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SAF-HOLLAND SE

Quarterly Report Aug 8, 2024

6218_10-q_2024-08-08_31a673ac-a2ec-4fa0-9e01-a9bd184bde89.pdf

Quarterly Report

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Half-Year Financial Report H1 2024
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KEY FIGURES

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TABLE OF CONTENTS

Group Interim Management Report

Industry environment
Significant events in the first half of 2024
Economic Report
Outlook
Risk and Opportunity Report
Supplementary Report
Interim Consolidated Financial Statements
Consolidated Statement of Profit and Loss
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Interim Consolidated Financial Statements
Responsibility Statement
Further Information
Financial Calendar and Contacts
Imprint

INDUSTRY ENVIRONMENT

MACROECONOMIC CONDITIONS

According to observations by the International Monetary Fund (IMF), global economic activity and world trade picked up at the turn of the year. In its "World Economic Outlook Update" published in July 2024, the IMF sees strong exports, particularly in the technology sector from Asia, as the main driver. Overall, the global economy is stabilizing despite regional differences in development.

The IMF is seeing signs of an economic recovery in Europe, particularly due to an improvement in the service sector and higher net exports. In the eurozone, the IMF therefore also sees varying degrees of recovery in the individual countries, depending on the importance of the service and industrial sectors. With the continuing weakness of the manufacturing sector in Germany, the economic recovery there is also weaker.

The economy in the United States continues to grow. However, the start to the year was weaker than expected. The IMF sees a cooling job market and weakening consumption.

Emerging and developing countries performed more positively. In China, strong exports and an upturn in private consumption are driving the economy. Private spending also boosted the Indian economy.

SECTOR ENVIRONMENT

With its products for the commercial vehicle industry, SAF-HOLLAND serves the Original Equipment Trailer, Original Equipment Truck and Aftermarket customer groups, which are of varying importance in the respective regions. The Original Equipment Trailer and Aftermarket customer groups in particular generate a large share of sales. In the first half of 2024, the Original Equipment Trailers customer group accounted for 49.9\% and the Aftermarket business for 36.7\% of Group sales. The Original Equipment Truck customer segment, which generates most of its sales in the Americas region, accounted for 13.4\% of Group sales.

The European commercial vehicle market was characterized by a challenging economic environment in the first six months of 2024 and a continued reluctance to buy on the part of trailer customers. The
willingness of freight forwarders and fleets to invest has weakened against the backdrop of high financing costs and fleet renewals carried out over the past two years. SAF-HOLLAND estimates that trailer production in Europe will decline by around 15\% to 20\% in the first half of 2024. SAF-HOLLAND also anticipates a decline in production of heavy trucks, which it expects to be around $15 \%$ in this period.

The North American commercial vehicle market, which recorded solid growth in the previous year, started the new year on a lighter note. According to ACT (Americas Commercial Transportation Research Company), a total of 174,110 Class 8 trucks were manufactured in the reporting period from January to June 2024. This represents an increase of around $1 \%$ compared to the same period last year. After a decline of $2 \%$ in the first quarter, production figures in the second quarter were at the same level as in the previous year. According to ACT, 169,329 trailers were produced in the same period, around $26 \%$ fewer than in the first half of the previous year.

In Brazil, the markets for trailers and heavy trucks recorded positive development in both market segments in the first half of 2024. According to the industry association ANFIR (Associação Nacional Fabricantes de Implementos Rodoviários), the market for trailers grew by around 6\%. According to the industry association ANFAVEA (Associação Nacional dos Fabricantes de Veículos Automotores), new registrations in the market for heavy trucks increased further in the second quarter, reaching a year-onyear increase of $37 \%$ in the six-month period (Q1 2024: +20\%).

The commercial vehicle market in China got off to a positive start in the new year. According to SAF-HOLLAND, however, the truck market was unable to continue this trend in the second quarter. The company estimates growth of around $5 \%$ in the trailer market and around $4 \%$ in the truck market in the first half of 2024.

According to SAF-HOLLAND estimates, the trailer market in India recorded a decline in production of up to $5 \%$ in the first six months. This was due to the limited government spending in connection with the parliamentary

elections, particularly for infrastructure programs, which enabled production growth of around $66 \%$ in the previous year. In the truck market, which is less important for SAF-HOLLAND, the company estimates that around $18 \%$ fewer trucks rolled off the production lines in the first half of 2024.

SIGNIFICANT EVENTS IN THE FIRST HALF OF 2024

ACQUISITION OF IMS GROUP B.V.

With effect from January 2, 2024, SAF-HOLLAND GmbH acquired IMS Group B.V., Barneveld, Netherlands, from its long-standing exclusive distribution partner Pon Group. IMS Group B.V. is the exclusive distributor of the Group's own quality brands SAF and Holland in the original equipment and aftermarket sectors in the Benelux. In addition, IMS Group B.V. offers sustainable and efficient solutions for the transportation industry with its mechanical and hydraulic steering systems.

ACQUISITION OF TECMA SRL

SAF-HOLLAND GmbH announced on February 7, 2024 that it is acquiring 100\% of the shares in Tecma Srl, Verona, Italy. Tecma Srl specializes in the development and production of customer-specific axle systems and suspensions for special vehicles and heavy-duty applications, which are developed in close cooperation with vehicle manufacturers according to customer requirements. The transaction was completed and the company was included in the Consolidated Financial Statements of SAF-HOLLAND SE for the first time on April 2, 2024.

ANNUAL GENERAL MEETING OF SAF-HOLLAND SE ON JUNE 11, 2024

The Annual General Meeting of SAF-HOLLAND SE, which was held on June 11, 2024, approved all the resolutions proposed by the administration, including the proposal by the Management Board and the Supervisory Board to distribute a dividend of EUR 0.85 per share. Authorization was also granted to cancel the existing authorized capital in connection with the creation of new authorized capital and to create conditional capital in connection with the issue of convertible bonds,
bonds with warrants and/or participating bonds. In addition, all incumbent Supervisory Board members were confirmed in office until the Annual General Meeting in 2028. Following the Annual General Meeting, Dr. Martin Kleinschmitt was re-elected Chairman of the Supervisory Board.

INCREASE IN THE ANNUAL OUTLOOK FOR 2024

On June 17, 2024, SAF-HOLLAND SE adjusted its outlook for the full year 2024 in an ad hoc announcement. At that time, the Management Board of SAF-HOLLAND SE expected the adjusted EBIT margin for the full year 2024 to be around 10\% (previously: $9.0 \%$ to $9.5 \%$ ). Group sales were expected to remain unchanged at around EUR 2,000 million and the capex ratio at up to $3 \%$.

ECONOMIC REPORT

EARNINGS, ASSET AND FINANCIAL POSITION

RESULTS OF OPERATIONS

Weaker market environment leads to slight decline in Group sales

SAF-HOLLAND's Group sales declined by $2.3 \%$ to EUR 1,012.5 million in the first half of 2024 (previous year: EUR 1,036.1 million).

In organic terms - i.e. excluding the impact of exchange rate and acquisition effects - Group sales fell by EUR 98.9 million or $9.5 \%$ in the first half of 2024, which is mainly due to the weaker market environment in the EMEA and Americas regions.

By contrast, sales were boosted by acquisition effects amounting to EUR 76.0 million, which relate to the first-time consolidation of Haldex AB for the entire reporting period (previous year: 21 February to 30 June), IMS Group B.V., which has been included in the Consolidated Financial Statements since the beginning of 2024, and Tecma Srl, which has been fully consolidated since April 2024. Of this, a low double-digit million amount was attributable to the IMS Group and Tecma Srl.

The negative effects from currency translation amounted to EUR 0.7 million in the first half of 2024.

In the second quarter of 2024 SAP-HOLLAND generated Group sales of EUR 507.1 million (previous year: EUR 555.7 million).

In organic terms - i.e. excluding the impact of exchange rate and acquisition effects - Group sales decreased by EUR 59.8 million or $10.8 \%$ in the second quarter of 2024.

This was offset by positive acquisition effects from the acquisitions of the IMS Group and Tecma. These amounted to EUR 9.9 million.

The positive effects from currency translation amounted to EUR 1.3 million in the second quarter of 2024.

The breakdown of Group sales by region in the first half of 2024 was influenced by both acquisition effects and declines in organic sales in the EMEA and Americas regions.

With sales of EUR 477.5 million (previous year: EUR 480.9 million) and a $47.2 \%$ share of Group sales (previous year: $46.4 \%$ ), the EMEA region remains the company's largest region. The Americas region accounted for $40.1 \%$ (previous year $41.8 \%$ ) or EUR 406.3 million of sales (previous year EUR 433.1 million). The APAC region increased its sales by $5.4 \%$ to EUR 128.7 million (previous year: EUR 122.1 million) and thus contributed $12.7 \%$ to Group sales (previous year: $11.8 \%$ ).

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Strong cyclically resilient aftermarket business increases to 36.7\% of Group sales (previous year: 29.1\%)

Due to weaker customer demand in the EMEA and Americas regions, the Original Equipment Trailer customer segment's contribution to sales fell by $14.9 \%$ to EUR 504.8 million (previous year: EUR 593.3 million). As a result, the share of sales fell from $57.3 \%$ to $49.9 \%$. Sales from the original equipment business with trucks fell by $3.9 \%$ to EUR 135.8 million (previous year: EUR 141.3 million). This is mainly attributable to the EMEA region. In total, the original equipment business therefore accounted for $63.3 \%$ of

Group sales (previous year: 70.9\%). In contrast, the cyclically resilient aftermarket business was able to significantly improve its share of sales from $29.1 \%$ to $36.7 \%$. The increase in sales by EUR 70.5 million to EUR 372.0 million (previous year: EUR 301.5 million) was the result of both organic growth and acquisition effects (Haldex in particular)

In the second quarter of 2024, the share of sales generated by the aftermarket business improved by 6.7 percentage points to a new high of $38.4 \%$.

Group sales by customer segment
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Significant increase in the gross profit margin in the first half of 2024 The individual expense items in the income statement showed diverging trends in the first half of 2024. Comparability with the same period of the previous year is sometimes limited due to the first-time consolidation of Haldex AB for the entire reporting period (previous year: February 21 to June 30), IMS Group B.V., which was included in the Consolidated Financial Statements from January 2, 2024, and Tecma Srl, which was included in the Consolidated Financial Statements from April 2, 2024.

The cost of sales in the first half of 2024 declined by $6.3 \%$ year-on-year to EUR 788.9 million (previous year: EUR 842.4 million). It should be noted that the cost of sales for the first half of 2024 includes amortization from purchase price allocations in the amount of EUR 3.3 million (previous year: EUR 1.5 million) and restructuring expenses in the amount of EUR 0.6 million (previous year: EUR 1.0 million). In the first half of 2023, there were also one-time amortization expenses from the step-up purchase price allocation from the inventory valuation in the amount of EUR 5.3 million.

In nominal terms, gross profit amounted to EUR 223.6 million (previous year: EUR 193.7 million), which corresponds to an increase of $15.4 \%$. With
the cost of sales falling faster than sales, the gross profit margin increased from $18.7 \%$ to $22.1 \%$ in the first half of 2024 . This is mainly due to the higher share of the aftermarket business.

In the second quarter of 2024, the gross profit margin was $22.6 \%$, significantly higher than the figure of $19.3 \%$ in the second quarter of 2023.

Operating result positively influenced by strict cost management

The operating result improved by $24.8 \%$ compared to the same period of the previous year to EUR 89.2 million in the first half of 2024 (previous year: EUR 71.5 million). The disproportionately high increase compared to gross profit is due to the favorable development of other income and expenses, selling and administrative expenses and research and development expenses. These only increased by a total of $9.9 \%$ to EUR 134.4 million (previous year: EUR 122.2 million).

These cost items include amortization from purchase price allocations of EUR 8.4 million (previous year: EUR 6.7 million) and restructuring and transaction costs of EUR 0.7 million (previous year: EUR 7.4 million). The latter included expenses for the settlement of claims of a former minority shareholder in the amount of EUR 1.2 million in the previous year.

Earnings development

In $k$ EUR
Q1-Q2/2024 Q1-Q2/2023 Change absolute Change in \% Q2 2024 Q2 2023 Change absolute Change in \%
Sales 1,012,522 1,036,096 $-23,574$ $-2.3 \%$ 507,091 555,673 $-48,582$ $-8.7 \%$
Cost of sales $-788,946$ $-842,388$ 53,442 $-6.3 \%$ -392,390 $-448,243$ 55,853 $-12.5 \%$
Gross profit 223,576 193,708 29,868 $15.4 \%$ 114,701 107,430 7,271 6.8\%
Gross profit margin in \% 22.1\% 18.7\% 22.6\% 19.3\%
Adjusted gross profit 227,534 201,513 26,021 $12.9 \%$ 116,979 114,416 2,563 2.2\%
Adjusted gross profit margin in \% 22.5\% 19.4\% 23.1\% 20.6\%
Other income 2,207 3,002 $-795$ $-26.5 \%$ 966 2,225 $-1,259$ $-56.6 \%$
Other expenses - $-1,242$ 1,242 - - $-1,242$ 1,242 -
Selling expenses $-56,634$ $-49,733$ $-6,901$ $13.9 \%$ $-27,612$ $-29,941$ 2,329 $-7.8 \%$
Administrative expenses $-59,278$ $-57,368$ $-1,910$ $3.3 \%$ $-31,106$ $-35,107$ 4,001 $-11.4 \%$
Research and development expenses $-20,659$ $-16,872$ $-3,787$ $22.4 \%$ $-10,895$ $-10,306$ $-589$ 5.7\%
Operating result 89,212 71,495 17,717 24.8\% 46,054 33,059 12,995 39.3\%

EBIT margin improves from $7.0 \%$ to $8.9 \%$

Based on the increase in the operating result, earnings before interest and taxes (EBIT) rose by $24.1 \%$ in the first half of 2024, reaching EUR 89.7 million (previous year: EUR 72.3 million). The EBIT margin improved accordingly to $8.9 \%$ (previous year: $7.0 \%$ ).

Earnings before interest, taxes, depreciation and amortization (EBITDA) increased by $23.3 \%$ to EUR 132.5 million (previous year: EUR 107.4 million). Consequently, the EBITDA margin improved from $10.4 \%$ to $13.1 \%$.

Adjusted EBIT adjusted for one-time and acquisition-related expenses and income

In order to manage and present the underlying operating earnings situation of the Group, SAF-HOLLAND adjusts for special effects outside of its ordinary business activities. These include depreciation and amortization of property, plant and equipment and intangible assets from purchase price allocations (PPA), reversals and impairments, restructuring and transaction costs, valuation effects from option valuations and other one-time effects such as expenses in connection with the cyberattack or the post-merger integration. From the management's perspective, adjusted EBIT and the adjusted EBIT margin represent the most important performance indicators for assessing and evaluating the earnings position of the Group and the three regions.

In the first half of 2024, non-recurring effects outside of ordinary business activities totaling EUR 13.1 million (previous year: EUR 21.9 million) were recorded at the level of earnings before interest and taxes (EBIT).

These include amortization from purchase price allocations in the amount of EUR 11.7 million (previous year: EUR 8.2 million). The increase is due to
additional depreciation and amortization from the first-time consolidation of Haldex AB for the entire reporting period (previous year: February 21 to June 30), and the first-time consolidation of the acquired IMS Group B.V. (from January 2, 2024) and Tecma Srl (from April 2, 2024).

In addition, restructuring and transaction costs of EUR 1.4 million (previous year: EUR 8.3 million) were incurred in the first half of 2024, primarily in connection with the acquisitions and post-merger integration. In the first half of 2023, these non-recurring effects mainly comprised expenses in connection with the Haldex integration amounting to around EUR 2 million and expenses of around EUR 4 million in connection with the cyber-attack. Furthermore, there was a one-time expense of EUR 5.3 million from the step-up purchase price allocation from the valuation of inventories in the context of the Haldex integration.

Adjusted EBIT margin significantly above the previous year at 10.2

Adjusted EBIT improved by $9.1 \%$ to EUR 102.8 million in the first half of 2024 (previous year: EUR 94.2 million). This represents an adjusted EBIT margin of $10.2 \%$ (previous year: $9.1 \%$ ). The basis for this was the significant improvement in the adjusted gross profit margin from $19.4 \%$ to $22.5 \%$.

Adjusted EBIT amounted to EUR 54.2 million in the second quarter of 2024 (previous year: EUR 50.8 million) and the adjusted EBIT margin was 10.7\% (previous year: $9.1 \%$ ). Compared to the first quarter of 2024 ( $9.6 \%$ ), SAF-HOLLAND was thus once again able to significantly increase its profitability, which was largely influenced by the strong aftermarket business and strict cost management.

Reconciliation of operating result to adjusted EBIT

In EEUR
Q1-Q2/2024 Q1-Q2/2023 Change absolute Change in \% Q2 2024 Q2 2023 Change absolute Change in \%
Operating result 89,212 71,495 17,717 24.8\% 46,054 33,059 12,995 39.3\%
Share of net profit of investments accounted for using the equity method 502 785 $-283$ $-36.1 \%$ 255 390 $-135$ $-34.6 \%$
EBIT 89,714 72,280 17,434 24.1\% 46,309 33,449 12,860 38.4\%
EBIT margin in \% 8.9\% 7.0\% 9.1\% 6.0\%
Additional depreciation and amortization from PPAs 11,708 8,240 3,468 42.1\% 6,548 5,912 636 10.8\%
Restructuring and transaction costs 1,352 8,344 $-6,992$ $-83.8 \%$ 1,352 6,144 $-4,792$ $-78.0 \%$
Step-up purchase price allocation from the valuation of inventories from acquisitions - 5,312 $-5,312$ - - 5,312 $-5,312$ -
Adjusted EBIT 102,774 94,176 8,598 9.1\% 54,209 50,817 3,392 6.7\%
Adjusted EBIT margin in \% 10.2\% 9.1\% 10.7\% 9.1\%
Depreciation and amortization of intangible assets and property, plant and equipment 31,046 26,928 4,118 15.3\% 15,811 14,584 1,227 8.4\%
Adjusted EBITDA 133,820 121,104 12,716 10.5\% 70,020 65,401 4,619 7.1\%
Adjusted EBITDA margin in \% 13.2\% 11.7\% 13.8\% 11.8\%
EBITDA 132,468 107,448 25,020 23.3\% 68,668 53,945 14,723 27.3\%
EBITDA Marge margin in \% 13.1\% 10.4\% 13.5\% 9.7\%

Financial result influenced by higher financial expenses

Financial expenses increased by EUR 6.2 million to EUR 28.5 million in the first half of 2024 compared to the previous year. This was due in particular to unrealized exchange rate losses from the valuation of intercompany foreign currency loans at the closing rate and dividends as well as interest expenses in connection with interest-bearing loans and bonds.

This was offset by financial income of EUR 10.3 million (previous year: EUR 7.1 million). The significant increase in financial income of EUR 3.2 million is mainly due to the valuation of intercompany foreign currency loans at the closing rate.

Finance result

In EEUR
Q1-Q2/2024 Q1-Q2/2023 Change absolute Change in \% Q2 2024 Q2 2023 Change absolute Change in \%
Finance income 10,326 7,121 3,205 45.0\% 2,650 5,479 $-2,829$ $-51.6 \%$
Finance expenses $-28,458$ $-22,297$ $-6,161$ 27.6\% $-14,566$ $-10,415$ $-4,151$ 39.9\%
Finance result $-18,132$ $-15,176$ $-2,956$ 19.5\% $-11,916$ $-4,936$ $-6,980$ 141.4\%

Significant improvement in result for the period and earnings per share Earnings before taxes improved by $25.4 \%$ to EUR 71.6 million in the first half of 2024 (previous year: EUR 57.1 million).

With a lower Group tax rate of 29.2\% (previous year: 34.5\%), the Group generated result for the period of EUR 50.7 million in the first half of 2024 (previous year: EUR 37.4 million), which equates to an increase of $35.6 \%$. Result for the period attributable to the shareholders of the parent company rose by $35.3 \%$ in the first half of 2024, from EUR 37.1 million in the previous year to EUR 50.3 million.

Reconciliation of the result before taxes to earnings per share

In KEUR

Q1-Q2/2024 Q1-Q2/2023 Change
absolute
Change in \% Q2 2024 Q2 2023 Change
absolute
Change in \%
Result before taxes 71,582 57,104 14,478 $25.4 \%$ 34,393 28,513 5,880 $20.6 \%$
Income taxes $-20,899$ $-19,718$ $-1,181$ 6.0\% $-10,170$ $-10,617$ 447 $-4.2 \%$
Income tax rate in \% $-29.2 \%$ $-34.5 \%$ $-29.6 \%$ $-37.2 \%$
Result for the period 50,683 37,386 13,297 $35.6 \%$ 24,223 17,896 6,327 $35.4 \%$
attributable to equity holders of the parent 50,260 37,145 13,115 $35.3 \%$ 24,035 17,584 6,451 $36.7 \%$
Basic earnings per share in EUR 1.11 0.82 0.29 $35.3 \%$ 0.53 0.39 0.14 $36.7 \%$
Adjusted result for the period 63,016 58,492 4,524 7.7\% 31,486 33,969 $-2,483$ $-7.3 \%$
attributable to equity holders of the parent 62,593 58,251 4,342 7.5\% 31,298 33,657 $-2,359$ $-7.0 \%$
Adjusted earnings per share in EUR 1.18 1.28 0.10 7.5\% 0.69 0.74 $-0.05$ $-7.0 \%$

SEGMENT REPORTING

EMEA region: Adjusted EBIT margin improves to 8.4\%

With sales of EUR 477.5 million in the first half of 2024, the EMEA region nearly reached the previous year's level of EUR 480.9 million. Adjusted for exchange rate and acquisition effects, the region's sales were $7.7 \%$ below the previous year's figure. Compared to the underlying market, the EMEA region performed better in the first half of 2024, particularly in the original equipment business for trailers, which is of importance to SAF-HOLLAND.

The cyclically resilient aftermarket business recorded strong growth in sales in the first half of 2024. This was partly due to the first-time consolidation of Haldex AB for the entire reporting period (previous year: February 21 to June 30) with a significantly higher share of sales in the aftermarket business and partly due to the successful original equipment business in previous years, which had a positive impact on demand for spare parts.

In the second quarter of 2024, sales in the EMEA region fell by $3.6 \%$ to EUR 233.3 million (previous year: EUR 242.0 million). On an organic basis, sales declined by $8.1 \%$. The aftermarket business, on the other hand, continued to grow significantly.

Q1-Q2/2024 Q1-Q2/2023 Change
absolute
Change in \% Q2 2024 Q2 2023 Change
absolute
Change in \%
Sales 477,531 480,888 $-3,357$ $-0.7 \%$ 233,272 242,042 $-8,770$ $-3.6 \%$
EBIT 33,850 25,138 8,712 34.7\% 16,201 9,265 6,936 74.9\%
EBIT margin in \% 7.1\% 5.2\% 6.9\% 3.8\%
Additional depreciation and amortization from PPA 5,294 3,368 1,926 57.2\% 3,371 2,269 1,102 48.6\%
Restructuring and transaction costs 1,162 7,395 $-6,233$ $-84.3 \%$ 912 5,495 $-4,583$ $-83.4 \%$
Step-up purchase price allocation from the valuation of inventories from acquisitions - 971 $-971$ - 971 $-971$
Adjusted EBIT 40,306 36,872 3,434 9.3\% 20,484 18,000 2,484 13.8\%
Adjusted EBIT margin in \% 8.4\% 7.7\% 8.8\% 7.4\%
Depreciation and amortization of intangible assets and property, plant and equipment 16,879 13,784 3,095 22.5\% 8,480 8,015 465 5.8\%
Adjusted EBITDA 57,185 50,656 6,529 12.9\% 28,964 26,015 2,949 11.3\%
Adjusted EBITDA margin in \% 12.0\% 10.5\% 12.4\% 10.7\%

Adjusted EBIT in the EMEA region increased by $9.3 \%$ to EUR 40.3 million in the reporting period (previous year: EUR 36.9 million), which represents an improvement in the adjusted EBIT margin from $7.7 \%$ to $8.4 \%$. The improvement in adjusted EBIT is due not only to the significantly higher share of sales generated by the aftermarket business but also to strict cost management and the continued realization of synergies from the integration of Haldex.

In the second quarter of 2024, adjusted EBIT amounted to EUR 20.5 million (previous year: EUR 18.0 million), resulting in an adjusted EBIT margin of $8.8 \%$ (previous year: $7.4 \%$ ).

Americas region: Margin improves to 11.4\%

The Americas region recorded a decline in sales of $6.2 \%$ to EUR 406.3 million in the first half of 2024 (previous year: EUR 433.1 million). Adjusted for exchange rate effects and acquisitions, sales revenue declined by $15.1 \%$. This was due in particular to the decline in customer demand for trailer components. In contrast, the aftermarket business in the Americas region recorded significant growth. This development was
driven by the first-time consolidation of Haldex AB for the entire reporting period (previous year: February 21 to June 30), which resulted in a significantly higher share of sales in the aftermarket business, as well as the further increase in the market penetration of SAF-HOLLAND systems.

In the second quarter of 2024, the Americas region's contribution to sales fell from EUR 244.0 million to EUR 208.8 million. On an organic basis, sales declined by $14.7 \%$. The aftermarket business continued to grow compared to the same quarter of the previous year.

Adjusted EBIT in the Americas region improved by $6.1 \%$ to EUR 46.5 million in the first half of the year (previous year: EUR 43.9 million). Consequently, the adjusted EBIT margin improved from $10.1 \%$ to $11.4 \%$. Besides the significantly higher share of sales generated by the aftermarket business, this was also due to a favorable cost trend.

Adjusted EBIT amounted to EUR 25.5 million in the second quarter of 2024 (previous year: EUR 24.9 million) and the adjusted EBIT margin was $12.2 \%$ (previous year: $10.2 \%$ ).

Q1-Q2/2024 Q1-Q2/2023 Change absolute Change in \% Q2 2024 Q2 2023 Change absolute Change in \%
Sales 406,277 433,079 $-26,802$ $-6.2 \%$ 208,766 244,028 $-35,262$ $-14.4 \%$
EBIT 41,691 34,976 6,715 19.2\% 22,997 16,623 6,374 38.3\%
EBIT margin in \% 10.3\% 8.1\% 11.0\% 6.8\%
Additional depreciation and amortization from PPA 4,684 3,394 1,290 38.0\% 2,383 2,823 $-440$ $-15.6 \%$
Restructuring and transaction costs 140 1,584 $-1,444$ $-91.2 \%$ 122 1,584 $-1,462$ $-92.3 \%$
Step-up purchase price allocation from the valuation of inventories from acquisitions - 3,896 $-3,896$ - - 3,896 $-3,896$ -
Adjusted EBIT 46,515 43,850 2,665 6.1\% 25,502 24,926 576 2.3\%
Adjusted EBIT margin in \% 11.4\% 10.1\% 12.2\% 10.2\%
Depreciation and amortization of intangible assets and property, plant and equipment 10,979 10,883 96 0.9\% 5,519 6,566 $-1,047$ $-15.9 \%$
Adjusted EBITDA 57,494 54,733 2,761 5.0\% 31,021 31,492 $-471$ $-1.5 \%$
Adjusted EBITDA margin in \% 14.2\% 12.6\% 14.9\% 12.9\%

APAC region: Margin increases to 12.4\%

The APAC region generated sales revenue of EUR 128.7 million in the first half of 2024 (previous year: EUR 122.1 million), an increase of 5.4\%. Adjusted for exchange rate and acquisition effects, organic growth amounted to $2.9 \%$ compared to the same period of the previous year, which is attributable in particular to a robust mining sector. The development of sales was
temporarily impacted negatively by the restrained government spending in the wake of the Indian parliamentary elections (April 19 to June 1).

In the second quarter of 2024, sales revenue in the APAC region decreased by $6.5 \%$ to EUR 65.1 million (previous year: EUR 69.6 million). Adjusted for exchange rate effects and changes in the scope of consolidation, the decrease in the quarter amounted to $6.0 \%$.

APAC

in kEUR

Q1-Q2/2024 Q1-Q2/2023 Change
absolute
Change in \% Q2 2024 Q2 2023 Change
absolute
Change in \%
Sales 128,714 122,129 6,585 5.4\% 65,053 69,603 $-4,550$ $-6.5 \%$
EBIT 14,173 12,166 2,007 16.5\% 7,111 7,560 $-449$ $-5.9 \%$
EBIT margin in \% 11.0\% 10.0\% 10.9\% 10.9\%
Additional depreciation and amortization from PPA 1,730 1,478 252 17.1\% 794 820 $-26$ $-3.2 \%$
Restructuring and transaction costs 50 $-635$ 685 - 318 $-935$ 1,253 -
Step-up purchase price allocation from the valuation of inventories from acquisitions - 445 $-445$ - - 445 $-445$ -
Adjusted EBIT 15,953 13,454 2,499 18.6\% 8,223 7,890 333 4.2\%
Adjusted EBIT margin in \% 12.4\% 11.0\% 12.6\% 11.3\%
Depreciation and amortization of intangible assets and property, plant and equipment 3,188 2,261 927 41.0\% 1,812 3 1,809 -
Adjusted EBITDA 19,141 15,715 3,426 21.8\% 10,035 7,893 2,142 27.1\%
Adjusted EBITDA margin in \% 14.9\% 12.9\% 15.4\% 11.3\%

Adjusted EBIT of the APAC region improved from EUR 13.5 million to EUR 16.0 million in the first half of 2024, resulting in an increase in the adjusted EBIT margin from $11.0 \%$ to $12.4 \%$. The increase in earnings was characterized in particular by a significantly higher earnings contribution from the aftermarket business. The company also achieved a positive margin in China, following losses in the previous year.

In the second quarter of 2024, the APAC region increased its adjusted EBIT from EUR 7.9 million to EUR 8.2 million and its adjusted EBIT margin from $11.3 \%$ to $12.6 \%$.

ASSET POSITION

Slight increase in total assets compared to the end of 2023
Overall, total assets increased by $3.9 \%$ from EUR 1,651.7 million to EUR 1,715.7 million compared to the balance sheet date of December 31, 2023. The increase is mainly the result of a reporting date and acquisitionrelated increase in trade receivables due to the first-time consolidation of IMS Group B.V. and Tecma Srl and the increase in cash and cash equivalents.

Balance sheet: assets

06/30/2024 $12 / 31 / 2023$ Change
absolute
Change in \%
Non-current assets 812,129 814,400 $-2,271$ $-0.3 \%$
Intangible assets 432,863 427,195 5,668 1.3\%
Property, plant and equipment 327,785 334,007 $-6,222$ $-1.9 \%$
Other (financial) assets 51,481 53,198 $-1,717$ $-3.2 \%$
Current assets 903,555 837,339 66,216 7.9\%
Inventories 310,984 306,692 4,292 1.4\%
Trade receivables 241,008 219,739 21,269 9.7\%
Cash and cash equivalents 274,664 246,276 28,388 11.5\%
Other (financial) assets 76,899 64,632 12,267 19.0\%
Total assets $\mathbf{1 , 7 1 5 , 6 8 4}$ $\mathbf{1 , 6 5 1 , 7 3 9}$ $\mathbf{6 3 , 9 4 5}$ $\mathbf{3 . 9 \%}$

Equity ratio at 28.7\%

Compared to December 31, 2023, equity increased by EUR 16.3 million to EUR 492.3 million. Due to the disproportionate increase in total assets, this results in an equity ratio of $28.7 \%$ (December 31, 2023: 28.8\%).

The result for the period of EUR 50.7 million had a particularly positive effect on equity, while the dividend payment of EUR 38.6 million in June 2024 had a negative impact on equity.

Balance sheet: equity and liabilities

in $k$ EUR
06/30/2024 12/31/2023 Change absolute Change in \%
Total equity 492,292 475,969 16,323 3.4\%
Non-current liabilities 778,207 804,826 $-26,619$ $-3.3 \%$
Interest-bearing loans and bonds 592,124 615,253 $-23,129$ $-3.8 \%$
Lease liabilities 53,193 54,282 $-1,089$ $-2.0 \%$
Other non-current liabilities 132,890 135,291 $-2,401$ $-1.8 \%$
Current liabilities 445,185 370,944 74,241 20.0\%
Interest-bearing loans and bonds 106,447 13,415 93,032 693.5\%
Lease liabilities 15,336 13,485 1,851 13.7\%
Trade payables 219,619 228,630 $-9,011$ $-3.9 \%$
Other current liabilities 103,783 115,414 $-11,631$ $-10.1 \%$
Total equity and liabilities 1,715,684 1,651,739 63,945 3.9\%

Non-current liabilities decreased by EUR 26.6 million to EUR 778.2 million compared to December 31, 2023, and thus accounted for $45.4 \%$ (December 31, 2023: 48.7\%) of total assets. This decline is primarily the result of a decrease in interest-bearing loans and borrowings.

Current liabilities increased by EUR 74.2 million to EUR 445.2 million compared to December 31, 2023. This increase is mainly due to the increase in interest-bearing loans and borrowings.

Leverage ratio still below the target figure of 2.0
Net debt (including lease liabilities) increased by EUR 42.3 million or 9.4\% to EUR 492.4 million as of the end of June 2024 compared to the balance sheet date of December 31, 2023. SAF-HOLLAND had cash and cash equivalents of EUR 274.7 million as of June 30, 2024 (December 31, 2023: EUR 246.3 million). The leverage ratio (ratio of net debt to EBITDA) was therefore 1.8 at the end of the second quarter of 2024 (December 31, 2023: 1.8).

The target of reducing the leverage ratio, which temporarily increased because of the acquisition of Haldex, to a maximum of 2.0 by the end of 2024 was therefore achieved again.

Development of net debt
img-4.jpeg

Net working capital ratio increased due to reporting date and acquisitions
Net working capital development

In KEUR
06/30/2024 12/31/2023 Change
absolute
Change in \%
Inventories 310,984 306,692 4,292 1.4\%
Trade receivables 241,008 219,739 21,269 9.7\%
Trade payables $-219,619$ $-228,630$ 9,011 $-3.9 \%$
Net working capital 332,373 297,801 34,572 11.6\%
Group sales (last 12 months)* 2,100,725 2,106,170 $-5,445$ $-0.3 \%$
Net working capital ratio 15.8\% 14.1\%
  • Amount as of June 30, 2024 includes pro-forma sales of IMS Group and Tecma.

Net working capital is defined as the sum of inventories and trade receivables less trade payables.

The net working capital ratio - net working capital in relation to Group sales over the last twelve months - amounted to $15.8 \%$ as of June 30, 2024, and was therefore 1.7 percentage points higher than on the balance sheet date of December 31, 2023. A decline in twelve-month sales of $0.3 \%$ (amount as at June 30, 2024 includes pro forma sales of IMS Group and Tecma) was offset in particular by the acquisition-related increase in trade receivables ( $+9.7 \%$ ) and inventories ( $+1.4 \%$ ). Thanks to the successful net working capital management, the ratio nevertheless improved by 0.7 percentage points compared to March 31, 2024.

As in previous years, SAF-HOLLAND used factoring in the amount of EUR 32.9 million (previous year: EUR 37.6 million) to optimize liquidity.

FINANCIAL POSITION

Cashflow development
img-5.jpeg

Net cash flow from operating activities influenced by earnings before taxes

Net cash flow from operating activities amounted to EUR 62.6 million in the first half of the year (previous year: EUR 43.6 million) and was therefore EUR 19.0 million higher than in the previous year. This was mainly due to the significant improvement in earnings before taxes, which increased by EUR 13.9 million to EUR 71.0 million.

Net cash flow from investing activities (excluding M\&A) amounted to EUR 18.3 million in the first half-year (previous year: EUR -13.2 million). Investments in property, plant and equipment and intangible assets amounted to EUR 20.0 million (previous year: EUR 14.0 million). Investments in the first half of 2024 focused on the further automation of production processes in the EMEA and Americas regions as well as preparations for the new plant in Texas. In contrast, the company received funds from the sale of property, plant and equipment in the amount of EUR 1.7 million (previous year: EUR 0.9 million).

Operating free cash flow improves by $45.4 \%$ to EUR 44.3 million

As a result, operating free cash flow (net cash flow from operating activities after deducting net investments in property, plant and equipment and intangible assets) improved by EUR 13.8 million compared to the previous year to EUR 44.3 million (previous year: EUR 30.5 million).

In connection with the acquisition of IMS Group B.V. and Tecma Srl, there was a net cash outflow totaling EUR 16.2 million. The net cash inflow of

EUR 30.7 million in the first half of 2023 related to the cash received less the payment for the acquisition of the remaining shares in Haldex AB.

Accordingly, total free cash flow amounted to EUR 28.2 million (previous year: EUR 61.2 million).

In the second quarter of 2024, operating free cash flow more than doubled to EUR 56.8 million compared to the previous year's figure of EUR 25.1 million. This was due in particular to the cash inflow from the reduced capital tied up in net working capital, especially from the change in trade receivables. Taking the cash outflow for the acquisition of company shares into account, total free cash flow amounted to EUR 50.9 million (previous year: EUR 25.1 million).

ROCE of $22.6 \%$ significantly above that of the balance sheet date December 31, 2023

With a return on capital employed (ROCE) of $22.6 \%$, another strong result was achieved in the first half of 2024.

The reason for the significant increase compared to the balance sheet date December 31, 2023, was the disproportionately high increase in adjusted EBIT in the last twelve months.

Financial return: ROCE

img-6.jpeg

OUTLOOK

MACROECONOMIC CONDITIONS

According to a study published in July 2024, the International Monetary Fund (IMF) expects the global economy to grow by $3.2 \%$ this year. At the same time, the IMF points to tensions in global trade and political risks. This could accelerate inflation again, in addition to the price increases for services that can also be observed. The IMF also expects that the period of high interest rates could continue.

The IMF sees signs of recovery in the eurozone. Growth of $0.9 \%$ is expected for 2024, 0.1 percentage points more than estimated in April. Higher than expected exports and stronger momentum in the service sector should have a positive impact. This also explains the different development of the countries in the eurozone, depending on the importance of the service or industrial sector. For example, the IMF sees continued weakness in production in Germany and therefore continues to expect the economy to grow by no more than $0.2 \%$ this year.

The IMF lowered its forecast slightly for the United States to 2.6\% (previously: $2.7 \%$ ) after a weaker start to the year. The IMF expects economic growth to weaken due to the incipient cooling of the job market and declining consumption.

The IMF revised its forecast for growth in emerging and developing countries upwards, particularly with regard to developments in India and China. For India, the IMF continues to expect growth of $7.0 \%$ in the current year. The Indian economy is thus continuing the positive development of the previous year and, according to the IMF, is now also showing improved prospects for private consumption. Growth of 5\% is forecast for China this year. Besides strong exports, the resurgence in private consumption is also responsible for the positive development here. Due to the short-term effects of the floods, the IMF has revised its forecast for Brazil downwards to $2.1 \%$.

INDUSTRY ENVIRONMENT

Based on the Group's current demand situation, SAF-HOLLAND expects a decline of around 20\% in the European trailer market for the full year 2024. According to recently published studies, the research institute Clear expects a decline in production of around $5 \%$ against the backdrop of weaker registration figures in the first three months and a persistently difficult macroeconomic environment. For the European market for heavy trucks, the research institute IHS Markit is currently forecasting a decline in production of around $12 \%$.

For the North American commercial vehicle market, the research institute ACT (Americas Commercial Transportation Research Company) is forecasting a continued decline in production figures for 2024, after the market had been at a very high level in the previous year. A decline of around $26 \%$ is expected for the trailer segment. According to current estimates, the Class 8 truck segment, which is of greater importance to SAF-HOLLAND in North America, is expected to decline by around 9\%. The market is characterized, especially for the second half of 2024, by a weaker willingness of customers to invest after years of high demand. Although the US economy is performing well overall, the profitability of freight forwarders and fleets is under pressure, according to ACT. No significant effects from early purchases are expected this year before the introduction of new emissions regulations in 2027.

SAF-HOLLAND continues to expect the Brazilian trailer market to stabilize at the previous year's level. According to Anfavea (Associação Nacional dos Fabricantes de Veículos Automotores), the market for heavy trucks is expected to grow by around $36 \%$ in the current year following declines in the previous year, which were influenced by the introduction of new emission standards.

SAF-HOLLAND expects the Chinese commercial vehicle market to continue to develop positively this year, albeit at a lower rate in the truck market than recently assumed. The company expects the truck market to grow by around $5 \%$ this year ( 5 percentage points less than forecast in May). Growth of around 5\% is still expected for the trailer market.

In India, the parliamentary elections held over several weeks at the beginning of the year caused uncertainty in the forecast for the development of the commercial vehicle markets this year. Following the conclusion of these elections and confirmation of the previous majority, government infrastructure projects are expected to continue. SAF-HOLLAND currently expects the trailer market to remain at the previous year's level in 2024. In the market for heavy trucks, which is less significant for SAF-HOLLAND in India, production figures are expected to decline by around $13 \%$ after a weak first half of the year.

OUTLOOK ON THE COMPANY'S DEVELOPMENT OUTLOOK FOR ADJUSTED EBIT MARGIN RAISED FOR 2024

Based on the expected macroeconomic and industry-specific conditions and considering the potential risks and opportunities, and on the basis of stable exchange rates, the Management Board of SAF-HOLLAND SE continues to expect Group sales of around EUR 2,000 million for fiscal year 2024, as published on March 14, 2024 (previous year: EUR 2,106.2 million).

On June 17, 2024, the Management Board of SAF-HOLLAND SE raised its outlook for the adjusted EBIT margin based on how business developed in the months from January to May 2024. This is expected to be around 10\% for fiscal year 2024 (previously: $9.0 \%$ to $9.5 \%$ ) and will benefit in particular from a favorable development of the product mix with a higher share of the aftermarket business. Furthermore, the continued realization of synergies from the acquisition of Haldex should have a positive impact on profitability.

To achieve its medium and long-term growth targets and to position the company for the future in terms of products, the Group is still planning to make payments for investments of up to 3\% of Group sales in fiscal year 2024, as published on March 14, 2024 (previous year: 2.9\%).

Group forecast

Sales around EUR 2,000 million
Adjusted EBIT margin around 10\%
Capex ratio $\leq 3 \%$

RISK AND OPPORTUNITY REPORT

Risks and opportunities to which the Group is exposed are recorded on an ongoing basis, and their assessment is reviewed regularly and adjusted to current circumstances.

From today's perspective, there are still no risks that, individually or in combination, could lead to over-indebtedness or the insolvency of the company.

SUPPLEMENTARY REPORT

ACQUISITION OF ASSALI STEFEN SRL

SAF-HOLLAND SE announced on July 19, 2024, that it will acquire 100\% of the shares in Assali Stefen Srl, Verona, Italy. Assali Stefen is a company known worldwide for the development, production and distribution of chassis-related components for trailers and semi-trailers as well as other special applications. With the acquisition of Assali Stefen, SAF-HOLLAND complements its product portfolio in standard and specialty applications, ranging from standard rigid axles to self-steering axles for trailers. At the same time, the acquisition strengthens SAF-HOLLAND's industry position, especially in the EMEA region and in New Zealand. The transaction was completed and the company was included in the Consolidated Financial Statements of SAF-HOLLAND SE for the first time as per July 31, 2024.

CONSOLIDATED STATEMENT OF PROFIT AND LOSS

in $\$ \$$ EUR
Notes Q1-Q2/2024 Q1-Q2/2023 Q2 2024 Q2 2023
Sales (5) 1,012,522 1,036,096 507,091 555,673
Cost of sales $-788,946$ $-842,388$ $-392,390$ $-448,243$
Gross profit 223,576 193,708 114,701 107,430
Other income 2,207 3,002 966 2,225
Other expenses - $-1,242$ - $-1,242$
Selling expenses $-56,634$ $-49,733$ $-27,612$ $-29,941$
Administrative expenses $-59,278$ $-57,368$ $-31,106$ $-35,107$
Research and development expenses $-20,659$ $-16,872$ $-10,895$ $-10,306$
Operating result 89,212 71,495 46,054 33,059
Share of net profit of investments accounted for using the equity method 502 785 255 390
Earnings before interest and taxes 89,714 72,280 46,309 33,449
Finance income (6) 10,326 7,121 2,650 5,479
Finance expenses (6) $-28,458$ $-22,297$ $-14,566$ $-10,415$
Finance result (6) $-18,132$ $-15,176$ $-11,916$ $-4,936$
Result before income tax 71,582 57,104 34,393 28,513
Income tax (7) $-20,899$ $-19,718$ $-10,170$ $-10,617$
Result for the period 50,683 37,386 24,223 17,896
Attributable to:
Equity holders of the parent 50,260 37,145 24,035 17,584
Shares of non-controlling interests 423 241 188 312

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

in kEUR Notes Q1-Q2/2024 Q1-Q2/2023 Q2 2024 Q2 2023
Result for the period 50,683 37,386 24,223 17,896
Attributable to:
Equity holders of the parent 50,260 37,145 24,035 17,584
Shares of non-controlling interests 423 241 188 312
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Net gain/loss on equity instruments measured at fair value through other comprehensive income (12) - $-1,563$ - $-1,563$
Remeasurements of defined benefit plans (12) - 5,156 - 4,980
Income tax effects on items recognized in other comprehensive income (12) - $-1,276$ - $-1,276$
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations (12) 4,225 $-22,425$ 4,361 $-11,191$
Other comprehensive income 4,225 $-20,108$ 4,361 $-9,050$
Comprehensive income for the period 54,908 17,278 28,584 8,846
Attributable to:
Equity holders of the parent 54,390 17,086 28,374 8,667
Shares of non-controlling interests 518 192 210 179
Basic earnings per share in EUR (18) 1.11 0.82 0.53 0.39

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

img-7.jpeg

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

img-8.jpeg

CONSOLIDATED STATEMENT OF CASH FLOWS

img-9.jpeg

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the period from January 1 to June 30, 2024

1. INFORMATION ON THE COMPANY

SAF-HOLLAND SE (the "company") was founded on December 21, 2005, in the form of a stock corporation (Société Anonyme) under Luxembourg law. It was converted into a European stock corporation (Societas Europaea) by resolution of the extraordinary general meeting on February 14, 2020, and subsequent registration in the Luxembourg Trade and Companies Register on February 24, 2020. The registered office of the company has been located in Germany since July 1, 2020. The company is registered in the Commercial Register of the District Court of Aschaffenburg under the registration number HRB 15646. The company's shares are listed on the SDAX of the Frankfurt Stock Exchange.

2. KEY ACCOUNTING AND MEASUREMENT POLICIES

The Consolidated Financial Statements of SAF-HOLLAND SE and its subsidiaries (the "Group") were prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union and applicable as of the reporting date.

The Interim Consolidated Financial Statements for the first half of 2024 were prepared in accordance with IAS 34 "Interim Financial Reporting." The same accounting and measurement policies and consolidation methods were applied as those applied in the preparation of the Consolidated Financial Statements for fiscal year 2023, unless explicitly stated otherwise. The Interim Consolidated Financial Statements should therefore be read in conjunction with the Consolidated Financial Statements for the year ended December 31, 2023.

In preparing the Interim Consolidated Financial Statements, management is required to make assumptions and estimates that affect the reported amounts of assets and liabilities, income and expenses, and contingent liabilities as of the reporting date. In certain cases, actual amounts may differ from the assumptions and estimates made.

Expenses and income incurred irregularly during the fiscal year are brought forward or deferred when it is appropriate to recognize these expenses at the end of the fiscal year.

The major functional currencies of the foreign operations are listed in the table below:

Closing rate Average rate
06/30/2024 06/30/2023 Q1-Q2/2024 Q1-Q2/2023
Australian Dollar 0.62168 0.60767 0.60912 0.62587
Brazilian Real 0.16879 0.18922 0.18225 0.18260
Chinese Renminbi 0.12862 0.12673 0.12856 0.13373
Indian Rupee 0.01120 0.01119 0.01112 0.01126
Canadian Dollar 0.68207 0.69255 0.68131 0.68695
Polish Zloty 0.23200 0.22440 0.23176 0.21625
Russian Ruble 0.01088 0.01057 0.01020 0.01204
Swedish Krona 0.08799 0.08481 0.08779 0.08831
US-Dollar 0.93431 0.91822 0.92518 0.92551

The Interim Consolidated Financial Statements and the Interim Group Management Report have not been reviewed by an auditor.

3. SEASONALITY EFFECTS

In the course of the year, seasonality effects may lead to varying sales and resulting profits. For information on the development of earnings, please refer to the comments in the Interim Group Management Report.

4. SCOPE OF CONSOLIDATION

The following describes the changes to the scope of consolidation compared to the Consolidated Financial Statements as of December 31, 2023:

COMPANY ACQUISITIONS

Acquisition of IMS Group B.V. and IMS Group Steering Systems B.V.
On January 2, 2024, SAF-HOLLAND GmbH acquired 100\% of the shares in its Dutch sales partner IMS Group B.V. and the sales specialist for special axles - IMS Group Steering Systems B.V. - both companies based in Barneveld, Netherlands, as part of a single transaction. Due to the majority of voting rights, SAF-HOLLAND GmbH gained control over IMS Group B.V. and IMS Group Steering Systems B.V. at the time of acquisition.

The initial consolidation of both companies was carried out in accordance with IFRS 3 using the purchase method.

The purchase price for both companies amounted to EUR 10.5 million in cash and was paid on January 2, 2024. Of the total purchase price, EUR 10.3 million was attributable to IMS Group B.V. and EUR 0.2 million to IMS Group Steering Systems B.V.

The following table shows the preliminary purchase price allocation and the amounts of the main groups of assets acquired and liabilities assumed that were recognized as of the acquisition date:

In KEUR
Fair value as of acquisition date
Other intangible assets 5,659
Property, plant and equipment 607
Inventories 6,365
Trade receivables 7,364
Other assets 239
Cash and cash equivalents 425
20,659
Other provisions 124
Trade payables 3,767
Lease liabilities 599
Other liabilities 3,819
Deferred tax 1,392
9,701
Total of identified net assets 10,958
Goodwill from the acquisition $-505$
Consideration transferred 10,453

The negative goodwill in the amount of EUR -0.5 million was reversed through profit or loss and reported under other income. For the calculation of adjusted EBIT, the income from the reversal of negative goodwill was adjusted and reported under restructuring and transaction costs. The main reason for the purchase price for IMS Group B.V. and IMS Group Steering Systems B.V. being below the market value was that the distribution agreement between IMS Group B.V. and SAF-HOLLAND GmbH would have expired in the foreseeable future and a continuation of this agreement was considered unlikely.

The gross amount of trade receivables as of the date of initial consolidation came to EUR 7.4 million.

The cash outflow due to the company acquisition is as follows:

in kEUR
Cash outflow 10,453
Cash acquired 425
Actual cash outflow $\mathbf{1 0 , 0 2 8}$

IMS Group B.V. and IMS Group Steering Systems B.V. were allocated to the EMEA region.

In the period between completion of the transaction on January 2 and June 30, 2024, the two acquired companies contributed net sales of EUR 10.8 million and net earnings before taxes of EUR 1.5 million to the Group result before taking the effects of the purchase price allocation and integration costs into account.

Acquisition of Softec Srl and Tecma Srl

Effective April 2, 2024, SAF-HOLLAND GmbH acquired 100\% of the shares in Softec Srl, based in Verona, Italy. Softec is a holding company that exclusively holds $100 \%$ of the shares in the operating company Tecma Srl, based in Verona, Italy. Tecma Srl specializes in the development and production of customer-specific axle systems and chassis for special vehicles and heavy-duty applications. The objective of this transaction is to expand the product portfolio in the area of applications for special vehicles. Due to the majority of voting rights, SAF-HOLLAND GmbH has gained control over Softec Srl directly or indirectly via Tecma Srl.

The initial consolidation of both companies was carried out in accordance with IFRS 3 using the purchase method.

The purchase price was EUR 7.2 million in cash and was paid on April 2, 2024.

The following table shows the preliminary purchase price allocation and the amounts of the main groups of assets acquired and liabilities assumed that were recognized as of the acquisition date:

in kEUR
Fair value as of acquisition date
Other intangible assets 5,065
Property, plant and equipment 3,683
Inventories 6,301
Trade receivables 3,800
Other assets 262
Financial assets 70
Deferred Tax Assets 19
Cash and cash equivalents 1,081
20,281
Other provisions 1,037
Bank liabilities 6,586
Trade payables 3,062
Lease liabilities 2,809
Other liabilities 1,956
Deferred tax 1,107
16,557
Total of identified net assets 3,724
Goodwill from the acquisition 3,487
Consideration transferred 7,211

Goodwill amounting to EUR 3.5 million comprises non-separable intangible assets such as sales synergies, which mainly result from the expansion of the product portfolio, and cost synergies, most notably in the area of purchasing.

The gross amount of trade receivables as of the date of initial consolidation equaled EUR 3.8 million.

The cash outflow due to the company acquisition is as follows:

in kEUR
Cash outflow 7,211
Cash acquired 1,081
Actual cash outflow 6,130

Softec Srl and Tecma Srl were allocated to the EMEA region.
In the period between the closing of the transaction on April 2 and June 30, 2024, Tecma Srl contributed sales of EUR 4.1 million and, prior to considering the earnings effects of the purchase price allocation and integration costs, a result before income tax of EUR 0.1 million to the Group's earnings.

If the acquisitions had already been included in the Consolidated Financial Statements as of January 1, sales and the result before income taxes in the first half of 2024 would have amounted to EUR 1,032.2 million and EUR 89.5 million, respectively.

OTHER CHANGES

Following the acquisition of IMS Group B.V. and IMS Group Steering Systems B.V., the companies were renamed SAF-HOLLAND Benelux B.V. and SAF-HOLLAND Steering B.V.

The company SAF-HOLLAND Thailand Ltd., Thailand, was deconsolidated upon its liquidation on June 18, 2024.

The deconsolidation had no effect on the Group's asset, financial or earnings position.

5. SEGMENT REPORTING

For the purposes of managing the company and Group reporting, the Group is organized into the regionally focused segments "EMEA," "Americas" and "APAC." The three regions cover both the original equipment and the spare parts business.

Management assesses the performance of the regional segments based on adjusted EBIT. The reconciliation from operating profit to adjusted EBIT for the Group is as follows:

in kEUR
G1-G2/2024 G1-G3/2023
Operating result 89,212 71,495
Share of net profit of investments accounted for using the equity method 502 785
EBIT 89,714 72,280
Additional depreciation and amortization from PPA 11,708 8,240
PPA step-up from inventory measuring of acquisitions - 5,312
Restructuring and transaction expenses 1,352 8,344
Adjusted EBIT 102,774 94,176

Information on segment sales and earnings for the period from January 1 to June 30, 2024:

in KEUR $\mathrm{G} 1-\mathrm{G} 2 / 2024$ EMEA $^{1}$ Americas $^{2}$ APAC $^{3}$ Total
Q1-Q2/2023 Q1-Q2/2024 Q1-Q2/2025 Q1-Q2/2024 Q1-Q2/2025
Sales 477,531 480,888 406,277 433,079 128,714 122,129 1,012,522 1,036,096
Adjusted EBIT 40,306 36,872 46,515 43,850 15,953 13,454 102,774 94,176
Adjusted EBIT margin in \% 8.4\% 7.7\% 11.4\% 10.1\% 12.4\% 11.0\% 10.2\% 9.1\%
Amortization and depreciation of intangible assets and property, plant and equipment (without PPA) 16,879 13,784 10,979 10,883 3,188 2,261 31,046 26,928
in \% of sales 3.5\% 2.9\% 2.7\% 2.5\% 2.5\% 1.8\% 3.1\% 2.6\%
Adjusted EBITDA 57,185 50,656 57,494 54,733 19,141 15,715 133,820 121,104
Adjusted EBITDA margin in \% 12.0\% 10.5\% 14.2\% 12.6\% 14.9\% 12.9\% 13.2\% 11.7\%
Purchase of property, plant and equipment and intangible assets 11,085 6,715 8,254 5,858 659 1,449 19,998 14,022
in \% of sales 2.3\% 1.4\% 2.0\% 1.4\% 0.5\% 1.2\% 2.0\% 1.4\%
No. of employees as of reporting date 2,222 2,302 2,349 2,676 1,158 1,158 5,729 6,136

In the first half of 2024, Group sales for the SAF-HOLLAND Group amounted to EUR 1,012.5 million and were thus $2.3 \%$ below the level of sales in the same period of the previous year (H1 2023: EUR 1,036.1 million). Compared to the same period of the previous year, the Haldex Group is now included in the Consolidated Financial Statements for the entire reporting period. In the same period of the previous year, however, it was not included in the Consolidated Financial Statements until the Polish antitrust authorities gained control on February 21, 2023. Organic growth amounted to $\mathbf{- 9 . 5 \%}$.

At 10.2\%, the Group's adjusted EBIT margin was 1.1 percentage points higher than the previous year's figure of $9.1 \%$. The improvement in the adjusted EBIT margin resulted in particular from a favorable development of the product mix with a higher share of the spare parts business in conjunction with special sales measures. In addition, early cost adjustments in response to the normalized market environment in the EMEA and Americas regions and the realization of synergies from the acquisition of Haldex had a positive impact on profitability.

For more information on the development of the sales and earnings of the segments, please refer to the respective explanations in the Interim Group Management Report.

  1. FINANCIAL RESULT

Finance income was comprised as follows:

in kEUR Q1-Q2/2024 Q1-Q2/2023
Unrealised foreign exchange gains on foreign currency loans and dividends 6,523 2,413
Realised foreign exchange gains on foreign currency loans and dividends 1,220 2,020
Finance income due to derivatives 319 45
Finance income due to pensions and other similar benefits 123 58
Interest income 1,940 2,166
Other 201 419
Total 10,326 7,121

Financial expenses were comprised as follows:

in kEUR Q1-Q2/2024 Q1-Q2/2023
Interest expenses due to interest bearing loans and bonds $-17,491$ $-15,726$
Amortization of transaction costs $-767$ $-1,551$
Finance expenses due to pensions and other similar benefits $-1,060$ $-335$
Finance expenses due to derivatives $-294$ $-413$
Realised foreign exchange losses on foreign currency loans and dividends $-379$ $-633$
Unrealised foreign exchange losses on foreign currency loans and dividends $-6,078$ $-1,971$
Finance expenses due to leasing $-1,423$ $-1,100$
Other $-966$ $-568$
Total $-28,458$ $-22,297$

Unrealized foreign exchange gains and losses on loans and dividends denominated in foreign currency resulted primarily from the translation of intercompany foreign currency loans at the closing rate. Realized foreign exchange gains consist mainly of translation effects from the repayment of intercompany loans.

Amortization of transaction costs in the amount of EUR -0.8 million (previous year EUR -1.6 million) were related to contract closing fees for financing, which were recognized as an expense for the period over the term of the respective financing agreement using the effective interest method.

Financial income and financial expenses related to derivatives resulted mainly from the fair value measurement of foreign currency derivatives as of June 30, 2024.

7. INCOME TAXES

The Group's average tax rate amounted to $25.6 \%$ as of the reporting date (previous year: $25.9 \%$ ) and is below the previous year's level.

The Group's effective tax rate, which is the ratio of actual tax expenses for the reporting period to the result before income taxes, decreased year-onyear by 5.3 percentage points and amounted to $29.2 \%$ (previous year: $34.5 \%$ ). The reduction in the effective Group tax rate is mainly due to the reduction in losses for which no deferred tax assets were recognized, the utilization of losses from previous periods for which no deferred tax assets were recognized and the tax-reducing effect of tax rate differences between the average Group tax rate and local tax rates of foreign Group companies.

The difference between the effective Group tax rate and the average Group tax rate, which amounts to 3.6 percentage points (previous year: 8.6 percentage points), is mainly due to unrecognized deferred tax assets on loss carryforwards and interest carryforwards as well as currency effects, particularly in Turkey.

  1. INTANGIBLE ASSETS

Intangible assets consisted of the following:

in kEUR
06/30/2024 12/31/2023
Goodwill 132,605 128,839
Customer relationship 173,072 167,875
Licenses and software 6,653 7,850
Service network 306 391
Brand 62,264 62,329
Technology 26,519 28,338
Development costs 31,444 31,573
Total 432,863 427,195

The increases in goodwill, brands, customer relationships and technologies were due, above all, to the recognition of hidden reserves as part of the purchase price allocation for the acquisition of the IMS Group and Techma Srl as well as translation effects.

9. PROPERTY, PLANT AND EQUIPMENT

The composition of property, plant and equipment is shown in the table below:

in kEUR
06/30/2024 12/31/2023
Land and buildings 121,717 125,984
Plant and equipment 132,092 137,401
Other equipment, office furniture and equipment 35,625 36,872
Advance payments and construction in progress 38,351 33,750
Thereof right of use assets:
Land and buildings 53,167 55,415
Plant and equipment 1,407 144
Other equipment, office furniture and equipment 6,920 5,835
Total 327,785 334,007

Investment in the first half of the year focused on the United States, Mexico and Germany. A total of EUR 16.6 million (previous year: EUR 12.4) million was invested in property, plant and equipment in the first half of the year.

10. NET WORKING CAPITAL

As of June 30, 2024, net working capital (the sum of inventories and trade receivables less trade payables) increased by $11.6 \%$ compared to December 31, 2023. This development is due to the usual seasonal increase in working capital in the first half of the fiscal year on the one hand. On the other hand, the acquisitions made in the first half of the year led to an increase in net working capital. The net working capital ratio measured as the ratio of net working capital to Group sales for the last 12 months - increased from $14.1 \%$ as of December 31, 2023, to $15.8 \%$. In calculating the net working capital ratio as of June 30, 2024, the Group's net sales for the past 12 months also included the sales of the newly acquired companies on a pro forma basis.

11. CASH AND CASH EQUIVALENTS

in kEUR
06/30/2024 12/31/2023
Cash on hand, cash at banks and checks 263,217 240,319
Short-term deposits 11,447 5,957
Total 274,664 246,276

12. EQUITY

The company's share capital as of June 30, 2024, remained unchanged at EUR 45,394,302.00 compared to December 31, 2023. It consists of 45,394,302 (previous year: 45,394,302) fully paid-in ordinary shares.

The changes in accumulated other comprehensive income consisted of the following items as of the reporting date:

In KEUR
Before tax amount Tax income/expense Net of tax amount
Q1-Q2/2024 Q1-Q3/2023 Q1-Q2/2024 Q1-Q2/2023 Q1-Q2/2024 Q1-Q3/2023
Exchange differences on translation of foreign operations 4,225 $-22,425$ - - 4,225 $-22,425$
Net gain/loss on equity instruments measured at fair value through other comprehensive income - $-1,563$ - - - $-1,563$
Remeasurements of defined benefit plans - 5,156 - $-1,276$ - 3,880
Total 4,225 $-18,832$ - $-1,276$ 4,225 $-20,108$

At the Annual General Meeting held on June 11, 2024, a dividend payment of EUR 0.85 per share was approved, which corresponds to a total distribution of EUR 38.6 million based on the 45,394,302 shares. This resulted in a payout ratio of $48.3 \%$ of the available result for the period attributable to the shareholders of the parent company and was therefore within the targeted range. In the previous year, the dividend distributed equaled EUR 0.60 per share.

13. PENSIONS AND OTHER SIMILAR BENEFITS

In light of the moderate development of interest rates in Europe and North America, pension obligations as of June 30, 2024, are expected to increase only slightly compared to the end of 2023, from EUR 43.2 million to EUR 43.8 million.

14. OTHER PROVISIONS

As of June 30, 2024, other provisions amounted to EUR 48.8 million and were therefore at a similar level as at the end of the year (December 31, 2023: EUR 50.4 million).

15. INTEREST-BEARING LOANS AND BONDS

Interest-bearing loans and borrowings consisted of the following:

in kEUR Non-current Current Total
06/30/2024 12/31/2023 06/30/2024 12/31/2023 06/30/2024 12/31/2023
Interest bearing bank loans 273,856 193,750 - 9,311 273,856 203,061
Promissory note loan 275,000 379,000 104,000 - 379,000 379,000
Financing costs $-1,786$ $-2,551$ $-1,460$ $-1,456$ $-3,246$ $-4,007$
Accrued interests - - 3,878 4,752 3,878 4,752
Other loans 45,054 45,054 29 808 45,083 45,862
Total 592,124 615,253 106,447 13,415 698,571 628,668

The development of interest-bearing loans and bonds is influenced by the acquisitions made in the first half of the year.

The following table shows the calculation of total liquidity as the sum of freely available credit lines valued at the rate as of the reporting date, plus available cash:

in kEUR 06/30/2024
Amount drawn valued as at the period-end exchange rate Agreed credit lines valued as at the period-end exchange rate Cash and cash equivalents Total liquidity
Revolving credit line 102,086 250,000 274,664 422,578
Total 102,086 250,000 274,664 422,578
in kEUR 12/31/2023
Amount drawn valued as at the period-end exchange rate Agreed credit lines valued as at the period-end exchange rate Cash and cash equivalents Total liquidity
Revolving credit line 22,773 250,000 246,276 473,503
Total 22,773 250,000 246,276 473,503

16. LEASE LIABILITIES

Lease liabilities increased by EUR 0.8 compared to December 31, 2023.

The age structure of lease liabilities was as follows:

Aging of lease liabilities

in kEUR

06/30/2024 12/31/2023
< 1 Year $>1$ Year $<1$ Year $>1$ Year
Land and buildings 11,681 47,683 10,715 50,232
Plant and equipment 561 1,657 253 1,027
Vehicles 2,756 3,179 2,320 2,903
Other equipment, office furniture and equipment 338 674 197 120
Total 15,336 53,193 13,485 54,282

17. FINANCIAL ASSETS AND OTHER FINANCIAL LIABILITIES

The fair values and carrying amounts of financial assets and liabilities as of the reporting date were as follows:

Financial Instruments

In $k E U R$
06/30/2024 12/31/2023
Measurement category in accordance with IFRS 9 Fair value Carrying amount Fair value Carrying amount
Assets
Cash and cash equivalents FAAC 274,664 274,664 246,276 246,276
Trade receivables FAAC 241,008 241,008 219,739 219,739
Other financial assets
Derivatives without a hedging relationship FAtPL 537 537 448 448
Other financial assets FAAC 5,364 5,364 899 899
Equity and liabilities
Trade payables FLAC 219,619 219,619 228,630 228,630
Interest bearing loans and bonds FLAC 663,863 698,571 616,160 628,668
Other financial liabilities
Derivatives without a hedging relationship FLtPL 66 66 127 127
of which aggregated by category in accordance with IFRS 9
Financial assets measured at amortized cost FAAC 521,036 521,036 466,914 466,914
Financial liabilities measured at amortized cost FLAC 883,482 918,190 844,790 857,298
Financial assets held for trading FAHT 537 537 448 448
Financial Liabilities at fair value through profit and loss FLtPL 66 66 127 127

The following table shows the financial assets and liabilities measured at fair value allocated to the three fair value hierarchy levels:

in kEUR
06/30/2024
Financial assets Level 1 Level 2 Level 3 Total
Other financial assets - 5,364 - 5,364
Derivative financial assets - 537 - 537
Total financial assets - 5,901 - 5,901
Financial liabilities
Promissory note loan - 363,894 - 363,894
Interest bearing loans and bonds - 299,969 - 299,969
Derivative financial liabilities - 66 - 66
Total financial liabilities - 663,929 - 663,929
in kEUR
12/31/2023
Financial assets Level 1 Level 2 Level 3 Total
Other financial assets - 899 - 899
Derivative financial assets - 448 - 448
Total financial assets - 1,347 - 1,347
Financial liabilities
Promissory note loan - 373,985 - 373,985
Interest bearing loans and bonds - 242,175 - 242,175
Derivative financial liabilities - 127 - 127
Total financial liabilities - 616,287 - 616,287

The fair values of the liabilities from interest-bearing loans and the promissory note, as well as the other financial assets and liabilities, were determined on the basis of factors that can be observed directly (prices, for example) or indirectly (derived from prices). This fair value measurement is therefore to be allocated to Level 2 of the hierarchy under IFRS 7.

  1. EARNINGS PER SHARE
Q1-Q2/2024 Q1-Q2/2023
Result for the period kEUR 50,260
Weighted average number of shares outstanding thousands 45,394
Basic earnings per share Euro 1.11
Diluted earnings per share Euro 1.11

Basic earnings per share are calculated by dividing the result for the period attributable to the shareholders of SAF-HOLLAND SE by the average number of shares outstanding.

As of the reporting date, the Group did not hold any debt instruments that could have a dilutive effect on earnings per share.

19. RELATED PARTY DISCLOSURES

The following tables show the composition of the Management Board and the Supervisory Board of SAF-HOLLAND SE as of the reporting date:

Management Board

Alexander Geis Chief Executive Officer (CEO)
Frank Lorenz-Dietz Chief Financial Officer (CFO)

Supervisory Board

Dr. Martin Kleinschmitt Chairman of the Supervisory Board
Matthias Arleth Member of the Supervisory Board
Ingrid Jägering Member of the Supervisory Board
Carsten Reinhardt Member of the Supervisory Board
Jurate Keblyte Member of the Supervisory Board

Transactions with associated companies and joint ventures:

in KEUR
Sales to related parties Purchases from related parties
Q1-Q2/2024 Q1-Q2/2023 Q1-Q2/2024 Q1-Q2/2023
Joint Ventures 1,503 1,130 - -
Associates - - 18,566 18,189
Total 1,503 1,130 18,566 18,189

In KEUR

Amounts owed by related
parties
Amounts owed to related
parties
06/30/2024 $12 / 31 / 2023$ 06/30/2024
Joint Ventures 672 722 -
Associates - - 5,242
Total 672 722 5,242

Transactions with associated companies and joint ventures include transactions with Castmetal FWI S.A. and SAF-HOLLAND Nippon Ltd. as well as Shaanxi Fast Haldex Brake Products Co. Ltd. The transactions were carried out on an arm's length basis.

20. SUBSEQUENT EVENTS

Acquisition of Assali Stefen Srl and BFA Service Srl
Effective July 31, 2024, SAF-HOLLAND GmbH acquired 100\% of the shares in Assali Stefen Srl and BFA Service Srl - both based in Verona, Italy - in a single transaction. Assali Stefen Srl specializes in the development and production of chassis-related components for trailers and semi-trailers as well as other special applications. BFA Service Srl is a distribution specialist for spare parts for special applications. The goal of this transaction is to expand the product portfolio in standard and special applications. SAF-HOLLAND GmbH has gained control over both companies due to the majority of voting rights.

The initial consolidation of both companies was carried out in accordance with IFRS 3 using the purchase method.

The provisional purchase price for both companies amounted to EUR 26.4 million in cash and was paid on July 31, 2024. Of the total purchase price, EUR 15.1 million was attributable to Assali Stefen Srl and EUR 11.3 million to BFA Service Srl.

It was not possible to carry out a preliminary purchase price allocation for the acquired assets and liabilities as of the acquisition date due to the short period of time between the acquisition and the publication of this interim report.

No other significant events have taken place since the balance sheet date.

Bessenbach, August 8, 2024

Alexander Geis
Chairman of the Management Board and Chief Executive Officer (CEO)

Frank Lorenz-Dietz

Member of the Management Board and Chief Financial Officer (CFO)

RESPONSIBILITY STATEMENT

To the best of our knowledge and in accordance with the applicable financial reporting principles, the Interim Consolidated Financial Statements give a true and fair view of the results of operations, net assets and financial position of the Group, and the Interim Group Management Report provides a fair review of the development and performance of the Group's business and position, together with a description of the principal opportunities and risks associated with the development of the Group for the remaining fiscal year.

Bessenbach, August 8, 2024

SAF-HOLLAND SE

The Management Board

Alexander Geis

Chairman of the Management Board and Chief Executive Officer (CEO)

Frank Lorenz-Dietz

Member of the Management Board and Chief Financial Officer (CFO)

FINANCIAL CALENDAR AND CONTACTS

FINANCIAL CALENDAR

August 8, 2024

Publication of the Half-Year Financial Report 2024

November 12, 2024

Publication of the Quarterly Statement Q3 2024

CONTACT

Dana Unger

Phone: + 496095 301-949

Alexander Pöschl

Phone: + 496095 301-117

Michael Schickling

Phone: + 496095 301-617

E-MAIL

[email protected]

WEBSITE

www.safholland.com

IMPRINT

PUBLISHER

SAF-HOLLAND SE
Hauptstraße 26
63856 Bessenbach

PUBLICATION DATE

August 8, 2024
Produced in-house with firesys.

ALTERNATIVE PERFORMANCE INDICATORS

SAF-HOLLAND SE prepares its financial reporting in accordance with International Financial Reporting Standards (IFRS). In addition, SAF-HOLLAND SE uses "alternative performance measures" (APM). APMs are company-specific key figures whose calculation does not result directly from statutory regulations or accounting standards. They are calculated in part by making company-specific adjustments to certain financial performance indicators, such as adjusting financial performance indicators for special effects. APMs are used both internally for management purposes and for external communication and reporting purposes to various stakeholders. Further information can be found in the Annual Report 2023 in the section "Explanation of financial ratios and alternative performance measures".

DISCLAIMER

This Half-Year Financial Report is also available in German. In case of doubt, the German version shall take precedence. The key figures in the Half-Year Financial Report have been rounded in accordance with standard commercial practice. In individual cases, rounding may result in figures in this Half-Year Financial Report not adding up to exactly the totals shown and percentages may not add up to the figures shown.

This Half-Year Financial Report contains forward-looking statements. Such forward-looking statements are based on certain assumptions and expectations at the time of publication of this Half-Year Financial Report. They are therefore subject to risks and uncertainties and actual events may differ materially from those described in the forward-looking statements. Many of these risks and uncertainties are determined by factors that are beyond the control of SAF-HOLLAND SE and cannot be estimated with certainty today. These include future market conditions and economic developments, the behavior of other market participants, the achievement of expected synergy effects as well as legal and political decisions. Readers are cautioned that the statements on future developments made here only reflect the state of knowledge at the time of this publication. SAF-HOLLAND SE does not undertake any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of publication of this information.

WWW.SAFHOLLAND.COM

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