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Logista Holdings

Audit Report / Information Nov 6, 2024

1807_10-k_2024-11-06_6c7fe093-cf89-4ee3-8c44-d850ca387944.pdf

Audit Report / Information

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DECLARATION OF RESPONSIBILITY ON THE CONTENT OF THE ANNUAL FINANCIAL REPORT FOR THE YEAR CLOSED AT 30 SEPTEMBER 2024 (Translation for information purposes)

Members of Board of Directors of Logista Integral, S.A. declare that, to the best of their knowledge, the individual and consolidated financial statements for the year ended 30 September 2024 (1 October 2023 - 30 September 2024), formulated by the Board of Directors at its meeting of November 5 th, 2024, and prepared in accordance with accounting principles that are applicable, provide a true and fair view of the equity, financial position and results of Logista Integral, S.A., as well as of the subsidiaries included in the consolidation taken as a whole, and that the Management individual and consolidated reports, and the integrated annual report, include a fair analysis of the performance and results and the position of Logista Integral, S.A. and of the subsidiaries included in the consolidation taken as a whole, as well as a description of the main risks and uncertainties they face.

Mr. Luis Isasi Fernández de Bobadilla Chairman

Ms. Cristina Garmendia Mendizábal Vice-Chair

Mr. Íñigo Meirás Amusco CEO

Mr. Manuel González Cid Director

Mr. Richard Hathaway Director

Ms. Julia Lefèvre Director

Mr. Celso Marciniuk Director

Mr. Murray McGowan Director

Ms. Teresa Paz-Ares Rodríguez Director

Ms. Pilar Platero Sanz Director

Ms. Jennifer Ramsey Director

Ms. María Echenique Moscoso del Prado Secretary Director

Leganés, November 5 th , 2024

Audit Report on Financial Statements issued by an Independent Auditor

LOGISTA INTEGRAL, S.A. (formerly as COMPAÑÍA DE DISTRIBUCIÓN INTEGRAL LOGISTA HOLDINGS, S.A.) AND SUBSIDIARIES Consolidated Financial Statements and Consolidated Management Report for the year ended September 30, 2024

Ernst & Young, S.L. C/ Raimundo Fernández Villaverde, 65 28003 Madrid

Tel: 902 365 456 Fax: 915 727 238 ey.com

AUDIT REPORT ON CONSOLIDATED FINANCIAL STATEMENTS ISSUED BY AN INDEPENDENT AUDITOR

Translation of a report and financial statements originally issued in Spanish. In the event of discrepancy, the Spanish-language version prevails (See Note 30)

To the shareholders of LOGISTA INTEGRAL, S.A. (formerly as COMPAÑÍA DE DISTRIBUCIÓN INTEGRAL LOGISTA HOLDINGS, S.A.):

Audit report on the consolidated financial statements

Opinion

We have audited the consolidated financial statements of LOGISTA INTEGRAL, S.A. (the Parent Company) and its subsidiaries (the Group), which comprise the consolidated balance sheet at September 30, 2024, the consolidated income statement, the consolidated statement of other comprehensive income, the consolidated statement of changes in equity, the consolidated statement of cash flows, and the notes thereto, for the year then ended ("2024").

In our opinion, the accompanying consolidated financial statements give a true and fair view, in all material respects, of consolidated equity and the consolidated financial position of the Group at September 30, 2024 and of its financial performance and its consolidated cash flows, for the year then ended in accordance with International Financial Reporting Standards, as adopted by the European Union (IFRS-EU), and other provisions in the regulatory framework applicable in Spain.

Basis for opinion

We conducted our audit in accordance with prevailing audit regulations in Spain. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the consolidated financial statements section of our report.

We are independent of the Group in accordance with the ethical requirements, including those related to independence, that are relevant to our audit of the consolidated financial statements in Spain as required by prevailing audit regulations. In this regard, we have not provided non-audit services nor have any situations or circumstances arisen that might have compromised our mandatory independence in a manner prohibited by the aforementioned requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our audit opinion thereon, and we do not provide a separate opinion on these matters.

Revenue recognition: Tobacco sales

Description At year-end 2024, the Group recognized, on the heading "Revenue" in the
consolidated income statement, 12,092 million euros corresponding to sales of
tobacco and related products, representing 93% of the total of sales of the Group.
These sales correspond to the goods delivered net of discounts, excise duties on
tobacco products and other sales-related taxes.
Although the recognition of these revenues is not complex, we have considered this
area as a key audit matter since there is a risk associated with the timing of the
recognition of this revenue, which depends of the specific conditions signed with the
different manufacturers and customers.
Information on the Group's income recognition criteria, as well as a breakdown of
segment basis sales, are disclosed in Notes 4.15 and 23, respectively, of the
accompanying consolidated financial statements.
Our
response
Our audit procedures include, among others, the following:

Understanding the processes established by Group Management related to
tobacco sales, including assessment of the design and implementation and the
effectiveness of relevant controls.

Performing tests of details on a sample of sales.

Performing of analytical procedures reviewing the annual evolution of tobacco
sales and the reasonableness of sales volumes, as well as a correlation analysis
between the related accounts.

Carrying out cut-off procedures for a sample of revenue transactions at the end
of the year to determine whether they were recognized in accrual terms in
accordance with the terms and conditions established in the contracts with
manufacturers and customers.

Identification and analysis of significant manual journal entries in revenue
accounts.

Review disclosures included in the accompanying consolidated financial
statements in accordance with the applicable financial reporting framework.
Impairment of non-financial assets

Description At year-end 2024, the Group recognized property, plant, and equipment under noncurrent assets in the amount of 478 million euros, intangible assets totalling 262 million euros, mainly related to distribution contracts with manufacturers, and goodwill amounting to 1.012 million euros.

The recoverable amount of the above assets is subject to the existence of potential impairment, which is determined based on complex estimates and assumptions made by Group Management using criteria, judgments, and hypotheses. We consider this to be a key audit matter due to the significant amounts and the inherent complexity of the estimation process to determine the recoverable amount of the assets.

The main assumptions on which the Group applies criteria, hypotheses and judgments are the following: estimated future margins, working capital evolution, discount rates and growth rates, as well as the economic and regulatory conditions that occur in the markets.

Information on the criteria applied by Group Management, as well as key assumptions used during the determination of impaired value of non-financial assets is disclosed in Notes 4.3, 4.5 and 7, respectively, of the accompanying consolidated financial statements.

Our

response Our audit procedures include, among others, the following:

  • Understanding the processes established by Group Management to determine impairment of the value of non-financial assets, including assessment of the design and implementation of relevant controls.
  • Reviewing the model used by Group Management with the assistance of our valuation specialists, encompassing its mathematical coherence, reasonableness of the projected cash flows, discount rates, and long-term growth rates, as well as the outcome of the sensitivity analyses carried out by Group Management. Throughout the performance of our work, we held interviews with the business heads and using renowned external sources and other available information to contrast data.
  • Review disclosures included in the accompanying consolidated financial statements in accordance with the applicable financial reporting framework.

Legal proceedings

Description At year-end 2024, the Group is involved in certain legal proceedings, as detailed in
Notes 18 and 21 of the accompanying consolidated financial statements.
Group Management makes estimates and applies certain judgments and assumptions
on assessing the risk associated with these legal proceedings.
We have considered this area as a key audit matter due to the complexity of the
judgments and assumptions applied, could have a significant impact on the
consolidated balance sheet and on the consolidated income statement, considering
the significance of the amounts associated with these procedures.
Disclosures for the recognition and valuation criteria, as well as the information
related to these legal proceedings, are disclosed, respectively, in Notes 4.13, 18 and
21 of the accompanying consolidated financial statements.
Our
response Our audit procedures include, among others, the following:

Understand the processes applied by Group Management to estimate provisions
and contingencies, including assessment of the design and implementation of
relevant controls.

  • Obtain confirmation letters from the internal and external legal advisors of the Group.
  • Involve our internal legal specialists to analyze the reasonableness of the conclusions reached by Group Management.
  • Review disclosures included in the accompanying consolidated financial statements in accordance with the applicable financial reporting framework.

Other information: consolidated management report

Other information refers exclusively to the 2024 consolidated management report, the preparation of which is the responsibility of the Parent Company's directors and is not an integral part of the consolidated financial statements.

Our audit opinion on the consolidated financial statements does not cover the consolidated management report. Our responsibility for the consolidated management report, in conformity with prevailing audit regulations in Spain, entails:

  • a. Checking only that the consolidated non-financial statement and certain information included in the Corporate Governance Report and in the Board Remuneration Report, to which the Audit Law refers, was provided as stipulated by applicable regulations and, if not, disclose this fact.
  • b. Assessing and reporting on the consistency of the remaining information included in the consolidated management report with the consolidated financial statements, based on the knowledge of the Group obtained during the audit, in addition to evaluating and reporting on whether the content and presentation of this part of the consolidated management report are in conformity with applicable regulations. If, based on the work we have performed, we conclude that there are material misstatements, we are required to disclose this fact.

Based on the work performed, as described above, we have verified that the information referred to in paragraph a) above is provided as stipulated by applicable regulations and that the remaining information contained in the consolidated management report is consistent with that provided in the 2024 consolidated financial statements and its content and presentation are in conformity with applicable regulations.

Responsibilities of the Parent Company´s directors and the Audit, Control and Sustainability Committee for the consolidated financial statements

The Directors of the Parent Company are responsible for the preparation of the accompanying consolidated financial statements so that they give a true and fair view of the equity, financial position and results of the Group, in accordance with IFRS-EU, and other provisions in the regulatory framework applicable to the Group in Spain, and for such internal control as they determine is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors of the Parent Company are responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The Audit, Control and Sustainability Committee is responsible for overseeing the Group's financial reporting process.

Auditor's responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with prevailing audit regulations in Spain will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with prevailing audit regulations in Spain, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with the Audit, Control and Sustainability Committee of the Parent Company regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Audit, Control and Sustainability Committee of the Parent Company with a statement that we have complied with relevant ethical requirements, including those related to independence, and to communicate with them all matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the Audit, Control and Sustainability Committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters.

We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter.

Report on other legal and regulatory requirements

European single electronic format

We have examined the digital files of the European single electronic format (ESEF) of LOGISTA INTEGRAL, S.A. and subsidiaries for the 2024 financial year, which include the XHTML file containing the consolidated financial statements for the year, and the XBRL files as labeled by the entity, which will form part of the annual financial report.

The directors of LOGISTA INTEGRAL, S.A. are responsible for submitting the annual financial report for the 2024 financial year, in accordance with the formatting and mark-up requirements set out in Delegated Regulation EU 2019/815 of 17 December 2018 of the European Commission (hereinafter referred to as the ESEF Regulation). In this regard, the Corporate Governance Report and the Board remuneration report have been incorporated by reference in the consolidated management report.

Our responsibility consists of examining the digital files prepared by the directors of the Parent Company, in accordance with prevailing audit regulations in Spain. These standards require that we plan and perform our audit procedures to obtain reasonable assurance about whether the contents of the consolidated financial statements included in the aforementioned digital files correspond in their entirety to those of the consolidated financial statements that we have audited, and whether the consolidated financial statements and the aforementioned files have been formatted and marked up, in all material respects, in accordance with the ESEF Regulation.

In our opinion, the digital files examined correspond in their entirety to the audited consolidated financial statements, which are presented and have been marked up, in all material respects, in accordance with the ESEF Regulation.

Additional report to the Audit, Control and Sustainability Committee

The opinion expressed in this audit report is consistent with the additional report we issued to the Audit, Control and Sustainability Committee on November 5, 2024.

Term of engagement

The ordinary general shareholders' meeting held on February 7, 2023 appointed us as auditors for 3 years, commencing on year ended September 30, 2023.

Previously, we were appointed as auditors by the shareholders for 3 year and we have been carrying out the audit of the consolidated financial statements continuously since September 30, 2020.

ERNST & YOUNG, S.L. (Registered in the Official Register of Auditors under No. S0530)

(Signed in the original version in Spanish)

María del Tránsito Rodríguez Alonso (Registered in the Official Register of Auditors under No. 20539)

__________________________________

November 5, 2024

Logista Integral, S.A. and Subsidiaries (formerly as Compañía de Distribución Integral Logista Holdings, S.A. and Subsidiaries)

Consolidated financial statements for the year ended 30 September 2024 prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union and Consolidated Management Report.

Translation from the original issued in Spanish. In the event of discrepancy, the Spanish-language version prevails.

in accordance with IFRSs as adopted by the European Union (see Notes 1 and 30). In the Translation of consolidated financial statements originally issued in Spanish and prepared event of a discrepancy, the Spanish-language version prevails.

LOGISTA INTEGRAL, S.A. AND SUBSIDIARIES (FORMERLY AS COMPAÑÍA DE DISTRIBUCIÓN INTEGRAL LOGISTA HOLDINGS, S.A. AND SUBSIDIARIES)

CONSOLIDATED BALANCE SHEETS AT 30 SEPTEMBER 2024 AND 2023

(Thousands of Euros)

ASSETS Notes 30-09-
2024
30-09-
2023
EQUITY AND LIABILITIES Notes 30-09-
2024
30-09-
2023
1,790,140 815,503
1
EQUility! 641,803 595,311
Property, plant and equipment Note 6 477,972 443,189 Share capital Note 13 26,550 26,550
Note 4.2 6,056 6,553 Share premium 14
Note
867,808 867,808
Note 7 1,012,241 010,147 Reserves of the Parent Company 14
Note
397,419 358,830
8
Note
261,610 318,902 Reorganisation reserves 14
Note
753,349 753,349
6,971 7,193 Reserves at consolidated companies 15
Note
630,893 115,108
Other non-current financial assets Note 10 24,933 17,694 Translation differences (181) (344)
Note 19 357 11.825 Reserve for first-time application of IFRSs 14
Note
19,950 19,950
Consolidated profit for the period 308,235 272,254
Interim dividend Note 14 73,923 64,619
Treasury shares 14
Note
20,144 21.265
Equity attributable to shareholders of the 641,472 590,707
Parent
Minority interests Note 16 331 4,604
6,290,419 6,242,414
Note 11 1,823,913 1,780,515 NON-CURRENT LIABLE LEST 449,161 482,482
Note 10 968,572
1.
1,922,968 Other financial non-current liabilities Note 20.1 218,883 219.182
Note 19 24,959 44,294 Long-term provisions Note 18 26,931 27,717
10
Note
294,954
2.
2,290,864 Deferred tax liabilities Note 19 203,347 235,583
Other current financial assets 12
Note
169,172 192,960
8,849 10,813 CURRENT LIABLE CLABLE S 2
6,989,89
6,984,070
Other current financial liabilities Note 20.1 6
80,51
96,110
Trade and other payables Note 20.2 1,634,442 1,584,398
Tax payables Note 19 5,179,342 5,199,512
Short-term provisions 18
Note
9,764 16,451
Other current liabilities 85,825 87,599
NON-CURRENT ASSETS HELD FOR SALE Note 9 297 3,946 IABILITIES ASSOCIATED WITH THE ASSETS
FOR SALE
HELD
TOTAL ASSETS 8,080,856 8,061,863 TOTAL EQUITY AND LIABILITIES 8.080.856 8,061,863

The accompanying Notes 1 to 30 and Appendices I and II are an Integral part of the consolidated balance sheet at 30 September 2024.

Translation of consolidated financial statements originally issued in Spanish and prepared in accordance with IFRSs as adopted by the European Union (see Notes 1 and 30). In the event of a discrepancy, the Spanish-language version prevails.

LOGISTA INTEGRAL, S.A. AND SUBSIDIARIES (FORMERLY AS COMPAÑÍA DE DISTRIBUCIÓN INTEGRAL LOGISTA HOLDINGS, S.A. AND SUBSIDIARIES)

CONSOLIDATED INCOME STATEMENTS FOR THE YEARS ENDED 30 SEPTEMBER 2024 AND 2023

(Thousands of Euros)

Notes 2024 2023
Revenue
Purchases Note 22.a 12,985,534 12,427,536
Note 23 (11,228,784) (10,743,409)
GROSS PROFIT 1,756,750 1,684,127
Cost of logistics networks: (1,270,327) (1,232,762)
Staff costs Note 22.b (263,927) (264,007)
Transport costs (493,343) (485,495)
Provincial sales office expenses (97,825) (93,161)
Depreciation and amortization expense Notes 4.2, 6 and 8 (158,147) (150,503)
Other operating expenses Note 22.c (257,085) (239,596)
Commercial expenses: (67,155) (64,500)
Staff costs Note 22.b (37,453) (35,101)
Other operating expenses Note 22.c (29,702) (29,399)
Research expenses (1,761) (2,088)
Headquarters expenses: (97,780) (93,372)
Staff costs Note 22.b (75,997) (73,178)
Depreciation and amortization expense Notes 4.2, 6 and 8 (5,355) (5,042)
Other operating expenses Note 22.c (16,428) (15,152)
Share of results of companies 1,378 2,595
Net gain on disposal and impairment of non-current assets Notes 6 and 8 5,179 (686)
Other expenses (106) (55)
PROFIT FROM OPERATIONS 326,178 293,259
Finance income Note 22.e 103,198 84,313
Finance costs Note 22.f
PROFIT BEFORE TAX (10,169) (8,072)
Income tax Note 19 419,207
(110,910)
369,500
(95,741)
PROFIT FOR THE PERIOD FROM CONTINUING
OPERATIONS 308,297 273,759
Net income from discontinued operations Note 9
PROFIT FOR THE PERIOD 308,297 273,759
Attributable to:
Shareholders of the Parent-Company 308,235 272,254
Minority interests Note 16 62 1,505
BASIC EARNINGS PER SHARE Note 5 2.34 2.07

The accompanying Notes 1 to 30 and Appendices I and II are an integral part of the consolidated income statement for the fiscal year 2024.

Translation of consolidated financial statements originally issued in Spanish and prepared in accordance with IFRSs as adopted by the European Union (see Notes 1 and 30). In the event of a discrepancy, the Spanish-language version prevails.

LOGISTA INTEGRAL, S.A. AND SUBSIDIARIES (FORMERLY AS COMPAÑÍA DE DISTRIBUCIÓN INTEGRAL LOGISTA HOLDINGS, S.A. AND SUBSIDIARIES)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME AND CORRESPONDING INCURRED COSTS FOR THE FISCAL YEARS ENDED ON 30 SEPTEMBER 2024 AND 2023

(Thousands of Euros)

Notes 2024 2073
PROFIT FOR THE YEAR 308,297 273,759
Items that will not be reclassified to income statement
Net actuarial gain (loss) recognised directly in equity
Note 18 (320) 2,530
Items that may be reclassified to income statement 163 107
Foreign exchange rate changes
TOTAL NET GAIN (LOSS) REGISTERED DIRECTLY IN EQUITY
(157) 2,637
TOTAL NET GAIN (LOSS) CONSOLIDATED REGISTERED DURING THE YEAR 308,140 276,396
Attributable to:
Shareholders of the Parent Company
Minority interests
308,078
62
274,891
1,505
TOTAL ATTRIBUTABLE 308,140 276,396

The accompanying Notes 1 to 30 and Appendix I and II are an integral part of the consolidated Income statement for the fiscal year 2024.

Translation of consolidated financial statements originally issued in accordance with IFRSs as adopted by the European Union

In the event of a discrepancy, the Spanish-language version prevails. (see Notes 1 and 30).

COMPAÑÍA DE DISTRIBUCIÓN INTEGRAL LOGISTA HOLDINGS, S.A. AND SUBSIDIARIES) LOGISTA INTEGRAL, S.A. AND SUBSIDIARIES (FORMERLY AS

FOR THE YEARS ENDED 30 SEPTEMBER 2024 AND 2023 CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Thousand of euros)

Share
Capital
Premium
Share
Reserves
Parent
of the
Reorganisation
Reserves
Consolidated
Reserves at
Companies
Exchange
Changes
Rate
Reserva for
Application
First Time
of IFRSS
Consolidate
d Profit for
the Year
Dividend
Interim
Treasury
Shares
Attributable to
Shareholders
of the Parent
Equity
Interests
Minority
Equity
Total
BALANCE AS OF SEPTEMBER 30, 2022 26,550 867,808 403,573 (753,349) (127,639) (451) 19,950 198,848 (56,714) (16,600) 561,976 4.719 566,695
Net profit attributable to the Parent 272,254 272,254 272,254
Exchange Rates Changes 107 107 107
Loss attributable to minority Interests 4.1 410
Actuarial gains/losses 2,530 2,530 530
2
Income and expenses recognised in the period 2,530 107 272.254 274.891 410 275,301
Transactions with Shareholders:
Distribution of profit-
To reserves 6,794 10.084
To dividends (Note 14.e.) (181.970)
(16,878)
56,714
Dividends (Note 14.e) 64,619 19 (125,256) (36) (125,292)
On treasury shares operations (Note 14.b and (64,619) (64.619)
14.6 4,804 (7,332) (2,528) (2,528)
Incentive Plan (Note 4,12) (118) 2.667 2.549 2,549
Business combinations (Note 7.2) (56,223) 56,223 (489) (56,712)
Others (83) (83) (83)
BALANCE AS OF SEPTEMBER 30, 2023 26,550 867,808 358,830 (753,349) 115.108 344 19,950 272.254 (64,619) 21,265 590,707 4,604 595,311
Net profit attributable to the Parent 308,235 308,235 308,235
Exchange Rates Changes 163 163 163
Loss attributable to minority interests 62 62
Actuarial pains/losses (320) 320 320
Income and expenses recognised in the period (320) 63 308,235 308,078 62 308,140
Transactions with Shareholders:
Distribution of profit-
To reserves 35,218 7.035) (28,183)
To dividends (Note 14.e) 1 (244,071) 64.619 (179.452)
Dividends (Note 14.e) 73,923) (73,923) (179,452)
On treasury shares operations (Note 14.b and (73,923)
14.1) 2.096 (4,874) (2,778) (2,778)
Incentive Plan (Note 4.12) (4,868) 5.995 1,127 1.127
Business combinations (Note 7.2) 6.143 (5,521) 622 (4,338) (3.716)
others 2,909 606.21 2.906
BALANCE AS OF SEPTEMBER 30, 2024 26,550 867,808 397,419 (753,349) (130,893) (181) 19,950 308,235 (73,923) 20,144) 641,472 331 641,803

The accompanying Notes 1 to 30 and Appendix I and II are an integral part of the consolidated statement of changes in equilty for 2024.

Translation of consolidated financial statements originally issued in Spanish and prepared in accordance with IFRSs as adopted by the European Union (see Notes 1 and 30). In the event of a discrepancy, the Spanish-language version prevails.

LOGISTA INTEGRAL, S.A. AND SUBSIDIARIES (FORMERLY AS COMPAÑÍA DE DISTRIBUCIÓN INTEGRAL LOGISTA HOLDINGS, S.A. AND SUBSIDIARIES)

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED 30 SEPTEMBER 2023 AND 2022

(Thousands of Euros)

Notes 2024 2023
OPERATING ACTIVITIES: 397,308 307,636
Consolidated profit before tax from continuing operations 419,207 369,500
Net income from discontinued operations
Adjustments on Income- 76,177 101,504
Result of companies accounted for using the equity method (1,378) (2,595)
Notes 4.2, 6 165,467 157,653
Depreciation and amortization and 8
Impairment
Provisions recognised/ (reversed) 10,440 20,884
Proceeds from disposal of non-current assets Notes 6 and 8 (5,433) (696)
Other adjustments 111 2,527
Financial profit (101,054) (82,534)
Financial expenses related to leases (IFRS16) Nota 22.f 8,024 6,265
Net change in assets / liabilities- (98,076) (163,368)
(Increase)/Decrease in inventories (22,484) (259,409)
(Increase)/Decrease in trade and other receivables (46,908) 45,116
Increase/(Decrease) in trade payables 43,799 70,824
Increase/(Decrease) in other current and non-current liabilities (50,216) 12,818
Income tax pald (123,493) (115,251)
Finance income and costs 101,226 82,534
INVESTING ACTIVALLES (51,076) (77,911)
Payment for investment- (67,066) (220,483)
Property, plant and equipment Note 6 (38,674) (35,709)
Intangible assets Note 8 (8,411) (8,473)
Group companies and associates (4,063)
Acquisitions (15,918) (176,301)
Proceeds from financial divestments- 15,990 142,572
Property, plant and equipment Note 6 15,990 2,609
Intangible assets
Group companies and associates - 139,963
FINANCING ACTIVITIES: (370,020) (255,498)
Payment of dividends and remuneration of other equity (257,169) (189,911)
instruments- Note 14 (253,375) (189,911)
Dividends (3,794)
External Dividends NCI (56,679) (7,622)
Proceeds and payments of equity instruments- Note 14 (2,778) (2,528)
Acquisition of treasury shares (53,901) (5,094)
Acquisition of operations 13,103 2,390
Proceeds and payments for financial liability instruments- 13,103 2,390
Repayment and amortization of current borrowings (69,275) (60,355)
Lease payments (IFRS 16) (23,788) (25,773)
NET INCREASE/DECREASE IN CASH AND CASH EQUIVALENTS
Cash and cash equivalents Beginning Balance- 192,960 218,733
Net change in cash and cash equivalents during the year (23,788) (25,773)
Total cash and cash equivalents at end of fiscal year 169,172 192,960

The accompanying Notes 1 to 30 and Appendix I and II are an integral part of the consolidated cash flow statement for 2024.

Translation of consolidated financial statements originally issued in Spanish and prepared in accordance with IFRSs as adopted by the European Union (see Notes 1 and 30). In the event of a discrepancy, the Spanish-language version prevails.

Logista Integral, S.A and Subsidiaries (formerly as Compañía de Distribución Integral Logista Holdings, S.A. and Subsidiaries)

Notes to the annual consolidated financial statements for the fiscal year ended on the 30 September 2024

General information on the Group 1.

Logista Integral, S.A., hereinafter "the Parent company", was incorporated as a sociedad anónima (Spanish public limited company) on the 13th of May 2014, with its sole shareholder being Altadis, S.A.U., a company belonging to the Imperial Brands PLC Group. On the 4th of June 2014, the Company effected a capital increase with all shares subscribed by Altadis, S.A.U. through non-monetary contribution of shares representing 100% of the share capital of Compañía de Distribución Integral Logista, S.A.U., until that time the parent company of the Logista Group, from then onwards, the Company became the Parent of the aforementioned Group.

The Company has registered office at Polígono Industrial Polvoranca, calle Trigo, no. 39, Leganés (Madrid), being the Parent Company of the Group, the operating company of which is Compañía de Distribución Integral Logista, S.A.U.

The offering of shares in the Parent Company came to an end on the 14th of July 2014, and its shares are currently listed for trading on the Madrid, Barcelona, Bilbao and Valencia Stock Exchange Markets.

On July 20th of 2021, Altadis, S.A.U. agreed to sell its stake in Compañía de Distribución Integral Logista Holdings, SA, representing 50.01% of the share capital, to Imperial Tobacco LTD, a company also belonging to the Imperial Brands PLC Group, because of a simplification of the chain of ownership of the shares in subsidiary companies carried out within the Imperial Brands group.

On February 2, 2024, the Ordinary General Shareholders' Meeting agreed to change the corporate name of the Company to the current Logista Integral, S.A. (formerly known as Compañía de Distribución Integral Logista Holdings, S.A.).

The reporting period of most of the Group companies starts on the 1st of October of each year and ends on the 30th of September of the following year. The twelve-month period ended 30 September 2023 will hereinafter be referred to as "2023", the period ended the 30 September 2024 as "2024", and so on.

The Group, a distributor and logistics operator, provides various distribution channels with a wide range of value-added products and services, including tobacco and related tobacco products, convenience goods, documents and electronic devices (such as mobile phone and travel card top-ups), drugs, books, newspapers, and lottery tickets. The Group provides these services through a wide infrastructure network which spans the whole value chain, from picking to POS delivery.

Logista Integral, S.A. is the head of a group of domestic and foreign subsidiaries that engage in various business activities, and which compose, together with Logista Integral, S.A., the Logista Group (hereinafter "the Group").

A detail of the investees included in the scope of consolidation comprising the Logista Group on 30 September 2024 and 2023 is provided in Appendix I, which includes, notably, the percentage and cost of the ownership interest held by the Parent and the line of business, company name and registered office of each investee.

In turn, Imperial Tobacco LTD, the majority shareholder of the Parent Company, belongs to the Imperial Brands PLC Group. which is governed by the corporate law in force in the United Kingdom, and whose registered office is at 121 Winterstoke Road, Bristol, BS3 2LL (United Kingdom). The consolidated financial statements of the Imperial Brands PLC Group for 2024 were formally prepared by its Directors at the Board of Directors meeting held on 15 November 2023.

2. Basis of presentation of the financial statements and basis of consolidation

2.1 Authorization for issue of the consolidated financial statements

These consolidated financial statements were formally prepared by the Directors in accordance with the regulatory financial reporting framework applicable to the Group, which consists of:

  • a. The Spanish Commercial Code and all other Spanish corporate laws.
  • b. International Financial Reporting Standards (IFRS), as adopted by the European Union, in conformity with Regulation (EC) nº1606/2002 of the European Parliament and of the Law 62/2003, of 30th of December, on Tax, Administrative, Labor and Social Security Measures.
  • c. All other applicable Spanish accounting legislation.

The accompanying consolidated financial statements, which were obtained from the accounting records of the Company and of its subsidiaries, are presented in accordance with the regulatory financial reporting framework applicable to the Group and, in particular, with the accounting principles and rules contained therein and, accordingly, present fairly the Group's equity, financial position, results of operations and cash flows for during the corresponding financial year. These consolidated financial statements were formally prepared by the Board of Directors during their meeting on the 7th of November 2023. The Directors of Compañía de Distribución Integral Logista Holdings, S.A. will submit these consolidated financial statements for approval by the Shareholders, and it is considered that they will be approved without any changes.

The consolidated financial statements for 2023 were formally approved by the General Shareholders' Meeting on the 2nd of February 2024.

The principal accounting policies and measurement bases applied in preparing the Group's consolidated financial statements for 2024 are summarized in Note 4.

2.2 Standards and interpretations effective in the current period

These consolidated financial statements have been prepared applying the same accounting principles used by the Logista Group to prepare the consolidated annual accounts as of 30 September 2023, with the exception of the standards and amendments adopted by the European Union and mandatory for fiscal years starting on 1st of January 2023.

In the year ended 30 September 2024 the following standards, amendments to standards and interpretations came into force:

Standards and amendments to
standards
Contents Mandatory Application
for Reporting Periods
Beginning on
Amendments to IAS 8 "Accounting
Policies, Changes In Accounting
Estimates and Errors"
Definition of accounting estimates January 1, 2023
Disclosure of Accounting Policies
(Amendments to IAS 1 and to IFRS
Interpretation 2)
The IASB has included guidance and examples for
applying judgment in Identifying which accounting
policies are material. The amendments replace the
criterion of disclosing significant accounting policies
with material accounting policies.
January 1, 2023
Standards and amendments to
standards
Contents Mandatory Application
for Reporting Periods
Beginning on
International Tax Reform Second Pillar
Model Rules (Amendments to IAS 12)
The IASB issued amendments to IAS 12 Income Taxes
for the new Second Pillar tax framework of the OECD
Inclusive Framework. These amendments provisionally
introduce a mandatory temporary exemption for the
recognition and disclosure of deferred taxes that may
arise from such legislation. This amendment also
requires additional disclosures to facilitate
understanding of exposure to such tax framework.
January 1, 2023
Modification to IAS 12 "Tax on profits
and returns")
Deferred Taxes Related to Assets and Liabilities Arising
from a Single Transaction.
January 1, 2023

The application of the above Standards, interpretations and amendments has not had a significant effect on the consolidated financial statements as of September 30th, 2024.

2.3 Standards and interpretations issued not in force

At the date of preparation of these consolidated financial statements, the following standards and interpretations with a potential impact for the Group have been published by the IASB and adopted by the European Union for their application in annual reporting periods beginning on or after the indicated date:

Standards and amendments to
standards
Contents Mandatory Application
for Reporting Periods
Beginning on
Amendments to IAS 1 Presentation of
Financial Statements: Classification of
Financial Liabilities as Current or Non-
current
In January 2020 and October 2022, the IASB issued
amendments to paragraphs 69 to 76 of IAS 1
Presentation of Financial Statements to clarify the
requirements for classifying liabilities as current or non-
current.
January 1, 2024
Lease Llability in a Sale and Leaseback
Transaction (Amendments to IFRS 16)
The IASB issued an amendment to IFRS 16 Leases to
specify the requirements that a seller-lessee should use
to quantify the lease liability arising from a sale and
leaseback transaction. This amendment alms to ensure
that the seller-lessee does not recognize any gain or loss
related to the retained right-of-use asset.
January 1, 2024
Amendments to IAS 7 "Statement of
Cash Flows" and IFRS 7 "Financial
Instruments
In May 2023, The IASB Issued amendments to IAS 7
Statement of Cash Flows and IFRS 7 Financial
Instruments: Disclosures to clarify the characteristics of
supplier finance arrangements and introduce new
disclosures to help financial statement users understand
the effects of these arrangements on liabilities, cash
flows, and liquidity risk exposure.
January 1, 2024

The Group's Management is evaluating the impact of the application of these amendments. At the date of preparation of these Consolidated Annual Accounts, this analysis has not been completed.

In addition, at the date of preparation of the consolidated financial statements the following standards and interpretations, with a potential impact to the Group, have been published by the IASB, which cannot be adopted in advance, or which have not been adopted by the European Union:

Standards and amendments to
standards
Contents Mandatory
Application for
Reporting Periods
Beginning on
Lack of Exchangeability
(Amendments to IAS 21)
The amendments clarify how entities should assess whether
a currency is exchangeable and how they should determine
the spot exchange rate when there is no exchangeability; as
well as requiring disclosures that enable users of the financial
statements to understand the impact of a currency not being
exchangeable.
Pending
Amendments to IFRS 9 and IFRS 7.
Classification and Measurement of
Financial Instruments
The amendments clarify that financial liabillties are
derecognized on the "settlement date." However, they
introduce an accounting policy option to derecognize liabilities
that are settled through an electronic payment system before
the settlement date, provided certain conditions are met. On
the other hand, the amendments clarify, through additional
quidance, the classification of financial assets with ESG-linked
features (Environmental, Social, and Governance).
Clarifications have also been developed regarding non-
recourse loans and contractually linked instruments. Finally,
new disclosures have been introduced for financial
instruments with continuous characteristics and equity
instruments classified at fair value through other
comprehensive income.
Pending
Presentation and Disclosure in
Financial Statements IFRS 18.
IFRS 18 primarily introduces, among other changes, three
new requirements to improve companies' information about
their financial performance and provide investors with a better
basis for analyzing and comparing companies:
Enhance the comparability of the statement of
financial performance by introducing three new
categories: operating, investing, and financing; as
well as new subtotals: operating result and result
before financing and income tax.
Provide greater transparency of performance
measurements defined by management by
introducing new guidance and disclosures.
Provide guidance to facilitate a more useful
aggregation of information in the financial
statements.
Pending

2.4 Information relating to 2023

As required by IAS 1, the information related to 2023 contained in these notes to the consolidated financial statements is presented with the information relating to 2024 for comparison purposes and, accordingly, it does not constitute the Group's consolidated financial statements for 2023.

2.5 Presentation currency

These consolidated financial statements are presented in euros since this is the currency of the primary economic environment in which the Group operates. Transactions in currencies other than euro are recognized in accordance with the policies described in Note 4.14.

2.6 Responsibility for the information and use of estimates

The information in these consolidated financial statements is the responsibility of the Parent's directors.

In preparing the consolidated financial statements for 2024, estimates were made by the Group's directors in order to measure certain of the assets, liabilities, income, expenses and obligations reported herein.

These estimates relate basically to the following:

  • The measurement and impairment of goodwill and of certain intangible assets.

  • The assumptions used in the actuarial calculations of the pension liabilities and other obligations to employees.

  • The useful life of the property, plant and equipment and intangible assets.
  • The valuation of long-term incentive plans.
  • The calculation of the required provisions, including litigations and fiscal risks.
  • The measurement and calculation of deferred tax assets and liabilities

Climate change risks have been considered in the estimates made. The costs derived from the Sustainability strategy are incorporated into the Group's budgets and business plans, which generally cover a period of three years, which are used for the analysis of impairment of the group's non-financial assets (Notes 4.3 and 4.5). However, given the nature of the Group's assets as well as the mitigation measures the Group is implementing as part of its sustainability strategy, the risk derived from climate change is not considered to have a relevant impact on the estimates of the useful life of the assets, the realizable value of the inventories, nor in the analysis of the impairment test of non-financial assets (Note 28).

Although these estimates have been made based on the best information available at the end of 2024, it is possible that events that may take place in the future will force modify them (upward or downward) in the coming years, which would be done prospectively, in accordance with IAS 8, recognizing the effects of the change in estimate in the corresponding future consolidated accounts.

2.7 Basis of consolidation

2.7.1 Subsidiaries

Subsidiaries are defined as companies included in the scope of consolidation which the Parent manages directly or indirectly because it holds a majority of the voting rights in their representation and decisionmaking bodies or over which it has the capacity to exercise control.

The financial statements of the subsidiaries are fully consolidated. Accordingly, all material balances and transactions between consolidated companies are eliminated on consolidation.

Where necessary, adjustments are made to the financial statements of the subsidiaries to adapt the accounting policies used to those applied by the Group.

The share of minority interests of the equity and profit of the Group is presented under "Minority Interests" in the consolidated balance sheet and under "Profit/Loss for the Year Attributable to Minority Interests" in the consolidated income statement, respectively.

The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the date of acquisition or until the date of disposal, as appropriate.

2.7.2 Joint ventures and joint operations

"Joint ventures" are deemed to be ventures that are managed jointly by the Parent and third parties unrelated to the Group, where neither party can exercise greater control than the other. The financial statements of the joint ventures are proportionately consolidated (equity method).

Where necessary, adjustments are made to the financial statements of these companies to adapt the accounting policies used to those applied by the Group.

2.7.3 Associates

Associates are companies over which the Parent is in a position to exercise significant influence. In general, significant influence is presumed to exist when the Group's percentage of (direct or indirect) ownership exceeds 20% of the voting rights, if it does not exceed 50%.

In the consolidated financial statements, investments in associates are accounted for using the equity method, (equity accounting), at the Group's share of the investee, after taking into account the dividends received therefrom and other equity eliminations.

In the case of transactions with an associate, the related profits and losses are eliminated to the extent of the Group's interest in the associate's capital.

Where necessary, adjustments are made to the financial statements of these companies to adapt the accounting policies used to those applied by the Group.

If as a result of losses incurred by an associate its equity were negative, the investment should be presented in the Group's consolidated balance sheet with a zero value, unless the Group is obliged to give it financial support, in which case the related provision would be recorded.

Since the activities of the associates are like the Group's habitual management and operations, the results of companies accounted for using the equity method are aggregated to profit or loss from operations.

2.7.4 Conversion of foreign currency

The various items in the balance sheets and income statements of the foreign companies included in consolidation were translated to euros as follows:

  • Assets and liabilities were translated to euros at the official year-end exchange rates.
  • Share capital and reserves were translated to euros at the historical exchange rate.
  • Income statement items were translated to euros at the average exchange rate for the year.

The exchange differences arising from the use of these criteria were included in equity under "Reserves at Consolidated Companies - Exchange Rate Differences". These translation differences will be recognized as income or expenses in the period in which the investment that gave rise to them is realized or disposed of in full or in part.

In 2024 and 2023 all the Logista Group companies presented their financial statements in euros, except for Compañía de Distribución Integral Logista Polska, Sp. Z.o.o. and Logista Freight Polska S.p., z.o.o. (formerly Logesta Polska S.p., z.o.o.) (both located in Poland) and Mosca China Logistics, Ltd.

2.7.5 Changes in the scope of consolidation and in the ownership interests

During 2024, the only significant variations in the scope of consolidation include the following:

  • In December 2023, the Group acquired 100% of the shares of 3 for one, SA, the parent company of Belgium Parcel Services SRL, a company that offers courier services within 24/48 hours in Belgium, Luxembourg, and the Netherlands (see note 7.2). This company is consolidated by the full integration method as the Group has control over it.
  • In July 2024, the Group acquired an additional 26.67% stake in Herinvemol S.L. (Transportes El Mosca), increasing its ownership to 100%.
  • In May 2024, the Group acquired the remaining 30% of the Dutch companies Speedlink Worldwide Express B.V., 24 Hours B.V., and German-Ex B.V. to reach 100% ownership.

During 2023, the only significant variations in the scope of consolidation include the following:

  • In October 2022, the Group materialized the acquisition of a 60% stake in Herinvemol. S.L. (Transportes El Mosca) (see Note 7.2), which in turn is the controlling company with control over the following companies: Transportes el Mosca, S.A., Mosca Maritimo, S.L., Ordimur, S.L., Transportes el Mosca Murcia, S.L., Innoreste, S.L., Mosca Marítimo Baleares, S.L., Mosca Portugal, Lda. Mosca China Logistics, Ltd. and Albacetrans, S.L. These companies are fully consolidated since the Logista Group has control over these companies. On August 3, 2023, the Group announced the acquisition of an additional 13.33% , increasing its shareholding to 73.33%.

During 2023, the company Mosca Italia, S.r.L., wholly owned by Herinvemol, S.L., was incorporated.

  • In October 2022, the Group acquired a 100% interest in the Spanish company Carbó Collbatallé S. L. (see Note 7.2). This company is fully consolidated as the Group has control over it.
  • In July 2023, the Group acquired a 100% interest in Gramma Farmaceutici, S.R.L., a company specialized in logistics services for the pharmaceutical industry in Italy. This company is fully consolidated since the Group has control over it (see Note 7.2).

2.8 Materiality

In preparation these consolidated financial statements the Group omitted any information or disclosures which, not requiring disclosure due to their qualitative importance, were considered not to be material in accordance with the concept of materiality defined in the IFRS Conceptual Framework.

3. Distribution of the profit of the Parent Company

The distribution of the profit for 2024, amounting to 317,992 thousand of euros, that the Parent's directors will propose for approval by the shareholders at the Annual General Meeting is as follows:

Thousands of
Euros
To voluntary reserves 40,997
To dividends 203,072
Interim dividend 73,923
317,992

In accordance with current regulations, the Company evaluated, on July 24, 2024, the liquidity sufficiency on the date of approval of the interim dividend. The positive reciprocal credit line position with Imperial Brands for 1,947 million euros, and the recorded net profit of 153.2 million euros, both as of June 30, 2024, were considered sufficient for the payment of the approved interim dividend, taking into account the existing treasury stock.

4. Accounting principles and policies and measurement bases

The principal measurement bases and accounting principles applied in preparing the consolidated financial statements for 2024 in accordance with the IFRS-UE in force at the date of the related financial statements are described below.

4.1 Property, plant and equipment

Property, plant and equipment are stated at acquisition cost less any accumulated depreciation.

The upkeep and maintenance costs of the various items of property, plant and equipment are recognized in the income statement as incurred. The amounts invested in improvements leading to increased capacity or efficiency or to a lengthening of the useful lives of the assets are capitalized.

In-housework on non-current assets is measured at accumulated cost (external costs plus in-house costs, determined on the basis of direct and general manufacturing costs).

The consolidated companies depreciate their property, plant and equipment using the straight-line method, applying annual depreciation rates determined based on the years of estimated useful life of the related assets. The depreciation rates applied are as follows:

Annual
Depreciation
Rates (%)
Buildings 2 - 4
Plant and machinery 10 - 12
Other fixtures, tools and furniture 8 - 16
Other items of property, plant and equipment 12 - 16

Land is considered to have an indefinite useful life and, therefore, is not depreciated.

4.2 Investment property

Investment properties correspond to investments in land and buildings held to generate capital gains. They are valued at the lower of acquisition cost less accumulated depreciation or market value. Depreciation is recorded following the same criteria as for items of the same class classified under "Property, plant and equipment".

The Group periodically determines the market value of investment property using as reference values the prices of comparable transactions, internal studies, external appraisals, etc.

4.3 Goodwill

In the company acquisitions, the excess of the business combination over the interest acquired in the acquisition-date net fair value of the identifiable assets, liabilities and contingent liabilities is recognized as goodwill.

Goodwill is only recognized when it has been acquired for consideration.

Goodwill arising from the acquisition of an associate is recognized as an increase in the value of the investment.

Goodwill is not amortized. Accordingly, at the date of each consolidated balance sheet the related valuation adjustments are made to ensure that the carrying amount is not higher than fair value less costs to sell. If there is any impairment, the goodwill is written down and the impairment loss is recognized. An impairment loss recognized for goodwill must not be reversed in a subsequent period.

To perform the impairment test, the goodwill is allocated in full to one or more cash-generating units.

The recoverable amount of each cash-generating unit is the higher of value in use and the net selling price of the assets associated with the cash-generating unit. Value in use is calculated on the basis of the estimated future cash flows, discounted using a pre-tax discount rate that reflects market assessments of the time value of money and the risks specific to the business.

The Group has defined as cash-generating units, based on the actual management of the Group's operations, each of the relevant business operations carried out in the main geographical areas (see Note 23).

The Group uses the budgets and business plans, which generally cover a three-year period, of the various cash-generating units to which the assets are assigned. The key assumptions on which the budgets and business plans are built are based on each type of business and the experience with and knowledge of the performance of each of the markets in which the Group operates (see Note 7.3).

The estimated cash flows are extrapolated to the period not covered by the business plan using a zerogrowth rate and an expense structure that is similar to that of the last year of the business plan.

The discount rate applied is usually a pre-tax measurement based on the risk-free rate for 10-year bonds issued by the governments in the relevant markets, adjusted by a risk premium to reflect the increase in the risk of the investment based on the country in question and the systematic risk of the Group. The discount rates applied by the Group in the different markets to calculate the present value of the estimated cash flows ranged from 6.53% to 8.80% in 2024 (2023: from 7.8% to 10.6%) (see Note 7).

4.4 Intangible assets

Intangible assets with finite useful lives are amortized using the straight-line method, applying annual amortization rates determined on the basis of the years of the estimated useful lives of the related assets.

Intangible assets include:

Concessions, rights and licenses

"Concessions, Rights and Licenses" includes mainly the amounts paid to acquire certain concessions and licenses. The assets included in this account are amortized on a straight-line basis over the term thereof.

Additionally, as a consequence of the allocation of the acquisition price of the company Altadis Distribution France, S.A.S., later called Logista France, S.A.S., to the assets and liabilities identifiable in said company in 2013, the Group recognized the contracts in its consolidated balance sheet. signed by said subsidiary with the main tobacco manufacturers for the distribution of their products in French territory. The amortization of these distribution contracts is carried out linearly over a period of 15 years.

No legal, regulatory, or other matters have arisen since the execution of the business combination that might significantly impact the renewal terms and conditions of the agreements.

In 2024, as indicated in Note 7.2, as a result of the purchase price allocation of the Belgian companies 3 for one, S.A. and Belgium Parcel Services, S.R.L., intangible assets based on customer relationships (customer portfolio) and brand were identified, whose useful lives have been estimated at 7 years and 6 years, respectively.

In 2023, as indicated in Note 7.2, as a consequence of the allocation of the acquisition price of the Spanish companies Herinvemol. S.L., which in turn is the controlling company with control over the following companies: Transportes El Mosca, S.A., Mosca Marítimo, S.L., Ordimur, S.L., Transportes El Mosca Murcia, S.L., Innoreste, S.L., Mosca Marítimo Baleares, S.L., Mosca Portugal, Lda, Mosca Portugal, Lda. Mosca China Logistics, Ltd., Mosca Italia, S.r.L. and Albacetrans, S.L., intangible assets supported by customer relations (customer portfolio) and brand, whose useful life has been estimated at 8.8 years and 3 years, respectively, have been disclosed.

In 2023, as indicated in note 7.2, as a result of the allocation of the acquisition price of the Spanish company Carbó Collbatallé S.L., intangible assets supported by customer relations (customer portfolio) and brand name, whose useful life has been estimated at 14.1 years and 2 years, respectively, have become evident.

In 2022, as indicated in Note 7.2, as a result of the purchase price allocation of the Dutch companies Speedlink Worldwide Express B.V., 24 Hours B.V., and German-Ex B.V., intangible assets based on customer relationships (customer portfolio) were identified, whose useful life has been estimated at 20 years.

Computer software

Computer software is recognized at acquisition cost, including the implementation costs billed by third parties, and is amortized on a straight-line basis over a period of three to five years. Computer software maintenance costs are expensed currently.

Research and development expenditure

Research and Development expenditure is only capitalized when it is specifically itemized by project, the related costs can be clearly identified and there are sound reasons to foresee the technical success and economic and commercial profitability of the related project. Assets thus generated are depreciated on a straight-line basis over their years of useful life (over a maximum period of five years).

4.5 Impairment losses on property, plant and equipment and intangible assets

The Group assesses each year the possible existence of permanent losses in value requiring it to reduce the carrying amounts of its property, plant and equipment and intangible assets, if their recoverable amounts are below their carrying amounts.

The recoverable amount is determined using the same methods as those employed in testing for goodwill impairment (see Note 4.3).

If the recoverable amount of an asset is estimated to be less than it's carrying amount, the carrying amount of the asset is reduced to its recoverable amount, and the related write-down is recognized through profit or loss.

Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the new recoverable amount, which may not exceed the carrying amount that would have been determined had no impairment loss been recognized.

4.6 Leases

A contract is, or contains, a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. At the beginning of a contract, the Group assesses whether it is, or contains, a lease, and analyzes whether several components are included to account for the lease separately from the other components that do not constitute a lease.

Leases in which the Group acts as lessee are recognized at the beginning of the contract by recognizing in the consolidated balance sheet a right-of-use asset representing the right to use the leased asset and a liability for the present value of the obligation to make lease payments during the term of the lease.

To determine the lease term the Group considers the non-revocable period of the contract except for those contracts in which it has a unilateral option to extend or terminate early, in which case the extension or early termination period is used if there is reasonable certainty that such option will be exercised.

The criteria are based on the nature of the leased asset and the entity's three-year operating plan in the use of the assets, taking into account that there are no lease contracts with other incentives to maintain a term. However, in certain contracts a longer term (up to 15 years) has been included due to the nature of the asset. In this way, renewal assumptions have been made, according to the terms of the contract, for those assets whose contract expires before three years and which are expected to remain in use in the next three years according to the Group's plan. On the other hand, the renewal of assets that are not expected to remain in use after the end of the contract has not been considered,

as historically happens with transportation elements, in which new and different assets are leased at the end of the contract.

After the initial recognition, the Group values the right-of-use asset at cost less accumulated amortization and any impairment losses, also adjusting for any change in the valuation of the associated liabilities for leases. The amortization of the rights of use is lineal during the lease term.

The initial value of the lease liability is calculated, on the date of commencement of the lease, as the value of future payments discounted, in general, at the Group's incremental rate of financing equivalent to the European Central Bank interest rate, plus a spread from 0.75% to 5.75% depending on the duration of each lease These payments will include fixed or substantially fixed payments, less any lease incentive to be received by the Group, as well as variable payments that depend on an index or rate.

The entity is not exposed to material amounts related to variable payments or additional extension costs, termination of options or guaranteed residual values, or future lease commitments.

Subsequently, the lease liability is increased to reflect the accumulation of interest and is reduced by the lease payments made. Subsequently, the minimum lease payments are apportioned between the finance charge and the reduction of the outstanding liability. The finance charge is recognized as an expense and allocated to income over the lease term.

The lease liability should be reassessed when certain changes in payments occur, such as changes in the lease term or changes in future payments. In these cases, generally, the amount of the revaluation of the lease liability should be recognized as an adjustment to the right-of-use asset.

The Group has elected not to apply the above requirements to short-term leases where the underlying asset is of low value (less than 5,000 euros). For these cases, the accrued amounts are recognized as an expense on a straight-line basis over the lease term. The amount of these leases is included under "Leases" in note 22.

Depreciation and amortization expense related to the right-of-use asset is included under "Depreciation and amortization" in the consolidated income statement. Financial expenses related to the lease liability are included in "Financial expenses" in the consolidated income statement. The financial expenses related to leasing that are included in the Statement of Cash Flows as operating activities correspond to financial expenses.

4.7 Non-current assets held for sale

Non-current assets are classified as assets held for sale if it is considered that their carrying amount will be recovered when sold, rather than via continued use. This condition is only met when the sale is highly probable, and they are available for immediate sale in their current condition, and that the sale is likely to be completed in the space of one year from the classification date. The total of these assets is registered in one line and valued at the lower value of their carrying amount and their fair value, less the costs to sell them, and are not subject to depreciation from the moment they are classified as held for sale. The profit/(loss) contribution of these assets to the Group's consolidated profit/((loss) is registered in the income statement, classified by type.

The amortization of non-current assets held for sale is discontinued at the time they are classified as such. At each consolidated balance sheet date, the corresponding valuation adjustments are made so that the carrying amount does not exceed the fair value less costs to sell.

An entity that is engaged in a sale plan involving the loss of control of a subsidiary shall classify all assets and liabilities of that subsidiary as held for sale when the criteria set out above are met, regardless of whether the entity retains after the sale a non-controlling interest in its former subsidiary.

During 2024, the Group has sold a warehouse in Toulouse, generating a total impact on the consolidated income statement of 5,291 thousand euros, which is included in the "Net result from disposal and impairment of non-current assets" of the consolidated income statement for the fiscal year 2024. The assets associated with this warehouse, which was owned by Logista France S.a.S., had been reclassified under the heading "Non-current assets held for sale" as of September 30, 2023, with a total net book value of 3,654 thousand euros.

4.8 Financial instruments

4.8.1 Financial assets

Classification and valuation

On initial recognition, the Group classifies all financial assets into one of the categories listed below, which determines the initial and subsequent valuation method applicable:

  • Financial assets at fair value through profit or loss.
  • Financial assets at amortized cost
  • Financial assets at fair value with changes in equity
  • Financial assets at cost

Financial assets at fair value through profit or loss

The Group classifies a financial asset in this category unless it should be classified in any of the other categories.

In any case, financial assets held for trading are included in this category. The Group considers that a financial asset is held for trading when at least one of the following three circumstances is met:

  • a) It is originated or acquired for the purpose of selling it in the short term.
  • b) It is part, at the time of initial recognition, of a portfolio of identified financial instruments that are managed together and for which there is evidence of recent actions to obtain gains in the short term.
  • c) It is a derivative financial instrument, provided that it is not a financial guarantee contract and has not been designated as a hedging instrument.

In addition to the above, the Company has the option, at initial recognition, to designate a financial asset irrevocably as measured at fair value through profit or loss, and which would otherwise have been included in another category (usually referred to as a "fair value option"). This option may be elected if it eliminates or significantly reduces a valuation inconsistency or accounting asymmetry that would otherwise arise from valuing assets or liabilities on different bases.

Financial assets classified in this category are initially measured at fair value which, unless there is evidence to the contrary, is assumed to be the transaction price, which is equivalent to the fair value of the consideration given. Directly attributable transaction costs are recognized in the income statement for the year (i.e., they are not capitalized).

After initial recognition, the Company measures the financial assets included in this category at fair value through profit or loss (financial result).

Financial assets at amortized cost

The Group classifies a financial asset in this category, even when it is admitted to trading on an organized market, if the following conditions are met:

The Group holds the investment under a management model whose objective is to receive the cash flows derived from the execution of the contract.

The management of a portfolio of financial assets to obtain its contractual cash flows does not imply that all instruments must necessarily be held to maturity; financial assets may be considered to be managed for this purpose even if sales have occurred or are expected to occur in the future. For this purpose, the Group considers the frequency, amount, and timing of sales in prior periods, the reasons for those sales and expectations regarding future sales activity.

  • The contractual characteristics of the financial asset give rise, at specified dates, to cash flows that are solely collections of principal and interest on the principal amount outstanding. That is, the cash flows are inherent to an agreement that is an ordinary or common loan, notwithstanding that the transaction is agreed at a zero or below-market interest rate.
  • This condition is assumed to be met in the case of a bond or a simple loan with a specified maturity date and for which the Group charges a variable market interest rate and may be subject to a cap. Conversely, it is assumed that this condition is not met in the case of instruments convertible into equity instruments of the issuer, loans with inverse floating interest rates (i.e., a rate that has an inverse relationship with market interest rates) or those in which the issuer may defer the payment of interest, if such payment would affect its solvency, without the deferred interest accruing additional interest.

In general, this category includes trade receivables ("trade receivables") and non-trade receivables ("other receivables").

Financial assets classified in this category are initially measured at fair value, which, unless there is evidence to the contrary, is assumed to be the transaction price, which is equivalent to the fair value of the consideration given, plus directly attributable transaction costs. That is, the inherent transaction costs are capitalized.

However, trade receivables maturing in less than one year and which do not have an explicit contractual interest rate, as well as receivables from personnel, dividends receivable and disbursements required on equity instruments, the amount of which is expected to be received in the short term, are valued at their nominal value when the effect of not discounting cash flows is not significant.

The amortized cost method is used for subsequent valuation. Accrued interest is recorded in the income statement (financial income), applying the effective interest rate method.

Receivables maturing in less than one year which, as described above, are initially valued at their nominal value, continue to be valued at that amount, unless they are impaired.

In general, when the contractual cash flows of a financial asset at amortized cost change due to the issuer's financial difficulties, the Group analyzes whether an impairment loss should be recognized.

Derecognition of financial assets

The Group derecognizes a financial asset from the balance sheet when:

  • The contractual rights to the cash flows from the asset expire. In this sense, a financial asset is derecognized when it has expired, and the Company has received the corresponding amount.
  • The contractual rights to the cash flows of the financial asset have been assigned. In this case, the financial asset is derecognized when the risks and rewards of ownership have been substantially transferred.

After analyzing the risks and rewards, the Group records the derecognition of financial assets in accordance with the following situations:

  • a) The risks and rewards of ownership of the asset have been substantially transferred. The transferred asset is derecognized, and the Company recognizes the result of the transaction: the difference between the consideration received net of attributable transaction costs (considering any new asset obtained less any liability assumed) and the carrying amount of the financial asset, plus any cumulative amount recognized directly in equity.
  • b) The risks and rewards of ownership of the asset have been substantially retained by the Company. The financial asset is not derecognized, and a financial liability is recognized for the same amount as the consideration received.
  • c) The risks and rewards of ownership of the asset have not been substantially transferred or retained. In this case there are, in turn, two possible situations:
    • Control is relinquished (the transferee has the practical ability to retransfer the asset to a third party): the asset is derecognized.
    • Control is not transferred (the transferee does not have the practical ability to retransfer the asset to a third party): the Company continues to recognize the asset for the amount at which it is exposed to changes in the value of the transferred asset, i.e. for its continuing involvement, and must recognize an associated liability.

Impairment of financial assets

Debt instruments at amortized cost or fair value through equity

At least at year-end, the Group analyzes whether there is objective evidence that the value of a financial asset, or a group of financial assets with similar risk characteristics valued collectively, has been impaired as a result of one or more events that have occurred after initial recognition and that cause a reduction or delay in the estimated future cash flows, which may be caused by the debtor's insolvency.

If such evidence exists, the impairment loss is calculated as the difference between the carrying amount and the present value of future cash flows, including, if applicable, those from the execution of real and personal guarantees, estimated to be generated, discounted at the effective interest rate calculated at the time of initial recognition. For financial assets at variable interest rates, the effective interest rate corresponding to the closing date of the financial statements is used in accordance with the contractual conditions. In calculating impairment losses on a group of financial assets, the Group uses models based on formulas or statistical methods.

Impairment losses, as well as their reversal when the amount of such loss decreases due to a subsequent event, are recognized as an expense or income, respectively, in the income statement. The reversal of impairment is limited to the carrying amount of the asset that would have been recognized at the date of reversal had no impairment loss been recognized.

As a substitute for the present value of future cash flows, the Group uses the market value of the instrument, if it is sufficiently reliable to be considered representative of the value that could be recovered by the company.

In the case of assets at fair value through equity, accumulated losses recognized in equity due to a decrease in fair value, if there is objective evidence of impairment in the value of the asset, are recognized in the income statement.

Interest and dividends received from financial assets

Interest and dividends on financial assets accrued after the time of acquisition are recorded as income in the income statement. Interest is recognized using the effective interest rate method and dividends are recognized when the right to receive them is declared.

If the dividends distributed unequivocally derive from results generated prior to the date of acquisition because amounts more than the profits generated by the investee since acquisition have been distributed, they are not recognized as income and are deducted from the carrying amount of the investment. The judgment as to whether profits have been generated by the investee shall be made solely based on the profits recorded in the individual profit and loss account since the date of acquisition, unless it is undoubtedly clear that the distribution out of those profits should be considered as a recovery of the investment from the perspective of the entity receiving the dividend.

4.8.2 Financial liabilities

Classification and measurement

On initial recognition, the Group classifies all financial liabilities in one of the categories listed below:

  • Financial liabilities at amortized cost
  • Financial liabilities at fair value through profit or loss

Financial liabilities at amortized cost

The Group classifies all financial liabilities in this category except when they must be measured at fair value through profit or loss.

In general, this category includes trade payables ("trade payables") and non-trade payables ("other payables").

Participating loans that have the characteristics of an ordinary or common loan are also included in this category without prejudice to the fact that the transaction is agreed at a zero or below market interest rate.

Financial liabilities included in this category are initially measured at fair value, which, unless there is evidence to the contrary, is considered to be the transaction price, which is equivalent to the fair value of the consideration received adjusted for directly attributable transaction costs. That is, the inherent transaction costs are capitalized.

However, trade payables maturing in less than one year and which do not have a contractual interest rate, as well as disbursements required by third participations, the amount of which is expected to be paid in the short term, are valued at their nominal value, when the effect of not discounting cash flows is not significant.

The amortized cost method is used for subsequent valuation. Accrued interest is recorded in the profit and loss account (financial expense), applying the effective interest rate method.

However, debts maturing in less than one year which, in accordance with the above, are initially valued at their nominal value, continue to be valued at that amount.

Contributions received as a result of joint ventures and similar contracts are valued at cost, increased or decreased by the profit or loss, respectively, to be attributed to the non-managing participants.

The same criterion is applied to participating loans whose interest is contingent, either because a fixed or variable interest rate is agreed upon, conditioned to the fulfillment of a milestone in the borrower company (for example, the achievement of profits), or because it is calculated exclusively by reference to the evolution of the borrower company's activity. Finance costs are recognized in the income statement on an accrual basis, and transaction costs are recognized in the income statement on a straight-line basis over the life of the participating loan, if not applicable.

Financial liabilities at fair value through profit or loss

In this category the Group includes financial liabilities that meet one of the following conditions:

  • These are liabilities held for trading. A financial liability is considered to be held for trading when it meets one of the following conditions:
    • o It is issued or assumed principally for the purpose of repurchase in the short term (e.g., debentures and other marketable securities issued quoted that the company can purchase in the short term based on changes in value).
    • It is an obligation that a short seller must deliver financial assets that have been lent to it ("short sale").
    • o At initial recognition, it is part of a portfolio of identified and jointly managed financial instruments for which there is evidence of recent actions to obtain gains in the short term.
    • o It is a derivative financial instrument, if it is not a financial guarantee contract and has not been designated as a hedging instrument.
  • Since initial recognition, it has been irrevocably designated to be accounted for at fair value through profit or loss ("fair value option"), because:
    • o An inconsistency or "accounting asymmetry" with other instruments at fair value through profit or loss is eliminated or significantly reduced; or
    • o A group of financial liabilities or financial assets and liabilities is managed, and its performance is evaluated on a fair value basis in accordance with a documented risk management or investment strategy and information on the group is also provided on a fair value basis to key management personnel.
  • Optionally and irrevocably, hybrid financial liabilities with a separable embedded derivative may be included in their entirety in this category.

Financial liabilities included in this category are initially measured at fair value, which, unless there is evidence to the contrary, is assumed to be the transaction price, which is equivalent to the fair value of the consideration received. Transaction costs directly attributable to them are recognized directly in the income statement for the year.

After initial recognition, the company measures the financial liabilities in this category at fair value through changes in the income statement.

Derecognition of financial liabilities

The Group derecognizes a previously recognized financial liability when one of the following circumstances occurs:

  • The obligation has been extinguished because payment has been made to the creditor to cancel the debt (through payments in cash or other goods or services), or because the debtor is legally released from any responsibility for the liability.
  • Own financial liabilities are acquired, even with the intention of repositioning them in the future.
  • There is an exchange of debt instruments between a lender and a borrower, provided that they have substantially different terms, and the new financial liability that arises is recognized; in the same way, a substantial modification of the current terms of a financial liability is recorded, as indicated for debt restructurings.

The accounting for the derecognition of a financial liability is as follows: the difference between the carrying amount of the financial liability (or of the part of it that has been derecognized) and the consideration paid, including attributable transaction costs, and which also includes any asset transferred other than cash or liability assumed, is recognized in the income statement for the year in which it occurs.

4.9 Inventories

The Group companies measure the tobacco inventories at the lower of the price of the most recent invoice, which does not differ significantly from applying the FIFO formula (first-in, first-out), including in the case of tobacco products, in accordance with the legislation applicable in each country, the excise duties chargeable as soon as they are accrued, and net realizable value.

The other inventories are measured at the lower of cost of purchase and net realizable value. Trade discounts, rebates and other similar items are deducted in determining the costs of purchase.

The Group recognizes period provisions for the decline in value of inventories in order to adjust the value of those whose cost exceeds net realizable value. These valuation adjustments are recognized as an expense in the consolidated income statement.

4.10 Current/Non-current classification

In the consolidated balance sheet and liabilities due to be realized or settled or maturing within twelve months are classified as current items and those due to be realized or maturing within more than twelve months as non-current items.

4.11 Termination benefits

Under current labor legislation and certain employment contracts, the Group companies are required to pay termination benefits to employees terminated under certain conditions.

The accompanying consolidated balance sheet on 30 September 2024 and 2023 includes the provisions that the Parent's Directors consider necessary to cover the restructuring plans in progress at year-end (see Note 18).

4.12 Pension commitments and other commitments to personnel

Certain Group companies have the commitment to supplement the social security benefits for retirement, disability or death of those employees who reach these situations and have met certain conditions. In general, the commitments corresponding to the active and retired employees of these groups are defined contribution and are externalized. The annual contributions made by the Group to meet these commitments are recorded under "Personnel Expenses" in the consolidated income statement and amounted to 2,331 thousand euros and 3,432 thousand euros in 2024 and 2023, respectively (see Note 22.b).

Under the collective agreements currently in force, Compañía de Distribución Integral Logista, S.A.U. is obliged to make a lump-sum payment of a specific amount to each employee on completion of 24 years of service. Also, this Company is obliged to make fixed monthly payments to a certain group of current employees and employees who retired prior to 1 January 2009 as compensation for the "free tobacco" benefit.

Regarding Logista, S.A.U., the company has pension commitments with its employees for which it has established provisions calculated based on actuarial studies using the projected credit unit method and the PER2020 1º collective order mortality tables, an update rate of 3.42% (3.72% in 2023) and a growth in the cost of preparing tasks of 1.5% for all employees while the growth of tobacco taxes is 4% for the group of Pensioners and 2.5% for Assets and Beneficiaries as the main hypotheses.

Logista France, S.A.S. has retirement commitments to its employees for which it has recorded provisions calculated based on actuarial studies using the projected unit credit method and TF/TH 2000-2002 mortality tables, inflation of 2.45% (2.52% in 2023) and a discount rate of 3.72% per annum, as the main assumptions (see Note 18).

The Group maintains share plans for employees, by virtue of which certain employees of the Group are granted the right to receive a certain number of shares in the Parent Company, at the third year from the beginning of each of the blocks into which the plan is divided, and taking into account the degree to which certain internal criteria, of a financial or operational nature, have been met, as well as the total return to shareholders and the comparative profitability with other companies. For each of the aforementioned blocks, the estimated amount for this concept and accrued annually is caun of enormal in the "Net Assets" of the consolidated balance sheet and its annual provision is incorporated in the "Personnel Expenses" heading of the consolidated income statement.

All existing stock-based payment plans include three-year consolidation periods. The conditions for their consolidation are:

    1. Fulfilment of the objectives set in each period.
    1. That the achievement of these is approved by the board of directors at the end of each consolidation period.
    1. That the employee has not voluntarily left the employee or has been duly dismissed for disciplinary reasons during the consolidation period.

The method of settlement is always by means of equity instruments delivered free of charge, although some beneficiaries receive them net of personal income tax.

On 26 November 2019, the Board of Directors of Logista Integral, S.A. approved the Logista Group's Long-Term Incentive Plan 2020-2025 (the General Plan and the Special Plan), accruing from 1 October 2020 and maturing on 30 September 2026, being implemented in three blocks of 3 years, with settlements taking place at the end of each block. This Plan was replaced by the 2020 Plan, which the Beard of Directors approved on January 28, 2020, configuring it as an extension of the old 2017 Plan. This Plan was launched at the Board of Directors meeting on October 27, 2020, with a single consolidation period that ended on September 30, 2023, with a list of beneficiaries for the consolidation eerind 2020-2023 of 62 beneficiaries for the General Plan and 11 beneficiaries for the Special Plan, with a value of 2,812 thousand euros. This single Consolidation Period for the General and Special 2020 Plans was consolidated at the close of the 2023 with an achievement of objectives of 85% for both Plans, based on the fulfillment of their objectives which are: financial EBIT target, comparative shareholder return, and Sustainability objectives (objective linked to the increase in kilometers with a sustainable fleet and score on the CDP-List). The Board of Directors' meeting of 5 November 2024 validated this achievement whereby a total of 180,594 shares will be delivered free of charge.

On 4 February 2021, the Board of Directors of Logista Integral, S.A. approved the Long-Term Incentive Plan structured in three overlapping cycles of three years each. On November 4, 2021, the Board of Directors of the Company approved the list of beneficiaries of the first block, with 62 beneficiaries and an estimated total cost of 3,275 thousand euros.

On 3 November 2022, the Board of Directors of Logista Integral, S.A. approved the list of beneficiaries of the second block, with 62 beneficiaries and an estimated total cost of 3,163 thousand euros.

On November 7, 2023, the Board of Directors of Logista Integral S.A. approved the list of beneficiaries for the third block, being 63 beneficiaries and at an estimated total cost of 2,896 thousand euros.

The Company has treasury stock of 622,397 shares to cover the current incentive plans.

On September 27, 2023, the Board of Directors of Logista Integral, S.A. It has approved the purchase of treasury shares up to a maximum of 118,000 shares and until October 1, 2024 to cover the new incentive plan that will be approved in November 2023.

Finally, on September 27, 2024, the Board of Directors of Logista Integral, S.A. It has approved the purchase of treasury shares up to a maximum of 110,000 shares and until October 1, 2025 to cover the new incentive plan that will be approved in November 2024.

4.13 Provisions and contingent liabilities

The Group recognizes provisions for the estimated amounts required to cover the liability arising from litigation in progress, indemnity payments or obligations and collateral and other guarantees provided which are highly likely to involve a payment obligation (legal or constructive), provided that the annount can be estimated reliably.

Provisions are quantified based on the best information available on the situation and evolution of the events giving rise to them and are fully or partially reversed when such obligations cease to exist or are reduced, respectively.

Also, the adjustments arising from discounting these provisions are recognized as a finance cost on an accrual basis.

Contingent liabilities represent potential obligations to third parties and existing obligations that are not recognized, given that it is not likely that an outflow of cash will be required to satisfy that obligation recognized in the concelided the amount cannot be reasonably estimated. Contingent liabilities are not recognized in the consolidated statement of financial position unless they bave acquired in c nor for payment as part of a business combination.

4.14 Foreign currency transactions

The consolidated financial statements of Logista Group are presented in euros.

Transactions in currencies other than the euro are recognized at their equivalent euro value by applying the exchange rates prevailing at the transaction date. Any gains or losses resulting from the exchange differences arising on the settlement of balances deriving from transactions in currencies other than the euro are recognized in the consolidated income statement as they arise.

Balances receivable and payable in currencies other than the euro at year-end are measured in euros at the exchange rates prevailing on that date. Any gains or losses arising on such measurement are recognized in the consolidated income statement for the year.

4.15 Revenue and expense recognition

The Logista Group's revenues fundamentally include tobacco distribution services and related products (see Note 22) due to the high purchase value of these products.

The Group acts, fundamentally, as the principal, controlling the goods and services before they are delivered to the customer, since:

  • The entity is primarily responsible for fulfilling the promise to provide the specified good or service, a circumstance that occurs in the Logista Group, insofar as it is directly responsible for the Upply to the end customer.
  • The entity is exposed to inventory risk before the specified good or service has been transferred to the customer or after control is transferred to the customer. The Group buys its products in advance of demand, assuming inventory risk. In other words, the goods are purchased mainly from four large tobacco manufacturers with whom the corresponding contracts are formalized, and then distributed to their customers. In addition, once the goods are purchased from the manufacturer, the Group assumes all risks (deterioration, shrinkage, theft, returns, etc.) and enjoys the benefits associated with them.

Revenue represents the amounts receivable for goods delivered. The Group recognizes proceeds from tobacco sales at the time of the transfer of control is transferred upon delivery pf the product to the end customer (in the case of tobacconists). At that point, the transfer of ownership physical possession, the right to invoice and the transfer of risks and benefits occurs. The calculation physical possession, the right to involve at the point of sale, calculated as the retail price minus the discounts at the point of sale and taxes set in the tobacco regulation.

The treatment described above for the distribution of tobacco is also similar in other cases of consumer products, which are served to points of sale under similar conditions.

In addition, the Logista Group provides other logistics services such as distribution of products for which it does not act as the main ingredient, storage, order preparation, long-distance transport, transport to the point of sale and other similar services.

In logistics service contracts, the economic conditions are determined through the corresponding service contracts associated with the performance obligations: kilometers travelled, order lines that the prepared, pallets stored, etc. In these cases, related revenue is recognized to the extent that the service is provided, based on the time elapsed and/or the volume executed.

The Group's main customers are retail establishments licensed to sell tobacconists', which The Group 3 main castomers receivable. Contracts are based on purchase orders that are account for more than 03% or ation corresponds to the delivery itself. There are no received "from" castomers" in the agreed price. The conditions of collection are regulated by regulatory considerations not included in the frequency of deliveries to the retail establishment.
bodies of the tobacco market in each country and the frequency pro made unen, deliver boules of the tobacco market in caan on 15 days. To a lesser extent, charges are made upon delivery The general dedulines are byith low volume, a collection period of 30 days is established. Additionally, of for reall establishments re service stations, tobacco manufacturers, pharmaceutical laboratories, other clients of the group the service stores, as well as any company that contracts transportation services with any of the group's subsidiaries. In general, there are commercial agreements on shortservices with any of the group 5 Subsidiance payment conditions, guarantees or related obligations or consideration not included in the price agreed between the parties.

In the particular case of the publishing sector, the customers are entitled to return the products they fail to sell and in turn, the Group may exercise this right with respect to its suppliers. At each reporting fall to serand in tarn, the Group may on the historical experience of the sales returns for the purpose of adjusting the margins obtained in relation to products that it is forecast will ultimately be returned (see Note 18).

Interest income from financial assets is recognized using the effective interest methods Industry of incerest income in the shareholder's right to receive payment is established. In any case, as a recognized as interest and dividends from financial assets accrued after the date of acquisition are recognized as income in the income statement.

4.16 Income tax

The current income tax expense is calculated on the basis of the accounting profit before tax, increased r reduced, as appropriate, by the permanent differences from taxable profit, net of tax relief and tax or reduced, as appropriate, of the income tax expense are those in force at the consolidated balance sheet date.

Deferred tax assets and liabilities are recognized using the balance sheet method, recognizing the Defered tux assets and he carrying amount of the assets and liabilities in the financial statements and their corresponding tax bases.

Deferred tax assets and liabilities are calculated at the tax rates expected at the date on which the Defen ed tax assets and hubility is settled. Deferred tax assets and liabilities are recognized in fill with a charge to the consolidated income statement, except when they relate to line items taken directly to a Charge to the consolluded in the eferred tax assets and liabilities are also recognized with a charge or credit to the related equity accounts.

Deferred tax assets and tax loss carryforwards are recognized when it is considered that the the Defence tax assets and the future, regardless of when they are recovered. Deferred tax assets and liabilities are not adjusted and are classified as non-current assets or liabilities in the consolidated balance sheet.

The Group recognizes the deferred tax arising from the deductibility of the amortication, for tax The Group Tecognizes the deletred tax ansing trom acquisition of companies (see Note 19).

The deferred tax asset recognized is reassessed at the end of each reporting period and the appropriate The delerred tax asset recognized is reassessed at the created their future recoverability. Also, recoverability. Also, recognized adjustments are made to the extent that there are and each reporting period and are recognized unrecognized deferred tax asset is reassessed at the end or each reporting pour future taxable profits.
to the extent that it has become probable that they will be recovered

"Income Tax" represents the sum of the current tax expense and the result of recognizing deferred tax assets and liabilities (see Note 19).

The Parent files consolidated income tax returns in Spain and is the ultimate parent of consolidated tax group no. 548/17.

4.17 Consolidated statements of cash flows

The following terms are used in the consolidated statements of cash flows, prepared in accordance with the indirect method, with the meanings specified:

    1. Cash flows: inflow and outflows of cash and cash equivalents, which are short-term, highly liquid investments that are subject to an insignificant risk of changes in value.
    1. Operating activities: the principal revenue-producing activities of the consolidated Group companies and other activities that are not investing or financing activities.
    1. Investing activities: the acquisition and disposal of long-term assets and other investments not included in cash and cash equivalents.
    1. Financing activities: activities that result in changes in equity and borrowings.

4.18 Transactions with affiliates

The Group carries out all its transactions with linked market securities. The prices of transactions The Group carries out all its transactoris with inted intectors of the Pirectors of the Parent Company
carried out with related parties are adequately supported, so the liabi carried out with relaced purches that could give rise to significant tax liabilities.

4.19 Cash and other equivalent liquid assets

This heading includes cash on hand, bank checking accounts and deposits and temporary acquisitions of assets that meet all of the following requirements:

  • They are convertible into cash.
  • At the time of its acquisition, its maturity was not more than three months.
  • They are not subject to a significant risk of change in value.
  • They are part of the Group's normal treasury management policy.

For the purposes of the statement of cash flows, occasional overdrate that form part of the Group's cash management are included as less cash and other equivalent liquid assets.

5. Earnings per share

Basic earnings per share are calculated by dividing the net profit attributable to the Group (after tax and minority interests) by the weighted a verage number of ordinatine of the Group (atter tax and
excluding the average number of treasury chansa shares outstanding d excluding the average number of treasury shares.

Earnings per share are calculated as follows:

Thousands of Euros
2024 2023
Net profit for the year (thousands of euros)
Weighted average number of shares
308,235 272,254
issued (thousands of shares) (*) 131,938 131,841
Earnings per share (euros) 2.34 2.07

(*) On 30 September 2024, the Parent Company holds 754,088 own shares (883,955 own shares on 30 September 2023)

On 30 September 2024, taking into consideration treasury shares, which are related to the long-term incentive plans (Note 4.12), the catediation of the diluted earnings per share would give a result of EUR
2.34 per share (EUR 2.07 on 30 September 2023 2.34 per share (EUR 2.07 on 30 September 2023).

6. Property, plant and equipment

6.1 Property, plant and equipment

The changes in "Property, Plant and Equipment" in the consolidated balance sheets in 2024 and 2023 were as follows:

2024

Thousands of Euros
Balance at
30/09/23
Additions or
Charge for
the Year
Disposals or
Reductions
Transfers Business
combination
s (Note 7.2)
Balance at
30/09/24
Cost:
Land and buildings
Plant and machinery
Other fixtures, tools and furniture
Other items of property, plant and
equipment
511,203
238,298
242,155
28,804
52,600
6,728
54,093
103
(10,259)
(22,886)
(13,673)
(250)
3,850
4,323
2,171
878
22
310
387
557,416
226,773
285,133
29,535
Property, plant and equipment in
progress
20,690
1,041,150
23,861
137,385
(161)
(47,229)
(14,710)
(3,488)
29,680
Accumulated depreciation:
Buildings
Plant and machinery
Other fixtures, tools and furniture
Other items of property, plant and
(229,751)
(180,909)
(160,362)
(42,622)
(14,524)
(34,131)
7,703
21,378
9,073
268
30
972
719
-
-
-
1,128,537
(264,402)
(174,025)
(184,448)
equipment (22,979) (a8a) 239 (1) (23,730)
Impairment losses (594,001)
(3,960)
(92,266) 38,393 1,269 (646,605)
(3,960)
443,189 45,119 (8,836) (2,219) 719 477,972

2023

Thousands of Euros
Balance at
30/09/22
Additions or
Charge for
the Year
Disposals
or
Reductions
Transfers Business
combinations
(Note 7.2)
Balance at
30/09/23
Cost:
Land and buildings 398,935 62,189 (1,390) (6,560) 58,029 511,203
Plant and machinery 241,728 12,577 (31,306) 12,010 3,289 238,298
Other fixtures, tools and furniture 174,692 13,408 (6,464) 8,419 52,100 242,155
Other Items of property, plant and
equipment
27,334 371 (217) 1,276 40 28,804
Property, plant and equipment in
progress
24,933 23,777 (28,140) 120 20,690
867,622 112,322 (39,377) (12,995) 113,578 1,041,150
Accumulated depreciation:
Buildings
(197,568) (40,457) 1,083 7,191 (229,751)
Plant and machinery (189,923) (14,679) 23,699 (6) - (180,909)
Other fixtures, tools and furniture (138,620) (28,853) 4,438 2,673 - (160,362)
Other items of property, plant and
equipment
(22,286) (909) 216 (22,979)
(548,397) (84,898) 29,436 9,858 - (594,001)
Impairment losses (3,960) (3,960)
315,265 27,424 (9,941) (3,137) 113,578 443,189

Additions

In 2024 and 2023, the main additions are related, mainly, to properties over which the Group has the right of use. The additions to fixed assets in progress correspond to the improvements that the group makes to its facilities.

Disposals

In 2024, the disposals were mainly due to the write-off of assets in France and Italy due to changes in facilities.

In 2023, the main disposals were related to derecognition of assets in France because of reduction of its facilities.

Transfers

In 2024 and 2023 items of plant, machinery and other fixtures were mainly transferred within this line item from "Property, Plant and Equipment in the Course of Construction". In addition, during 2023, certain assets with their corresponding depreciation were reclassified to "available-for-sale assets" (Note 4.7 and Note 9).

Lastly, transfers have been made to "Other Intangible Assets" during the fiscal year when information system-related projects have been completed and come into service, as well as the activation of certain lease equipment that were previously recorded as inventories.

6.2 Rights of use

As of 30 September 2024, the heading "Property, plant and equipment" of the Consolidated Balance Sheet amounts 266,015 thousands of euros corresponding to the carrying amount of assets that are object of lease contracts (234,588 thousands of euros on 30 September 2023).

The movement of the accounts under this heading during the fiscal years 2024 and 2023 are as follows:

2024

Thousands of Euros
Balance at
30/09/23
Additions or
Charge for
the Year
Disposals or
Reductions
Transfers Business
combinations
Balance at
30/09/23
Cost:
Land and buildings 310,581 52,415 (9,579) 353,417
Plant and machinery 12,317 3,648 (3,258) 12,707
Other fixtures, tools, and furniture 60,078 42,648 (3,946) 98,780
382,976 98,711 (16,783) 464,904
Accumulated depreciation:
Land and buildings (115,721) (39,021) 7,103 (147,639)
Plant and machinery (8,239) (2,468) 3,199 (7,508)
Other fixtures, tools, and furniture 24,428) (20,940) 1,626 (43,742)
(148,388) (62,429) 11,928 (198,889)
234,588 36,282 (4,855) 1 266,015

2023

Thousands of Euros
Balance at
30/09/22
Additions or
Charge for
the Year
Disposals or
Reductions
Transfers Business
combinations
Balance at
30/09/23
Cost:
Land and buildings 191,777 62,100 (730) (425) 57,859 310,581
Plant and machinery 9,574 2,732 (24) 35 12,317
Other fixtures, tools, and furniture 13,235 7,354 (312) (73) 39,874 60,078
214,586 72,186 (1,066) (498) 97,768 382,976
Accumulated depreciation:
Land and buildings
(79,786) (36,311) 376 (115,721)
Plant and machinery (5,892) (2,347) 1 (8,239)
Other fixtures, tools, and furniture (7,828) (16,941) 268 73 (24,428)
(93,506) (55,599) 268 449 (148,388)
121,080 16,587 (798) (49) 97,768 234,588

The Group acts as lessee in a very high number of lease agreements over various assets, although the significant ones correspond, mainly, to warehouses, and office buildings where the Group carries out its activities.

Likewise, as of September 30, 2024, the headings "Other non-current financial liabilities" and "Other current financial liabilities" of the consolidated balance sheet include EUR 214,400 thousand and EUR 60,547 thousand, respectively (EUR 189,242 thousand and EUR 53,253 thousand, respectively on 30 September 2023), corresponding to financial liabilities for rights of use of lease contracts (see Note 20.1).

6.3 Other disclosures

Fully depreciated items of property, plant, and equipment in use on 30 September 2024 amounted to EUR 347,934 thousand (EUR 347,538 thousand on 30 September 2023).

The Group has taken out insurance policies to cover the possible risks to which its property, plant and equipment are subject and the claims that might be filed against it for carrying on its business activities. These policies are considered to adequately cover the related risks.

As of September 30, 2024, and 2023, the items of property, plant and equipment located abroad, mainly in Portugal, France, Italy and Poland, amounted to EUR 145,207 thousand and EUR 130,132 thousand, respectively.

Goodwill 7.

7.1 Breakdown and significant changes

The breakdown, by identified cash-generating unit, of "Goodwill" on 30 September 2024 and 2023 is as follows:

Thousands of Euros
30-09-2024 30-09-2023
Italy, tobacco, and related products 664,118 665,569
France, tobacco, and related products 237,106 237,106
Iberia, transport 108,514 104,969
Iberia, other business: Pharma 486 486
Iberia, tobacco, and related products 2,017 2,017
1,012,241 1,010,147

Italy, tobacco, and related products

The goodwill associated with Logista Italia, S.p.A. arose when Etinera, S.p.A., a leading tobacco distributor in Italy, was acquired in 2004 from BAT Italia, S.p.A., an Italian subsidiary of British American Tobacco, Lda. Subsequently, Etinera, S.p.A.'s company name was changed to Logista Italia, S.p.A. The information relating to the aforementioned acquisition is included in the Group's consolidated financial statements for 2004.

The variation in goodwill associated with the CGU "Italy, tobacco and related products" corresponds to the allocation to assets of the goodwill generated by the acquisition of Gramma Farmaceutici S.R.L. in the fiscal year 2024 (see note 7.2).

France, tobacco and related products

The goodwill associated with Logista France, S.A.S. arose on the acquisition by Compañía de Distribución Integral Logista, S.A.U. of all the shares representing the share capital of Altadis Distribution France, S.A.S. (actually Logista France, S.A.S) from Seita, S.A.S., which belongs to Grupo Imperial Brands Limited PLC. The information on this acquisition is included in the Group's consolidated financial statements for 2014 and 2013.

Iberia, transport

The goodwill associated with Dronas 2002, S.L.U, arose when this company merged in 2002 with the Burgal Group, an integrated and express parcel and pharmaceutical logistics service provider, and in 2003 with the Alameda Group, a distributor of pharmaceutical supplies and food products. The information relating to the aforementioned mergers is included in the Group's consolidated financial statements for 2002 and 2003.

The Goodwill associated with the Dutch companies Speedlink Worldwide Express B.V., 24 Hours B.V., and German-Ex B.V. arose from the acquisition by Logista Integral, S.A. of these companies in February 2022, as described in note 7.2.

The Goodwill associated with Herinvemol, S.L. (Transportes el Mosca) arose from the acquisition by Logista Integral, S.A. of this company in October 2022, as described in note 7.2.

The Goodwill associated with Carbó Collbatalle, S.L. arose from the acquisition by Logista Integral, S.A. of this company in October 2022, as described in note 7.2.

The increase in Goodwill, in the fiscal year 2024, associated with the CGU "Iberia, transport" for an amount of 3,545 thousand euros corresponds to the goodwill generated by the acquisition of 3 for one, S.A. carried out during the fiscal year 2023 (see note 7.2).

Iberia, tobacco, and related products

The goodwill associated with José Costa & Rodrigues, Lda. arose from the acquisition, on 2017, by MIDSID -Sociedade Portuguesa de Distribuiçao, S.A. of all the shares representing the share capital of the acquired company. The information regarding the aforementioned acquisition is included in the consolidated annual accounts of the Group for the fiscal years 2017 and 2018.

7.2 Business combinations

Acquisition of 3 for one, SA (Belgium Parcel Services, SRL)

In December 2023, the Group reached an agreement to acquire 100% of the shares of 3 for one SA, the parent company of Belgium Parcel Services SRL, over which it has control, as described in note 2.7.5.

Belgium Parcel Services SRL is a Belgian company that offers 24-hour courier services in Belgium and Luxembourg and within 24 to 48 hours to the Netherlands, France, and Germany. The company specializes in the distribution of sensitive products, mainly temperature-controlled pharmaceutical products to hospitals and pharmacies.

The total price for these shares amounted to 7,658 thousand euros.

As of September 30, 2024, the company has recorded goodwill for an amount that amounts to 3,545 thousand euros, which has been assigned to the Iberia, transport segment. The fair value assessment of the assets has been carried out by an independent expert. This valuation includes, as intangible assets, customer relationships for 2,644 thousand euros and trade brands for 748 thousand euros.

Thousands of euros
Book Value at
date of
adquisition
Fair value
Property, plant, and equipment (Note 6) 719 719
Other intangible assets 3,392
Inventories 112 112
Trade receivables and other accounts receivable 2,099 2,099
Cash and cash equivalents 687 687
Other current assets 64 64
Deferred tax liabilities 1 (848)
Trade payables and other accounts payable (1,759) (1,759)
Other non-current financial liabilities (353) (353)
Total 1,569 4,113
Acquisition Consideration 7,658
Goodwill 3,545

Acquisition Herinvemol, S.L. (Transportes El Mosca)

In June 2022, the agreement for the acquisition of 60% of the shares of the company Herinvemol S.L., which is also the head company of a group of companies over which it has control, as detailed in Note 2.7.5 (Transportes El Mosca), was announced. This acquisition was finally completed on October 28, 2022.

Transportes El Mosca offers national and international intermodal transport services by road, sea, and air, as well as refrigerated, frozen or refrigerated transport. The main destination markets for international road transport activity are the United Kingdom, Germany, Portugal, France, the Netherlands, and Its customers are mainly producers and large distribution chains in the food sector.

The total purchase price of this 60 % amounted to 98,980 thousand euros.

On August 3, 2023, the Group announced the execution of the purchase option for an additional 13.33% for an amount of 23 million euros, expanding its participation to 73.33%.

As of September 30, 2023, the company held a call option for the remaining 26.67%, which is recorded at fair value, under the headings "Other financial liabilities" of non-current and current recorded for respective and equivalent amounts of 25,092 thousand euros (50.2 million euros in total libulates for respective and elassified according to the date on which they are expected to be executed. The movement recorded under the heading "Reserves of the Parent Company" amounting to 56,223 thousand euros corresponds mainly to the initial valuation of the call options at fair value to 50,223 thousand caros con esponso interests arising from the purchase transaction (16.5 ((19.5 million curos), reading from the profit for the year generated by the acquired company.

As of September 30, 2023, the company has recorded goodwill for an amount that amounts to 39,001 thousand euros, which has been assigned to the Iberia, transportation segment. The valuation of the assets at fair value has been carried out by an independent expert. This valuation includes, as a no intangible assets, Customer Relationships for 41,700 thousand euros and Trademarks for 5,200 thousand euros.

In July 2024, the Group announced the execution of the purchase option for the remaining 26.67% In July 2024, the Group anilion euros, increasing its stake to 100%. The movement recorded under the heading "Reserves of the parent company" for an amount of 6,143 thousand euros corresponds to the difference between the payment for the execution of the purchase option and its valuation as of September 30, 2023.

Thousands of euros Carrying Amount Fair Value of Acquired Companies 78,065 78,065 Property, plant, and equipment (Note 6) 48,210 1,310 Other intangible assets 712 712 Other non-current assets 86,723 86,723 Trade and other receivables 12,300 12,300 Cash and cash equivalents 2,529 2,529 Other current assets 51 51 Deferred tax assets (11,757) (32) Deferred tax liabilities (63,402) (63,402) Trade and other payables (245) (245) Provisions (49,690) (49.690) Other financial current liabilities (26,981) (26,981) Other financial non-current liabilities 41,340 76,515 Total 98,230 Consideration for the acquisition 750 Other current financial liabilities 16,536 Reserves of the parent company (Minority Interests) 39,001 Goodwill

The amounts of assets and liabilities arising from the acquisition are as follows:

Acquisition Carbó Collbatallé S. L.

In April 2022, the Group reached an agreement to acquire 100% of the shares in Carbon (one mains) company that offers transport and logistics services for refrigerated and frozen food, which carries cout its commercial activity mainly in the Spanish market. This acquisition was finally concluded in October 2022.

The purchase price of these shares amounted to 54,990 thousand euros. As a result of this acquisition, the Group has recorded goodwill for an amounts to 36,042 thousand euros, which has been assigned to the Iberia transportation segment. The valuation of the assets at fair value has been carried out by an independent expert. This valuation includes, as intangible as early, Customer Relationships for 19,700 thousand euros and Trademarks for 900 thousand euros.

The amounts of assets and liabilities arising from the acquisition are as follows:

Thousands of euros
Carrying Amount
of Acquired
Companies
Fair Value
Property, Plant, and Equipment (Note 6)
Other intangible assets
Other non-current assets
Trade and other receivables
Cash and cash equivalents
Other current assets
Deferred tax assets
Deferred tax liabilities
Trade and other payables
Other financial non-current liabilities
33,841
259
11,786
3,353
893
8
(320)
(17,870)
(28,452)
33,841
20,600
259
11,786
3,353
893
8
(5,470)
(17,870)
(28,452)
Total 3,498 18,948
Consideration for the acquisition 54,990
Goodwill 36,042

Acquisition Gramma Farmaceutici, S.R.L.,

In July 2023, the Group acquired 100% of the shares of Gramma Farmaceutici, S.R.L., (Note 2.8.5), a company specializing in logistics services for the pharmaceutical industry in Italy.

The total purchase price for these shares amounted to 2,943 thousand euros, paid in cash partly at the time of purchase in 2023 and partly in t 2024. During the year, the Group has concluded the purchase price allocation process to the assets and liabilities acquired, resulting in a modification of goodwill in the amount of 1,451 thousand euros. 1,196 thousand, leaving goodwill amounting to Euros 1,196 thousand, which has been allocated to the Italy, tobacco and related bronducts segment. As of September 30, 2024, the Group has recorded goodwill for an amount that amounts to 1,196 thousand euros, which has been assigned to the segment of Italy, tobacco, and related products.

The fair value assessment of the assets was carried out by an independent expert. This valuation includes, as intangible assets, Customer Relationships for 1,791 thousand euros and Business Licenses for 260 thousand euros.

The amounts of assets and liabilities arising from the acquisition are as follows:

Thousands of euros
Carrying Amount
of Acquired
Companies
Fair Value
(Provisional)
Property, plant, and equipment (Note 6) 1,671 1,671
Other intangible assets 272 2,305
Trade and other receivables 3,577 3,577
Cash and cash equivalents 226 226
Other current assets 255 255
Deferred tax liabilities (582)
Provisions (310) (310)
Trade and other payables (5,395) 6,395
Total 296 1,747
Consideration for the acquisition 2,943
Goodwill 1,196

Acquisition of Dutch companies Speedlink Worldwide Express B.V., 24 Hours B.V. y German-Ex B.V.

In February 2022, Logista acquired in the Netherlands 70% of shares from several companies (Note 2.7.5) specialized in express deliveries to and/or from Belgium and the Netherlands.

The total purchase price of this 70% amounted to 20 million euros, paid against cash. The goomil amounting to 11,656 thousand euros has been entirely allocated to the Iberia, Transport segment and is mainly attributable to the expected profitability of the business and the significant syncrying portfolio generates in the medical/healthcare distribution, while also expanding the Group's service portfolio outside the Iberian Peninsula.

The amounts of assets and liabilities arising from the acquisition are as follows:

Thousand of euros
Carrying Amount
of Acquired
Companies
Fair Value
Property, plant, and equipment (Note 6) 141
85
141
14,958
Other intangible assets 3,171 3,171
Trade and other receivables 336 336
Cash and cash equivalents 59 59
Other current assets (3,525)
Deferred tax liabilities (1,505) (1,505)
Trade and other payables (1,330) (1,330)
Other financial non-current liabilities 957 12,305
Total 20,270
Consideration for the acquisition 3,691
Reserves of the parent company (Minority Interests)
Goodwill
11,656

In May 2024, the Group acquired the remaining 30% of these companies to reach 100% ownership for an amount of 9,859 thousand euros, which has been recorded by reducing Minority Interests by for an anount of 9,059 thousand cares, in consolidated companies by 5,521 euros, within the Consolidated Equity.

7.3 Goodwill impairment analysis

The most relevant assumptions used in testing for impairment were as follows:

Discount and residual growth rates

2024 2023
Discount
Rate
Discount Rate Discount
Rate
Growth Rate
Italy, tobacco, and related products
France, tobacco, and related products
Iberia, transport
Iberia, other business: Pharma
Iberia, tobacco, and related products
7.86%
6.53%
8.80%
7.10%
7.46%
-0%
-0/0
-0/0
-0/0
-0/0
9.89%
7.78%
10.61%
8.48%
9.47%
-0/g
-0/0
-0/0
-0/a
-0/0

The parameters considered in defining the foregoing discount rates were as follows:

  • Risk-free bonds: 10-year bonds in the benchmark market of the CGU.
  • Nisk free bonamium; year-on-year average risk Premium in each country in which the Group is presented.
  • Unleveraged Beta: industry average, on a case-by-case basis.
  • Debt/equity ratio: industry average.

Future changes in sales, procurements and working capital

The principal assumption considered in the business plans of the main cash-generating units to calculate the value in use of each unit consisted of the performance of sales and procurements, the percentage change in which over the three years of the business plan was estimated as follows:

Average Performance
2024-2028
Sales Sales
Italy, tobacco, and related products
France, tobacco, and related products
4.3%
(2.2)%
4.40%
(2.3)%

In Italy, sales will perform positively as a result of the projected trend in tobacco prices and sales in order complementary business.

In France, the indicated trend arises in an expected environment of moderate variation in tobacco volumes and prices after the price and tax increases promoted by the French Government in recent years and already completed.

Based on the methods used and the estimates, projections, and valuations available to the Parent's directors, no impairment losses were recognized in relation to these assets in 2024 and 2023.

With regard to the sensitivity analysis of the impairment tests on goodwill, the Group performed an analysis of sensitivity of the impairment test result to changes due to increases of 100 pasio points in the discount rate and negative changes of 100 basis points in the residual growth rate, a porno with more restrictive commercial hypothesis. This sensitivity analysis performed separately for each of the assumptions did not disclose any impairment losses.

8. Other intangible assets

The changes in "Other Intangible Assets" in 2024 and 2023 were as follows:

2024

Thousands of Euros
Balance at
30/09/2023
Additions or
Charge for
the Year
Disposals or
Reductions
Transfer
(Note 6)
Business
combination
s (Note 7.2)
Balance at
30/09/2024
Cost:
I+D expenses 2,223 2,223
Computer software 234,293 706 (2,214) 5,947 238,732
Concessions, rights, and licenses 866,906 (54) 5,443 872,295
Advances and intangible assets in progress 5,590 7,707 (3,587) 9,710
1,109,012 8,413 (2,268) 2,360 5,443 1,122,960
Accumulated amortization:
I+D expenses (2,192) (2,192)
Computer software (205,448) (11,244) 1,903 (52) (214,841)
Concessions, rights, and licenses 581,847) (61,867) 20 (643,694)
789,487 (73,111) 1,923 (52) (860,727)
Impairment losses (623) 623)
318,902 (64,698) (345) 2,308 5,443 261,610

2023

Thousands of Euros
Balance at
30/09/2022
Additions or
Charge for
the Year
Disposals or
Reductions
Transfer
(Note 6)
Business
combination
s (Note 7.2)
Balance at
30/09/2023
Cost:
I+D expenses
Computer software
Concessions, rights, and licenses
Advances and intangible assets in progress
2,223
223,067
798,661
6,586
704
770
7,340
(196)
(26)
(21)
9,595
(8,773)
1,123
67,501
458
2,223
234,293
866,906
5,590
1,030,537 8,814 (243) 822 69,082 1,109,012
Accumulated amortization:
I+D expenses
Computer software
Concessions, rights, and licenses
(2,192)
(193,931)
521,034)
(11,678)
(60,814)
187 (26) - (2,192)
(205,448)
(581,847)
(717,157) (72,492) 188 (26) - (789,487)
Impairment losses (623) (623)
312,757 (63,678) (દર) 796 69,082 318,902

Additions

The additions to "Other intangible assets" in 2024 and 2023 relate mainly to functional development The additions to "Other intengible assess" in 26e r thinking over increase the services provided to its projects for the Logista Group Sexisting upplications to improve of the management systems in certain business segments.

Transfers

The transfers to "Computer Software" in 2024 and 2023 relate to the reclassification of various items that The transfers to "Computer Software" in 2029 felded intengible assets in progress" attending to their nature.

Impairment

In 2024 and 2023 the Group did not recognize any impairment losses on items classified as "Other Intangible Assets".

Other information

On 30 September 2024 and 2023, the intangible assets in use that were completely depreciated amounted to EUR 189,199 thousand and EUR 177,478 thousand, respectively.

9. Non-Current assets as held for sale

The movements that occurred during the year under the heading of Non-current assets held for sale The movements that occuried duning the year under the fitench subsidian Logista France S.A.S.,
correspond to the sale of a warehouse in Toulouse owned by the FFench subscript correspond to the Sale of a Wareloose in Toulouse owned of 5,291 thousand euros, which is included generating a total inflact on the consolidated income starsers" of the consolidated income In the "Net Testil" from "disposal" and "imparticle" of "his warehouse, which was owned by Logista
s of September the fiscal year 2024. The assets associated with for cale" a Statement for the nscal year 2024. The assess associated their rent assets held for sale" as of September 30, 2023, with a total net book value of 3,654 thousand euros.

10. Financial assets

The breakdown of financial assets as of September 30, 2024, and 2023 is as follows:

(Thousand euro) Equity instruments Credits, derivatives
and others
Total
2024 2023 2024 2023 2024 2023
Non-current financial assets
Financial assets at fair value through
equity
Financial assets at amortized cost
876 905 24,057 16,789 876
24,057
905
16,789
876 905 24,057 16,789 24,933 17,694
Current financial assets
Financial assets at amortized cost 1 - 4,263,526 4,213,832 4,263,526 4,213,832
4,263,526 4,213,832 4,263,526 4,213,832
876 905 4,287,583 4,230,621 4,288,459 4,231,526

These amounts are included in the following balance sheet items:

(Thousand euro) Equity instruments Credits, derivatives
and others
Total
2024 2023 2024 2023 2024 2023
Non-current financial assets
Other non-current financial assets
Deposits and bonds
Others
876 905 6,922
17,135
6,616
10,173
6,922
18,011
6,616
11,078
Current financial assets 876 905 24,057 16,789 24,933 17,694
Trade receivables and other accounts
receivable
Customers for short-term sales and
services
Customers, group companies and
- - 1,977,465 1,953,788 1,977,465 1,953,788
associates - T
Miscellaneous debtors I 10,591
31,403
10,537 10,591 10,537
Personal - - 1,112 8,730
266
31,403 8,730
Provisions for insolvencies = - 666675 (50,353) 1,112
(51,999)
266
(50,353)
- 1 1,968,572 1,922,968 1,968,572 1,922,968
-
Other current financial assets -
Loans granted to third parties - 1,344 1,318 1,344 1,318
Loans granted to related companies - - 2,293,720 2,289,657 2,293,720 2,289,657
Valuation adjustments for impairment - - (110) (111) (110) (111)
- - 2,294,954 2,290,864 2,294,954 2,290,864
4,263,526 4,213,832 4,263,526 4,213,832
876 905 4,287,583 4,230,621 4,288,459 4,231,526

10.1 Financial assets at amortized cost

The detail of the financial assets classified in this category as of September 30 is as follows:

(Thousand euro) 2024 2023
Non-current financial assets 6,922 6,616
Bonds Delivered and Advance Payments 17,135 10,173
Others 24,057 16,789
Current financial assets 1,922,968
Trade receivables and other accounts receivable 1,968,571
1,344
1,318
Third-party receivables
Loans granted to related companies
2,293,610 2,289,546
4,263,525 4,213,832
4,287,582 4,230,621

Other non-current financial assets

In previous years, Compañía de Distribución Integral Logista, S.A.U. was subject to proceedings corresponding to the settlements of foreign trade activities for the years 2012 to 2018, both inclusive, amounting to 13,670 thousand euros, which have been appealed. Of this amount, 10,065 have been paid to avoid the possible accrual of late payment interest.

The Group, in accordance with the assessment carried out and corroborated by its external advisors, considers that the existing arguments to defend the company's actions in this regard are solid and should prevail before the courts; his is the reason why the outflow of financial resources is not considered likely and consequently, it has recorded the payment as an asset included under the heading "Other non-current financial assets" of the accompanying balance sheet as of September 30, 2024, as it considers its recovery probable.

The variation in 2024 corresponds to the signing of various audiovisual production financing contracts with Telefónica Audiovisual Digital S.L.U. for an amount of 7,037 thousand euros.

Credits granted to related parties

As of 12 June 2014, Imperial Tobacco Enterprise Finance Limited, Compañía de Distribución Integral Logista Holdings, S.A.U., Compañía de Distribución Integral Logista, S.A.U. and Logista France, S.A.S., entered into a mutual agreement for a five-year credit line (automatically renewable for one year, unless either of the parties sends a notice opposing such renewal at least one year prior to maturity), with a maximum draw down limit of EUR 2,000 million.

As of 1 December 2015, the maximum draws down limit was increased to EUR 2,600 million. The purpose of this agreement is to govern the terms and conditions under which Logista will lend, on a daily basis, its cash surpluses to Imperial Tobacco Enterprise Finance Limited for the purpose of optimizing its cash flow, and the loans from Imperial Tobacco Enterprise Finance Limited to Compañía de Distribución Integral Logista, S.A.U. in order for the latter to be able to meet its cash needs arising from its operations. In accordance with this agreement, Compañía de Distribución Integral Logista, S.A.U. will lend, on a daily basis, its cash surpluses to Imperial Tobacco Enterprise Finance Limited or will receive the cash necessary to meet its payment obligations.

Imperial Tobacco Enterprise Finance Limited changed its corporate name on February 29, 2016, to Imperial Brands Enterprise Finance Limited.

On 21 March 2018, Imperial Brands Enterprise Finance Limited transferred the rights and obligations under the aforementioned credit line agreement to Imperial Brands Finance PLC., and the maturity was extended to 12 June 2024.

During the financial year 2023 and until 12 June 2024 the maximum drawdown limit was €2.6 billion at an interest rate of the ECB plus a spread of 0.75%. These conditions were modified with effect from 13 June 2024, with the maximum drawdown limit increasing to EUR 3,000 million and the interest rate to 2.865% for a first tranche of EUR 1,000 million and the remaining EUR 1,000 million at the floating rate of 6-month Euribor plus a spread of 0.75%.

By virtue of this agreement, the Parent Company has undertaken not to obtain financing from third parties and not to provide any type of security over its assets unless such transaction is approved by a qualified majority of the Board of Directors.

This agreement aims to regulate the conditions and terms under which Logista will provide Imperial Brands Finance, PLC, with its excess treasury on a day-to-day basis, with the goal of optimizing its cash flow, as well as the loans from Imperial Brands Finance, PLC, to Compañía de Distribución Integral Logista, S.A.U., so that they can meet the treasury needs arising from their operations.

In accordance with this contract, Compañía de Distribución Integral Logista, S.A.U. will lend its surplus treasury to Imperial Brands Finance, PLC, on a daily basis or will receive the necessary treasury to fulfill its payment obligations.

As of 30 September 2024, the outstanding balance amounts to EUR 2,294 million euros (30 September 2023: EUR 2,290 million).

The interest accrued on this credit line on 30 September 2024 amounted to EUR 100,999 thousand euros (30 September 2023: EUR 82,885 thousand) (see Note 25).

Until June 12, 2024, the daily balance of this internal current account has an equivalent cost to the interest at the European Central Bank interest rate, plus a spread of 0.75% for the credit provisions, and earn at the same reference rate, plus a spread of 0.75% for the surplus loans. From this date, the cost and remuneration of these balances have been the result of applying a fixed rate of 2.865% plus a spread of 0.75% for the first 1,000 million euros and the 6-month Euribor interest rate plus a spread of 0.75% for the rest of the balances.

Interest is calculated daily, based on 360 days, and is capitalized every quarter.

Through this credit facility, the Logista Group will lend its surplus cash to Imperial Brands Finance PLC on a daily basis or receive the cash necessary to meet its payment obligations.

Trade receivables and other accounts receivable

The composition of this heading as of 30 September is as follows:

(Thousands of euros) 2024 2023
Sales and service customers 1,925,466 1,903,435
Customers, group companies and associates (Note 25) 10.591 10.537
Miscellaneous debtors 31,403 8,730
Staff 1,112 266
1,968,572 1,922,968

The fair value of these financial assets, calculated on the basis of the discounted cash flow method, did not differ materially from their book value.

Customers for sales and service provision

This account includes, mainly, the balances receivable on sales of tobacco, stamps and franking notes relating, basically, to the last delivery of each financial year, payable in the first days of the following year, including the excise duties and VAT associated with the sale of tobacco that are not part of the turnover (see Note 4.15).

The credit period for the sale of goods and services ranges from 10 to 30 days from the invoice date.

There is no concentration of customers in accounts receivable, as no customer accounts for more than 5% of them.

The breakdown of accounts receivable from customers that are overdue and non-provisioned as of September 30, 2024, and 2023 is as follows:

Thousands of Euros
Period 2024 2023
0-30 days 76,214 58,060
30-90 days 21,431 22,493
90-180 days 13,404 9,203
180-360 days 2,559 1,907
More than 360 days 1,868 2,146

The Group follows the criterion of provisioning for those debts that are delinquent based on the age of the debt and the expected loss on such receivables, unless there are additional collection guarantees.

Valuation adjustments

The balance of the item "Customers for sales and services" is shown net of impairments. The movements in these corrections have been as follows:

(Thousands of euros) 2024 2023
Initial Amount 50,353 45,775
Endowments 10,246 1,698
Reversals (8,378) (850)
Provisions applied to purpose (222) 3,730
Final balance 51,999 50,353

The additions and reversals of 2024 and 2023 to the provision for insolvency are mainly recorded under the heading "Cost of logistics networks - Other operating expenses" of the accompanying consolidated income statement.

As of September 30, 2024, and 2023, all provisioned balances are more than 90 days old.

11. Inventories

The detail of the Group's inventories on 30 September 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Tobacco 1,615,293 1,581,520
Published materials 11,739 10,046
Other merchandise 208,491 204,524
Write-downs (11,610) (15,575)
1,823,913 1,780,515

Part of the tobacco stocks includes the excise duties on tobacco products accrued on them. Specifically, the amount of Excise Duties included in the stock balance as of September 30, 2024, amounts to 593,189 thousand euros (530,835 thousand euros as of September 30, 2023).

The impairment allowance for 2024 and 2023 mainly covers the value of tobacco stocks that are defective or cannot be sold at closing. The movement in the impairment allowances under the heading "Inventories" in the accompanying consolidated balance sheet was as follows:

Thousands of
Euros
Accumulated write-down at 30 September 2022 8,827
Period write-downs 9,882
Reversals (119)
Amounts derecognized (3,015)
Accumulated write-down at 30 September 2023 15,575
Period write-downs 412
Reversals (5,120)
Amounts derecognized 744
Accumulated write-down at 30 September 2024 11,611

On 30 September 2024 and 2023, the Group had arranged insurance policies to cover the value of its inventories.

12. Cash and cash equivalents

"Cash and Cash Equivalents" in the consolidated balance sheets as of September 30, 2024, and 2023 includes mainly the Group's cash deposited in current accounts at banks. There are no restrictions on the availability of these balances.

The average interest rate obtained by the Group on its cash and cash equivalent balances has been 1.27% in 2024 (1.68% in 2023).

13. Equity

At the end of 2024 and 2023 the Parent's share capital amounted to EUR 26,550 thousand and was represented by 132,750,000 fully subscribed and paid shares of EUR 0.2 par value each, all the same class.

As indicated in Note 1, the Parent was incorporated on 13 May 2014, with a share capital of EUR 60 thousand, divided into 300,000 shares of EUR 0.20 par value each, all of which are of the same class and fully subscribed and paid in cash by its sole shareholder, Altadis, S.A.U.

On 4 June 2014, the sole shareholder approved the share capital increase through a non-monetary contribution of EUR 26,490 thousand, through the issue of 132,450,000 new shares of EUR 0.20 par value each, together with a total share premium of EUR 942,148 thousand. The shares issued were of the same class as the outstanding shares and were fully subscribed and paid by Altadis, S.A.U. through the contribution to the Company of 44,250,000 registered shares representing all of the share capital of Compañía de Distribución Integral Logista, S.A.U (Logista Group Partner Company until that moment). For these purposes, it should be noted that the aforementioned non-monetary contribution was subject to the required assessment by an independent expert appointed by the Mercantile Registry, pursuant to the Spanish Capital Companies Law consolidated text and the Mercantile Registry Regulations.

The offering of shares in the Parent Company came to an end on 14 July 2014, and its shares are currently listed for trading in the Continuous Market on Madrid, Barcelona, Valencia and Bilbao Exchanges.

On 31 July 2018, Altadis, S.A.U. sold 13,265,000 shares, representing 9.99% of the Parent's share capital.

On 20 July 2021, Altadis, S.A.U. agreed to sell its ownership in Logista Integral, S.A., representing 50.01% of the share capital, to Imperial Tobacco LTD, a company also belonging to the Imperial Brands PLC Group. The only shareholder with an ownership interest of 10% or more in the Parent's share capital on 30 September 2023 and 2022 is Imperial Tobacco LTD with an ownership interest of 50.01%.

On 30 September 2024 and 2023, all shares of the Parent have the same voting and dividend rights.

Capital Management

The main objectives of the Group's capital management are to ensure financial stability in the short and The main objectives of the of investments, keeping debt levels, all aimed at that the Group maintains its financial strength and soundness of their ratios so that it supports their business and maximizes the value for its shareholders.

On 30 September 2024 the Group had a net cash position amounting to 2,383,607 EUR thousand ( 2,387,714 EUR thousand on 30 September 2023), the detail being as follows:

Thousands of Euros
2024 2023
Other current financial liabilities (Note 20) (80,519) (96,110)
Gross debt (80,519) (96,110)
Other Current financial assets (Note 10) 2,294,954 2,290,864
Cash and cash equivalents 169,172 192,960
Financial assets and cash 2,464,126 2,483,824
Total net financial position 2,383,607 2,387,714

14. Reserves

a) Share premium

The Spanish Capital Companies Law expressly permits the use of the share premium account balance to increase the capital of the entities at which it is recognized and does not establish any specific restrictions as to its use.

b) Reserves of the Parent

Legal reserve

Under the Spanish Capital Companies Law, 10% of net profit for each year must be transferred to the legal reserve until the balance of this reserve reaches at least 20% of the share capital, The legal reserve can be used to increase capital provided that the remaining reserve balance does not fall below 10% of the increased share capital amount, Otherwise, until the legal reserve exceeds 20% of share capital, it can only be used to offset losses, provided that sufficient other reserves are not available for this purpose.

On 30 September 2024 the Parent's legal reserve has reached the legally required minimum.

Other reserves

The capital increase expenses incurred by the Parent in 2014 in the transaction described in the "Share Capital" section, which were charged to reserves, amounted to EUR 176 thousand, net of the related tax effect.

In addition, this heading includes the annual allocation for 2024 and 2023 to the blocks of the Action Plan, amounting to 2,663 thousand euros and 2,867 thousand euros, respectively (see Notes 4.12 and Fially and the current financial year, an application amounting to 3,151 thousand euros is included for the settlement of the different blocks corresponding to the company's Incentive Plans in force (see Notes 4.12 and 5).

c) Reorganization reserve

This line item includes the net effect which arose in the Parent's reserves as a result of the corporate reorganization that took place during the year 2014, as described in Note 1, in conformity with the regulatory financial reporting framework applicable to the Group.

d) Reserve for first application of IFRS

As a result of the transition to International Financial Reporting Standards (IFRSs), the Group revalued a plot of land assigned to its operations by EUR 28,500 thousand, based on the appraisal of an independent valuer, considering the fair value of this plot of land to be the deemed cost thereof in the transition to IFRSs. The impact of this revaluation on reserves amounted to EUR 19,500 thousand.

e) Dividends

On July 24, 2024, the Company's Board of Directors approved the distribution of an interim dividend of 73,923 thousand euros on 2024 profit, which was already paid on August 29, 2024 (64,619 thousand euros in 2023) (see Note 3).

On February 2, 2024, the shareholders at the Parent's Annual General Meeting approved the distribution of the profit for 2023, which included an interim dividend out of the profit for that year, which had previously been approved by the Board of Directors and paid, amounting to EUR 64,619 thousand together with a final dividend of 179,452 thousand euros, paid on 29 February 2024.

On February 7, 2023, the General Shareholders' Meeting of the Parent Company approved the distribution of the results for fiscal year 2022, which included an interim dividend on the results of said fiscal year that was approved by the Board of Directors and settled previously, by amount of 56,71.4 thousand euros and a complementary dividend in the amount of 125,256 thousand euros, which was paid on February 23, 2023.

f) Treasury shares

The Group has 754,088 treasury shares amounting to 20,144 thousand euros, of which 622,397 shares are earmarked to cover the long-term incentive plan that can be settled in treasury shares for a total amount of 11,890 thousand euros (883,955 treasury shares amounting to 21,265 thousand euros of which it has allocated 751,989 shares for the coverage of the long-term incentive plan payable in own shares for a total amount of 18,091 thousand euros as of September 30, 2023).

On January 20, 2021, the Company entered into a liquidity agreement with Banco Santander, S.A. the objective of which is to promote liquidity and regularity in the listing of the Company's shares. This contract is in accordance with the liquidity contract model incorporated in Circular 1/2017 of 26 April of the National Securities Market Commission on liquidity contracts. The total number of shares allocated to the securities account associated with the Liquidity Contract is 120,000 shares and the term of the contract is 12 months from that date, which can be extended for successive years.

15. Reserves at consolidated companies

The detail of "Reserves of Group Companies and Associates" in the consolidated balance sheets on 30 September 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Reserves in fully consolidated companies
Reserves in companies consolidated by the equity
method
(134,000) (117,221)'
3,107 2.113
(130,893) (115,108)

The reserves at consolidated companies include the retained earnings not appropriated at the beginning of the period relating to the consolidated companies and consolidation adjustments. The variation compared to previous year is due to the dividends distributed by the consolidated companies to the parent company of accumulated reserves.

16. Minority interests

The detail, by company, of "Minority interests" and "Profit/loss attributed to minority interests" in the consolidated balance sheets is as follows:

Thousands of euros
2024 2023
Entity Minority
Interests
Minority
Interests
Minority
Interests
Result
Attributed
to
Minorities
Distribución de Publicaciones Siglo XXI Guadalajara, S.L.
Distribuidora de Ediciones, S.A.
Distribuidora de Publicaciones del Sur, S.L.
Dutch companies
Other companies
(26)
191
161
(13)
(80)
155
18
54
36
4.338
158
(7)
(3)
(27)
447
331 62 4.604 410

17. Financial Risk Exposure

The management of the financial risks to which the Logista Group is exposed in the course of its business constitutes one of the basic pillars of its activities aimed at preserving the value of the Group's assets at all the business units and in all the countries in which it operates (mainly Spain, Italy, France, Portugal and Poland) and, as a result, the value of its shareholder's investments. The risk management system is structured and defined to achieve the strategic and operating objectives.

The Group's activities are exposed to various financial risks: market risk (including exchange risk), credit risk, liquidity risk and cash flow interest rate risk.

The Group's financial risk management is centralized in the Corporate Finance Division. This Division has the required mechanisms in place to control, based on the Group's financial position and structure and on the economic variables of the environment, the exposure to interest and exchange rate fluctuations and to the credit and liquidity risks, establishing the related credit limits and setting the policy for the doubtful debts allowance.

Credit risk

The Group's main financial assets are cash, loans to Group companies and trade and other receivables. In general, the Group holds its cash and cash equivalents at banks with high credit ratings. Also, the Group is exposed to the credit risk or counter-party risk of the group Imperial Brands, PLC, as a result of the cash transfer agreements entered into therewith.

The Group controls the risks of doubtful debts and default by setting credit limits and establishing demanding conditions with respect to collection periods; this commercial risk is distributed among a large number of customers with short collection periods and historically very low rates of non-payment and, therefore, the credit risk vis-à-vis non-Group third parties is not significant, due to the parties solvency.

The Group considers that on 30 September 2024 the level of credit risk is not significant, given the solvency of the counterparts.

Interest rate risk

In relation to its cash and cash equivalents and bank borrowings, the Group is exposed to interest rate fluctuations which might affect its profit and cash flows.

In accordance with the disclosure requirements of IFRS 7, the Group performed a sensitivity analysis in relation to the possible interest rate fluctuations which might occur in the markets in which it operates. Placed on these requirements, the Group considers that each interest rate drop of 10 basis points would give rise to a decrease in the Group's finance income of EUR 2,1 million euros (2023: EUR 2,1 million).

Foreign currency risk

The level of exposure of equity and the income statement to the effects of future changes in the foreign riverely of exposure or equify and significant because the volume of the Group's transactions in currencies other than the euro is not material (see Note 24).

The Group does not have significant in foreign entitles which operate in currencies other than the euro and it does not carry out significant transactions in countries whose currency is not the euro.

Liquidity risk

The Group has to meet payments arising from its activities, including significant amounts relating to excise duties and VAT.

Moreover, on 30 September 2024 and 30 September 2023, the Group had a working capital deficiency amounting to EUR 699,473 thousand euros (September 2023: EUR 741,163 thousand) excluding assets held for sale. However, because of the difference between the average collection and payment, the Group generates sufficient liquidity to meet these payments.

In any event, the Group, for the purpose of ensuring liquidity and enabling it to meet all the payment obligations arising from its business activities, has the cash equivalents disclosed in its consolidated balance sheet, together with the cash-pooling facilities, with the maximum drawdown limit of EUR 3,000 million, with companies in the Group to which it belongs, (see Note 10).

Macroeconomic environment

The social, political and/or macroeconomic conditions on a global scale, which affect Europe and particularly Spain, Portugal, France, Italy and, to a lesser extent, Poland, may condition Logista in the different areas in which it operates.

During 2024, Europe was characterized by economic tensions due to inflation and moderate growth, and geopolitical challenges related to the war in Ukraine, tensions between the US and China, energy crises, and political instability in several key countries where the Group operates.

Inflation, although it began to moderate, remained a key concern in various European countries, due to the persistent impact of the energy crisis, stemming from the war in Ukraine and the restrictions on the persident implied on one, Italy, and Portugal faced high energy prices. The European Central Bank (ECB) policies, such as interest rate hikes, tried to contain inflation but also slowed down economic growth. In this sense, economic growth in Europe was uneven: Spain and Italy showed moderate growth thanks to the revival of tourism, while France and Poland faced challenges due to the slowdown in domestic demand and the effects of the war.

All of this continues to create uncertainty about the pace of recovery of economies in the coming months.

Despite all this, Logista has reached good results and has achieved increases in the main headings of its income statement.

18. Provisions

The detail of the balance of short and long-term provisions in the accompanying consolidated balance The detail of the builted of Short and of the main changes therein in the periods is as follows:

2024

Thousands of Euros
Balance at
30/09/2023
Additions Reversions Provisions
used
Transfers Balance at
30/09/2024
Excise duty and other assessments
Obligations to employees
Provision for contingencies and charges
Other
7,179
12,661
5,696
2,181
250
2,590
740
131
(36)
(866)
(109)
40
(250)
(1,903)
(47)
(4)
(850)
(392)
7,143
12,478
5,430
1,880
Non-current provisions 27,717 3,711 (1,051) (2,200) (1,246) 26,931
Provision for restructuring costs
Customer Refunds
other
10,650
1,582
4,219
1,610
22
563
(242)
(895)
(7,100)
(1,891)
392
854
5,552
1,362
2,850
Current provisions 16,451 2,195 (1,137) (8,991) 1,246 9,764

2023

Thousands of Euros
Balance at
30/09/2022
Additions Reversions Provisions
Used
Transfers Balance at
30/09/2023
Excise duty and other assessments
Obligations to employees
Provision for contingencies and charges
other
7,179
13,873
6,124
1,867
2,508
1,399
314
(2,459)
(326)
(1,418)
(1)
157
(1,500)
7,179
12,661
5,696
2,181
Non-current provisions 29,043 4,221 (2,785) (1,419) (1,343) 27,717
Provision for restructuring costs
Customer Refunds
Other
2,814
1,256
2,580
11,392
326
2,232
(31)
(280)
(3,418)
(1,843)
(107)
1,530
10,650
1,582
4,219
Current provisions 6,650 13,950 (311) (5,261) 1,423 16,451

Provision for excise duty on tobacco products and for other assessments

Compañía de Distribución Integral Logista, S.A.U. has provisions, mainly, for assessments as a result o Compania de Distribution Integral Eogista, of the corporate income tax from 2012 to 2016 for an amount tax addits from the Spanish cax additioners appealed, and is currently before the National Appellate Court, with a contentious-administrative appeal filed on July 24, 2023.

On 30 September 2024, Logista Italia, S.p.A. has recorded a provision of Euros 2,100 thousand (Euros On 30 September 2024, Eoglista Italia, Orp. R. n. half of the inspection opened by the Italian tax authorities. 2, 200 thousand at 30 been set aside to cover risks arising from other assessments initiated against the Group for insignificant amounts.

In previous years, Compañía de Distribución Integral Logista, S.A.U. was subject to proceedings In previous years, Compania de Discribution Integral "Edgical" vears 2012 to 2018, both inclusive, con esponding to the Sections of Twitch have been appealed. Of this amount, 3,605 thousand euros, alliounting to 13,070 thousand caros, which interest the remaining amount, 10,065 thousand
corresponding to the 2012 financial year, have been guarant and which, correspond corresponding to the 2012 mid the possible accrual of interest for late payment and which corresponds euros, has been paid to avoid the possible of the sand euros, since for the following years the amounts are less relevant.

The Group, according to the evaluation carried out and corroborated by its external advisors, considers The Group, according to the cvaluation carnup's actions in this regard are solid and should prevail before that the existing arguments to delens the group of scarens in not considered likely and consequently, it has not made any provision for the endorsed minutes and has recorded the payment of the remainder (10,065 accompanying he help as an asset included under the heading "Other non-current financial assess" of the accompanying balance sheet as of September 30, 2024 (see Note 10) as it considers its recovery likely, In this regard, it should be borne in mind that, by virtue of the agreements signed by the group, any impact derived from a possible tariff increase on the goods distributed by the group may be passed on to the supplier of the goods.

On September 24, 2021, an appeal for annulment was filed with the Supreme Court against the aforementioned assessments, amounting to 13,608 thousand euros. The Supreme Court admitted the said appeal and, on April 12, 2024, agreed to suspend the proceedings and refer a preliminary question to the Court of Justice of the European Union in order to clarify the interpretation of the applicable regultions.

Provisions for employee benefit obligations

It includes mainly the present value of the obligations assumed by Compañía de Distribución Integral Logista, S.A.U. in terms of long-service bonuses and the "free tobacco" benefit and the provisions recognized by the Group companies to meet retirement obligations.

The present value of these commitments in Compañía de Distribución Integral Logista, S.A.U. has been calculated based on actuarial studies by independent experts, using PER2020 10 collective order maraity tables, an update rate of 3.42% annually in 2023), as the main hypotheses. The present value of these commitments has been calculated based on actuarial studies by independent experts, usen TF/HT mortality tables 2000-2023, inflation of 2.45% and an update rate of 3.72% per year (3.72% per year (3.72% per year (3.72% per year in 2023), as the main assumptions.

During the 2024 financial year, the Group credited reserves in the amount of 320 thousand euros (charges to reserves amounting to 2,530 thousand euros as of September 30, 2023), corresponding to changes in the actuarial assumptions used to calculate the present value of the total commitment acquired by the Group.

In 2017, a provision of EUR 6,860 thousand was recognized as a result of a decision handed down by the Employment Tribunal of the National Appellate Court, which ordered that Compañía de Distribución Integral Logista, S.A.U. recognize the right of those employees formerly emaloyed by Altalis, S.A.U. who had retired after 2005 to receive, once they had retired, the equivalent monetary value of the grit tobaco they would receive at present as active personnel. The Group appealed against this decision at the Supreme Court. On 25 September 2019, the Supreme Court has dismissed the appeal, ordering Compania de Distribución Integral Logista, S.A.U. to pay the aforementioned amount, without any admitional risk to be recognized.

Provision for restructuring costs

This account mainly includes the estimate in relation to the restructuring plans that the Group is carrying out. During 2024, provisions amounting to 1,610 thousand euros have been recorded (11,392 thousand euros in 2023, of which 9,000 thousand euros come from the closure of the Toulouse warehouse), Compensation payments have been made in the amount of 7,100 thousand euros of which 5,000 throusand euros came from the closure of the Toulouse warehouse (3,418 thousand euros in the previous year), which have been applied against the provisions set aside for this purpose.

These provisions were reclassified to current liabilities on the basis of the directors' estimates as to the dates on which these proceedings will come to an end.

Provisions for customer refunds

The customers of publishing sector are entitled to the refund of those products which are finally not sold, and the Group may in turn exercise this entitlement to a refund vis-à-vis its suppliers. At ach year-end, the Group recognizes a provision based on past experience of the refunds on sales with a view to recting the margins obtained in the course of the book and publications sales activity.

Provisions for contingencies and charges

"Provision for Contingencies and Charges" includes mainly several lawsuits in process in which the Group is involved with third parties, as well as other third-party liability.

19. Tax matters

Consolidated Tax Group

In 2024 some of the Group companies are taxed under a consolidated tax return with the Parent Company (see Note 4.16). The companies included together with the Parent Company in the consolidated tax return (Gec note Troyoration Tax purposes, are the following: Logista Integral, S.A.U (formerly as Compañía de Distribución Integral Logista, S.A.U), Publicaciones y Libros, S.A.U, Logista Retail, S.A.U. (hereinafter Logista DIS, S.A.U.), La Mancha 2000, S.A.U., Dronas, 2002, S.L.U., Logista Pharma Canarias, S.A.U., Distribuidora de Publicaciones Siglo XXI Guadalajara, S.L., Logista Pharma, S.A.U., Logista Strator, S.L.U., Compañía de Distribución Integral de Publicaciones Logista, S.L.U., , Logista Freight S.A.U. (hereinafter Logesta Gestión de Transporte, S.A.U.), Be to Be Pharma, S.L.U., Logista Payments, S.L.U., Logista Regional de Publicaciones, S.A.U., Distribuidora Valenciana de Ediciones S.A., y Carbó Collbatallé S.L.

On the other hand, Logista Holdings France, Logista Promotion et Transport, Logista France, S.A.S., Société Allumetière Française, S.A.S. and Logista Freight S.A.S. (formerly known as Logesta France S.A.S.), are taxed under the consolidated tax regime for corporate income tax purposes in France, with Logista Holdings France, S.A.S. being the head of this group.

Logista Italia, S.p.A. and Logista Retail S.p.A. (formerly known as Terzia, S.p.A.) are taxed under the consolidated tax regime for corporate income tax purposes in Italy, with the head of this group being Logista Italia, S.p.A.

In addition, CDIL-Companhia de Distribuiçao Integral Logista Portugal, S.A., Midsid - Sociedade portuguesa de Distribuição, S.A. and Logista Transportes, Transitarios e Pharma, Lda., are taxed under the consolidated tax regime for corporate income tax purposes in Portugal, the head of which is CDIL-Companhia de Distribuição Integral Logista, S.A.U.

On the other hand, Herinvemol. S.L. (Parent Company), Transportes el Mosca, S.A., Mosca Marítimo, S.L., Ordimur, S.L., Transportes el Mosca Murcia, S.L., Innoreste, S.L., Mosca Marítimo Baleares, S.L., and Albacetrans, S.L. are taxed under a consolidated tax regime with the Parent Company.

The Group's other subsidiaries file individual tax returns in accordance with the tax legislation in force in each country.

Years open for review by the tax authorities

Consolidated entities have, in general, open for review by the tax authorities the main taxes that apply to them in accordance with the specific legislation of each country, which ranges from 3 to 10 years.

Logista Integral, S.A.U (formerly as Compañía de Distribución Integral Logista, S.A.U) has open for review by the tax authorities the years 2022, 2023 and until September 2024 for excise taxes, and fiscal year 2020 and until September 2024 for foreign trade taxes, as inspections have been closed in previous exercises

Regarding the inspection processes, as of September 30, 2024, the inspection in Portugal, which covered the review of the special tax for the years 2018 to 2021, has been closed and found to be in compliance. In France, an inspection procedure was initiated in January 2024 to review corporate tax, VAT, and withholdings for the fiscal years 2021 to 2023 and is currently in progress.

The Company's Directors consider that the tax returns for the aforementioned taxes have been filed correctly and, therefore, even in the event of discrepancies in the interpretation of current tax legislation in relation to the tax treatment afforded to certain transactions, such liabilities that might arise would not have a material effect on the accompanying financial statements.

Balances held with the Tax Authorities

The detail of the tax receivables on 30 September 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Deferred tax assets: 357 11,825
Tax receivables (current):
VAT refundable
4,890 5,690
Income tax refundable
Other
18,869
1,200
28,369
10,235
24,959 44,294

The deferred tax assets relate mainly to temporary differences for provisions recognized for restructuring plans, termination benefits and obligations to employees that will become tax deductible in the coming years. Also, Law 16/2012, of 27 December, established for 2013 and 2014 a ceiling on the deductibility of the depreciation and amortization charge. Specifically, it was possible to deduct up to 70% of the depreciation and amortization charge, and the portion of the charge that was not deductible started to be recovered according to the remaining amortization period and lineal.

On this year ended September 30, 2024, Logista has applied the limitation to 50% of the negative tax bases of each of the members of the tax group, as provided for in the nineteenth additional provision of the Corporate Income Tax Law.

The detail of the tax payables on 30 September 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Deferred tax liabilities: 203,347 235,583
Tax payables (current):
Excise duty on tobacco products 4,003,615 4,044,231
VAT payable 1,122,064 1,095,945
Customs duty settlements 3,748 2,230
Income tax, net of prepayments 18,256 20,826
Personal income tax withholdings 8,712 8,624
Social security taxes payable 21,056 20,294
Tax retention to tobacconists (France) 72 5,467
Other 1,819 1,895
5,179,342 5,199 - 19

Short-term balances include mainly the "Excise Duty on Tobacco Products" accrued by Compañía de Distribución Integral Logista, S.A.U., Logista France, S.A.S. and by Logista Italia, S.p.A. and pending payment to the tax authorities.

The deferred tax liabilities arising from business combinations relate mainly to the tax effect of the recognition of the agreements with the tobacco manufacturers of the subsidiary Logista France, S.A.S., within the context of the acquisition of this subsidiary in 2013 (see Notes 4.4 and 8).

Until 2011, each year Compañía de Distribución Integral Logista, S.A.U decreased its taxable profit by one twentieth of the implicit goodwill included in the acquisition price of its subsidiary in Italy. These reductions are considered to be temporary differences. On 30 March 2012, Royal Decree-Law 12/2012 came into force, introducing various tax and administrative measures aimed at reducing the public deficit. These measures include limiting the tax deductibility of such goodwill to 1% per year. Since 2017, the maximum tax credit is 5% per year. Since the execution of the operation of the spin off-merger carried out at year ended 30 September 2021, by which Logista Integral, S.A., is the first one that reduces its tax base ended 30 September 2021, by while Edgista modelil that emerged from the purchase of Logista Italia.

Reconciliation of the accounting profit to the taxable profit

The reconciliation of the accounting profit before tax to the aggregate taxable profit and other accounting The reconciliation of the accounting profic beresulting from the application of the standard tax rate in force in Spain for the years ended 30 September 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Accounting profit before tax 419,207 369,500
Permanent differences
Tax loss carryforwards compensation
Tax charge at 25%
Effect of different tax rates and changes thereto
Corporation tax adjustments
CVAE France and other local tax in Italy and Portugal
Deductions
18,832
(95)
16,239
(624)
109,486 96,279
(6,456)
230
7,954
(304)
(4,921)
(1,800)
6,534
(350)
Total income tax expense recognized in consolidated profit or loss 110,910 95,741

The Group is affected by the different income tax rates to which the Group companies' activities are subject:

  • Spain: the current income tax rate is 25%.
  • France: the current standard tax is 25,83%.
  • Italy: the income tax rate is 24% and there is a supplementary business tax which can represent an additional 3,9%.
  • Portugal: the income tax rate is 22,5% and there is a supplementary business tax which can represent Portugal: the income tax race is 22,5% and the end obligation to make pre-payments even if an entity is reporting a loss.
  • Poland: the income tax rate is 19%.
  • Netherlands: the income tax rate amounts to 15% on the first tranche of the tax base of EUR 245 thousand and 25% on the rest.

The breakdown of the income tax expense is as follows:

Thousands of Euros
2024 2023
Current tax:
Continuing operations
132,003 109,818
Deferred tax:
Continuing operations
Tax adjustment and others
(21,093) (14,077)
Total tax expense 110,910 95,741

Changes in deferred tax assets and liabilities

The changes in deferred tax assets and liabilities in 2024 and 2023 are as follows:

2024

Thousands of Euros
Balance at
30/09/2023
Change In
Profit or Loss
Others Balance at
30/09/2024
Deferred tax assets:
Provision for restructuring costs 1,025 (430) 595
Goodwill 912 (163) 749
Impairment losses and other 1,657 1.684 - 3.341
Non-deductible Tax Losses of the Tax Group
(50%)
4.695 - 4.695
Provision for third-party liability 6,887 5.160 167 12.214
Other deferred tax assets 1,344 8.526 53.854 63.724
11,825 19.472 54.021 85.318
Deferred tax liabilities:
Assets contributed by Logista (315) 20 (295)
Revaluation of land (7,125) - (7,125)
Goodwill (129,034) (6,737) (135,771)
Business combination (95,893) 21,224 (1,430) (76,099)
Payment obligations (3,216) (12,886) (52,916) (65,802)
Other (3,216) (3,216)
(235,583) 1,621 (54,346) (288,308)
NET POSITION (223,583) 1,621 (54,346) (288,308)

2023

Thousands of Euros
Balance at
30/09/2022
Change in
Profit or Loss
Others Balance at
30/09/2023
Deferred tax assets:
Provision for restructuring costs
Goodwill
Impairment losses and other
Provision for third-party liability
Other deferred tax assets
208
1,032
1,488
7,228
1,132
817
(143)
119
(324)
198
23
50
(17)
14
1,025
912
1,657
6,887
1,344
11,088 667 70 11,825
Deferred tax liabilities:
Assets contributed by Logista
Revaluation of land
Goodwill
Business combination
Other
(335)
(7,125)
(122,297)
(98,262)
(3,655)
20
(6,737)
20,096
33
(17,727)
406
(315)
(7,125)
(129,034)
(95,893)
(3,216)
(231,674) 13,412 (17,321) (235,583)

The deferred tax liability caption includes mainly the deferrals associated with the business combinations and goodwill recorded by the Group. The delen is associated with the business combinations
for the voar for the year.

The New Complementary Tax following the transposition of Pillar Two to Spain

In December 2022, the Council of the European Union approved Directive 2022/2523 on ensuring a global minimum level of taxation for multinational enterprise groups and large-scale domestic groups within the Union. This Directive implements in the European Union the Pillar Two rules of the OECD's Willing the Framework on Base Erosion and Profit Shifting (BEPS). These rules apply to multinational groups with a turnover exceeding 750 million euros and require a minimum taxation of 15% in each of the jurisdictions where these groups operate. At the Spanish level, on December 19, 2023, the Council of Ministers approved the Draft Law for the transposition of Directive 2022/2523, with its entry into force scheduled for January 1, 2024. The Logista Group has carried out an assessment of the potential impact of Pillar Two, taking into account the aforementioned Draft Law, the EU Directive, and the administrative guidelines published by the OECD. From the analysis carried out, it has been concluded that the effective tax rates in the vast majority of the jurisdictions where the Group operates exceed 15%. Therefore, no significant impact on the Group's financial statements is anticipated as a result of the application of the new standard.

Adaptation to the Complementary Tax

The Logista Group has made an explicit commitment to apply the OECD's Pillar Two guidelines. It is aligned with the principles and actions advocated by the OECD and is working on analyzing the impact of the new Pillar Two rule, to establish a compliance system and control and management framework, which will allow it to adapt to the regulations in a timely and appropriate manner and to coordinate these efforts with the ultimate parent company of the group, Imperial Brands, Plc.

The Logista Group has carried out an assessment of the potential impact of Pillar Two, taking into account the previously mentioned Draft Law, the EU Directive, and the administrative guidelines published by the OECD. From the analysis carried out on its most recent tax returns, its country-by-country report, and the financial statements of the constituent entities of the Group, it is derived that no significant equity impact is expected from the application of the Pillar Two rules, due to the alternative or simultaneous occurrence of the following circumstances in each of the jurisdictions where the Group operates: an effective tax rate higher than 15%, a substantial presence of personnel and fixed assets that imply the exclusion of income subject to the minimum taxation; or magnitudes of income and profits that are not significant.

Deductions and Negative Tax Bases Pending Application

As of September 30, 2024, and 2023, the Group does not have any pending deductions for application by the tax group. The non-activated negative tax bases pending compensation of the Group at the end of the fiscal year 2024 are mainly the following:

  • · Spain: the amount of negative tax bases pending compensation amounts to 4,552 thousand euros, generated mainly by S.A.U. Distribuidora de Ediciones and Distribuidora Valenciana de Ediciones, S.A., which have no time limit for compensation. For the El Mosca Tax Group, the negative tax bases that will be generated in the fiscal year 2024 are 563 thousand euros.
  • · Portugal: the amount of negative tax bases pending compensation amounts to 10 thousand euros, generated by Logesta Lusa Lda., whose temporary compensation limit is between the fiscal years 2026 and 2028.

Provision for Special Tobacco Taxes and Other Assessments

Logista Integral, S.A.U (formerly as Compañía de Distribución Integral Logista, S.A.U) has mainly provisioned for assessments, as a result of the corporate tax inspection processes for the fiscal years 2012 to 2016, amounting to 3,064 thousand euros. This assessment was appealed, and it is currently before the National Court, having filed a contentious-administrative appeal on July 24, 2023.

In previous years, Logista Integral, S.A.U. was subject to assessments corresponding to the settlements of foreign trade activities for the years 2012 to 2018 inclusive, amounting to 13,670 thousand euros, which have been appealed. Of this amount, 3,605 thousand euros have been guaranteed, and the remaining amount has been paid to avoid the possible accrual of late payment interest.

The Group, according to the assessment made and corroborated by its external advisors, believes that the existing arguments to defend the group's actions in this regard are solid and should prevail in court, which is why it does not consider the outflow of financial resources likely and, consequently, has not provided any provision for the guaranteed assessment and has recorded the payment of the rest as an asset included in the heading "Other non-current financial assets" of the balance sheet as of September 30, 2023, attached (see Note 10), considering its recovery likely. In this regard, it should be noted that, under

the agreements signed by the group, any impact derived from a possible tariff increase on the goods the day comments by the passed on to the goods supplier. On September 24, 2021, an appeal for annulment was filed with the Supreme Court against the aforementioned settlements, announting to 13,608 thousand euros. The Supreme Court admitted the said appeal and, on April 12, 2024, agreed to suspend the proceedings and refer a preliminary question to the Court of Justice of the European Union to clarify the interpretation of the applicable regulations.

As of September 30, 2024, Logista Italia, S.p.A. has a provision amounting to 2,100 hubo talian ta (2,100 thousand euros as of September 30, 2023) as a result of the inspection opened by the Italian tax authorities.

In 2023, the amounts of the provisions for these concepts were adjusted based on the progress in the In 2023, the uniounts of the promotion for trations, mainly the reversal of 2,869 thousand euros of tax provisions in Italy. Additionally, there are provisions made to cover existing risks for other assessments issued to the Group of insignificant amounts.

20. Financial liabilities at amortized cost

20.1. Other current and non-current financial liabilities

The detail of other current and non-current financial liabilities on 30 September 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Long term financial debt - IFRS 16 (Note 6.2)
Other non-current financial liabilities
214,400
4,483
189,242
29.940
Other non-current financial liabilities 218,883 219,182
Short term financial debt - IFRS 16 (Note 6.2)
Other current financial liabilities
Other current financial liabilities with related parties (Note 25)
60.547
18,480
1,492
53,253
29,9261
12,931
Other current financial liabilities 80,519 96,110

Other current financial liabilities

As of September 30, 2024, this heading mainly includes the amounts outstanding for business combinations (Note 7.2).

20.2. Trade and other payables

The detail of "Trade and Other Payables" in the accompanying consolidated balance sheet on 30 September 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Accounts payable for purchases and services 1,423,414 1,398,320
Notes payable 23,808 24,561
Payable to related companies (Note 25) 187,112 161,332
Advances received on orders 108 185
1,634,442 1,584,398

Trade and Other Payables" includes mainly the amounts outstanding for trade purchases and related costs. The average payment period for trade purchases in 2024 has been 38 days approximately (38 days in 2023).

21. Guarantee commitments to third parties and other information

Guarantees committed to third parties

On 30 September 2024, the Group has been provided with bank guarantees totaling EUR 244,827 thousand (30 September 2023: EUR 188,398 thousand) which, in general, secure the fulfilment of certain obligations assumed by the consolidated companies in the performance of their business activities.

Moreover, the Group has provided guarantees for its ordinary trading operations; in this regard, the Parent's directors consider that any liabilities not foreseen at 30 September 2024 that might arise from the aforementioned guarantees would not in any event be material.

On 30 September 2024, the Group had taken out insurance policies to cover possible contingencies including property damage, business interruption and certain liability insurances. The Directors believe that the cover insured is appropriate for the assets and risks of the Group.

Other Information

On 20 June 2017, the Spanish Narkets and Competition Commission (CNMC) resolved to commence enforcement proceedings against several companies, including Compañía de Distribución Integral Logista, S.A.U., for possible anti-competitive behavior in the Spanish cigarette manufacturing, distribution and retail sale market.

On 12 April 2019, the Board of the CNMC issued its Decision of 10 April 2019 in relation to the enforcement proceedings concerning an alleged exchange by certain tobacco manufacturers of information relating to the sale of cigarettes from 2008 to 2017. Logista provided the aforementioned information in compliance with the principles of neutrality and non-discrimination.

The CNMC considers expressly in the aforementioned decision that the aim of the conduct in question was not to restrict competition and, therefore, it could not be classified as constituting a cartel. However, the CNMC imposed a penalty of EUR 20.9 million on Logista because it considered that such conduct was restrictive due to its, albeit potential, effects on the cigarette manufacturing and sale market. The CNMC did not substantiate or evidence that Logista's sales information had given rise to the alleged restriction of competition between the manufacturers attributed to it.

Logista evidenced that the aforementioned information, which is free, was made available to all manufacturers that distributed their products through Logista, with the lawful purpose of such manufacturers being able to verify Logista's strict compliance with the principle of neutrality when performing its activities as a wholesale distributor in the tobacco market.

For all these reasons, the Directors of the Parent Company, with the support of their legal advisors, consider that the Resolution, which is not final, is not in accordance with the Law, having filed the corresponding contentious-administrative appeal against it before the National Appellate Court, considering that the final resolution of the same will not reveal any impact on the Group's financial situation. As of the date of preparation of these consolidated financial statements, this contentiousadministrative appeal is pending resolution by the National Appellate Court.

On the basis of the information available, the negotiations that have taken place with the manufacturer and also the assessment of its legal advisors, the Directors of the Parent Company consider that there will be no apparent impact on the Group's equity position as a result of this matter.

22. Income and expenses

a) Income

The detail of "Revenue" in the consolidated income statements for 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Iberla 4,843,444 4,473,266
Italy 4,436,248 4,256,255
France 3,763,591 3,755,471
Adjustment due to Inter-segment sales (57,749) (57.456)
12,985,534 12,427,536

b) Staff costs

The detail of the Group's "Staff Costs" in 2024 and 2023 is as follows:

Thousands of Euros
2024 2023
Wages and salaries (265,767) (259,424)
Termination benefits (9,162) (17,426)
Employer social security costs (81,340) (75,735)
Other employee benefit costs (Note 4.12) (2,331) (3,432)
Other social costs (19,632) (17,303)
(378,232) (373,318)

(*) "Research Expenditure" includes EUR 834 and EUR 1,032 thousand of staff costs In 2024 and 2023, respectively.

The average number of employees at the Group, by professional category, in 2024 and 2023, as well as the number of employees as of 30 September 2024 and 30 September 2023 was as follows:

2024

Number of Persons
Headcount at 30/09/24 Average Headcount
Permanent
Employees
Temporary
Employees
Permanent
Employees
Temporary
Employees
Category Men Women Men Women Men Women Меп Women
Senior Management 34 8 36 8
Management 143 51 2 - 143 49 -
Senior Professional/Supervisor 235 130 6 239 133 2
Technicians and administration 1,595 1,372 138 159 1.556 1.329 153 156
Warehouse staff 1,938 542 275 175 1.914 528 312 183
Drivers 575 28 178 16 565 26 175 15
4,520 2,131 ਦਰੋਬੇ 351 4.453 2.073 646 356
Total 6,651 950 6,526 1,002

2023

Number of Persons
Headcount at 30/09/23 Average Headcount
Permanent
Employees
Temporary
Employees
Permanent
Employees
Temporary
Employees
Category Men Women Men Women Men Women Men Women
Senior Management 35 8 - 36 8 1
Management 149 48 2 152 49 1
Senior Professional/Supervisor 222 125 3 224 126 1
Technicians and administration 1,533 1,314 166 158 1,539 1,300 152 147
Warehouse staff 1,864 512 361 168 582 498 375 165
Drivers 00 16 158 12 1,853 14 141 8
4,393 2,023 690 339 4,385 1,994 672 351
Total 6,416 1,029 6,379 1,023

The average number of disabled employees with a handicap higher than 33% at the Spanish companies of the Group in 2024 and 2023 was as follows:

Category
Senior Management
Average Number of
Employees
2024 2023
Management 2
Senior Professional / Supervisor 1 1
Technicians and administration 39 34
Warehouse staff 45 51
Drivers 11
97 88

Remuneration of senior executives

The senior executive functions are discharged by members of the Management Committee, which consists of 9 members on 30 September 2024 (9 members in 2023) and the Internal Audit Director.

The remuneration accrued in 2024 and 2023 for senior executives amounts to 7,443 thousand euros and 6,499 thousand euros, respectively, excluding executive directors (see Note 26). The above amounts include the amounts recognized in favor of the members of the Management Committee in 2024 and 2023 corresponding to the incentive plan described in Note 4.12.

The amount of indemnities paid in 2024 and 2023 amounted to 1,041 thousand euros and 293 thousand euros, respectively.

The contributions accrued for savings systems in favor of the members of the aforementioned Management Committee in 2024 and 2023 amounted to EUR 423 thousand and EUR 377 thousand, respectively.

c) Other operating expenses

The detail of "Other Operating Expenses" in the consolidated income statements is as follows:

Cost of logistics networks

Thousands of Euros
2024 2023
Leases (14,326) (9,869)
Security and cleaning (19,837) (17,478)
Utilities (26,037) (29,187)
Other operating expenses (196,885) (183,062)
(257,085) (239,596)

Commercial expenses

Thousands of Euros
2024 2023
Leases
Utilities
Other operating expenses
(1,609)
(977)
(27,116)
(1,294)
(768)
(27,337)
(29,702) (29,399)

Head Office costs

Thousands of Euros
2024 2023
Leases
Security and cleaning
Utilities
Other operating expenses
(781)
(a03)
(496)
(14,248)
(1,060)
(776)
(440)
(12,876)
(16,428) (15,152)

"Other Operating Expenses" mainly includes expenses related to Independent professional services and to various services registered in the consolidated statements for 2024 and 2023.

d) Future rental payment commitments

The Group has the following future rental payment commitments, classified by year of maturity, without considering future contingent rent revisions:

Thousands of Euros
2024 2023
Within one year
Between one and five years
More than five years
(67,014)
(149,123)
(90,820)
(57,510)
(120,301)
(103,832)
(306,957) (281,643)

e) Finance income

The detail of "Finance Income" in the accompanying consolidated income statements is as follows:

Thousands of Euros
2024 2023
Interest income on related entities (Note 25)
Other finance income
100,999
2,199
82,855
1,428
103,198 84,313

f) Finance expenses

The detail of "Financial expenses" in the accompanying consolidated income statements is as follows:

Thousands of Euros
2024 2023
Accrual for overdue payment interests and financial
update of provisions
Financial Leasing Expense
Other financial costs
(295)
(8,024)
(1,850)
(399)
(6,265)
(1,408)
(10,169) (8,072)

g) Auditor's Fees

The following table details the fees related to audit services and other services provided by the auditor rithe Group's consolidated financial statements, Ernst & Young, SL, or by companies linked to them by control, common ownership, or management, as well as the fees for services invoiced by the auditors of individual financial statements of the companies included in the consolidation and by the entities linked to them by control, common ownership or management.

Thousands of Euros
Services Rendered by the
Main Auditor
2023
2024
EY EY
Audit services
Reporting package to Imperial Brands, Plc.
1,464
110
1,316
105
Total audit and related services 1,574 1,421
Total other services 245 178
Total professional services 1,819 1,599

In 2024, from September 30, 2024, until the date of preparation of the consolidated financial statements, the fees invoiced for non-audit services, provided by the Group auditor, Ernst & Young, S.L., amounted to EUR 245 thousand.

In fiscal year 2023, from September 30, 2023, until the date of preparation of the consolidated financial statements, the fees invoiced for non-audit services, provided by the Group auditor, Ernst & Young, S.L., amounted to EUR 178 thousand.

23. Segment reporting

Segmentation criteria

Segment reporting is structured according to geographical distribution. The Group's activities are mainly Segment of Spain, Portugal, Poland, the Netherlands and Belgium), France and Italy. The activities in Poland, the Netherlands and Belgium are allocated to the Iberia segment, taking into account that this country for organizational and management purposes is the responsibility of Iberia's management and that these are not relevant figures, while the corporate amounts have been allocated to the different segments according to their representativeness in the Group's sales figures.

Basis and methodology of information by business segments

The information by segment set out below is based on the monthly reports prepared by the Logista Group's Management. The highest operational decision-making body for defining the operating segments is the CEO of the Parent Company.

The segment's revenue corresponds to the revenue directly attributable to the segment plus the relevant proportion of the Group's overall revenue that can be distributed to the segment on a reasonable

distribution basis. Revenue for each segment does not include interest income and dividends or proceeds from the sale of investments.

The expenses of each segment are determined by the expenses arising from the operating activities of the segment that are directly attributable to it plus the corresponding proportion of the expenses that con include istarest on lease and using a reasonable distribution basis. These approitioned expenses on not include interest or losses arising from the sale of investments; They also do not include the expense of income tax.

The assets and liabilities of the segments are those directly related to the operation of the segment plus those that may be directly attributable to it according to the distribution criteria mentioned above and include the corresponding proportional share of the joint ventures. Liabilities do not include incove tha liabilities.

Primary segment reporting

Iberla Italy France Total Group
2024 2023 2024 2023 2024 2023 2024 2023
Revenue:
External sales 4,843,444 4,473,266 4,436,248 4,256,255 3,763,591 3,755,471 12,092,046
13,043,283
12,484,992
11,612,585
Tobacco and related products 3,892,207 3.600.859 4,436,248 4,256,255 3,763,591 L
3,755,47
889,981 836,898
Transport 889,981
273,421
836,898
233,895
273,421 233,895
Pharmaceutical Distribution 18,543 17,985 18,543 17,985
Other adjustments
Other businesses
(230,708) (216,371) 230,708
57,749
216,371)
.456)
57.
nter-segment sales
Total revenue
4,843,444 4,473,266 4,436,248 S
4,256,25.
591
3,763
471
3,755
985,534
12
9
.23
427,
12,
External procurements
Procurements:
3,699,152) (3,380,448) (4,034,002) (3,886,105) (3,547,525) (3,529,500) 51,895
(11,280,679)
52,644
(10,796,053)
Inter-segment procurements 152)
3,699
3,380,448) 4,034,002) 3,886,105 3,547,525 529,500
3
228,784)
1
L
(10,743,409
Total procurements
Gross profit: 402,246 370,150 216,066 225,972 1,762,604 1,688,940
External gross profit- .802
1,144,292
8
38
382,005
1,092,818
402,246 370.150 216,066 225,972 1,007,114 978,127
Tobacco and related products
Transport
,422
9
72
678,658 726,422 678,658
Pharmaceutical Distribution ,955
L
10
92,775 = - = 101,955 92,775
Other businesses 8,017 17,352 1 18,017
90,904
17,352
77,972
Other and adjustments (90,904) 77,972) 5,854 4,813
nter-segment gross profit 684,127
Total gross profit 1,144,292 1,092,818 402,246 370,150 ,066
216,
972
225,
0
1,756,75
1,
Profit (Loss): 290.664
Segment result 188,235 186,631 120,712 105,331 853
15.
(1,298) 324,800
1,378
ਟਰੇਟ
2
Share of results of associates 1,298 326.178 293,259
Profit (Loss) from operations 188.235 186,631 120,712 105,331 15,853

Inter-segment sales are made at prevailing market prices are adequately supported and, therefore, the Grows directors consider Intel "Segment sales are mude at prevention that might give rise to significant liabilities in the future. The detail of the other disclosures related to the Group's business segments is as follows:

Thousands of Euros
Iberia Italy France Total Group
2024 2023 2024 2023 2024 2023 2024 2023
Depreciation and amortization charge
Additions to non-current assets
Other disclosures:
110.259
84,669)
196.974
(77,460)
31.046
(18,855)
19.870
(17,919)
9,936
61,853
19,286
(62,273)
151.241
(165,377)
236.130
(157,652)
Balance sheet:
Assets-
Property, plant and equipment, investment
properties and non-currents assets held for sale 347.906 320,916 90,145 80,050 46.275 80,050 484,326 453,688
Other non-current assets 238,743 241,921 666,939 669,985 398,431 669,986 1,306.113 1,365,761
Inventories 688,806 617,949 583,605 593,593 551,502 593.593 1,823,913 1.780.515
Trade receivables 804,236 734,532 443,890 428,212 720,446 428,212 1,968,572 1,922,968
Other current assets - - 1 - 2,497,932 2,538,931
Total consolidated assets 8,080,856 8,061,863
Llabilities-
Non-current liabilities 293,937 307,113 80.490 77.477 74,735 77,477 449.161 482,482
Current llabilities 2,149,659 1,967,305 2,174,116 2,196,272 2,666,116 2,196,272 6.989.892 6,984,070
Equity - = 1 641,803 595,311
Total consolidated liabilities 8,080,856 8,061,863

24. Foreign currency transactions

The Logista Group's foreign currency transactions in 2024 and 2023, measured in euros at the average exchange rate for the year, were as follows:

2024 2023
36,229 21,210
25,874 14,654
6,385 6,002
Thousands of Euros

25. Balances and transactions with related parties

The balances on 30 September 2024 and 2023 with related companies were as follows:

2024

Thousands of Euros
Receivables Payables
Credit
Facilities
(Note 10)
Accounts
Receivable
(Note 10)
Accounts
Payable
(Note 20,2)
Loans
(Note 20)
Altadis, S,A,U, 1,033 35,847
Altadis Canarias, S,A, 3,444 29,017
Imperial Tobacco International Limited 892 12,825
Seita, S.A.S. 618 32,627
Imperial tobacco Italia, Srl 1,394 61,915
MyBlu Spain, S,L, 1,153 12,615
Imperial Brands Finance PLC 2,293,648
Fontem International Gmbh 160 2,226
Logista Libros, SL (*) 72 1,219 41 1,492
Others 678 (1)
2,293,720 10,591 187,112 1,492

(*) Company integrated under the equity method.

2023

Thousands of Euros
Receivables Payables
Credit
Facilities
(Note 10)
Accounts
Receivable
(Note 10)
Accounts
Payable
(Note 20.2)
Loans
(Note 20)
Altadis, S.A.U. 2,120 32,043
Altadis Canarias, S.A. 3,193 18,224
Imperial Tobacco International Limited 2,289,587
Seita, S.A.S. 883 35,140
Imperial tobacco Italia, Srl 1,148 57,574 12,931
Logista Libros, SL 70 843 55
Imperial Tobacco International Limited 1,078 10,180
MyBlu Spain, S.L. - 560 5,173
Tabacalera, SL Central Overheads - 2,343
Others 712
2,289,657 10,537 161,332 12,931

(*) Company integrated under the equity method.

The accounts payable and accounts receivable stem from balances payable and receivable, respectively, related to commercial transactions, mainly purchases of tobacco and related products, between Logista Group companies and Imperial Brands PLC Group companies.

The "Credit Facilities" with Imperial Brands Finance PLC related to cash among Logista Group and the Imperial Brands PLC Group (see Note 10).

The transactions with related companies in 2024 and 2023 were as follows:

2024

Thousands of Euros
Operating
Income
Finance
Results
(Note 22-e)
Purchases Other
Operating
Expenses
Altadis, S,A,U, 8,197 406,650
Altadis Canarias, S,A, 22,550 68,201
Imperial Tobacco Italy, s,r, I, 4,850 117,830
Imperial Tobacco Polska, S,A, 4,172
Imperial Tobacco Manufacturing Polska, S,A, 41
Imperial Brands Finance PLC 100,999
Imperial Tobacco International Limited 2,593 37,379
Imperial Tobacco Portugal SPPLC 4,310
Logista Libros, S,L, 6,220 (461) (116)
SEITA, S,A, 4,885 178,477
Fontem Ventures BV 477 13,383
MyBlu Spain, S,L, 1,154 33,703
Others 23 -
59,472 100,538 855,507

2023

Thousands of Euros
Operating
Income
Finance
Results
(Note 22-e)
Purchases Other
Operating
Expenses
Altadis, S.A.U. 9,503 375,141
Altadis Canarias, S.A 20,857 63,241
Imperial Tobacco Italy, s.r.l. 4,659 112,846
Imperial Tobacco Polska, S.A. 3,543
Imperial Tobacco Manufacturing Polska, S.A.
Imperial Brands Finance PLC 82,885
Imperial Tobacco International Limited 3,216 43,516
Imperial Tobacco Portugal SPPLC 1,857
Logista Libros, S.L. 5,166 (559) (2)
SEITA, S.A. 4,943 180,957
Fontem Ventures BV 648 10,818
MyBlu Spain, S.L. 2,649 34,118
Otros 324
57,375 82,326 820,635

Operating income and other operating expenses refer to services provided by Group companies, in terms of handling, logistics, and storage of goods. Additionally, statistical and market information services are occasionally provided.

Purchases consist of acquisitions of tobacco and related products, as well as convenience products related to tobacco. Specifically, transactions with Altadis, S.A.U., Imperial Tobacco Italy, Srl, Imperial Tobacco International, Ltd, Altadis Canarias, S.A., and Seita, S.A.S. correspond to purchases of tobacco and related products made from these entities to be subsequently sold in the markets where the Group operates.

26. Balances and transactions with related parties

Remuneration of the Parent's directors

In the 2024 financial year, the remuneration accrued by the members of the Board of Directors by reason of their membership of the Board of Directors or any of its delegated committees for all concepts, including the remuneration accrued by the members of the Board who in turn have the status of executives, amounted to 7,056 thousand euros (7,208 thousand euros in the 2023 financial year).

In 2024 and 2023, the group's contributions to savings systems for executive directors amounted to 455 thousand euros and 445 thousand euros, respectively.

The amount of the life insurance premium corresponding to executive directors amounted to 6 thousand euros and 6 thousand euros in 2024 and 2023, respectively.

The Group has long-term incentive plans for executive directors, the characteristics of which are detailed in Note 4.12.

On the other hand, in 2024 and 2023, the Parent Company did not carry out transactions with the members of the Board of Directors outside the ordinary course of its activity or transactions under conditions other than those usual.

The amount of the directors' civil liability premium amounts to 140 thousand euros and 138 thousand euros in 2024 and 2023, respectively.

As of September 30, 2024, the members of the Board of Directors are 6 men and 6 women (6 men and 5 women as of September 30, 2023).

Information in relation to situations of conflict of interest on the part of Directors

Pursuant to Article 229 of the Spanish Capital Companies Law consolidated text, the directors have not reported any situation of direct or interest that either they or persons related to them might have with the interests of the Group.

27. Disclosures on the payment periods to suppliers, Additional Provision Three "Disclosure obligation" provided for in Law 15/2010, of 5 July

The information regarding the average payment period is as follows:

2023-2024
(*)
2022-2023
(*)
Days Days
Average period of payment suppliers 38 38
Ratio of transactions settled ਤਰੇ 38
Ratio of transactions not yet settled 33 34
Amount
(euros)
Amount
(euros)
Total payments made 4,258,857,173 3,800,384,100
Total payments outstanding 454,910,682 403,727,796
Monetary volume of invoices paid in a period less than
the maximum established in the late payment
regulations
Percentage that payments less than said maximum
represent over the total payments made
3,329,883,555
78 %
2,865,057,987
75%
Number of
invoices
Number of
invoices
Invoices paid in a period less than the maximum
established in the late payment regulations
350,419 241,393
Percentage of total invoices 71 % 73%

(*) This information refers to suppliers of Group companies based in Spain.

28. Environmental aspects and risks related to climate change

Logista's risk management system includes climate change among its environmental risk, and no relevant environmental risks have been identified as of this report, excluding the climatic risks detailed in the tables below:

Typical of physical risk Climate hazard category Description of the potential impact of the physical climate
risk hazard
Acute Heavy rainfall (rain, hail,
snow or ice)
Damage to assets (warehouses and vehicles in
use)
Typical of physical risk Climate hazard category Description of the potential impact of the physical climate
risk hazard
Current and emerging
regulations
Increase in costs of GHG
emissions
Increase in carbon pricing in the supply chain
which is passed on to the end consumer.
Technological Costs of transition to lower-
emission technology
Higher cost of decarbonizing our fleet of vehicles
by replacing them with electric substitutes,
intermodal transport options and vehicles that
run on biodiesel.

The Logista Group has developed a flexible and integrated business model, with a strong customer orientation and a clear focus on sustainability. In this regard, the foundations of the Group's sustainability strategy (which includes both environmental and social aspects) are reflected in its Sustainability Policy, which includes, among other issues, environmental principles that are applied across all its business areas and throughout its entire value chain. At the end of the fiscal year, the Logista Group does not have any environmental responsibilities, expenses, assets, provisions, or contingencies that could be significant in relation to the equity, financial position, and results of the Group.

Climate change has been assessed in the estimates and judgments made for the preparation of the consolidated financial statements and is not considered to have a relevant impact on them. The Group's Non-Financial Information Statement includes information on the Logista Group's commitment to Sustainability.

29. Events after the reporting period

No additional significant events have occurred subsequent since the end of the year ended 30 September 2024 with a significant impact on the consolidated financial statements.

30. Explanation added for translation to English

These Consolidated Financial Statements are presented on the basis of IFRSs, as adopted by the European Union. Consequently, certain accounting practices applied by the Group that conform to IFRSs may not conform to other generally accepted accounting principles in other countries. Translation from the original issued in Spanish. In the event of discrepancy, the Spanish-language version prevail.

Appendix I

Subsidiaries and jointly controlled entities of the Logista Group

The following companies were fully consolidated because they are companies in which the Logista Group holds a majorly of the voting power or were accounted for using the equity method:

2024

By the Parent Company
% of Ownership
Company Audit Firm Lacation orrect Indirect
ompañía de Distribución Integral Logista, S.A.U. (a) EY Trigo, 39. Poligono Industrial Polvoranca. Leganes
Cl
100 %
100 %
- 0%
0/0
ompañía de Distribución Integral de Publicaciones Logista, S.L.U. (a) EY Avenida de Europa, 2 Edificio Alcor Plaza, Ala Este, Planta 4ª, Modulo 3, Alcorcón - % 100 %
ublicaciones y Libros, S.A.U. (a) EY Avenida de Europa, 2 Edificio Alcor Plaza, Ala Este, Planta 4ª, Modulo 3, Alcorcon
C/ Francisco Medina y Mendoza 2. Cabanillas del Campo (Guadalajara)
0/3 80 %
Istribución de Publicaciones Siglo XXI Guadalajara, S.L. (a) audited
Non
Poligono Ind. ZAL, Ctra, De las Esclusas/n, Parcela 2, Módulo 4 (Sevilla) 0/a 20 %
Istribuidora de Publicaciones del Sur, S.L. (a) EY
EY
Polígono Industrial Vara de Quart. c/ Pedrapiquera, 5. Valencia = 96 50 %
Istribuidora Valenciana de Ediciones, S.A. (a) EY Avenida de Europa, 2 Edificio Alcor Plaza, Ala Este, Planta 4ª, Modulo 3, Alcorcon - 0/3 100 %
ogista Strator, S.L.U.(anteriormente denominada Cyberpoint, S.L.U.) G B, Sector B Poligono Zona Franca. Barcelona
0
- 0/3 70 %
S.A.U. Distribuidora de Ediciones (a) 6 Avda. de la Vegulla, 12-A. Cabanillas del Campo 100 % - %
losid - Sociedade Portuguesa de Distribuicao, S.A. (a)
a Mancha 2000, S.A.U. (a)
Expansao del area ind. Do Pasill, Lote 1-A, Palhava. Alcochete (Portugal) - 9/3 100 %
ogista Retail, S.A.U (anteriormente denominada Logista-Dis, S.A.U.) (b) E Trigo, 39. Poligono Industrial Polvoranca. Leganes
0
100 % - Va
S.A.U.) (d)
ogista Freight, S.A.U (anteriormente denominada Logesta Gestión de Transporte,
EY C/ Trigo, 39. Polígono Industrial Polvoranca. Leganes 100 % - 9/2
.ggista Freight Italia, S.r.I (anteriormente denominada Logesta Italia, s.r.i.) (d) EY Via Valadier. 37 Roma (Italia) - 0/0 100 %
ogesta Lusa Lda (o) audited
Non
Expansao del rea Ind. Do Pasill, Lote 1-A, Palhava. Alcochete (Portugal) - % 100 %
(a)
ogista Freight Polska Sp. z.o.o.
EY Al.Jerozolimskie, 96, Warszawa (Polonia) 49 % 51 %
ogesta Deutschland Gmbh (a) audited
Non
Unsöldstrabe, 2 , 20538, München (Alemania) . 0% 100 %
ogista Freight France, s.a.r.I (anteriormente denominada Logesta France, s.a.r.l.) (d) EY 27 avenue des Murs du Parc, 94300 Vincennes - Francia 100 %
100 %
- %
లో
Dronas 2002, S.L.U. (c) EY Pol. Industrial Nordeste, c/ Energia 25-29. Sant Andreu de la Barca 100 % . %
ogista Pharma Gran Canaria, S.A.U. (c) EY Urbanización El Cebadal. C/ Entrerrios, 3. Las Palmas de Gran Canaria 100 % - 0%
ogista Pharma, S.A.U. (1) EY Poligono Industrial Polvoranca. Leganés
Trigo, 39.
0
- 0/3 100 %
Be to be pharma, S.L.U. (f) audited
Non
Polígono Industrial Polvoranca. Leganés
Trigo, 39.
0
100 % - 0%
ogista Italia, S.p.A. (a) EY
EY
Via Valadier, 37. Roma (Italia)
Via Valadier, 37. Roma (Italia)
. 0/2 100 %
ogista Retall Italia, S.p.a (anteriormente denominada Terzia, S.p.A.) (b) - 9/0 100 %
ogista Transportes, Transitarios e Pharma, Lda. (d) E Expansao del area ind. Do Pasill, Lote 1-A, Palhava. Alcochete (Portugal) 100 % - 96
Compañía de Distribución Integral Logista Polska, Sp z.o.o. (a) Jerozolimskie 96. Warszawa, Polonia 100 % - 9/9
ogista France, S.A.S. (a) avenue des Murs du Parc, 94300 Vincennes - Francia
avenue des Murs du Parc, 94300 Vincennes - Francia
27
27
- 9/8 100 %
Logista Retail France, S.A.S (anteriormente denominada Société Allumetière Française, S.A.S.) (b) EY 0/0 100 %
Speedlink Worldwide Express B.V. Non audited The Hub, Fowler Avenue Farnborough, GU14 7JF 0/0 100 %
24 Hours B.V. Non audited The Hub, Fowler Avenue Farnborough, GU14 7J
Fowler Avenue Farnborough, GU14 7)
The Hub,
- 0/0 100 %
German-Ex B.V. Non audited
Non audited
C/ Trigo, 39. Poligono Industrial Polvoranca. Leganés 100 % - 0/0
ogista Payments, S.L.U. (f) EY Avenida de Europa, 2 Edificio Alcor Plaza, Ala Este, Planta 4ª, Modulo 3, Alcorcón . % 100 %
ogista Regional de Publicaciones, S.A.U. (a) Non audited Praceta do Vale da Fonte Coberta, 153 e 167 2894-002 Alcochete (Portugal) 100 % . 9/0
DIL - Companhia de Distribuição Integral Logista Portugal, S.A. Non audited Wijkermeerstraat 31, Hoofddorp 100 % లిం
ogista Transport Europe BV EY avenue des Murs du Parc, 94300 Vincennes - Francia
27
100 % - %
ogista Promotion et Transport S.A.S.
ogista Holdings France, S.A.
EY avenue des Murs du Parc, 94300 Vincennes - Francia
27
- 0/0 100 %
erinvemol, S.L. EY Ctra. De Madrid km 276, Molina de Segura (Murcia) 100% - %
ransportes El Mosca, S.A.U. (d) EY Ctra. De Madrid km 376, Molina de Segura (Murcia) . 0/0 100 %
losca Portugal Lda. (d) Avenida Casal Da Serra, 9, Povoa da Santa Iria 00 100 %
losca Maritimo, S.L.U. (d) Ctra. De Madrid km 376, Molina de Segura (Murcia) 0/2 0/0
100
Mosca China Logistics, Ltd. (d) Room B-210, Fenghe Plaza, 12 Hong Kong Middle Road, Shinan District. Qingdao City. Shandong Province, China 0/0 0%
100
losca Maritimo Balear, S.L. (d) Ctra. De Madrid km 376, Mollna de Segura (Murcia) . 0% Vo
100
nnoreste, S.L.U. (d) Ctra. De Madrid km 376, Molina de Segura (Murcia) . 9/0 0%
100
Ordimur, S.L.U. (d) E C/ Argentina, Molina de Segura (Murcia) - 0% 0%
100
Transportes El Mosca Murcia, S.A.U. (d) Ctra. De Madrid km 376, Mollna de Segura (Murcia) - 0/0 0/0
100
Mosca Italia, Sri (d) 山石 Via Luigi Canepa 13, Genova. . 0/0 100 %
Carbo Collabatalle, S.L.U. C/ L, numero 6-8, Zona Franca, Sector E, Barcelona 100 % - %
Gramma Farmaceutici S.r.l. (e) Via della Mola Saracena snc 00065 - Flano Romano (RM) - 0%
- %
100 %
100 %
3 FOR ONE, S.A. ti
EY
Avenue Hermann-Debroux, 1160 - Auderghem (Bélgica) 100 % - 0/p
Belglum Parcel Services, S.R.L. Avenue Hermann-Debroux, 1160 - Auderghem (Belgica)

All the compres money of Alexandre production of the controller of the control of parter manumer peaces in San, Interesoner preaces in Sen, Internes in Sen, Internet and one

ලිම් මිලිම් මිනිමි මිල් මිනිමි මිත්‍රමය මිනිමි මිත්‍රී ලංකාවේ පිහිටි බව පිහිටි මෙම ප්‍රධාන බව පිහිටි බව පිහිටි පිහිටි පිහිටි බව පිහිටි මෙම පිහිටි මෙම පිහිටි මෙම පිහිටි මෙම ප

% of Ownership
By the Parent Company
Company Audit Firm Location Direct Indirec
100% - 0/0
Compañía de Distribución Integral Logista, S.A.U. (a) EY C/ Trigo, 39. Polígono Industrial Polvoranca. Leganes 100% - 0/0
Compañía de Distribución Integral de Publicaciones Logista, S.L.U. (a) 11 Avenida de Europa, 2 Edificio Alcor Plaza, Ala Este, Planta 4ª, Modulo 3, Alcorcon - % 100%
Publicaciones y Libros, S.A.U. (a) EY Avenida de Europa, 2 Edificio Alcor Plaza, Ala Este, Planta 4ª, Modulo 3, Alcorcon 9/2 80%
Distribución de Publicaciones Siglo XXI Guadalajara, S.L. (a) audited
Non
Francisco Medina y Mendoza 2. Cabanillas del Campo (Guadalajara) 0% 50%
Oistribuidora de Publicaciones del Sur, S.L. (a) EY Poligono Ind. ZAL, Ctra. De las Esclusas/n, Parcela 2, Módulo 4 (Sevilla) 0/0 50%
Distribuidora Valenciana de Ediciones, S.A. (a) EY Poligono Industrial Vara de Quart. c/ Pedrapiquera, 5. Valencia 90 100%
Logista Strator, S.L.U. (anteriormente denominada Cyberpoint, S.L.U.) (e) EY Avenida de Europa, 2 Edificio Alcor Plaza, Ala Este, Planta 4ª, Modulo 3, Alcorcón 0/0
1
70%
S.A.U. Distribuidora de Ediciones (a) EY C/ B, Sector B Poligono Zona Franca. Barcelona 100% - %
a Mancha 2000, S.A.U. (a) EY Avda. de la Vegullla, 12-A. Cabanillas del Campo - 0% 100%
Midsid - Sociedade Portuguesa de Distribuição, S.A. (a) EY Expansao del area ind. Do Pasill, Lote 1-A, Palhava. Alcochete (Portugal) 100% - %
ogista Retail, S.A.U (anteriormente denominada Logista-Dis, S.A.U.) (b) EY C/ Trigo, 39. Polígono Industrial Polvoranca. Leganés 100% - 0%
Logista Freight, S.A.U (anteriormente denominada Logesta Gestión de Transporte, S.A.U.) EY C/ Trigo, 39. Polígono Industrial Polvoranca. Leganés - 9/0 100%
ogista Freight Italia, S.r.I (anteriormente denominada Logesta Italia, s.r.) (d) EY Via Valadier. 37 Roma (Italia) - % 100%
ogesta Lusa Lda (d) audited
Non
Expansao del 67rea ind. Do Pasill, Lote 1-A, Palhava. Alcochete (Portugal) 49% 51%
ogista Freight Polska Sp. z.o.o. (a) EY Al.Jerozolimskie, 96, Warszawa (Polonia) - 0% 100%
ogesta Deutschland Gmbh (a) audited
Non
Unsöldstrabe, 2, 20538, München (Alemania) 100% 0%
1
ogista Freight France, s.a.r.I (anteriormente denominada Logesta France, s.a.r.l.) (d) EY 27 avenue des Murs du Parc, 94300 Vincennes - Francia 100% 0/0
Dronas 2002, S.L.U. (c) EY Pol. Industrial Nordeste, c/ Energia 25-29. Sant Andreu de la Barca 100% 6/0
ogista Pharma Gran Canaria, S.A.U. (c) EY Urbanización El Cebadal. C/ Entrerrios, 3. Las Palmas de Gran Canaria 100% 0/0
ogista Pharma, S.A.U. (f) EY / Trigo, 39. Polígono Industrial Polvoranca. Leganés - 4/0 100%
Be to be pharma, S.L.U. (r) Non audited C/ Trigo, 39. Polígono Industrial Polvoranca. Leganés 100% - 9/0
ogista Italia, S.p.A. (a) EY Via Valadier, 37. Roma (Italia) - 9/0 100%
ogista Retall Italia, S.p.a (anteriormente denominada Terzia, S.p.A.) (b) EY Vía Valadier, 37. Roma (Italia) - 0/0 100%
EY Praceta do Vale da Fonte Coberta, 153 e 167 2894-002 Alcochete (Portugal) 100% - %
ogista Transportes, Transitarios e Pharma, Lda. (d) EY 100% 0/3
Compañía de Distribución Integral Logista Polska, Sp z.o.o. (a) Al. Jerozolimskie 96. Warszawa. Polonia - % 100%
ogista France, S.A.S. (a) EY
EY
27 avenue des Murs du Parc, 94300 Vincennes - Francia
ogista Retall France, S.A.S (anteriormente denominada Société Allumetière Française,
S.A.S.) (b)
avenue des Murs du Parc, 94300 Vincennes - Francia
27
0%
-
70%
Non audited The Hub, Fowler Avenue Farnborough, GU14 7JF 0/0
1
70%
Speedlink Worldwide Express B.V.
24 Hours B.V.
Non audited The Hub, Fowler Avenue Farnborough, GU14 0/0 70%
German-Ex B.V. Non audited The Hub, Fowler Avenue Famborough, GU14 71 100%
- %
100%
- %
ogista Payments, S.L.U. (g) Non audited C/ Trigo, 39. Polígono Industrial Polvoranca. Leganés 100%
ogista Regional de Publicaciones, S.A.U. (a) EY Avenida de Europa, 2 Edificio Alcor Plaza, Ala Este, Planta 4ª, Modulo 3, Alcorcón 00
DIL - Companhia de Distribuição Integral Logista Portugal, S.A. Non audited Praceta do Vale da Fonte Coberta, 153 e 167 2894-002 Alcochete (Portugal) 100%
100%
0/0
0%
ogista Transport Europe BV Non audited
EY
Wijkermeerstraat 31, Hoofddorp - % 100%
ogista Holdings France, S.A. 27 avenue des Murs du Parc, 94300 Vincennes - Francia 73% - %
ogista Promotion et Transport S.A.S. EY 27 avenue des Murs du Parc, 94300 Vincennes - Francia - 0%
Herinvemol, S.L. EY Ctra. De Madrid km 276, Molina de Segura (Murcia) 73%
ransportes El Mosca, S.A.U. (d) EY Ctra. De Madrid km 376, Molina de Segura (Murcia) Sa% 73%
losca Portugal Lda. (d) EY Serra, 9, Póvoa da Santa Iria
casal Da
0/0
I
73%
Mosca Maritimo, S.L.U. (d) EY Ctra. De Madrid km 376, Molina de Segura (Murcia) 0/0 73%
Aosca China Logistics, Ltd. (d) EY Room B-210, Fenghe Plaza, 12 Hong Kong Middle Road, Shinan District. Qingdao City. Shandong Province, China 0/0
1
73%
Mosca Maritimo Balear, S.L. (d) EY Ctra. De Madrid km 376, Molina de Segura (Murcia) 0/0 73%
nnoreste, S.L.U. (d) EY Ctra. De Madrid km 376, Molina de Segura (Murcia) 0/0 73%
Ordimur, S.L.U. (d) EY C/ Argentina, Molina de Segura (Murcia) లిం 73%
Transportes El Mosca Murcia, S.A.U. (d) EY Ctra. De Madrid km 376, Molina de Segura (Murcia) 0/0
I
73%
Mosca Italia, Srl (d) EY Via Luigi Canepa 13, Genova. 100% - 0/0
Carbo Collabatalle, S.L.U. EY C/ L, numero 6-8, Zona Franca, Sector E, Barcelona - 0/2 100%
Transportes J. Carbó Guljuelo, S.L.U. (d) Non audited Sierra Ventosa 38, Polígono Industrial Agroalimentarios, Guijuelo 0/2
-
100%
Gramma Farmaceutici S.r.I. (f) KPMG Via della Mola Saracena snc 00065 - Fiano Romano (RM) 0/2
1
100%

All these companies engage in the distribution of publication of the discribition of tobacco and other consumer products in Spain, Italy, France, and Prtugal. ()

Appendix II

Logista Group Associates

The companies detailed below were accounted for using the equity method:

2024

Audit By the Parent Company
%of Ownership
Firm Location Activity Direct Indirect
EY Avda Castilla La Mancha, 2, Nave 3-4
Poligono Ind La Quinta (Sector P-41)
Cabanillas del Campo, Guadalajara
dissemination of publications
Distribution and
0/0
-
0/0
50
U
יין מ
E Ind La Quinta (Sector P-41) Cabanlilas
Avda. Castilla La Mancha, 2, Poligono
del Campo, Guadalajara
dissemination of publications
Distribution and
0/0
-
50 %

T

2023

Audi By the Parent Company %of Ownership
Company ro
u
Location AGE! rect Indirect
dista
LO
EY Avda Castilla La Mancha, 2, Nave 3-4
Poligono Ind La Quinta (Sector P-41)
Cabanllas del Campo, Guadalajara
dissemination of publications
Distribution and
-0/0 0/0
50

Logista Integral, S.A. and Subsidiaries (formerly as Compañía de Distribución Integral Logista Holdings, S.A. and Subsidiaries)

Consolidated Directors Report for financial year ended on September 30th 2024

COMPANY'S DESCRIPTION

Logista is one of the largest logistics operators in Europe, specialising in distribution to local retail network.

We regularly serve more than 200,000 points of sale in Spain, France, Italy and Portugal, facilitating manufacturers with the best and fastest access to a wide array of convenience products, pharmaceutical products, electronic top-ups, books, publications, tobacco and lottery markets among others. We also offer international and domestic high value-add logistics services. Our operations in the Netherlands, Belgium and Poland complete our catalogue of services.

We offer our clients innovation, sustainable growth and long-term value, tailoring our services to meet their specific and growing needs in a constantly changing world.

1. EVOLUTION OF LOGISTA (GROUP) DURING FISCAL YEAR 2024 AND GROUP SITUATION

Logista closes the first nine months of 2024 with a 13% increase in Net Profit

Financial Highlights1

ME 1 Oct. 2023 - 30
Sept. 2024
1 Oct. 2022 - 30
Sept. 2023
% Variation
Revenue 12,986 12,428 4.49 %
Economic Sales 1,757 1,684 4.31 %
Adjusted EBIT 385 366 5.34 %
Economic Sales Margin 21.9% 21.7% 0.21 %
Operating Profit (EBIT) 326 293 11.23 %
Net Profit 308 272 13.22 %

Macroeconomic context of the period

The 2024 financial year has taken place in a complex macroeconomic and geopolitical environment. In the geopolitical sphere, the conflict between Russia and Ukraine continues with no prospect of resolution in sight. In addition, the conflict between Israel and Palestine must be added, which aggravates global uncertainty, as well as the growth of economies for the coming months. Finally, it is also worth mentioning the attacks on cargo ships in transit through the Red Sea, which have resulted in the need to divert transits through the Cape of Good Hope, substantially lengthening the average period of the journey between Asia and Europe and affecting maritime transport and increasing the associated costs.

In terms of the macroeconomic sphere, despite the aforementioned geopolitical situation, it is worth noting the notable moderation in inflation during the period compared to the previous year. This reduction in inflationary pressure has resulted in the start of an interest rate lowering strategy by the European Central Bank, with the last drop within the fiscal year, recorded on September 12th, 2024, leaving the base reference rate at 3.65%.

1 See appendix: "Alternative Performance Measures"

Despite this, Logista has obtained good results and has achieved increases in the main items of its income statement.

Business trend and income statement highlights

New acquisitions during the period:

On October 201, SGEL Libros was formally acquired by Logista Libros, a 50% subsidiary of Logista and Grupo Planeta.

SGEL Libros is a national book distribution and publishing company that stands out for the distribution of general editions and educational books nationwide and has a publishing line specialized in the education sector. SGEL distributes to more than 8,000 points of sale in different marketing channels including book-stores, kiosks and hypermarkets, as well as through online distribution, handling more than 300,000 orders per year.

In fiscal year 2022, SGEL Libros recorded sales of €50 million and the price paid for the purchase of 100% of the share capital of the company amounts to €6 million.

On December 29th, 2023, Logista completed the acquisition of Belgium Parcels Service (BPS), a company specializing in the express distribution of pharmaceutical parcels in Belgium and Compony operation of this strategic acquisition continues Logista's expansion in Europe by strengthening its position in the pharmaceutical distribution and courier segment.

BPS is a company that offers 24-hour courier services in Belgium and Luxembourg and 24 to 48hour courier services to the Netherlands, France and Germany. The Belgian company specializes in the distribution of sensitive products, mainly temperature-controlled pharmaceuticals to hospitals and pharmacies.

BPS, which has been present in the transport and logistics market for more than 25 years, has a warehouse of 3,500 sqm and handles nearly 700,000 shipments per year.

The acquisition of 100% of the company has been executed for a value of approximately €8 million.

In May 2024 we acquired the remaining 30% of Speedlink according to the agreements in force, thus becoming 100% owned by the Dutch company.

In July 2024, we completed the acquisition of the remaining 26.67% of Transportes El Mosca, according to the stipulated agreements. Thanks to this operation, Logista now has 100% ownership and consolidates its leadership as one of the largest Spanish logistics firms and becomes a benchmark in temperature-controlled full-load transport in southern Europe.

Consolidated income statement summary2

Revenues of €12,986 million, + 4.5% vs. last year with increases recorded in all geographies.

Economic Sales of €1,757 million 4.3% vs. the previous year with improvements in all of Iberia's businesses and in Italy.

Adjusted EBIT of €385 million 5.3% vs. the previous year

Adjusted EBIT margin on Economic Sales was 21.9% compared with 21.7% in 2023.

Changes in the value of inventories due to changes in tobacco taxes and prices during the period in Spain, France and Italy have resulted in an estimated positive impact of €35 million, as the tax increase in Italy and France was offset by changes in tobacco prices in all three regions, vs. €30 million in the previous year.

Restructuring Costs of E-3,9 million vs. €-13,7 million the year before.

Profit/(loss) from disposal of €5,2 million, million thanks to the sale of the warehouse, which was foreclosed in France last year, compared to a loss of €-0,7 million, due to the sale of miscellaneous assets in 2023.

Operating profit of €326 million vs. €293 million in the previous year.

Net financial result of €93 million, vs. €76 million, the year before thanks to a higher average interest rate for the period in comparison to the previous year.

The tax rate of 26.5% above 2023's tax rate of 25.9%.

Net Profit increased by 13.2% up to €308 million.

Revenue Trend (by segment and business)

ME 1 Oct. 2023 - 30
Sept. 2024
1 Oct. 2022 - 30
Sept. 2023
% Variation
Iberia 4,843 4,473 8.28 %
Tobacco and Related Products 3,892 3,601 8.09 %
Transport 890 837 6.34 %
Pharmaceutical distribution 273 234 16.90 %
Other Businesses 19 18 3.10 %
Adjustments (231) (216) (6.63) %
Italy 4,436 4,256 4.23 %
Tobacco and others 4,436 4,256 4.23 %
France 3,764 3,755 0.22 %
Tobacco and Related Products 3,764 3,755 0.22 %
Adjustments (28) (57) (0.51) %
Total Revenue 12,986 12,428 4.49 %

2 See appendix: "Alternative Performance Measures"

Economic Sales (by segment and business)2

ME 1 Oct. 2023 - 30
Sept. 2024
1 Oct. 2022 - 30
Sept. 2023
% Variation
Iberia 1,144 1,093 4.71 %
Tobacco and Related Products 389 382 1.78 %
Transport 726 679 7.04 %
Pharmaceutical distribution 102 93 9.89 %
Other Businesses 18 17 3.83 %
Adjustments (91) (78) (16.59) %
Italy 402 370 8.67 %
Tobacco and Related Products 402 370 8.67 %
France 216 226 (4.38) %
Tobacco and Related Products 216 226 (4.38) %
Adjustments (6) (5) (21.63) %
Total Economic Sales 1,757 1,684 4 35 %

Adjusted EBIT and EBIT trends3

The for any if any any worker lead to continued with and the counter to the contributed
ME
1 Oct. 2023 - 30
Sept. 2024
1 Oct. 2022 - 30
Sept. 2023
% Variation
Iberia 202 198 1.73 %
Italy 121 106 13.97 %
France 63 61 2.12 %
Total adjusted Ebit 385 366 5.34 %
(-) Reestructuring costs (4) (14) 71.61 %
(-) Depreciation of assets acquired (62) (61) (1.68) %
(+/-) Profit/(Loss) on disposal and impairment 5 (1) n.m.
(+/-) Equity-accounted profit/(loss) and other 1 3 (49.92) %
Operating Profit (EBIT) 326 293 11.28 %

Adjusted Operating Profit (or, Adjusted EBIT) is the main indicator employed by Group Management to analyse and measure business performance. This indicator is essentially calculated by discounting from EBIT costs that are not directly related to the Group's revenue in each period, which facilitates from EDI cool trends in operating costs and in the Group's margins. The table above sets out the reconciliation of Adjusted EBIT and EBIT for the period under analysis of 2024 and 2023.

Amortization of assets from acquisitions includes Logista France, Speedlink, Transportes El Mosca, Carbó Collbatallé, Gramma Farmaceuticci and BPS.

2 See appendix: "Alternative Performance Measures"

3 See appendix: "Alternative Performance Measures"

1.1 Segment performance

ME 1 Oct. 2023 - 30
Sept. 2024
1 Oct. 2022 - 30
Sept. 2023
% Variación
Revenues 4,843 4,473 8.28 %
Tobacco and Related Products 3.892 3.601 8.09 %
Transport 890 837 6.34 %
Pharmaceutical Distribution 273 234 16.90 %
Other businesses 19 18 3.10 %
Adjustments (231) (216) (6.63) %
Economic Sales 1,144 1,093 4.71 %
Tobacco and Related Products 389 382 1.78 %
Transport 726 679 7.04 %
Pharmaceutical Distribution 102 93 9.89 %
Other businesses 18 17 3.83 %
Adjustments (91) (78) (16.59) %

i. Iberia: Spain, Portugal, Poland, The Netherlands and Belgium4

Revenues of €4,843 million were up by +8.3% vs. +7.4% compared to 2023. Economic Sales of € 1,144 million grew by +4.7%% vs 2023

Tobacco and related products

  • · During the period, Economic Sales of the tobacco and related products segment increased by 1.8% compared to the previous year.
  • · Distributed volumes of cigarettes plus RYO and others5 in Iberia increased slightly by 0.4% compared to FY2023. This change includes a 0.6% decline in traditional cigarette volumes in Spain, which was offset by an improvement in traditional tobacco volumes in Portugal and RYO and others in both countries. It is also worth noting the significant growth in the distribution of electronic cigarettes in both countries, although they continue to represent a very small percentage compared to traditional tobacco.
  • · During the period there have been changes in selling prices in Spain of all major tobacco manufacturers of between €0.20-0.25 per pack, with no change in tobacco excise taxes. As a result, a positive impact on results due to inventory value changes of €21m (vs. €27m in 2023) has been estimated.
  • · Economic Sales of convenience goods distribution grew in single digits. Logista Retail has continued to expand its activity in main channels and in logistics services to producers in other channels.

4 See appendix: "Alternative Performance Measures"

5 Includes units of heated tobacco

Transport Services

  • · Revenue de 890ME +6.3 % vs. previous year and Economic Sales of 726ME, +7.0 % vs. 2023.
  • · Economic Sales+ of long-distance shipments have registered a single digit increase despites Economic Sales of long distance simpling on Europe, and by the Red Sea conflict, which has having been affected by lower demand in cleading to delays in deliveries. In addition, it is
    meant a significant increase in transit time, leading to delays in Spain have meant a significant increase in trunsit cancy to campaigns during the period in Spain have been lower due to the weather conditions of the period.
  • · Economic Sales in the parcel segment have recorded single-digit growth thanks to growth in volumes distributed in both the pharmaceutical and food sectors.
  • · Economic Sales of the courier business recorded double-digit growth, thanks to increased Economic Sales of the Courter Business recorded as well as the consolidation of BPS in the segment.

Pharmaceutical Distribution:

  • Revenues of 273M€, +16.9 % vs. previous year and Economic Sales of 102M€, +9.9 %, Revenues of 273ME, +10:39 % vs. previous year and growth in the hospital distribution segment and growth in annual vaccination campaigns.
  • In August 2024, Logista was once again awarded the contract for the management of logistics services for the strategic reserve of medical devices for the Spanish logistics services for the stracgle reserved on meaners of the contract has a duration of two years with a possible extension of two additional years.

Publications - Other Business

· Revenues sales increased by 3.1% and Economic Sales 3.8% vs. the previous year Revelities Sales increased by 3.2 //stribution contract with RBA signed in the second half of last year.

Adjusted EBIT of €202m, +1.7% vs. the previous year.

Restructuring cost of € -3,6m vs. € -2.8m in the prior year period.

Capital gains or loss on sale of assets of € -0.4M, same as in the previous period. A Purchase Capital gains of Toss on Sale of assets of C - o mijsition of Speedlink, Transportes el Mosca and Carbó of € -9.5m vs. € -8.6m in the prior year was recorded in the period.

In addition, € 1.3m was recorded for income accounted for by the equity-accounted profits and In addition, e 1.5m was recorded for linohe previous year. The reduction in income from a other (book distribution), vs. € 2.5m in the previous year. The reasonses associated with the acquisition of SGEL Libros during the first quarter of the year.

EBIT of €190m compared to €189m in the same period last year.

ii. Italy6

ME 1 Oct. 2023 - 30
Sept. 2024
1 Oct. 2022 - 30
Sept. 2023
% Variación
Revenues 4,436 4,256 4.23 %
Tobacco and others 4,436 4,256 4.23 %
Economic Sales 402 370 8.67 %
Tobacco and others 402 370 8.67 %

Revenues of €4,436 million, and Economic Sales of €402 million with increases of +4.2% and +8.7% respectively vs. last year thanks to the positive impact of inventory value, higher volumes and tariff changes.

Tobacco and others

  • · Distributed volumes of cigarettes, RYO and others7 increased 1.1% vs. the prior year, with growth in new product categories offsetting a (0.2%) decline in traditional cigarette volumes.
  • · In Italy, an increase in excise taxes on traditional tobacco was implemented with effect from 1 January 2024. These new tax increases are part of a government package that increases an annual increases until 2025. In response to the tax hike, major tobacco manufacturers increased their prices by an average of €0.10 to €0.30 per pack during the months of February to June to compensate for the tax hike.
  • · Economic Sales for the distribution of convenience products slowed down compared to the previous year in the sale of new generation products, particularly disposable e-cigarette, in the tobacconist channel.
  • · The change in the value of inventories as a result of the tax increase and tobacco prices had a net impact of c. €6m vs. -€3,5m in the prior year period
  • · During the year, a new recycling service for e-cigarettes and other tobacco devices was launched through an agreement with the Italian Tobacconist Federation (FTT) and the Ministry of the Environment and Energy Security. The initiative allows consumers to dispose of the devices in dedicated boxes inside tobacconists' shops, while Logista manages their proper recycling. At year-end, Italy had around 29,500 tobacconists participating in the new Recycle-Cig initiative.

Pharmaceutical Distribution:

  • · In the pharmaceutical distribution segment in Italy, work was carried out during the year on the rebranding of Gramma Farmaceutici to Logistia Pharmed buling the year systems and best practices to Logista Pharma standards.
  • · In addition, new laboratories have been added to its portfolio, while existing customers have been integrated with the newly implemented systems.

Adjusted EBIT of €121m, +14.0% vs. the previous year.

6 See appendix: "Alternative Performance Measures"

7 Includes units of heated tobacco

Restructuring costs of close to zero in the period compared to € -0,8m in 2023. EBIT de 121M€, +15 % vs. al ejercicio precedente

France8 iii.

ME 1 Oct. 2023 - 30
Sept. 2024
1 Oct. 2022 - 30
Sept. 2023
% Variación
Revenues 3,764 3,755 0.22 %
Tobacco and Related Products 3,764 3,755 0.22 %
Economic Sales 216 226 (4.38) %
Tobacco and Related Products 216 226 (4.38) %

Revenues of €3,764m, 0.2% vs. the previous year thanks to the positive impact on the value of inventories and higher tariffs offsetting the reduction in volumes.

Economic Sales of €216M, (4.4) % vs. the previous year due to the reduction in volumes distributed, which has been partially offset by tariff increases and the positive impact on the value of inventories.

Tobacco and related products

  • · The reduction in tobacco volumes distributed compared to the prior year was (10.7%) in cigarettes, RYO and others9.
  • · With effect from 1 March, an increase in excise duty of c.0.50/ packet was implemented, which was subsequently offset by an increase in selling prices from c.0.50 to 1.00/ packet, published by the major tobacco manufacturers.
  • · Tobacco tax and price movements had an estimated positive impact of c.€8m in the period, vs. a positive impact of c.€7m in the same period last year.
  • · In the retail segment in France, Strator continued to expand by offering a personalised In the retail segment in with more than 5,000 tobacconists now subscribing to this new service. As in Italy, the tobacco device recycling initiative has been launched, although its implementation is very recent.

Adjusted EBIT of €63m up 2.1% vs. prior year.

Restructuring costs of € -0.2m vs. € -10.1m in the prior year. The gain on disposal and impairment reached a positive amount of € 5.6m, due to the sale of the closed warehouse in France in 2023, vs. € - 0.3m in the previous year.

The same depreciation was recorded for the assets generated on the acquisition of the French business, which amounted to € -52m in both periods.

EBIT of €16m vs. € - 1.3m in the prior year.

8 See appendix: "Alternative Performance Measures"

9 Includes units of heated tobacco

1.2 Evolution of Net Financial Results

The Group has entered into a reciprocal credit line agreement with its majority shareholder (Imperial Brands Plc.), whereby it lends its surplus cash on a daily basis up to a limit of €3,000 million or receives the cash necessary to meet its payment obligations.

On February 22nd, an addendum to the credit line agreement with Imperial Brands was announced, whereby from June 2024 the credit will be structured in two tranches with the aim of partially covering the risk against possible interest rate cuts over the next 3 years. The new terms include:

    1. First tranche up to €1,000 million will be remunerated at a fixed rate of 2.865% plus a spread of 0.75%, for a total of 3.615%.
    1. Second tranche for balances above €1,000 million and up to €3,000 million, which will be remunerated at a EURIBOR 6-month's rate plus a spread of 0.75%.

The European Central Bank had a strategy of interest rate hikes throughout the calendar year 2023 to mitigate the inflationary environment, with the last increase in September 2023 to a base rate of 4.50%. On June 60, and September 12th, 2024, the European Central Bank made the first-interest rate reductions to 3.65% in the ECB's base reference rate.

Taking into account the European Central Bank's average reference rate for the period up to June 12th, 2024, and the average rate of the 6-month EURIBOR as well as the fixed rate from June 13th, 2024, to the end of the fiscal year, the average rate was 4.10%, to which the differential of 0.75%
should be and of the fisc should be added, reaching 4.85%.

During the previous year, the average European Central Bank reference rate for the period was 3.13%, plus a spread of 0.75%.

The average credit line balance during the period was €2,048 million vs. 2,079 million in the previous vear.

Financial income amounted to €103 million vs. €84 million in 2023.

Financial expenses for the period amounted to €-10 million vs. €-8 million recorded in 2023

Net financial income/(expense) for the period therefore totaled €93 million, above the €76 million obtained during 2023.

1.3 Net Profit

Restructuring costs of €-3.9 million during 2024 vs. €-13.7 million in 2023. A capital gain of €5.2 million was recorded, compared to a capital loss close to zero in the previous year.

Financial results have been much higher than those obtained in the previous year (€93 million vs בחר 2023.

Tax rate of 26.5% slightly above 2023's tax rate of 25.9%.

Profit from continuing operations rose to €308 million, registering an increase of 12.6% compared to € 274 million achieved in the previous year.

Net Profit rose to €308 million, registering an increase of 13.2% compared to the previous year.

Basic earnings per share amounted to 2.34€ vs. 2.07€, in the previous period, with the number of shares representing capital stock remaining the same. As of September 30th, 2024, the Company held 754,088 treasury shares (0.6% of share capital). Most of these shares were purchased to cover future commitments to deliver shares under long-term executive remuneration planas. The other shares secure the liquidity agreement entered into on January 20th, 2021, with Banco Santander, S.A

1.4 Cash Flow

The positive performance of the activity in the period has resulted in an increase in earnings before depreciation, interest and taxes (EBITDA) of 5.2% compared to the previous year.

The increase in operating and financial results in the period financed the higher payments for restructuring, rent and standardized taxes, generating a normalized cash flow creation 2% higher than that achieved in the previous year.

The variation in working capital is lower than in the previous year due to the better evolution of tobacco volumes in the fourth quarter.

Finally, the cash outflow for acquisitions during the previous year amounted to -182ME compared to -70M€ disbursed in this year, assuming a free cash generation of 225M€.

1.5 Research and development

Logista has invested EUR 4.7 million in R&D in 2024 (EUR 3.4 million in 2023). These investments mainly relate to the development of new customer integration tools, the development of new group reporting tools, developments related to Strator point-of-sale terminals and transport management.

1.6 Treasury shares

At 30 September 2024, Logista had 758,088 treasury shares on its balance sheet - equating to 0.6% of its share capital - to primarily meet the share distribution commitments resulting from the Company's incentives plans and comply with the liquidity agreement entered into on 20 January 2021 with Banco Santander S.A. (at 30 September 2023, Logista had 883,955 treasury shares on its balance sheet, 0.7% of its share capital).

1.7 Average payment period to suppliers

The average payment period for commercial purchases during fiscal year 2024 has been 38 days (in 2023, 38 days). This information refers to suppliers of Group companies domiciled in Spain.

1.8 Dividend policy

The Board of Directors intends to propose to the General Shareholders' Meeting the distribution of a final dividend for the financial year 2024 of €203 million (1.53 euros per share), to be paid in the first quarter of the calendar year 2025.

On July 24th, 2024, the Board of Directors approved the distribution of an interim dividend for the 2024 financial year, which was paid on August 29th and amounted to 74 million euros (€0.56 per share), which represents an increase of 14% on the interim dividend paid in the previous year.

Furthermore, the total dividend for the 2024 financial year will reach an amount of €277 million (€2.09 per share), which represents an increase of 13% compared to the previous year (€1.85 per share) and a payout of 90%

1.9 Business outlook

Logista will continue to record sustained growth for the year 2024, estimating mid-single digit growth in Adjusted EBIT over that achieved in 2023. This expected growth excludes the effect of the inventory's revaluation recorded for both years and any new acquisitions that may be made during the year.

In line with Logista's strategic plan, whose essential focus is to bring additional growth and diversification to the current business base, the Group continues to seek acquisition opportunities of complementary and synergistic businesses. In any case, maintaining the dividend policy will remain a priority for Logista.

2. SHARE PRICE EVOLUTION

Logista share price amounted €27.06 at the end of fiscal year 2024 (September 30, 2024), so, Logista's market capitalization reached 3,592 million € at closing of fiscal year 2024.

During the fiscal year 2024, 44,390,367shares were negotiated, reaching a rotation of the 33.4% of the total share capital. The daily average volume negotiated was 174.080 shares.

1
2022
Oct.
1
30 Sept. 2024
1
Oct.
2022-
30 Sept. 2023
Market capitalization at the end of the period (€mill) 3,592 3,213
Revaluation (%) 11.8 % 29.8 %
Closing price (€) 27,06 24,20
Maximum price (€) 28,00 25,50
Minimum price (€) 22,60 18,80
Total negotiated volume (shares) 44,390,367 51,944,659
Average daily volume (shares) 174,080 202,909
Rotation (% of share capital) 33.4 % 39.1 %

3. NON-FINANCIAL INFORMATION STATEMENT

The statement of non-financial information, as referred to in articles 262 of the Spanish Companies Act and 49 of the Spanish Commercial Code, is presented in a separate report entitled Integrated Annual Report 2024, consolidated annual report of Logista Integral, S.A. and its subsidiaries for 2024, which expressly states that the information contained in this document forms part of Logista's consolidated management report.

This document has been verified by an independent verification service provider and is subject to the same criteria for approval, filing and publication as Logista's consolidated management report.

4. RISK EXPOSURE

Logista and its subsidiaries' Corporate Risk Management system is outlined in Logista's General Risk Management Policy, as well as in its procedure. The objective of this Policy is to introduce an integrated risk management system designed to provide the Board of Directors and management teams with a tool that helps them optimise results, with a view to improving their capacity to create, sustain and, ultimately, realise value.

The main non-financial risks and uncertainties which Logista faces, and grouped according to their corresponding category, are as follows:

· Business environment risks: The complexity of the macroeconomic environment, as well as the political and social environment within the current global and local context in the countries where Logista operates, may affect Logista in the different locations where it operates. These factors could impact the performance and evolution of Logista's businesses as they are subject to cost increases, changes in consumption habits and patterns, as well as social events (such as sectoral or general strikes), affecting operations or the need for restructuring. In fiscal year 2024, Europe was characterized by economic tensions due to inflation and moderate growth, and geopolitical challenges related to the war in Ukraine, tensions between the US and China, energy crises and political instability in several key countries where the Group operates. Inflation, although it began to moderate, remained a key concern in several European countries, due to the persistent impact of the energy crisis, resulting from the war in Ukraine and Russian gas restrictions. Spain, France, Italy and Portugal faced high energy prices. The European Central Bank's (ECB) policies, such as interest rate hikes, have attempted to contain inflation, but have also slowed economic growth. All of this continues to create uncertainty regarding the pace of economic recovery in the coming months.

  • · Business risks: Risks inherent in the successful expansion of Logista's different businesses - to offset a possible faster rate of decline in the tobacco market - together with a misalignment with the market with regard to Environmental, Social and Governance policies (ESG). In addition, the transport sector currently a very competitive environment, one which is being exacerbated by the worsening economic climate and the potential increase in costs (fuel prices, tolls, distribution costs, salaries ... ), which could push prices up further, affecting the costs structure and as a result the product mix and profitability.
  • · Operational and technological risks: The growing exposure to cyberattacks, both in frequency and size has increased the likelihood of deliberate third-party attacks. As Logista is exposed to threats due to the day-to-day use of technology and information systems in the course of business, information security and system continuity could be jeopardised, and data privacy may even be compromised.

Logista is also exposed to the risk of tobacco theft at its facilities and freight during transit.

  • · Regulatory Compliance Risks: given that Logista's business operations are subject to compliance with numerous laws and regulations, both general and sectoral and with varying scope, this increases exposure to risks arising from potential breaches, associated sanctions or potential legal claims and to Increased costs, incurred as a result of both bringing internal policies into line with new regulations and verifying and controlling regulatory compliance. This risk is heightened by the "Regulatory Tsunami" and the growing complexity of regulations especially in "ESG" aspects. This category also includes any risks that could arise as a result of the ordinary course of business, if Logista is engaged in legal disputes, of any nature, either as the claimant or the defendant, with uncertain outcomes.
  • · Financial and tax risks: The main financial and tax risk to which Logista is exposed is described in detail in the consolidated annual accounts for the 2024 financial year. The main risks are outlined below:
    • o Risk of deterioration of the fair value of assets, with respect to the carrying value of goodwill
    • Credit risk 0
    • Liquidity risk 0
    • 0 Interest rate risk
    • Exchange rate risk 0

In discharging its fiscal obligations, Logista advocates strict compliance with all applicable tax requirements. It adopts a centralised approach to monitoring and verification, ensuring that all fiscal obligations across Logista are met. To this end, it draws on support from highly reputable tax advisors and law firms when preparing its tax reports and settling taxes owed. Such advice is also sought in the event of any special transactions and when mounting a legal defence, should this be necessary. Logista is exposed to the following risks:

  • o The Group's primary activity is the distribution of tobacco, and as such it is subject to a specific fiscal model that can be complex due to its extensive geographical presence. In this respect, the Group has various tax disputes pending resolution requiring value judgements as to the probability of being obliged to settle certain liabilities. Logista has made provisions for these risks based on expert legal advice and the potential for transferring them to third parties.
  • o In accordance with current legislation, tax assessments are not considered definitive until the filed returns have been inspected by the tax authorities or the relevant inspection period has lapsed. Logista's returns from a number of financial years are currently subject to inspection with respect to certain taxes.

· Climate change related risks: Logista's risk management system includes climate change risks within its environmental risks. As of the date of this report, no relevant environmental risks have been identified, excluding the climatic risks detailed below:

Type of physical risk Climate Hazard Category Description of the potential impact
of physical climate hazard
Acute Heavy precipitation (rain, hail, snow Damage to assets (warehouses and
vehicles in use)
or ice)
Type of transition risk Transition risk description Description of the potential impact
of transition climate hazard
Current
and
regulation
gas emissions emerging Increase in the price of greenhouse Increased carbon and fuel prices in the
supply chain that are passed on to the
consumer
Technological Transition costs towards
lower-
emission technology
Higher
costs
of decarbonizing our
vehicle
fleet through electrification,
Intermodality and biodiesel

As detailed above, Logista is potentially exposed to the consequences of climate change. On the one hand, there are physical risks, such as extreme weather events, which could affect infrastructure and transport, and on the other, transition risks, given that global trends to reduce the causes and consequences of climate change may lead to economic, regulatory, technological and/or reputational effects.

The process of prioritising climate-related risks follows the same phases as the Company's risk management process, although taking into account the specifics and particularities of the recommendations. After examining the physical risks and transition risks related to climate, a total of 24 inherent physical risks and 16 inherent transition risks with a possible impact on Logista were identified, of which only those detailed in the table above were considered relevant. After completing the evaluation of these risks, no residual physical or transition risks have been found to be significant.

The initiatives carried out by the Group in the area of climate change have not had an accounting impact in the year or a significant change in the estimates made by the Management.

Regarding the risks to which the Company has been exposed:

  • · Logista is impacted by the world's current adverse economic, political and social climate, with spiralling inflationary its consequent contraction of consumption being the most visible consequences.
  • · Attempted but unsuccessful cyberattacks were detected by existing monitoring processes and systems, subsequently analysed and finally blocked as appropriate.
  • · Typical operational risks during the regular course of its businesses, particularly in relation to tobacco theft at its facilities and freight during transit - no material impact on results given that the goods are insured.
  • · Liability for the resolution of tax disputes ruling against Logista no material impact on results due to prior provisioning, as well as for other non-tax related legal disputes, strikes and labour disputes.

In these cases, the control systems in place have allowed the mitigation of either the impact of the risk or its probability of occurrence. In general, Logista's internal control and risk management systems have allowed several risks to be placed in a low risk profile, and even for some of them to end without significant impact for Logista.

5. USE OF DERIVATIVE FINANCIAL INSTRUMENTS

No Group company uses derivative financial instruments.

6. SIGNIFICANT EVENTS FOR THE GROUP AFTER THE REPORTING PERIOD

No significant events have occurred since year-end that would have a material impact on the accompanying financial statements.

OTHER INFORMATION

The following reports, (i) Annual Corporate Governance Report, (ii) Annual Board Remuneration Report and (iii) Integrated Annual Report (which incorporates the Non-Financial Information Statement), corresponding to financial year 2024, form part of this Consolidated Management Report, are available in full on the website of the Spanish Securities Market Commission (www.cnmv.es) and on the website of the Parent Company (www.logista.com), and are reported as Other Relevant Information (OIR) to the CNMV.

APPENDIX: ALTERNATIVE PERFORMANCE MEASURES

Economic Sales: equivalent to Gross Profit; used interchangeably by Group Management to refer to the figure obtained by subtracting Raw materials and consumables from Revenue.

Group management considers this figure to be a significant measure of the tariff revenue generated by distribution services that provides investors with a useful view of the Group's financial performance.

ME 1 Oct. 2023 - 30 Sept. 2024 1 Oct. 2023 - 30 Sept. 2024
Revenue 12,986 12,428
Raw materials and consumables (11,229) (10,743)
Gross Profit 1,757 1,684

Adjusted EBIT: This indicator is basically calculated by discounting from EBIT costs that are not directly related to the revenue obtained by the Group in each period, which facilitates the analysis of the Group's operating cost and margin trends.

Adjusted EBIT is the main indicator employed by Group management to analyse and measure business performance.

ME 1 Oct. 2023 - 30 Sept. 2024 1 Oct. 2023 - 30 Sept. 2024
Adjusted EBIT 385 366
(-) Restructuring Costs -4 -14
(-) Depreciation of Acquired Assets -62 -61
(+/-) Profits/(Loss) on disposal and Impairment 5 -1
(+/-) Equity-accounted pofit/(loss) and toher 1 3
EBIT 326 293

· Adjusted EBIT Margin on Economic Sales: calculated as Adjusted EBIT divided by Economic Sales (or, interchangeably, Gross Profit).

This ratio is the main indicator employed by Group Management to analyze and measure the trend in profits obtained from the Group's ordinary business activities in a certain period.

ME 1 Oct. 2023 - 30 Sept. 2024 1 Oct. 2023 - 30 Sept. 2024 % Variation
Economic Sales 1,757 1,684 4.33 %
Adjusted EBIT 385 366 5.19 %
Margin over Economic Sales 21.9 % 21.7 % 21 b.p.

· Operating Costs: this term comprises logistics network costs, commercial expenses, research expenditure and central office expenses that are directly related to the Group's revenue in each period. It is the main figure used by Group management to analyse and measure cost structure trends. It does not include restructuring costs or depreciation charged on assets derived from the acquisitions, which are not directly related to the Group's revenue in each period.

Each segment's operating costs exclude corporate centre expenditure, which is however included in the Group's total operating costs so as to show the operating performance of each geographic area.

ME 1 Oct. 2023 - 30 Sept. 2024 1 Oct. 2023 - 30 Sept. 2024
Logistics network costs 1,270 1,233
Commercial expenses 67 રક
Research expenses 2 2
Head office expenses 98 ਰੇਤੇ
(-) Restructuring costs (4) (14)
(-)Amortisation of acquired assets (62) (61)
Operating
Costs
Expenses
OF
5
management
accounts
1,371 1,318
  • · Non-Recurring Costs: This term refers to costs which may be incurred in more than one period but are not continuous over time (unlike operating costs) and only affect the accounts at a given moment.
  • This figure helps Group Management to analyse and measure the Group's business trends during each period
  • · Recurring Operating Costs: This term refers to costs incurred on a continuous basis that allow the Group's business to continue and are estimated as total operating costs minus the nonrecurring costs defined in the previous point. This figure helps Group Management to analyse and measure the Group's business efficiency.
  • · Restructuring Costs: costs incurred by the Group to enhance operational, administrative or commercial efficiency in the organization, including those related to reorganization, lay-offs and the closure or transfer of warehouses or other facilities.
  • · Non-Recurring Results: this refers to results for the year that are not obtained continuously during the year and affect the accounts at a given time. They are included in EBIT.

Certificate on the issuance of the consolidated financial statements

Consolidated Financial Statements and Management Report, as well ass Consolidated Non-Financial Consolidated "Financial" Statements" and "Flandgeneric" (NE) October 2024) (1) December 2024)
Information Statement for the year ended 30 September 2024 (145) in accerdance, Information Statement for the Single European Electronic Formal (EUF) in accordance with the nave been prepared Tonowing the Single Europe Europe in the identification number and formulated by the Board provisions of Compañía de Distribución Integral Logista Holdings, S.A., at its meeting on November 5, of Directors of Compunite de BischBuDVirectors, in order to be verified by auditors, and further approved by the General Shareholders Meeting.

The Corporate Governance Annual Report for the year ended 30 September 2024, which is part of The Corporate Governmine Annual Report Felow as a separate section of the Consolidate Management Report.

The Consolidated Statement of non-financial Information for the year 2024, which is art of the Consolidated Management Report, is also included below as a separate report called 2024 Annual Integrated Report.

The XHTML file of the Consolidated Financial Statements, the Consolidated Management Report and the Consolidated non-financial information statement has been signed in afrancel atatements in without copies attached to the electronic file with XHTML extension, included in the financial statements, in with coples attached to the electronic hit with Art rice cremison have attended the meeting in person, and who are:

Mr. Luis Isasi Fernández de Bobadilla Ms. Cristina Garmendia Mendizábal
Chairman Vice-Chair
Mr. Iñigo Meirás Amusco Mr. Manuel González Cid
CEO Director
Mr. Richard Hathaway Ms. Julia Lefèvre
Director Director
Mr. Celso Marciniuk
Director
Mr. Murray McGowan
Director (Signed by Mr. Richard Hathaway, by
delegation)
Ms. Teresa Paz-Ares Rodriguez Ms. Pilar Platero Sanz
Director Director
lannifor Domonu Ms. María Echenique Moscoso del Prado

Ms. Jennifer Ramsey Director

Secretary Director

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