Fourlis Holdings S.a.ATHEX: FOYRK

Financial Report H1 ’25

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FOURLIS HOLDINGS S.A. REG. NO: 13110/06/Β/86/01 GENERAL COMMERCIAL REGISTRY NO: 258101000 LEI Registration Number: 213800V54ASIMZREDX49 REGISTERED SEAT - HEADQUARTERS: ERMOY 25 - 14564 KIFISSIA Interim Condensed Financial Statements For the period 1/1/2025 to 30/6/2025 (TRANSLATED FROM THE GREEK ORIGINAL) (In accordance with Law 3556/2007) Table of Contents

Statements of the Members of the Board of Directors 3

INTERIM REPORT OF THE BOARD OF DIRECTORS OF THE COMPANY FOURLIS HOLDINGS SA for the period 1/1 - 30/6/2025 4

Report on Review of Interim Financial Information 53

Interim Condensed Statement of Financial Position (Consolidated and Separate) as at June 30, 2025 55

Interim Condensed Income Statement (Consolidated) for the period 1/1 to 30/6/2025 and 1/1 - 30/6/2024 56

Interim Condensed Statement of Comprehensive Income (Consolidated) for the period 1/1 to 30/6/2025 and 1/1 - 30/6/2024 57

Interim Condensed Income Statement (Separate) for the period 1/1 to 30/6/2025 and 1/1 -

30/6/2024 58

Interim Condensed Statement of Comprehensive Income (Separate) for the period 1/1 to 30/6/2025 and 1/1 - 30/6/2024 59

Interim Condensed Statement of Changes in Equity (Consolidated) for the period 1/1 to 30/6/2025 and 1/1 - 30/6/2024 60

Interim Condensed Statement of Changes in Equity (Separate) for the period 1/1 to 30/6/2025 and 1/1 - 30/6/2024 61

Interim Condensed Statement of Cash Flows (Consolidated and Separate) for the period 1/1 to 30/6/2025 and 1/1 - 30/6/2024 62

Notes to the Interim Condensed Financial Statements (Consolidated and Separate) as at June 30, 2025 63

Web site for the publication of the Interim Condensed Financial Statements 1/1 - 30/6/2025

. 104

‌Statements of the Members of the Board of Directors

(In accordance with article 4 par. 2 L. 3556/ 2007)

The undersigned below

  1. Vassilis S. Fourlis, Chairman of the Board of Directors,

  2. Dafni A. Fourlis, Vice Chairman of the Board of Directors, and

  3. Ioannis D. Vasilakos, Chief Executive Officer

We confirm that to the best of our knowledge:

  1. The Interim Condensed Financial Statements (Consolidated and Separate) of FOURLIS HOLDINGS SA for the period 1/1 - 30/6/2024 which have been prepared in accordance with International Accounting Standards (IAS 34), provide a true and fair view of the Assets, Liabilities and Shareholders' Equity along with the income statement of the Company as well as of the companies that are included in the consolidation taken as a whole, in accordance with provisions of paragraphs 3 to 5 of Art. 5 of L. 3556/2007 as it is in force.

  2. The Six-month Report of Board of Directors provides a true and fair view of information required based on paragraph 6 of Article 5 of L. 3556/2007.

Kifissia, September 8, 2025

The Chairman of the BoD The Vice Chairman of the BoD The Chief Executive Officer

Vassilis S. Fourlis Dafni A. Fourlis Ioannis D. Vasilakos

‌INTERIM REPORT OF THE BOARD OF DIRECTORS OF THE COMPANY FOURLIS

HOLDINGS SA for the period 1/1 - 30/6/2025

(according to Law 3556/2007)

  1. THE GROUP - Business Segments

    The parent company FOURLIS HOLDINGS S.A., with its direct and indirect subsidiaries, constitute the FOURLIS Group ("Group"), which is active in the retail of household equipment and furniture (IKEA Stores) and sports goods retailers (INTERSPORT & FOOT LOCKER Stores).

    The Group's direct and indirect subsidiaries, included in the consolidated data for the period 1/1 -

    30/6/2025, by sector and country of activity, are the following:

    1. Full Method

      Retail Trading of Home Furniture and Household Goods (IKEA Stores)

      The retail trading of home furniture and household goods segment includes the following companies:

      • HOUSEMARKET SA FOR THE TRADING OF HOME FURNITURE, HOUSEHOLD AND CATERING

        GOODS, with the distinctive title HOUSEMARKET SA and registered seat in Greece, in which the parent company has a direct shareholding of 100%.

      • H.M. HOUSEMARKET (CYPRUS) LTD, with the distinctive title HOUSEMARKET (CYPRUS) LTD and registered seat in Cyprus, in which the parent company has an indirect shareholding of 100%.

      • TRADE LOGISTICS COMMERCIAL AND INDUSTRIAL S.A., with the distinctive title "TRADE LOGISTICS SA" and registered seat in Greece, in which the parent company has an indirect shareholding of 100% (except for one share). The retail trading of home furniture and household goods segment includes warehousing services provided by the company TRADE LOGISTICS SA.

      • HOUSE MARKET BULGARIA EAD, with the distinctive title HOUSE MARKET BULGARIA EAD, and registered seat in Bulgaria, in which the parent company has an indirect shareholding of 100%.

      • WYLDES LIMITED with the distinctive title WYLDES LTD and registered seat in Cyprus, in which the parent company has an indirect shareholding of 100%. Through associated companies WYLDES LTD, VYNER LTD and SW SOFIA MALL ENTERPRISES LTD, the Group has a shareholding in the company SOFIA SOUTH RING MALL EAD, which operates one of the biggest malls in Sofia Bulgaria as well as its relevant business activities.

        On 4/2/2025, the Fourlis Group completed the sale of 19,279,935 (16% of the share capital) of TRADE ESTATES shares through a private placement, for a price of 29 million euros. As a result, the Group's shareholding in TRADE ESTATES decreased to less than 50% (47.32%), leading to the loss of control in TRADE ESTATES. In this context, at the date of the transaction and in accordance with the requirements of IFRS 10 "Consolidated Financial Statements", TRADE ESTATES ceased to be consolidated as a subsidiary, with the derecognition of its net assets from the Group's consolidated financial statements.

        Following the loss of control, the Group's remaining interest in TRADE ESTATES, was recognized as an investment in a subsidiary and is consolidated using the net position method, in accordance with the requirements of IAS 28 "Investments in Relatives and Joint Ventures". That transaction consists of two separate but simultaneously accounting events (the loss of control in TRADE ESTATES on the one hand and, on the other hand, the initial recognition and consolidation of the remaining interest as a relative).

        Retail Trading of Sporting Goods (INTERSPORT and FOOT LOCKER stores)

        The retail trading of sporting goods segment includes the following companies:

      • SPORTSWEAR MARKET SINGLE-MEMBER SOCIÉTÉ ANONYME with the distinctive title SPORTSWEAR MARKET S.A. and registered office in Greece, in which the parent company participates with a percentage of 100% of its share capital.

      • SPORTSWEAR MARKET SINGLE MEMBER LTD with the distinctive title SPORTSWEAR MARKET LTD and registered office in Greece, in which the parent company indirectly participates with a percentage of 100% of its share capital.

      • S.M. SPORTSWEAR MARKET LTD with the distinctive title SPORTSWEAR MARKET (CYPRUS) LTD and registered office in Cyprus, in which the parent company indirectly participates with a percentage of 100% of its share capital.

      • GENCO BULGARIA EOOD with the distinctive title GENCO BULGARIA EOOD and its registered office in Bulgaria, in which the parent company indirectly participates with a 100% percentage of its share capital.

      • TRADE LOGISTICS S.A. with the distinctive title TRADE LOGISTICS S.A. and registered office in Greece, in which the parent company indirectly participates with a percentage (except for one share) of its share capital. In the sports goods retail sector, the supply chain services provided by TRADE LOGISTICS S.A. are included.

      • GENCO TRADE SRL with the distinctive title GENCO TRADE SRL and registered office in Romania. The parent company participates directly with a percentage of 1.57% and indirectly with a percentage of 98.43% of its share capital.

      • SPORTSWEAR MARKET ROMANIA and registered office in Romania. The parent company indirectly participates with a percentage of 100% of its share capital.

      In April 2025, the Fourlis Group completed the acquisition of Foot Locker's operations in Greece and Romania, marking an important milestone in its strategic partnership with Foot Locker. The acquisition includes the transfer of three existing Foot Locker stores and its online store in Greece and three existing Foot Locker stores in Romania, which are now managed by the Fourlis Group. The acquisition is part of the licensing agreements signed between the Fourlis Group and Foot Locker in August 2024 under which the group has the exclusive rights to develop the Foot Locker store network in eight countries in

      Southeast Europe: Greece, Romania, Bulgaria, Cyprus, Slovenia, Croatia, Bosnia and Herzegovina and Montenegro.

      In addition, in 2022, the company WELLNESS MARKET SINGLE-MEMBER S.A. was founded with the distinctive title WELLNESS MARKET S.A. and registered office in Greece, in which the parent company directly participates with a percentage of 100% of its share capital and is active in the retail sale of health and wellness items. As of 30/6/2025, eleven (11) stores and one (1) e-shop store are operating in Greece.

    2. Net Equity method

    The Group's consolidated data include the following affiliated companies:

    • VYNER LTD with the distinctive title VYNER LTD and registered office in Cyprus, in which WYLDES LIMITED participates with a percentage of 50% of its share capital.

    • SW SOFIA MALL ENTERPRISES LTD with registered office in Cyprus, in which WYLDES LIMITED participates with a 50% interest in its share capital.

    • RETS CONSTRUCTION S.A. and registered office in Greece, in which TRADE ESTATES REIC holds a 50% shareholding in its share capital.

    • EVITENCO REAL ESTATE DEVELOPMENT AND EXPLOITATION S.A. and registered office in Greece, in which TRADE ESTATES S.A. participates with a percentage of 44.69% of its share capital.

    • TRADE ESTATES REAL ESTATE INVESTMENT COMPANY with the distinctive title TRADE ESTATES REIC and registered office in Greece, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

    • TRADE ESTATES BULGARIA EAD with the distinctive title TRADE ESTATES BULGARIA EAD and registered office in Bulgaria, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

    • TRADE ESTATES CYPRUS LTD with the distinctive title TRADE ESTATES CYPRUS LTD and its registered office in Cyprus, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

    • H.M. ESTATES CYPRUS LTD with the distinctive title H.M. ESTATES CYPRUS LTD and registered office in Cyprus, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

    • KTIMATODOMI SINGLE-MEMBER SOCIÉTÉ ANONYME and registered office in Greece, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

    • VOLYRENCO REAL ESTATE DEVELOPMENT AND EXPLOITATION S.A. and registered office in Greece, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

    • POLIKENCO REAL ESTATE DEVELOPMENT AND EXPLOITATION S.A. with registered office in Greece, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

    • MANTENKO REAL ESTATE DEVELOPMENT AND EXPLOITATION S.A. with registered office in Greece, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

    • YALOU SINGLE-MEMBER SOCIÉTÉ ANONYME FOR COMMERCIAL TOURISM ACTIVITIES & REAL

    ESTATE EXPLOITATION with registered office in Greece, in which the parent company and its subsidiaries participate directly and indirectly with a percentage of 47.32% of its share capital.

  2. Consolidated Group Results

    (The amounts are in thousands of euros unless otherwise stated)

    Sales of the retail household equipment and furniture sector (IKEA Stores) compared to the corresponding period of 2024 increased by 3.8%, while the sales of the retail sports goods sector (INTERSPORT & FOOT LOCKER Stores) increased by 14.8%.

    Analytically:

    The retail household equipment and furniture sector (IKEA Stores) presented sales of 166.7 million euros for the first half of 2025 (first half of 2024: amount of EUR 160.6 million). The total EBITDA of the sector, as defined in section 8 of the Management Report, reached the amount of EUR 20.6 million, compared to an amount of 23.4 million euros in 2024. The total EBITDA (adjusted) of the sector, as defined in section 8 of the Management Report, reached the amount of EUR 8.6 million euros, compared to an amount of 12.2 million euros in 2024. The total EBIT of the sector reached the amount of 8.3 million euros, compared to an amount of 11.6 million euros in 2024, while the sector reported pre-tax profits of 2.4 million euros, compared to an amount of 5.5 million euros in 2024.

    In the sports goods retail sector (INTERSPORT & SPORTWEAR MARKET stores), sales for the first half of 2025 amounted to 95.9 million euros (first half of 2024 amount of EUR 83.5 million). The total EBITDA of the sector, as defined in section 8 of the Management Report, reached an amount of EUR 13.5 million, compared to an amount of 10.8 million euros in 2024. The total EBITDA (adjusted) of the sector, as defined in section 8 of the Management Report, reached the amount of 4.0 million euro, compared to an amount of 2.7 million euros in 2024. The total EBIT of the sector reached the amount of 1.8 million

    euros, compared to an amount of 0.4 million euros in 2024, while the sector recorded losses before taxes in the amount of 1.6 million euros, compared to losses before taxes in the amount of EUR 2.5 million in 2024.

    The Group's consolidated profit before tax amounted to EUR 2 million, against losses of 796 thousand euros in 2024. Net profits amounted to 1.9 million euros, against losses of 802 thousand euros in 2024.

    Below, we present comparative data for the period 1/1 - 30/6/2025 with the corresponding period 1/1 - 30/6/2024, of the Group's consolidated results by sector, in order to highlight the true picture of the course of the Group's activities, as it was formed during the reporting period. The amounts are in thousand euros.

    Retail Trading of Home Furniture and Household Goods (IKEA stores):

    a' semester 2025

    a' semester 2024

    2025/2024

    Revenue

    166,727

    160,624

    1.04

    EBITDA

    20,636

    23,430

    0.88

    EBITDA (adjusted)*

    8,588

    12,155

    0,71

    EBIT (*)

    8,266

    11,636

    0.71

    Profit before Tax (*)

    2,430

    5,496

    0.44

    (*) The selected alternative performance indicators are referred to in section 8 of the Management Report.

    Retail Trading of Sporting Goods (INTERSPORT & FOOT LOCKER Stores)

    a' semester 2025

    a' semester 2024

    2025/2024

    Revenue

    95,863

    83,482

    1.15

    EBITDA (*)

    13,530

    10,814

    1.25

    EBITDA (adjusted)*

    4,007

    2,673

    1.50

    Operating Profit / (Loss)

    1,818

    365

    4.98

    (Loss) before Tax (*)

    (1,601)

    (2,519)

    -

    (*) The selected alternative performance indicators are referred to in section 8 of the Management Report.

    Group Consolidated:

    a' semester 2025

    a' semester 2024

    2025/2024

    Revenue

    263,984

    245,145

    1.08

    EBITDA (*)

    30,760

    31,263

    0.98

    EBITDA (adjusted)*

    8,658

    11,182

    0.77

    EBIT (*)

    5,984

    8,390

    0.71

    Profit before Tax (*)

    1,966

    (796)

    -

    Net Profit After Tax and Minority Interests

    1,893

    (802)

    -

    (*) The selected alternative performance indicators are referred to in section 8 of the Management Report.

    We note that the total consolidated equity attributable to the shareholders of the parent company on 30/6/2025 amounts of EUR 196 million, compared to the amount of EUR 198 million on 31/12/2024.

  3. Basic Financial Indicators of the Consolidated Financial Statements

    In this section, we set out key financial indicators relating to the Group's financial structure and profitability, in accordance with the consolidated data included in the Group's Interim Condensed Financial Statements.

    Financial Structure Indicators:

    30/6/2025

    31/12/2024

    Total Current assets/Total Assets

    23.13%

    69.53%

    Total current assets without Assets classified as held for sale / Total Assets

    23.13%

    16.49%

    Total Liabilities/TOTAL SHAREHOLDERS EQUITY & LIABILITIES

    78.14%

    71.08%

    Total Shareholders Equity/TOTAL SHAREHOLDERS EQUITY & LIABILITIES

    21.86%

    18.86%

    Total Current assets/ Total Current Liabilities

    104.26%

    149.13%

    Total current assets without Assets classified as held for sale / Total current Liabilities without Liability arising from assets held for sale

    104.26%

    90.33%

    Performance and Efficiency basic Indicators:

    2025

    2024

    Operating Profit / Revenue

    2.27%

    3.42%

    Profit before Tax / Total Shareholders Equity

    1.0%

    -

  4. Operating Performance - Important developments:

    In the period from 1/1- 30/6/2025, the following changes in share capital took place in the Company's subsidiaries and in the Company:

    1. FOURLIS HOLDINGS SOCIETE ANONYME

      1. By decisions of the Annual General Assebly of the company's shareholders held on 20 June 2025 (relevant to the minutes of the General Assebly No. 33/20.06.2025), the share capital of the company:

        1. increased by the amount of three hundred and eighty-one thousand seven hundred and eighty-three euros (381,783.00), with a capitalization of an equal part of the distributed reserves (in particular: the amount of EUR 381,783.00 from the reserve from the issuance of shares at par value), with the issuance of 381,783 new common registered voting shares of the Company, with a nominal value of 1.00 euros each. The issuance of the new shares was carried out in order to implement the decision of the Annual General Assebly of the Company's shareholders dated 16/6/2023 for the establishment of a Program for the free distribution of shares to senior executives of the Company and its affiliated companies pursuant to article 114 of Law 4548/2018 ("the Program"), in conjunction with the decision of the Board of Directors dated 7/4/2025, pursuant to which the beneficiaries of the Second Series of the Program were appointed based on the proposal of the Nomination and Remuneration Committee dated 28/3/2025 and

        2. was reduced by the amount of two million six hundred six thousand five hundred and ninety euros (2,606,590.00), with the cancellation of 2,606,590 own treasury shares of the Company, with a nominal value of one euro (1.00) of each share.

          The above changes were registered in the General Commercial Register (G.C.R.) on 11/7/2025 (Reg.No. 5428836 - the relevant announcement of the Companies Directorate of the Ministry of Development and Investments) with number 3667605/11.07.2025).

          After the above increase, the share capital of the company amounts to the amount of fifty-one million one hundred and thirty-five thousand four hundred and seventy euros (51,135,470.00), divided into fifty-one million one million one hundred and thirty-five thousand four hundred and seventy (51,135,470) registered shares with a nominal value of one euro (1.00) each share.

    2. SPORTSWEAR MARKET Single Member Commercial Company S.A.

      1. Pursuant to the decision of the General Assebly of the company's shareholders held on 24 March 2025, the share capital of the company was increased by the amount of eleven million five hundred thousand five euros and five cents (11,500,005.05), with a cash payment, with the issuance of 391,823 new common

    registered shares, with a nominal value of 29.35 euros each. The sole shareholder FOURLIS HOLDINGS

    S.A. participated in the total amount of this share capital increase, exercising its right of pre-emption.

    The above change was registered in the General Commercial Register (G.C.R.) on 9/4/2025 (Reg.No. 5348155), the relevant announcement of the G.C.R. service with number 3601296/09.04.2025, of the Athens Chamber of Commerce and Industry.

    After the above increase, the share capital of the company amounts to the amount of thirty-two million five hundred eighty-five thousand two hundred twenty-one euros and fifteen cents (32,585,221.15), divided into one million one hundred ten thousand two hundred twenty-nine (1,110,229) shares.

    The parent company FOURLIS HOLDING COMPANY S.A. does not have branches.

    The subsidiaries and especially the retail companies have developed and are developing a significant network of stores both in Greece and abroad.

    Retail Sector of Household Equipment and Furniture (IKEA Stores):

    The sector has a total of nine (9) Stores in operation (seven (7) in Greece, one (1) in Cyprus and one

    (1) in Bulgaria. In addition, there are four (4) Pick Up & Order Points for IKEA products in Greece and specifically in Rhodes, Chania, Alexandroupolis and Kalamata, one (1) Small Store in Piraeus, one (1) IKEA Shop store in the shopping center (THE MALL) in Maroussi. On 16/4/2025 one (1) new IKEA store was launched in Heraklion, Crete, where it replaced the Pick Up & Order Points that served the area since 2013. In Bulgaria there are two (2) Pick Up & Order Points for IKEA products in Burgas and Plovdiv, one (1) IKEA Small Store in Varna, one (1) IKEA shop in Sofia and one (1) IKEA shop in Sofia and one

    (1) IKEA shop in Veliko Tarnovo. In Cyprus (Limassol) there is one (1) Planning studio.

    There are also three e-commerce stores in Greece, Cyprus and Bulgaria.

    Sporting goods retail sector (INTERSPORT & FOOT LOCKER stores):

    As of 30/6/2025, the sports goods retail sector has one hundred and twenty-one (121) INTERSPORT Stores [sixty-five (65) in Greece, thirty-nine (39) in Romania, eleven (11) in Bulgaria and six (6) in Cyprus]. The INTERSPORT Stores that were added to the network in the period 1/1 -30/6/2025 are: three (3) new stores in Greece, in Ioannina (27/2/2025), in Athens Football Rentis (20/3/2025) and in Heraklion, Crete (6/6/2025) and two (2) new stores in Romania, Store lasi Moldova (17/4/2025) and Store Balotesti (19/5/2025).

    At the same time, in Greece, Romania, Cyprus and Bulgaria there are e-commerce stores.

    Furthermore, on 30/6/2025, the sports goods retail sector has three (3) FOOT LOCKER stores in Bulgaria that were inaugurated in December 2024, in leading commercial locations: The Mall Sofia, Grand Mall Varna and Galleria Burgas, while in April 2025 the three (3) FOOT LOCKER stores in Greece joined the Group through the subsidiary SPORTSWEAR MARKET LTD. in Athens at Ermou Street, at The Mall

    Athens and in Thessaloniki at the Cosmos store and through the subsidiary SPORTSWEAR MARKET ROMANIA S.R.L., four (4) new stores in Romania Controceni, Mega Mall, Brasov on (14/4/2025) and Moldova Mall lasi on (23/6/2025) started their operation.

    Holland & Barrett Records

    As of 30/6/2025, eleven (11) HOLLAND & BARRET stores and one (1) e-shop store are operating in Greece. In Kifissia (18/1/2023), Glyfada (18/1/2023), Marousi (13/2/2023), Chalandri (23/11/2023), Elliniko (15/12/2023), N. Smyrni (20/12/2023), N. Ionia of Attica (2/5/2024), N. Erythrea of Attica (21/5/2024), Pylaia (25/5/2024) and Athens Airport Commercial Park (1/6/2024). The new store that was added in the first half of 2025 is on Mitropoleos Street in Thessaloniki (24/5/2025).

  5. Stock awards Plan

    1. The Extraordinary General Assebly of the shareholders of the Company "FOURLIS SOCIÉTÉ ANONYME PARTECIPON" of 22/7/2021 decided, in accordance with the provisions of article 113 of Law 4548/2018, to implement a Stock Options Program to senior executives of the Company and its affiliated companies within the meaning of article 32 of Law 4308/2014 as in force, and authorized the Board of Directors to regulate the procedural issues and details. The beneficiaries of the Share Option Program (Stock Options) were determined by the decision of the Board of Directors dated 22/11/2021 (relative to the minutes of the Board of Directors with number 429/22.11.2021). During the course of the program and in accordance with the terms of this program, the Board of Directors issues certificates of the right to acquire shares to the beneficiaries who have exercised their right and issues and delivers the shares to the above beneficiaries, increasing the share capital of the Company and certifies the capital increase. These share capital increases do not constitute amendments to the Articles of Association. The Board of Directors is obliged, during the last month of the fiscal year, in which capital increases took place, as defined above, to adapt, by its decision, the article of the Articles of Association on capital, so as to provide for the amount of capital, as it emerged after the above increases, in compliance with the disclosure formalities of article 13 of Law 4548/2018.

      No stock options were exercised within the first half of the financial year 2025 in the context of the implementation of the above Stock Options.

      It should be noted that the total of the stock options granted under the Program that had not been exercised corresponded on 20/6/2025 (date of the Ordinary General Assebly of the year 2025) to 0.96% of the Company's share capital (excluding the same shares currently held by the Company).

    2. By decision of the Annual General Assebly of the shareholders of the Company "FOURLIS HOLDINGS S.A." dated 16/6/2023, as amended by the decisions of the Annual General Asseblys of 21/6/2024 and

      20/6/2025 and in force today, a Program for the free disposal of shares based on performance (performance stock grants) to executives of the Company and its affiliated companies was approved in accordance with article 114 of Law 4548/2018 and the Board of Directors was authorized to regulate the procedural issues and details.

      With this Performance Stock Grants Program, the company aims in particular to:

      1. The Program to motivate and reward the implementation of the long-term business strategy and to align the interests of shareholders with the long-term performance of the Company, recognizing and rewarding the creation of value in the long term, setting long-term performance targets and providing shares. The Program focuses on achieving sustainable performance of the Company in the long term and the limits set out in the Company's Remuneration Policy for the executive members of the Board of Directors are applied in any case.

      2. The duration of the Program should be in full time correspondence with the Group's Strategic Plan (Vision), as it has been communicated to the investing community and shareholders and concerns the period 2025 - 2027, setting high sales (750 million euros) and profitability targets (adjusted EBITDA 8-10% on sales).

      3. The objectives that will be taken into account and will constitute the criteria for the achievement of the Strategic Plan for the period 2025 - 2027 (750 million euros in sales and adjusted EBITDA of 8-10% on sales) to be categorized and determined in terms of their weights, objectively measurable either on the basis of published financial and non-financial data (Annual Financial Statements ). Sustainability Reports and Reports) or using internationally accepted evaluation methods. The calculation of the achievement of the objectives is clearly stated in the Annual Remuneration Report. The categories and weights of the objectives to be approved by the General Assembly are the following:

        Category / Target

        Weight

        A. Financial Performance

        50%

        A1. Total Shareholder Return (TSR) versus a Relative TSR

        25%

        A2. Earnings per Share (EPS)

        25%

        B. Customer Experience (CX)

        25%

        C. Sustainability

        25%

        The minimum threshold for achieving the targets per category is 80%.

        The objectives will be quantified annually by the Board of Directors with the recommendation of the Nomination and Remuneration Committee and the performance achieved against these targets will be evaluated annually.

      4. To determine the top executives of the Company and its affiliated companies, their roles, as well as their total number in accordance with the Group's structure, in order to commit and motivate them to pursue the achievement of the objectives of the Group's Strategic Plan. More specifically, according to the current structure, the Program may include 33 to 40 senior executives of the Company and its affiliated companies, including the executive members of the Board of Directors, the Chief Executive Officers and senior managers who report directly to the Chief Executive Officers.

    The Performance Stock Grants Program will be implemented in four (4) annual Series, with a maximum number of assigned free shares rights of each Series in accordance with the provisions of the Table below, and with the possibility of the Board of Directors to decide on the transfer of up to 15% of the shares of the First Company pursuant to article 114 of Law 4548/2018 for the award of free share rights (stock grants) of the First, Second and Third Series of the above Program in subsequent Series.

    Series

    Date of award of free shares based on performance (Article 114 of Law 4548/2018)

    Yield-based share holding period (lock up period)

    Maximum number of shares based on Series performance

    First Row

    4/2024

    Two (2) years from the date of award.

    433,333 with the possibility of transferring up to 65,000 shares to the next Series.

    Second Row

    4/2025

    Three (3) years from the date of award.

    433,333 with the possibility of transferring up to 65,000 shares to subsequent Series.

    Third Series

    4/2026

    Three (3) years from the date of award.

    216,667 plus any transferred shares of previous Series, with the possibility of transferring up to 32,500 shares to the next Series.

    Fourth Series

    4/2027

    Three (3) years from the date of award.

    216,667 plus any transferred shares of previous Series.

    MAXIMUM NUMBER OF PROGRAM SHARES

    1,300,000

    There is a three-year lock-up period from the date of award of the stock grants of the Second, Third and Fourth Series, in order to ensure the long-term commitment and dedication of the beneficiary executives to the objectives of the Strategic Plan.

    Beneficiaries may be only selected senior executives of the Company and its affiliated companies, including the executive members of the Board of Directors, the Chief Executive Officers and senior managers who report directly to the Chief Executive Officers and hold positions of responsibility for the day-to-day operation and strategic development of the Group's companies in accordance with its current structure specifically, 33 to 40 senior executives who will be selected for each Series of the Program at the reasonable discretion of the Board of Directors, taking into account their contribution to the achievement of the FOURLIS Group's strategic plans for the period 2025 - 2027 (Vision) by setting high sales (750 million euros) and profitability targets (adjusted EBITDA 8-10% on sales). Specifically with regard to the Third and Fourth Series of the Program, for the evaluation of the contribution of the

    Company's top executives and its affiliated companies, the following objectives will be taken into account, of three categories, with the respective weighting factors:

    Category / Target

    Weight

    A. Financial Performance

    50%

    A1. Total Shareholder Return (TSR) versus a Relative TSR

    25%

    A2. Earnings per Share (EPS)

    25%

    B. Customer Experience (CX)

    25%

    C. Sustainability

    25%

    1 Total Shareholder Return (TSR): The indicator measures the performance of a stock over a specific period of time (in this case, during the annual period corresponding to a certain annual Series of the Program) and demonstrates the total benefit that the shareholder derives from a stock. It includes both capital gains and dividends received by the shareholder. It is calculated as the percentage change (%) from (a) the share price of the Company at the end of the previous year (starting price) to (b) the share price at the end of the current year, increased by the sum of dividends per share or by any other distribution made to shareholders (e.g. free share distribution, capital return, etc.) during the same period (closing price).

    In order to smooth out volatility in the event of events beyond management's control (e.g. geopolitically driven fluctuations), for such cases the TRS formula will be calculated as follows: TSR is defined as the percentage change (%) from (a) the average share price of the Company in December of the previous year (starting price) to (b) the average share price in December of the current year; increased by the sum of dividends per share or by any other distribution made to shareholders (e.g. free share distribution, capital return, etc.) during the same period (closing price).

    Select Comparison Indicator

    The Company's performance based on TSR will be evaluated either:

    • compared to a relevant stock market index, such as the FTSE/ATHEX Consumer Discretionary Index (FTSE/ATHEX Consumer Products) or the FTSE/ATHEX Mid Cap Index, either

    • compared to a group of listed retail and consumer goods companies.

      The selection of the benchmark (index or group of companies) will be made by the Board of Directors and will remain constant throughout its duration, subject to reasonable adjustments in cases of write-offs, mergers or other significant corporate actions.

      Vesting Criteria

      The securing of the TSR-based portion of the program will depend on the Company's relative performance against the selected benchmark, based on a scale approved by the Board of Directors. This scale can be formed as follows:

    • Percentile ranking within the comparison group, or

    • Percentage point outperformance against the selected stock market index.

    In any case, the certification presupposes the achievement of a minimum acceptable level of performance, which will be determined by the Board of Directors.

    Discretion and Adjustments

    The Governing Council reserves the right to adapt the comparison group, methodology or outcome of the evaluation, with a view to ensuring fair implementation and avoiding undesirable results due to extraordinary or non-recurring events. The comparison group will remain constant throughout the measurement period, subject to reasonable adjustments in cases of deletions, mergers or other significant corporate actions.

    2 Earnings per Share (EPS): The measure of the Company's profitability, which results from dividing the Company's net profits by the total number of shares, excluding own shares. For the purposes of the Program, profits resulting from real estate valuations (Earnings per Share excl. real estate revaluations) are excluded.

    3 Customer Experience (CX): The measurement of customer experience is done through internationally accepted methodologies and indicators (KPIs) aimed at evaluating customer satisfaction and loyalty. The FOURLIS Group indicatively uses: a) for the evaluation of the Customer Experience in relation to the Retail Sector of Household Equipment and Furniture (IKEA stores) the "Happy Customer" methodology; and b) for the evaluation of the Customer Experience in relation to the Sporting Goods Retail Sector (INTERSPORT and FOOT LOCKER stores) the "Net Promoter Score (NPS)" methodology, which records the likelihood that customers will recommend the business to others.

    4 Sustainability: For the measurement of the relevant indicator, the objectives published in the CSRD Annual Sustainability Report are taken into account, as well as Employee engagement, measured through employee satisfaction surveys.

    The duration of the Program is sixty (60 months), starting in March 2024.

    For the implementation of the Program and in accordance with the terms thereof, the Company will proceed to share capital increases in order to issue new shares that will be delivered to the beneficiaries. For these increases, the Company has the possibility, in accordance with article 114 § 2 of Law 4548/2018, either to dispose of own shares that are acquired or have already been acquired in accordance with paragraph 49 of the same law, or to issue new shares with a capitalization of undistributed profits or distributed reserves or a difference from the issuance of shares in favor of even.

    With the decision of the Board of Directors dated 7/4/2025, the beneficiaries of the Second Series of the Program were appointed based on the proposal of the Nomination and Remuneration Committee dated 28/3/2025, to whom 381,783 rights of free common voting shares (stock grants) were granted.

    For the issuance of the 381,783 new shares, by virtue of the decision of the Annual General Assebly of the company's shareholders of 20/6/2025, there was an increase in the share capital by the amount of three hundred and eighty-one thousand seven hundred and eighty-three (381,783.00), with a capitalization of an equal part of the distributed reserves (in particular: the amount of 381,783.00 euros from the reserve from the issuance of shares in favor of even).

    It is noted that the total number of performance-based shares granted under the Performance Stock Grants Program approved and implemented by decision of the Annual General Assebly of 16/6/2023, as

    proposed to be amended by the Annual General Assebly of 20/6/2025, and have not been awarded, corresponded on 20/6/2025 (date of the Annual General Assebly of 2025) to 1.80% of the share capital of the Company's capital (excluding any own shares held by the Company).

  6. Information on the Group's projected development (second half of 2025)

    In the first half of 2025, the Group continued its growth trajectory in the main operating sectors and in the HOLLAND & BARRETT branch franchise, although the international economic environment remains highly fluid, as intense geopolitical instability continues and competition between the world's most powerful nations intensifies. However, despite the uncertainties and significant challenges, the Group's high performance in the first half of 2025 sets a strong starting point for achieving our goals.

    Thus, in the retail sector of household equipment and furniture during the first half of 2025, according to the plan for the optimization and expansion of the IKEA store network, on April 16, 2025, the new IKEA store was inaugurated in Heraklion, Crete, with a total area of 9,500 sqm and is the 7th largest IKEA store in Greece. According to the strategic plan, for the development of additional IKEA stores, in Elliniko, Attica, it will operate in 2027. IKEA's flexible expansion model also includes "new generation stores of approximately 2,000 sq.m.

    In April 2025, the Fourlis Group completed the acquisition of Foot Locker's operations in Greece, marking an important milestone in its strategic partnership with Foot Locker.

    The acquisition includes the transfer of three existing stores of Foot Locker and its online store in Greece and three existing stores of Foot Locker in Romania, which are now operated under the management of the FOURLIS Group. The acquisition is part of the licensing agreements signed between the FOURLIS Group and Foot Locker in August 2024 under which the Group has the exclusive rights to develop the Foot Locker store network in eight countries in Southeast Europe: Greece, Romania, Bulgaria, Cyprus, Slovenia, Croatia, Bosnia and Herzegovina and Montenegro.

    This development follows the successful launch of the first three Foot Locker stores in Bulgaria at the end of 2024. With the completion of the acquisition of the existing stores in Greece and three existing Foot Locker stores in Romania, the Fourlis Group creates the foundations for uniform operating standards, brand development and further geographical expansion.

    The acquired business is expected to contribute positively to the Group's consolidated revenues and operating EBITDA profits from the financial year 2025. Over a five-year horizon, the Group aims for annual sales of 250 million euros. Boosted by growing demand for lifestyle products and sports footwear in the region, as well as an EBITDA margin of 8-10%.

    The integration of the new stores is fully supported by the existing infrastructure of the Fourlis Group, which includes offices in Athens, Sofia, Bucharest and Nicosia, a state-of-the-art and automated retail supply chain center in Attica and shared business services. These synergies are expected to boost

    efficiency, reduce operating costs and enable the scalability of the Foot Locker network in Southeast Europe.

    The successful completion of the acquisition further strengthens the position of the FOURLIS Group as a key player in the fast-growing sportswear market of Southeast Europe, supporting its commitment to sustainable and profitable growth through international partnerships and deep expertise.

    Thus, in the first half of 2025, three (3) Foot Locker stores in Greece and four (4) new stores in Romania were added to the Group's network and are scheduled to open in the second half of 2025, three new stores in Greece (Thessaloniki, Larissa, Heraklion) and one store in Romania.

    Also, through the subsidiary company SPORTWEAR MARKET S.A. in the sector, they operate on 30/6/2025 One hundred and twenty-one (121) INTERSPORT stores in Greece, Romania, Bulgaria and Cyprus, while three new stores are scheduled to open in the second half of 2025, one in Greece (Thessaloniki), one in Bulgaria (Mushanof) and one in Romania (Store Arad Atrium).

    On 4/2/2025 the Fourlis Group completed the sale of 19,279,935 (16% of the share capital) of TRADE ESTATES shares through a private placement, for a price of 29 million euros. euro. As a result, the Group's participation in TRADE ESTATES decreased to less than 50% (47.32%), leading to the loss of control in TRADE ESTATES. In this context, at the date of the transaction and in accordance with the requirements of IFRS 10 "Consolidated Financial Statements", TRADE ESTATES ceased to be consolidated as a subsidiary, with the derecognition of its net assets from the Group's consolidated financial statements. Following the loss of control, the Group's remaining interest in TRADE ESTATES was recognized as an investment in a subsidiary company and is consolidated using the net position method, in accordance with the requirements of IAS 28 "Investments in Relatives and Joint Ventures". This transaction consists of two separate but simultaneously accounting events (on the one hand, the loss of control in TRADE ESTATES and, on the other hand, the initial recognition and consolidation of the remaining percentage as a relative), the overall impact of which is expected to be positive on the results of the FOURLIS Group in the financial year 2025.

    Through this sale, the Fourlis Group secured liquidity of €29 million, strengthening its financial position and enabling new investments. This transaction strengthens the flexibility of the FOURLIS Group in the implementation of its long-term strategy, while TRADE ESTATES continues its development in the real estate sector.

    The Franchise of the Group's HOLLAND & BARRETT stores continues its growth trajectory, showing optimistic performance. As of 30/6/2025, eleven (11) physical stores were operating in Greece, the new store that was added to the network in the first half of 2025 was on Mitropoleos Street in Thessaloniki, while a new store is scheduled to open in the second half of 2025 in Athens.

    The Group's management believes in the growing prospects of the health and wellness sector and is

    preparing to benefit from this development. Therefore, the management continues the plan to further develop the network of physical and online stores in Greece, Romania and Bulgaria in the coming years.

    The Management's orientation towards the exploitation of synergies within the Group will continue for the second half of 2025. "Integrity", "Mutual Respect" and "Effectiveness" continue to be the values through which the Group seeks to achieve its goals.

  7. Principal risks and uncertainties facing the Group

    Risk Management is handled by the Finance Department, which operates according to specific rules set by the Board of Directors.

    The Group has adopted the "Enterprise Risk Management" (ERM) methodology which facilitates and enables the organization to identify, assess and manage risks through a structured approach. The methodology is based on the Committee of Sponsoring Organizations of the Treadway Commission (COSO) ERM framework, which provides guidance on how to integrate ERM practices and outlines their implementation principles. In this context, risks recorded in the Group's Risk Register were identified and assessed.

    More specifically, the risk categories are: Profitability & Liquidity, Reputation & Ethics, Regulatory Compliance, Strategy, Customers, Sustainability, People, Health and Safety, Development & Competition, Information Technology and Security and Operations. The most important risks identified for the Group are:

    • Risk related to the Sustainability category: The possibility of the business strategy not aligning with ESG (Environmental, Social and Corporate Governance) obligations such as Climate & Sustainability and corporate governance expectations and the related impact on the Group's financial results and reputation.

    • Risk related to the Sustainability category: The possibility of an increase in energy prices for any reason would have a negative impact on the Group's financial indicators.

    • Risk related to the People, Health and Safety category: The likelihood of encountering difficulties in attracting, developing (including training) and retaining the required skills and talents (including new skills in digital technologies) and the related impact on the Group's performance.

    • Risk related to the Strategy category: The possibility of failure to clearly define the strategy and align it with the Group's business objectives and related impact on the Group's growth.

    • Risk related to the Strategy category: The likelihood of failure to adopt cutting-edge technology

      / align the IT strategy with the business strategy and new business models as well as the associated impact on the Group's reputation and revenues.

    • Risk related to the Profitability and Liquidity category: The possibility of ineffective liquidity management, as well as the unclear liquidation strategy and the related impact on the Group's profits and liquidity.

    • Profitability and Liquidity Related Risk: The Possibility of Adverse Global Macroeconomic Events and the Related Impact on the Group's Earnings

    • Risk related to the Growth & Competition category: The probability of the emergence of new competitors (e-shops or physical stores) and the relative impact on the loss of market share.

    • Risk related to the category Growth & Competition: The probability of entry of international digital markets (marketplaces) and the relative impact on the loss of market share.

    • Risk related to the category Information Systems Technology and Inadequacy: The possibility of high costs of information systems platforms and the impact on the Group's profits.

    • Risk related to the Information Technology and Security category: The likelihood of a cyber-attack and the associated impact on the Group's profits, performance and reputation.

    • Risk related to the Operations category: The possibility of poor inventory management and the associated impact on the Group's performance and revenues

    • Category Related Risk Customers: The likelihood of not meeting customer quality expectations and the associated effect on loss of reputation and market share.

    • Risk related to the Regulatory Compliance category: The possibility of the absence of policies and procedures to prevent incidents such as corruption, harassment, human rights, child labor, diversity, inclusion and discrimination issues.

    The Governing Council provides written guidance and guidance on general risk management as well as specific guidance on the management of specific risks, such as foreign exchange risk and interest rate risk.

    α) Financial risk management

    The Group is exposed to financial risks such as foreign exchange risk, interest rate risk and liquidity risk. The Financial Division determines, assesses and hedges financial risks in cooperation with the Group's subsidiaries.

    Exchange rate risks:

    The Group is exposed to foreign exchange risks arising from trading in foreign currencies (RON, USD, SEK) with suppliers who invoice the Group in currencies other than the local currency. In order to minimize foreign exchange risks as needed, the Group assesses the need to pre-purchase foreign exchange.

    Interest rate and liquidity risks:

    The Group is exposed to cash flow risks which, due to a possible future change in floating interest rates, may positively or negatively differentiate cash inflows and/or outflows related to the Group's assets and/or liabilities.

    Liquidity risk is kept at low levels, through the maintenance of adequate bank credit lines and significant reserves. To address these risks, the Group also uses Forward Interest Rate Swaps.

    Risk of real estate prices and rents:

    The Group is exposed to real estate price and rent risks regarding the possibility of a decrease in the commercial value of real estate and/or rents, which may arise from developments in the real estate market in which it operates, the general conditions of the Greek and international macroeconomic environment, the characteristics of the properties in the Group's portfolio and events concerning the Group's existing tenants.

    In order to reduce price risk, the Group makes sure to select properties that enjoy an excellent geographical location and visibility and in areas that are commercial enough to reduce its exposure to this risk. It seeks to conclude long-term operating lease agreements, with tenants with high credit ratings, in which annual adjustments of rents linked to the Consumer Price Index are provided, while in case of negative inflation there is no negative impact on rents.

    Risk from the energy crisis and inflationary pressures

    The Group is closely monitoring developments related to the energy crisis, and inflationary pressures, in order to adapt to the specific circumstances that arise. It complies with the official instructions of the competent authorities for the operation of its physical stores and headquarters in the countries where it operates. It complies with the applicable legislation and continues its commercial transactions in physical stores in accordance with the instructions.

    The energy costs for the operation of the Group's stores and warehouses are affected by the large increases observed internationally, but it constitutes a relatively small part of the Group's operating costs.

    The Group continues its strictly selected investments in both retail sectors in which it operates.

    With regard to developments in Ukraine and the Middle East, the Group declares that it has no subsidiaries, parent or affiliated companies based in Russia, Ukraine or the Middle East, nor significant transactions with related parties from these countries. Also, the Group declares that it has no significant customers or suppliers or subcontractors or partners from Russia; Ukraine or the Middle East. The Group declares that it does not maintain accounts or have loans with Russian banks. The Management is closely monitoring developments and is ready to take all necessary measures to address any consequences to its operating activities.

    Non-financial risks:

    In addition to financial risks, the Group also focuses on non-financial risks related to specific issues, which have been identified as essential in the context of sustainable development. These issues concern full compliance with legislation and the implementation of corporate governance policies, human resources, the environmental impact of companies' activity, the supply chain and the evolution of companies within the market in which they operate. Risk management presupposes the definition of objectives on the basis of which the most important events that may affect the Group are recognized, the relevant risks are assessed and its response to them is decided.

    (b) Important Disputed Cases

    There are no disputed cases the outcome of which may have a significant impact on the Interim Condensed Financial Statements of the Group or the Company for the period from 1/1 - 30/6/2025.

  8. Selected Alternative Performance Measures (APMs)

    In implementation of APMs Guidelines (05/10/2015|ESMA/2015/1415), the FOURLIS Group has adopted earnings before interest, taxes, depreciation and amortization (EBITDA) as an Alternative Performance Measurement Index (APMs). Alternative Performance Measurement Indicators (APMs) are used in decision-making for financial, operational and strategic planning as well as for performance evaluation and publication. The Alternative Performance Measurement Indicators (APMs) are taken into account in conjunction with the financial results prepared in accordance with IFRS and in no way replace them.

    Definition of EBITDA (Earnings Before Interest, Taxes, Depreciation & Amortization & Impairment)/ Operating results before taxes, financial and investment results and total depreciation/impairment = Earnings before taxes +/- Financial and investment results (Total financial expenses + Total financial income + Share in losses of associates) + Total depreciation/amortization (tangible, intangible and right of use assets).

    Definition of EBITDA - adjusted (Earnings Before Interest, Taxes, Depreciation & Amortization & Impairment including lease expenses IFRS16)/ Operating results before taxes, financing, investment results and total depreciation/amortization increased by lease expenses (IFRS 16) = Earnings before taxes +/- Financial and investment results (Total financial expenses + Total financial income + Share in losses of affiliated companies) + Total depreciation/amortization (tangible, intangible and right of use assets) + Lease expenses (IFRS 16).

    The most directly correlated item with this EBITDA are operating profits (EBIT) and depreciation/impairment. Operating gains are presented in the Income Statement line and depreciation/impairments are presented in total in the Cash Flow Statement line. More specifically, the agreement of the selected APMs with the Group's financial statements for the respective period is as follows:

    (amounts in thousands of euros)

    Consolidated Group Results

1/1-30/6/2024

1/1-30/6/2025

Profit before tax

1,966

(796)

Financial and investment results

4,018

9,186

Total depreciation/impairment

24,776

22,873

Earnings before interest, taxes, depreciation/amortization (EBITDA)

30,760

31,263

Lease expense reclassification (IFRS 16)

(22,102)

(20,080)

Earnings Before Interest, Taxes, Depreciation & Amortization & Impairment including lease expenses IFRS16/ Operating results before taxes, financing, investment results and total depreciation/amortization increased by lease expenses (IFRS 16) EBITDA - adjusted

8,658

11,182

Retail sale of household equipment and furniture (IKEA Stores)

1/1-30/6/2024

1/1-30/6/2025

Profit before tax

2,430

5,496

Financial and investment results

5,836

6,139

Total depreciation/impairment

12,369

11,794

Earnings before interest, taxes, depreciation/amortization (EBITDA)

20,636

23,430

Lease expense reclassification (IFRS 16)

(12,048)

(11,275)

Earnings Before Interest, Taxes, Depreciation & Amortization & Impairment including lease expenses IFRS16/ Operating results before taxes, financing, investment results and total depreciation/amortization increased by lease expenses (IFRS 16) EBITDA - adjusted

8,588

12,155

Retail of sporting goods (INTERSPORT & FOOT LOCKER Stores)

1/1-30/6/2024

1/1-30/6/2025

Profit/(Loss) before tax

(1,601)

(2,519)

Financial and investment results

3,419

2,884

Total depreciation/impairment

11,712

10,449

Earnings before interest, taxes, depreciation/amortization (EBITDA)

13,530

10,814

Lease expense reclassification (IFRS 16)

(9,522)

(8,141)

Earnings Before Interest, Taxes, Depreciation & Amortization & Impairment including lease expenses IFRS16/ Operating results before taxes, financing, investment results and total depreciation/amortization increased by lease expenses (IFRS 16) EBITDA - adjusted

4,007

2,673

  1. Sustainable Development (ESG - Environment/Society/Corporate Governance)

    This Non-Financial Statement is part of the Annual Report of the Board of Directors and contains information on all the activities of FOURLIS Group, during the period 01/01/2024-30/06/2024, on the following thematic aspects:

    • Business model,

    • Main non-financial risks,

    • Strategic Sustainable Development/ESG targets,

    • Environmental issues/Climate change,

    • Social and labor issues,

    • Respect for human rights,

    • Anti-corruption and issues related to bribery,

    • Supply chain issues,

    • Corporate Governance issues

    1. Brief description of the business model

      The FOURLIS Group is a continuation of the company FOURLIS Bros. S.A., whose founders were Anastasios, Stylianos, Ioannis and Elias Fourlis. The Group, with its headquarters at 25 Ermou Street,

      Kifissia, is one of the largest consumer goods trading groups, which has developed activities in Greece, Cyprus, Bulgaria and Romania.

      Further information on the business environment, strategy, objectives and the main developments and factors that could affect the Group's development are available in the following sections of the Management Report of the Board of Directors:

      Section 4. Operating performance-Important developments.

      Section 7. Information about the Company's prospected plan of development.

      Section 8. Major threats and uncertainties faced by the Company, as well as in the following paragraphs.

      Sustainable Development Policy and Strategy

      The Group has a Sustainable Development Policy which has been approved by the Board of Directors. The Group's Management is committed to the implementation of the Sustainability Policy at all levels, companies, sectors and countries of operation. The FOURLIS Group's Sustainable Development Strategy is based on the material issues of Sustainable Development as identified through the materiality analysis, which is carried out in accordance with the GRI Standards 2021.

      Sustainable Development Oversight

      Sustainable development topics are discussed at least once a year in the Group's Executive Committee, which is attended by executives of the Group's companies, as well as by executive members of the BoD, with knowledge on Sustainable Development and ESG matters, who in turn communicate the sustainable development topics to the rest BoD Members, in order, according to the results of the materiality analysis, to set priorities and corresponding goals, during the BoD meetings. In addition, FOURLIS Group Sustainable Development and Social Responsibility Division informs the Audit Committee about the work carried out in the Sustainable Development field and relevant issues are included in the Activities Report of the Committee.

      Shareholdingholder engagement

      As Shareholdingholders of FOURLIS Group are defined those individuals or groups whose interests are affected or may be affected by its activities. The main shareholdingholder groups of the Group are: employees, shareholders/institutional investors & financial analysts, customers, suppliers/partners, civil society, local communities, official and supervisory authorities/state, business community, Media, NGOs.

      Having identified and prioritized its shareholdingholders, the Group invests in a continuous and two-way communication with them, in order to maintain a consistent flow of information from and to the Group, about their requests, concerns and expectations. The role and views of the Group's shareholdingholders are key elements that fuel the Group's effort to improve its products and services, as well as its

      sustainable operation and development, and as a result, the management of these issues, the objectives'

      setting etc are discussed at Board level.

      Materiality analysis

      In the context of the continuous improvement of the approach to sustainable development and social responsibility topics, the FOURLIS Group conducts a materiality analysis, based on the GRI Standards 2021 in order to prioritize the issues that present the most important existing and potential (positive and negative) impacts on the environment, the economy and people. For 2023, FOURLIS Group proceeded with the same material topics as these derived from the 2022 materiality analysis and the first half of 2024 is in the process of incorporating the CSRD (Corporate Sustainability Reporting Directive) based on European legislation.

    2. Key non-financial risks Risk Management

      The Risk Management Unit is independent and reports operationally to the Board of Directors and administratively to the CEO. The Risk Manager has sufficient knowledge and experience and the ability to access all required sources of information. The Group has adopted the "Enterprise Risk Management" (ERM) methodology which facilitates and enables the organisation to identify, assess and manage risks through a structured approach. The methodology is based on the COSO (Committee of Sponsoring Organizations of the Treadway Commission) ERM framework, which provides guidance on how to incorporate ERM practices and captures the principles of implementation. Within this framework, risks were identified and assessed and recorded in the Company's Risk Register.

      More specifically, the categories of risks are: Profitability & Liquidity, Reputation & Ethics, Society & People, Regulatory Compliance, Strategy, Customers, Health & Safety, Growth & Competition, Technology and Operations.

      The most important non-financial risks identified within the Group are indicated below:

      • Risk related to the category Society and People: The possibility for the Group to face difficulties in attracting, developing, (including training) and retaining of the required skills and talents (including new skills in digital technologies), as well as the relevant impact on the Group's performance.

      • Risk related to the category Strategy: The possibility of misaligning the business strategy with the ESG obligations (Environmental, Social and Corporate Governance), such as Climate & Sustainability, and the expectations of the corporate governance and the relevant implications on the financial results and the reputation of the Group.

        The BoD provides written instructions and guidelines for general and specific risk management procedures.

    3. Strategic Sustainable Development/ESG

      The Group is in the process of establishing new Sustainable Development Goals/ESG targets and is in the process of conducting a dual materiality analysis under the CSRD Directive. According to the results of the analysis, it will proceed to review the existing targets and establish new ones which are expected to be published separately on the Group's website https://www.fourlis.gr.

    4. Environmental issues/Climate change

      In the context of the global necessity to protect the environment, contribute to tackling climate change and reduce the impacts arising from it, FOURLIS Group systematically monitors the effects of its activities, while it carries out a series of initiatives and interventions to reduce its environmental footprint, through the reduction of greenhouse gas emissions resulting from its operation, saving and recycling natural resources and integrating circular economy practices, responsible management of water resources, as well as raising awareness among employees and public on environmental protection issues and adopting a responsible attitude to life.

      The results of the practices implemented are presented in the annual Sustainable Development and

      Social Responsibility Report which is available on Group's website https://www.fourlis.gr.

      Climate Stability and Air Pollutants

      FOURLIS Group's companies systematically monitor electricity, heating oil and natural gas consumption at their facilities and proceed with the necessary interventions, where and when necessary, aiming at the reduction of their environmental footprint. Given that the Group's facilities are highly diversified and aiming to the effectiveness of the interventions made for the reduction of energy consumption, the differences between the companies' facilities are taken into consideration and special measures and practices for improving their energy efficiency are applied.

      Photovoltaic Systems

      Since 2013, a photovoltaic electricity generation system has been operating on the roof of the warehouse of Trade Logistics, with an average annual production capacity of 1,400 MWh. In addition, the company proceeded in 2023 to install a new 1MW photovoltaic system on the roof of the warehouse in Schimatari, for the production of electricity using the Net Metering method (self-generation). The installation of the system was completed in the first half of 2024 and will be in production from July 2024. Accordingly, at the HOUSEMARKET company, a photovoltaic electricity generation system has been operating since 2021 with netting at the IKEA Cyprus store.

      The installation of a 361.35 KW photovoltaic system for TRADE ESTATES at the Retail Park in Piraeus is also in progress.

      Greenhouse gas emissions

      To reduce its environmental impact and contribute to climate change mitigation, FOURLIS Group has assessed the carbon footprint of its activities based on the GHG Protocol and ISO 14064-1:2018 standards and in accordance with the guidelines of the National Climate Law (4936/27.05.2022). In this context, for the second year, the Group proceeded with the collection of activity data and calculation of direct (Scope 1) and indirect (Scope 2) emissions arising from the Group's activities in Greece, for the following companies: Fourlis Holdings S.A., Housemarket S.A., Intersport Athletics S.A., Trade Logistics

      S.A. and Wellness Market S.A. In addition, the Group will prepare an annual carbon footprint report in accordance with the requirements of the National Climate Law, for emissions resulting from the activities of companies, for which the Group holds operational control and are subject to the National Climate Law.

      The carbon footprint as estimated by the FOURLIS Group for 2023 is distributed as follows: Scope1 (14% of the total)

      The majority of Scope 1 emissions (40% of the total) is due to fuel use at company facilities The remainder of Scope 1 emissions comes from the company's escaped coolants (36% of the total) and from the fuel consumption of the company's fleet of vehicles and commercial equipment (25% of the total)

      Scope 2 (86% of the total)

      Scope 2 (market based) emissions are entirely due to the electricity consumption of the company's facilities, accounting for 86% of the total

      Proper materials management and circular economy promotion

      FOURLIS Group implements proper management of resources, in collaboration with competent bodies for sorting and appropriately managing each waste category. In addition, recycling programs are carried out in FOURLIS Group companies' premises, with the participation of employees and the use of special recycling bins that have been installed in the workplace for this purpose. Recycling bins for plastic, paper, glass, light bulbs, batteries and small electrical and electronic appliances are also available to the public in IKEA stores.

      Reduction of Food waste

      HOUSEMARKET has invested in an electronic food waste monitoring and recording system in restaurants' kitchens (Waste Watchers), while has trained all stores' employees where the system "Waste Watchers" is applied (Kifissos, Airport, Marousi (The Mall Athens) , Thessaloniki, Ioannina , Larissa , Cyprus, Sofia-Bulgaria), addressing the effects of food waste on the environment and the importance of proper recording and management of stocks.

      Responsible Water Consumption

      At FOURLIS Group facilities a significant quantity of water is consumed, due to the sanitation needs and to the large number of visitors and employees. The Group monitors consumption per subsidiary and examines the implementation of additional measures, where necessary, to reduce water consumption at its facilities.

      Offering products and actions/initiatives that contribute to a more sustainable lifestyle

      • IKEA stores have products that promote a sustainable way of life and which are presented in detail on its website (https://www.ikea.gr/en/simple-changes-for-a-more-sustainable-life/sustainable-products/).

      • IKEA website (https://www.ikea.gr/odigos-gia-mia-viosimi-zoi-sto-spiti/pio-viosimo-fagito/) provides information about the plant-based foods available in IKEA stores.

      • INTERSPORT also offers products that promote a sustainable way of life. More information is available at https://http://www.intersport.gr.

      • Electric car charging stations operate at the IKEA Airport, IKEA Thessaloniki and IKEA Sofia stores in Bulgaria. In the first half of 2024, two new charging stations were installed in Cyprus, which will start operating within the year.

        Chargers for electric cars also operate at the facilities of the TRADE ESTATES Company in the commercial parks in Ioannina, Larissa, Thessaloniki and Piraeus.

      • IKEA Sofia provides electric vans for customers to rent at very favorable prices, in order to transport their purchases to their destination.

      • INTERSPORT continued the implementation of the LIGHTS OFF program in its stores in Greece, under which the illuminated signs of the stores are switched on at 17:30 pm and turned off at 21:30 pm, while the screens are turned off during the night.

    5. Social and employee-related matters

Social Issues

Ensuring the health, safety and accessibility of customers and visitors Facilities

Giving special emphasis on prevention, the Group complies with the applicable legislation and implements a Health & Safety Policy for all the subsidiaries of the Group, in all countries of operation. The Policy includes a wide range of relevant procedures, measures and initiatives related to the safe stay of visitors, customers, partners and employees at the Group's facilities. Any variations in the Group's relevant procedures by country or region, depend on the size of the facilities, as well as on the existing legislation in the countries where the Group's companies operate.

In this context, some of the practices the Group implements are the following:

  • Cooperation with an external service provider on accident protection and prevention.

  • Written occupational risk assessment, according to existing methodology and legislation.

  • Measures taken for reducing "emergency pick" incidents, in order to prevent accidents at the ΙΚΕΑ stores.

  • Infirmaries are equipped with medical beds and automatic external defibrillators in all the IKEA stores, as well as in the TRADE LOGISTICS distribution center and at FOURLIS Group Headquarters.

  • Provision of wheelchairs at the entrance of all the IKEA stores, as well as of accessible lavatories and parking spaces, aiming to provide safe accommodation and transportation for people with disabilities.

In order to ensure the adherence of the Health and Safety Policy, regular audits are carried out by safety technicians in all the facilities of FOURLIS Group. All health and safety incidents occurring within the Group's facilities and stores are reported. At the same time, in the context of this policy a Safety Report is compiled for each store as well as a consolidated one for all of them. The report includes information not only on the number and type of incidents, but also on the way they were addressed. Through these reports the Group is able to receive useful information regarding the effectiveness of its policies so as to proceed to the improvement of the applied practices, where needed.

Products

Impacts on the health and safety of customers during product use may mainly be caused by either defective design and inadequate operating instructions or product misuse or improper assembly of products.

The Group manages health and safety topic through the compliance of the products traded by its subsidiaries, in all countries of its activity, ensuring cooperation with suppliers and franchisors that meet European and national quality and safety laws and regulations for the products it sells (the above includes food available through restaurants in IKEA stores).

  • IKEA: IKEA provides a multiannual product guarantee, which in some cases reaches 25 years, while a product withdrawal policy is followed and applied. At the same time, IKEA monitors product returns and if an increased number of returns of an item is observed (due to a defect), specific procedures, that have been defined worldwide by IKEA, are followed for the information of all interested parties.In addition, a Food Safety System, according to the international standard ISO 22000, is implemented in all IKEA stores' restaurants in Greece and Cyprus. For the stores in Bulgaria the recertification process has begun and is expected to be completed in 2025. More information regarding any current recalls is available on the company's website Product Recall | IKEA Greece.