Annual General Meeting of Shareholders during its meeting on 04/05/2023 approved the distribution of a dividend of €0.1431076139 per share or a total amount of €10 mil. According to the legislation in force, the dividend corresponding to the Company's 2,993,883 treasury shares on that date, is applied to the dividend paid out to the other shareholders and hence the gross amount of dividend is increased to €0.14951348 per share.

4.9.16 Treasury Shares

During the first half of 2024, the Company proceeded to the purchase of 845,413 treasury shares at an average purchase price of 10.01 Euros per share, for a total amount of €8,465,739.5.

Including the 1,433,891 treasury shares already held by the Company as of 31/12/2023, the Company as of 30/06/2024 holds in total 2,279,304 treasury shares with nominal value of €0.78 per share and an average purchase price of €8.63 per share, having paid a total of 19,669,916.4 Euros. The treasury shares that the Company holds on 30/06/2024 correspond to 3.41% of its share capital.

4.9.17 Table of changes in fixed assets

4.9.17.1 Group

The own-used tangible fixed assets and the investment property, as of December 31, 2023, and June 30, 2024, are as follows:

Buildings, Machinery, Furniture and Fixed assets
Land - fields building Investment technical Vehicles other under Total
facilities and property installations and equipment construction and
Acquisition cost 1.1.2023 11,948,194 62,049,222 8,384,212 49,002,726 3,154,748 14,314,634 18,548,228 167,401,963
Acquisitions 0 129,648 0 1,205,672 136,659 1,406,897 5,131,936 8,010,813
Reclassifications 0 248,164 0 17,245,888 399,964 809,882 (19,618,491) (914,593)
Revaluation 820,188 14,563,186 (284,801) 0 0 0 0 15,098,573
Write-offs 0 (47,695) 0 (214,781) (204,485) (164,956) (159,100) (791,017)
Cost of disposals 0 (6,922) 0 (160,071) (92,200) (9,186) 0 (268,379)
Foreign exchange differences 177,013 1,035,181 468,148 1,755,049 101,417 95,354 638,073 4,270,235
Value as at 31.12.2023 12,945,395 77,970,785 8,567,559 68,834,483 3,496,103 16,452,625 4,540,646 192,807,595

Buildings, Machinery, Furniture and Fixed assets
Land - fields building Investment technical Vehicles other under Total
facilities and property installations and equipment construction and
Depreciations 1.1.2023 0 24,614,199 1,679,825 26,492,110 2,060,447 10,581,300 0 65,427,880
Depreciations for the Period 0 1,911,957 0 3,474,302 247,301 1,259,139 0 6,892,699
Revaluation 0 9,620,459 0 0 0 0 0 9,620,459
Depreciations of reclassifications 0 0 0 (174,294) 0 174,294 0 0
Depreciation on write-offs 0 (15,014) 0 (198,603) (194,298) (145,934) 0 (553,848)
Depreciation of disposals 0 (4,153) 0 (149,346) (69,164) (6,740) 0 (229,403)
Foreign exchange differences 0 (94,874) 132,060 426,692 26,613 49,735 0 540,227
Depreciations 31.12.2023 0 36,032,575 1,811,885 29,870,860 2,070,899 11,911,795 0 81,698,014
Net book value as at 31.12.2023 12,945,395 41,938,210 6,755,674 38,963,623 1,425,204 4,540,830 4,540,646 111,109,581
Land - fields Buildings,
building facilities
and technical
Investment
property
Machinery,
technical
installations and
Vehicles Furniture and
other
equipment
Fixed assets
under
construction and
Total
Acquisition cost 1.1.2024 12,945,395 77,970,785 8,567,559 68,834,483 3,496,103 16,452,625 4,540,646 192,807,595
Acquisitions 0 73,279 0 586,131 276,905 825,843 3,035,876 4,798,032
Reclassifications 0 (3,511) 76,761 1,874,662 88,855 9,376 (2,930,269) (884,125)
Due to acquisition of subsidiary 1,513,753 8,753,384 1,122,989 26,562,862 2,535,553 772,182 584,926 41,845,648
Revaluation 0 0 (58,212) 0 0 0 0 (58,212)
Write-offs 0 (44,036) 0 (109,174) (74,738) (4,223) (218,992) (451,162)
Cost of disposals 0 0 0 (525,106) (168,357) (16,483) 0 (709,946)
Foreign exchange differences 19,291 29,809 53,461 179,856 10,249 11,977 15,621 320,263
Value as at 30.6.2024 14,478,439 86,779,710 9,762,558 97,403,714 6,164,569 18,051,297 5,027,807 237,668,094
Land - fields Buildings,
building facilities
and technical
Investment
property
Machinery,
technical
installations and
Vehicles Furniture and
other
equipment
Fixed assets
under
construction and
Total
Depreciations 1.1.2024 0
36,032,575
1,811,885 29,870,860 2,070,899 11,911,795 0 81,698,014
Depreciations for the Period 0
1,397,546
0 3,072,076 318,730 690,737 0 5,479,089
Due to acquisition of subsidiary 0
2,242,577
225,320 15,560,111 1,662,744 283,642 0 19,974,394
Depreciations of reclassifications 0
(66,850)
66,850 0 0 0 0 0
Depreciation on write-offs 0
(11,675)
0 (87,152) (74,738) (1,542) 0 (175,107)
Depreciation of disposals 0
0
0 (496,933) (163,330) (15,196) 0 (675,459)
Foreign exchange differences 0
(45,440)
15,029 (7,119) 159 5,757 0 (31,614)
Depreciations 30.6.2024 0
39,548,733
2,119,084 47,911,842 3,814,465 12,875,193 0 106,269,317
Net book value as at 30.6.2024 14,478,439 47,230,976 7,643,474 49,491,872 2,350,104 5,176,104 5,027,807 131,398,777

It is noted that on December 31, 2023, a valuation (with a valuation date of 31/12/2023) was conducted by an approved appraiser for the land and buildings of the Company, as well as for the subsidiary company Ergopack L.L.C. in Ukraine.

The Group's investment property concerns the land area and building facilities of the Company and its subsidiary Polipak sp.z.o.o. in Poland. On December 31, 2023, a revaluation process on the investment property of the Company was carried out, resulting in a revaluation loss of €285 thous., while there was no impact from the corresponding revaluation of the investment property of the subsidiary Polipak sp.z.o.o.

Income from leases and direct operating expenses are analyzed as follows:

Group 01.01 -
30.06.2024
01.01 -
30.06.2023
Rental income from investment property 100,115 97,620
Direct operating expenses arising from investment
property that generated rental income during the
period 57,249 12,108
Direct operating expenses arising from investment
property that did not generate rental income during
the period 124,377 154,820

Regarding the property of the Group's subsidiary, POLIPAK sp.z.o.o., it is noted that it is not being leased in its entirety.

The intangible assets of the Group as of December 31, 2023, and June 30, 2024, are as follows:

Property Rights Development
Expenses
Total
Acquisition cost 1.1.2023 62,380,291 231,321 Assets
15,029,343
77,640,954
Acquisitions 0 540,902 854,146 1,395,048
Reclassifications 0 0 914,593 914,593
Write-offs (110) 0 (265,074) (265,184)
Cost of disposals 0 0 (38,044) (38,044)
Foreign exchange differences (127,872) 42,039 141,363 55,529
Value as at 31.12.2023 62,252,309 814,261 16,636,326 79,702,897
Property Rights Development
Expenses
Other
Intangible
Assets
Total
Depreciations 1.1.2023 11,022,771 4,824 9,057,248 20,084,843
Depreciations for the Period 1,624,744 14,124 914,686 2,553,553
Depreciation on write-offs (110) 0 (265,074) (265,184)
Depreciation of disposals 0 0 (38,044) (38,044)
Foreign exchange differences 4,997 607 99,027 104,630
Depreciations 31.12.2023 12,652,401 19,555 9,767,843 22,439,798
Net book value as at 31.12.2023 49,599,908 794,707 6,868,483 57,263,098

Property Rights Development
Expenses
Other Intangible
Assets
Total
Acquisition cost 1.1.2024 62,252,309 814,261 16,636,326 79,702,897
Acquisitions 34,244,309 0 1,713,508 35,957,816
Reclassifications 0 0 884,125 884,125
Due to acquisition of subsidiary 0 0 839,414 839,414
Write-offs 0 0 (6) (6)
Foreign exchange differences (78,971) 6,566 (10,358) (82,762)
Value as at 30.6.2024 96,417,647 820,828 20,063,009 117,301,484
Property Rights Development
Expenses
Other Intangible
Assets
Total
Depreciations 1.1.2024 12,652,401 19,555 9,767,843 22,439,798
Depreciations for the Period 936,944 40,756 562,701 1,540,401
Due to acquisition of subsidiary 0 0 551,472 551,472
Depreciation on write-offs 0 0 (6) (6)
Foreign exchange differences (11,939) 163 (489) (12,265)
Depreciations 30.6.2024 13,577,406 60,474 10,881,521 24,519,401

The increase in Property Rights in the Group arises from the acquisition of Stella Pack companies that took place in 2024 (see note 4.9.2).

The total of reclassifications resulting from the above tables of own-used tangible fixed assets and intangible assets is zero.

The Company's fixed assets are free of encumbrances. Stella Pack S.A. had pledged fixed assets as collateral for its loan liabilities, that have been fully repaid within 2024. The related pledges were fully lifted in August 2024. The fixed assets of the remaining companies in the Group are free of encumbrances.

Buildings, Machinery, Furniture and
Land - fields building technical Vehicles other Total
facilities and installations and equipment
Acquisition cost 1.1.2023 218,124 23,326,594 15,489 7,248,056 90,839 30,899,101
Acquisitions 29,094 2,296,603 5,208 4,732,192 0 7,063,096
Write-offs 0 (1,245,238) 0 (3,996,357) 0 (5,241,595)
Foreign exchange differences (18,655) 209,265 1,451 71,460 (497) 263,025
Value as at 31.12.2023 228,562 24,587,224 22,148 8,055,351 90,342 32,983,627
Buildings, Machinery, Furniture and
Land - fields building technical Vehicles other Total
facilities and installations and equipment
Depreciations 1.1.2023 29,692 9,171,512 1,876 5,117,906 50,908 14,371,894
Depreciations for the Period 9,085 3,406,710 3,982 1,807,986 12,969 5,240,732
Depreciation on write-offs 0 (1,099,001) 0 (3,730,102) 0 (4,829,104)
Foreign exchange differences (2,861) 131,042 326 53,436 (352) 181,592
Depreciations 31.12.2023 35,916 11,610,263 6,184 3,249,225 63,526 14,965,114
Net book value as at 31.12.2023 192,646 12,976,960 15,964 4,806,126 26,816 18,018,513

The right of use assets for the Group as of December 31, 2023, and June 30, 2024, are as follows:

Buildings, Machinery, Furniture and
Land - fields building facilities technical Vehicles other Total
and technical installations and equipment
Acquisition cost 1.1.2024 228,562 24,587,224 22,148 8,055,351 90,342 32,983,627
Acquisitions 8
7
1,066,754 0 2,022,863 0 3,089,704
Due to acquisition of subsidiary 0 5,209,587 0 0 0 5,209,587
Write-offs (95,534) (485,045) 0 (860,066) 0 (1,440,645)
Foreign exchange differences (3,476) 9,001 180 (7,537) (45) (1,878)
Value as at 30.6.2024 129,639 30,387,521 22,328 9,210,610 90,297 39,840,395
Buildings, Machinery, Furniture and
Land - fields building facilities technical Vehicles other Total
and technical installations and equipment
Depreciations 1.1.2024 35,916 11,610,263 6,184 3,249,225 63,526 14,965,114
Depreciations for the Period 2,582 2,056,809 2,230 1,090,725 6,431 3,158,776
Due to acquisition of subsidiary 0 552,637 0 0 0 552,637
Depreciation on write-offs 0 (393,123) 0 (780,437) 0 (1,173,560)
Foreign exchange differences (1,020) 9,217 5
3
(1,537) (36) 6,678
Depreciations 30.6.2024 37,478 13,835,803 8,467 3,557,976 69,921 17,509,644
Net book value as at 30.6.2024 92,161 16,551,718 13,861 5,652,635 20,376 22,330,751

4.9.17.2 Company

The own-used tangible fixed assets and the investment property, as of December 31, 2023, and June 30, 2024, are as follows:

Buildings, Machinery, Furniture and Fixed assets
Land - fields building Investment technical Vehicles other under Total
facilities and property installations and equipment construction and
Acquisition cost 1.1.2023 9,490,451 38,319,640 2,430,698 23,796,080 1,072,889 13,069,996 1,194,810 89,374,564
Acquisitions 0 103,109 0 934,184 25,677 1,309,790 2,935,080 5,307,840
Reclassifications 0 0 0 283,779 0 164,400 (1,362,772) (914,593)
Revaluation 821,828 14,175,835 (284,801) 0 0 0 0 14,712,863
Write-offs 0 (15,325) 0 (176) (6,464) (93,736) (140,983) (256,684)
Cost of disposals 0 0 0 0 0 (5,812) 0 (5,812)
Value as at 31.12.2023 10,312,279 52,583,259 2,145,898 25,013,866 1,092,102 14,444,639 2,626,134 108,218,178
Land - fields Buildings,
building
Investment Machinery,
technical
Vehicles Furniture and
other
Fixed assets
under
Total
facilities and property installations and equipment construction and
Depreciations 1.1.2023 0 21,630,785 390 13,561,162 890,467 9,859,517 0 45,942,321
Depreciations for the Period 0 1,348,184 0 1,391,570 44,889 1,064,920 0 3,849,563
Revaluation 0 9,447,744 0 0 0 0 0 9,447,744
Depreciation on write-offs 0 0 0 (176) (6,053) (74,714) 0 (80,943)
Depreciation of disposals 0 0 0 0 0 (5,179) 0 (5,179)
Depreciations 31.12.2023 0 32,426,712 390 14,952,557 929,303 10,844,544 0 59,153,506
Net book value as at 31.12.2023 10,312,279 20,156,547 2,145,508 10,061,310 162,798 3,600,095 2,626,134 49,064,672

Land - fields Buildings,
building
facilities and
Investment
property
Machinery,
technical
installations and
Vehicles Furniture and
other
equipment
Fixed assets
under
construction and
Total
Acquisition cost 1.1.2024 10,312,279 52,583,259 2,145,898 25,013,866 1,092,102 14,444,639 2,626,134 108,218,178
Acquisitions 0 50,092 0 330,316 175,825 723,851 544,156 1,824,241
Reclassifications 0 41,305 0 1,009,227 0 0 (1,934,657) (884,125)
Revaluation 0 0 (58,212) 0 0 0 0 (58,212)
Write-offs 0 0 0 0 0 (4,104) (174,546) (178,650)
Cost of disposals 0 0 0 (10,895) 0 (16,483) 0 (27,378)
Value as at 30.6.2024 10,312,279 52,674,656 2,087,686 26,342,514 1,267,927 15,147,904 1,061,088 108,894,053
Land - fields Buildings,
building
Investment
property
Machinery,
technical
Vehicles Furniture and
other
Fixed assets
under
Total
Depreciations 1.1.2024 0 facilities and
32,426,712
390 installations and
14,952,557
929,303 equipment
10,844,544
construction and
0
59,153,506
Depreciations for the Period 0 933,097 0 757,277 28,925 532,811 0 2,252,111
Depreciation on write-offs 0 0 0 0 0 (1,122) 0 (1,122)
Depreciation of disposals 0 0 0 (10,895) 0 (15,196) 0 (26,091)
Depreciations 30.6.2024 0 33,359,809 390 15,698,939 958,228 11,361,037 0 61,378,402

It is noted that as of December 31, 2023, a valuation (with a valuation date of 31/12/2023) was conducted by an approved appraiser for the Company's land and buildings.

The Company's investment property concerns the land area and building facilities of the Company. On December 31, 2023, a revaluation process on the Company's investment property was carried out, resulting in a revaluation loss of €285 thous.

Income from leases and direct operating expenses are analyzed as follows:

Company 01.01 - 01.01 -
30.06.2024 30.06.2023
Rental income from investment property 58,212 58,212
Direct operating expenses arising from investment
property that generated rental income during the
period 0 0
Direct operating expenses arising from investment
property that did not generate rental income during
the period 0 0

The intangible assets of the Company as of December 31, 2023, and June 30, 2024, are as follows:

Other
Property Rights Intangible Total
Assets
Acquisition cost 1.1.2023 32,341,953 8,826,965 41,168,918
Acquisitions 0 69,100 69,100
Reclassifications 0 914,593 914,593
Value as at 31.12.2023 32,341,953 9,810,658 42,152,611
Other
Property Rights Intangible Total
Assets
Depreciations 1.1.2023 6,718,819 5,540,875 12,259,694
Depreciations for the Period 1,011,413 637,462 1,648,875
Depreciations 31.12.2023 7,730,232 6,178,337 13,908,569
Net book value as at 31.12.2023 24,611,721 3,632,321 28,244,042
Other
Property Rights Intangible Total
Assets
Acquisition cost 1.1.2024 32,341,953 9,810,658 42,152,611
Acquisitions 0 1,700,177 1,700,177
Reclassifications 0 884,125 884,125
Value as at 30.6.2024 32,341,953 12,394,960 44,736,913
Other
Property Rights Intangible Total
Assets
Depreciations 1.1.2024 7,730,232 6,178,337 13,908,569
Depreciations for the Period 291,421 365,938 657,359
Depreciations 30.6.2024 8,021,652 6,544,276 14,565,928
Net book value as at 30.6.2024 24,320,301 5,850,684 30,170,985

The total of reclassifications resulting from the above tables of own-used tangible fixed assets and intangible assets is zero.

The fixed assets of the Company are free of encumbrances.

The right of use assets for the Company as of December 31, 2023, and June 30, 2024, are as follows:

Buildings,
building Vehicles Total
facilities and
Acquisition cost 1.1.2023 13,780,717 2,975,492 16,756,210
Acquisitions 146,108 2,567,143
Write-offs (154,632) (2,717,898) (2,872,530)
Value as at 31.12.2023 13,772,193 2,824,737 16,596,930
Buildings,
building Vehicles Total
facilities and
Depreciations 1.1.2023 3,735,128 2,297,382 6,032,510
Depreciations for the Period 1,596,767 666,542 2,263,310
Depreciation on write-offs (52,490) (2,549,821) (2,602,311)
Depreciations 31.12.2023 5,279,406 414,103 5,693,509
Net book value as at 31.12.2023 8,492,787 2,410,634 10,903,421
Buildings,
building facilities Vehicles Total
and technical
Acquisition cost 1.1.2024 13,772,193 2,824,737 16,596,930
Acquisitions 0 488,686 488,686
Write-offs 0 (52,476) (52,476)
Value as at 30.6.2024 13,772,193 3,260,947 17,033,140
Buildings,
building Vehicles Total
facilities and
Depreciations 1.1.2024 5,279,406 414,103 5,693,509
Depreciations for the Period 795,995 376,889
Depreciation on write-offs 0 (38,222)
Depreciations 30.6.2024 6,075,401 752,769 (38,222)
6,828,170
Net book value as at 30.6.2024 7,696,792 2,508,178 10,204,970

4.9.18 Number of Employees

The number of employees for the Group and Company is as follows:

Group Company
01.01 - 01.01 - 01.01 - 01.01 -
30.06.2024 30.06.2023 30.06.2024 30.06.2023
Regular employees 2,709 1,847 761 734
Day-wage employees 439 432 133 143
Total Employees 3,148 2,279 894 877

4.9.19 Litigation Cases

There are no pending or under arbitration litigation cases and decisions by judicial or arbitration bodies which may significantly affect the financial statements of the Group and the Company, apart from the case of Marinopoulos S.A., where the Company has a claim of €2.4 mil., that is included in the Company's provisions by an equivalent amount.

4.9.20 Contingent Liabilities

There are no contingent liabilities either in the Group or the Company.

4.9.21 Commitments and Contractual Obligations

A. Guarantees

The Company has no guarantees against loan liabilities on 30/06/2024. Stella Pack S.A. had pledged fixed assets and inventories as collateral for its loan liabilities, that have been fully repaid within 2024. The related pledges were fully lifted in August 2024. There are no other guarantees on the Group.

B. Capital Investment commitments

There are no obligations relating to capital investments on the level either of the Group or the Company.

4.9.22 Events after the reporting date of the financial statements

Loans

In August 2024, the Company signed an agreement with Alpha Bank for the issuance of a bond loan amounting to €35 mil. to finance general business plans, from which the first tranche of €5 mil. has been disbursed.

Additionally, in August 2024 the Company repaid a bank loan amounting to €5 mil. granted by the National Bank of Greece and a bank loan amounting to €4 mil. granted by Eurobank S.A.

Reverse Factoring

In August 2024, the Company signed an agreement with the National Bank of Greece for Reverse Factoring with a maximum limit of €30 mil.

4.9.23 Related party transactions

The most significant transactions between the Company and its related parties, as such are defined by International Accounting Standard 24, are presented below.

Subsidiaries Company
Trade receivables 30.06.2024 31.12.2023
Sarantis Banja Luka D.O.O 5,829 O
Sarantis Bulgaria LTD 173,061 41,532
Sarantis Romania S.A. 1,764,290 477,429
Sarantis Polska S.A. 1,118,934 1,301,238
Sarantis Czech Republic sro 692,121 328,583
Ergopack LLC 341,349 229,563
Sarantis Hungary Kft. 261,450 77,306
Sarantis Portugal Lda 578,213 918,352
Elode France SARL 5,308 2,420
Lenidi Bulgaria LTD 40,333 O
Lenidi Romania LTD 0 42
Total 4,980,887 3,376,464
Grand total receivables 4,980,887 3,376,464
Trade liabilities 30.06.2024 31.12.2023
Sarantis Belgrade D.O.O 271,759 2,202,835
Sarantis Banja Luka D.O.O 4,949 1,750
Sarantis Skopje D.O.O 582,/16 608,145
Sarantis Bulgaria LTD 25,972 0
Sarantis Romania S.A. 48,012 144
Sarantis Polska S.A. 372,648 244,941
Sarantis Czech Republic sro 19,725 0
Polipak SP.Z.O.O. 242,715 186,784
Sarantis Slovakia S.R.O 2,688 0
Ergopack LLC 63,471 O
Sarantis Hungary Kft. 9,512 5,453
Sarantis Portugal Lda 320 0
Sarantis France SARL 32,324 35,233
Lenidi SA 0 4,565
Total 1,676,811 3,289,850
Liabilities from loans 30.06.2024 31.12.2023
Sarantis Belgrade D.O.O 9,053,115 0
Zetafin LTD 508,432 530,610
Total 9,561,547 530,610
Lease liabilities 30.06.2024 31.12.2023
Lenidi SA 6,104,289 6,490,835
Total 6,104,289 6,490,835
Grand total liabilities 17,342,647 10,311,294

01.01 - 01.01 -
Income from sale of merchandise 30.06.2024 30.06.2023
Sarantis Belgrade D.O.O 1,948,627 1,658,777
Sarantis Banja Luka D.O.O 66,531 151,921
Sarantis Skopje D.O.O 471,535 498,514
Sarantis Bulgaria LTD 1,340,101 1,353,595
Sarantis Romania S.A. 4,147,546 4,685,489
Sarantis Polska S.A. 7,101,139 6,900,374
Sarantis Czech Republic sro 5,422,525 4,667,048
Ergopack LLC 710,011 479,066
Sarantis Hungary Kft. 628,157 461,206
Sarantis Portugal Lda 483,968 800,705
Lenidi SA O 282,436
Lenidi Bulgaria LTD 40,333 43,025
Tota 22,360,476 21,982,156
01.01 - 01.01 -
Other income 30.06.2024 30.06.2023
Sarantis Belgrade D.O.O 116,041 112,440
Sarantis Banja Luka D.O.O 6,346 4,926
Sarantis Skopje D.O.O 12,710 10,496
Sarantis Bulgaria LTD 39,007 36,371
Sarantis Romania S.A. 152,367 163,305
Sarantis Polska S.A. 571,948 641,176
Sarantis Czech Republic sro 179,070 176,577
Polipak SP.Z.O.O. 41,726 83,056
Sarantis Slovakia S.R.O 2,688 2,201
Ergopack LLC 155,633 49,438
Sarantis Hungary Kft. 47,784 49,066
Sarantis Portugal Lda 38,431 64,321
Total 1,363,752 1,393,374
Grand total income 23,724,228 23,375,530
01.01 - 01.01 -
Purchases of merchandise - services - assets 30.06.2024 30.06.2023
Sarantis Bulgaria LTD 3.727 O
Sarantis Romania S.A. 4,939 26,913
Sarantis Polska S.A. 1,100,158 1,193,832
Stella Pack S.A. 34,872 O
Polipak SP.Z.O.O. 978,524 1,328,646
Lenidi SA 18,768 69,080
Total 2,140,989 2,618,470

01.01 - 01.01 -
Expenses - interest 30.06.2024 30.06.2023
Sarantis Belgrade D.O.O 53,068 O
Zetafin LTD 7,822 7,779
Lenidi SA 94,145 94,373
Total 155,035 102,152
Grand total expenses 2,296,023 2,720,623
Table of disclosures of related parties
Group Company
a) Income 255,405 23,724,228
b) Expenses 148,331 2,296,023
c) Receivables 226,836 4,980,887
d) Liabilities 6,104,289 17,342,647
e) Transactions and remuneration of senior executives
and management
1,941,625 1,941,625
g) Liabilities towards senior executives and
management
798 798

It is noted that related party transactions are performed at normal market purchase prices.

4.9.24 Business Units and Geographical Analysis tables

4.9.24.1 Breakdown by Business Unit

Analysis of Consolidated Sales
SBU Turnover (€ mil) 2024 % 2023
Beauty/Skin/Sun Care 44.3 36.9% 32.4
% of Total 14.6% 13.9%
Personal Care 52.5 20.9% 43.4
% of Total 17.3% 18.7%
Home Care 104.2 33.0% 78.4
% of Total 34.4% 33.7%
Private Label 30.7 92.9% 15.9
% of Total 10.2% 6.9%
Strategic Partneships) 69.7 15.5% 60.4
% of Total 23.1% 26.0%
Mass Distribution 46.7 17.7% 39.6
% of SBU 66.9% 65.6%
Selective Distribution 23.1 11.2% 20.8
% of SBU 33.1% 34.4%
Other Sales 1.2 -39.3% 1.9
% of Total 0.4% 0.8%
Total Turnover 302.6 30.2% 232.4

6 1
-
EBIT Analysis
SBU EBIT (€ mil) 2024 % 2023
Beauty/Skin/Sun Care 9.4 130.3% 4.1
Margin 21.1% 12.6%
% EBIT 29.4% 18.8%
Personal Care 7.5 28.6% 5.8
Margin 14.3% 13.4%
% EBIT 23.5% 27.0%
Home Care 12.8 38.5% 9.3
Margin 12.3% 11.8%
% EBIT 40.3% 42.9%
Private Label -0.1 -135.8% 0.3
Margin -0.3% 1.6%
% EBIT -0.3% 1.2%
Strategic Partnerships 2.6 -3.4% 2.7
Margin 3.7% 4.5%
% EBIT 8.2% 12.5%
Mass Distribution 2.4 -12.5% 2.7
Margin 5.1% 6.8%
% EBIT 7.4% 12.5%
Selective Distribution 0.2 1325.8% 0.0
Margin 1.0% -0.1%
% EBIT 0.7% -0.1%
Other Sales -0.3 34.4% -0.5
Margin -29.2% -27.1%
% EBIT -1.1% -2.4%
Total EBIT 31.8 47.5% 21.6
Margin 10.5% 9.3%

4.9.24.2 Geographical Breakdown

For administrative purposes, the Group monitors its operating results separately by country of operation. The allocation of operating expenses is performed in a manner that facilitates the evaluation of performance and the more effective decision making per business unit.

Analysis of Consolidated Sales
Country Turnover (€mil) 2024 % 2023
Greece (incl. Portugal and Selected International Markets) 88.9 18.5% 75.0
% of Total Turnover 29.4% 32.3%
Poland 94.3 69.8% 55.5
Romania 48.5 30.3% 37.2
Bulgaria 10.6 16.9% 9.0
West Balkans 19.6 11.2% 17.7
Czech-Slovakia 22.6 15.7% 19.6
Ukraine 12.0 0.0% 12.0
Hungary 6.2 -3.5% 6.4
International Network 213.8 35.8% 157.4
% of Total Turnover 70.6% 67.7%
Total Turnover 302.6 30.2% 232.4
Analysis of Consolidated EBIT
Country EBIT (€mil) 2024 % 2023
Greece (incl. Portugal and Selected International Markets) 12.4
38.9%
75.8% 7.0
32.6%
% of Total EBIT
Poland 6.3 97.5% 3.2
Romania 7.4 34.2% 5.5
Bulgaria 1.4 51.7% 0.9
West Balkans 1.5 7.2% 1.4
Czech-Slovakia 2.8 26.4% 2.2
Ukraine -0.4 -149.0% 0.7
Hungary 0.4 -28.4% 0.5
International Network 19.5 33.9% 14.5
% of Total EBIT 61.1% 67.4%
Total EBIT 31.8 47.5% 21.6

Marousi, September 2 nd 2024

CHAIRMAN OF THE BOARD VICE CHAIRMAN & BOARD MEMBER CEO & BOARD MEMBER GROUP CHIEF FINANCIAL OFFICER & BOARD MEMBER ACCOUNTING MANAGER KYRIAKOS SARANTIS GRIGORIS SARANTIS IOANNIS BOURAS CHRISTOS VARSOS SPYRIDON PARISIADIS ID NO. X 080619/2003 ID NO .AI 597050/2010 ID NO. AB 055247/2006 ID NO. AO 547315/2020 ID NO. AZ 521671/2007 REGIST. NO OF E.C. A CLASS 86116

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