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MBB SE

Interim / Quarterly Report Aug 14, 2025

279_rns_2025-08-14_575903eb-f4b3-4628-b589-05533d4f5a75.pdf

Interim / Quarterly Report

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HALF-YEAR FINANCIAL REPORT 30 JUNE 2025

MBB SE, Berlin

MBB in figures

Half-year 2025 2024 Δ 2025
(unaudited) / 2024
Earnings figures (adjusted*) €k €k %
Revenue 545,545 467,002 16.8
Operating performance 542,450 465,947 16.4
Total performance 557,898 481,959 15.8
Cost of materials -278,798 -254,008 9.8
Personnel expenses -156,040 -140,751 10.9
EBITDA 76,365 55,838 36.8
EBITDA margin 14.1 % 12.0 %
EBIT 52,148 33,808 54.2
EBIT margin 9.6 % 7.3 %
EBT 50,981 35,565 43.3
EBT margin 9.4 % 7.6 %
Consolidated net profit after non-controlling interests 14,943 14,175 5.4
eps in € 2.79 2.59 7.9
Average number of shares in circulation (in thousand) 5,353 5,477
Earnings figures (IFRS) €k €k %
EBITDA 76,034 54,807 38.7
Consolidated net profit after non-controlling interests 14,719 13,234 11.2
eps in € 2.75 2.42
Figures from the statement of financial position (IFRS) 30 Jun 31 Dec
€k €k %
Non-current assets 464,335 428,347 8.4
Current assets 761,223 786,324 -3.2
thereof liquid funds** 518,629 616,168 -15.8
Issued capital (share capital) 5,325 5,411 -1.6
Other equity 792,010 777,770 1.8
Total equity 797,335 783,181 1.8
Equity ratio 65.1 % 64.5 %
Non-current liabilities 146,842 116,965 25.5
Current liabilities 281,381 314,525 -10.5
Total assets 1,225,558 1,214,671 0.9
Net cash (+) or net debt (-) ** 457,426 553,857 -17.4
Employees (as of closing date) 4,082 3,982 2.5

* For a detailed account of the adjustments, please refer to the information provided in the section on results of operations, financial position and net assets.

** This figure includes the value of physical gold stocks and securities.

Percentages and figures in this report may be subject to rounding differences.

MBB in figures 1
Contents 2
Welcome Note from the Executive Management 3
Interim Group management report 4
Business and economic conditions 4
Business development, result of operations, financial position and net assets 5
Business Development 5
Results of operations, financial position and net assets 6
Segment performance 9
Employees 9
Report on risks and opportunities 9
Outlook 9
IFRS interim consolidated financial statements 10
Notes to the interim consolidated financial statements 18
Information on the company 18
Accounting 18
Accounting policies 18
Business combinations 18
Review 18
Dividend 18
Changes in contingent liabilities 18
Related party transactions 19
Segment reporting 19
Disclosures on financial instruments 20
Events after the end of the reporting period 22
Responsibility statement 22
Financial calendar 23
Contact 23
Imprint 23

Welcome Note from the Executive Management

Dear fellow shareholders,

The first half of 2025 was marked by an impressive momentum in the operating business of MBB Group. Despite a challenging overall economic environment, we once again succeeded in significantly increasing revenue and earnings: Revenue grew by 16.8% to €545.5 million, and adjusted EBITDA rose disproportionately by 36.8% to €76.4 million, corresponding to a margin of 14.1%.

Once again, our Service & Infrastructure segment was the main growth driver, raising revenue by 49.0% to €361.6 million and EBITDA margin to 17.3%. Friedrich Vorwerk increased its revenue by 56.1% to €303.1 million and achieved an EBITDA margin of 18.0% thanks to more than doubling its EBITDA. This dynamic development was driven by high capacity utilisation and rapid progress on the major A-Nord project. Also the very high order backlog of €1.1 billion as of 30 June 2025 and the recently awarded major contract for the construction and completion of the ETL 182 energy transport pipeline with an order value in the mid-three-digit million range once again underscore Friedrich Vorwerk's strong competitive position and the structural momentum in the energy industry. DTS revenue grew by 20.6% to €58.6 million and achieved an EBITDA margin of 13.5%. In addition, DTS acquired a major order with a term of five years for IT security solutions in the low to mid doubledigit million euro range, thereby confirming its position as a leading IT security specialist in a market that continues to grow strongly.

In the Technological Applications segment, Aumann and Delignit recorded a decline in revenue due to restraint in the automotive industry, but were able to keep their margins stable thanks to proactive cost optimisation measures. Aumann achieved an EBITDA margin of 10.8% again, with revenue declining by 23.4% to €108.3 million. Delignit generated revenue of €33.7 million, representing a decline of 8.2%. The Consumer Goods segment continued to face weak consumer demand. Revenue fell by 9.2% to €42.1 million, while EBITDA amounted to €1.4 million and was below the previous year's level.

Our solid balance sheet with an equity ratio of 65.1% and net liquidity of €457.4 million, of which €292.0 million is attributable to the holding company MBB SE, continues to offer us considerable strategic scope for further organic and non-organic growth. Our outstanding apprentice training programme is key to securing our organic growth. In the 2025 -apprenticeship- year, 109 new apprentices will start to work at our companies.

Against the backdrop of a strong half-year, we continue to expect consolidated revenue between €1.0 billion and €1.1 billion with an EBITDA margin of between 11% to 14%, each at the upper end of the range.

We thank you for your trust and look forward to continuing MBB's successful growth course together with you.

Berlin, 14 August 2025

The Executive Management of MBB SE

Dr Christof Nesemeier Torben Teichler

Executive Chairman Chief Financial Officer

Interim Group management report

MBB SE is a medium-sized, family-owned company that forms the MBB Group together with its subsidiaries.

Business and economic conditions

Macroeconomic environment

In the first half of 2025, the global economy shifted from a phase of robust growth and declining inflation to a more uncertain course, weighed down by the economic and aggressive tariff policy of the United States. Global trade rose by around 1.5% in the first quarter, with growth expected to reach 2% in the second quarter. Inflation expectations have risen again in some economies, including the United States, with inflation also being significantly influenced by tariff policies. The OECD expects global growth to slow from 3.3% in 2024 to 2.9% in 2025, with declining rates particularly in the North American economic area. Growth will be driven primarily by significantly above-average growth rates in India, China and Indonesia. Growth of 1.4% (2024: 1.8%) is expected for the OECD economic area and 1.0% (2024: 0.8%) for the eurozone.

In the second quarter of 2025, German gross domestic product fell by 0.1% compared with the previous quarter, after rising by 0.3% in the first quarter of 2025. Despite improved business expectations, German industrial production and order intakes remain volatile. The industrial economy is continuing the upward trend that has been evident since the beginning of the year in the early summer, but is being influenced to a considerable extent by the highly unpredictable US tariff policy. Foreign trade is weighing on growth, as exports to the US in particular declined after advance deliveries in the first quarter. Domestic demand is developing unevenly: declines in retail sales are offset by an increase in new private car registrations and higher sales in the hospitality industry. Geopolitical uncertainties and the continuing weakness of the labour market continue to have a negative impact on consumer sentiment among private households. According to the Federal Statistical Office, the inflation rate in Germany was at 2.0% in June 2025, thus weakening over the course of the first half of the year. While falling energy and food prices contributed to the reduction in inflation since the beginning of the year, above-average price increases for services continue to be observed. The Deutsche Bundesbank expects an average annual inflation rate of 2.2% for 2025. In its economic forecast of 12 June, the ifo Institute expects price-adjusted GDP growth of 0.3% for 2025, supported in particular by fiscal stimulus and an improved order situation.

Energy industry

According to the Fraunhofer Institute for Solar Energy Systems (ISE), renewable electricity share in net public electricity generation in Germany was 60.9% in the first half of 2025, down from 65.1% in the same period last year. The decline is attributable to lower wind energy production due to weather conditions. For the same period, a record amount of solar power was generated across Europe. According to the 2025 Energy Transition Progress Monitor, published in spring 2025 by the consulting firm Ernst & Young and the German Association of Energy and Water Industries (bdew), the expansion and conversion of Germany's energy infrastructure is currently significantly behind the expansion targets for renewable energies. In order to cope with the transformation, considerable investments in the electricity grids will have to be made, also against the backdrop of the predicted increase in additional grid users of heat pumps, photovoltaic systems and charging points for electric mobility. In the progress monitor published in spring 2024, the authors estimate that over €1.2 trillion in investment will be required to achieve the energy transition targets set for 2035. Of this, over €610 billion will be spent in areas in which Friedrich Vorwerk operates, such as the expansion of transport and distribution networks or the hydrogen core network.

Information Technology

According to the digital association Bitkom, the German digital industry continues to grow. Growth is being driven in particular by the information technology sector, for which Bitkom expects a 5.7% increase in turnover by 2025. High growth rates in the market for software and hardware are being driven by platforms for the development, testing and provision of AI software (+50%), applications for collaboration and mobile working (+12%), security software (+11%) and Infrastructure-as-a-Service (+24%), among other things.

Automotive industry

According to the European Automobile Manufacturers' Association (ACEA), new car registrations in the EU fell by 1.9% compared to the same period last year. The trend varied across Europe and across vehicle categories: Electric and hybrid vehicles (+10.9%) and the markets in Spain (+15.2%) and the United Kingdom (+6.7%) recorded positive growth rates. By the end of June 2025, registrations of petrol vehicles had fallen by 21.2% and diesel vehicles by 28.1%, with all major markets recording declines. By contrast, the passenger car markets in the USA and China reported positive sales growth: the USA recorded a slight increase in registrations of 0.4% and China an increase of 11.2% in the first half of 2025. In Germany, new registrations of electric vehicles are growing despite the declining overall market. The share of electric vehicles in new registrations in Germany reached 27.6% and thus increased significantly by 9 percentage points compared to the first half of 2024.

Business development, result of operations, financial position and net assets

Business Development

MBB increased its revenue by 16.8% from €467.0 million in the first half of 2024 to €545.5 million in the first six months of the financial year. In the same period, adjusted EBITDA rose by 36.8% from €55.8 million to €76.4 million. The adjusted EBITDA margin was 14.1%, above the level of the same period last year (12.0%). Adjusted earnings per share amounted to €2.79, above the previous year's level (previous year: €2.59).

The Service & Infrastructure segment, which comprises Friedrich Vorwerk and DTS, increased its revenue by 49.0% year-on-year to €361.6 million. Friedrich Vorwerk recorded a 56.1% increase in revenue to €303.1 million. DTS recorded a 20.6% increase in revenue to €58.6 million after six months. DTS also acquired a major order for IT security solutions in the low to mid double-digit million euro range. The order has a term of five years. In the Service & Infrastructure segment, EBITDA almost doubled to €62.4 million, corresponding to an EBITDA margin of 17.3%. The significant increase in profitability is attributable to Friedrich Vorwerk, which significantly increased its EBITDA margin from 12.6% in the previous year to 18.0% in the first six months. This very good business performance is due to the high-quality order backlog and the increased use of resources, which is also reflected in an 8% increase in the number of employees in the first six months. At DTS, the EBITDA margin was 13.5%, below the level of the same period last year (previous year: 15.4%), but in line with the full-year figure for 2024 (13.4%).

Friedrich Vorwerk's order intake in the first six months of the financial year amounted to €220.4 million (previous year: €407.7 million), reflecting the Group's share of work performed in joint ventures (ARGE) on major projects and the order volume from its own projects. The total project volume, including the proportionate ARGE order volumes, of projects won in the first six months increased by 42% to €613 million (previous year: €431 million). In the current third quarter, Friedrich Vorwerk also won a major contract for the construction of a further 86 km section of the ETL 182 energy transport line with a contract value in the mid-three-digit million range. The order backlog as of 30 June 2025 remains at a very high level at €1,105.0 million (31 December 2024: €1,187.7 million) and thus continues to be at a very high level, forming a solid foundation for continuous growth in revenue and earnings. On 1 April 2025, the Wischhafen branch, including the operating site in Stade, was acquired from Gerhard Rode Rohrleitungsbau GmbH & Co. KG as part of an asset deal. The branch, with its approximately 40 employees, is expected to generate annual revenue in the midsingle-digit million range and make a valuable contribution to the realisation of Friedrich Vorwerk's ongoing major projects.

Against the backdrop of the excellent development in the first half of the year and an unchanged positive outlook, Friedrich Vorwerk is raising its forecast for the 2025 financial year and now expects revenue of €610 - €650 million with an EBITDA margin between 17.5% and 18.5%.

The Technological Applications segment, which comprises the listed companies Aumann and Delignit, recorded a 20.3% decline in revenue to €142.0 million in the first six months (previous year: €178.2 million). EBITDA for the segment fell by 21.9% to €13.8 million (previous year: €17.7 million). The market environment in the automotive industry continues to be characterised by noticeable investment restraint. Aumann's revenue decreased by 23.4% to €108.3 million (previous year: €141.4 million), while the adjusted EBITDA margin remained at the previous year's level of 10.8%. In the first half of the year, both order intake at €90.0 million and the order backlog at €162.4 million were below the high prior-year levels. For the 2025 financial year, Aumann continues to expect consolidated revenue of between €210 million and €230 million with an EBITDA margin of 8 to 10%. In a challenging market environment, Delignit recorded an 8.2% decline in revenue to €33.7 million in the first half of 2025 (previous year: €36.7 million) with an EBITDA margin at previous year's level. For the 2025 financial year, the Delignit Executive Board continues to expect moderate revenue growth to around €68 million with slightly improved profitability and an EBITDA margin of 6 to 7%.

The Consumer Goods segment comprises the mattress manufacturer CT Formpolster and Hanke, which specialises in tissue products. Revenue and EBITDA in the segment declined, partly due to weaker consumer demand in the furniture and mattress market and in the market for tissue products. Segment revenue amounted to €42.1 million (previous year: €46.4 million). At €1.4 million, the segment's EBITDA was significantly below the previous year's level (previous year: €4.2 million).

As part of the share buyback programme approved on 30 October 2024, MBB repurchased 85,713 of its own shares in the first half of the year at an average price of €119.25 (excluding incidental acquisition costs) and for a total value of €10,228,716.99 on the stock exchange. The share buyback programme ended as planned on 30 April 2025. The number of treasury shares currently stands at 111,268.

In the first six months, Aumann AG acquired 1,434,244 of its own shares with a total value of €20.4 million as part of a voluntary public buyback offer to all shareholders. As a result of participation in this buyback programme and further share sales, MBB SE's stake in Aumann fell to 43.97% (previous year: 48.53%). As of 30 June 2025, Aumann AG holds treasury shares amounting to 10.0%, meaning that MBB SE holds 48.86% of the voting shares in Aumann as of the balance sheet date.

MBB SE sold 387,857 shares in Friedrich Vorwerk Group SE in the first half of the year, reducing its shareholding in the company to 48.55% as of the balance sheet date (31 December 2024: 50.49%). MBB SE also sold 60,254 shares in Delignit AG by 30 June 2025, so that its share in the company now amounts to 59.79%, compared with 60.37% previously.

DTS IT AG acquired a further 19.66% of the shares in ISL Internet Sicherheitslösungen GmbH in the first half of 2025 by exercising its purchase option, thereby increasing its shareholding from 80.34% to 100.00%.

Results of operations, financial position and net assets

The MBB Group's net assets, financial position and results of operations are strong despite the volatile overall economic developments. At €545.5 million, consolidated revenue after six months of the financial year 2025 is 16.8% above last year's level (previous year: €467.0 million).

Income from joint ventures and associates total €5.1 million (previous year: €5.5 million) and relate to consortiums of Friedrich Vorwerk. Other operating income of €10.4 million (previous year: €10.5 million) includes income from securities of €4.0 million, income from capitalised own work of €2.0 million, income from the offsetting of remuneration in kind of €1.8 million, income from reimbursements and grants of €0.4 million, income from currency translation of €0.2 million and other

income of €1.9 million. Own work capitalised mainly relates to the capitalisation of development costs at Aumann.

Cost of materials increased by 9.8% to €278.8 million. Adjusted personnel expenses increased by 10.9% to €156.0 million due to the increase in the number of employees 4,082 (30 June 2024: 3,951 employees) and higher labour costs.

Other operating expenses amount to €46.7 million (previous year: €31.4 million) in the first six months. They include maintenance and repair expenses, rental expenses from short-term leases, legal and consulting fees, advertising expenses, insurance premiums, exchange rate losses as well as travel expenses and other external services.

Adjusted earnings before interest, taxes, depreciation and amortisation (EBITDA) increased by 36.8% to €76.4 million (previous year: €55.8 million) after six months of the financial year 2025. Adjusted EBITDA margin amounts to 14.1% (previous year: 12.0%). In the first six months of 2025, adjusted personnel expenses of €0.3 million were incurred (previous year: €1.0 million) in connection with Aumann AG's stock option program. The reduced adjustments are due to the completion of MBB SE's stock option programme in 2024.

Adjusted depreciation and amortisation increased by 9.9% year-on-year to €24.2 million after six months of the financial year 2025. Adjustments relate to the depreciation and amortisation of assets amounting to €0.3 million capitalised as part of purchase price allocations (previous year: €0.3 million).

This resulted in an adjusted EBIT (earnings before interest and taxes) of €52.1 million (previous year: €33.8 million).

Taking into account the financial result of €-1.2 million (previous year: €1.8 million), adjusted earnings before taxes (EBT) amounted to €51.0 million (previous year: €35.6 million).

The reported adjusted tax expense for the financial year amounts to €18.2 million (previous year: €11.3 million) and is mainly attributable to current and deferred taxes. The adjustment of the tax expense corresponds to the adjustments explained above. The share of minority shareholders in net profit after tax amounts to €17.9 million (previous year: €10.1 million).

The adjusted consolidated net income after minority interests amounts to €14.9 million (previous year: €14.2 million) or €2.79 per share (previous year: €2.59 per share) in the first six months.

Consolidated equity amounted to €797.3 million as of 30 June 2025 (31 December 2024: €783.2 million). In relation to the consolidated total assets of €1,225.6 million (31 December 2024: €1,214.7 million), the equity ratio slightly increased to 65.1% compared to 64.5% as of 31 December 2024. The increase in consolidated equity in the first six months is mainly due to earnings after taxes of €32.4 million generated according to IFRS. From those, €14.7 million is attributable to shareholders of MBB SE and €17.6 million is attributable to Non-controlling interests. The increase in consolidated equity is also due to income from sale of shares in subsidiaries of €24.1 million as well as the fair value measurement of gold and bond portfolio presented in other comprehensive income (€1.6 million). This was partly offset by the acquisition of own shares by MBB SE (€-10.2 million), the acquisition of treasury shares from Non-controlling interest by Aumann (€-5.9 million), profit distributions to the shareholders of MBB SE (€-17.7 million) and to non-controlling interests (€-4.8 million) as well as the fair value measurement of stock portfolio (€-4.0 million).

As of 30 June 2025 the MBB Group had liquid funds (including securities and physical gold holdings) of €518.6 million (31 December 2024: €616.2 million), of which €293.5 million were attributable to MBB SE (31 December 2024: €282.5 million). After deducting the Group's financial debt of €61.2 million (31 December 2024: €62.3 million), the MBB Group's net cash position amounts to €457.4 million, compared to €553.9 million as of 31 December 2024. Of this amount, €292.0 million are attributable to MBB SE (31 December 2024: €280.8 million).

The decline in net cash is partly attributable to negative cash flow from operating activities in the amount of €-30.0 million. Significant effects arose at Friedrich Vorwerk (€-35.3 million), whose operating cash flow was characterised by an increase in net working capital. Net cash was also reduced by the acquisition of treasury shares by MBB SE (€-10.2 million), the acquisition of treasury shares from Non-controlling interest by Aumann (€-5.9 million), net investments in property, plant and equipment and intangible assets (€-41.6 million) as well as profit distributions to the shareholders of MBB SE (€-17.7 million) and to non-controlling interests (€-4.8 million). This was partly offset by proceeds from the stake reduction in subsidiaries (€24.1 million). Also non-cash effects had an impact on net cash, particular the measurement of gold and securities at fair value presented in other comprehensive income (€-2.3 million) as well as the conclusion of new leases and the associated increase in lease liabilities (€-3.3 million).

In the first six months 2025, investments were made in stocks totalling €51.8 million and bonds amounting to €48.9 million. This was offset by proceeds from sales of stocks amounting to €37.3 million and maturing bonds totalling €35.4 million. In the consolidated cash flow statement, these effects are recognised in cash flow from investing activities.

Segment performance

The following segments are reported:

  • Service & Infrastructure
  • Technological Applications
  • Consumer Goods

In first half-year 2025, the Service & Infrastructure segment increased its revenue to €361.6 million (previous year: €242.6 million), while adjusted EBITDA amounted to €62.4 million for the same period (previous year: €31.9 million). This corresponds to an EBITDA margin of 17.3% (previous year: 13.2%).

In the Technological Applications segment, both revenue and EBITDA decreased. Segment revenue declined year-on-year to €142.0 million (previous year: €178.2 million), while adjusted EBITDA decreased to €13.8 million (previous year: €17.7 million) which corresponds to an EBITDA margin of 9.7% (previous year: 9.9%).

At €42.1 million, revenue in the Consumer Goods segment were down on the previous year (previous year: €46.4 million). Also, the segment's EBITDA of €1.4 million was below the previous year's level (previous year: €4.2 million).

Employees

The number of people employed by the MBB Group slightly increased from 3,982 as of 31 December 2024 to 4,082 as of 30 June 2025. In addition, the MBB Group is currently training 263 apprentices and employees in dual study programs.

Report on risks and opportunities

The risks and opportunities for the business development of the MBB Group are described in the Group management report for the 2024 financial year, which is available on our website www.mbb.com. The assessment remains unchanged. MBB SE's risk management system is designed to identify risks early on and to take immediate action.

Outlook

Given the strong first half-year, MBB expects to achieve its forecast of €1.0 to €1.1 billion in revenue with an adjusted EBITDA margin between 11 and 14%, each at the upper end of the range.

Berlin, 14 August 2025

The Executive Management of MBB SE

IFRS interim consolidated financial statements

Percentages and figures in this report may be subject to rounding differences.

IFRS consolidated statement of profit or loss 1 Jan - 30 Jun
2025
1 Jan - 30 Jun
2024
(unaudited) €k €k
Revenue 545,545 467,002
Increase (+) or decrease (-) in finished goods and work in progress -3,095 -1,055
Operating performance 542,450 465,947
Income from joint ventures and associates 5,075 5,494
Other operating income 10,372 10,518
Total performance 557,898 481,959
Cost of raw materials and supplies -139,395 -151,544
Cost of purchased services -139,403 -102,464
Cost of materials -278,798 -254,008
Wages and salaries -122,091 -111,387
Social security and pension costs -34,280 -30,394
Personnel expenses -156,371 -141,782
Other operating expenses -46,695 -31,362
Earnings before interest, taxes, depreciation and amortisation (E
BITDA) 76,034 54,807
Depreciation and amortisation expense -24,504 -22,368
Earnings before interest and taxes (EBIT) 51,529 32,440
Finance income 3,432 4,424
Finance costs -1,625 -1,915
Earnings attributable to non-controlling interests -2,973 -765
Net finance costs -1,166 1,744
Earnings before taxes (EBT) 50,363 34,184
Income tax expense -17,435 -10,510
Other taxes -569 -606
Earnings after taxes 32,359 23,067
thereof attributable to:
- Shareholders of MBB SE 14,719 13,234
- Non-controlling interests 17,641 9,833
Basic earnings per share (in €) 2.75 2.42
Diluted earnings per share (in €) 2.75 2.38
IFRS consolidated statement of comprehensive income
(unaudited)
1 Jan - 30 Jun
2025
€k
1 Jan - 30 Jun
2024
€k
Earnings after taxes 32,359 23,067
Items that may be subsequently reclassified to profit and loss
Fair value changes bonds and gold 1,645 580
Currency translation differences -375 307
Reclassifications to profit or loss (debt instruments) -324 -112
Items that may not be subsequently reclassified to profit and loss
Fair value changes stocks -3,968 6,757
Other comprehensive income after taxes -3,022 7,530
Comprehensive income for the reporting period 29,337 30,597
thereof attributable to:
- Shareholders of the parent company 12,044 20,608
- Non-controlling interests 17,293 9,989
2nd Quarter
IFRS consolidated statement of profit or loss 1 Apr - 30 Jun 1 Apr - 30 Jun
2025 2024
(unaudited) €k €k
Revenue 285,497 261,534
Increase (+) or decrease (-) in finished goods and work in progress -2,067 -1,558
Operating performance 283,430 259,977
Income from joint ventures and associates 3,559 2,296
Other operating income 5,677 4,496
Total performance 292,666 266,769
Cost of raw materials and supplies -66,209 -85,797
Cost of purchased services -74,806 -58,534
Cost of materials -141,015 -144,331
Wages and salaries -63,147 -57,760
Social security and pension costs -17,780 -15,960
Personnel expenses -80,927 -73,720
Other operating expenses -24,410 -16,084
Earnings before interest, taxes, depreciation and amortization (E
BITDA) 46,314 32,633
Depreciation and amortization expense -12,653 -11,239
Earnings before interest and taxes (EBIT) 33,661 21,395
Finance income 1,496 2,049
Finance costs -769 -1,005
Earnings attributable to non-controlling interests -2,152 -763
Net finance costs -1,425 280
Earnings before taxes (EBT) 32,236 21,674
Income tax expense -11,412 -7,088
Other taxes -289 -290
Earnings after taxes 20,535 14,297
thereof attributable to:
- Shareholders of MBB SE 9,283 7,468
- Non-controlling interests 11,251 6,829
Basic earnings per share (in €) 1.74 1.40
Diluted earnings per share (in €) 1.74 1.38
1 Apr - 30 Jun
2025
1 Apr - 30 Jun
2024
€k €k
20,535 14,297
382 212
-851 62
-219 -21
8,849 825
8,160 1,077
28,695 15,374
17,644 8,514
11,050 6,859
Statement of financial position 30 Jun 2025 31 Dec 2024
Assets (IFRS) unaudited audited
€k €k
Non-current assets
Concessions, industrial property rights and similar rights 21,820 21,083
Goodwill 48,899 48,899
Intangible assets 70,719 69,982
Land and buildings including buildings on third-party land 104,184 103,820
Technical equipment and machinery 77,802 67,022
Other equipment, operating and office equipment 51,654 45,545
Advance payments and assets under development 13,563 11,926
Property, plant and equipment 247,203 228,313
Joint ventures and associates 14,307 9,297
Other participations 1 1
Long-term securities 115,250 104,734
Other loans 331 359
Financial assets 129,889 114,391
Deferred tax assets 16,524 15,661
464,335 428,347
Current assets
Raw materials and supplies 25,388 21,586
Work in progress 8,057 8,121
Finished goods and commodities 14,452 11,016
Advance payments 13,108 3,638
Inventories 61,006 44,361
Trade receivables 97,102 83,242
Contract assets 148,643 118,721
Income tax receivables 14,308 14,663
Other current assets 36,749 13,834
Trade receivables and other current assets 296,802 230,460
Gold 7,257 6,492
Securities 127,670 114,793
Derivative financial instruments 37 69
Financial assets 134,964 121,354
Cash on hand 44 27
Bank balances 268,407 390,122
Cash on hand and bank balances 268,451 390,149
761,223 786,324
Total assets 1,225,558 1,214,671
Statement of financial position 30 Jun 2025 31 Dec 2024
Equity and liabilities (IFRS) unaudited audited
€k €k
Equity
Issued capital 5,325 5,411
Capital reserve 424,192 434,249
Legal reserve 61 61
Retained earnings and other comprehensive income 132,499 120,801
Non-controlling interests 235,257 222,659
797,335 783,181
Non-current liabilities
Liabilities to banks 23,544 22,947
Lease liabilities 10,610 11,289
Liabilities from participation rights 10,213 10,213
Contract liabilities 15,140 662
Liabilities to non-controlling interests 6,830 3,857
Other liabilities 758 797
Pension provisions 20,107 20,122
Other provisions 2,211 2,126
Deferred tax liabilities 57,429 44,951
146,842 116,965
Current liabilities
Liabilities to banks 19,946 20,492
Lease liabilities 7,103 7,583
Trade payables 77,884 54,182
Contract liabilities 63,307 104,373
Liabilities to non-controlling interests 3,265 3,179
Other liabilities 25,864 42,222
Accruals 40,888 45,096
Income tax liabilities 7,566 11,105
Other provisions 35,559 26,293
281,381 314,525
Total equity and liabilities 1,225,558 1,214,671
Consolidated statement of cash flows 1 Jan - 30 Jun 1 Jan - 30 Jun
(unaudited) 2025
€k
2024
€k
Earnings before interest and taxes (EBIT) 51,529 32,440
Depreciation and amortisation expense 24,504 22,368
Increase (+), decrease (-) in provisions 9,336 -170
Gains (-), Losses (+) from disposal of non-current assets -104 -72
Income from joint ventures and associates -5,075 -5,494
Other non-cash expenses and income 2,810 33
Adjustments for non-cash transactions 31,471 16,665
Increase (-), decrease (+) in inventories, receivables and other assets -84,966 -39,918
Decrease (-), increase (+) in trade payables and other liabilities -22,441 -41,399
Change in working capital -107,407 -81,317
Income taxes paid -8,590 -2,872
Other taxes paid -569 0
Interest received 4,528 5,569
Dividend proceeds from joint ventures and associates 408 29
Reclassification to interest received and to cash flow from investing activi
ties -1,353 -1,197
Cash flow from operating activities -29,981 -30,683
Investments (-), divestments (+) of intangible assets -5,407 -4,341
Investments (-), divestments (+) of property, plant and equipment -35,517 -23,047
Investments in long-term financial assets and securities -100,784 -28,388
Proceeds from long-term financial assets and securities 72,747 28,920
Business combination (less cash received) -665 -126
Cash flow from investing activities -69,625 -26,981
Profit distribution to shareholders -17,732 0
Payments to non-controlling interests -4,796 -3,628
Purchase of own shares -10,229 -37,778
Acquisition of treasury shares by subsidiaries -5,919 -5,972
Proceeds from disposal of shares without change of control 24,066 0
Payments for shares without change of control -1,408 -9,554
Proceeds from borrowings 15,450 13,497
Repayments of loans -14,309 -6,128
Payments for lease liabilities -4,360 -4,397
Interest payments -1,616 -1,872
Cash flow from financing activities -20,852 -55,831
Cash and cash equivalents at end of period
Change in cash and cash equivalents (Subtotal 1-3) -120,459 -113,496
Effects of changes in foreign exchange rates (non-cash) -1,239 23
Cash and cash equivalents at beginning of period 390,149 313,901
Cash and cash equivalents at end of period 268,451 200,428
Composition of cash and cash equivalents
Cash on hand 44 40
Bank balances 268,407 200,389
Reconciliation to liquid funds as of 30 June 2025 2024
Cash and cash equivalents at end of period 268,451 200,428
Gold 7,257 5,585
Securities 242,920 217,751
Liquid funds as of 30 June 518,629 423,764
Retained earnings and other comprehensive income
Issued ca Capital re Legal re Currency Fair value Reserve Other re Retained Attribu Non-con Consoli
pital serve serve translation reserve for pensi serve earnings table to trolling dated
difference ons MBB SE interests equity
sharehol
ders
€k €k €k €k €k €k €k €k €k €k €k
1 Jan 2024 5,716 469,193 61 -917 41,077 930 -1,672 40,936 555,326 208,581 763,908
Dividends 0 0 0 0 0 0 0 -5,376 -5,376 -3,058 -8,434
Subtotal 5,716 469,193 61 -917 41,077 930 -1,672 35,560 549,950 205,523 755,473
Amounts recognized in other comprehensive income 0 0 0 0 7,130 0 0 0 7,130 93 7,224
Currency translation difference 0 0 0 244 0 0 0 0 244 63 307
Consolidated net profit 0 0 0 0 0 0 0 13,234 13,234 9,833 23,067
Total comprehensive income 0 0 0 244 7,130 0 0 13,234 20,608 9,989 30,597
Capital transactions involving a change in ownership interest 0 0 0 1 -10 14 0 -3,894 -3,890 -5,664 -9,554
Purchase of own shares -394 -37,385 0 0 0 0 0 0 -37,778 0 -37,778
Acquisition of treasury shares in subsidiaries 0 0 0 0 74 30 0 -835 -731 -5,241 -5,972
Other changes 0 442 0 0 0 0 0 0 442 88 529
30 Jun 2024 5,323 432,250 61 -672 48,272 974 -1,672 44,065 528,601 204,696 733,296
1 Jan 2025 5,411 434,249 61 -345 55,114 523 -1,672 67,181 560,522 222,659 783,181
Dividends 0 0 0 0 0 0 0 -17,732 -17,732 -4,796 -22,528
Subtotal 5,411 434,249 61 -345 55,114 523 -1,672 49,449 542,790 217,863 760,653
Amounts recognized in other comprehensive income 0 0 0 0 -2,556 0 0 0 -2,556 -91 -2,647
Currency translation difference 0 0 0 -118 0 0 0 0 -118 -257 -375
Consolidated net profit 0 0 0 0 0 0 0 14,719 14,719 17,641 32,359
Total comprehensive income 0 0 0 -118 -2,556 0 0 14,719 12,044 17,293 29,337
Capital transactions involving a change in ownership interest 0 0 0 7 -30 -13 1,672 15,789 17,425 5,896 23,321
Purchase of own shares -86 -10,143 0 0 0 0 0 0 -10,229 0 -10,229
Acquisition of treasury shares in subsidiaries 0 0 0 3 -128 -40 0 125 -39 -5,880 -5,919
Other changes 0 86 0 0 0 0 0 0 86 85 171
30 Jun 2025 5,325 424,192 61 -453 52,400 470 0 80,083 562,077 235,257 797,335

Statement of changes in consolidated equity

Notes to the interim consolidated financial statements

Information on the company

MBB SE is headquartered at Kurfürstendamm 188, 10707 Berlin, Germany. It is entered in the commercial register of the Berlin-Charlottenburg District Court under HRB 165458.

Accounting

The interim financial report of the MBB Group for the period 1 January to 30 June 2025 was prepared on the basis of the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB) as adopted in the EU. It was prepared in accordance with IAS 34.

Accounting policies

The accounting policies adopted are the same as those applied in preparing the consolidated financial statements as of 31 December 2024. The preparation of the financial statements is influenced by accounting policies and assumptions and estimates affecting the amount and reporting of recognized assets, liabilities, contingent liabilities and income and expense items. Matters relating to revenue are deferred intra-year.

Business combinations

On 1 April 2025, Friedrich Vorwerk acquired the Wischhausen branch, including the production facility in Stade, from Gerhard Rode Rohrleitungsbau GmbH & Co. KG as part of an asset deal. The branch, with its approximately 40 employees, is expected to generate annual revenue in the midsingle-digit million range.

The assets were acquired from Vorwerk Stade GmbH (formerly: Vorwerk Verwaltungs GmbH). Initial consolidation took place on 1 April 2025. No difference (goodwill) arose from this business combination. The purchase price paid as part of the asset deal amounted to €665 thousand. The purchase price was paid in full in cash. As part of the purchase price allocation, the acquisition costs were allocated to the acquired property, plant and equipment. These were measured at their fair values. The transaction costs amounted to €16 thousand.

Since the date of initial consolidation, revenue of €626 thousand and a loss of €396 thousand have been recognised from the acquired business.

The purchase price allocation used for initial consolidation is provisional. Adjustments may be made within one year of acquisition.

Review

The condensed interim consolidated financial statements as of 30 June 2025 and the Interim Group management report were neither audited in accordance with section 317 of the Handelsgesetzbuch (HGB – German Commercial Code) nor reviewed by an auditor.

Dividend

On 17 June 2025, the Annual General Meeting of MBB SE resolved to distribute a basic dividend of €1.11 and an anniversary dividend of €2.22, totalling €3.33 per share (17.7 Mio. €) for the financial year 2024. This corresponds to a further increase in the basic dividend, which has never fallen since MBB's IPO and has risen every year since 2010. An anniversary dividend was resolved to mark MBB's 30th anniversary. The dividend was paid out on 20 June 2025.

Changes in contingent liabilities

There were no material changes in contingent liabilities compared to 31 December 2024.

Related party transactions

Business transactions between consolidated Group companies and unconsolidated Group companies are conducted at arm's-length conditions.

Segment reporting

The management of the MBB Group defines the segments as reported in the Interim Group management report. Segment liabilities do not include any liabilities for taxes, lease liabilities or liabilities to banks.

Segment reporting
2025
2024 ∆ 2025 / 2024
Half-year (unaudited) €k €k €k in %
Service & Infrastructure
Revenue 361,583 242,616 118,967 49.0%
EBITDA (adjusted) 62,389 31,924 30,465 95.4%
Segment assets 378,135 320,847 57,288 17.9%
Segment liabilities 188,723 94,679 94,044 99.3%
Technological Applications
Revenue 142,023 178,162 -36,139 -20.3%
EBITDA (adjusted) 13,781 17,653 -3,872 -21.9%
Segment assets 217,285 246,135 -28,850 -11.7%
Segment liabilities 92,922 127,692 -34,770 -27.2%
Consumer Goods
Revenue 42,119 46,398 -4,279 -9.2%
EBITDA (adjusted) 1,437 4,186 -2,749 -65.7%
Segment assets 62,818 58,025 4,793 8.3%
Segment liabilities 16,936 16,689 247 1.5%
Reconciliation
Service & Infrastructure -106 -88 -18
Technological Applications -20 -20 0
Consumer Goods -53 -58 4
Revenue -179 -165 -14
EBITDA (adjusted) -1,242 2,076 -3,318
Group
Third party revenue Service & Infrastructure 361,477 242,528 118,949 49.0%
Third party revenue Technological Applications 142,003 178,142 -36,139 -20.3%
Third party revenue Consumer Goods 42,066 46,341 -4,275 -9.2%
Revenue 545,545 467,002 78,543 16.8%
EBITDA (adjusted) 76,365 55,838 20,526 36.8%

A revenue share of €429.1 million (previous year: €349.3 million) is attributable to customer contracts with revenue being recognised over time. Adjusted EBITDA for the segments is reconciled to consolidated net profit as follows:

Reconciliation of EBITDA to consolidated net profit 2025 2024
Half-year €k €k
Total EBITDA (adjusted) of the segments 77,607 53,762
Adjustments of EBITDA -331 -1,031
Reconciliation to Group EBITDA -1,242 2,076
Group EBITDA 76,034 54,807
Depreciation and amortization expense -24,504 -22,368
Net finance costs -1,166 1,744
Earnings before taxes (EBT) 50,363 34,184
Income tax expense -17,435 -10,510
Other taxes -569 -606
Earnings after taxes 32,359 23,067
./. Non-controlling interests 17,641 -9,833
Consolidated net profit 14,719 13,234

The "Adjustments of EBITDA" include personnel expenses in connection with the stock option program of Aumann AG in the amount of €0.3 million and that also included the costs of the MBB SE share option programme in previous year (previous year: €1.0 million). The "Reconciliation to the Group EBITDA" includes consolidation effects between the segments and the holding company's income and expenses that are not based on transactions with subsidiaries. This includes, in particular, income and expenses from securities and the remuneration of MBB SE personnel.

Disclosures on financial instruments

The following tables show the carrying amounts and fair values of financial instruments by class and measurement category in accordance with IFRS 9. In addition, the financial instruments measured at fair value are categorised in the IFRS 13 fair value hierarchy. Their individual levels' definition is as follows:

Level 1: Fair value measurement is based on quoted prices in active markets (e.g. stock exchange prices).

Level 2: Market observable parameters are included in the market value calculation to a significant extent.

Level 3: The determination of market value is based on valuation methods that predominantly include non-market observable input factors.

Assets, trade payables, liabilities to non-controlling interests and other financial liabilities recognised at cost under IFRS 9 mainly have short remaining terms. Their carrying amounts approximate their fair values as at the reporting date. In accordance with IFRS 7.29a, their fair value is not disclosed ("n/a").

30 Jun 2025 Fair value
Classification
under IFRS 91
Carrying
amount
Level Level Level Total
€k 1 2 3 0
Assets
Long-term securities FVTOCI 115,250 115,250 115,250
(31 Dec 2024) 104,734 104,734 104,734
Trade receivables AC 97,102 n/a
(31 Dec 2024) 83,242
Other financial assets2 AC 9,498 n/a
(31 Dec 2024) 6,957
Securities (debt instruments) FVTOCI 127,670 127,670 127,670
(31 Dec 2024) 114,793 114,793 114,793
Derivatives without hedge relationship FVTPL 37 37 37
(31 Dec 2024) 69 69 69
Cash on hand, bank balances AC 268,451 n/a
(31 Dec 2024) 390,149
Liabilities
Liabilities to banks FLaC 43,490 43,206 43,206
(31 Dec 2024) 43,439 43,143 43,143
Liabilities from participation rights FLaC 10,213 14,049 14,049
(31 Dec 2024) 10,213 13,827 13,827
Derivate ohne Hedge-Beziehung FVTPL 252 252 252
(31 Dec 2024) 257 257 257
Trade payables FLaC 77,884 n/a
(31 Dec 2024) 54,182
Liabilities to non-controlling interests FLaC 10,095 n/a
(31 Dec 2024) 7,036
Contingent considerations from put options FVTPL 0 0 0
(31 Dec 2024) 1,384 1,384 1,384
Other financial liabilities and accruals2 FLaC 56,235 n/a
(31 Dec 2024) 57,364
Aggregated according to category
Financial assets AC 375,052 n/a
Financial assets FVTOCI 242,920 242,920
Financial assets FVTPL 37 37
Financial liabilities FLaC 197,917 n/a
Financial liabilities FVTPL 252 252
0

1FVTPL: fair value through profit or loss; FVTOCI: fair value through other comprehensive income; AC: amortized cost; FLaC: financial liabilities at amortized cost.

2Other financial assets and other financial liabilities include all other current assets and other liabilities that do not arise from taxes and prepaid expenses and deferred income.

The principles and methods used to determine fair value are unchanged as of 30 June 2025. More detailed explanations can be found in section VI. of the notes to the consolidated financial statements 2024.

There were no changes between levels in either the current half-year or the previous financial year.

The contingent consideration from put options reported last year represented obligations arising from the acquisition of shares in a company in the form of transferring additional assets to the seller of a business if certain events are fulfilled in the future. In the reporting period, interest expenses of €19 thousand (previous year: €35 thousand) were recognised from the accrual of interest on the contingent consideration and reported under finance costs. The following table shows the measurement methods used to determine fair values.

Financial instrument Valuation technique Material, unobservable input fac
tors
0
Securities The fair value is based on the market
price of equity and debt instruments as
of 30 June 2025.
not applicable
Contingent considerations from
put options
Discounted cash flows based on con
tractually fixed mechanisms
Performance of the purchased entity
The fair value of contingent considera
tion liabilities would decrease if the
performance of the purchased entity
would be lower.

Financial instruments not measured at fair value:

Financial instrument Valuation technique
Liabilities to banks / liabilities from profit participation
rights
Discounted cash flows: The valuation model takes into
account the present value of the expected payments, dis
counted using a risk-adjusted discount rate.

Events after the end of the reporting period

Effective by 1 August 2025, Friedrich Vorwerk has acquired the Brunn branch of Christoffers GmbH. The branch, with its approximately 35 employees, is expected to generate annual revenue in the low single-digit million range.

Responsibility statement

To the best of our knowledge, and in accordance with the applicable reporting principles for interim financial reporting, the interim consolidated financial statements give a true and fair view of the results of operations, financial position and net assets of the Group, and the interim management report of the Group includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group for the remaining months of the financial year.

Berlin, 14 August 2025

The Executive Management of MBB SE

Financial calendar

Hamburger Investorentage, Hamburg

27 – 28 August 2025

Goldman Sachs German Corporate Conference, Munich

22 – 23 September 2025

Quarterly report Q3

13 November 2025

Deutsches Eigenkapitalforum, Frankfurt am Main 24 - 26 November 2025

End of financial year

31 December 2025

This document is an English translation of the original report written in German. In the event of discrepancies, the authoritative German version of the document shall take precedence.

Both language versions are available on the Internet at

https://www.mbb.com/en/ir/financial-reports.html

Please subscribe to our MBB newsletter at www.mbb.com/newsletter.

Contact

MBB SE Kurfürstendamm 188 10707 Berlin

Tel.: +49 30 844 15 330 Fax.: +49 30 844 15 333

www.mbb.com [email protected]

Imprint

MBB SE Kurfürstendamm 188 10707 Berlin

MBB.COM

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