Avax S.a.ATHEX: AVAX

Annual Financial Report 31.12.2024

· Issued by Avax S.a.
AVAX S.A. Annual Financial Statements for the period January 1stto December 31st, 2024 AVAX S.A.

Company's Number in the General Electronic Commercial Registry :913601000 (former Company's Number in the Register of Societes Anonymes: 14303/06/B/86/26)

16 Amaroussiou-Halandriou str.,151-25, Marousi, Greece

1



INDEX OF ANNUAL FINANCIAL STATEMENTS 2



Website where the company's and consolidated financial statements are available 6



  1. Statements of members of the board of directors 7



  2. Annual report of the board of directors 8



    1. Important Events during 2024 8



    2. Activity per business segment 11



    3. Labor and Environmental Issues 12



    4. Risks and Uncertainties for 2025 13



    5. Important Transactions Between the Company and Related Parties 18



    6. Explanatory Report of the Board of Directors 18



    7. Dividend Policy 20



    8. Own Shares 21



    9. Financial and Non-Financial Basic Performance Indicators 21



    10. Alternative Performance Measures 27



    11. Expectations & Prospects for 2025 30

    12. Important Developments & Events past the Balance Sheet Date (31.12.2024) and up to the date of approval of



      this Report 31



    13. AVAX Group Sustainability Statement 2024 33



    14. Corporate Governance Statement 166



  3. Independent auditor's report 205



  4. Annual Financial Statements period from January 1st, 2024 to December 31st, 2024 213



    • Statement of Financial Position 213



    • Statement of Income 214



    • Statement of Comprehensive Income 215



    • Statement of Cash Flow 216



    • Statement of Changes in Equity 217



  5. Notes and accounting policies 219



Α. INFORMATION ABOUT THE COMPANY 219



Α.1 General Information about the Company and the Group 219



Α2. Activities 219



Β. FINANCIAL REPORTING STANDARDS 219



Β.1. Compliance with IFRS 219



Β.2. Basis of preparation of the financial statements 220



  1. BASIC ACCOUNTING PRINCIPLES 220



    1. Consolidated finacial statements (IFRS 10) & Business Combinations (I.F.R.S. 3) 220



      C.2a. Property, Plant & Equipment (I.A.S. 16) 226



      C.2b. Investment Property (IAS 40) 227



      1. Intangible Assets (I.A.S. 38) 227

      2. Impairment of Assets (I.A.S. 36) 227







      3. Inventories (I.A.S. 2) 228



      4. Financial Instruments: Presentation (IAS 32) 228



      5. Financial Instruments: Disclosures (IFRS 7) 229



      6. Provisions, Contingent Liabilities and Contingent Assets (I.A.S. 37) 229



      7. The effects of changes in Foreign Exchange Rates (I.A.S. 21) 229



      8. Earnings per share (I.A.S. 33) 229



      9. Dividend Distribution (I.A.S. 10) 229



      10. Income Taxes & Deferred Tax (I.A.S. 12) 229



      11. Personnel Benefits (I.A.S. 19) 230



      12. Leases (I.F.R.S. 16) 231



      13. Borrowing Cost (I.A.S. 23) 232



      14. Operating Segments (I.F.R.S. 8) 232



      15. Related Party Disclosures (I.A.S. 24) 232



      16. Revenue from contracts with customers (I.F.R.S. 15) 233



      17. Financial Instruments (I.F.R.S. 9) 235



      18. Restricted cash deposits 236



      19. Non-current assets held for sale & discontinued operations (I.F.R.S. 5) 236



      20. Significant accounting estimates and judgments 237



        1. Impairment of goodwill and other non-financial assets 237



        2. Income taxes 237



        3. Deferred tax assets 238



        4. Asset lives and residual values 238



        5. Allowance for net realizable value of inventory 238



        6. Allowance for doubtful accounts receivable 238



        7. Provision for staff leaving indemnities 238



        8. Contingent liabilities 238



        9. Revenue from Contracts with Customers (I.F.R.S. 15) 238



        10. Joint Arrangements (I.F.R.S. 11) 238



        11. Fair Value measurement (I.F.R.S. 13) 239

  2. NEW STANDARDS, INTERPRETATIONS AND AMENDMENT OF CURRENT STANDARDS 239






  3. NOTES TO THE FINANCIAL STATEMENTS 243



  1. Turnover 243



  2. Cost of sales 244



  3. Other net operating income/(expense)-profit/(losses) 244



    3a. Bad debts and other provisions 244



  4. Administrative expenses 244



  5. Selling & Marketing expenses 245



6a. Income from sub-debt 245



6b. Income/(Losses) from Subsidiaries/Associates 245



  1. Finance cost 246



  2. Tax charge 246



9a. Segment Reporting - Business segments 247



9b. Secondary reporting format - Geographical segments 249



9c. Sensitivity Analysis - Foreign Exchange rate Risk 251



  1. Property, Plant and Equipment 252



    10a. Right of Use assets 254



  2. Investment Property 255



    11a. Net profit or loss from fair value ajdustments for investment properties 256



  3. Intangible Assets 257



  4. Investments in Subsidiaries/Associates and other companies 258



  5. Joint Arrangements (Joint Ventures) 259



  6. Financial assets at fair value through other comprehensive income 259



  7. Other non-current assets and other long-term receivables 262



  8. Deferred tax assets 262



  9. Deferred tax liabilities 263



  10. Inventories 263



  11. Contractual Assets 264



  12. Clients and other receivables 265



    21a. Ageing Analysis of clients 265



    21b. Ageing Analysis of other receivables 266

    21c. Other Debtors / Ongoing litigation 266







  13. Cash and cash equivalent 267



    22a. Restricted Cash Deposits 267



  14. Trade and other payables 267



  15. Borrowings 268



    24a. Change in financial activity 269



  16. Income tax and other tax liabilities 269



  17. Discontinued Operations 270



  18. Liabilities from Leases (IFRS 16) 271



  19. Provisions for retirement benefits 272



  20. Other provisions and non-current liabilities 273



  21. Share capital 273



  22. Other Reserves 273



  23. Revaluation Reserves for Financial Assets at fair value through other comprehensive Income 274



  24. Reserves from foreign profits Law 4171/61 274



  25. Reserves art 48 L.4172/2013 274



  26. Non-controlling interest 274



  27. Memorandum accounts - Contingent liabilities 274



  28. Encumbrances - Concessions of Receivables 274



  29. Transactions with related parties 275



  30. Joint Venture Projects with J&P (Overseas) Ltd 277



  31. Fair Value measurement 278



  32. Risk Management 279



  33. Important Events during 2024 283

  34. Important Developments & Events post Balance Sheet Date (31.12.2024) and up to the date of approval of this



    Report 284



  35. Contingent Receivables and Liabilities 285

  36. Approval of Financial Statements 286



ANNUAL FINANCIAL REPORTING WEBSITE WHERE THE COMPANY'S AND CONSOLIDATED FINANCIAL STATEMENTS ARE AVAILABLE

We hereby certify that the attached Annual Financial Statements, which are an integral part of the annual financial report of article 4 of Law 3556/2007, are those approved by the Board of Directors of "AVAX SA" on 28.04.2025 and have been published by posting them on the internet, at (https://www.avax.gr), as well as on the Athens Stock Exchange web site, where they will remain at the disposal of the investing public for at least ten (10) years from the date of their compilation and disclosure. The Annual Financial Statements of the Group's subsidiaries are also published at https://www.avax.gr.

STATEMENTS OF MEMBERS OF THE BOARD OF DIRECTORS (in accordance with article 4, paragraph 2c of Law 3556/2007)

In our capacity as executive members of the Board of Directors of AVAX SA (the «Company»), and according to the best of our knowledge, we,

  1. Christos Joannou, Chairman and Executive Director

  2. Konstantinos Kouvaras, Deputy Chairman and Executive Director

  3. Konstantinos Mitzalis, Managing Director, state the following:

    • the financial statements for the period from 01.01.2024 to 31.12.2024, prepared under the International Financial Reporting Standards currently in effect, give a true view of the assets, liabilities, equity and financial results of the Company, as well as the businesses included in the consolidation of the Group,

    • the Annual Report of the Board of Directors of the Company gives a true view of the evolution, the performance and the stance of the Company, as well as the businesses included in the consolidation of the Group, including an overview of the main risks and uncertainties they face, along with other information required by paragraph 2 of article 4 of Law 3556/2007.

Marousi, April 28, 2025

CHAIRMAN & EXECUTIVE DIRECTOR

DEPUTY CHAIRMAN & EXECUTIVE DIRECTOR

MANAGING DIRECTOR

CHRISTOS JOANNOU

KONSTANTINOS KOUVARAS

KONSTANTINOS MITZALIS

AID: 0000889746

ID: ΑI 597426

ID: AN 033558

ANNUAL REPORT OF THE BOARD OF DIRECTORS FOR THE PERIOD FROM 01.01.2024 TO 31.12.2024 [in accordance with article 4 of Law 3556/2007, Decision #8/754/14.04.2016 of the Board of Directors of Greece's Capital Markets Commission, article 2 of Law 3873/2010, article 1 of Law 4403/2016, article 2 of Law 4336/2015 and articles 150-154 of Law 4548/2018]

Dear Shareholders,

this annual report of the Board of Directors for 2024 was prepared according to corporate and capital markets legislation and the decisions of the Capital Markets Commission, to depict the true developments concerning AVAX Group and its performance during 2024, as well as the main risks and uncertainties faced.

The Report of the Board of Directors is an integral part of the financial statements included in the Annual Financial Report 2024, presenting an analysis of the Group's activities, financial and non-financial key elements for the performance of the Group and the Company during 2024, information on the events affecting the business Group and the risks identified, estimates for the expected course and development of the Group's business sectors, and data on transactions with related parties. It also includes a section on Non-Financial Information and Taxonomy, a Corporate Governance Report and an Explanatory Report on the Company's share capital, in accordance with current legislation.

Α. Important Events during 2024

The following are the most important events during 2024 for all Group companies:

Sale of 100% subsidiary Volterra SA

The sale of 100% subsidiary Volterra SA was concluded on 25.07.2024 for a total consideration of €31.5 million, of which an amount of €16.9 million was received up until the reference date of the financial accounts.

[see the relevant Note to the Financial Statements for further details]

Issue of €300 million Syndicated Bond Loan by subsidiary AVAX Concessions

AVAX Concessions Sole Proprietorship SA, a 100% subsidiary of AVAX SA, issued a syndicated common bond loan amounting to €300 million, with a duration of 7 years, which was fully covered by the Group's main relationship banks. The issue is part of AVAX Group strategy, with subsidiary AVAX Concessions, a holding company in Concessions and PPP projects, taking over the financing for the implementation of its development and investment plans, while at the same time listed AVAX SA reduced its debt (€179.3 million bond loan was repaid), which is limited primarily to the needs of project construction.

New Projects

The Group in 2024 continued to be successful regarding the addition of new projects, having signed new contracts for public & private works, subcontracts and services with a total value of €317 million, on the back of signing contracts totaling €1,443 million in 2023. The new projects offer positive profitability as the bids placed in the respective tenders are compatible with the Group's technical capabilities, equipment and experience of human resources, providing a further boost to total work-in-hand despite the accelerating pace of project execution.

The Group's work-in-hand based on signed projects as of 31.12.2024 amounted to €2,892 million, compared to €3,047 million at the end of 2023. So far in 2025, up until the publication of this Financial Report, the Group has signed new contracts worth €39 million, while currently there are contracts pending to be signed worth €268 million to the Group.

Taking all the above into account, and excluding the execution of projects during 2025 which has yet to be recorded in Company books, the Group's work-in-hand currently amounts to around €3.2 billion. Out of this total, domestic and international projects account for 79% and 21% respectively, while public sector-related works represent 49% and private sector and PPP projects make up 51% of the total.

At the same time, bidding and signing of new projects continues, the largest part of which will be executed beyond 2025. Based on the afore-mentioned data on signed and pending projects, project execution is projected at some €750 million for 2025, with the balance scheduled from 2026 onwards.

It should be noted that the Group's work-in-hand is a strong indicator, yet not an accurate and binding forecast for the evolution of future revenues from the Group's construction activity. Occasionally, there are changes and adjustments to the technical scope of the contracts related to various external factors or delays caused by amendments to engineering designs or incomplete designs when contracts are signed.

[see the relevant Note to the Financial Statements for further details] Increase in participation in Olympia Motorway

On 05.12.2024 the Group exercised its right to acquire an additional 3.912% stake in the concessionaire and operator of Olympia Motorway, corresponding its pro rata participation to the equity stake sold by Hochtief PPP Solutions GmbH. Following the transaction, which was worth €23.1 million, the Group's stake reached 23.01%.

[see the relevant Note to the Financial Statements for further details] Share Buyback

In August 2024, the Company commenced the implementation of the Share Buyback Programme, voted by shareholders at the 14.06.2023 Annual General Meeting. The Programme includes the purchase of up to 10,000,000 of the Company's own common, registered shares through the Athens Stock Exchange, until 13.06.2025, at a price range between €0.50 and €4.00 per share. At the end of 2024, and up until the issue of this Report, the Company had

purchased a total of 174,500 own shares, corresponding to 0.118% of its total outstanding stock, at an average price of

€1,371 per share.

Issue of 4,000,000 new shares and bonus distribution

Following a decision by shareholders at the Annual General Meeting on 24.06.2021, the Company in December 2023 issued 4,000,000 new common registered shares with a par value of €0.30 each, capitalising an amount of €1,200,000 of the share premium reserve, which was approved by decision #3176854/14.12.2023 of the Development Ministry. The new shares were distributed as a bonus to a total of 52 senior managers, other staff members and business associates, as per article 114 of Law 4548/2018, and were listed on the Athens Stock Exchange in January 2024. Out of the total of 4,000,000 new shares distributed to 52 individuals, the Company's five executive Board members at the time were allocated an aggregate amount of 1,150,000 shares.

End of concession/operation term for the Athens Ring Road

The Concession/Operation Term of the Athens Ring Road ended on 05.10.2024. The liquidation of the concessionaire is expected to be completed in the next two years.

Litigation Developments

  1. The Company's pending court case regarding "Technical Union SA", based on arbitration decision 21/2005 which obliged the defendant to pay the Company €16.3 million plus interest for equity deficit of Technical Union SA which the Company absorbed, enforcement proceedings are pending with auctions or seizures of assets owned by the Pr. family, for the collection, as much as possible, of the claim. Following the death of A. Pr., the progress of the enforcement is temporarily discontinued, until the identity of his heirs is established. After the impairment of the claim, due to provisions stemming from IAS 37, the balance of claims stands at €936 thousand.

  2. Litigation by ATHENA (now AVAX S.A.) against PPC SA (regarding project "Atherinolakos"), for which an expert opinion was ordered, set the amount receivable to € 6,031,637 on 17.09.2020. This action was accepted in favor of ATHENA for funds amounting to €4,757,158 plus interest, which began to accrue on December 2009 and until 14.06.2023 amounted to approximately €6,000,000. PPC SA filed an appeal which was discussed on 18.01.2024 where the Company's action was rejected despite the fact that it had been accepted at first instance. Because this decision of the Court of Appeal presents significant shortcomings, according to the lawyers, the matter is in the process of being appealed to the Supreme Court, and it is reasonably estimated that there is strong case for the appeal to be accepted by the Supreme Court.

  3. The Group's balance sheet included a Receivables from Clients item of €14.8 million regarding an international arbitration case brought before the International Centre for the Settlement of Investment Disputes (ICSID) between the Company and the Government of Lebanon, in relation to the Deir Aamar (Phase II) thermal power station in Lebanon. Following the conclusion of the hearing session on 14.11.2022 and the submission of information by both parties, the arbitration court announced on 20.06.2024 its decision, according to which the Republic of Lebanon did

not violate its obligations under the aforementioned Bilateral Investment Agreement (which was the basis for the Company's case against the Republic of Lebanon). The Company is considering its options to counter the arbitration decision, which was not expected based on the case background proceeding and evidence produced. The Company filed a motion to annul the arbitration decision, which will be decided by an ad hoc committee set by ICSID on January 27-28, 2026.

It should be noted that in fiscal 2024 the Company proceeded to write-off receivables amounting to €59.4 million, of which €51.8 million concerned the claim from the Government of Lebanon. Towards this claim, the Company had in earlier years already impaired a total amount of €37 million, which was accordingly written off.

[see the relevant Note to the Financial Statements for further details]

  1. Activity per business segment

    Construction

    The Group's construction sector recorded increased activity in 2024 relative to the previous year due to the start of new projects and the transition to a phase of accelerated construction of projects added in recent years, which in some cases were delayed due to renegotiation of their budgets as well as delays in submitting technical designs by the Project Owners of approval by the State.

    In terms of construction activity, considerable progress was made in large infrastructure projects, such as works at the Ellinikon development, the hospitals sponsored by the Stavros Niarchos Foundation, Line #4 of the Athens Metro, while other smaller projects also got under way.

    It should be noted that following the discontinuation of the energy sector from Group consolidated accounts since end-2021, due to the divestment from the energy market, the construction segment contributes the largest part of the Group's revenues.

    Energy & Industrial (Power Plants & LNG)

    In the energy & industrial projects sector, the Group focuses on highly specialised design and construction projects mainly abroad, where there is high demand for new power plants, LNG terminals and storage facilities, as well as and natural gas pipelines, due to developments in international energy markets and the imperative need for Western economies to become energy independent from Russian natural gas imports.

    In 2024, two new important projects were signed and launched, one for the new 282MW power plant in Bismayah, Iraq, with a budget of €77 million, and the other for the new 125MW photovoltaic plant in Megalopolis, worth €42.9 million. Works also continued on the flue gas desulfurisation system in lignite unit V of the Agios Dimitrios power plant in Kozani, on the natural gas pipeline in Western Macedonia, and the 1,750MW power plant in Romania, while the 65MW Agios Christophoros photovoltaic plant project was completed.

    Concessions

    In 2024, the most important developments in the concessions sector for the Group were the smooth termination of the Athens Ring Road concession contract, the increase in the stake in Olympia Motorway from 19.1% to 23.01%, the refinancing of the Aegean Motorway with the repayment of subordinated loans by shareholders, while the signing of the PPP for the irrigation networks of the Tavropos River in Central Greece, budgeted at €129 million with a 25-year term, by a joint venture in which the Group controls a 40% stake, is pending.

    It is noted that the Group does not include in its financial statements revenue from the concessions in which it participates, except for minor cases that are not significant for the financial statements, because it does not fully consolidate them except using the equity method. The Group's results include the share of profits from associated companies for its participation in concessions and PPPs, the revenues of which in 2024 continue to show a recovery compared to previous years.

    Real Estate

    The Group is active in the real estate development sector through its subsidiary AVAX Development SA, which focuses on the residential sector with a significant portfolio of projects consisting of high-end urban residences and holiday complexes in popular tourist destinations. At the same time, in the commercial sector it invests in prominent office and other commercial projects.

    AVAX Development SA is developing two holiday residence complexes in the Prefecture of Chania, while at the same time it is in the licensing stage for further residential developments in the same area and in other tourist destinations. It also participates in 3V SA, which owns a plot of land in Neo Faliro, Municipality of Piraeus, on which it plans to develop a mixed-use project. It also has a real estate portfolio abroad (Romania, Poland) which it plans to develop in the long term. Finally, a four-storey building with 16 apartments is being developed on a plot of land owned by AVAX SA in the Hellinikon area, which is expected to be delivered in 2025.

    Facility Management

    The Group is active in facility management with success through its subsidiary Task J&P-AVAX SA, which boasts a good clientele base in the private and the public sector. The company offers a wide range of services for managing and maintaining business installations, corporate offices and buildings. The outlook is positive because the targeting of the client base reduces doubtful receivables and is based on long-term contracts and relations with clients.

  2. Labor and Environmental Issues

    Labor and environmental issues are included in the ESG Report which, based on Law 5164/2014, is part of the published Annual Financial Report. In summary, the Group is active in construction in Greece and internationally, employing personnel with extensive experience as well as the necessary technical and scientific training. At all hierarchical levels of human resources, there is continuous education and training, either by Group executives or by

    external educational institutions, to improve personnel performance and satisfaction. Staff are also offered a series of additional benefits, such as a group private medical insurance, in addition to established labour rights.

    Construction, as the Group's main activity, is closely linked to the natural environment, both in urban areas and in remote geographical areas. The Company implements an environmental management system in accordance with the international standard ISO 14001 and actively supports both the observance of environmental conditions at project level and the improvement of environmental performance in general for the broader environment and society, based on the implemented procedures and policies.

    At the same time, the Group has integrated the principles of Sustainable Development into its strategy, operating under ESG conditions and monitoring indicators that record its performance in environmental, social responsibility and corporate governance issues.

    In 2018, the Company obtained an ISO 50001 certification for the implementation of an Energy Management System at its headquarters and construction sites, and submitted an energy report to the Ministry of Environment and Energy in accordance with legislation: Directive 2012/27/EU, Law 4342/2015, Article 48 of Law 4409/2016 (Government Gazette A' 136), Decision #175275/22.05.2018 of the Minister and the Deputy Minister of Environment and Energy (Government Gazette B' 1927/30.05.2018), and Decision #97536/326/28.12.2018 of the Minister and the Deputy Minister of Environment and Energy (Government Gazette B' 6136/31.12.2018).

    Moreover, in 2019 the Company was certified to ISO 37001 for the Implementation of an Anti-Bribery Management System, and proceeded with the development and certification of Information Security Management systems in accordance with ISO 27001:2013, Road Safety Management System ISO: 39001 and Business Continuity Management System ISO: 22301.

    In 2023, the Company calculated its carbon footprint (for the year 2022) based on the ISO 14064-1 standard, which was verified by an external accredited institution and submitted to the special platform of the Ministry of Economic Affairs and Infrastructure under National Climate Law 4936/2022.

  3. Risks and Uncertainties for 2025

    The Group's activities are subject to a wide range of risks and uncertainties arising from the nature of its operations, prevailing geopolitical and macroeconomic conditions, financial markets, as well as relationships with customers, suppliers, and subcontractors.

    The Group recognizes that these risks are largely predictable or manageable through appropriate strategies and integrated risk management processes.

    The extensive experience of its executives, combined with institutional procedures and implemented internal control systems, enables the adaptation of risk management strategies to a constantly changing business environment.

    The Group's risk management policy aims to reduce exposure to unforeseen factors and keep risks at controlled levels, ensuring sustainable growth and operational continuity.

    The main risks and uncertainties affecting the Group's activities, along with their management policies, are summarized as follows:

    1. Military Conflict in Ukraine and the Middle East - 2025, U.S. Diplomatic Initiatives, and Impacts on Shipping

      The international geopolitical situation remains fluid in 2025, with conflicts in Ukraine and the Middle East continuing to affect markets, transportation, and the cost of raw materials.

      The election of the new President in the United States has led to a more active diplomatic approach aimed at de-escalating conflicts and reducing economic impacts on international trade routes.

      Specifically, the new U.S. administration has prioritized:

      • Intensifying peace talks for Ukraine, seeking a diplomatic solution that includes long-term security guarantees.

      • Strengthening international mediation in the Middle East, aiming to stabilize the region and ensure the smooth operation of energy and trade markets.

        Despite diplomatic efforts, geopolitical tensions have led to disruptions in global trade, with particularly negative impacts on shipping and the cost of transporting goods.

        Impact on International Transportation and the Group's Economy

        The military conflict in the Middle East has created serious problems for shipping, with a primary focus on the Suez Canal and the Red Sea. Increasing attacks on commercial vessels and instability in the region have forced many shipping companies to change routes, resulting in:

      • A significant increase in freight costs, as shipowners opt for the route around Africa via the Cape of Good Hope, increasing transit time and costs by 30-50%.

      • Difficulties in sourcing raw materials, as delays in logistics cause shortages and disruptions in supply chains.

      • A rise in the prices of construction materials, as transportation costs are passed on to the final prices of products such as steel, cement, and construction machinery.

        The global energy market is also affected, as these crises increase volatility in oil and natural gas prices, raising production and construction costs.

        The Group's Adaptation to Geopolitical Developments

        International trade relations are heavily influenced by geopolitical upheavals, with key points of focus:

        The U.S. trade strategy continues to evolve with significant changes, as evidenced by recent developments. On April 2, 2025, President Donald Trump announced a general 10% tariff on all imports, with higher rates for specific countries and trade partners. For China, tariffs reach 34%, with additional burdens linked to fentanyl trade, while the European Union faces a 20% tariff on its exports to the U.S. As of April 9, 2025, Trump further escalated his policy, announcing a 125% tariff on China and a 90-day pause with a reduced "reciprocal" 10% tariff for other countries, according to White House statements. In response, the EU is preparing targeted countermeasures on U.S. products worth up to $28 billion, while China has imposed 35% tariffs on U.S. imports, heightening concerns about a global trade war. These developments have caused market disruptions and strong reactions from international leaders, with the global economy at a critical juncture.

        Although the Group has no direct operations in conflict zones, it has adopted a strategy to mitigate impacts through the following measures:

      • Diversification of suppliers and materials to reduce dependence on regions with heightened geopolitical risk.

      • Utilization of alternative transportation routes and local suppliers to minimize delays and logistics costs.

      • Strategic management of inventories and fixed-price contracts to ensure an uninterrupted flow of raw materials for construction projects.

      • An energy strategy to reduce fuel consumption, aiming to lessen the impact of energy price fluctuations.

        The ongoing diplomatic activity by the U.S. and international institutions may lead to a gradual de-escalation of conflicts and an improvement in the flow of international trade.

        Nevertheless, the Group continues to closely monitor developments, adjusting its strategy to maintain resilience and competitiveness in a rapidly changing business environment.

    2. International Rise in Prices of Construction Materials, Transportation, and Fuels - 2025

      In 2025, global prices of construction materials, transportation, and fuels continue to be critical cost factors for the construction sector, despite partial stabilization of inflationary pressures.

      The initial price surge observed after the Covid-19 pandemic has now evolved into a new nor-mal with increased production costs, further burdened by ongoing geopolitical and energy disruptions.

      The main reasons sustaining inflationary pressures in the sector include:

      • Increased demand for raw materials due to new investments in infrastructure and renewable energy sources in Europe, the U.S., and Asia. Specifically:

        • In Asia: Demand is driven by large infrastructure projects like the Belt and Road Initiative, as well as growing investment in photovoltaic systems and lithium batteries.

        • In Europe: Strategies for sustainable development include investments in wind farms, railway upgrades, and green technologies like carbon capture.

        • In the U.S.: Large government programs like the "Inflation Reduction Act" accelerate infra-structure and clean energy projects, leading to higher consumption of steel, aluminum, and concrete.

      • The ongoing crisis in international transportation, with increased freight costs due to disruptions in the Suez Canal and the bypassing of the Red Sea by large-capacity vessels.

      • Energy fluctuations and pressures in the oil and natural gas markets, which remain volatile due to geopolitical developments in the Middle East and Eurasia.

        The Group's Adaptation to New Economic Conditions

        The Group, having already incorporated the new cost realities into its projects since 2022, follows specific strategies to manage inflationary pressures, such as:

      • Managing contracts with price adjustment mechanisms to mitigate the impact of rising raw material costs.

      • Long-term supply agreements to secure better pricing terms and stability in material quantities.

      • Strategic diversification of supply sources to reduce dependency on specific markets facing cost fluctuations.

      • Optimization of the supply chain to reduce transportation expenses and improve material flow to construction sites.

        Impact on the Group's Financial Results

        The gradual incorporation of increased costs into new projects has limited the impact of inflationary pressures on the Group's gross profit margin. Specifically:

      • Projects contracted after 2022 already include revised execution costs, minimizing the effect of higher production costs.

      • The completion of older projects has contributed to stabilizing financial results, reducing the Group's exposure to further inflationary pressures.

        Although pressures on raw material and transportation prices persist, the Group's cost management strategy ensures the resilience of its project portfolio and its competitiveness in the Greek and international construction markets.

    3. Cybersecurity and Data Protection

      At AVAX, we recognize the importance of cybersecurity as a fundamental factor in safeguarding operational continuity, data integrity, and the protection of our information infrastructure. In an ever-evolving digital world, cyber threats are becoming increasingly complex, requiring proactive, detective, and preventive measures to address them. Our strategy focuses on integrating best practices and international standards, such as ISO 27001 (Information Security Management) and ISO 27701 (Privacy & Data Protection Management), to ensure compliance with regulatory requirements and effectively manage cyber-security-related risks.

      Our approach includes:

      • Strengthening the resilience of our information infrastructure through continuous monitoring and security audits.

      • Training and raising awareness among our staff on information security and cyberattack prevention.

      • Data security policies ensuring that the collection, storage, and processing of information are conducted with transparency and privacy protection.

      • Incident management and operational recovery planning (Incident Response & Disaster Recovery Plans) for immediate response to cyberattacks.

        By leveraging modern technologies, data encryption, firewalls, penetration testing, and advanced threat detection solutions, we achieve a proactive and holistic approach to cybersecurity, fortifying AVAX against digital risks and ensuring the confidentiality, integrity, and availability of our data.

    4. Insurance Risk

      The Group recognizes the importance of insurance in protecting its assets and ensuring business continuity. It collaborates with reputable insurance companies to cover key risks arising from its activities, such as:

      • Damage to mechanical equipment: Protection against breakdowns or destruction that may affect production capacity.

      • Personnel accidents: Coverage for bodily injuries or fatalities of employees during the performance of their duties.

      • Force majeure events: Insurance against natural disasters or other unforeseen events that could impact the Group's facilities or projects.

        The insurance policies are governed by the standard terms of individual contracts and are deemed adequate overall. Specifically, the core insurance policies provide full coverage of the unamortized book value of fixed assets against catastrophic and other risks, with a focus on mechanical equipment both in Greece and abroad.In addition, ongoing projects are insured on a case-by-case basis, considering the unique features and requirements of each project. The respective insurance contracts also cover the Group's third-party liability, ensuring protection from claims that may arise during or after the completion of the works. This includes coverage for bodily injury or material damage to third parties resulting from accidents or other incidents related to the Group's activities.

    5. Non-Financial Risk (ESG - Environmental, Social, and Governance)

      The Group acknowledges that non-financial risks related to environmental, social, and governance (ESG) factors can have a long-term impact on its operational and financial performance.The Group's approach to monitoring and managing ESG risks is detailed in the ESG Report included in the Annual Report of the Board of Directors, which presents the relevant policies, indicators, and actions implemented to ensure the Group's sustainable and responsible operation.

    6. Credit Risk & Losses

      The BOD's Risk Management Committee has adopted a strict credit policy, under which each new client is individually assessed for creditworthiness before being offered standard payment and delivery terms.For public projects, the Group chooses to participate only in tenders with secured financing-primarily through European Union funds- thereby ensuring liquidity and project viability.The Group maintains a broad and diversified client base, while simultaneously executing multiple projects in both Greece and abroad. In the domestic market, the main client is the

      Greek State, whereas in international markets, collaborations are primarily with private entities. This strategy reduces credit risk concentration and enhances revenue stability.

      Overall, the Group's credit risk management strategy, combined with careful selection of projects and clients, ensures financial stability and resilience against economic fluctuations.

      [For further details, see Note 41]

    7. Liquidity Risk

      Liquidity risk refers to the possibility that the Group may not have sufficient liquid assets to meet its short-term obligations as they fall due.At the end of 2024, the Group and the Company reported a positive net working capital position, which was an improvement compared to the previous year. The Group maintains a policy aimed at ensuring adequate cash availability to cover its obligations. Specifically, it seeks to maintain sufficient cash reserves or committed credit lines to meet expected liabilities for a period of at least one month.The Finance Department prepares a detailed monthly and a summary 12-month cash flow plan, as well as a revised quarterly 7-year budget and cash flow statement, ensuring the Group's operational liquidity needs are met.Liquidity assessment is based, among other factors, on the analysis of the maturity of financial liabilities-i.e., the period from the date of the financial statements to the maturity of obligations. [For further details, see Note 41]

    8. Cash Flow Risk

      As part of its participation in concession companies, which secure loans from banks under project financing structures, the Group is actively involved in the management of cash flows. It also approves the selective and deliberate use of complex financial instruments in cooperation with banking institutions, with the aim of hedging cash flows related to investments in self-financed projects.

      Accounting Treatment:
      • Effective Portion of the Hedge: The effective portion of the cash flow hedge for these investments is recognized directly in equity through the statement of changes in equity of the concession companies, in accordance with International Accounting Standards (IAS).
      • Ineffective Portion of the Hedge: The ineffective portion of the gain or loss is recognized directly in the income statements of the companies.

      Consequently, the Group, in its consolidated financial statements, records its share in accordance with the treatment adopted by the associate companies, as per IAS 28, ensuring consistent and transparent presentation of the financial hedge effects in the Group's financial statements related to cash flows from self-financed projects.

      The impact of interest rate fluctuations, based on the sensitivity analysis for a ±100 basis point change in the Euribor, is estimated at ±€3.6 million on both the income statement and equity.

    9. Foreign Exchange Risk

      Due to its operations in international markets, the Group is exposed to foreign exchange risk from projects executed outside the eurozone. To mitigate this risk, the Group implements the following strategies:

      • Natural Hedging: Matching foreign currency receivables with liabilities in the same currency, thereby reducing net exposure to exchange rate fluctuations.
      • Limited Financial Hedging: Use of financial hedging instruments such as forward foreign exchange contracts, in cooperation with credit institutions-mainly when transaction dates are predictable.

      During the 2024 fiscal year, transactions outside the Eurozone were limited, as no new projects were undertaken in these regions and existing projects were at an advanced stage of completion.

      According to the Group's sensitivity analysis of its financial position, a ±5% change in exchange rates to which the Group is exposed would impact results and equity by approximately ±€0.03 million at the end of 2024, compared to

      ±€1.80 million the previous year. Notably, this exposure stemmed almost entirely from the U.S. dollar.

      As a result, the Group's overall foreign exchange exposure at the end of 2024 remained limited, as confirmed by the sensitivity analysis results.

      In summary, the Group's hedging strategy aims to minimize the financial impact of potential risks, ensuring operational continuity and the protection of its employees, assets, and reputation.

    10. Financial Market Risk

    The Group finances its fixed assets through long-term bond loans and covers its operating needs with working capital. Additionally, it provides bank guarantees for participating in project tenders and for ensuring the smooth execution of awarded contracts. The terms and pricing of these financial instruments-such as interest rate spreads and guarantee issuance fees-are influenced by both international and domestic liquidity conditions.

    The Group manages these factors through negotiations with the domestic banking system.

    As of December 31, 2024, the Group's total bank debt amounted to €281.3 million, compared to €259.4 million at the end of 2023. The long-term portion represented 75% of the total in 2024, compared to 76% in 2023. At the parent company level, total bank debt stood at €90.3 million at the end of 2024, significantly reduced from €256.3 million in 2023.

    The Group's lease liabilities decreased to €81.8 million on December 31, 2024, down from €91.9 million in 2023.

    According to the Group's sensitivity analysis of its financial position to potential changes in the Euribor interest rate, a change of ±100 basis points (i.e., ±1%) would impact financial costs by approximately ±€3.63 million on the Group's income statement and equity as of the end of 2024, compared to ±€3.51 million the previous year. For the Company, the corresponding impact is estimated at ±€1.40 million at the end of 2024, compared to ±€3.18 million at the end of 2023.

    The Group continues to closely monitor developments in the financial markets and adjusts its strategies, accordingly, aiming to ensure financial stability and minimize risks related to interest rate fluctuations and liquidity conditions.

  4. Important Transactions Between the Company and Related Parties

    The most significant transactions of the Company during the period from 01.01.2024 -31.12.2024 with related parties, as defined by IAS 24, concern transactions with its subsidiaries (related companies), which are shown in the table of note 38.

  5. Explanatory Report of the Board of Directors [in accordance with article 4 of Law 3556/2007, and its amendments]

    This explanatory report of the Board of Directors contains the information provided for by paragraph 7 of article 4 of Law 3556/2007, and is submitted to the Annual General Meeting of the Company's Shareholders as per the provisions of paragraph 8 of article 4 of Law 3556/2007 and article 188 of Law 4548/2018.

    Share capital structure of the Company

    The Company's share capital on 31.12.2024 amounts to €44,496,454.80 and is split into 148,321,516 common registered shares with a par value of € 0.30 each, carrying an equal amount of voting rights. The Company's shares are common registered with voting rights, listed on the Athens Stock Exchange in electronic, paperless format.

    Restrictions on the transfer of the Company's shares

    The transfer of the Company's shares is governed by Greek Law and the Company Charter does not place any restrictions.

    However, it should be noted that independent non-executive members of the Company's Board of Directors may not hold more than 0.5% of the paid-up share capital, in accordance with article 9 of Law 4706/2020.

    Furthermore, in accordance with Article 19 of Regulation 596/2014 of the European Parliament and Council, in conjunction with the European Commission's Authorised Regulation 2016/522 and the European Commission's Implementing Regulation 2016/523, the persons discharging managerial responsibilities and the persons closely associated with them, are required to disclose transactions that are directly or indirectly conducted on their behalf and are related to the Company's shares or debt securities or derivatives or other financial instruments that are linked to them, amounting to more than €20,000 (an a gross basis, without netting off) each year.

    Significant direct or indirect participations according to articles 9-11 of Law 3556/2007

    According to the Company share register on 22.04.2025, the following shareholders control in excess of 5% of the Company share capital:

    Shareholder Name

    Participation

    Ultimate Beneficial Owners / Natural Persons

    Constantine Mitzalis

    14.620% in personal investment account

    0.822% in a Joint Investment Account 0.607% in a fully-owned legal entity

    JCGH Ltd

    14.068%

    Members of the Joannou family

    Κonstantine Kouvaras

    8.494% in a fully-owned legal entity

    0.135% in personal investment account

    CSME Holdings Ltd

    7.546%

    Members of the Joannou family

    Honeysuckle Properties Ltd

    7.506%

    Members of the Mitzalis family

    Stelios Christodoulou

    6.257%

    Other Shareholders, <5% each

    39.944%

    Holders of any type of a share granting special rights of control

    No shares of the Company provide special rights of control.

    Restrictions on voting rights

    The Company Charter does not include any restrictions on voting rights.

    Agreements between Company shareholders

    The Company is not aware of any agreements between its shareholders which might result in restrictions on the transfer of its shares or the exercise of voting rights.

    Rules of appointment and replacement of Board members and amendment of Charter

    The rules provided for by the Company Charter regarding the appointment and replacement of its Board members as well as the amendment of its Articles do not differ from the provisions of Law 4548/2018.

    Authority of the Board of Directors or specific Board members to issue new shares or purchase own shares

    According to the provisions of Law 4548/2018, the Board of Directors of companies listed on the Athens Stock Exchange may be authorised by the General Meeting of their shareholders to increase company capital through the issue of new shares and to acquire up to 10% of their total number of shares through the Athens Stock Exchange for a specific time period. The Company Charter does not make any provisions for this matter that differ from pertinent legislation.

    Important agreements entered by the Company, which will come into effect, be amended or expire upon any changes in the Company's control following a public offer and the results of this agreement

    There is no such agreement outstanding.

    Agreements that the Company has entered with its Board members or its personnel, providing for compensation in case of resignation or release from duties without substantiated reason or in case of termination of their term or employment due to a public offer

    There are no such agreements outstanding.

  6. Dividend Policy

    Company management will propose to shareholders at the Annual General Meeting for 2024, which is scheduled for Tuesday 15.07.2025, the distribution of a €0.07 gross dividend per share for 2024, having distributed a €0.03 dividend per share in the comparable period. The proposed dividend is subject to shareholder approval at the general assembly. The proposed dividend will be charged against the special capital reserve provided by article 48 of Law 4172/2013, accumulated in past periods. The final dividend payable to shareholders may be increased according to the dividend corresponding to the own share stock held at "record date" for dividend distribution.

  7. Own Shares

    As of the end of 2024, and up to the date of publication of this Report, the Company held a total of 174,500 own shares, corresponding to 0.118% of the total outstanding number of shares, at an average acquisition cost of €1.371 per share. The shares have been purchased as part of the share buyback programme approved by shareholders at the 14.06.2023 Annual General Meeting, which calls for the purchase of up to 10,000,000 own shares over a 24-month period, at a price range of €0.50 to €4.00 per share. Subsidiary companies belonging to the AVAX Group do not own any Company shares.

  8. Financial and Non-Financial Basic Performance Indicators
    1. Basic Group Financial Figures

      The basic consolidated financial figures of the Group from continuing operations in fiscal 2024 and the preceding period are as follows:

      amounts in € '000

      2024

      2023

      change

      Turnover

      651,496

      453,547

      43.6%

      Gross Results

      82,343

      36,776

      123.9%

      Income from participations

      38,210

      32,445

      17.8%

      Profit / (Loss) pre tax

      37,983

      16,687

      127.6%

      Taxes

      (16,374)

      (6,661)

      145.8%

      Net Profit / (Loss) after tax from discontinued operations

      8,830

      382

      Net Profit / (Loss) after tax

      30,439

      10,408

      192.4%

      The performance of the Group on a consolidated basis in fiscal 2024 and the comparative year is defined according to the following ratios:

      2024

      2023

      Explanation

      Financial Structure Indicators

      Current Assets / Total Assets

      62.2%

      52.8%

      Allocation of Assets

      Current Assets / Short-term Liabilities

      134.0%

      126.7%

      Liquidity ratio

      Short- and Long-term Liabilities / Total Liabilities

      87.2%

      86.7%

      Allocation of Liabilities

      Fixed Assets / Total Assets

      37.8%

      41.7%

      Allocation of Assets

      Shareholder Funds / Fixed Assets

      33.9%

      31.8%

      Funding of fixed assets by shareholder funds

      Shareholder Funds / Short- and Long-term Liabilities

      14.7%

      15.3%

      Capital Leverage

      Shareholder Funds / Total Liabilities

      12.8%

      13.3%

      Allocation of Liabilities

      Financial Performance Indicators

      Gross Result / Turnover

      12.6%

      8.1%

      Gross profit margin

      Income from Participations & Securities / Turnover

      6.8%

      8.6%

      Contribution of Participations to Turnover

      Pre-tax results / Turnover

      5.8%

      3.7%

      Pretax profit margin

      Pre-tax results / Shareholder Funds

      24.1%

      10.4%

      Return on Equity

    2. Financial Results 2024

      At Group level, total turnover in 2024 increased by 43.6% to €651.5 million compared to €453.5 million in 2023.

      Consolidated gross profit amounted to €82.3 million in 2024 compared to €36.8 million in 2023, with the gross profit margin reaching 12.6% compared to 8.1% in 2023. Improvement in gross profitability in 2024 is due to the start of new projects with superior gross profit margins, on the back of the introduction of special algorithms to incorporate price increases in raw materials, fuel, transportation, as well as labour cost in public works. As a result, construction EBITDA

      margin widened to 10.4% in 2024 from 6.2% in 2023, a trend expected to continue as the mix of ongoing projects shifts as older projects are delivered.

      Group results were burdened with extraordinary and non-organic charges due to the write-off of bad debts and other provisions worth €19.7 million in 2024, with the write-off of the claim from Lebanon alone amounting to €14.8 million following the unexpected decision of the Board of Directors. In the previous year, the corresponding charge for write-offs had amounted to €5.1 million, based on the relevant accounting standard.

      Pre-tax earnings in 2024 amounted to €38 million, up 128% compared to a profit of €16.7 million in the previous year.

      The net result after taxes in 2024 was profitable and amounted to €30.4 million, increased by 192.4% compared to a

      €10.4 million profit in 2023.

      Group EBITDA amounted to €105.3 million in 2024, up 73.3% relative to €60.8 million in the previous year.

      The Group's net financial cost, which includes debit and credit bank interest and interest receipts from subordinated loans, amounted to €24.7 million in 2024 compared to €20.8 million in the previous year, due to the issue of the new Bond loan to finance new investments and the partial repayment of the acquisition by AVAX Concessions of participations from parent AVAX. Nevertheless, at year-end there was a reduction in the Group's overall debt level due to the collection of dividends and the repayment of the subordinated loan of Aegean Motorway S.A., which are pledged towards the Syndicated Bond Loans.

      The Group's total debt, including leasing of technical equipment from banks, amounted to €308.4 million as of 31.12.2024 compared to €297.9 million at the end of 2023. Accordingly, net debt and finance leasing amounted to

      €237.5 million as of 31.12.2024 compared to €221.0 million at the end of 2023.

      The Group's short-term debt and machinery leasing from banks amounted to €88.6 million as of 31.12.2024, compared to €79.1 million as of 31.12.2023. It is noted that the need for working capital and LCs for projects, as well as leasing of technical equipment, is an ongoing process in every project added and consistent with the increase in turnover. In any case, these amounts mainly concern parent AVAX, which is the main company active in construction. Long-term liabilities from bond loans and machinery leasing were fairly unchanged at €219.8 million in 2024, compared to €218.8 million in the previous year.

      At parent Company level, total debt and leasing of technical equipment, decreased significantly by €177.4 million, reaching €117.4 million as of 31.12.2024 compared to €294.8 million at the end of 2023. Net debt and machinery leasing of the parent Company also showed a significant decrease of €161.5 million, amounting to €61.6 million at the end of 2024 compared to €223.1 million at the end of 2023.

      Group equity at the end of 2024 amounted to €157.6 million compared to €159.7 million at the end of 2023. The dividend distributed to shareholders for fiscal 2023 was deducted from the profit for the period, and there was a decrease in fair value and cash flow hedging reserves.

      The Group's continuing operations produced €35.8 million cash outflow in 2024, mainly due to an increase to 22% in the ratio of change between receivables and payables, while the corresponding ratio in 2023 was 72%, indicating a better repayment rate of suppliers.

      Investing cash flow from continuing group operations in 2024 was positive by €54.2 million, while financing cash flow from continuing operations in 2024 was negative by €31.3 million. The overall decrease in cash reserves amounted to

      €14 million in 2024, compared to a decrease of €12.2 million in 2023.

      Management places particular emphasis on careful management of cash planning, while investments are constantly made mainly in concession projects and significant working capital is required for the start of new projects. The Group's total debt in the last couple of years has been reduced from €557.1 million at the end of 2020 to €281.3 million at end-2024.

      According to the parent company and consolidated financial results for 2024, the Company covers the financial ratios of liquidity, capital adequacy and profitability included in the contracts signed with Greek banks for the issuance of syndicated bond loans.

      Among the main items of current assets in the balance sheet, during 2024 receivables from clients registered a drop while receivables from construction contracts recorded a substantial increase due to the addition and start of new projects of large value, still at an early stage of completion.

      For the purpose of providing detailed information, it should be noted that the valuation of investments in concessions in the non-consolidated accounts of the Company is recorded at their fair value, as per independent appraisal reports. In consolidated Group accounts, these investments are consolidated using the equity method, except for Moreas Motorway in which the Company holds a stake lower than 20% and is recorded in the consolidated balance sheet at their fair value.

      The Group's financial results for 2024 and the comparable year 2022 are broken down by business segment as follows:

      01.01 - 31.12.2024

      amounts in € '000

      Construction

      Concessions

      Energy

      Other Activities

      Total [continuing operations]

      Net Sales

      622,610

      5,050

      2,013

      21,863

      651,496

      Gross Profit

      74,854

      1,201

      362

      5,926

      82,343

      Operating Profit

      24,135

      36,696

      (1,090)

      2,919

      62,659

      Financial Results

      (24,676

      Pre-Tax Profit / (Loss)

      37,983

      Tax

      (16,374)

      Net Profit / (Loss) from discontinued operations

      8,830

      Net Profit / (Loss)

      30,439

      Depreciation

      20,700

      1,487

      105

      625

      22,917

      EBITDA

      64,570

      38,183

      (985)

      3,544

      105,312

      EBITDA / Turnover

      10.37%

      17.16%

      01.01 - 31.12.2023

      amounts in € '000

      Construction

      Concessions

      Energy

      Other Activities

      Total [continuing operations]

      Net Sales

      427,803

      4,017

      75

      21,652

      453,547

      Gross Profit

      31,579

      563

      (11)

      4,645

      36,776

      Operating Profit

      5,872

      29,147

      (418)

      2,912

      37,513

      Financial Results

      (20,827)

      Pre-Tax Profit / (Loss)

      16,687

      Tax

      (6,661)

      Net Profit / (Loss) from discontinued operations

      382

      Net Profit / (Loss)

      10,408

      Depreciation

      15,739

      1,474

      19

      953

      18,185

      EBITDA

      26,677

      30,621

      (399)

      3,865

      60,764

      EBITDA / Turnover

      6.24%

      13.4%

      The Group's financial results for 2024 and the comparable year 2023 are broken down by geographic region as follows:

      01.01 - 31.12.2024

      amounts in € '000

      Greece

      International

      Markets

      Total

      [continuing operations]

      Net Sales

      526,997

      124,500

      651,496

      Gross Profit

      66,456

      15,887

      82,343

      Operating Profit

      80,258

      (17,599)

      62,659

      Financial Results

      (24,671)

      (5)

      (24,676)

      Pre-Tax Profit / (Loss)

      55,587

      (17,604)

      37,983

      Tax

      (14,345)

      (2,029)

      (16,374)

      Net Profit / (Loss) from discontinued operations

      8,830

      0

      8,830

      Net Profit / (Loss)

      50,071

      (19,633)

      30.439

      Depreciation

      20,792

      2,125

      22,917

      EBITDA

      104,199

      1,113

      105,312

      01.01 - 31.12.2023

      amounts in € '000

      Greece

      International

      Markets

      Total

      [continuing operations]

      Net Sales

      401,091

      52,455

      453,547

      Gross Profit

      64,734

      (27,958)

      36,776

      Operating Profit

      69,371

      (31,857)

      37,513

      Financial Results

      (19,760)

      (1,067)

      (20,827)

      Pre-Tax Profit / (Loss)

      49,611

      (32,924)

      16,687

      Tax

      (6,995)

      335

      (6,661)

      Net Profit / (Loss) from discontinued operations

      382

      0

      382

      Net Profit / (Loss)

      42,998

      (32,589)

      10,408

      Depreciation

      16,276

      1,909

      18,185

      EBITDA

      87,915

      (27,151)

      60,764

      At parent company level, turnover in 2024 increased significantly compared to the previous year, reaching €597.9 million versus €405.2 million in 2023. Gross profit amounted to €73.2 million in 2024 from €28.7 million a year earlier, with the cost of sales reaching €524.6 million in 2024 versus €376.5 million in 2023. The gross profit margin of the Company improved to 12.3% in 2024 from 7.1% in 2023.

      Income from participations for the parent Company increased in 2024, reaching €43.2 million versus €28.1 million in 2023, due to a €14 million receipt from the sale of subsidiary Volterra.

      The parent Company's EBITDA from construction grew significantly in 2024 to €64.6 million (10.37% of turnover) compared to €26.7 million (6.24%) a year earlier.

  9. Alternative Performance Measures

    This Financial Report includes some «Alternative Performance Measures», based on the ESMA Guidelines on Alternative Performance Measures dated 05.10.2015), besides the International Financial Reporting Standards which derive from the Group's financial statements. APMs are not a substitute for other financial figures and financial indicators of the Group calculated according to IFRS, rather they serve the purpose to allow the investment public to get a better understanding of the Group's financial performance.

    APMs aim to enhance transparency and promote the usefulness and fair and complete information of the investing public, by providing substantial additional information, excluding elements that may differ from operating results or cash flows.

    The APMs used in the Group's Annual Financial Reports are as follows:

    1. Earnings before interest, tax, depreciation and amortisation (EBITDA)

      amounts in € '000

      GROUP

      COMPANY

      2024

      2023

      2024

      2023

      Pre-tax Earnings

      37,983

      16,687

      47,966

      15,504

      Net Financial Expense

      24,676

      20,827

      16,255

      18,780

      Provisions / Write-Offs

      19,735

      5,065

      21,622

      5,065

      Depreciation

      22,917

      18,185

      19,184

      13,923

      EBITDA

      105,312

      60,764

      105,027

      53,273

      Earnings before Interest, Tax, Depreciation and Amortisation (EBITDA) are defined and calculated according to Circular #34 of the Capital Markets Commission, as follows: Earnings before tax, financial and investment results and total depreciation (EBITDA) = Profit / (Loss) pretax earnings +/- financial and investment results + Total Depreciation (of tangible and intangible assets) +/- Provisions/Impairments. EBITDA is widely used by financial analysts and banks to evaluate the capacity of corporations to service their debt out of generated cash flow.

    2. Capital Leverage Ratio

      amounts in € '000

      GROUP

      COMPANY

      2024

      2023

      2024

      2023

      Net Bank Debt, excluding project financing and non-bank leasing IFRS 16 (Α)

      237,463

      220,962

      61,608

      223,117

      Shareholder Funds (Β)

      157,579

      159,722

      314,650

      307,578

      Capital Leverage [ Α / Β ]

      1.51

      1.38

      0.20

      0.73

      The capital leverage ratio is calculated as the ratio of the total of Short-term and Long-term loans at year-end to Total Shareholder Funds at year-end. This ratio examines the relationship between loans and own equity to assess whether the business is adequately capitalised or exhibits excessive exposure to bank loans and foreign capital. Net bank debt calculations exclude non-bank leasing to offer a more realistic view of Group liabilities for its continuing operations.

    3. Net Financial Liabilities (Net Debt)

      amounts in € '000

      GROUP

      COMPANY

      2024

      2023

      2024

      2023

      Bond Loans

      (210,463)

      (197,027)

      (19,750)

      (195,021)

      Other Long-Term Loans

      0

      0

      0

      0

      Long-term Loans - due in next 12months

      (18,975)

      (34,540)

      (18,640)

      (34,233)

      Finance Leasing through Banks

      (27,090)

      (38,476)

      (27,066)

      (38,476)

      Other IFRS 16 Leases

      (54,702)

      (53,376)

      (22,339)

      (23,031)

      Short-term Loans

      (51,908)

      (27,863)

      (51,905)

      (27,058)

      Total Debt (Α)

      (363,139)

      (351,282)

      (139,699)

      (317,819)

      Cash & Restricted Deposits (Β)

      70,974

      76,945

      55,753

      71,672

      Net Financial Liabilities (Net Debt) (Α + Β)

      (292,165)

      (274,337)

      (83,946)

      (246,148)

      Net Financial Liabilities (Net Debt) are calculated by subtracting Cash & Restricted Deposits from the total of Short-term and Long-term Loans and Leasing. As a performance indicator, net debt gives an immediate view of the capacity of a business to repay all or part of its debt making use of its cash and equivalent and restricted deposits.

    4. Free Cash Flow

      amounts in € '000

      GROUP

      COMPANY

      2024

      2023

      2024

      2023

      Operating Cash Flow, from continuing operations (Α)

      (35,793)

      61,320

      (28,112)

      39,321

      Net Investment Cash Flow, from continuing operations (Β)

      54,223

      24,826

      249,211

      40,975

      Free Cash Flow, from continuing operations (Α + Β)

      18,430

      86,146

      221,099

      80,296

      Free Cash Flow is calculated by adding Operating and Net Investment Cash Flow, providing an indication of the cash generated by a business due to its operation after paying for investments in assets. Positive free cash flow allows for

      financing of new activities to expand the business and repay debt, while a free cash outflow must be matched by new equity injected by shareholders or borrowing from the banking system.

    5. Interest Coverage Ratio

    amounts in € '000

    GROUP

    COMPANY

    2024

    2023

    2024

    2023

    EBITDA (Α)

    105,312

    60,764

    105,027

    53,273

    Net Financial Cost, from continuing operations

    [interest expenses/income + interest from subordinated loans] (Β)

    24,676

    20,827

    16,255

    18,780

    Interest Coverage Ratio ( Α / Β )

    4.27

    2.92

    6.46

    2.84

    The interest coverage ratio reflects the capacity of the Company to meet the current cost of servicing its debt through the production of operating profitability.

  10. Expectations & Prospects for 2025

The Greek economy continued to grow vibrantly in 2024 for the fourth consecutive year, significantly outperforming its European partners, amidst a global macroeconomic environment which showed signs that inflationary pressures and interest rates are de-escalating. Greece's fiscal discipline efforts are hampered by the ongoing hostilities in Ukraine and the Middle East, as pressure is exerted on the cost of energy and the seaborne transport of goods from Asia, the final result being a decline in citizens' disposable income.

The year 2025 started off with optimism for the Greek economy, nevertheless it is necessary to strategically manage international challenges to maintain growth momentum and achieve sustainable economic development, despite the uncertainties of the international environment. Markets are adjusting to the new economic policy of the United States government, as the change of leadership in the White House has led to significant shifts in international trade agreements, monetary policy and investments in critical sectors.

The main challenges for the Greek economy are a potential slowdown in the global economy, which may affect exports and tourism, as well as delays in the absorption of European funds, which may delay the implementation of critical projects. At the same time, the financial environment remains volatile, with implications for bank financing and the real estate market. The right risk management strategy, strengthening institutional reforms and improving the business climate will allow Greece to capitalise on opportunities and maintain its positive course, focusing on stability, growth and attracting investments.