Interim report
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INDUS HOLDING AG 2250 INTERIM REPORT Q1
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Key Figures Contents 1 01 Highlights/INDUS Share 2 02 Letter to the Shareholders 3 03 Interim Management Report 14 04 Condensed Consolidated Interim Financial Statements 33 05 Further Information in EUR million Q1 2025 Q1 2024 Sales 402.4 410.1 EBITDA 42.5 48.5 in % of sales 10.6 11.8 Adjusted EBITA 24.9 31.5 in % of sales 6.2 7.7 EBIT 19.6 26.7 in % of sales 4.9 6.5 Earnings after taxes 16.1 10.3 Earnings per share 0.63 0.38 Operating cash flow -15.1 12.1 Cash flow from operating activities -18.2 10.1 Cash flow from investing activities -19.7 -12.1 Cash flow from financing activities 8.7 -52.4 Free cash flow -23.6 6.1 March 31, 2025 December 31, 2024 Total assets 1,835.9 1,806.8 Equity 711.7 700.0 Equity ratio (in %) 38.8 38.7 Working capital 500.0 470.7 Net financial liabilities 590.7 541.4 Cash and cash equivalents 114.9 145.2 Segments Engineering Q1 2025 Q1 2024 Revenue with external third parties 123.2 129.4 Adjusted EBITA 6.4 10.2 in % of sales 5.2 7.9 EBIT 3.2 7.3 in % of sales 2.6 5.6 Infrastructure Q1 2025 Q1 2024 Revenue with external third parties 136.4 131.9 Adjusted EBITA 10.0 12.8 in % of sales 7.3 9.7 EBIT 8.4 11.4 in % of sales 6.2 8.6 Materials Solutions Q1 2025 Q1 2024 Revenue with external third parties 142.5 148.6 Adjusted EBITA 12.7 12.4 in % of sales 8.9 8.3 EBIT 12.2 11.8 in % of sales 8.6 7.9 INDUS Group
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1 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE Contents SHARE PRICE PERFORMANCE OF THE INDUS SHARE JANUARY TO APRIL 2025 EXCL. DIVIDENDS in % 40 35 30 25 20 15 10 5 0 -5 12/31/2024 1/31/2025 2/28/2025 3/31/2025 4/30/2025 Source: Bloomberg INDUS Holding AG DAX Price Index SDAX Price Index -5 0 5 10 15 20 25 30 35 40 Highlights INDUS Share INDUS Group • US tariff policy and international trade conflicts trigger overall uncertainty • Sales (EUR 402.4 million) and adjusted EBITA (EUR 24.9 million) below previous year due to economic conditions • Non-recurring tax income of over EUR 8 million • Earnings per share of EUR 0.63 • Three add-on acquisitions HBS, KETTLER and ELECTRO TRADING strengthen portfolio The Segments • Engineering: reluctance to invest puts pressure on sales and earnings, incoming orders increase by 19.5% • Infrastructure: sales rise to EUR 136.4 million, higher personnel costs put damper on earnings • Materials Solutions: adjusted EBITA up year-on-year despite slight dip in sales, positive trend in incoming orders Forecast • Disruptive US tariff policy and escalation of international trade conflicts lead to lower expectations for the 2025 financial year • Chinese export controls on tungsten compounds give rise to supply risk in Materials Solutions segment • Revised sales forecast for the 2025 financial year of between EUR 1.70 billion and EUR 1.85 billion • Adjusted EBITA now expected to be between EUR 130 million and EUR 165 million, and adjusted EBITA margin to be in the range of 7.5% to 9% • Economic downturn in the construction industry appears to have bottomed out: slightly more positive sales forecast for 2025
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INDUS INTERIM REPORT Q1 2025 2 Letter to the Shareholders Dear Shareholders, In March 2025, we unveiled our new EMPOWERING MITTELSTAND strategy to you. It charts our path to prof - itable growth between now and 2030. Especially in times of heightened political and macroeconomic uncertainty, it is important to set clear entrepreneurial priorities and imple - ment them systematically. Acquisitions, internationalization and engineering competence are the engines that will drive our growth. This makes it clear to the entire Group what we will be working on in the coming years in order to offer you above-average value prospects in the long term. The political and macroeconomic environment became even more uncertain in the first quarter of 2025—first and foremost due to the US government’s disruptive tariff policy. Economic research institutes have revised their growth fore- casts for 2025 as a whole downward again. Group sales fell slightly year-on-year to around EUR 402 million. Adjusted EBITA, which measures the Group’s operating performance, came to around EUR 25 million. International uncertainty and a general reluctance to invest are leaving a mark on the export-heavy Engineering segment. As expected, sales and earnings in this segment were down year-on-year in the first three months of the year. Thanks to the good order backlog and a partial recovery in demand, however, we expect to see a gradual improvement as the year progresses. The very high order intake in the first quarter also confirms a positive long- term trend. In the Materials Solutions segment, adjusted EBITA improved despite a slight dip in sales. For companies in the Infrastructure segment, higher wages and salaries mean that the positive earnings trend seen in 2024 cannot be con- tinued. In more encouraging news, segment sales rose once again compared to the previous year. This is another sign indicating that the economic downturn in the construction industry may have bottomed out. Earnings per share amounted to EUR 0.63 in the first quarter. One positive special effect has to be mentioned within this context: A financial investor acquired the assets of the automotive series supplier S.M.A Metalltechnik, which has been under insolvency proceedings since the end of 2022. This means that we were able to recognize tax l osses from ear- lier years at SMA. As a result, tax income of over EUR 8 mil- lion were recognized. Overall conditions for the remainder of the year remain uncertain, particularly due to the US tariff policy and its mac- roeconomic impact. Some INDUS portfolio companies, par- ticularly in the Materials Solutions segment, had to adjust their expectations for 2025 as a direct result of the tariffs announced on “Liberation Day”. The general increase in protectionism also saw China extend export controls in Feb- ruary 2025 to include, among others, tungsten and tung - sten compounds – a material that is required in significant quantities by one of our portfolio companies. It is currently unclear whether, when and to what extent the export licenses will be issued. As such, there is a concrete risk that sales may not materialize at this portfolio company in the second half of 2025. These effects mean that we have had to adjust our forecast to reflect the current situation. We now anticipate sales of between EUR 1.70 billion and EUR 1.85 billion and adjusted EBITA of between EUR 130 million and EUR 165 million. The operating profit margin (adjusted EBITA mar - gin) will then be between 7.5% and 9.0%. Companies hav - ing to adapt to the unpredictable and sometimes short-lived effects of protectionism is part of the new normal. Forecast adjustments for a current financial year – both downward and upward depending on the changes that emerge – reflect this increased market volatility. With our new EMPOWERING MITTELSTAND strategy, we have placed a clear emphasis on growth. This is an approach that we will be pursuing systematically. We are well equipped to react quickly to challenges and will take advan- tage of any opportunities that arise on international markets. To achieve this, we will also have to continue to grow through acquisitions. And we are already putting this strat - egy into practice: since the beginning of the year, we have added HBS, KETTLER and the Swedish company ELECTRO TRADING to our portfolio. Further acquisition processes – including in other countries – are at such an advanced stage that we plan to complete them in the coming months. We are now looking forward to our Annual Share - holders’ Meeting on May 27, 2025. As has become custom- ary for INDUS, we will meet face-to-face at the Kölner Messe trade fair center in Cologne. We are looking forward to giv - ing you a detailed report on our work and exploring what lies ahead in the future. Thank you for your confidence. Yours faithfully, Bergisch Gladbach, May 2025 Dr. Johannes Schmidt Rudolf Weichert Gudrun Degenhart Dr. Jörn Großmann Axel Meyer
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3 05 | FURTHER INFORMATION04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE3–192 02 | LETTER TO THE SHAREHOLDERS Interim Management Report Introduction to the Group INDUS buys and develops SMEs that have a clear focus on industrial technology, and is one of the leading specialists for sustainable business investment and development in the SME sector of the German speaking countries. To manage its portfolio companies, INDUS imple - mented the new EMPOWERING MITTELSTAND strategic program upon publication of the 2024 Annual Report. EMPOWERING MITTELSTAND focuses on sustain- able growth. Successfully implementing EMPOWERING MITTELSTAND will lead to considerable inorganic growth through acquisitions and lasting organic growth in the exist- ing portfolio. We have identified three key levers to achiev - ing this objective: acquisitions, internationalization and engineering competence. Only the 2025 acquisitions are included in this quarterly report. Acquisition Drive - Changes in the First Quarter of 2025 ACQUISITION OF KETTLER With economic effect from January 1, 2025, HAUFF- TECHNIK GmbH & Co. KG, Hermaringen, acquired all the shares in KETTLER GmbH, Dorsten. KETTLER is a medium-sized manufacturer of components and spindle extensions for pipeline construction. The product port - folio includes spindle extensions and operating keys for actuating valves and hydrants above and below ground as well as in manholes. KETTLER has been fully consolidated since March 31, 2025, and is allocated to the Infrastructure segment. ACQUISITION OF HBS With economic effect from January 1, 2025, the stud weld- ing specialist KÖCO, a PEISELER Group company, acquired the profitable core business operations of HBS Bolzensch- weiss-Systeme GmbH & Co. KG (HBS). At the company headquarters in Dachau, HBS develops and manufactures stud welding devices and stud welding guns, including con- trols and power electronics, as well as systems for automated stud welding. HBS has been allocated to the Engineering segment. The assets were transferred to the INDUS Group on January 1, 2025. Dr. Johannes Schmidt Rudolf Weichert Gudrun Degenhart Dr. Jörn Großmann Axel Meyer
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INDUS INTERIM REPORT Q1 2025 4 ELECTRO TRADING With economic effect from January 1, 2025, the INDUS portfolio company HAUFF-TECHNIK acquired 100% of the shares in the Swedish company ELECTRO TRADING ET AB. As an importer and distributor of products relating to electricity grids and distribution, renewable energies, con- struction and infrastructure, ELECTRO TRADING gener - ates annual sales of around EUR 5 million. The company is based in Bromma near Stockholm, and has a further site in Kristianstad. ELECTRO TRADING will be included in the consolidated financial statements of INDUS from March 31, 2025. The company is allocated to the Infrastructure segment. Employees During the first three months of 2025, the INDUS Group companies employed 8,781 employees on average. A total of 8,813 people were employed in the same period of the previous year. Share Buyback Program – Retirement of Treasury Shares On March 4, 2025, INDUS Holding AG successfully com- pleted the share buyback program announced on Novem- ber 11, 2024. Since the buyback program was launched on December 2, 2024, the holding company has acquired 200,000 shares at an average purchase price of EUR 21.20 via the stock exchange. This means that INDUS has acquired a total of 2 million shares via buyback programs since Feb- ruary 2024. On March 5, 2025, the INDUS Supervisory Board approved the Board of Management’s resolution to cancel 1,095,559 shares without adjusting the share capital. The share capital is now divided into 25,800,000 shares. 3.5% of these shares are held by INDUS as treasury shares.
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3–19 5 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE Report on the Economic Situation Economic Conditions The economic environment for German industry remains very uncertain, although the unpredictable US tariff policy has not yet triggered any major slump in economic output. Gross domestic product (GDP) rose slightly in the first quar- ter, up by +0.2% in a quarter-on-quarter comparison. Pro- duction in industry and construction was up in the first two months of the year on average, although a downward trend emerged in February. In February, production in industry was down 0.5% on the previous month, with a drop of 3.2% in the construction sector. Overall, the German economy remains weak. Although consumer sentiment is looking brighter, it remains subdued despite a normalized inflation rate of 2.2% to 2.3% in the first quarter. Weak capacity utilization and high levels of uncer - tainty are putting pressure on companies’ propensity to invest. After dropping in January, real sales in the manu- facturing sector were down year-on-year in February, too (-2.9%). According to the German industry association VDMA, production output in the mechanical engineering sector fell by 4.4% in January 2025 compared to the same month of the previous year, on the back of what was already a disappointing 2024. Machine capacity utilization was only 78% of the usual full capacity. On average, incoming industrial orders in January and February were significantly lower than in the previous quarter, meaning that the slight recovery witnessed at the end of the year did not continue. Domestic orders in particular declined. Even leaving large- scale orders out of the equation, incoming orders are only moving sideways at a low level. In contrast, there was a small ray of hope regarding incoming orders in mechanical and plant engineering, which were up by 8% year-on-year in February in real terms. In the less volatile three-month com- parison from December 2024 to February 2025, however, individual specialist areas reported more drastic declines: Incoming orders in robotics and automation fell by around 30%, and in the areas of drive technology, conveyor tech- nology and precision tools by more than 10%. The real order backlog in the manufacturing sector increased minimally in February 2025, rising slightly to a range of 7.7 months. Individual sectors such as metal production and processing, however, had to contend with a decline in their order back - log. In the mainstream construction sector, real sales were up year-on-year in the first two months of 2025. The num- ber of building permits issued in the period from January to February 2025 increased slightly compared to the previous year (+2.1%). The construction sector is showing signs of bottoming out, although it remains deep in the contraction zone at the end of the first quarter according to the HCOB Bau-Index Deutschland construction index for Germany. Demand remains very low against the backdrop of high prices and financing costs, as well as the ailing industrial sector. In February 2025, construction prices for new builds were 3.2% higher than in the previous year. Despite the high level of uncertainty, the ifo Business Climate Index showed a surprising slight increase in March and April. Industrial companies were slightly more positive about their current situation in April, while the mood in the construction sector was characterized by an optimistic outlook.
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INDUS INTERIM REPORT Q1 2025 6 Order Situation ORDER SITUATION (in EUR million) Engineering Infrastructure Materials Solutions Group Q1 2025 Incoming orders 171.1 137.8 146.2 455.1 March 31, 2025 Order backlog 378.2 164.6 121.7 664.5 Q1 2024 Incoming orders 143.3 149.4 150.6 443.3 December 31, 2024 Order backlog 350.7 165.7 120.2 636.6 In the first quarter of 2025, incoming orders amounted to EUR 455.1 million and were therefore 2.6% higher than the previous year’s figure (EUR 443.3 million). In the Engineer - ing segment, incoming orders increased by 19.5%. The Infra- structure segment reported a decline of 7.8% and the Materi- als Solutions segment a drop of 2.9%. Looking at the trend for the individual quarters, incoming orders for the first quarter of 2025 were higher than for the individual quarters of 2024 and 2023. This is due in particular to major long-term new plant engineering orders in the Engineering segment. The order backlog as of March 31, 2025 amounted to EUR 664.5 million and was therefore 4.4% higher than in the previous year (EUR 636.6 million). The order backlog rose by 7.8% in the Engineering segment and by 1.2% in the Materials Solutions segment. The order backlog in the Infra- structure segment was 0.7% lower than at the end of 2024. ORDER SITUATION (in EUR million) Order backlog Incoming orders 1,000 900 800 700 600 500 400 300 200 100 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 0 200 400 600 800 1000 0 200 400 600 800 1000
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3–19 7 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE Earnings Performance of the INDUS Group CONSOLIDATED STATEMENT OF INCOME (in EUR million) Difference Q1 2025 Q1 2024 absolute in % Sales 402.4 410.1 -7.7 -1.9 Other operating income 3.3 3.8 -0.5 -13.2 Own work capitalized 1.2 1.1 0.1 9.1 Change in inventories 9.2 4.7 4.5 95.7 Overall performance 416.1 419.7 -3.6 -0.9 Cost of materials -178.5 -180.7 2.2 1.2 Personnel expenses -136.0 -134.4 -1.6 -1.2 Other operating expenses -59.1 -56.1 -3.0 -5.3 EBITDA 42.5 48.5 -6.0 -12.4 in % of sales 10.6 11.8 -1.2 pp – Depreciation/amortization -22.9 -21.8 -1.1 -5.0 of which PPA amortization* -5.3 -4.8 -0.5 -10.4 of which impairment 0.0 0.0 0.0 – Adjusted EBITA** 24.9 31.5 -6.6 -21.0 in % of sales 6.2 7.7 -1.5 pp – Operating income (EBIT) 19.6 26.7 -7.1 -26.6 in % of sales 4.9 6.5 -1.6 pp – Financial income -6.8 -9.0 2.2 24.4 Earnings before taxes (EBT) 12.8 17.7 -4.9 -27.7 Income taxes 3.3 -7.4 10.7 >100 Earnings after taxes 16.1 10.3 5.8 56.3 of which interests attributable to non-controlling shareholders 0.3 0.2 0.1 50.0 of which interests attributable to INDUS shareholders 15.8 10.1 5.7 56.4 Earnings per share in EUR 0.63 0.38 0.25 65.8 * The term PPA amortization includes depreciation on assets from purchase price allocations. ** The term adjusted EBITA includes the operating income (EBIT) plus PPA amortization and impairments. Subdued Sales Trend in the First Quarter INDUS portfolio companies generated sales of EUR 402.4 million in the first three months of 2025. This was 1.9% (EUR 7.7 million) less than in the previous year. The sub- dued level in the first quarter of the previous year was repeated in the first quarter of the year under review. The decline in sales related to the Engineering and Materials Solutions segments and was primarily due to economic factors. The new acquisitions of HBS in the report- ing year and of GESTALT AUTOMATION, DECKMA, GRIDCOM and COLSON in the previous year led to in - organic growth of 2.4%. Organic decrease in sales was -4.3%. Other operating income amounted to EUR 3.3 mil- lion, compared with EUR 3.8 million in the same period of the previous year, primarily due to lower income from cur - rency translation. Taking into account own work capitalized (EUR 1.2 million) and the change in inventories (EUR 9.2 million), overall performance came to EUR 416.1 million. This meant that the overall performance was down on the figure for the prior-year quarter of EUR 419.7 million by EUR 3.6 million (0.9%).
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INDUS INTERIM REPORT Q1 2025 8 The cost of materials fell by EUR 2.2 million from EUR 180.7 million to EUR 178.5 million (-1.2%). The cost-of-materials ratio increased from 44.1% to 44.4%. Taking into account the change in inventories, the adjusted ratio in proportion to sales amounted to 42.1% compared to 42.9% in the same period of the previous year. Personnel expenses increased by EUR 134.4 million to EUR 136.0 million. The personnel expense ratio came in at 33.8% (same quarter of the previous year: 32.8%). Other operating expenses were up by EUR 3.0 million to EUR 59.1 million. Within other operating expenses, expenses from currency translation were up by EUR 0.8 mil- lion year-on-year. This resulted in EBITDA of EUR 42.5 mil- lion (previous year: EUR 48.5 million). At EUR 22.9 million, depreciation and amortization was up EUR 1.1 million on the previous year (EUR 21.8 mil- lion). The depreciation and amortization line includes de - preciation, amortization, impairment and PPA amortization. No impairment losses were recognized in the first quarter of either the reporting year or the previous year. PPA depreci- ation of EUR 5.3 million (previous year: EUR 4.8 million) comprises the depreciation and amortization of property plant, and equipment and intangible assets resulting from the purchase price allocation of new acquisitions. Earnings Affected by Economic Developments Adjusted EBITA amounted to EUR 24.9 million in the reporting period, compared with EUR 31.5 million in the same period of the previous year. Adjusted EBITA is cal- culated from operating EBIT plus impairments and PPA amortization. In as far as reversals are posted, these must be deducted. The margin of adjusted EBITA was 6.2% and therefore 1.5 percentage points below that of the previous year. The reason behind the lower adjusted EBITA is the ongoing weak economic development in the sectors relevant to INDUS – also due to the high level of uncertainty trig - gered by the US tariff policy. Operating income (EBIT) totaled EUR 19.6 million, following EUR 26.7 million in the same period of the previ- ous year. This corresponds to a reduction of EUR 7.1 million. The EBIT margin came in at 4.9% in the reporting period, following 6.5% in the same period of the previous year. SALES AND EARNINGS PERFORMANCE OF THE INDUS GROUP (in EUR million) Revenue Adjusted EBITA EBIT 500 60 475 50 450 40 425 30 400 20 375 10 350 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 Financial income amounted to EUR -6.8 million in the reporting period, compared with EUR -9.0 million in the same period of the previous year. Financial income includes net interest, income from shares accounted for using the equity method and other financial income. The valuations of interests attributable to non-controlling shareholders are reported within other financial income. The EUR 2.4 million drop in other financial expenses compared to the previous year is the result from the measurement of interests attrib- utable to non-controlling shareholders (EUR -1.8 million). At EUR 12.8 million, earnings before taxes (EBT) were EUR 4.9 million below the previous year’s figure (EUR 17.7 million). Previously unrecognized tax losses from earlier years in connection with the automotive series supplier S.M.A. Metalltechnik GmbH & Co. KG, which was under administration, could now be recognized for tax pur - poses after the assets were taken over by a financial investor in the first quarter of 2025. As a result, expected tax credits in the amount of EUR 8.4 million have been recognized in profit or loss. This resulted in income tax income of EUR 3.4 million (previous year: income tax expense of EUR 7.4 mil- lion) being realized. Earnings per Share of EUR 0.63 Earnings after taxes amounted to EUR 16.1 million and were up EUR 5.8 million against the previous year’s figure (EUR 10.3 million). Earnings per share came to EUR 0.63, following EUR 0.38 in the previous year. 350 375 400 425 450 475 500 0 10 20 30 40 50 60
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3–19 9 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE Segment Reporting Engineering ACQUISITION OF HBS Incoming orders in the Engineering segment amounted to EUR 171.2 million for the first quarter of 2025. This rep- resents a significant increase of EUR 27.9 million (19.5%) compared to the same period of the previous year, when incoming orders came to EUR 143.3 million. The increase relates in particular to long-term plant engineering proj- ects. The order backlog as of March 31, 2025, came to EUR 378.2 million, compared with EUR 350.7 million as of December 31, 2024. ORDER SITUATION FOR ENGINEERING (in EUR million) Order backlog Incoming orders 500 400 300 200 100 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 Sales in the Engineering segment amounted to EUR 123.2 million in the first three months of the 2025 financial year (previous year: EUR 129.4 million). Sales were thus EUR 6.2 million of 4.8% lower than in the same period of the previous year. The acquisition of HBS in the current financial year and of GESTALT AUTOMATION, DECKMA and COLSON in the previous year generated inorganic sales growth of 5.4% in the quarter under review, which was offset by an organic decrease in sales of 10.2%. This is due primar - ily to lower sales in connection with sorting systems, clean- room systems and measurement technology for vehicles. Adjusted EBITA was EUR 6.4 million, compared with EUR 10.2 million the previous year. The decline of EUR 3.8 million can be traced back to a large number of portfolio companies in this segment and is mainly due to the low level of sales in the quarter under review. The mar - gin of the adjusted EBITA is 5.2% (previous year: 7.9%). Operating income (EBIT) totaled EUR 3.2 million, follow - ing EUR 7.3 million in the same period of the previous year. The EBIT margin was 2.6% (previous year: 5.6%) and was therefore 3.0 percentage points lower than in the same quar- ter of the previous year. ECONOMIC PERFORMANCE FOR ENGINEERING (in EUR million) Revenue Adjusted EBITA EBIT 180 45 160 40 140 35 120 30 100 25 80 20 60 15 40 10 20 5 0 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 We assume business activity will gradually pick up as the year progresses and expect a very strong fourth quarter, as in the previous year. For the year as a whole, we still expect a slight increase in sales and a moderate rise in operating income (adjusted EBITA); the adjusted EBITA margin is still expected to be in the 9–11% range. One acquisition has been realized for the Engineering segment so far this year. With economic effect from Janu- ary 1, 2025, the stud welding specialist KÖCO, a PEISELER Group company, acquired the profitable core business operations of HBS Bolzenschweiss-Systeme GmbH & Co. KG (HBS). At the company headquarters in Dachau, HBS develops and manufactures stud welding devices and stud welding guns, including controls and power electronics, as well as systems for automated stud welding. The assets were transferred to the INDUS Group on January 1, 2025. In the previous year, GESTALT AUTOMATION, DECKMA and COLSON were acquired for the Engineering segment. The investments of EUR 5.3 million made during the reporting period relate to the acquisition of HBS and property, plant and equipment. In the previous year, this figure included the acquisition of GESTALT AUTOMA - TION. Investments in property, plant and equipment of EUR 3.3 million are up EUR 1.0 million against the previous year (EUR 2.3 million). 0 100 200 300 400 500 0 100 200 300 400 500 0 30 60 90 120 150 180 0 5 10 15 20 25 30 35 40 45
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INDUS INTERIM REPORT Q1 2025 10 KEY FIGURES FOR ENGINEERING (in EUR million) Difference Q1 2025 Q1 2024 absolute in % Revenue with external third parties 123.2 129.4 -6.2 -4.8 EBITDA 11.8 15.3 -3.5 -22.9 in % of sales 9.6 11.8 -2.2 pp – Depreciation/amortization -8.6 -8.0 -0.6 -7.5 of which PPA amortization* -3.2 -2.9 -0.3 -10.3 of which impairment 0.0 0.0 0.0 – Adjusted EBITA** 6.4 10.2 -3.8 -37.3 in % of sales 5.2 7.9 -2.7 pp – EBIT 3.2 7.3 -4.1 -56.2 in % of sales 2.6 5.6 -3.0 pp – Investments 5.3 3.0 2.3 76.7 Employees 3,034 2,907 127 4.4 * The term PPA amortization includes depreciation on assets from purchase price allocations. ** The term adjusted EBITA includes the operating income (EBIT) plus PPA amortization and impairments. Infrastructure ACQUISITION OF KETTLER AND ELECTRO TRADING REALIZED IN THE FIRST QUARTER OF 2025 Incoming orders for the Infrastructure segment amounted to EUR 137.8 million for the first quarter of 2025, com- pared with EUR 149.5 million in the same period of the previous year. As a result, incoming orders decreased by EUR 11.7 million (-7.8%). The order backlog amounted to EUR 164.6 million as of March 31, 2025 (December 31, 2024: EUR 165.7 million). ORDER SITUATION FOR INFRASTRUCTURE (in EUR million) Order backlog Incoming orders 250 200 150 100 50 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 Sales in the Infrastructure segment amounted to EUR 136.4 million in the first three months, following EUR 131.9 million in the same period of the previous year. Segment sales increased by EUR 4.5 million, or 3.4%. As expected, organic sales rose by 1.3%. The acquisition of GRIDCOM in the previous year led to inorganic growth in sales of 2.1% in the reporting quarter. At EUR 10.0 million, adjusted EBITA was down EUR 2.8 million on the previous year’s figure (EUR 12.8 mil- lion). The margin of adjusted EBITA fell from 9.7% to 7.3%. At EUR 8.4 million, operating income (EBIT) was down by EUR 3.0 million on the previous year’s figure (EUR 11.4 mil- lion). The EBIT margin came in at 6.2% (previous year: 8.6%). Slightly higher personnel costs and other operating expenses could not yet be offset by higher gross profits in the first quarter due to intense competition. With economic effect from January 1, 2025, HAUFF- TECHNIK GmbH & Co. KG, Hermaringen, acquired all the shares in KETTLER GmbH, Dorsten. KETTLER is a medium-sized manufacturer of components and spindle extensions for pipeline construction. The product portfolio includes spindle extensions and operating keys for actuat - ing valves and hydrants above and below ground as well as in manholes. KETTLER has been fully consolidated since March 31, 2025. 0 50 100 150 200 250 0 50 100 150 200 250
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3–19 11 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE With economic effect from January 1, 2025, the INDUS portfolio company HAUFF-TECHNIK acquired 100% of the shares in the Swedish company ELECTRO TRADING ET AB. As an importer and distributor of products relating to electricity grids and distribution, renewable energies, construction and infrastructure, ELECTRO TRADING generates annual sales of around EUR 5 million. The com- pany is based in Bromma near Stockholm, and has a further site in Kristianstad. ELECTRO TRADING will be included in the consolidated financial statements of INDUS from March 31, 2025. ECONOMIC PERFORMANCE FOR INFRASTRUCTURE (in EUR million) Revenue Adjusted EBITA EBIT 160 40 140 35 120 30 100 25 80 20 60 15 40 10 20 5 0 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 Market demand and productivity are expected to improve over the course of the year. Looking at the year as a whole, INDUS is now a bit more positive and expects to see a mod- erate increase in sales (previously: slight increase) and still predicts a moderate increase in operating income (adjusted EBITA); the forecast range for the adjusted EBITA margin remains at 10% to 12%. Investments worth EUR 13.9 million refer to the acquisition of KETTLER and ELECTRO TRADING as well as investments in fixed assets (EUR 4.7 million). The figure in the previous year included EUR 7.2 million for the acqui- sition of GRIDCOM. KEY FIGURES FOR INFRASTRUCTURE (in EUR million) Difference Q1 2025 Q1 2024 absolute in % Revenue with external third parties 136.4 131.9 4.5 3.4 EBITDA 15.6 17.9 -2.3 -12.8 in % of sales 11.4 13.6 -2.2 pp – Depreciation/amortization -7.2 -6.5 -0.7 -10.8 of which PPA amortization* -1.6 -1.4 -0.2 -14.3 of which impairment 0.0 0.0 0.0 – Adjusted EBITA** 10.0 12.8 -2.8 -21.9 in % of sales 7.3 9.7 -2.4 pp – EBIT 8.4 11.4 -3.0 -26.3 in % of sales 6.2 8.6 -2.4 pp – Investments 13.9 7.2 6.7 93.1 Employees 2,902 2,852 50 1.8 * The term PPA amortization includes depreciation on assets from purchase price allocations. ** The term adjusted EBITA includes the operating income (EBIT) plus PPA amortization and impairments. 0 20 40 60 80 100 120 140 160 0 5 10 15 20 25 30 35 40
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INDUS INTERIM REPORT Q1 2025 12 Materials Solutions YEAR-ON-YEAR IMPROVEMENT IN ADJUSTED EBITA Incoming orders in the Materials Solutions segment amounted to EUR 146.2 million for the first three months of 2025 compared to EUR 150.6 million in the same period of the previous year. Incoming orders in the same quarter of the previous year included a substantial positive one-off effect in connection with the wind-down and closure of IMECO. Excluding IMECO, there was an increase in incoming orders from the first quarter of the previous year to the quarter under review. The order backlog as of March 31, 2025, amounted to EUR 121.7 million (December 31, 2024: EUR 120.2 mil- lion). Following a sharp decline in incoming orders over the past two financial years, the Materials Solutions segment recorded a higher order intake for the first time in the report- ing period. These incoming orders mainly relate to portfolio companies in the metal processing sector. ORDER SITUATION FOR MATERIALS SOLUTIONS (in EUR million) Order backlog Incoming orders 250 200 150 100 50 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 In the first quarter of 2025, the Materials Solutions segment generated sales of EUR 142.5 million. Sales were down 4.1% (EUR 6.1 million) on the same period of the previous year (EUR 148.6 million). The main reason behind the drop in sales is the discontinuation of IMECO’s business operations in the course of the past financial year. Adjusted EBITA was EUR 12.7 million, compared with EUR 12.4 million in the same period of the previous year. The adjusted EBITA margin was 8.9%, as against 8.3% in the same period of the previous year. The closure of IMECO, in particular, had a positive impact here. After deducting PPA amortization of EUR 0.5 million (previous year: EUR 0.6 million), the EBIT for the reporting period amounted to EUR 12.2 million compared to the previous year’s figure of EUR 11.8 million. The EBIT margin came in at 8.6% (previous year: 7.9%). ECONOMIC PERFORMANCE FOR MATERIALS SOLUTIONS (in EUR million) Revenue Adjusted EBITA EBIT 180 45 160 40 140 35 120 30 100 25 80 20 60 15 40 10 20 5 0 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 Several segment companies have revised their expectations for 2025 as a whole downward as a result of the disruptive US tariff policy unveiled on April 2, 2025 (“Liberation Day”). In February 2025, China extended its export con- trols to include tungsten and tungsten compounds, among other products. The segment company BETEK Group pur - chases and processes larger quantities of primary products containing tungsten from China. Since then, the approval process has become considerably more stringent. Current developments mean that it is no longer possible to predict how long it will take to receive an export license, and it is unclear whether the licenses will even be issued in the vol- ume required. Despite an extensive and very cost-intensive package of measures that was introduced with immedi- ate effect, there is a concrete risk that sales in the range of EUR 20 million to EUR 40 million will be lost in the second half of 2025 as a result of the supply problems. In conjunc - tion with the drastic rise in costs, adjusted EBITA will fall by around EUR 8 million to EUR 15 million. A scenario in which the supply can be secured again as the year progresses is also, however, within the realms of possibility. 0 50 100 150 200 250 0 50 100 150 200 250 0 30 60 90 120 150 180 0 5 10 15 20 25 30 35 40 45
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3–19 13 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE As a result, looking at the year as a whole, INDUS now expects to see a moderate drop in sales (previously: slight increase) and a very substantial decline (previously: slight decline) in operating income (adjusted EBITA); the forecast range for the adjusted EBITA margin has been lowered to 5.5% to 7.5% (previously: 7% to 9%). Investments stood at EUR 1.6 million, below the previous year (EUR 2.2 million) and were solely investments in fixed assets. KEY FIGURES FOR MATERIALS SOLUTIONS (in EUR million) Difference Q1 2025 Q1 2024 absolute in % Revenue with external third parties 142.5 148.6 -6.1 -4.1 EBITDA 19.0 18.8 0.2 1.1 in % of sales 13.3 12.7 0.6 pp – Depreciation/amortization -6.8 -7.0 0.2 2.9 of which PPA amortization* -0.5 -0.6 0.1 16.7 of which impairment 0.0 0.0 0.0 – Adjusted EBITA** 12.7 12.4 0.3 2.4 in % of sales 8.9 8.3 0.6 pp – EBIT 12.2 11.8 0.4 3.4 in % of sales 8.6 7.9 0.7 pp – Investments 1.6 2.2 -0.6 -27.3 Employees 2,796 3,009 -213.0 -7.1 * The term PPA amortization includes depreciation on assets from purchase price allocations. ** The term adjusted EBITA includes the operating income (EBIT) plus PPA amortization and impairments.
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INDUS INTERIM REPORT Q1 2025 14 CONSOLIDATED STATEMENT OF CASH FLOWS, CONDENSED (in EUR million) Difference Q1 2025 Q1 2024 absolute in % Earnings after taxes 16.1 10.3 5.8 56.3 Depreciation/amortization 22.9 21.8 1.1 5.0 Other non-cash-effective changes 3.5 16.3 -12.8 -78.5 Cash-effective change in working capital -23.3 -9.0 -14.3 <-100 Change in other balance sheet items -23.5 -17.2 -6.3 -36.6 Tax payments -10.8 -11.6 0.8 6.9 Dividends received 0.0 1.5 -1.5 -100.0 Operating cash flow -15.1 12.1 -27.2 <-100 Interest paid/interest received -3.1 -2.0 -1.1 -55.0 Cash flow from operating activities -18.2 10.1 -28.3 <-100 Cash outflow for investments and acquisitions -21.0 -12.5 -8.5 -68.0 Cash inflow from the disposal of assets 1.3 0.4 0.9 >100 Cash flow from investing activities -19.7 -12.1 -7.6 -62.8 Cash outflow for the acquisition of treasury shares -3.0 -25.4 22.4 88.2 Cash outflow from the repayment of contingent purchase price commitments 0.0 -5.2 5.2 100.0 Payments related to transactions involving interests attributable to non-controlling shareholders 0.0 -0.1 0.1 100.0 Dividend payments to non-controlling interests -0.1 -0.1 0.0 0.0 Cash inflow from the raising of loans 35.5 0.1 35.4 >100 Cash outflow from the repayment of loans -18.4 -16.9 -1.5 -8.9 Cash outflow from the repayment of lease liabilities -5.3 -4.8 -0.5 -10.4 Cash flow from financing activities 8.7 -52.4 61.1 >100 Net changes in cash and cash equivalents -29.2 -54.4 25.2 46.3 Changes in cash and cash equivalents caused by currency exchange rates -1.1 -0.1 -1.0 <-100 Cash and cash equivalents at the beginning of the period 145.2 265.8 -120.6 -45.4 Cash and cash equivalents at the end of the period 114.9 211.3 -96.4 -45.6 Operating Cash Flow Down on Previous Year Operating cash flow came to EUR -15.1 million in the first quarter compared with EUR +12.1 million in the previous year and was thus EUR 27.2 million lower year-over-year. Profit after tax plus depreciation and amortization and other non-cash expenses were EUR 5.9 million below the same period of the previous year. In comparison with the previous year, the cash-effective seasonal increase in working capital was EUR 14.3 million higher. Taking into account interest payments in the amount of EUR 3.1 million (previous year: EUR 2.0 million), cash flow from operating activities amounted to EUR -18.2 million (previous year: EUR 10.1 million) and was thus EUR 28.3 million lower than the previous year’s figure. At EUR 9.7 million, the cash outflow for investments in intangible assets and in property, plant and equipment was EUR 3.4 million higher than in the previous year (previous year: EUR 6.4 million). Cash outflow for invest - ment in shares in fully consolidated companies amounted to EUR 11.2 million in respect of the acquisition of HBS, KETTLER and ELECTRO TRADING. The acquisitions of GESTALT AUTOMATION and GRIDCOM took place during the same period of the previous year (EUR 6.1 mil- lion). At EUR 1.3 million, cash inflow from the disposal of assets was higher than in the previous year. The current quarter includes the sale of a property no longer required for operations in the amount of EUR 0.4 million. Cash flow from investing activities totaled EUR -19.7 million, com- pared with EUR -12.1 million in the previous year. INDUS received EUR 8.7 million from financing activities in the first quarter of the year. This was due to net borrowing of EUR 11.8 million, payments for share buy - backs (EUR -3.0 million) and dividends paid to minority shareholders (EUR -0.1 million). In the previous year, EUR 25.4 million was spent mainly on share buybacks and Financial Position
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3–19 15 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE loans of EUR 21.7 million, with contingent purchase price commitments of EUR 5.2 million also being repaid, result - ing in a total cash outflow of EUR 52.4 million from financ - ing activities in the previous year. Overall, the net change in cash and cash equivalents in the first quarter amounted to EUR -30.3 million based on the opening balance for the year of EUR 145.2 million. Free Cash Flow Down Year on Year Free cash flow is the sum of operating cash flow and cash flow from investing activities less cash outflow for investments in fully consolidated companies. Free cash flow indicates the funds available to INDUS for new acquisitions, dividend payments and debt repayments (interest and reduction of net debt). FREE CASH FLOW (in EUR million) Difference in EUR million Q1 2025 Q1 2024 absolute in % Operating cash flow -15.1 12.1 -27.2 <-100 Cash flow from investing activities -19.7 -12.1 -7.6 -62.8 Cash outflow for investments for shares in fully consolidated companies 11.2 6.1 5.1 83.6 Free cash flow -23.6 6.1 -29.7 <-100 In the first three months of the year, the INDUS Group generated free cash flow of EUR -23.6 million. Free cash flow was impacted by the lower operating income and the expected increase in working capital in the first quarter. The increase in working capital was lower in the first quarter of the previous year, resulting in a positive free cash flow of EUR 6.1 million in the same quarter of the previous year. CONSOLIDATED STATEMENT OF FINANCIAL POSITION, CONDENSED (in EUR million) Difference March 31, 2025 December 31, 2024 absolute in % ASSETS Non-current assets 1,038.4 1,036.9 1.5 0.1 Fixed assets 1,021.1 1,020.3 0.8 0.1 Receivables and other assets 17.3 16.6 0.7 4.2 Current assets 797.5 769.9 27.6 3.6 Inventories 435.3 410.5 24.8 6.0 Receivables and other assets 247.3 214.2 33.1 15.5 Cash and cash equivalents 114.9 145.2 -30.3 -20.9 Total assets 1,835.9 1,806.8 29.1 1.6 EQUITY AND LIABILITIES Non-current financial instruments 1,353.3 1,341.8 11.5 0.9 Equity 711.7 700.0 11.7 1.7 Borrowings 641.6 641.8 -0.2 0.0 of which provisions 26.1 28.6 -2.5 -8.7 of which payables and deferred taxes 615.5 613.2 2.3 0.4 Current financial instruments 482.6 465.0 17.6 3.8 of which provisions 36.2 42.4 -6.2 -14.6 of which liabilities 446.4 422.6 23.8 5.6 Total equity and liabilities 1,835.9 1,806.8 29.1 1.6
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INDUS INTERIM REPORT Q1 2025 16 Equity Ratio Increases to 38.8% The INDUS Group’s consolidated total assets amounted to EUR 1,835.9 million as of March 31, 2025, and were thus EUR 29.1 million higher than they were as of December 31, 2024. The increase is due in particular to the increase in working capital and the addition of the newly acquired port- folio companies HBS, KETTLER and ELECTRO TRADING. Working capital came to EUR 500.0 million as of March 31, 2025, up by EUR 29.3 million on Decem- ber 31, 2024 (EUR 470.7 million). The increase is seasonal and typical of developments in the course of the year. The increase relates to the increase in inventories (EUR +24.8 million) and receivables (EUR 23.0 million). The increase in trade payables (EUR +9.8 million), the increase in advance payments received (EUR +6.3 million) and the increase in contract liabilities (EUR +2.4 million) had an offsetting effect. Equity as of the reporting date came to EUR 711.7 million and was up by EUR 11.7 million on Decem- ber 31, 2024. The increase in equity was achieved pri- marily as a result of the profits generated in the amount of EUR 16.1 million. The acquisition of treasury shares in the amount of EUR 3.0 million had the opposite effect. As of March 31, 2025, the equity ratio was 38.8%, slightly higher than at the end of 2024 (38.7%). WORKING CAPITAL (in EUR million) Difference March 31, 2025 December 31, 2024 absolute in % Inventories 435.3 410.5 24.8 6.0 Receivables 208.2 185.2 23.0 12.4 Trade payables -84.7 -74.9 -9.8 -13.1 Advance payments received -32.8 -26.5 -6.3 -23.8 Contract liabilities -26.0 -23.6 -2.4 -10.2 Working capital 500.0 470.7 29.3 6.2 WORKING CAPITAL (in EUR million) 600 500 400 300 200 100 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 23 23 23 23 24 24 24 24 25 As of March 31, 2025, there are net financial liabilities total - ing EUR 590.7 million compared to EUR 541.4 million as of December 31, 2024. This means that net financial liabili - ties have risen by EUR 49.3 million compared to the start of the year. This is mainly due to the reduction in cash and cash equivalents to finance the seasonal increase in working capi - tal, the new acquisitions in 2025 and the acquisition of trea - sury shares (EUR 3.0 million). NET FINANCIAL LIABILITIES (in EUR million) Difference March 31, 2025 December 31, 2024 absolute in % Non-current financial liabilities 538.1 540.6 -2.5 -0.5 Current financial liabilities 167.5 146.0 21.5 14.7 Cash and cash equivalents -114.9 -145.2 30.3 20.9 Net financial liabilities 590.7 541.4 49.3 9.1 0 100 200 300 400 500 600
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3–19 17 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE Opportunities and Risks For the Opportunities and Risk Report of INDUS Hold- ing AG, please consult the 2024 Annual Report. The com- pany operates an efficient risk management system for early detection, comprehensive analysis, and the systematic han- dling of risks. The particulars of the risk management sys - tem and the significance of individual risks are explained in the Annual Report. Therein is stated that the company does not consider itself to be exposed to any risks that might jeop- ardize its continued existence as a going concern. In the 2024 Annual Report, we referred to geopolit - ical risks in the section on Business Environment and Sec - tor Risks, in particular to the fact that these risks can have far-reaching consequences on global alliances and trade rela- tionships, as well as on global supply chains. In the mean- time, the US has triggered turbulence across the globe as a result of its “Liberation Day” and President Trump’s tariff policy, the overall consequences of which are still impossible to predict. China has increasingly tightened export controls on rare earths and the approval process that now needs to be completed can take months. On February 3, 2025, China ultimately extended export controls to cover five other raw materials and compounds of these materials: tungsten, tellu- rium, bismuth, indium and molybdenum. The measure was officially justified citing national security interests, among other factors, but is widely considered to come in response to the increased tariffs on Chinese imports announced by the US. As explained above in the Materials Solutions segment report, there is a specific risk in the Materials Solutions seg - ment that, as things stand at the moment, sales in the range of EUR 20 million to EUR 40 million and adjusted EBITA in the range of EUR 8 million to EUR 15 million will be lost in the second half of 2025 as a result of supply problems. This has been reflected in the forecast report accordingly. Never - theless, the unclear approval situation makes it impossible to rule out a scenario in which these figures increase or decrease further depending on how things continue to develop over the course of the year.
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INDUS INTERIM REPORT Q1 2025 18 Forecast Report Expectations for the Economic Outlook Economic momentum is expected to slow in the second quarter of 2025, particularly in view of the global trade cri- sis. Uncertainty is the predominant factor in German indus - try: According to the ifo economic survey in April, around 39% of industrial companies are having problems predicting how their business will develop. The tariff conflict with the US is driving skepticism and is likely to weigh on the export industry. Nevertheless, exports to the US were still on the rise in January and February 2025, although this is likely due to anticipatory effects in light of the impending tariffs. Look- ing ahead to the year as a whole, however, the outlook for the export-oriented industry remains gloomy. Increased pro- tectionism worldwide, also as a counter-reaction to the US tariff policy, is resulting in mounting general uncertainty. This is also reflected in the ifo Business Climate Index, with a marked deterioration in the expectations of industrial companies in April. Among mechanical engineering com- panies, there was a drastic reduction in business expecta- tions, production plans and export forecasts. According to the PMI Purchasing Managers’ Index, too, the business out - look slumped to a six-month low in April. Rising sales prices could have a positive effect on profit margins: according to the Flash PMI, prices for industrial goods rose again in April for the first time in almost two years, with purchase prices falling at the same time. In the construction sector, the order situation gives reason to hope that the bottom of the curve has been reached. With orders in civil engineering already showing positive development in 2024, the ailing structural engineering sector is showing the first few positive signs. Although real incoming orders in the construction industry fell in Febru- ary 2025 following an increase in January, structural engi- neering order books filled up slightly in both January and February. The expectations of companies in the mainstream construction industry also improved significantly in the ifo Business Climate Index for April, with the business climate rising to its highest level since May 2023. A sustained recov- ery in construction output is not, however, on the cards any time soon, especially as the positive effects of the German government’s investment packages are only likely to take effect after a time lag. Economic research institutes are now forecasting zero economic growth in Germany for the year as a whole. Expected Group Performance INDUS recorded a slight decline in sales in the first three months of the current financial year. The decline in sales is attributable to the Engineering and Materials Solutions seg - ments, while a slight increase in sales was witnessed in the Infrastructure segment. Operating income (adjusted EBITA) was down significantly year-on-year. The declines are attrib- utable to the Engineering and Infrastructure segments, while adjusted EBITA increased slightly in the Materials Solutions segment. During the reporting period, sales in the Engineering sector fell by 4.8% compared to the previous year, whilst operating income (adjusted EBITA) fell by 37.3%. This means that, as expected, the first quarter was very weak. A gradual improvement is expected over the course of the year with a very strong fourth quarter driven by projects. For the year as a whole, we still expect a slight increase in sales and a moderate rise in adjusted EBITA; the adjusted EBITA mar - gin is still expected to be in the 9–11% range. During the reporting period, sales in the Infrastructure sector rose by 3.4% compared to the previous year, whilst operating income (adjusted EBITA) fell by 21.9%. Looking at the year as a whole, INDUS is now a bit more positive and expects to see a moderate increase in sales (previously: slight increase), while it still predicts a moderate increase in adjusted EBITA; the forecast range for the adjusted EBITA margin remains at 10% to 12%. The Materials Solutions segment saw a 4.1% drop in sales in the reporting period; operating income (adjusted EBITA) rose slightly by 2.4%. Several segment companies have revised their expectations for 2025 as a whole down- ward as a result of the disruptive US tariff policy unveiled on April 2, 2025 (“Liberation Day”). In February 2025, China extended its export controls to include tungsten and
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3–19 19 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE tungsten compounds, among other products. The segment company BETEK Group purchases and processes larger quantities of primary products containing tungsten from China. Since then, the approval process has become consid- erably more stringent. Current developments mean that it is no longer possible to predict how long it will take to receive an export license, and it is unclear whether the licenses will even be issued in the volume required. Despite an extensive and very cost-intensive package of measures that was intro- duced with immediate effect, there is a concrete risk that sales in the range of EUR 20 million to EUR 40 million will be lost in the second half of 2025 as a result of the supply problems. In conjunction with the drastic rise in costs, adjusted EBITA will fall by around EUR 8 million to EUR 15 million. A scenario in which the supply can be secured again as the year progresses is also, however, within the realms of possibility. Looking at the year as a whole, INDUS now expects to see a moderate drop in sales in the Materials Solutions segment ( previously: slight increase) and a significant decline ( pre viously: slight decline) in adjusted EBITA; the forecast range for the adjusted EBITA margin has been lowered to 5.5% to 7.5% (previously: 7% to 9%). Free cash flow amounted to EUR -23.6 million in the first quarter (previous year: EUR 6.1 million) due to lower operating income and the higher seasonal increase in work - ing capital compared to the previous year. Our forecast of free cash flow above EUR 90 million for 2025 as a whole remains unchanged. We now predict sales of between EUR 1.70 billion and EUR 1.85 billion (previously: EUR 1.75 billion to 1.8 bil- lion) for 2025 as a whole. We expect operating income (adjusted EBITA) to be within a range of EUR 130 mil- lion to EUR 165 million (previously: EUR 150 million to EUR 175 million). The adjusted EBITA margin is now expected to be in the range of 7.5% to 9% (previously: 8.5% to 10%). The outlook for the rest of the year, however, remains uncertain, as the implications of the US tariff policy remain impossible to predict. in EUR ’000 Actual 2024 Forecast – March 2025 Forecast – May 2025 Engineering Sales EUR 596.7 million Slight rise in sales Slight rise in sales Adjusted EBITA EUR 57.7 million Moderately increasing income Moderately increasing income Adjusted EBITA margin 9.7% 9% to 11% 9% to 11% Infrastructure Sales EUR 559.5 million Slight rise in sales Moderate rise in sales Adjusted EBITA EUR 63.6 million Moderately increasing income Moderately increasing income Adjusted EBITA margin 11.4% 10% to 12% 10% to 12% Materials Solutions Sales EUR 564.8 million Slight rise in sales Moderate drop in sales Adjusted EBITA EUR 49.9 million Slight fall in income Significant decline in income Adjusted EBITA margin 8.8% 7% to 9% 5.5% to 7.5% INDUS Group Sales EUR 1.72 billion EUR 1.75 billion to EUR 1.85 billion EUR 1.70 billion to EUR 1.85 billion Adjusted EBITA EUR 153.7 million EUR 150 million to EUR 175 million EUR 130 million to EUR 165 million Adjusted EBITA margin 8.9% 8.5% to 10.0% 7.5% to 9.0% Free cash flow EUR 135.4 million above EUR 90 million above EUR 90 million
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20 INDUS INTERIM REPORT Q1 2025 Consolidated Statement of Income Condensed Consolidated Interim Financial Statements FOR THE FIRST QUARTER OF 2025 in EUR ’000 Notes Q1 2025 Q1 2024 SALES 402,355 410,110 Other operating income 3,331 3,801 Own work capitalized 1,203 1,134 Change in inventories 9,219 4,676 Cost of materials [4] -178,490 -180,671 Personnel expenses [5] -136,040 -134,453 Depreciation/amortization [6] -22,911 -21,766 Other operating expenses [7] -59,110 -56,082 OPERATING INCOME (EBIT) 19,557 26,749 Interest income 192 867 Interest expense -5,413 -5,722 NET INTEREST -5,221 -4,855 Income from shares accounted for using the equity method 0 -114 Other financial income -1,609 -4,022 FINANCIAL INCOME [8] -6,830 -8,991 EARNINGS BEFORE TAXES (EBT) 12,727 17,758 Income taxes [9] 3,378 -7,422 EARNINGS AFTER TAXES 16,105 10,336 of which interests attributable to non-controlling shareholders 270 178 of which interests attributable to INDUS shareholders 15,835 10,158 Earnings per share (basic and diluted) in EUR [10] 0.63 0.38
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21 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT 20–32 01 | HIGHLIGHTS | SHARE Consolidated Statement of Comprehensive Income FOR THE FIRST QUARTER OF 2025 Income and expenses recorded under other comprehensive income include actuarial gains from pensions and similar obligations amounting to EUR 2,296 thousand (previous year: EUR 255 thousand). These gains were due to changes in the interest rate for pension obligations. The interest rate for domestic pension obligations increased by 0.3 per - centage points (previous year: increase of 0.05 percentage points), and the interest rate for foreign pensions (Switzer - land) increased by 0.28 percentage points (previous year: decrease of 0.03 percentage points). Income from currency conversion is derived primarily from the converted financial statements of consolidated interna- tional subsidiaries. The change in the market value of deriv - ative financial instruments was the result of interest rate swaps transacted by the holding company to hedge against interest rate movements. in EUR ’000 Q1 2025 Q1 2024 EARNINGS AFTER TAXES 16,105 10,336 Actuarial gains/losses 2,296 255 Deferred taxes -524 -98 Items not to be reclassified to profit or loss 1,772 157 Currency conversion adjustment -3,265 -1,172 Change in the market values of hedging instruments (cash flow hedge) 257 310 Deferred taxes -41 -49 Items to be reclassified to profit or loss -3,049 -911 OTHER COMPREHENSIVE INCOME -1,277 -754 TOTAL COMPREHENSIVE INCOME 14,828 9,582 of which interests attributable to non-controlling shareholders 208 182 of which interests attributable to INDUS shareholders 14,620 9,400
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22 INDUS INTERIM REPORT Q1 2025 Consolidated Statement of Financial Position AS OF MARCH 31, 2025 in EUR ’000 Notes March 31, 2025 December 31, 2024 ASSETS Goodwill 407,131 405,295 Right-of-use assets from leasing/rent 88,375 89,107 Other intangible assets 170,258 167,348 Property, plant and equipment 338,678 341,047 Investment property 7,836 8,293 Financial investments 8,397 8,828 Shares accounted for using the equity method 408 408 Other non-current assets 2,235 2,630 Deferred taxes 15,101 13,946 Non-current assets 1,038,419 1,036,902 Inventories [11] 435,267 410,533 Receivables [12] 208,221 185,245 Other current assets 21,510 19,329 Current income taxes 17,610 9,669 Cash and cash equivalents 114,918 145,151 Current assets 797,526 769,927 TOTAL ASSETS 1,835,945 1,806,829 EQUITY AND LIABILITIES Subscribed capital 69,928 69,928 Capital reserve 318,143 318,143 Other reserves 341,291 351,213 Treasury shares -20,260 -41,741 Equity held by INDUS shareholders 709,102 697,543 Non-controlling interests in the equity 2,615 2,455 Equity 711,717 699,998 Pension provisions 25,251 27,754 Other non-current provisions 840 854 Non-current financial liabilities [13] 538,068 540,628 Other non-current liabilities [14] 21,539 18,198 Deferred taxes 55,910 54,370 Non-current liabilities 641,608 641,804 Other current provisions 36,187 42,428 Current financial liabilities [13] 167,485 145,965 Trade payables 84,711 74,874 Other current liabilities [14] 175,998 180,040 Current income taxes 18,239 21,720 Current liabilities 482,620 465,027 TOTAL EQUITY AND LIABILITIES 1,835,945 1,806,829
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23 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT 20–32 01 | HIGHLIGHTS | SHARE Consolidated Statement of Changes in Equity FROM JANUARY 1 TO MARCH 31, 2025 in EUR ’000 Subscribed capital Capital reserve Retained earnings Other reserves Treasury shares Equity held by INDUS shareholders Interests attributable to non-controlling shareholders Group equity As of January 1, 2024 69,928 318,143 328,507 1,359 0 717,937 1,724 719,661 Earnings after taxes 10,158 10,158 178 10,336 Other comprehensive income -758 -758 4 -754 Total comprehensive income 10,158 -758 9,400 182 9,582 Transactions involving interests attributable to non-controlling shareholders -267 -267 193 -74 Change in scope of consolidation -5 -5 Acquisition of treasury shares -25,370 -25,370 -25,370 Dividend payments -120 -120 As of March 31, 2024 69,928 318,143 338,398 601 -25,370 701,700 1,974 703,674 As of January 1, 2025 69,928 318,143 350,994 219 -41,741 697,543 2,455 699,998 Earnings after taxes 15,835 15,835 270 16,105 Other comprehensive income -1,215 -1,215 -62 -1,277 Total comprehensive income 15,835 -1,215 14,620 208 14,828 Acquisition of treasury shares -3,061 -3,061 -3,061 Cancellation of treasury shares -24,542 24,542 Dividend payment -48 -48 As of March 31, 2025 69,928 318,143 342,287 -996 -20,260 709,102 2,615 711,717 On March 5, 2025, the INDUS Supervisory Board approved the Board of Management’s resolution to cancel 1,095,559 shares without adjusting the share capital. The share capital is now divided into 25,800,000 shares. Interests attributable to non-controlling shareholders as of March 31, 2025, primarily consist of interests attributable to non-controlling shareholders in ROLKO Group subsidia- ries. Interests attributable to non-controlling share holders for which the economic ownership of the corresponding non-controlling interests had already been transferred under reciprocal option agreements at the acquisition date are shown under other liabilities.
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24 INDUS INTERIM REPORT Q1 2025 Consolidated Statement of Cash Flows FOR THE FIRST QUARTER OF 2025 in EUR ’000 Q1 2025 Q1 2024 Earnings after taxes 16,105 10,336 Depreciation/amortization of non-current assets 22,911 21,766 Income taxes -3,378 7,422 Financial income 6,830 8,991 Other non-cash transactions 25 7 Changes in provisions -6,811 -5,250 Increase (-)/decrease (+) in inventories, receivables and other assets -43,183 -29,981 Increase (+)/decrease (-) in trade payables and other equity and liabilities 3,158 8,992 Income taxes received/paid -10,782 -11,624 Dividends received 0 1,460 Operating cash flow -15,125 12,119 Interest paid -3,227 -3,372 Interest received 196 1,377 Cash flow from operating activities -18,156 10,124 Cash outflow from investments in Property, plant and equipment and intangible assets -9,692 -6,363 Financial investments and shares accounted for using the equity method -90 -100 Shares in fully consolidated companies -11,209 -6,060 Cash inflow from the disposal of Other assets 1,287 336 Cash flow from investing activities -19,704 -12,187 Cash outflow for the acquisition of treasury shares -3,061 -25,370 Cash outflow from the repayment of contingent purchase price commitments 0 -5,139 Payments related to transactions involving interests attributable to non-controlling shareholders 0 -74 Dividend payments to non-controlling interests -48 -120 Cash inflow from the raising of loans 35,541 80 Cash outflow from the repayment of loans -18,403 -16,940 Cash outflow from the repayment of lease liabilities -5,298 -4,797 Cash flow from financing activities 8,731 -52,360 Net changes in cash and cash equivalents -29,129 -54,423 Changes in cash and cash equivalents caused by currency exchange rates -1,104 -142 Cash and cash equivalents at the beginning of the period 145,151 265,843 Cash and cash equivalents at the end of the period 114,918 211,278
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25 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT 20–32 01 | HIGHLIGHTS | SHARE Notes Basic Principles of the Consolidated Financial Statements [1] General Information INDUS Holding AG, with registered office in Bergisch Glad- bach, Germany, has prepared its condensed consolidated interim financial statements for the period from January 1, 2025, to March 31, 2025, in accordance with the Interna- tional Financial Reporting Standards (IFRS), and their inter - pretation by the International Financial Reporting Standards Interpretations Committee (IFRS IC) as applicable in the European Union (EU). The consolidated financial statements are prepared in euros (EUR). Unless otherwise indicated, all amounts are stated in thousands of euros (EUR ’000). These interim financial statements have been prepared in accordance with IAS 34 in condensed form. The interim report has been neither audited nor subjected to perusal or review by an auditor. New obligatory standards are reported on separately in the section “Changes in Accounting Standards.” Other - wise, the same accounting methods have been applied as in the consolidated financial statements for the 2024 financial year, where they are described in detail. Since these interim financial statements do not provide the full scope of infor - mation found in the annual financial statements, these finan- cial statements should be considered within the context of the last annual financial statements. In the Board of Management’s view, this quarterly report includes all usual current adjustments necessary for the proper presentation of the Group’s financial position and financial performance. The results achieved in the first three months do not necessarily allow predictions to be made regarding future business performance. Preparation of the consolidated financial statements is influenced by accounting and valuation principles and requires assumptions and estimates that have an impact on the recognized value of assets, liabilities, and contingent lia- bilities, and on income and expenses. When estimates are made regarding the future, actual values may differ from the estimates. If the original basis for the estimates changes, the statement of the items in question is adjusted through profit and loss. [2] Changes in Accounting Standards All obligatory accounting standards in effect as of the 2025 financial year have been implemented in the interim finan- cial statements at hand. The application of new standards has had no material effect on the presentation of the financial position and finan- cial performance of INDUS Holding AG. [3] Company Acquisitions COMPANY ACQUISITIONS BY INDUS PORTFOLIO COMPANIES KETTLER With economic effect from January 1, 2025, HAUFF- TECHNIK GmbH & Co. KG, Hermaringen, acquired all the shares in KETTLER GmbH, Dorsten. KETTLER is a medium-sized manufacturer of components and spindle extensions for pipeline construction. The product portfolio includes spindle extensions and operating keys for actuating valves and hydrants above and below ground as well as in manholes. KETTLER has been fully consolidated since March 31, 2025, and is allocated to the Infrastructure segment. The fair value of the consideration for the newly acquired shares amounted to EUR 8,382 thousand on the acquisition date. Goodwill of EUR 1,202 thousand, determined in the course of the purchase price allocation, is not tax-deductible. Goodwill is the residual amount of the total consideration less the value of the re-assessed acquired assets and assumed liabilities and does not represent the accountable potential earnings of the acquired company for the future or the exper- tise of the workforce.
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26 INDUS INTERIM REPORT Q1 2025 In the preliminary purchase price allocation, the acquired assets and liabilities have been calculated as follows: NEW ACQUISITION: KETTLER in EUR ’000 Carrying amount at time of acquisition Reassessment Addition to consolidated statement of financial position Goodwill 0 1,202 1,202 Other intangible assets 18 5,445 5,463 Property, plant and equipment 138 0 138 Financial investments 1 0 1 Inventories 2,066 451 2,517 Receivables 673 0 673 Other assets* 276 0 276 Cash and cash equivalents 912 0 912 Total assets 4,084 7,098 11,182 Other provisions 267 0 267 Financial liabilities 42 0 42 Trade payables 98 0 98 Other equity and liabilities** 655 1,738 2,393 Total liabilities 1,062 1,738 2,800 * Other assets: other non-current assets, other current assets, deferred taxes, current income taxes ** Other equity and liabilities: other non-current liabilities, other current liabilities, deferred taxes, current income taxes The reassessed intangible assets essentially comprise the client base. Expenses recognized in profit and loss from the ini- tial consolidation of KETTLER had a negative impact of EUR 196 thousand on operating income (EBIT). The inci- dental acquisition costs were recorded in the statement of income. HBS With economic effect from January 1, 2025, the stud weld- ing specialist KÖCO, a PEISELER Group company, acquired the profitable core business operations of HBS Bolzen- schweiss-Systeme GmbH & Co. KG (HBS). At the company headquarters in Dachau, HBS develops and manufactures stud welding devices and stud welding guns, including con- trols and power electronics, as well as systems for automated stud welding. HBS has been allocated to the Engineering segment. The assets were transferred to the INDUS Group on January 1, 2025. The fair value of the consideration for the newly acquired shares amounted to EUR 3,150 thousand on the acquisition date. HBS contributed sales amounting to EUR 1,718 thousand and operating income (EBIT) of EUR -327 thousand to income in the first three months of 2025. The incidental acquisition costs were recorded in the statement of income. ELECTRO TRADING With economic effect from January 1, 2025, the INDUS portfolio company HAUFF-TECHNIK acquired 100% of the shares in the Swedish company ELECTRO TRADING ET AB. As an importer and distributor of products relating to electricity grids and distribution, renewable energies, construction and infrastructure, ELECTRO TRADING gen- erates annual sales of around EUR 5 million. The company is based in Bromma near Stockholm, and has a further site in Kristianstad. ELECTRO TRADING will be included in the consolidated financial statements of INDUS from March 31, 2025. The company is allocated to the Infrastructure segment. The fair value of the consideration for the newly acquired shares amounted to EUR 4,190 thousand on the acquisition date.
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27 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT 20–32 01 | HIGHLIGHTS | SHARE Notes to the Consolidated Statement of Income [4] Cost of Materials in EUR ’000 Q1 2025 Q1 2024 Raw materials, consumables and supplies, and purchased merchandise -157,401 -160,962 Purchased services -21,089 -19,709 Total -178,490 -180,671 [5] Personnel Expenses in EUR ’000 Q1 2025 Q1 2024 Wages and salaries -113,873 -113,537 Social security -21,110 -19,898 Pensions -1,057 -1,018 Total -136,040 -134,453 [6] Depreciation/Amortization Depreciation/amortization includes depreciation/amorti- zation, amortization due to purchase price allocation (PPA amortization), and impairment. in EUR ’000 Q1 2025 Q1 2024 Depreciation/amortization -17,645 -16,944 PPA amortization -5,266 -4,822 Impairment 0 0 Total -22,911 -21,766 [7] Other Operating Expenses in EUR ’000 Q1 2025 Q1 2024 Selling expenses -22,432 -22,264 Operating expenses -15,244 -15,608 Administrative expenses -16,554 -14,407 Other expenses -4,880 -3,803 Total -59,110 -56,082 [8] Financial Income in EUR ’000 Q1 2025 Q1 2024 Interest and similar income 192 867 Interest and similar expenses -5,413 -5,722 Net interest -5,221 -4,855 Income from shares accounted for using the equity method 0 -114 Interests attributable to non-controlling shareholders -1,615 -4,046 Income from financial investments 6 24 Other financial income -1,609 -4,022 Total -6,830 -8,991 The “interests attributable to non-controlling sharehold- ers” item includes an effect on income from the subse - quent valuation of the contingent purchase price liabilities (call/put options) of EUR -1,137 thousand (previous year: EUR -2,898 thousand) and earnings after taxes that external entities are entitled to from shares in limited partnerships and stock corporations with call/put options. [9] Income Taxes The income tax expense in the interim financial statements is calculated based on the assumptions currently used for tax planning purposes. Previously unrecognized tax losses from earlier years in connection with the automotive series supplier S.M.A. Metalltechnik GmbH & Co. KG, which was in insolvency proceedings, have now been recognized for tax purposes due to the takeover of the assets by a financial investor in the first quarter of 2025. As a result, expected tax credits in the amount of EUR 8,362 thousand have been recognized in profit or loss. [10] Earnings per Share in EUR ’000 Q1 2025 Q1 2024 Income attributable to INDUS shareholders 15,835 10,158 Weighted average shares outstanding (in thousand shares) 24,938 26,666 Earnings per share (in EUR) 0.63 0.38
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28 INDUS INTERIM REPORT Q1 2025 Notes to the Consolidated Statement of Financial Position [11] Inventories in EUR ’000 March 31, 2025 December 31, 2024 Raw materials, consumables, and supplies 162,600 154,587 Unfinished goods 100,317 92,586 Finished goods and goods for resale 148,936 148,390 Advance payments 23,414 14,970 Total 435,267 410,533 [12] Receivables in EUR ’000 March 31, 2025 December 31, 2024 Receivables from customers 197,265 175,900 Contract receivables 10,956 9,277 Receivables from associated companies 0 68 Total 208,221 185,245 [13] Financial Liabilities in EUR ’000 March 31, 2025 Short-term Long-term December 31, 2024 Short-term Long-term Liabilities to banks 298,776 106,107 192,669 279,326 84,193 195,133 Lease liabilities 91,634 25,235 66,399 92,123 25,628 66,495 Promissory note loans 315,143 36,143 279,000 315,144 36,144 279,000 Total 705,553 167,485 538,068 686,593 145,965 540,628 [14] Liabilities Other liabilities include contingent purchase price liabilities of EUR 60,166 thousand (December 31, 2024: EUR 57,860 thousand), carried at fair value, insofar as the non-controlling shareholders can tender shares to INDUS by terminating the Articles of Incorporation or on the basis of option agreements.
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29 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT 20–32 01 | HIGHLIGHTS | SHARE Other Disclosures [15] Segment Reporting SEGMENT INFORMATION BY DIVISION FOR THE FIRST QUARTER OF 2025 SEGMENT REPORT IN ACCORDANCE WITH IFRS 8 in EUR ’000 Engineering Infrastructure Materials Solutions Total Segments Other/ reconciliation Consolidated financial statements Q1 2025 Revenue with external third parties 123,199 136,417 142,511 402,127 228 402,355 Revenue with other segments 219 0 77 296 -296 0 Revenue 123,418 136,417 142,588 402,423 -68 402,355 EBITDA 11,824 15,614 19,044 46,482 -4,014 42,468 Depreciation/amortization -8,643 -7,167 -6,820 -22,630 -281 -22,911 of which depreciation/amortization -5,468 -5,613 -6,283 -17,364 -281 -17,645 of which PPA amortization* -3,175 -1,554 -537 -5,266 0 -5,266 of which impairment 0 0 0 0 0 0 Segment earnings (adjusted EBITA**) 6,356 10,001 12,761 29,118 -4,295 24,823 Operating income (EBIT) 3,181 8,447 12,224 23,852 -4,295 19,557 Income from measurement according to the equity method 0 0 0 0 0 0 Investments 5,314 13,936 1,645 20,895 6 20,901 of which company acquisitions 1,950 9,259 0 11,209 0 11,209 March 31, 2025 Goodwill 194,869 128,841 83,421 407,131 0 407,131 Engineering Infrastructure Materials Solutions Total Segments Other/ reconciliation Consolidated financial statements Q1 2024 Revenue with external third parties 129,368 131,939 148,585 409,892 218 410,110 Revenue with other segments 425 30 50 505 -505 0 Revenue 129,793 131,969 148,635 410,397 -287 410,110 EBITDA 15,358 17,876 18,785 52,019 -3,504 48,515 Depreciation/amortization -8,025 -6,520 -6,940 -21,485 -281 -21,766 of which depreciation/amortization -5,172 -5,126 -6,365 -16,663 -281 -16,944 of which PPA amortization* -2,853 -1,394 -575 -4,822 0 -4,822 of which impairment 0 0 0 0 0 0 Segment earnings (adjusted EBITA**) 10,186 12,750 12,420 35,356 -3,785 31,571 Segment earnings (EBIT) 7,333 11,356 11,845 30,534 -3,785 26,749 Income from measurement according to the equity method 0 -104 -10 -114 0 -114 Investments 2,976 7,192 2,232 12,400 23 12,423 of which company acquisitions 660 5,400 0 6,060 0 6,060 December 31, 2024 Goodwill 194,913 126,823 83,559 405,295 0 405,295 * The term PPA amortization includes amortization on assets from purchase price allocations. ** The term adjusted EBITA includes the operating income (EBIT) plus PPA amortization and impairments.
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30 INDUS INTERIM REPORT Q1 2025 The table below reconciles the total operating results of seg - ment reporting with the earnings before taxes in the con- solidated statement of income: RECONCILIATION in EUR ’000 Q1 2025 Q1 2024 Segment earnings (adjusted EBITA) 29,118 35,356 Areas not allocated incl. holding company -4,295 -3,785 PPA amortization -5,266 -4,822 Financial income -6,830 -8,991 Earnings before taxes 12,727 17,758 The classification of segments is based on the current status of internal reporting and corresponds to the EMPOW - ERING MITTELSTAND growth strategy. The segment structure has been subdivided into the Engineering, Infra- structure and Materials Solutions segments in line with the technological focal points. The segment information relates to continuing operations. The reconciliations contain the figures of the holding company, the non-operating units not allocated to any seg - ment, and consolidations. Since 2025, the key control variable for the segments has been adjusted EBITA, as defined in the consolidated financial statements. The information pertaining to the seg - ments has been ascertained in compliance with the report - ing and valuation methods that were applied in the prepa- ration of the consolidated financial statements. Transfer prices between segments are based on arm’s-length prices to the extent that they can be established in a reliable manner and are otherwise determined on the basis of the cost-plus pricing method. SEGMENT INFORMATION BY REGION The breakdown of sales by region relates to our selling mar - kets. Owing to the diversity of our foreign activities, a fur - ther breakdown by country would not be meaningful since no country other than Germany accounts for 10% of Group sales. Non-current assets, less deferred taxes and financial instruments, are based on the registered offices of the com- panies concerned. Further differentiation would not be use - ful since the majority of companies are based in Germany. Owing to the diversification policy at INDUS, there were no individual product or service groups and no indi- vidual customers that accounted for more than 10% of sales. SEGMENT INFORMATION BY REGION in EUR ’000 Group Germany EU Third countries Q1 2025 Revenue with external third parties 402,355 192,695 80,956 128,704 March 31, 2025 Non-current assets, less deferred taxes and financial instruments 1,012,687 880,138 40,935 91,614 Q1 2024 Revenue with external third parties 410,110 203,503 91,334 115,273 December 31, 2024 Non-current assets, less deferred taxes and financial instruments 1,011,498 882,604 37,465 91,429
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31 05 | FURTHER INFORMATION02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT 20–32 01 | HIGHLIGHTS | SHARE [16] Information on the Significance of Financial Instruments The table below shows the carrying amounts of the financial instruments. The fair value of a financial instrument is the price that would be paid in an orderly transaction between market participants for the sale of an asset or transfer of a lia- bility on the measurement date. FINANCIAL INSTRUMENTS in EUR ’000 Balance sheet value IFRS 9 not applicable IFRS 9 financial instruments of which measured at fair value of which measured at amortized cost March 31, 2025 Financial investments 8,397 0 8,397 915 7,482 Cash and cash equivalents 114,918 0 114,918 0 114,918 Receivables 208,221 10,956 197,265 0 197,265 Other assets 23,745 12,274 11,471 0 11,471 Financial instruments: Assets 355,281 23,230 332,051 915 331,136 Financial liabilities 705,553 91,633 613,920 0 613,920 Trade payables 84,711 0 84,711 0 84,711 Other liabilities 197,537 95,613 101,924 61,244 40,680 Financial instruments: Equity and liabilities 987,801 187,246 800,555 61,244 739,311 December 31, 2024 Financial investments 8,828 0 8,828 912 7,916 Cash and cash equivalents 145,151 0 145,151 0 145,151 Receivables 185,245 9,277 175,968 0 175,968 Other assets 21,959 8,793 13,166 431 12,735 Financial instruments: Assets 361,183 18,070 343,113 1,343 341,770 Financial liabilities 686,593 92,123 594,470 0 594,470 Trade payables 74,874 0 74,874 0 74,874 Other liabilities 198,238 84,621 113,617 59,195 54,422 Financial instruments: Equity and liabilities 959,705 176,744 782,961 59,195 723,766
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32 INDUS INTERIM REPORT Q1 2025 Available-for-sale financial instruments are fundamentally long-term financial investments for which no pricing on an active market is available and the fair value of which cannot be reliably determined. These are valued at cost. FINANCIAL INSTRUMENTS BY BUSINESS MODEL IN ACC. WITH IFRS 9 IN EUR ’000 March 31, 2025 December 31, 2024 Financial assets measured at fair value through profit and loss 0 431 Financial assets measured at cost 331,136 341,770 Financial assets recognized at fair value directly in equity 915 912 Financial instruments: Assets 332,051 343,113 Financial liabilities measured at fair value through profit and loss 60,165 57,859 Financial liabilities measured at cost 739,311 723,766 Derivatives with hedging relationships, hedge accounting 1,079 1,336 Financial instruments: Equity and liabilities 800,555 782,961 [17] Approval for publication The Board of Management of INDUS Holding AG approved these IFRS interim financial statements for publication on May 13, 2025. Bergisch Gladbach, May 13, 2025 INDUS Holding AG The Board of Management Dr. Johannes Schmidt Rudolf Weichert Gudrun Degenhart Dr. Jörn Großmann Axel Meyer
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04 | FURTHER INFORMATION 33 33 02 | LETTER TO THE SHAREHOLDERS 04 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS03 | INTERIM MANAGEMENT REPORT01 | HIGHLIGHTS | SHARE Contact Financial Calendar Imprint CONTACT Nina Wolf Public Relations Phone: +49 (0)2204/40 00-73 Email: presse@indus.de Dafne Sanac Investor Relations Phone: +49 (0)2204/40 00-32 Email: investor.relations@indus.de INDUS HOLDING AG Kölner Straße 32 51429 Bergisch Gladbach P.O. Box 10 03 53 51403 Bergisch Gladbach Phone: +49(0)2204/40 00-0 Fax: +49 (0)2204/40 00-20 Email: indus@indus.de www.indus.eu RESPONSIBLE MEMBER OF THE BOARD OF MANAGEMENT Dr.-Ing. Johannes Schmidt DATE OF PUBLISHING May 14, 2025 PUBLISHER INDUS Holding AG, Bergisch Gladbach, Germany CONCEPT/DESIGN Berichtsmanufaktur GmbH, Hamburg, Germany Find the INDUS financial calendar and dates for corporate events at www.indus.eu/investors/#investor-events This interim report is also available in German. Only the German version of the interim report is legally binding. DISCLAIMER: This interim report contains forward-looking statements based on assumptions and estimates made by the Board of Management of INDUS Holding AG. Although the Board of Management is of the opinion that these assumptions and estimates are accurate, they are subject to certain risks and uncertainty. Actual future results may deviate substantially from these assumptions and estimates due to a variety of factors. These factors include changes in the general economic situation, the business, economic and competitive situation, foreign exchange and interest rates, and the legal setting. INDUS Holding AG shall not be held liable for the future development and actual future results being in line with the assumptions and estimates included in this interim report. Assumptions and estimates made in this interim report will not be updated. Date Event May 7, 2025 Annual Shareholders’ Meeting 2025, Cologne August 12, 2025 Publication of interim report on the first half of 2025 November 12, 2025 Publication of interim report on the first nine months of 2025
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