French limited partnership
with share capital of EUR 57 102 699.50
Registered office : "La Woestyne" 59173 RENESCURE - France RC Dunkerque B 447 250 044
Half-year financial report as of December 31st, 2025Contents
Activity report on half-year financial statement 2025-2026 2
Consolidated income statement 5
Consolidated balance sheet 6
Consolidated cash flows statement 7
Changes in consolidated Shareholders' equity 8
Notes to the condensed interim consolidated financial statements 9
NOTE 1 Accounting principles 9
Preparation methods 9
Accounting standards applied 9
Specific features of the preparation of Interim Financial Statements 10
NOTE 2 Change in the scope of consolidation 10
Disposal of packaged salad fresh activity in France and Germany 10
NOTE 3 Assets Held for Sale and Discontinued Operations 10
Application of IFRS 5 10
NOTE 4 Segment reporting 11
NOTE 5 Non-recurring items 12
NOTE 6 Employee benefit obligations 12
NOTE 7 Net financial income 12
NOTE 8 Derivative financial instruments 13
NOTE 9 Net debt 14
Analysis of net debt by type 14
Liquidity 15
NOTE 10 Goodwill 15
NOTE 11 Additional information 15
Earnings per share 15
Contingent liabilities 16
Related parties 16
Subsequent events 16
Certification of the persons responsible for the half-yearly financial statements 17
Statutory Auditors' report on the half-yearly financial information 18
This document is a free translation into English of the "Rapport financier semestriel" and has no other value than an informative one. Should there be any difference between the French and the English version, only the French-language version shall be deemed authentic and considered as expressing the exact information published by Bonduelle.
-
Activity report on half-year financial statement 2025-2026
The 2025-2026 half year financial statements were approved by the General Partner, then reviewed by the Supervisory Board of February 26, 2026 and have been subject to a limited review by the Statutory Auditors.
Key figures
(in millions of euros)
1sthalf year 2025-2026
1sthalf year 2024-2025
Variation
Sales
1,111.1
1,119.4
-0.7%
Current operating income
50.5
48.0
+5.1%
Current operating margin
4.5%
4.3%
+25 bps
Net income from continuing operations
20.4
17.2
+18.5%
Consolidated net income
56.5
-5.0
N/A
Current operating cash flow (1)
-126.8
-133.8
+5.2%
Sales
The Bonduelle Group's sales for the 1sthalf year of fiscal year 2025-2026 amounted to 1,111.1 million euros, thus a variation of +0.3% on a like-for-like basis (2)and -0.7% on reported figures. This performance, in a weak consumption environment in Europe and the United States, was fueled by the growth of the Cassegrain brand in France, the Bonduelle brand in emerging countries, as well as by the growth of private labels sales in Europe following the introduction of customs duties on Chinese corn imports.
Activity by Geographical Region
Total consolidated sales (in millions of euros)
1sthalf year 2025-2026
1sthalf year 2024-2025
Variation reported figures
Variation
Like-for-like basis(1)
Europe Zone
674.0
672.3
0.3%
0.2%
Non-Europe Zone
437.1
447.1
-2.2%
0.5%
Total
1,111.1
1,119.4
-0.7%
0.3%
Activity by Operating Segments
Total consolidated sales (in millions of euros)
1sthalf year 2025-2026
1sthalf year 2024-2025
Variation reported figures
Variation
Like-for-like basis(1)
Canned
575.2
554.7
3.7%
2.7%
Frozen
152.8
150.4
1.6%
1.3%
Fresh processed
383.1
414.3
-7.5%
-3.2%
Total
1,111.1
1,119.4
-0.7%
0.3%
Europe Zone
The Europe zone, representing 60.7% of business activity, shows a growth of +0.2% on a like-for-like basis (2)and +0.3% on reported figures over the period.
The canned business activity, operating in relatively sluggish markets, posted a growth of +0.7%, driven by increased sales of the Cassegrain brand and higher volumes of private labels products. This increase in volumes was linked to the imposition of customs duties on Chinese corn, but on prices remained lower due to overstocking across Europe. A return to stronger growth is expected in the second half of the year thanks to a powerful activation of the Bonduelle brand in many geographies in Europe.
The frozen business activity shows a growth of +1.6% thanks to the performance of innovations in retail and in food service.
The fresh processed business activity (packaged salads in Italy, prepared segment in France and Italy) posted a decline of -2,7% over the period, linked to high competitive pressure in the packaged salads segment in Italy, as well as listing losses and an unfavorable summer for prepared segment in France. The prepared business activity in Italy, where Bonduelle is the undisputed leader, continues its very strong growth.
Non-Europe Zone
The Non-Europe zone, representing 39.3% of business activity, shown an evolution of +0.5% on a like-for-like basis (2)and -2.2% on reported figures, due to the weakening of dollar.
The Eurasia and emerging markets zone confirms its role as a growth driver over the period at +6.7% on a like-for-like basis (2), supported in particular by the excellent performance of branded activities.
Business activity in the United States declined by -3.1% on a like-for-like basis (2)over the period, in a consumer environment marked by inflation and despite the resilience of complete meal solutions (bowls). The second half of the year is expected to see the realization of customer acquisitions and the growth of ambient "Lunch Bowls" sales.
Operating income
For the 1sthalf of fiscal year 2025-2026, the Bonduelle Group reports a current operating income of 50.5 million euros at current exchange rates, representing an operating margin of 4.5% compared to 48.0 million euros and 4.3% in the previous fiscal year, thus an increase of
+5.1% on reported figures and a decrease of -2.2% at constant exchange rates.
In Europe zone, initiatives undertaken to improve industrial performance and strictly managed industrial costs are mitigating two impacts: the price decreases observed on private labels products, and the reduction in production programs during summer 2025, intended to limit inventory levels generated by Chinese corn imports. As a result, the Europe zone is posting a near-stable current operating profitability and its current operating margin, which stands at 5.4% compared to 5.6% in the same period of the previous fiscal year.
In Non-Europe zone, the growth momentum in branded activities in the Eurasian zone and the continued improvement in agro-industrial efficiencies in the United States have made it possible to offset the impact of the severe agricultural crisis, now over, which affected Bonduelle and the entire sector in the United States, leading there also to a near-stability of current operating income and current operating margin at 2.3% compared to 2.4% in the previous fiscal year.
After taking into account non-recurring items of -4.9 million euros over the period, mainly consisting in the reorganization of the business activity in the United States, the operating income of the Bonduelle Group amounted to 45.5 million euros on reported figures, compared to 44.9 million euros for the same period of the previous fiscal year.
Net income from continuing operations
Net financial income amounted to -15.5 million euros, compared to -17.8 million euros at the end of the first half of the previous fiscal year. This improvement comes from a decrease in interest expense, which fell from -14.7 million euros to -12.6 million euros, resulting from a reduction in the group's average debt rate to 3.38%, and a positive foreign exchange result of 0.3 million euros compared to an expense of 1.2 million euros in the first half of the previous fiscal year.
Tax expense amounted to 13.8 million euros, compared to 12.7 million euros in the same period of the previous fiscal year. The effective tax rate, at 45.8%, although improving, is still distorted by the non-activated losses from the North American fresh business activities.
Net income from associates shows a revenue of 4.1 million euros corresponding to the share of profit - in progress - from the minority stake in Nortera Foods.
After taking into account the net financial income, the tax expense and net income from associates, the Bonduelle Group's net income from continuing operations for the first half of the 2025-2026 fiscal year increased to 20.4 million euros, thus 1.8% of sales compared to
17.2 million euros over the same period of the previous fiscal year.
Net income from discontinued operations
In accordance with IFRS 5 accounting standards, the contribution from discontinued operations is gathered under item "net income from discontinued operations". Thus, for the first half of the year, the result amounted to +36 million euros, representing accounting gain on the disposal of the packaged salads activity in France, compared to a charge of -22.3 million euros for the same period of the previous fiscal year and -31.2 million euros for the entire 2024-2025 fiscal year, which included net income, restructuring charges and expenses related to the disposal of the salad businesses activities in Germany and France.
Consolidated net income
The consolidated net income shows a strong improvement at 56.5 million euros compared to a loss of 5.0 million euros in the previous fiscal year, due to the improvement in the net income of continuing operations and an active management of our portfolio of activities.
Financial situation
The seasonality of the group's business activity results in a high level of debt at December 31, which is not representative of average or fiscal year-end debt.
The group's net financial debt at December 31, 2025, after taking into account IFRS 16, amounted to 770.0 million euros compared to
755.5 million euros at December 31 of the previous fiscal year and the group's debt-to-equity ratio (gearing (3)) is improving at 1.16 compared to 1.23 in the same period of the previous fiscal year.
The increase in debt is linked to the rise in working capital requirements, itself attributable to the strengthening of the Russian ruble over the period (translation effect), to the rebuilding of inventories in this region following a 2024 agricultural campaign with lower volumes, and higher year-end sales activity, a factor contributing to increased receivables. The implemented reduction in production programs and the sales objectives for the second half of the year should allow the group to strengthen its financial structure.
Outlook
Given the aforementioned headwinds and market tensions, putting pressure on sales volumes and prices and generating industrial underactivity, the Bonduelle Group is targeting a current operating profitability at constant exchange rates and scope of 80 million euros for the financial year ending June 30, 2026.
Main transactions with related parties
Information regarding transactions with related parties is detailed in Note 11.3 "Related Parties" of the notes to the condensed interim consolidated financial statements in this document.
1)Current operating income plus depreciation and changes in working capital requirements, and after deduction of investments.
(2)at constant currency exchange rate and scope of consolidation basis. Net sales in foreign currency over the given period are translated into the rate of exchange for the comparable period. The impact of business acquisitions (or gain of control) and divestments is restated as follows:
For businesses acquired (or gain of control) during the current period, net sales generated since the acquisition date is excluded from the organic growth calculation;
For businesses acquired (or gain of control) during the prior fiscal year, net sales generated during the current period up until the first anniversary date of the acquisition is excluded;
For businesses divested (or loss of control) during the prior fiscal year, net sales generated in the comparative period of the prior fiscal year until the divestment date is excluded;
For businesses divested (or loss of control) during the current fiscal year, net sales generated in the period commencing 12 months before the divestment date up to the end of the comparative period of the prior fiscal year is excluded.
(3)net financial debt / equity - Inc. IFRS 16.
-
Consolidated income statement
*In accordance with IFRS 5, net income from discontinued operations is presented on the separate line of the income statement "Net income from discontinued operations" for the fiscal years presented. As of December 31, 2025, the net income from discontinued operations mainly includes the gain on the disposal of the packaged salad business in France.
(in thousands of euros)
Notes
At 2025/06/30*
At 2024/12/31*
At 2025/12/31
Net sales
4
2,203,761
1,119,430
1,111,127
Purchases and external expenses
(1,568,031)
(765,202)
(756,530)
Employee benefits expenses
(470,320)
(265,008)
(261,412)
Depreciation, amortization and impairment
(85,195)
(49,892)
(48,954)
Other operating income
34,320
22,897
25,889
Other operating expenses
(30,768)
(14,188)
(19,641)
Current operating income
83,767
48,036
50,479
Non-recurring items
5
(10,799)
(3,104)
(4,930)
Operating income
72,968
44,932
45,550
Cost of net debt
(27,658)
(14,728)
(12,552)
Other financial income and expenses
(7,474)
(3,067)
(2,913)
Net financial income
7
(35,132)
(17,795)
(15,466)
Net income from associates
1,977
2,754
4,132
Income before tax
39,813
29,891
34,217
Income tax
(20,093)
(12,662)
(13,792)
Net income from continuing operations
19,720
17,229
20,425
Net income from discontinued operations
(31,198)
(22,269)
36,030
Consolidated net income
(11,478)
(5,040)
56,455
(11,478)
(5,040)
56,455
0
0
0
Basic earnings per share
11.1
0.36
0.16
1.75
Diluted earnings per share
11.1
0.34
0.15
1.68
Attributable to owners of the company
Attributable to non-controlling interests
Gains and losses recognized directly in equity
(in thousands of euros)
At 2024/06/30
At 2023/12/31
At 2025/12/31
Net income for the period
(11,478)
(5,040)
56,455
Items that may be reclassified subsequently to P&L
(12,951)
(17,141)
1,314
Cash flow hedge
(2,589)
(2,998)
1,124
Translation adjustments
(11,031)
(14,918)
480
Tax effects
669
774
(290)
Items that may not be reclassified subsequently to P&L
(400)
0
536
Actuarial gains and losses on defined benefit plans
(532)
0
728
Tax effects
132
0
(192)
Unrealized gains and losses on financial assets
0
0
0
Income and expenses recognized directly in equity
(13,352)
(17,141)
1,850
Total recognized income and expenses
(24,830)
(22,181)
58,305
of which attributable to owners of the Company
(24,830)
(22,181)
58,305
of which attributable to non-controlling interests
0
0
0
-
Consolidated balance sheet
Assets
(in thousands of euros)
Notes
At 2025/06/30
At 2024/12/31
At 2025/12/31
Non-current assets
872,740
853,761
869,161
Other intangible assets
49,772
51,505
48,387
Goodwill
10
228,426
238,368
228,217
Property, plant and equipment
366,249
356,400
356,612
Rights of use
98,648
83,690
102,387
Investments in associates
95,428
98,292
99,316
Other non-current financial assets
2,593
3,543
2,873
Deferred tax
18,269
18,157
18,335
Other non-current assets
13,355
3,806
13,034
Current assets
1,119,479
1,278,839
1,264,149
Inventories and work-in-progress
768,283
868,105
885,635
Trade and other receivables
284,969
331,512
346,814
Tax receivables
8,264
2,944
2,988
Other current assets
9,623
8,720
7,495
Other current financial assets
8
2,047
312
944
Cash and cash equivalents
9
10,798
16,083
20,274
Current assets excluding asssets held for sale
1,083,984
1,227,676
1,264,150
Assets held for sale
3
35,496
51,163
0
TOTAL ASSETS
1,992,220
2,132,600
2,133,310
Liabilities
(in thousands of euros)
Notes
At 2025/06/30
At 2024/12/31
At 2025/12/31
Shareholders' equity (group share)
609,313
611,828
660,802
Share capital
57,103
57,103
57,103
Additional paid-in capital
40,103
40,103
40,103
Consolidated reserves
512,108
514,622
563,596
Non-controlling interests
-18
-18
-18
Shareholders' equity
609,295
611,810
660,784
Non-current liabilities
427,653
560,664
513,674
Financial liabilities
9
278,870
434,500
368,568
Lease liabilities
89,261
73,375
92,159
Employee benefit obligations
6
22,711
22,734
22,443
Other non-current provisions
7,501
8,159
8,844
Deferred taxes
116
277
460
Other non-current liabilities
29,194
21,618
21,200
Current liabilities
955,272
960,126
958,852
Current financial liabilities
9
198,914
246,632
311,641
Current lease liabilities
17,167
17,726
18,829
Current provisions
15,806
8,709
15,246
Trade and other payables
636,842
591,039
604,454
Tax payables
726
7,936
8,401
Other current liabilities
564
291
281
Current liabilities excluding liabilities related to assets held for sale
870,019
872,333
958,852
Liabilities related to assets held for sale
3
85,254
87,792
0
TOTAL LIABILITIES
1,992,220
2,132,600
2,133,310
-
Consolidated cash flows statement
(in thousands of euros)
Notes
At 2025/06/30*
At 2024/12/31*
At 2025/12/31
Net income from continuing operations
19,720
17,229
20,425
Share of net income from associates
(1,977)
(2,754)
(4,132)
Depreciation, amortization and impairment
86,512
46,462
50,920
Other non-cash items
(513)
1,184
258
Deferred tax
5,142
(2,877)
140
Accrued interest
230
660
(243)
Gross cash flows from operating activities
109,114
59,905
67,367
Change in working capital requirement
(11,941)
(202,942)
(208,468)
Net cash flows from operating activities from continuing operations
97,173
(143,037)
(141,100)
Net cash flows from operating activities from discontinued operations
3
(29,675)
(3,322)
0
Net cash flows from operating activities
67,498
(146,359)
(141,100)
Acquisitions of consolidated companies, net of cash and cash equivalents
0
0
0
Disposals of consolidated companies, gross of cash and cash equivalents disposed of
4,839
0
30,628
Acquisitions of property, plant and equipment and intangible assets (1)
(82,325)
(41,136)
(33,656)
Acquisitions of financial assets
0
0
0
Disposals of property, plant and equipment and financial assets (2)
1,960
159
2,096
Net change in loans and other non-current financial assets
(84)
(676)
14
Net cash flows from (used in) investing activities from continuing operations
(75,610)
(41,653)
(918)
Net cash flows from (used in) investing activities from discontinued operations
3
12,789
(942)
0
Net cash flows from (used in) investing activities
(62,821)
(42,596)
(918)
Transactions with non-controlling interests
102
102
0
(Acquisition) Disposal of treasury shares
636
409
1,332
Increase (Decrease) in non-current financial liabilities
(63,998)
91,206
91,001
Increase (Decrease) in current financial liabilities
59,117
105,850
67,524
Increase (Decrease) in lease liabilities
(20,530)
(10,031)
(10,073)
Dividends paid to group and minority Shareholders
(6,675)
0
0
Net cash flows from (used in) financing activities from continuing operations
(31,349)
187,537
149,783
Net cash flows from (used in) financing activities from discontinued operations
3
22,239
3,742
0
Net cash flows from (used in) financing activities
(9,110)
191,279
149,783
Impact of exchange rate changes
(981)
(2,453)
1,709
Change in cash and cash equivalents
(5,414)
(129)
9,473
Cash and cash equivalents - opening balance
16,212
16,212
10,801
Cash and cash equivalents - closing balance
10,798
16,083
20,274
CHANGE IN CASH AND CASH EQUIVALENTS
(5,414)
(129)
9,473
(1) Investments correspond to the acquisitions of property, plant and equipment and intangible assets plus the change in related trade payables.
(2) Disposals of fixed assets correspond to the proceeds received less advances and down-payments on fixed assets.
* In accordance with IFRS 5, cash flows from discontinued operations are presented on separate lines. The impact of the application of IFRS 5 on the published figures is presented in Note 3.
-
Changes in consolidated Shareholders' equity
(in thousands of euros)
In number of shares
Capital
Additional paid-in capital
Actuarial gains and losses
Treasury shares
Translation reserves
Accumulated income
Shareholders'
equity (group share)
Non-
controll ing interest s
Total Shareholde rs' equity
Shareholders' equity at
June 30, 2024
32,630,114
57,103
40,103
(1,514)
(10,099)
(108,220)
662,784
640,157
(9)
640,148
Income recognized directly through equity
(400)
(11,031)
(1,920)
(13,352)
(10)
(13,352)
Net income at 2024/06/30
(11,478)
(11,478)
(11,478)
Free allocation of shares
19
19
19
Change in scope
50
0
50
50
Treasury Shares
495
104
599
599
Other
(8)
(8)
(17)
Dividends paid
(6,675)
(6,675)
(6,675)
Shareholders' equity at
June 30, 2025
32,630,114
57,103
40,103
(1,865)
(9,604)
(119,251)
642,827
609,313
(18)
609,295
Income recognized directly through equity
482
834
1,851
1,851
Net income at 2025/12/31
56,455
56,455
56,455
Free allocation of shares
79
79
79
Change in scope
(325)
325
0
0
Treasury Shares
1,924
(439)
1,485
1,485
Other
388
388
388
Dividends paid
(8,768)
(8,768)
(8,768)
Equity at December 31, 2025
32,630,114
57,103
40,103
(1,655)
(7,680)
(118,769)
691,700
660,802
(18)
660,784
-
Notes to the condensed interim consolidated financial statements
Bonduelle SCA is a French limited partnership (société en commandite par action) that is listed on Euronext Paris (compartment B). Bonduelle is a market leader in processed vegetables both within and outside Europe. The Company operates in three business segments: canned, frozen and ready-to-use fresh vegetables (prepared and fresh-cut).
On February 17th, 2026, the Executive Management approved the consolidated half-yearly financial statements under IFRS and authorized the publication of the financial statements for the year ended 31stDecember 2025.
NOTE 1 Accounting principles-
Preparation methods
The consolidated financial statements of the Bonduelle Group and its subsidiaries ("the group") for the 2025-2026 fiscal year have been prepared in accordance with the "IFRS" (International Financial Reporting Standards) published by the IASB (International Accounting Standards Board), and whose adoption ruling has been published in the official journal of the European Union.
The notes to the half-year consolidated financial statements have been prepared in accordance with IFRS and follow recommendation 2016-09 of the Autorité des normes comptables (ANC - French Accounting Standards Board).
Half-year financial statements have been prepared in compliance with IAS 34 Interim Financial Reporting.
As part of the normal preparation of the consolidated financial statements, the calculation of certain financial data requires the use of assumptions, estimates and assessments that have an impact on amounts recognized in the balance sheet, the income statement and the notes to the consolidated financial statements and which are principally:
Monitoring the value of intangible assets:
The net book value of goodwill, brands and other intangible assets is reviewed at least once a year, at the annual closing and when events or circumstances indicate that a reduction in value is likely to have occurred. An impairment loss is recognized when the recoverable amount of the intangible assets becomes lower than their net carrying amount.
As of December 31st, 2025, the Bonduelle group performed a review of impairment indicators. As a result of this work, no impairment has been recognised in the accounts as of December 31st, 2025.
-
Accounting standards applied
As these are condensed financial statements, they do not include all the information required by IFRS for the preparation of consolidated financial statements. They should therefore be read in conjunction with the consolidated financial statements for the year ended June 30th, 2025.
The accounting policies used for these condensed consolidated interim financial statements are the same as those applied in the preparation of the consolidated financial statements for the year ended June 30th, 2025, except for the newly applicable standards, amendments and interpretations as of July 1st, 2025.
Main standards, amendments and interpretations adopted by the European Union and mandatory for accountingperiods beginning on or after 1st January 2025:
Standards, amendments and interpretations Theme
Amendments to IAS 21 Effect of foreign currency exchange rate fluctuations -
Non-convertibility risk
This publication did not have any impact on the group's consolidated financial statements.
Standards, amendments and interpretations not yet mandatorily applicable for financial years beginning on or after January 1,2026
The group has not applied these standards, amendments and interpretations whose application is not mandatory in the consolidated financial statements as at December 31st, 2025 and believes that they would not have a material impact on its results and financial position.
- Specific features of the preparation of Interim Financial Statements
Seasonality of operations
The condensed interim consolidated financial statements as of December 31 are characterized by significant seasonality. The production of canned and frozen technologies is mainly carried out during the first half of Bonduelle's fiscal year. As of December 31st, costs directly related to the production of these technologies have been recognized based on the costs that will be incurred over the entire fiscal year to account for the significant effects of seasonality.
However, the interim result is not necessarily indicative of the result expected for the full year.
To provide readers with a better understanding of the financial statements given this seasonality, the 12-month period ending June 30, 2025, has been added to the income statement and the cash flow statement. For the balance sheet, the interim period ending December 31, 2024, has also been included. The details of these additional informational periods are not included in the notes to the financial statements.
Employee Benefits
The retirement obligation is assessed based on the valuation performed as of June 30, 2025, adjusted for significant market fluctuations since then, any plan amendments, curtailments, or settlements, and any other significant events. As of December 31, 2025, the Group recognized a 30-basis-point increase in the discount rate used to measure the obligation (4.0% compared with 3.70% at June 30, 2025).
Income Tax
The tax expense is assessed based on the best estimate of the weighted average effective tax rate expected for the full fiscal year. As of December 31, 2025, the effective tax rate (ETR) was calculated at 45.8%.
NOTE 2 Change in the scope of consolidation- Disposal of packaged salad fresh activity in France and Germany
As part of its "Transform to Win" transformation plan, the Bonduelle Group completed, on March 31, 2025, the disposal of its packaged salad business in Germany to the company Taylor Farm. Only the assets related to this business were sold, and the legal entity remains fully consolidated within the scope of the Group.
On July 17, 2025, the Group finalized the disposal of its packaged salad business in France to the LSDH Group, following several years of declining performance in this segment. Information related to the business held for sale is presented in Note 3.
NOTE 3 Assets Held for Sale and Discontinued Operations- Application of IFRS 5
As described in Note 2, the Group disposed of its packaged salad business in Germany and France, in March and July 2025 respectively. At December 2024 and June 2025 reporting dates, the assets relating to these operations met the criteria to be classified as held for sale in accordance with IFRS 5.
Consequently, the assets of this business and the associated liabilities were presented separately from the Group's other assets and liabilities, on specific lines of the statements of financial position as at December 31, 2024 and June 30, 2025. The assets of the German packaged salad business were disposed of on March 31, 2025 and were therefore derecognized from the statement of financial position as at June 30, 2025. The assets of the French packaged salad business were disposed of on July 17, 2025 and are therefore derecognized from the statement of financial position as at December 30, 2025.
In the income statement, the contribution of the operations classified as held for sale for the periods presented is reported within the line "Net result from discontinued operations." In the statement of cash flows, their contribution is presented within the lines "Cash flows from discontinued operations" for each of the three major sections (Operating activities, Investing activities, Financing activities). These reclassifications are applied to all periods presented to ensure comparability of information.
Details of items classified under "Net income from discontinued operations"," Cash flow from discontinued operations", "Assets held for sale" and "Liabilities held for sale".' are shown in Note 3.2.
NOTE 4 Segment reporting(in thousands of euros)
Europe Zone
Non-Europe
Zone
Eliminations
Total at 2024/12/31
Net sales
683,712
447,128
(11,410)
1119 430
Intercompany sales
(11,410)
0
11,410
0
Total net sales
672,302
447,128
0
1,119,430
Depreciation, amortization and impairment
(36,842)
(13,050)
0
(49,892)
Current operating profit by sector
37,432
10,604
0
48,036
Non-recurring items by sector
(581)
(2,523)
0
(3,104)
(in thousands of euros)
Europe Zone
Non-Europe
Zone
Total at 2024/12/31
- France
217,701
217,701
- United-States
88,704
88,704
- Others
82,093
19,406
101,499
Total net intangible and tangible assets
299,795
108,110
407,905
- France
321,627
321,627
- United- States
238,917
238,917
- Others
144,614
148,602
293,216
Total non current assets
466,241
387,519
853,760
(in thousands of euros)
Europe Zone
Non-Europe
Zone
Eliminations
Total at 2025/12/31
Net sales
683,179
437,096
(9,149)
1,111,127
Intercompany sales
(9,149)
0
9,149
0
Total net sales
674,030
437,096
0
1,111,127
Depreciation, amortization and impairment
(34,855)
(14,099)
0
(48,954)
Current operating profit by sector
36,698
13,781
50,479
Non-recurring items by sector
(2,121)
(2,808)
(4,930)
(in thousands of euros)
Europe Zone
Non-Europe
Zone
Total at 2025/12/31
- France
223,768
223,768
- United-States
73,664
73,664
- Others
84,362
23,206
107,568
Total net intangible and tangible assets
308,129
96,870
404,999
France
343,005
343,005
United- States
217,904
217,904
Others
148,235
160,016
308,251
Total non current assets
491,241
377,920
869,161
Information by segment
(in thousands of euros)
Canned
Frozen
Fresh
Total at
2024/12/31
Net sales
554,688
150,417
414,325
1,119,430
(in thousands of euros)
Canned
Frozen
Fresh
Total at 2025/12/31
Net sales
575,250
152,800
383,078
1,111,127
Information by geographical area
NOTE 5 Non-recurring items(in thousands of euros)
Total at 2024/12/31
Total at 2025/12/31
France
341,940
31%
342,006
31%
United States
284,202
25%
257,409
23%
Southern Europe
134,343
12%
130,790
12%
Eurasia (1)
134,349
12%
156,029
14%
Germany
67,973
6%
75,755
7%
Northern Europe
51,198
5%
48,734
4%
Central and Eastern Europe
75,488
7%
75,095
7%
Other
29,939
3%
25,308
2%
Total revenue
1,119,430
100%
1,111,127
100%
(1) Russia and other CIS countries.
(in thousands of euros)
At 2024/12/31
At 2025/12/31
Reorganization and restructuring costs (1)
(575)
(3,770)
Insurance deductibles and costs relating to claims
77
0
Other expenses and honoraries (2)
(2,605)
(1,160)
Total non recurring items
(3,104)
(4,930)
Mainly includes various expenses related to organisational changes.
At 31 December 2024, corresponds for 1.7 million euros to the closure of a fresh ready-to-use warehouse in North America.
As of December 31, the assumptions used to calculate pension obligations were updated compared to the annual closing in June 2025, resulting in a discount rate of 4% (compared to 3.70% as of June 30, 2025). This increase in the rate of 30 basis points would decrease the commitments by €720 thousand.
NOTE 7 Net financial income(in thousands of euros)
At 2024/12/31
At 2025/12/31
Cost of net debt
A
(14,728)
(12,552)
Cash and cash equivalents
313
424
Interest expense (at effective interest rate)
(15,042)
(12,976)
Gains and losses on liabilities covered by fair value hedges
(2,300)
(299)
Gains and losses on fair value hedging derivatives
2,300
299
Other financial income and expenses
B
(3,067)
(2,913)
Foreign exchange gain (loss)
(914)
131
Net gain (loss) on derivatives ineligible for hedge accounting (foreign currency & interest rate risk)
(270)
196
Other finance income and expenses
(1,883)
(3,241)
NET FINANCIAL INCOME
A+B
(17,795)
(15,466)
The group's financial result as of December 31st, 2025, amounts to -15,5 million euros compared to -17.8 million euros a year earlier.
The cost of net debt, the main component of financial result, stood at -14.7 million euros as at December 31st, 2024, to -12,6 million euros as at December 31st, 2025, corresponding to interest paid at the effective interest rate. This decrease is driven by the context of falling interest rates in most currencies.
The interest rate, calculated on the group's average debt, all currencies combined, and restated for IFRS impacts, stood at 3.38% versus 4.12% the previous year.
Other financial income and expenses (-3.2 million euros) mostly come from the interest charges of IFRS 16 lease liabilities (- 3 million euros).
Foreign exchange loss (+0.3 million euros) is mainly due to foreign exchange hedges on cash flows relating to commercial activities and cash in foreign currencies.
NOTE 8 Derivative financial instrumentsDerivatives at 2025/06/30
Notional amount
Carrying value
(in thousands of euros)
Assets
Liabilities
Interest rate derivatives (A)
Cash flow hedges (1)
362,065
125
2,851
Fair value hedges
90,000
0
1,291
Hedges not eligible for hedge accounting under IFRS
0
0
0
Current portion
45
462
Non-current portion
80
3,680
Foreign currency derivatives (B)
Cash flow hedges
25,182
439
123
o.w. forward contracts
17,947
321
78
o.w. options
7,236
118
45
Fair value hedges
47,940
1,455
126
Hedges not eligible for hedge accounting under IFRS
26,691
192
210
o.w. forward contracts
19,349
192
160
o.w. options
7,342
0
49
Current portion
2,002
458
Non-current portion
84
0
TOTAL DERIVATIVES (A+B)
Current portion
2,047
921
Non-current portion
164
3,680
(1)Including non-asset caps
Derivatives at 2025/12/31
NOTE 9 NET DEBTNotional amount
Carrying value
(in thousands of euros)
Assets
Liabilities
Interest rate derivatives (A)
Cash flow hedges
352,021
288
1,718
Fair value hedges
60,000
0
992
Hedges not eligible for hedge accounting under IFRS
0
0
0
Current portion
80
726
Non-current portion
208
1,984
Foreign currency derivatives (B)
Cash flow hedges
15,934
219
73
o.w. forward contracts
13,398
180
61
o.w. options
2,536
39
12
Fair value hedges
79,378
414
357
Hedges not eligible for hedge accounting under IFRS
21,420
302
122
o.w. forward contracts
16,566
300
45
o.w. options
4,854
2
77
Current portion
866
553
Non-current portion
70
0
TOTAL DERIVATIVES (A+B)
Current portion
945
1,279
Non-current portion
278
1,984
-
Analysis of net debt by type
At 2025/06/30
(in thousands of euros)
Nominal
< 6 months
< 1 year
1 to 5 years
> 5 years
Total
Bonds (USPP)
297,366
38,103
27,980
160,107
0
226,190
Lease liabilities
106,429
8,584
8,584
55,832
33,429
106,429
Other bank borrowings
244,593
129,578
0
115,015
0
244,593
Other borrowings and financial debts
102
17
17
67
0
102
Accrued interest
2,043
2,043
0
0
0
2,043
Current bank lines
255
255
0
0
0
255
Total gross debt before derivatives
581,019
178,580
36,581
331,022
33,429
579,612
Derivatives - Liabilities
491
430
3,680
0
4,600
o.w. derivatives hedging a debt in a fair value hedge
126
430
860
0
1,417
o.w. other derivatives
364
0
2,819
0
3,183
Total gross debt after fair value of derivatives
179,071
37,011
334,702
33,429
584,212
Derivatives - Assets
2,047
0
164
0
2,211
o.w. derivatives hedging a debt in a fair value hedge
1,455
0
0
0
1,455
o.w. other derivatives
591
0
164
0
756
Cash équivalents
3,136
3,136
0
0
0
3,136
Cash
7,662
7,662
0
0
0
7,662
TOTAL NET DEBT
166,226
37,011
334,537
33,429
571,203
TOTAL NET DEBT - EXCLUDING IFRS16
464,775
At 2025/12/31
(in thousands of euros)
Nominal
< 6 months
< 1 year
1 to 5 years
> 5 years
Total
Bonds (USPP)
189,021
27,984
38,016
121,945
0
187,945
Finance leases
110,988
9,414
9,415
56,324
35,835
110,988
Other bank borrowings
450,087
205,500
-
244,587
0
450,087
Other borrowings and financial liabilities
85
18
18
49
0
85
Accrued interest
1,803
1,803
0
0
0
1,803
Current bank lines
37,026
37,026
0
0
0
37,026
Total gross debt before derivatives
789,009
281,745
47,448
422,905
35,835
787,933
Derivatives - Liabilities
516
762
1,985
0
3,263
o.w. derivatives hedging a debt in a fair value hedge
350
503
496
0
1,349
o.w. other derivatives
166
259
1,489
0
1,914
Total gross debt after fair value of derivatives
282,261
48,210
424,890
35,835
791,196
Derivatives - Assets
797
147
279
0
1,223
o.w. derivatives hedging a debt in a fair value hedge
414
0
0
0
414
o.w. other derivatives
383
147
279
0
809
Cash equivalents
5,745
5,745
0
0
0
5,745
Cash
14,529
14,529
0
0
0
14,529
TOTAL NET DEBT
261,190
48,063
424,611
35,835
769,699
TOTAL NET DEBT - EXCLUDING IFRS16
658,711
Issuances are subject to financial covenants, principally an early redemption clause should Bonduelle default on its financial liabilities (cross default), and in the event of failure to comply with the following ratios:
Long-term debt/long-term equity ratio less than or equal to 0.60;
Consolidated current assets/consolidated current liabilities greater than or equal to 1.10. At December 31st,2025, the group complied with these financial covenants.
- Liquidity
As of 31 December 2025, €170 million of the €400 million syndicated revolving credit facility (RCF), indexed to corporate social
responsibility (CSR) indicators and maturing on 6 February 2030, had been drawn down.
In addition, the Negotiable European Commercial Paper (Neu CP) program continued to be a great success with investors during the year. The maximum ceiling of this program, secured by the RCF credit line, is EUR 400 million euros.
Finally, the group also benefits from several confirmed bank credit lines with maturities of up to three years, bringing the total amount of confirmed bank credit lines (including RCF) to 570 million euros (500 million euros at 31 December 2024), of which 225 million euros were drawn down at December 31st, 2025 (240 million euros at 31 December 2024).
Drawings underbank credit lines (including RCF) confirmed beyond a year are classified in the consolidated balance sheet as non-current financial liabilities.
NOTE 10 GOODWILLChanges in goodwill were as follows:
(in thousands of euros)
At 2024/06/30
Acquisitions or
charges
Sale, disposal or recovery (1)
Other (2)
At 2024/12/31
GROSS AMOUNT
449,299
0
(28,116)
7,609
428,792
Impairment
(192,423)
0
7,852
(5,853)
(190,424)
NET CARRYING AMOUNT
256,876
0
(20,264)
1,756
238,368
(1) Relates to the IFRS 5 restatement of the packaged salad activity in France and Germany
(2) Translation adjustments.
(in thousands of euros)
At 2025/06/30
Acquisitions or
charges
Sale, disposal or recovery
Other (1)
At 2025/12/31
GROSS AMOUNT
396,333
0
0
(657)
395,676
Impairment
(167,906)
0
0
448
(167,458)
NET CARRYING AMOUNT
228,426
0
0
(209)
228,217
(1) Translation adjustments.
At 31stDecember 2025, the net carrying amount per CGU was as follows:
NOTE 11 Additional informationGoodwill par UGT
At 2025/06/30
Acquisitions or
charges
Sale, disposal or recovery
Other (1)
At 2025/12/31
Europe / canned and frozen
73,999
0
0
0
73,999
Europe / fresh ready-to-use
53,132
0
0
0
53,132
Eastern Europe / canned and frozen
10,939
0
0
19
10,957
North and South America / fresh ready-to-use
90,357
0
0
(227)
90,129
Total
228,426
0
0
(209)
228,217
(1) Translation adjustments.
-
Earnings per share
A dividend of 0.25 euro per share has been voted to the Shareholders' Meeting held on December 4, 2025.
At December 31st,2025, Bonduelle SCA's share capital comprised of 32,630,114 shares with a par value of 1.75 euros per share.
(in thousands of euros)
At 2024/12/31
At 2025/12/31
Number of shares used to calculate:
32,076,018
32,189,704
32,734,472
33,697,495
Net result - group share
(5,040)
56,455
Earnings per share (in euros)
0.16
1.75
0.15
1.68
Net result from continuing operations - group share
17,229
20,425
Result per share from continuing operations (in euros)
0.54
0.63
0.53
0.61
*Dilution is mainly due to the probability of exercise of stock options and free share allocation plans. The risk of dilution mentioned
above is considered as limited, given the allocation of treasury shares to the objective of coverage for securities giving rights to allocations of shares.
Net income
Diluted net income
Basic
Diluted *
Basic
Diluted *
-
Contingent liabilities
(in thousands of euros)
At 2025/06/30
At 2025/12/31
Commitments given
Guarantees and security deposits given (net of uses)
41,922
34 ,699
Commitments received
Guarantees and security deposits received (net of uses)
9,869
16,554
The commitments correspond to our current activities.
EnvironmentNone of the group's activities generates any major environmental liabilities.
The group occasionally incurs refurbishing costs on closed industrial sites.
-
Related parties
For the first half-year ended December 31, 2025, the relationships between the group and related parties remained comparable to those of the financial year ended June 30, 2025, as mentioned in the Universal Registration Document. In particular, no unusual transaction, either in nature or amount, occurred during this period.
- Subsequent events
There were no major events between the balance sheet date and the closing date.
-
Preparation methods
-
Certification of the persons responsible for the half-yearly financial statements
We hereby certify that, to the best of our knowledge, the condensed accounts for the previous half-year have been drawn up according to the applicable accounting standards and provide a faithful impression of the assets, financial situation and results of the company Bonduelle SCA and all the firms within its consolidation structure and that the half-year business report presents a faithful impression of the important events occurring during the first six months of the financial year, their effects on the accounts, the main transactions between associated parties and a description of the main risks and uncertainties for the remaining six months of the financial year.
The Executive Manager The Chief Financial Officer
Pierre and Benoît Bonduelle SAS Grégory Sanson
Represented by Christophe Bonduelle
-
Statutory Auditors' report on the half-yearly financial information
This is a free translation into English of the statutory auditors' review report on the half-yearly financial information issued in French and is provided solely for the convenience of English-speaking users. This report includes information relating to the specific verification of information given in the Group's half-yearly management report. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.
To the Shareholders,
In compliance with the assignment entrusted to us by your annual general meeting and in accordance with the requirements of article L. 451-1-2-III of the French Monetary and Financial Code ("Code monétaire et financier"), we hereby report to you on:
the review of the accompanying condensed half-yearly consolidated financial statements of Bonduelle, for the period from July 1st, 2025 to December 31st, 2025.
the verification of the information presented in the half-yearly management report.
These condensed half-yearly consolidated financial statements have been prepared under the responsibility of the Management Board. Our role is to express a conclusion on these financial statements based on our review.
Conclusion on the financial statements
We conducted our review in accordance with professional standards applicable in France. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed half-yearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 - standard of the IFRSs as adopted by the European Union applicable to interim financial information.
Specific verification
We have also verified the information presented in the half-yearly management report on the condensed half-yearly consolidated financial statements subject to our review. We have no matters to report as to its fair presentation and consistency with the condensed half-yearly consolidated financial statements.
Lille and Neuilly-sur-Seine, February 26th,2026 The Statutory Auditors
French original signed by
Grant Thornton Deloitte
Alexis PENET Vincent Frambourt Edouard LHOMME