IFRS Consolidated Financial Statements
Consolidated statement of profit or loss 3
Consolidated statement of comprehensive income 4
Consolidated statement of financial position 5
Consolidated statement of changes in equity 7
Consolidated statement of cash flows 8
Notes to the IFRS Consolidated Financial Statements 10
Corporate information 10
Material accounting policies 10
New and revised standards not yet adopted 21
Material accounting judgments, estimates and assumptions 23
Operating segments 27
Income and expenses 30
Income and deferred taxes 33
Goodwill 34
Intangible assets 36
Property, Plant and Equipment 38
Leases 41
Inventory 43
Trade and other receivables 44
Contract assets and contract liabilities 45
Cash and cash equivalents 46
Equity 46
Earnings per share 48
Provisions and defined benefit obligations 49
Fair value 56
Borrowing and lease liabilities 58
Short term liabilities 59
Capital management 59
Financial risk management 60
Related party disclosures 65
Events after the reporting period 66
Auditor fees 66
Interests in other entities 67
Joint arrangements and associates 67
NON-GAAP Measures 68
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 2Consolidated statement of profit or loss
for the year ending December 31in 000€ | Notes | 2025 | 2024 |
Revenue | 6.1 | 51.117 | 47.637 |
Other operating income | 6.1 | 2.595 | 611 |
Operating income | 53.712 | 48.249 | |
Purchases of materials | 6.2 | -29.043 | -29.101 |
Services and other goods | 6.2 | -7.775 | -6.632 |
Employee benefit expense | 6.3 | -20.751 | -16.989 |
Depreciation and amortisation expense | 9, 10, 11, 12 | -9.636 | -8.426 |
Other operating charges | 6.4 | -449 | -160 |
Operating profit/(loss) | -13.942 | -13.060 | |
Financial expenses | 6.5 | -4.023 | -2.942 |
Financial income | 6.5 | 582 | 498 |
Profit/(loss) before taxes | -17.383 | -15.504 | |
Income taxes | 7 | 3.888 | 3.427 |
Profit/(loss) after taxes | -13.494 | -12.077 | |
Share in profit or loss of equity-accounted investments | 28 | -332 | -154 |
Net profit/(loss) for the year * | -13.826 | -12.232 | |
Net profit/(loss) attributable to: | |||
The owners of the parent | -13.826 | -12.232 | |
Non-controlling interest | 0 | 0 | |
Earnings per share attributable to the owners of the parent | |||
Basic | 17 | -0,79 | -0,83 |
Diluted | 17 | -0,79 | -0,83 |
* The net loss for the year is fully attributable to the owners of the parent
The accompanying notes on pages 10 to 69 form an integral part of these IFRS Consolidated Financial Statements.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 3Net loss for the year | -13.826 | -12.232 | |
Other comprehensive (loss)/income | |||
Items that may be reclassified to profit or loss | |||
Cashflow hedge reserve, net of tax | 23 | 71 | -101 |
Cumulative translation differences | 23 | -62 | 35 |
Items that will not be reclassified to profit or loss | |||
Remeasurements of post-employment benefit obligations, net of tax | 18 | -7 | 106 |
Remeasurements of share in equity-accounted investments | -10 | - | |
Other comprehensive (loss)/income, net of tax | -8 | 40 | |
Total comprehensive loss for the year, net of tax * | -13.834 | -12.192 |
* The total comprehensive loss for the year is fully attributable to the owners of the parent
The accompanying notes on pages 10 to 69 form an integral part of these IFRS Consolidated Financial Statements.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 4At December 31
in 000€ | Notes | 2025 | 2024 |
Assets | |||
Non-current assets | |||
Goodwill | 8 | 19.349 | 19.349 |
Intangible assets | 9 | 28.110 | 30.830 |
Property, plant and equipment | 10 | 54.126 | 50.418 |
Right of Use assets | 11 | 6.343 | 6.072 |
Deferred tax assets | 7 | 10.895 | 6.913 |
Other financial assets | 505 | 293 | |
Total non-current assets | 119.328 | 113.875 | |
Current assets | |||
Contract assets | 14 | 4.723 | 6.246 |
Inventories | 12 | 8.428 | 8.563 |
Trade receivables | 13 | 14.189 | 12.397 |
Other current assets | 13 | 4.344 | 5.194 |
Cash and cash equivalents | 15 | 7.563 | 9.706 |
Total current assets | 39.246 | 42.107 | |
Total assets | 158.575 | 155.982 |
The accompanying notes on pages 10 to 69 form an integral part of these IFRS Consolidated Financial Statements.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 5At December 31
in 000€ | Notes | 2025 | 2024 |
Equity | |||
Share capital | 16 | 7.876 | 6.671 |
Share premium | 16 | 68.911 | 55.116 |
Other reserves | 16 | -2.425 | -2.268 |
Accumulated loss | -32.142 | -18.314 | |
Equity attributable to the owners of the parent | 42.220 | 41.205 | |
Non-controlling interest | - | - | |
Total equity | 42.220 | 41.205 | |
Liabilities | |||
Non-current liabilities | |||
Borrowings | 20 | 49.292 | 48.549 |
Lease liabilities | 11, 20 | 4.883 | 4.824 |
Deferred tax liabilities | 7 | 6.758 | 7.443 |
Provisions | 18 | 843 | 1.169 |
Total non-current liabilities | 61.775 | 61.984 | |
Current liabilities | |||
Borrowings | 20 | 27.008 | 22.691 |
Lease liabilities | 11, 20 | 1.787 | 1.434 |
Trade and other payables | 21 | 11.252 | 15.362 |
Tax payables | 7 | 746 | 653 |
Contract liabilities | 14 | 13.709 | 12.588 |
Other current liabilities | 21 | 77 | 65 |
Total current liabilities | 54.580 | 52.793 | |
Total liabilities | 116.355 | 114.777 | |
Total equity and liabilities | 158.575 | 155.982 |
The accompanying notes on pages 10 to 69 form an integral part of these IFRS Consolidated Financial Statements.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 6Consolidated statement of changes in equity
Total equity | |||||||
attributable to | Non- | ||||||
Share | Accumulated | the owners of | controlling | Total | |||
in 000€ | capital | Share premium | Other reserves | (loss)/profit | the parent | interest | equity |
At January 1, 2024 | 6.671 | 55.116 | -2.309 | -5.961 | 53.517 | − | 53.517 |
Net loss | - | - | - | -12.232 | -12.232 | 0 | -12.232 |
Other comprehensive income | - | - | 40 | - | 40 | 0 | 40 |
Total comprehensive loss | − | − | 40 | -12.232 | -12.192 | − | -12.192 |
Share based payment expense | - | - | 2 | - | 2 | - | 2 |
Other Movement | - | - | - | -121 | -121 | - | -121 |
At December 31, 2024 | 6.671 | 55.116 | -2.268 | -18.314 | 41.205 | − | 41.205 |
Total equity attributable to | Non- | ||||||
in 000€ | Share capital | Share premium | Other reserves | Accumulated (loss)/profit | the owners of the parent | controlling interest | Total equity |
At January 1, 2025 | 6.671 | 55.116 | -2.268 | -18.314 | 41.205 | − | 41.205 |
Net loss | - | - | - | -13.826 | -13.826 | - | -13.826 |
Other comprehensive profit/(loss) | - | - | -8 | - | -8 | - | -8 |
Total comprehensive profit/(loss) | − | − | -8 | -13.826 | -13.834 | − | -13.834 |
Capital increase | 1.205 | 13.795 | - | - | 15.000 | - | 15.000 |
Share issue costs net of tax | - | - | -149 | - | -149 | - | -149 |
Other movement | - | - | -2 | - | -2 | - | -2 |
At December 31, 2025 | 7.876 | 68.911 | -2.425 | -32.142 | 42.220 | − | 42.220 |
The accompanying notes on pages 10 to 69 form an integral part of these IFRS Consolidated Financial Statements.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 7Consolidated statement of cash flows
For year ending December 31in 000€ | Notes | 2025 | 2024 |
Operating activities | |||
(Loss)/profit after tax from continuing operations | -13.826 | -12.232 | |
Net (loss)/profit | -13.826 | -12.232 | |
Non-cash and operational adjustments | |||
Depreciation of property, plant & equipment and ROU assets | 10, 11 | 5.801 | 4.535 |
Amortization of intangible assets | 9 | 3.303 | 3.197 |
Share in profit or loss of equity-accounted investments | 28 | 332 | 154 |
Gain on disposal of property, plant & equipment | 10 | -1.954 | -114 |
Increase in provisions | 18 | -324 | 11 |
Impairments on current assets | 12 | 806 | 675 |
Interest and other finance income | 6.5 | -582 | -498 |
Interest and other finance expense | 6.5 | 4.023 | 2.942 |
Unrealized foreign exchange losses/(gains) | 64 | 35 | |
Deferred tax credit | 7 | -4.698 | -4.145 |
Tax expense | 7 | 810 | 718 |
Equity settled share based payment expense | 16.1 | 0 | 2 |
Hedging | -29 | 139 | |
Other | 202 | -21 | |
Net cash flow from/(used in) operating activities before working capital movements | -6.073 | -4.602 | |
Movements in working capital | |||
Increase in trade and other receivables | 13 | -836 | -5.679 |
Increase in inventories | 12 | 93 | -655 |
Increase in trade and other payables | 21 | -3.990 | 2.919 |
Increase / (decrease) in contract assets | 14 | 1.581 | 3.432 |
Increase in contract liabilities | 14 | 1.120 | 1.676 |
Increase/(decrease) in cash guarantees | 3 | -122 | |
Income tax paid | 7 | -794 | -909 |
Net cash flow from / (used in) operating activities | -8.896 | -3.940 | |
Investing activities | |||
Purchase of property, plant and equipment | 10 | -10.075 | -26.223 |
Proceeds from the sale of property, plant and equipment | 10 | 3.692 | 133 |
Purchase of intangible assets | 9 | -859 | -941 |
Receipt of asset related government grants | - | 358 | |
Acquisition of subsidiary, less the acquired cash | - | - | |
Payment of contingent consideration from previous acquisitions | - | - | |
Investment in associate | 28 | -556 | -209 |
Interest received | 6.5 | 54 | 11 |
Net cash flow used in investing activities | -7.744 | -26.871 |
8
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025Financing activities | |||
Proceeds from borrowings | 20 | 13.535 | 36.856 |
Repayment of borrowings | 20 | -8.475 | -5.092 |
Repayment of leases | 11, 20 | -1.793 | -1.538 |
Receipts from capital increase | 16 | 15.000 | - |
Share issue costs | -149 | - | |
Interest paid | 6.5 | -3.066 | -2.681 |
Other financial income (expense), net | 6.5 | -428 | 226 |
Net cash flow from financing activities | 14.624 | 27.771 | |
Net cash flow | -2.016 | -3.040 | |
Cash and cash equivalents at beginning of year | 15 | 9.706 | 12.679 |
Exchange rate differences on cash & cash equivalents | -127 | 67 | |
Cash & cash equivalents at end of year | 15 | 7.563 | 9.706 |
The accompanying notes on pages 10 to 69 form an integral part of these IFRS Consolidated Financial Statements.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 9Notes to the IFRS Consolidated Financial Statements
Corporate information
Ekopak NV (further referred to "Ekopak" or "the Company") is a limited company incorporated and domiciled in Belgium quoted on Euronext. The registered office is located at 13 Souverainestraat, 9800 Deinze in Belgium. Ekopak NV and its subsidiaries is hereafter referred to as the "Group".
Ekopak is a responsible and sustainable supplier of mission-critical industrial process water to its customers worldwide. The company offers a specialised range of industrial water treatment and wastewater treatment solutions.
Information on other related party relationships of the Company is provided in note 24.
The IFRS Consolidated Financial Statements (further referred as "the Consolidated Financial Statements") of Ekopak NV for the year ended December 31, 2025 were authorised for issue in accordance with a resolution of the directors on April 10, 2026.
For the official annual financial statements we refer to the ESEF reporting on https://www.ekopakwater.com. In case of differences between this document and the ESEF reporting, the latter prevails.
Material accounting policies
Basis of preparation and continuity
The Consolidated Financial Statements of the Company have been prepared in accordance with the International Financial Reporting Standards ("IFRS") and as adopted by the European Union ("adopted IFRS") and interpretations issued by the IFRS interpretation committee applicable to companies reporting under IFRS.
The Consolidated Financial Statements are presented in euros and all values are rounded to the nearest thousand (€000), except when otherwise indicated.
The preparation of Consolidated Financial Statements in compliance with adopted IFRS requires the use of certain critical accounting estimates. It also requires "Group" management to exercise judgment in applying the Company's accounting policies. The areas where significant judgements and estimates have been made in preparing the Consolidated Financial Statements and their effect are disclosed in note 4. The accounting policies have been applied consistently.
The consolidated financial statements have been prepared on a going concern basis, which assumes the realization of assets and the fulfillment of liabilities in the normal course of business.
The Company remains vigilant regarding potential liquidity fluctuations in a context of dynamic growth-due to project timing, temporary working capital needs, and accelerated international expansion. Furthermore, the Company's continuity will depend on the successful monetization of its assets, which is part of the Company's strategy. Such liquidity fluctuations could lead to material uncertainty regarding the Company's ability to continue as a going concern. To proactively address these uncertainties, the Company is exploring additional financing options.
On April 9, 2026, the company received a commitment for a convertible subordinated loan to support its liquidity position. The loan amounts to 5,0 million EUR and is subordinated to all other debts of the company and has a lifetime of minimal until 31 May 2027.
The loan and its associated terms will be evaluated by the Board of Directors, considering the interests of all stakeholders. Through this subordinated loan, the company strengthens its financial flexibility and its ability to pursue its operational and strategic objectives without immediate pressure on its regular sources of financing.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 10Principles of consolidation
Subsidiaries
Subsidiaries are all entities over which the "Group" has control. The "Group" controls an entity where the "Group" is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the "Group". They are deconsolidated from the date that control ceases.
Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the "Group".
Joint arrangements
Under IFRS 11 "Joint Arrangements" investments in joint arrangements are classified as either joint operations or joint ventures. The classification depends on the contractual rights and obligations of each investor, rather than the legal structure of the joint arrangement.
We refer to note 4.1 for the significant judgements on the Company's classification of its joint venture. Interests in joint ventures are accounted for using the equity method, after initially being recognized at cost in the consolidated balance sheet.
Under the equity method of accounting, the investments are adjusted to recognize the company's share of the post-acquisition profits or losses of the investee in profit or loss, and the company's share of movements in other comprehensive income of the investee in other comprehensive income. Dividends received or receivable from associates and joint ventures are recognized as a reduction in the carrying amount of the investment.
Where the company's share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including any other unsecured long-term receivables, the company does not recognize further losses, unless it has incurred obligations or made payments on behalf of the other entity.
Unrealised gains on transactions between the Company and its associates and joint ventures are eliminated to the extent of the company's interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of equity-accounted investees have been changed where necessary to ensure consistency with the policies adopted by the Company. The carrying amount of equity-accounted investments is tested for impairment in accordance with the policy described in note 2.3.11.
Summary of material accounting policies
Foreign currency translation
The Company's Consolidated Financial Statements are presented in euros. The Company's functional currency is euro.
Foreign currency transactions
Transactions denominated in foreign currencies are translated into euro at the average exchange rate of the month. Monetary items in the consolidated statement of financial position are translated at the closing rate at each reporting date and the relevant translation adjustments are recognized in financial result.
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The Executive Committee consisting of the Chief Executive Officer, The Chief Finance Officer and the Chief Strategy & Growth Officer acts as the operating decision unit. Operating segments have similar economic characteristics and are determined based on:
the nature of the products and services.
the type and characteristics of the contract (Project Business sales model, sales of consumables, services model, DBMO and DBFMO model). The DBFMO model and the operational part of the DBMO model are also commercially known as Water-as-a-Service (WaaS).
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 11
Revenue
The Company is in the business of designing, building, financing, maintaining and operating industrial water processing installations. Revenue from contracts with customers is recognized when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company has generally concluded that it is the principal in its revenue arrangements, because it typically controls the goods or services before transferring them to the customer. The normal credit term is 30 days net of invoice.
The Company has 4 revenue streams, being the Project Business sales model, the DBMO (Design, Build, Maintain and Operate) model, the DBFMO (Design, Build, Finance, Maintain and Operate) model and the sale of consumables. The DBFMO model and the operational part of the DBMO model are also commercially known as Water-as-a-Service (WaaS).
Sale of consumables
Contracts under this type of revenue stream have one single performance obligation which is the sale of consumables. Revenue is recognized at a point in time, being usually when the control over the products is transferred to the customer upon shipment.
Services
Service contracts have one single performance obligation which is the service of process water and disinfection installations. Revenue is recognized over time, being proportionate of the services performed. The sale of spare parts is also reported as service turnover with recognition at a point in time, i.e. when the control over the products is transferred to the customer.
One off sales of process water, disinfection installations and wastewater treatment plants
Contracts under this type of revenue stream have one single performance obligation which is the design, build and delivery of the installation with a fixed transaction price.
Revenue is recognized over time, which is the period of the development and construction of the process water installation until delivery and installation at the customer premises as the installation has no alternative use for the Company and an enforceable right to payment exist for the performance to date.
Revenue for the wastewater treatment plants revenue is recognized based on milestones achieved and the expected margin at the end of the reporting period.
Revenue for process water and disinfection installations with regard to contracts that started before 1 January 2025 is recognized based on the actual progress and expected margin at the end of the reporting period. For contracts that started after 1 January 2025 the progress over time is estimated based on milestones reached and the expected margin at the end of the reporting period.
After a thorough analysis of the business models related to the design and build of the wastewater treatment plants and the process water installations, management decided that there is no reason to apply different accounting policies for revenue recognition. This change is also in line with the internal restructuring which results in one business unit in which management is responsible for the building of all installations sold in the project business sales model, refer to Note 5 for more information in the restructuring.
Design, Build, Maintain and Operate installations - DBMO
Contracts under this type of revenue typically consist of two distinct performance obligations, being the Design, Build and Maintain ("DBM") of the installation and the Operating of the installation. Revenue will be allocated to each distinct performance obligation based on its relative stand-alone selling price over the transaction price. In general, the contractual price for each distinct performance obligation is similar to its relative stand-alone selling price over the transaction price, i.e. any discounts are already allocated in the contract to each distinct performance obligation.
Revenue for the DBM is recognized over time, which is the period of the development and construction of the process water installation until delivery and installation at the customer premises. Revenue is recognized based on the actual progress and expected margin at the end of the reporting period.
Revenue from the operating of the process water installation is recognized over time, being monthly, when the services are performed. The price consists of a monthly fixed fee and a variable fee based on the output. The operating agreement is cancellable by the customer without reason at any time without significant financial penalty and long notice period.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 12Design, Build, Finance, Maintain and Operate installations - DBFMO - WaaS
Contracts under this type of revenue typically consist of a single separate performance obligation, being the operating of the installation as the customer does not control the water process installation during the non-cancellable term of the contract (10 up to 15 years).
Revenue from the operating of the process water installation is recognized over time, which is the contractual non-cancellable term of the Operating agreement (10 up to 15 years). The services are invoiced monthly. The price mainly consists of a monthly fixed fee and a variable fee based on the output.
Contract costs related to the design and build of the water installation process are recognized as a DBFMO installation in property, plant and equipment.
The Company considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated (e.g., warranties). In determining the transaction price for the sale and operating of the process water installations, the Company considers the effects of variable consideration, existence of a significant financing component, non-cash consideration, and consideration payable to the customer (if any).
Variable consideration
If the consideration in a contract includes a variable amount, the Company estimates the amount of consideration to which it will be entitled in exchange for transferring the goods to the customer. The variable consideration is estimated at contract inception and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognized will not occur when the associated uncertainty with the variable consideration is subsequently resolved. Most of the contracts which include operating of the process water installations, contain a variable price based on the volume output of water. The variable fee is invoiced monthly based on the actual volume output of water of the month, together with the monthly fixed fee.
Some contracts for the operating of the process water installations include considerations payable to the customer, i.e. in case tap water used in excess of a certain threshold. The variable price components and considerations payable to the customer give rise to variable consideration.
Considerations payable to the customer
Some contracts contain clauses whereby there is a consideration payable to the customer in case the delivery of water is not coming from the process water installation but from tap water and when in excess of a certain threshold. The Company applies the most likely amount method to estimate this variable consideration in the contract. The Company then applies the requirements on constraining estimates of variable consideration (highly probable that no significant revenue reversal will occur) in order to determine the amount of variable consideration that can be included in the transaction price and recognized as revenue.
Significant financing component
The Company receives advance payments from customers for the sale of process water installations with a manufacturing lead time of three to six months after signing the contract and receipt of payment. There is not a significant financing component for these contracts considering the length of time between the customers' payment and the transfer of the asset.
The Company applies the practical expedient for short-term advances received from customers. That is, the promised amount of consideration is not adjusted for the effects of a significant financing component if the period between the transfer of the promised good or service and the payment is one year or less.
Contract balances Contract assets
Contract assets are initially recognized for revenue earned from the design and build of a water process
installation, disinfection installation or wastewater treatment plant in the Project Business sales model and from the DBM part of a DBMO transaction, but which are not billed. Upon completion of the building and installation of the water process installation, the amount recognized as contract assets is reclassified to trade receivables. Contract assets are presented as a separate line in the consolidated statement of financial position.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 13Contract liabilities
A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognized when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognized as revenue when the Company performs under the contract. Contract liabilities are presented as a separate line in the consolidated statement of financial position.
Costs to fulfill a contract
The Company does incur costs to fulfill a contract which, when they are not in scope of another standard, are accounted for as contract asset. Costs to fulfill anticipated contracts are recorded as other receivables if the criteria for recognition are met. For the DBFMO contracts, the Company may incur costs to fulfill a non-distinct performance obligation which are accounted for as a DBFMO installation within property, plant and equipment. The Company evaluates whether those costs meet the recognition criteria for property, plant and equipment and when criteria are not met, expenses those costs as incurred.
Financing costs
Financing costs relate to interests and other costs incurred by the Company related to the borrowing of funds. Such costs mostly relate to interest charges on short and long-term borrowings and lease liabilities as well as the amortization of additional costs incurred on the issuance of the related debt. Financing costs are recognized in profit and loss for the year or capitalized in case they are related to a qualifying asset.
Other financial income and expenses
Other financial income and expenses include mainly foreign currency gains or losses on financial transactions and bank related expenses.
Income tax
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date in the countries where the Company and its subsidiaries operate and generate taxable income.
Current income tax relating to items recognized directly in equity is recognized in equity and not in the consolidated statement of profit or loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred income tax
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements.
Deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognized deferred tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 14Intangible assets other than goodwill
Intangible assets comprise primarily software, design components of containers used for the water process installations, technology and customer lists.
We refer to note 9 for more information.
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses.
Intangible assets are amortized straight-line over the useful life, which is:
Software & cloud platform related assets: 3 to 5 years
Internally generated intangible assets: 3 to 5 years
Customer list: 12 - 15 years
Design components: 3 years
Technology: 9 years
The amortization period and the amortization method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. The amortization expense on intangible assets is recognized in the consolidated statement of profit or loss in the expense category "depreciation and amortization expense".
An intangible asset is derecognized upon disposal (i.e., at the date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising upon derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the consolidated statement of profit or loss.
Goodwill
Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests and any previous interest held over the net identifiable assets acquired and liabilities assumed). If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the "Group" re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognized at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognized.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the "Group's" cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.
Where goodwill has been allocated to a cash-generating unit (CGU) and part of the operation within that unit is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash-generating unit retained.
Property, plant and equipment
Property, plant and equipment are stated at cost less any accumulated depreciation and any impairment losses. Construction in progress is stated at cost, net of accumulated impairment losses, if any. The cost comprises the initial purchase price plus other direct purchase costs (such as non-refundable tax, transport). The cost of self-constructed equipment (primarily water process installations under the DBMFO revenue model) comprises the cost of materials, direct labour costs and a proportional part of the production overheads and borrowing costs in case the construction would be more than 12 months.
A master agreement exists with several financial institutions which allows the financing of operational WaaS installations through a sale and leaseback transaction. Although legal ownership of these assets has been transferred to the financial institution, these assets are presented in Property, Plant and Equipment as the performance obligation to recognize the transaction as a sale is not satisfied.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 15Major spare parts that fulfill the definition of property, plant and equipment are capitalized as machinery and equipment. These spare parts will be used to replace malfunctioning or expired components. These spare parts are, unlike the spare parts included in inventories, not sold to the customers.
Depreciation and useful life
Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets, as follows:
Buildings 10 to 33 years
Plant, machinery and equipment 3 to 10 years
Computer equipment 2 to 3 years
DBFMO installations Vehicles
Office furniture and equipment
10 to 15 years
3 to 5 years
3 to 10 years
Membranes in DBFMO installations 4 years
Leased assets Shorter of the useful life or the duration of the lease or useful life in case the Company will obtain ownership of the asset at the end of the lease
Derecognition
An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal (i.e., at the date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the consolidated statement of profit or loss when the asset is derecognized.
Leases
The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
The Company leases office buildings and vehicles. Rental contracts are typically made for fixed periods of 36 months to 5 years but may have extension options as described below. Contracts may contain both lease and non-lease components. The Company has applied the practical expedient not to separate non-lease components for all lease categories.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants other than the security interests in the leased assets that are held by the lessor. Leased assets may not be used as security for borrowing purposes.
Assets and liabilities arising from a lease are initially measured on a present value basis.
Lease liabilities
Lease liabilities include the net present value of the following lease payments:
fixed payments (including in-substance fixed payments), less any lease incentives receivable
variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the commencement date
amounts expected to be payable by the Company under residual value guarantees
the exercise price of a purchase option if the Company is reasonably certain to exercise that option, and
payments of penalties for terminating the lease, if the lease term reflects the Company exercising that option.
Lease payments to be made under reasonably certain extension options.
The lease payments are discounted using the interest rate implicit in the lease. The Company has applied the portfolio approach to determine the interest rate implicit in the lease for similar lease assets with similar characteristics. The interest rate applied for the portfolio is determined based on the average interest rate implicit in each lease of the portfolio.
The lease payments do generally not include variable lease payments not based on an index or rate.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 16In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.
Right-of-use assets
Right-of-use assets are measured at cost comprising the following:
the amount of the initial measurement of lease liability,
any lease payments made at or before the commencement date less any lease incentives received,
any initial direct costs,
and adjusted for any remeasurement of lease liabilities.
Right-of-use assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. If the Company is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset's useful life.
Short-term and low value assets
The Company applies the short-term lease recognition exemption to its short-term leases of vehicles (i.e. those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). The Company has no payments associated with low-value assets.
Residual value guarantees
The Company sometimes provides residual value guarantees in relation to vehicle leases. The Company initially estimates the amounts payable under the residual value guarantees to be zero.
Impairments of assets
Non-financial assets and goodwill are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
An impairment loss is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units).
Government grants
Grants from the government are recognized where there is a reasonable assurance that the grant will be received and the "Group" will comply with all attached conditions. Government grants relating to the acquisition of tangible or intangible assets are deducted from the asset and they are credited to profit or loss on a straight-line basis over the expected lives of the related assets.
Inventories
Inventories are valued at the lower of cost and net realisable value. Costs incurred in bringing each product to its present location and condition are accounted for, as follows:
Raw materials: purchase cost on a first-in/first-out basis
Spare-parts and servicing materials: purchase cost on a first-in/first-out basis.
Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.
Inventory items on which there is low movement are amortized based on the inventory rotation. The inventory rotation is calculated based on the average consumption of the last 2 years:
Inventory rotation less than 3 years: no amortization
Inventory rotation between 3 and 5 years: 5% amortized
Inventory rotation between 5 and 10 years: 10% amortized
Inventory rotation of more than 10 years: 20% amortized
Chemical items with a low movement are 60% amortized, regardless the rotation, because these items have an expiration date.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 17
Financial assets
The Company has only financial assets measured at amortized cost. Those include trade and other receivables, and cash and cash equivalents.
Cash and cash equivalents comprise cash at banks and on hand and short-term highly liquid deposits with a maturity of three months or less, that are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value. Bank overdrafts are shown within borrowings in current liabilities in the consolidated statement of financial position.
Trade and other receivables are recognized initially at the amount of consideration that is unconditional. Those financial assets do generally not include a significant financing component.
Derecognition
A financial asset is primarily derecognized when
the rights to receive cash flows from the asset have expired, or
the Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a 'pass-through' arrangement; and either
the Company has transferred substantially all the risks and rewards of the asset, or
the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
Financial liabilities
The Company has financial liabilities measured at amortized cost which include loans and borrowings, lease liabilities, trade payables and other current liabilities. Other current liabilities include the payable towards the customer for the packaging guarantee paid. Deferred income relating to prepayments of service contracts are included in the trade and other payables. The Company adjusted the liability for all payables which have an origination date of 24 months or later, consistent with the impairment on the receivable on the vendor in relation to the packaging guarantee paid by the Company.
Those financial liabilities are recognized initially at fair value plus directly attributable transaction costs and are measured at amortized cost using the effective interest rate method. Gains and losses are recognized in the consolidated income statement when the liabilities are derecognized as well as through the effective interest rate method amortization process.
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires.
Derivatives
The Company uses derivative financial instruments such as interest rate swaps to hedge its interest rate risk and foreign currency swaps to hedge its foreign currency risks. Such derivative financial instrument are initially recognized at fair value on the date on which the derivative contract is entered and are subsequently remeasured at fair value at the end of each reporting period. The swaps are derivatives that hedge a particular risk associated with the cashflows of recognized assets and liabilities (cash flow hedge).
The Company applies hedge accounting for the interest rate swaps.
At inception of the hedge relationship, the Company documents the economic relationship between the hedging instruments and hedged items, including whether changes in the cash flows of hedging instruments are expected to offset changes in the cash flows of hedged items. The Company documents its risk management objective and strategy for undertaking its hedge transactions.
Cash flow hedges that qualify for hedge accounting
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in the cash flow hedge reserve within equity (other comprehensive income). The gain or loss relating to the ineffective portion is recognized immediately in profit or loss. The interest rate swaps are effective (100%).
The amount accumulated in OCI is reclassified to profit or loss as a reclassification adjustment in the same period or periods during which the hedged cash flows affect profit or loss. If cash flow hedge accounting is discontinued, the amount that has been accumulated in OCI must remain in accumulated OCI if the
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 18hedged future cash flows are still expected to occur. Otherwise, the amount will be immediately reclassified to profit or loss as a reclassification adjustment. After discontinuation, once the hedged cash flow occurs, any amount remaining in accumulated OCI must be accounted for depending on the nature of the underlying transaction as described above.
Derivatives are carried as a financial asset when the fair value is positive and a financial liability when the fair value is negative.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of financial position if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realize the assets and settle the liabilities simultaneously.
Provisions
Provisions for litigations
The Company has only provision for disputes and litigations. A provision is recognized when the Company has a present obligation (legal or constructive) as a result of a past event, when it is probable that an outflow of resources will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation.
If the Company expects that some or all of the expenditure required settling a provision will be reimbursed, a separate asset is recognized once it is virtually certain that the reimbursement will be received.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.
Onerous contracts
If the Company has a contract that is onerous, the present obligation under the contract is recognized and measured as a provision. However, before a separate provision for an onerous contract is established, the Company recognizes any impairment loss that has occurred on assets dedicated to that contract. An onerous contract is a contract under which the unavoidable costs (i.e., the costs that the Company cannot avoid because it has the contract) of meeting the obligations under the contract exceed the economic benefits expected to be received under it. The unavoidable costs under a contract reflect the least net cost of exiting from the contract, which is the lower of the cost of fulfilling it and any compensation or penalties arising from failure to fulfill it. The cost of fulfilling a contract comprises the costs that relate directly to the contract (i.e., both incremental costs and an allocation of costs directly related to contract activities).
Employee benefits
Pension commitments
The Company has two active Belgian "branch 23" pension plans (for executive and for the employees). Those plans provide a retirement lump sum and a death in service coverage with employer's contribution, expressed as a percentage of a reference salary. There are no employee contributions to the plans.
The Company has also two dormant Belgian "branch 21" pension plans (for executive and for the employees). As of July 1, 2021 employer contributions for new and existing employees are made with respect to the active "branch 23" pensions plans.
For the employees of GWE, the Company has two Belgian pension plans. The plans include a life insurance for death coverage, supplementary health insurance for medical expenses and a pension capital for retirement benefits. The employer contribution is a fixed amount. There are also employee contributions to the plans.
Under Belgian law, defined contribution pension plans are subject to minimum guaranteed rates of return which are based on an average of 10-year government bond yields with a minimum of 1,75% and a maximum of 3,75% (currently equal to 2,50%) for all contributions. Because of these minimum guaranteed rates of return, those pension plans are considered as a defined benefit plan under IFRS. The cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 19Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognized immediately in the consolidated statement of financial position with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.
Past service costs are recognized in profit or loss on the earlier of:
The date of the plan amendment or curtailment, and
The date that the Company recognizes related restructuring costs
Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Company recognizes the following changes in the net defined benefit obligation in the consolidated statement of profit or loss:
Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements
Net interest expense or income
The Company also has an active French pension plan resulting from the acquisition of H2O Production which is a defined contribution plan.
The Company also has an active Philippian and Thai pension plan resulting from the acquisition of GWE, which are defined benefit plans.
Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognized in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as other current payables in the consolidated statement of financial position.
Share-based payments
Share-based compensation benefits are provided to employees via an employee stock ownership plan (ESOP). Information relating to these plans is set out in note 16. The plans are equity-settled plans as they will be settled by issuing new shares of the Company and there is no obligation for the Company to deliver cash or another financial asset.
The fair value of warrants granted under the ESOP plan is recognized as an employee benefits expense, with a corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value of the options granted. The ESOP plan only has a service performance vesting conditions which are further detailed in note 16.
The total expense is recognized over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each period, the entity revises its estimates of the number of options that are expected to vest based on the non-market vesting and service conditions. It recognizes the impact of the revision to original estimates, if any, in profit or loss, with a corresponding adjustment to equity.
Equity
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares incurred before the equity contribution is presented as other current assets and reclassified as a deduction in equity, net of tax, from the proceeds upon the equity contribution.
Dividends
Dividends paid are recognized within the consolidated statement of changes in equity only when an obligation to pay the dividends arises prior to the year end.
Fair value measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 20on the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability or in the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.
All assets and liabilities for which fair value is measured or disclosed in the Consolidated Financial Statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities
Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
New and revised standards not yet adopted
Certain new accounting standards and interpretations have been issued that are not mandatory for the December 31, 2025 reporting period and have not been early adopted by the Company. These standards are not expected to have a material effect on the Company in the current or future reporting periods and on foreseeable future transactions.
The following amendments are mandatory for the first time for the financial year beginning 1 January 2025 and have been endorsed by the European Union:
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Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (effective 1 January 2025). IAS 21 previously did not cover how to determine exchange rates in case there is long-term lack of exchangeability and the spot rate to be applied by the company is not observable. The narrow scope amendments add specific requirements on:
Determining when a currency is exchangeable into another and when it is not;
Determining the exchange rate to apply in case a currency is not exchangeable;
Additional disclosures to provide when a currency is not exchangeable. The above amendments to the standards do not have a material impact on the entity.
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Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (effective 1 January 2025). IAS 21 previously did not cover how to determine exchange rates in case there is long-term lack of exchangeability and the spot rate to be applied by the company is not observable. The narrow scope amendments add specific requirements on:
The following new standards and amendments have been issued, are mandatory for the first time for the financial year beginning 1 January 2025 but have not been endorsed by the European Union:
None
The following amendments have been issued, but are not mandatory for the first time for the financial year beginning 1 January 2025 and have been endorsed by the European Union:
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Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS9 and IFRS 7) (effective 1 January 2026) On 30 May 2024, the IASB issued amendments to IFRS 9 and IFRS 7 to:
Clarify the date of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled through an electronic cash transfer system;
Clarify and add further guidance for assessing whether a financial asset meets the solely payments of principal and interest (SPPI) criterion;
Add new disclosures for certain instruments with contractual terms that can change cash flows (such as some instruments with features linked to the achievement environment, social and governance (ESG) targets); and
Update the disclosures for equity instruments designated at fair value through other comprehensive income (FVOCI).
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Amendments to IFRS 9 and to IFRS 7: Contracts Referencing Nature-dependent Electricity Amendments to IFRS 9 and IFRS 7 (effective on 1 January 2026). On 18 December 2024, the IASB issued amendments to IFRS 9 and IFRS 7:
clarify the application of the 'own-use' requirements;
permit hedge accounting if these contracts are used as hedging instruments; and
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 21new disclosure requirements to enable investors to understand the effect of these contracts on a company's financial performance and cash flows.
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Annual improvements Volume 11 (effective 1 January 2026). The amended Standards are:
IFRS 1 First-time Adoption of International Financial Reporting Standards;
IFRS 7 Financial Instruments: Disclosures and its accompanying Guidance on implementing IFRS 7;
IFRS 9 Financial Instruments;
IFRS 10 Consolidated Financial Statements; and
IAS 7 Statement of Cash Flows.
The above amendments to the standards are not expected to have a material impact on the entity.
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Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS9 and IFRS 7) (effective 1 January 2026) On 30 May 2024, the IASB issued amendments to IFRS 9 and IFRS 7 to:
The following standards and amendments have been issued, but are not mandatory for the first time for the financial year beginning 1 January 2025 and have not been endorsed by the European Union:
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IFRS 18 Presentation and Disclosure in Financial Statements (effective on 1 January 2027). The IASB has issued IFRS 18, the new standard on presentation and disclosure in financial statements, with a focus on updates to the statement of profit or loss. The key new concepts introduced in IFRS 18 relate to:
the structure of the statement of profit or loss;
required disclosures in the financial statements for certain profit or loss performance measures that are reported outside an entity's financial statements (that is, management-defined performance measures); and
enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes in general.
IFRS 18 will replace IAS 1; many of the other existing principles in IAS 1 are retained, with limited changes. IFRS 18 will not impact the recognition or measurement of items in the financial statements, but it might change what an entity reports as its 'operating profit or loss'.
IFRS 18 will apply for reporting periods beginning on or after 1 January 2027 and also applies to comparative information. The changes in presentation and disclosure required by IFRS 18 might require system and process changes.
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IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective on 1 January 2027). The International Accounting Standard Board (IASB) has issued a new IFRS Accounting Standard for subsidiaries. IFRS 19 'Subsidiaries without Public Accountability: Disclosures' permits eligible subsidiaries to use IFRS Accounting Standards with reduced disclosures. Applying IFRS 19 will reduce the costs of preparing subsidiaries' financial statements while maintaining the usefulness of the information for users of their financial statements.
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Amendments to IAS 21 'The effects of changes in foreign exchange rates: Translation to a hyperinflationary presentation currency (effective 1 January 2027). The IASB has issued amendments to IAS 21 to specify the translation procedures for an entity whose presentation currency is that of a hyperinflationary economy. The entity applies the amendments if:
its functional currency is that of a non-hyperinflationary economy and it is translating its results and financial position into the currency of a hyperinflationary economy; or
it is translating into the currency of a hyperinflationary economy the results and financial position of a foreign operation whose functional currency is that of a non-hyperinflationary economy.
IFRS 19 and IAS 21 will have no impact on the entity's Financial Statements.
As a result of the new IFRS 18 Standard the Company will present its expenses in the profit- and loss statement based on function as from 1 January 2027. The standard has no other material impacts on the entity's Financial Statements.
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IFRS 18 Presentation and Disclosure in Financial Statements (effective on 1 January 2027). The IASB has issued IFRS 18, the new standard on presentation and disclosure in financial statements, with a focus on updates to the statement of profit or loss. The key new concepts introduced in IFRS 18 relate to:
The following standard is mandatory since the financial year beginning 1 January 2016 (however not yet subjected to EU endorsement). The European Commission has decided not to launch the endorsement process of this interim standard but to wait for the final standard:
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 22- IFRS 14, 'Regulatory deferral accounts' (effective 1 January 2016). It concerns an interim standard on the accounting for certain balances that arise from rate-regulated activities. IFRS 14 is only applicable to entities that apply IFRS 1 as first-time adopters of IFRS. It permits such entities, on adoption of IFRS, to continue to apply their previous GAAP accounting policies for the recognition, measurement, impairment and derecognition of regulatory deferral accounts. The interim standard also provides guidance on selecting and changing accounting policies (on first-time adoption or subsequently) and on presentation and disclosure.
Material accounting judgments, estimates and assumptions
The preparation of the Company's consolidated financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities, and the accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities for future periods.
On an ongoing basis, the Company evaluates its estimates, assumptions and judgments.
The Company based its assumptions and estimates on parameters available when the consolidated financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising beyond the control of the Company. Such changes are reflected in the assumptions when they occur.
Classification of participations
Circeaulair I
The Company has a joint arrangement, called Circeaulair I, as described in note 28.
The joint venture agreements in relation to the Circeaulair I partnership contain 3 phases.
Phase 1 runs from the incorporation date until the financial close of the underlying projects. During this phase all decisions require unanimous consent from all parties for all relevant activities.
Phase 2 runs from financial close until the last final acceptance of the underlying projects. During this phase there is an extended list of reserved matters defined that are more than protective rights where consensus from the board of directors is necessary to take decisions.
Phase 3 runs as from the first day following the last final acceptance of the underling projects. During this phase there is a limited list of reserved matters, rather protective rights, where consensus from the board of directors is necessary to take decisions. As from this phase 3, Ekopak NV has a call option, meaning that Ekopak NV has the right, not the obligation, to acquire a share that gives the right to appoint an additional director from the JV partner.
The Company has determined that currently in Phase 1, it does not control Circeaulair I even though it owns 51% of the shares, but it determined to have joint control based upon the following elements in favor of joint control:
Each shareholder has two directors in the board of directors, none of them have a casting vote;
Decisions are taken with unanimous consent from all parties for all relevant activities, there is no casting vote in case of deadlock;
The joint venture has foreseen in a conflict of interest procedure with respect to the supplier agreement of Ekopak, whereby the decision on modification or termination of the contract is taken by the board of directors of Circeaulair I without Ekopak joining the decision making; and
Circeaulair I is constructed as a separate vehicle in the legal form of a BV. The two partners have rights to the net assets of the arrangement. This entity is therefore classified as a joint venture and the Company recognises its interest in the joint venture as an investment and accounts for that investment using the equity method in accordance with IAS 28, Investments in associates and joint ventures as described in note 28.
Water-as-a-service Asia.
The Company invested in a joint venture, called WaaS Asia, as described in note 28. The investee is considered to be a joint venture over which the Company has joint control, based upon the following elements:
Ekopak can appoint two of the four directors (2 A directors, 1 B director and 1 C director) and propose the chairperson;
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 23Decisions are taken with a simple majority, the chairperson has a casting vote in case of a tie (except for reserved matters);
The reserved matters for which approval of one 1 A director, 1 B director and 1 C director is required include, amongst others, approval of contracts for a total value exceeding 500 KEUR Since the expectation is that most sales projects of the investee will exceed this threshold, the Company determines that it is not able to direct the relevant activities of the investee and it does not have control or joint control over the investee.
DBFMO arrangements - assessment whether these contracts contain a lease
The Company has contracts with customers in place for sales under the DBFMO model as explained in the accounting policies. The assessment of whether a contract is or contains a lease may require judgement in applying the definition of a lease to those DBFMO arrangements. A DBFMO arrangement include significant services, so determining whether the contract conveys the right to direct the use of an identified asset may be judgmental.
At inception of the contract, the Company assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
The Company has judged that the DBFMO arrangements do not contain a lease, although the customer obtains all of the economic benefits of the water process installation, because:
There is no identified asset. Substantive substitution rights are in place for the Company throughout the period of use as the Company may, at its own discretion, replace the assets with another asset that produces the same volume and quality of water. In a DBFMO contract, the Company performance obligation is the delivery of a minimum volume of water, which meets the contractual quality requirements, during the contract term. In addition, the process water installation is usually built in a removal container which is easily to transport and connect to the customer installations and water tank. This substitution right is considered substantive by the Company as due to changing technology, the Company does want to optimise and improve, from a cost benefit, its manufacturing process of the required volume and quality water to be delivered to the customer.
The customer is not able to direct the use of the asset as the responsibility to operate and maintain the water process installation is only with the Company and the customer is only permitted to have access to observe the water process installation. The installation delivers the volume of water in a buffer tank owned by the customer. The contractual delivery of a minimum volume of water is the combination of the output of the water process installation and tap water. The Company can decide, at its own discretion and for a time decided by the Company, to stop the water process production for maintenance or other reasons.
As a result, the WaaS arrangements are accounted for in accordance with IFRS 15 contracts with customers.
Revenue recognized over time - performance obligation
Design and build a wastewater treatment plant
The Company has identified five possible performance obligations (design/engineering, procurement, equipment/transportation, siteworks, commissioning/startup) and assessed whether these performance obligations are capable of being distinct and are distinct within the context of the contract. The Company came to the conclusion that the performance obligations identified are not distinct within the context of the contract based on the interdependency and the interrelation of the services and goods provided. The customer expects to receive a working wastewater treatment plant as final product.
Revenue of this revenue stream is recognized over time as the entity's performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date.
In determining the revenue to be recognized at the end of the reporting period, the Company has estimated the (i) progress over time and (ii) the margin that will be realized for the project.
The progress over time is estimated based on the milestones reached and the expected margin at the end of the reporting period. The milestones reached are a relevant indicator of progress over time and
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 24the contractual pricing per milestone reflects the revenue to be recognized at each milestone. The Company identified the following milestones and each milestone is allocated a certain percentage of the total estimated margin:
Basic/detailed engineering & procurement
Equipment
Siteworks
Startup & commissioning
The siteworks can be performed by the Company or by a subcontractor. In case the siteworks are performed by a subcontractor, the Company controls the goods and services before transferring to the customer and has discretion in the price setting of these siteworks. The Company is therefore principal and recognizes revenue on a gross basis.
Design and build a process water installation
Similar to the design and build of a wastewater treatment plant, the company assessed that there is one performance obligation and recognizes revenue under the project business sales model and the DBMO model for the construction of the water process installation over time, i.e. over the period when the installation is being designed and build. In determining the revenue to be recognized at the end of the reporting period, the Company has estimated the (i) progress over time and (ii) the margin that will be realized for the project.
For contracts that started before 1 January 2025 the progress over time is estimated based on the direct costs incurred versus the total budgeted costs. The budget costs and the estimated margin on the project for the design and build of the process water installation is reviewed and, if necessary, revised at each reporting period.
For contracts that started after 1 January 2025 the progress over time is estimated based on milestones reached and the expected margin at the end of the reporting period. After a thorough analysis of the business models related to the design and build of the wastewater treatment plants and the process water installations, management decided that there is no reason to apply different accounting policies for revenue recognition. This change is also in line with the internal restructuring which results in one business unit in which management is responsible for the building of all installations sold in the project business sales model, refer to Note 5 for more information in the restructuring. The Company identified the following milestones and each milestone is allocated a certain percentage of the total estimated margin:
Basic/detailed engineering & procurement
Construction in factory (opposed to wastewater treatment plants, process water installations are usually constructed in the Company's own factory)
Siteworks
Startup & commissioning
Defined benefit plan
The Company has active group insurance plans in Belgium with minimum guaranteed return which is based on an average of 10-year government bond yields with a minimum of 1,75% and a maximum of 3,75% (currently equal to 2,50%) for all contributions which are accounted for as a defined benefit plan. The Company makes use of an expert in performing the actuarial calculations using the project unit credit method. The actuarial calculation requires significant estimate with regards to the discount rate, inflation rate, salary increases and withdrawal rate. In making those estimates, management together with the expert make use of objective sources and historical information. More information on the estimate is provided in note 18.
The Company has also two dormant group insurance plans (for executive and for the employees) in Belgium. As of July 1, 2021 employer contributions for new and existing employees are made with respect to the active "branch 23" pension plans.
The Company also has pension obligations in The Philippines, Thailand and France. More information on the estimate is provided in note 18.
Recognition of deferred tax assets over tax losses carried forward
Deferred taxes are recognized for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilized. Significant management judgement is required to
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 25determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits, together with future tax planning strategies.
The Company has 44.995 KEUR of tax losses carried forward. These losses do not expire and are not related to structural losses. The Company has recognized deferred tax assets over tax losses carried forward for a total amount of 10.385 KEUR. The Company has determined it can recognize deferred tax assets on the tax losses carried forward, since the Company expects to recover these losses within the foreseeable future. The Company expects an increase in revenue and operating profit resulting from the increasing importance of the DBFMO and Circeaulair business model in the near future and is considering tax planning opportunities and as such is convinced that the tax losses carried forward will be recovered in the near future.
Identification and valuation of internally generated intangible assets
When accounting for internally generated intangible assets, careful judgement is required to determine whether the costs incurred during the development phase meet the recognition criteria outlined in IAS 38 Intangible Assets. Internally generated intangible assets must be evaluated to assess whether they can be recognized as assets, as opposed to being expensed as incurred.
To meet the recognition criteria, management must determine that the asset is identifiable, controlled by the entity, and expected to generate future economic benefits. This includes assessing whether the asset is capable of being separately identified and whether it is probable that the entity will derive future cash inflows from the asset.
A key challenge in assessing internally generated intangible assets is distinguishing between the research and development phases of a project. Costs incurred during the research phase must be expensed, as they are considered uncertain and not directly attributable to the creation of an identifiable asset. However, costs incurred during the development phase may be capitalized if certain criteria are met. These include demonstrating technical feasibility, the intention to complete the asset, the ability to use or sell it, and the ability to reliably measure the costs attributable to the asset.
Judgement is also necessary in assessing the reliable measurement of costs. Management must be able to allocate and measure costs that are directly attributable to the creation of the asset, such as direct labor and material costs, without including general overhead costs unless they can be directly linked to the asset.
Useful life and residual value of intangible asset and property, plant and equipment
Judgement is required in estimating the useful lives and residual value of intangible and tangible assets. The residual value is the estimated amount that would be currently obtained from the disposal of the asset, after deducting the estimated costs of disposal, if the assets were already of the age and in the condition expected at the end of its useful life. The Company reviews the its estimated useful life as well as the residual value of intangible and tangible assets on an annual basis.
The valuation of the WaaS facilities requires specific judgment regarding the useful life of the installations. Although a WaaS contract contains a purchase option of EUR 1 at the end of the contract, the Company believes that the customer will renew the contract under the same commercial terms, and thus cash flow will continue to be guaranteed beyond the minimum contract period.
Impairment testing on goodwill
Impairment exists when the carrying value of an assets or cash-generating unit exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use. The fair value less costs to sell is based on available data from binding sales transactions in an arm's length transaction of similar assets or observable market prices less incremental costs for disposing of the asset. The value in use is based on a discounted cash flow method that contains cash flows for the following five years and a residual value as of year six. The estimates in the valuation method are based on experience from the past, existing agreements and forecast looking information of existing customers and partners, supplemented where relevant with market evolutions.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 26Amortization of inventory
Inventories are measured at the lower of cost and net realisable value. The estimation of net realisable value involves significant judgement, as it requires management to assess the future economic benefits of inventory items and determine whether any adjustments are necessary due to factors such as changes in market conditions, technological obsolescence, or product demand.
The process of determining net realisable value involves estimating the selling price of the inventory in the ordinary course of business, less any costs to complete and sell the inventory. These estimates require assumptions regarding future sales prices, production costs, and other relevant factors. In some cases, management may need to consider the specific condition of individual inventory items or groups of items, including the potential for impairment, damaged goods, or inventory nearing expiry or obsolescence.
Inventory items on which there is low movement are amortized based on the inventory rotation. The inventory rotation is calculated based on the average consumption of the last 2 years:
Inventory rotation less than 3 years: no amortization
Inventory rotation between 3 and 5 years: 5% amortized
Inventory rotation between 5 and 10 years: 10% amortized
Inventory rotation of more than 10 years: 20% amortized
Chemical items with a low movement are 60% amortized, regardless the rotation, because these items have an expiration date.
Especially with regard to inventory items that were already assembled and disassembled in 2023 because a commercial settlement was reached with the client, additional judgement is required in estimating the net realisable value.
Operating segments
As from January 2025 the reportable segments have been adjusted, resulting in the following two reportable segments:
Project Business model: the contracts with the customer are to design and build a process water installation and/or a wastewater installation, ownership and control over the process water installation is transferred to customer or an Asset Company (in the case of a WaaS contract, in which the contract with the customer is in substance the delivery, during the contractual period, of a guaranteed minimum volume of water which meet the contractual quality requirements) for the percentage that the Asset Company is owned by an external party.
Recurring Business model: includes the recurring services, sales of consumables, rentals, operations and maintenance of installations sold to the customer or an Asset Company for the percentage that the Asset Company is owned by an external party.
These segments are reflected in the internal reporting as from January 2025 and the organizational restructuring as will be put in place as from September 2025. As of 1 September 2025, the Company will operate through two dedicated business units i.e. Project Business and Recurring Business, each with a distinct mandate, cutting across legal and tax entities. This structure enhances client focus, operational efficiency, and knowledge-sharing.
No operating segments have been aggregated to form the above reportable operating segments. The measurement principles used by the Company in preparing this segment reporting are also the basis for segment performance assessment and are in conformity with IFRS. The Executive Committee consisting of the Chief Executive Officer, The Chief Finance Officer and the Chief Strategy & Growth Officer acts as the operating decision unit. As a performance indicator, the chief operating decision unit controls the performance by the Company's revenue, adjusted EBITDA and EBITDA.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 27in 000€
PROJECT BUSINESS
RECURRING BUSINESS
TOTAL SEGMENTS
Revenue
36.625
14.492
51.117
Other operating income
661
356
1.017
Purchases of materials
-23.085
-5.846
-28.931
Services and other goods
-4.405
-2.325
-6.730
Employee benefit expense
-12.593
-7.063
-19.656
Other operating charges, net
-146
-91
-237
Adjusted EBITDA
-2.943
-477
-3.420
EBITDA adjustments
-1.360
474
-886
EBITDA
-4.303
-3
-4.306
Depreciation charges
-5.610
-4.026
-9.636
Operating profit / (loss)
-9.913
-4.029
-13.942
Financial expenses
-2.863
-1.160
-4.023
Financial income
415
168
582
Profit (loss) before tax
-12.361
-5.021
-17.383
Segment assets
-
19.590
19.590
Segment liabilities
-
-
-
An impairment on inventory of 866 KEUR has been recorded in the project business segment. This is mainly related to inventory items that were already assembled and disassembled in 2023 because a commercial settlement was reached with the client. The Company plans to use most of the items in the production of new WaaS installations in the course of 2025, however, an impairment has been recorded to reflect the cost that will be required to restore the items to its original state. In addition, an impairment loss is recorded on drinking water containers that were built years ago for a new project that has as yet not been started.
The total assets amount to 158.575 KEUR. The assets not allocated to one of the segments are corporate assets supporting the business as a whole.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 28in 000€
PROJECT BUSINESS
RECURRING BUSINESS
TOTAL
Revenue
35.454
12.183
47.637
Other operating income
398
113
511
Purchases of materials
-24.425
-4.676
-29.101
Services and other goods
-3.800
-2.495
-6.295
Employee benefit expense
-11.487
-5.062
-16.549
Other operating charges, net
-126
-27
-153
Adjusted EBITDA
-3.986
36
-3.950
EBITDA adjustments
-684
-
-684
EBITDA
-4.670
36
-4.634
Depreciation charges
-4.887
-3.539
-8.426
Operating profit / (loss)
-9.557
-3.503
-13.060
Financial expenses
-1.595
-1.347
-2.942
Financial income
363
135
498
Profit (loss) before tax
-10.789
-4.715
-15.504
Segment assets
-
19.335
19.335
Segment liabilities
-
-
-
The total assets amount to 155.982 KEUR. The assets not allocated to one of the segments are corporate assets supporting the business as a whole.
The EBITDA-adjustments in 2024 relate to the acquisition of GWE (500 KEUR) and start-up costs for foreign business (209 KEUR).
The EBITDA-adjustments in 2025 relate to:
The sale of the old headquarters in Tielt (1.828 KEUR gain on sale minus 250 KEUR related expenses),
Expenses made for the Waterkracht project in previous years that have been expensed in 2025 as a result of the removal of the Waterkracht project from the accounting (1.279 KEUR),
the settlement of a legal case (249 KEUR),
start-up costs for foreign business (424 KEUR)
recruitment of the new CFO and CEO (139 KEUR)
lawyer fees for the FSMA investigation (117 KEUR) and
fees for an independent business review (150 KEUR).
in 000€ | 2025 | 2024 |
Belgium | 97.898 | 96.914 |
APAC | 412 | 202 |
Africa | 3 | 3 |
United States | 11 | 35 |
Rest of Europe | 10.109 | 9.808 |
Total non-current assets | 108.433 | 106.962 |
29
Most non-current assets less deferred tax assets are located in Europe, as is shown in the table below:
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 20256. Income and expenses | ||
6.1. Revenue | ||
The revenue by product and service can be presented as follows: in 000€ | 2025 | 2024 |
Consumables | 1.956 | 2.123 |
Services | 8.523 | 7.355 |
WaaS revenue | 4.460 | 3.088 |
One off sales of water process and wastewater installations | 36.178 | 35.070 |
Total revenue by product type | 51.117 | 47.637 |
Revenue related to consumables and single services is satisfied at a certain point in time. Revenue related to services, WaaS and Project Business of water process installations and water treatment plants is recognized over time.
The revenue can be presented by geographical area, based on the region in which the customer is domiciled, as follows:
in 000€ | 2025 | 2024 |
Belgium | 13.630 | 10.029 |
APAC | 5.377 | 2.227 |
Africa | 1.990 | 2.893 |
America | 19.927 | 18.838 |
Rest of Europe | 10.193 | 13.650 |
Total revenue by geography | 51.117 | 47.637 |
One client, represents 7.384 KEUR or 14% of the consolidated revenue in 2025. The total contracted value of the project amounts to 11.316 KEUR, of which 8.524 KEUR has already been paid. Services have been delivered for a total value of 8.104 KEUR, resulting in a contract liability of 420 KEUR.
The other operating income mainly relates to the sale of the old headquarters in Tielt (1.578 KEUR), a gain realized on the sale of 2 proceswater containers from the rental fleet (125 KEUR) and the cross-charging of costs to the joint venture Water-as-a-service Asia (254 KEUR).
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 30Purchase of materials | -24.977 | -21.413 |
Subcontractors | -4.066 | -7.688 |
Total purchases of materials | -29.043 | -29.101 |
Fleet charges | -716 | -713 |
Housing | -681 | -447 |
Fees for recruitment and social agency | -273 | -182 |
IT charges | -790 | -713 |
Office charges | -519 | -349 |
Professional fees | -1.810 | -1.583 |
Sales and promotion charges | -2.827 | -2.489 |
Small material charges | -158 | -156 |
Total Services and other goods | -7.775 | -6.632 |
The purchase of equipment materials relates to the materials purchased for the building of the water process installations, wastewater treatment plants, as well as the purchase of consumables. The other purchases are related to outsourced production capacity.
Housing and office charges increased due to the move to the new headquarters and legal fees for the settlement of a legal case with a client.
Fees for recruitment and social agency increased due to the recruitment of a new CFO and CEO in 2025.
The professional fees only include the fees paid to the accountants, lawyer, design agencies and other service providers to the Company.
Sales and promotion charges increased due to higher travel expenses resulting from the growing international business.
6.3. Employee benefits expenses
in 000€ | 2025 | 2024 |
Gross Salaries | -12.172 | -9.518 |
Social Security charges | -2.868 | -2.411 |
Wages self-employed and temporary | -4.012 | -3.557 |
Group Insurance | -394 | -428 |
Share based payment costs | - | -2 |
Other Insurance | -239 | -192 |
Other payroll charges | -1.066 | -881 |
Total employee benefit expenses | -20.751 | -16.989 |
The increase in employee benefit expenses is attributable, one the one hand, to an increase of FTE's (245,9 in 2025 vs. 228,9 in 2024), and, on the other hand, to the accounting for the Waterkracht project. Hours worked on the project for a total value of 937 KEUR have been recognized on the balance sheet in 2024 as costs to fulfill the contract. In 2025 these hours have been expensed as a cautious measure. When also considering the people working through a management company and interim labour total average FTE for 2025 amounts to 280,2 (258,6 FTE in 2024). The gross salaries in 2025 were decreased with the capitalized labour cost amounting to 1.713 KEUR (2024: 1.520 KEUR). These costs are capitalized in the context of the production of WaaS installations.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 202531
Non deductible taxes & contributions | -140 | -110 |
Traffic loads | -20 | -13 |
Penalties | -3 | -1 |
Loss on receivables | -212 | -4 |
Other operating charges | -74 | -32 |
Total other operating charges | -449 | -160 |
The loss on receivables is related to the settlement of a legal case with a client. 6.5. Financial expenses and income in 000€ | 2025 | 2024 |
Interest charges - borrowings | -2.680 | -2.153 |
Interest charges - lease liabilities | -342 | -446 |
Bank charges | -250 | -136 |
Exchange differences | -705 | -204 |
Other financial expenses | -46 | -4 |
Financial expenses | -4.023 | -2.942 |
Exchange differences | 517 | 224 |
Payment discounts and differences | 3 | 5 |
Interest income | 54 | 11 |
Other financial income | 8 | 258 |
Financial income | 582 | 498 |
Net financial result | -3.441 | -2.444 |
Financial expenses increased due to interests on short-term credit lines and additional loans drawn in 2025 for the construction of the new headquarters (4.000 KEUR) and the financing of new WaaS installations (6.138 KEUR).
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 32Income and deferred taxes
The major components of income tax expense are:
for the year ending 31st Decemberin 000€
2025
2024
Consolidated statement of profit or loss
Current income tax:
Estimated tax liability for the year
810
718
Deferred income tax:
Relating to origination and reversal of temporary differences
-703
-886
Relating to tax loss carried forward
-3.995
-3.259
of which has been recorded directly in equity (other reserves)
-
-
Income tax credit reported in the consolidated statement of profit or loss
-3.888
-3.427
Consolidated statement of other comprehensive income
Deferred tax related to items recognized in OCI during the year:
Tax expense/(income) on actuarial gains and losses
10
-33
Tax expense/(income) related to heding
21
35
Deferred tax (credited) / charged to OCI
31
2
Reconciliation of tax expense and the accounting loss multiplied by Ekopak's domestic tax rate is as follows:
in 000€ 2025 2024
Loss from continuing operations before income tax expense
-17.383
-15.504
Loss before tax
-17.383
-15.504
Tax expense/(income) at the statutory tax rate of 25%
-4.345
-3.876
Disallowed expenses
90
79
Difference in foreign tax rates
-23
-20
Catch-up of previously unrecognised tax losses
-463
-
Tax losses for which no DTA is recognized
853
485
Share in profit or loss of equity-accounted investments
-
-39
Other
15
-14
Other local tax
25
2
R&D tax credit
-40
-44
Income tax credit
-3.888
-3.427
The domestic tax rate is 25% for both 2025 and 2024. The pillar 2 minimum tax rate is not applicable.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 202533
The deferred taxes by nature are explained as follows:
Consolidated statement Consolidated statement of financial position At December 31 of profit or loss & OCI For the year-ending December 31in 000€
2025
2024
2025
2024
Tax losses
10.385
6.390
3.995
3.259
Elimination of unrealized profits
116
116
-
3
Share in profit or loss of equity-accounted investments
-
39
-39
39
Pension liabilities
162
173
-11
-4
Leases
7
44
-37
30
tax credit
135
115
20
12
Hedge accounting
16
45
-29
34
Offsetting of deferred tax
74
-9
83
357
Total deferred tax assets
10.895
6.913
3.982
3.730
Property, plant & equipment
-256
-273
17
17
Intangible assets
-6.428
-7.179
751
752
Inventory valuation
-
-
-
-
Offsetting of deferred tax
-74
9
-83
-357
Total deferred tax liabilities
-6.758
-7.443
685
413
Net deferred tax liability
4.137
-530
Total deferred tax (expense)/income in P&L
4.698
4.145
Total deferred tax (expense)/income in OCI
-31
-2
Total deferred tax (expense)/income in other reserves
−
−
The Company has 44.995 KEUR of tax losses carried forward, of which 17.630 KEUR related to 2025. These losses do not expire and are not related to structural losses. The Company has recognized deferred tax assets over tax losses carried forward for a total amount of 10.385 KEUR. The Company has determined it can recognize deferred tax assets on the tax losses carried forward, since the incurred losses are attributable to start-up losses that have now been overcome based on the strong results in the second half o 2025, and the Company expects to recover these losses within next 4 to 6 years. The Company expects an increase in revenue and operating profit resulting from the increasing importance of the DBFMO and Circeaulair business model in the near future and is considering tax planning opportunities and as such is convinced that the tax losses carried forward will be recovered in the near future. Additionally, there is an opportunity for tax planning with entities that are tax-profitable.
Goodwill
As a result of the new organizational structure implemented in 2025, the cash generating units within the "Group" have changed. The entities acquired through mergers and acquisitions are fully integrated operationally and no longer constitute separate cash generating units. In our half-year results, WaaS was reported as a separate cash generating unit but as a result of the signed partnership with a dedicated infrastructure fund to finance WaaS installations in the second half year, this is no longer the case. Consequently, the construction and operation of the WaaS-installations will be managed separately by the Project Business and Recurring Business unit, respectively.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 34The two cash generating units are now: Recurring Business and Project Business. The goodwill is allocated to the CGU's as follows:
At December 31
in 000€
2025
2024
Recurring Business
1.336
1.336
Project Business
18.013
18.013
Total goodwill
19 349
19 349
The goodwill relates to the acquisition of iServ BV for an amount of 1.035 KEUR (allocated to the Recurring CGU), the acquisition of Covalente, H2O Production and SCI du Cèdre Bleu that for an amount of 1.125 KEUR (allocatd to the Recurring and Project Business CGU's) and the acquisition of GWE for an amount of 17.189 KEUR (allocated to the Project Business CGU). Goodwill is allocated to the CGU's based on the portion of the expected future revenue in the CGU's. Management believes that this method accurately reflects the relative economic benefits that each segment is expected to derive from the acquired business.
Recurring Business CGU:
As per December 31, 2025 the "Group" performed an impairment analysis on the goodwill related to the Recurring Business and determined the value in use based upon a discounted cash flow method that contains cash flows for the following five years and a residual value as of year six. The value retrieved from the valuation model is for 85% related to the terminal value. The estimates in the valuation method are based on experience from the past, existing agreements and forecast looking information of existing customers and partners, supplemented where relevant with market evolutions.
The assumptions used in the model are the pre-tax discount rate (pre-tax WACC) of 10,28%, a perpetual growth rate of 2% and EBITDA as a percentage of sales of 32%. There is significant headroom between the recoverable amount and the carrying value of the CGU. Also an increase of the pre-tax WACC by 1%, a decrease of the perpetual growth rate to 0% or a decrease of the EBITDA in absolute value by 30% does not lead to any impairment losses.
Based on the above information, management concluded that no impairment losses need to be recorded.
Project Business CGU:
As per December 31, 2025 the "Group" performed an impairment analysis on the goodwill relatd to the Project Business and determined the value in use based upon a discounted cash flow method that contains cash flows for the following five years and a residual value as of year six. The value retrieved from the valuation model is for 69% related to the terminal value. The estimates in the valuation method are based on experience from the past, existing agreements and forecast looking information of existing customers and partners, supplemented where relevant with market evolutions.
The assumptions used in the model are the pre-tax discount rate (pre-tax WACC) of 13,67%, a perpetual growth rate of 2% and EBITDA as a percentage of sales of 15%. There is significant headroom between the recoverable amount and the carrying value of the CGU. An increase of the pre-tax WACC by 1%, a decrease of the perpetual growth rate to 0% or a decrease of the EBITDA in absolute value by 30% does not lead to any impairment losses.
Based on the above information, management concluded that no impairment losses need to be recorded.
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 35Intangible assets
The intangible assets as per December 31, 2025 consist of customer list, software, technology and other intangible assets.
The software relates to capitalized standard software purchased or licensed from third parties and the cloudplatform used for monitoring of the service activities. The other intangible assets are mainly consisting of an electronic 3D design components library for which external expenses of technical designers have been capitalized.
The Company has been awarded 3 grants from VLAIO (Vlaamse Adviesraad voor Innoveren en Ondernemen) for the research to improved techniques for water treatment for a total of 1.090 KEUR, of which 849 KEUR has already been received. The grants are conditional upon the performance of sufficient hours on the projects and the financial position of the Company.
The customer list results from the business combinations of iServ BV, H2O Production and GWE group. The customer list is depreciated straight line between 12 and 15 years.
The technology results from the business combination of GWE group. and is depreciated straight line over 9 years.
The investments mainly relate to the development of new engineering and design software.
The transfers relate to a reclass to property, plant and equipment following a correction of an incorrect classification.
The changes in the carrying value of the intangible assets at December 31, 2025 and 2024 can be presented as follows:
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 36in 000€
Customer list
Software
Technology
Other intangible assets
Total
Acquisition value
At January 1, 2024
21.924
911
9.972
941
33.748
Additions
-
137
-
446
583
Other - final PPA GWE
1.383
-
75
-
1.458
At December 31, 2024
23.307
1.048
10.049
1.387
35.791
Additions
−
76
−
782
859
Disposals
−
-204
−
−
-207
Transfers
−
−
−
-273
-273
Currency translation
−
−
−
−
-
At 31st December 2025
23.307
920
10.049
1.896
36.170
Amortization
At January 1, 2024
-918
-301
-369
-38
-1.626
Additions
-1.893
-187
-1.116
-
-3.196
Other - final PPA GWE
-136
-
-3
-
-139
At December 31, 2024
-2.947
-487
-1.488
-38
-4.960
Additions
-1.893
-289
-1.116
-4
-3.303
Disposals
−
204
-
-
204
Transfers
−
−
−
−
-
Currency translation
−
−
−
−
-
At December 31, 2025
-4.840
-572
-2.604
-42
-8.059
Net carrying value
At January 1, 2024
21.006
610
9.603
903
32.122
At December 31, 2024
20.360
561
8.561
1.349
30.830
At December 31, 2025
18.467
348
7.445
1.854
28.110
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 37Property, Plant and Equipment
The land and buildings relate to the owned properties of the Company that are used as production and administrative facilities. The additions during 2025 relate to investments for the building of its new business premises on the De Prijkels site in Deinze for 5.545 KEUR. 15.737 KEUR is transferred from the buildings under construction, which is related to the administrative facilities that have been put into use in March 2025. 52 KEUR interests with regard to the new headquarters have been capitalized. The capitalization rate used is the interest rate of the loan i.e. 3,80%.
The disposal is related to the old headquarters in Tielt that have been sold for 3.120 KEUR. The net book value of the land, buildings and furniture on the date of the sale amounted to 1.292 KEUR. 250 KEUR expenses have been made to facilitate the sale, resulting in a plus value of 1.578 KEUR.
The land and buildings have a mortgage in favour of a bank for a total amount of 75 KEUR and mortgage mandates for a total amount of 25.585 KEUR. There are no other restrictions or pledges on the property, plant and equipment. We refer to note Error! Reference source not found. for further information on the pledges and guarantees.
WaaS, Rental and Pilot installations increased for a net amount of 2.274 KEUR, which is related to the construction of new WaaS-installations for clients. A total amount of 7.678 KEUR is transferred and consists of capitalizations of WaaS, Rental and Pilot installations. A part of the DBFMO installations 826 KEUR has been reclassified to inventory, as they will not be used as fixed assets but rather as materials for the construction of new WaaS installations. The sales of DBFMO installations are mainly related to the sale of two rental containers to a customer.
Several WaaS and Pilot installations and rental containers entered into a sale and leaseback transaction with a financial institution. The carrying value of all installations financed via sale and leaseback amounts to 14.278 KEUR as per December 2025. Legal ownership of these assets is transferred to the financial institution. Ekopak has a repurchase option.
The machinery and equipment consist of warehouse equipment, computer equipment and diverse tools, equipment and machinery used for the production of installations.
The right-of-use assets mainly relate to leased vehicles and buildings. The additions mainly relate to the lease of solar panels and audio-visual material located on the new premises in Deinze and a new office lease in the Philippines.
The changes in the carrying value of the property, plant and equipment at December 31, 2025 and 2024 can be presented as follows:
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 38Land and buildings | DBFMO Installations | and Equipment | and equipment | Vehicles | Right-of-use assets | progress buildings | progress -DBFMO | Total | ||||||||||
Acquisition value (in 000€) | ||||||||||||||||||
At 1st January 2024 | 12.288 | 10.245 | 4.695 | 507 | 795 | 4.907 | 2.946 | 4.341 | 40.724 | |||||||||
Additions | 147 | 561 | 425 | 241 | 125 | 4.158 | 16.825 | 7.899 | 30.381 | |||||||||
Business combinations | - | - | - | - | - | - | - | - | - | |||||||||
Disposals | - | -15 | -43 | -15 | -219 | -410 | - | -2.103 | -2.805 | |||||||||
Lease modifications | - | - | - | - | - | 108 | - | - | 108 | |||||||||
Transfers | 6.394 | 5.046 | -2.976 | - | 41 | -18 | -6.180 | -2.294 | 12 | |||||||||
Currency Translation | - | - | - | 4 | 1 | 5 | - | - | 10 | |||||||||
At December 31, 2024 | 18.829 | 15.837 | 2.101 | 737 | 743 | 8.750 | 13.591 | 7.843 | 68.430 | |||||||||
At 1 January 2025 | 18.829 | 15.837 | 2.101 | 737 | 743 | 8.750 | 13.591 | 7.843 | 68.430 | |||||||||
Additions | 3.475 | 428 | 291 | 352 | 17 | 2.051 | 2.209 | 3.303 | 12.126 | |||||||||
Business combinations | - | - | - | - | - | - | - | - | - | |||||||||
Disposals | -2.674 | -634 | -90 | -146 | -54 | -267 | - | -188 | -4.053 | |||||||||
Lease modifications | - | - | - | - | - | 26 | - | - | 26 | |||||||||
Transfers | 15.552 | 7.043 | 256 | 4 | 7 | - | -15.737 | -7.678 | -553 | |||||||||
Currency Translation | - | - | -11 | -21 | -4 | -26 | - | - | -62 | |||||||||
Change in accounting policy | - | - | - | - | - | - | - | - | - | |||||||||
Other | - | - | - | - | - | - | - | - | - | |||||||||
Impairment loss | - | - | - | - | - | - | - | - | - | |||||||||
At December 31, 2025 | 35.182 | 22.674 | 2.547 | 926 | 709 | 10.534 | 63 | 3.280 | 75.914 | |||||||||
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 39Land and buildings | DBFMO Installations | and Equipment | and equipment | Vehicles | Right-of-use assets | progress buildings | progress -DBFMO | Total | |
Depreciation (in 000€) | |||||||||
At 1st January 2024 | -2.037 | -2.436 | -1.232 | -374 | -474 | -1.480 | - | -2.103 | -10.136 |
Additions | -637 | -1.723 | -325 | -78 | -115 | -1.657 | - | - | -4.535 |
Business combinations | - | - | - | - | - | - | - | - | - |
Disposals | - | 4 | 40 | 13 | 130 | 396 | - | 2.103 | 2.686 |
Lease modifications | - | - | - | - | - | 50 | - | - | 50 |
Transfers | - | -193 | 193 | - | -18 | 18 | - | - | - |
Currency Translation | - | - | -1 | -1 | -1 | -3 | - | - | -6 |
At December 31, 2024 | -2.674 | -4.348 | -1.325 | -440 | -478 | -2.676 | - | - | -11.941 |
At 1 January 2025 | -2.674 | -4.348 | -1.325 | -440 | -478 | -2.676 | - | - | -11.941 |
Additions | -1.252 | -2.201 | -327 | -114 | -84 | -1.935 | - | - | -5.911 |
Business combinations | - | - | - | - | - | - | - | - | - |
Disposals | 1.398 | 203 | 89 | 131 | 38 | 258 | - | - | 2.117 |
Lease modifications | - | - | - | - | 4 | 151 | - | - | 155 |
Transfers | 2 | -21 | 21 | - | -2 | - | - | - | - |
Currency Translation | - | - | 5 | 5 | 4 | 11 | - | - | 24 |
Reversal of impairments | - | 110 | - | - | - | - | - | - | 110 |
Other | - | - | - | - | - | - | - | - | - |
Impairment loss | - | - | - | - | - | - | - | - | - |
At December 31, 2025 | -2.526 | -6.257 | -1.537 | -418 | -518 | -4.191 | - | - | -15.446 |
Net book value | |||||||||
At January 1, 2024 | 10.251 | 7.809 | 3.463 | 133 | 321 | 3.427 | 2.946 | 2.238 | 30.588 |
At December 31, 2024 | 16.155 | 11.490 | 776 | 297 | 265 | 6.074 | 13.591 | 7.843 | 56.490 |
At December 31, 2025 | 32.656 | 16.418 | 1.010 | 508 | 191 | 6.343 | 63 | 3.280 | 60.469 |
Integrated Annual Report 2025 | Financial report
Ekopak NV - IFRS Consolidated Financial Statements - 2025 40