Report on limited review
Interim condensed consolidated financial statements for the six-month period ending on 30 June 2025
Interim consolidated management report
This version of our report is a free translation of the original, which was prepared in Spanish. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
Report on limited review of
condensed consolidated interim financial statements
To the shareholders of Gestamp Automoción, S.A. Introduction
We have performed a limited review of the accompanying condensed consolidated interim financial statements (hereinafter, the interim financial statements) of Gestamp Automoción, S.A. (hereinafter, the Parent company) and its subsidiaries (hereinafter, the Group), which comprise the balance sheet as at 30 June 2025, and the profit or loss account, statement of comprehensive income, statement of changes in equity, cash flow statement and related notes, all condensed and consolidated, for the six-month period then ended. The Parent company's directors are responsible for the preparation of these interim financial statements in accordance with the requirements of International Accounting Standard (IAS) 34, Interim Financial Reporting, as adopted by the European Union, for the preparation of condensed interim financial statements, as provided in Article 12 of Royal Decree 1362/2007. Our responsibility is to express a conclusion on these interim financial statements based on our limited review.
Scope of review
We conducted our limited review in accordance with International Standard on Review Engagements 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A limited review of interim financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A limited review is substantially less in scope than an audit conducted in accordance with legislation governing the audit practice in Spain and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on these interim financial statements.
Conclusion
Based on our limited review, that cannot be considered as an audit, nothing has come to our attention that causes us to believe that the accompanying interim financial statements for the six-month period ended 30 June 2025 have not been prepared, in all material respects, in accordance with the requirements of International Accounting Standard (IAS) 34, Interim Financial Reporting, as adopted by the European Union, as provided in Article 12 of Royal Decree 1362/2007, for the preparation of condensed interim financial statements.
PricewaterhouseCoopers Auditores, S.L., Torre PwC, Pº de la Castellana 259 B, 28046 Madrid, España
Tel.: +34 915 684 400 / +34 902 021 111, Fax: +34 915 685 400, https://www.pwc.es 1
R. M. Madrid, hoja M-63.988, folio 75, tomo 9.267, libro 8.054, sección 3ª Inscrita en el R.O.A.C. con el número S0242 - NIF: B-79031290
Gestamp Automoción, S.A. and its subsidiaries
Emphasis of matter
We draw attention to note 4 to the interim financial statements,, in which it is mentioned that these interim financial statements do not include all the information required in a complete set of consolidated financial statements prepared in accordance with International Financial Reporting Standards, as adopted by the European Union, and therefore the accompanying interim financial statements should be read together with the consolidated annual accounts of the Group for the year ended 31 December 2024. Our conclusion is not modified in respect of this matter.
Other matters
Consolidated interim management report
The accompanying consolidated interim management report for the six-month period ended
30 June 2025 contains the explanations which the Parent company's directors consider appropriate regarding the principal events of this period and their impact on the interim financial statements presented, of which it does not form part, as well as the information required under the provisions of Article 15 of Royal Decree 1362/2007. We have verified that the accounting information contained in this management report is in agreement with that of the interim financial statements for the six-month period ended 30 June 2025. Our work as auditors is limited to checking the consolidated interim management report in accordance with the scope mentioned in this paragraph and does not include a review of information other than that obtained from Gestamp Automoción, S.A. and its subsidiaries' accounting records.
Preparation of this review report
This report has been prepared at the request of the Management in relation to the publication of the half-yearly financial report required by Article 100 of Law 6/2023, of March 17, on Securities Markets and Investment Services.
PricewaterhouseCoopers Auditores, S.L.
Originally in Spanish signed by Álvaro Moral Atienza
28 July 2025
2
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES Condensed Interim Consolidated Financial Statements and Consolidated Interim Directors' Report corresponding to the six-month period ended 30 June 2025CONTENTS
NOTE
Interim Condensed Consolidated Statement of financial position Interim Condensed Consolidated Statement of profit or loss
Interim Condensed Consolidated Statement of comprehensive income Interim Condensed Consolidated Statement of changes in equity Interim Condensed Consolidated Statement of cash flow
Notes to the Interim Condensed Consolidated Financial Statements
1 Activity of Gestamp Automoción, S.A. and Subsidiaries
2 Scope of consolidation
2 a Breakdown of scope of consolidation 2 b Changes in the scope of consolidation
3 Business combinations
4 Basis of presentation
4. 1 True and fair view
4. 2 Comparison of information
4. 3 Basis of consolidation
4. 4 Going concern
4. 5 Argentina and Turkey hyperinflation adjustment
4. 6 Alternative management indicators
5 Changes in accounting policies
6 Summary of significant accounting policies
6. 1 Foreign currency transactions
6. 2 Property, plant and equipment
6. 3 Business combinations and consolidation goodwill
6. 4 Investment in associates
6. 5 Other intangible assets
6. 6 Financial assets
6. 7 Impairment losses on assets
6. 8 Assets and liabilities held for sale and discontinued operations
6. 9 Trade and other receivables
6. 10 Inventories
6. 11 Revenue recognition and assets from contracts with customers
6. 12 Government grants
6. 13 Financial liabilities (trade and other payables and borrowings)
6. 14 Provisions and contingent liabilities
6. 15 Employee benefits
6. 16 Leases
6. 17 Derivative financial instruments
7 Significant accounting estimates and criteria
7. 1 Significant estimates
7. 2 Main accounting judgements
8 Changes in significant accounting policies and estimates and restatement of errors
9 Segment reporting
10 Intangible assets
11 Property, plant and equipment
12 Financial assets
13 Inventories
14 Assets from contracts with customers
15 Trade and other receivables / Other current assets and liabilities / Cash and cash equivalents
16 Capital, own shares and share premium
17 Retained earnings
17. 1 Legal reserve of the Parent Company
17. 2 Unrestricted reserves of the Parent Company
17. 3 Availability of reserves at fully consolidated companies
18 Translation differences
19 Non-controlling interests
20 Deferred income
21 Provisions and contingent liabilities
22 Borrowed funds
23 Trade and other payables
24 Operating income
25 Operating expenses
26 Financial income and financial expenses
27 Corporate income tax
28 Earnings per share
29 Commitments
30 Related Party transactions
30. 1 Balances and transactions with Related Parties
31 Financial risk management
31. 1 Financial risk factors
31. 2 Hedge accounting
31. 3 Valuation method (fair value estimate)
31. 4 Capital risk management
32 Assets and liabilities held available for sale
33 Subsequent events
34 Additional note for English translation
I Scope of consolidation
II Indirect investments
III Guarantors
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT JUNE 30, 2025 AND DECEMBER 31, 2024
(In thousands of euros)
Note | June 30, 2025 | December 31, 2024 | ||||
ASSETS | ||||||
Non-current assets | ||||||
Intangible assets | 10 | 566,123 | 575,829 | |||
Goodwill | 142,688 | 142,644 | ||||
Other intangible assets | 423,435 | 433,185 | ||||
Property, plant and equipment | 11 | 5,110,060 | 5,173,203 | |||
Land and buildings | 1,612,605 | 1,589,763 | ||||
Plant and other PP&E | 2,712,139 | 2,773,370 | ||||
PP&E under construction and prepayments | 785,316 | 810,070 | ||||
Financial assets | 12 | 69,514 | 92,453 | |||
Investments in associates accounted for using the equity method | 15,658 | 17,291 | ||||
Loans and receivables | 5,133 | 5,153 | ||||
Derivatives in effective hedges | 33,634 | 54,882 | ||||
Other non-current financial assets | 15,089 | 15,127 | ||||
Deferred tax assets | 606,007 | 579,452 | ||||
Total non-current assets | 6,351,704 | 6,420,937 | ||||
Current assets | ||||||
Assets held for sale | 32 | 30,773 | 43,660 | |||
Inventories | 13 | 602,021 | 584,562 | |||
Commodities and other consumables | 522,846 | 537,828 | ||||
By-products and scrap | 576 | 710 | ||||
Prepayments to suppliers | 78,599 | 46,024 | ||||
Assets from contracts with customers | 14 | 780,789 | 720,553 | |||
Work in progress | 302,599 | 292,204 | ||||
Finished products and by-products | 160,217 | 175,863 | ||||
Trade receivables, tooling | 317,973 | 252,486 | ||||
Trade and other receivables | 15 | 1,126,027 | 1,163,174 | |||
Trade receivables | 879,095 | 893,333 | ||||
Other receivables | 25,041 | 26,525 | ||||
Current income tax assets | 8,762 | 43,113 | ||||
Receivables from public authorities | 213,129 | 200,203 | ||||
Other current assets | 15 | 197,349 | 168,289 | |||
Financial assets | 12 | 134,877 | 227,670 | |||
Loans and receivables | 5,882 | 6,773 | ||||
Securities portfolio | 76,416 | 186,607 | ||||
Derivatives in effective hedges | 17,512 | 1,727 | ||||
Other current financial assets | 35,067 | 32,563 | ||||
Cash and cash equivalents | 15 | 1,218,519 | 1,157,120 | |||
Total current assets | 4,090,355 | 4,065,028 | ||||
Total assets | 10,442,059 | 10,485,965 |
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT JUNE 30, 2025 AND DECEMBER 31, 2024
(In thousands of euros)
Note | June 30, 2025 | December 31, 2024 | ||||
EQUITY AND LIABILITIES | ||||||
Equity | ||||||
Capital and reserves attributable to equity holders of the Parent Company | ||||||
Issued capital | 16 | 287,757 | 287,757 | |||
Treasury shares | 16 | (18,057) | (20,192) | |||
Share premium | 16 | 61,591 | 61,591 | |||
Retained earnings | 17 | 2,496,124 | 2,481,010 | |||
Translation differences | 18 | (693,562) | (499,032) | |||
Interim dividend | 17 | - | (27,488) | |||
Equity attributable to equity holders of the Parent Company | 2,133,853 | 2,283,646 | ||||
Equity attributable to non-controlling interest | 19 | 733,750 | 725,946 | |||
Total equity | 2,867,603 | 3,009,592 | ||||
Pasivos | ||||||
Non-current liabilities | ||||||
Deferred income | 20 | 93,830 | 106,253 | |||
Non-current provisions | 21 | 170,739 | 169,830 | |||
Non trade liabilities | 22 | 2,259,009 | 2,717,878 | |||
Interest-bearing loans and borrowings and debt issues | 1,768,120 | 2,205,984 | ||||
Derivative financial instruments | 38,506 | 43,505 | ||||
Other non-current financial liabilities | 448,575 | 464,766 | ||||
Other non-current liabilities | 3,808 | 3,623 | ||||
Deferred tax liabilities | 356,610 | 352,508 | ||||
Other non-current liabilities | 14,585 | 14,862 | ||||
Total non-current liabilities | 2,894,773 | 3,361,331 | ||||
Current liabilities | ||||||
Liabilities associated with assets held for sale | 32 | 1,238 | 3,727 | |||
Non trade liabilities | 22 | 1,470,839 | 1,048,033 | |||
Interest-bearing loans and borrowings and debt issues | 1,182,166 | 521,172 | ||||
Derivative financial instruments | 4,735 | 1,439 | ||||
Other current financial liabilities | 78,295 | 287,941 | ||||
Other current liabilities | 205,643 | 237,481 | ||||
Trade and other payables | 23 | 3,166,439 | 3,033,283 | |||
Trade accounts payable | 2,750,050 | 2,640,853 | ||||
Current tax liabilities | 68,567 | 56,062 | ||||
Other accounts payable | 347,822 | 336,368 | ||||
Current provisions | 21 | 12,697 | 16,875 | |||
Other current liabilities | 15 | 28,470 | 13,124 | |||
Total current liabilities | 4,679,683 | 4,115,042 | ||||
Total liabilities 7,574,456 7,476,373 | ||||||
Total equity and liabilities | 10,442,059 | 10,485,965 | ||||
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2025 AND JUNE 30, 2024
(In thousands of euros)
CONTINUING OPERATIONS
OPERATING INCOME
Note June 30, 2025 June 30. 2024
24 5,920,117 6,256,139
Revenue | 5,843,921 | 6,139,520 | |
Other operating income | 79,056 | 81,160 | |
Changes in inventories | (2,860) | 35,459 | |
OPERATING EXPENSE | 25 | (5,634,592) | (5,970,901) |
Raw materials and other consumables | (3,622,196) | (3,904,395) | |
Personnel expenses | (991,712) | (1,005,098) | |
Depreciation, amortisation, and impairment losses | (355,635) | (356,653) | |
Other operating expenses | (665,049) | (704,755) | |
OPERATING PROFIT/ (LOSS) | 285,525 | 285,238 | |
Financial income | 26 | 14,030 | 11,731 |
Financial expenses | 26 | (106,449) | (110,377) |
Exchange gains (losses) | 26 | (40,224) | (12,991) |
Share of profit/(loss) from associates - equity method | 12 | 2,971 | 3 |
Change in fair value of financial instruments | 7 | 12 | |
Impairment and gain (loss) from disposal of financial instruments | 26 | (1,216) | 3 |
Result of exposure to inflation | 4.5 | (2,546) | 18,956 |
PROFIT/ (LOSS) BEFORE TAXES FROM CONTINUING OPERATIONS | 152,098 | 192,575 | |
Income tax expense | 27 | (33,715) | (44,283) |
PROFIT/ (LOSS) FOR THE YEAR | 118,383 | 148,292 | |
Profit (loss) attributable to non-controlling interest | 19 | (43,812) | (42,391) |
PROFIT/ (LOSS) ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT COMPANY | 74,571 | 105,901 |
Earnings per share (euros) | |||
-Basic | 28 | 0.13 | 0.19 |
From continuing operations From discontinued operations | 0.13 - | 0.19 - | |
-Diluted | 28 | 0.13 | 0.19 |
From continuing operations From discontinued operations | 0.13 - | 0.19 - | |
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2025 AND JUNE 30, 2024
(In thousands of euros)
June 30, 2025 | June 30. 2024 | |||
PROFIT/ (LOSS) FOR THE YEAR | 118,383 | 148,292 | ||
OTHER COMPREHENSIVE INCOME Other comprehensive income not to be reclassified to income in next years: Actuarial gains and losses | 17 | - | (313) | |
Other comprehensive income to be reclassified to income in next years: From cash flow hedges | 22.b.1) | 1,977 | 2,589 | |
Translation differences | (215,452) | 41,329 | ||
Attributable to Parent Company | 18 | (194,530) | 55,174 | |
Attributable to non-controlling interest | 19 | (20,922) | (13,845) | |
TOTAL COMPREHENSIVE INCOME NET OF TAXES | (95,092) | 191,897 | ||
Attributable to: | ||||
- Parent Company | (117,982) | 163,350 | ||
- Non-controlling interest | 22,890 | 28,547 | ||
(95,092) | 191,897 | |||
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2024
(In thousands of euros)
Issued capital (Note 16) | Treasury Shares (Note 16) | Share premium (Note 16) | Retained earnings (Nota 17) | Translation differences (Note 18) | Interim Dividend (Note 17) | Total capital and reserves | Non-controlling interest (Note 19) | Total Equity |
AT JANUARY 1, 2025 | 287,757 | (20,192) | 61,591 | 2,481,010 | (499,032) | (27,488) | 2,283,646 | 725,946 | 3,009,592 |
Profit/ (Loss) for the period | - | - | - | 74,571 | - | - | 74,571 | 43,812 | 118,383 |
Fair value adjustments (Hedge) (Note 22.b.1)) | - | - | - | 1,977 | - | - | 1,977 | - | 1,977 |
Variation in translation differences (Note 18) | - | - | - | - | (194,530) | - | (194,530) | (20,922) | (215,452) |
Actuarial gains and losses | - | - | - | - | - | - | - | - | - |
Total comprehensive income | - | - | - | 76,548 | (194,530) | - | (117,982) | 22,890 | (95,092) |
Appropiation of 2024 profits | - | - | - | (27,488) | - | 27,488 | - | - | - |
Dividends distributed by the Parent Company (Note 17.2) | - | - | - | (29,084) | - | - | (29,084) | - | (29,084) |
Dividends distributed by subsidiaries (Note 19) | - | - | - | - | - | - | - | (13,152) | (13,152) |
Treasury shares transactions (Note 16.b)) (Note 17.2) | - | 2,135 | - | (380) | - | - | 1,755 | - | 1,755 |
Changes in the scope of consolidation | - | - | - | - | - | - | - | 176 | 176 |
Variation in shareholding in companies with previous control (Note 2.b) | - | - | - | (9,568) | - | - | (9,568) | (2,004) | (11,572) |
Compensation based on shares (Long-term incentive plan) (Note 25.b)) | - | - | - | 4,943 | - | - | 4,943 | - | 4,943 |
Increase share capital of subsidiaries (Note 19) | - | - | - | - | - | - | - | - | - |
Other movements | - | - | - | 143 | - | - | 143 | (106) | 37 |
AT JUNE 30, 2025 | 287,757 | (18,057) | 61,591 | 2,496,124 | (693,562) | 0 | 2,133,853 | 733,750 | 2,867,603 |
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2024
(In thousands of euros)
Issued capital (Note 16) | Treasury Shares (Note 16) | Share premium (Note 16) | Retained earnings (Nota 17) | Translation differences (Note 18) | Interim Dividend (Note 17) | Total capital and reserves | Non-controlling interest (Note 19) | Total Equity |
AT JANUARY 1, 2024 | 287,757 | (11,934) | 61,591 | 2,442,020 | (538,276) | (40,051) | 2,201,108 | 660,260 | 2,861,368 |
Profit/ (Loss) for the period | - | - | - | 105,901 | - | - | 105,901 | 42,391 | 148,292 |
Fair value adjustments (Hedge) (Note 22.b.1)) | - | - | - | 2,589 | - | - | 2,589 | - | 2,589 |
Variation in translation differences (Note 18) | - | - | - | - | 55,174 | - | 55,174 | (13,845) | 41,329 |
Actuarial gains and losses | - | - | - | (314) | - | - | (314) | 1 | (313) |
Total comprehensive income | - | - | - | 108,176 | 55,174 | - | 163,350 | 28,547 | 191,897 |
Dividends distributed by the Parent Company (Note 17.2) | - | - | - | (44,192) | - | - | (44,192) | - | (44,192) |
Dividends distributed by subsidiaries | - | - | - | - | - | - | - | (12,933) | (12,933) |
Treasury shares acquisitions (Note 16.b)) (Note 17.2) | - | (4,243) | - | (1,210) | - | - | (5,453) | - | (5,453) |
Business combination (Edscha Aditya Automotive Systems Pvt Ltd) (Nota 3) | - | - | - | - | - | - | - | 1,769 | 1,769 |
Variation in shareholding in companies with previous control (Note 2.b) | - | - | - | 21,848 | - | - | 21,848 | (62,493) | (40,645) |
Compensation based on shares (Long-term incentive plan) | - | - | - | 2,480 | - | - | 2,480 | - | 2,480 |
Increase share capital of subsidiaries (Note 19) | - | - | - | - | - | - | - | 52,181 | 52,181 |
Other movements | - | - | - | (264) | - | - | (265) | 1,084 | 819 |
AT JUNE 30, 2024 | 287,757 | (16,177) | 61,591 | 2,422,666 | (483,102) | - | 2,272,735 | 700,323 | 2,973,058 |
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES | |||||
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW | |||||
FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2025 AND JUNE 30, 2024 | |||||
(In thousands of euros) | |||||
Note | June 30, 2025 | June 30. 2024 | |||
CASH FLOWS FROM OPERATING ACTIVITIES | |||||
Profit/ (Loss) for the year before taxes | 152,098 | 192,575 | |||
Adjustments to profit | 489,062 | 449,316 | |||
Depreciation, amortisation and impairment of intangible assets and PP&E | 10-11 | 355,635 | 356,653 | ||
Financial income | 26 | (14,030) | (11,731) | ||
Financial expenses | 26 | 106,449 | 110,377 | ||
Exchange rate differences | 40,224 | 12,991 | |||
Share of profit/(loss) from associates - equity method | 12 | (2,971) | (3) | ||
Change in fair value of financial instruments | (7) | (12) | |||
Impairment and gain (loss) from disposal of financial instruments | 1,216 | (3) | |||
Result of exposure to inflation | 2,546 | (18,956) | |||
TOTAL EBITDA | 641,160 | 641,891 | |||
Other adjustments to profit | 20,915 | (14,272) | |||
Change in provisions | 21 | (4,077) | (4,979) | ||
Grants released to income | 20 | (3,359) | (4,596) | ||
Gain (loss) from disposal of intangible assets and PP&E | (114) | (751) | |||
Unrealized exchange rate differences | 24,738 | (3,946) | |||
Unrealized exchange rate differences and Other incomes and expenses | 3,727 | - | |||
Changes in working capital | 69,813 | (28,788) | |||
(Increase)/Decrease in Inventories | 13-14 | (10,490) | (141,639) | ||
(Increase)/Decrease in Trade and other receivables | 14-15 | (21,790) | (282,980) | ||
(Increase)/Decrease in Other current assets | 15 | (21,636) | (66,465) | ||
Increase/(Decrease) in Trade and other payables | 23 | 108,535 | 424,380 | ||
Increase/(Decrease) in Other current liabilities | 15,194 | 37,916 | |||
Other cash flows from operating activities | (125,597) | (138,686) | |||
Interest paid | (101,178) | (112,338) | |||
Interest received | 14,030 | 11,731 | |||
Income tax received/(paid) | (38,449) | (38,079) | |||
Cash flows from operating activities | 606,291 | 460,145 | |||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||
Payments on investments | (545,409) | (574,182) | |||
Group companies and associates | (14,839) | - | |||
Addition to consolidation scope | 854 | - | |||
Other intangible assets | 10-22 | (48,136) | (53,394) | ||
Property, plant and equipment | 11-22 | (482,623) | (463,912) | ||
Net change in financial assets | (665) | (56,876) | |||
Proceeds from divestments | 150,851 | 7,042 | |||
Other intangible assets | 10 | 842 | 983 | ||
Property, plant and equipment | 11 | 5,608 | 5,284 | ||
Net change of financial assets | 107,660 | 775 | |||
Assets held for sale | 36,741 | - | |||
Grants, donations and legacies received | 20 | (8,720) | (13,427) | ||
Cash flows from investing activities | (403,278) | (580,567) | |||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||
Proceeds and payments on equity instruments | (26,493) | (31,567) | |||
Payment to non-controlling interests from shareholding acquisition | 2.b) - 19 | (11,573) | (23,169) | ||
Contribution of funds from non-controlling interests | 19 | 152 | 918 | ||
Net change in non-controlling interests | 19 | (81) | 1,084 | ||
Own shares | 16 | 1,755 | (4,243) | ||
Other movements in equity | (16,746) | (6,157) | |||
Proceeds and payments on financial liabilities | 22 | (8,657) | 63,443 | ||
Issue | 415,403 | 334,151 | |||
Interest-bearing loans and borrowings | 207,855 | 317,550 | |||
Credit facilities, discounted bills, factoring and leasing | 207,548 | 17,754 | |||
Borrowings from related parties | - | (1,624) | |||
Other borrowings | - | 471 | |||
Repayment of | (424,060) | (270,708) | |||
Interest-bearing loans and borrowings | (364,858) | (203,838) | |||
Credit facilities, discounted bills, factoring and leasing | (56,791) | (66,790) | |||
Borrowings from related parties | (1,732) | - | |||
Other borrowings | (679) | (80) | |||
Payments on dividends and other equity instruments | (38,956) | (45,116) | |||
Dividends | 17-19-22 | (38,956) | (45,116) | ||
Cash flows from financing activities | (74,106) | (13,240) | |||
Effect of changes in exchange rates | (67,508) | 9,914 | |||
NET INCREASE/ DECREASE OF CASH OR CASH EQUIVALENTS | 61,399 | (123,748) | |||
GESTAMP AUTOMOCIÓN, S.A. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AT30 June 2025Note 1. Activity of Gestamp Automoción, S.A. and Subsidiaries (hereinafter, the Group)
The company GESTAMP AUTOMOCIÓN, S.A. (limited company), hereinafter the Parent, was incorporated on 22 December 1997. Its registered office is in Abadiano (Vizcaya, Spain), at the Lebario Industrial Estate.
Its corporate purpose is to provide advisory and financing services and a link with the automobile industry for all its subsidiaries.
Since 7 April 2017, the shares of the Parent Company have been listed in the Spanish Stock Exchanges of Madrid, Barcelona, Valencia and Bilbao.
The Parent, in turn, forms part of a group headed by its majority shareholder, Acek Desarrollo y Gestión Industrial, S.L., and the companies forming such group perform significant commercial and financial transactions under the terms and conditions established among the parties on an arm's length basis. Intra-Group and related-party transfer prices are duly documented in a transfer price dossier as stipulated by the prevailing legislation.
The Group's subsidiaries centre their activities around the development and manufacture of metal components for the automotive industry via stamping, assembly, welding, tailor welded blanks, the construction of tools (moulds for the manufacture of parts) and machinery and the Group also has services companies and companies engaging in the research and development of new technologies. In addition, the companies of the Sideacero Subgroup centre their activity on the management of metal waste (iron and non-iron).
Most of the Group's activities are located in the Western Europe segment; the North America segment constitutes the second most significant geographic market, followed by the Eastern Europe segment in third place (Note 9).
Group sales are concentrated across a limited number of customers due to the nature of the automotive industry. However, the Group supplies products globally to the top vehicle manufacturers by volume worldwide, and new customers are being added, in line with the Group's growth and diversification strategy.
Note 2. Scope of Consolidation
Breakdown of scope of consolidation
Appendix I lists the companies forming the scope of consolidation, together with the consolidation method used, registered office, line of business, ownership interest (direct and indirect) and the auditors of such companies.
Appendix II lists the companies that hold the indirect investments, corresponding to 30 June 2025 and 31 December 2024.
No significant subsidiaries have been left out of the consolidation scope.
The closing of the financial year for the companies included in the scope of consolidation is 31 December, with the exception of the following subsidiaries, whose financial years close on 31 March. However, an accounting close at 31 December was performed to include the financial statements of these companies in the Consolidated Financial Statements at 30 June 2025 and 31 December 2024:
Gestamp Services India Private, Ltd.
Gestamp Automotive India Private, Ltd.
Gestamp Automotive Chennai Private Ltd.
Gestamp Pune Automotive Private, Ltd.
Gescrap India Private, Ltd.
Edscha Aditya Automotive Systems Pvt, Ltd.
The following German subsidiaries are included in these Consolidated Financial Statements using the full consolidation method and are exempt from the responsibility of auditing their financial statements and publishing their own consolidated accounts for 2025 in Germany, using the additional regulation of §264
(3) German Commercial Code:
GMF Holding, GmbH (Bielefeld, Germany)
Gestamp Umformtechnik, GmbH (Ludwigsfelde, Germany)
Gestamp Wolfsburg, GmbH (Ludwigsfelde, Germany)
Gestamp Griwe Westerburg, GmbH (Westerburg, Germany) (Griwe Subgroup)
Gestamp Griwe Haynrode, GmbH (Haynrode, Germany) (Griwe Subgroup)
Edscha Holding GmbH (Remscheid, Germany)
Edscha Engineering GmbH (Remscheid, Germany)
Edscha Kunststofftechnik GmbH (Remscheid, Germany)
Edscha Automotive Hengersberg GmbH (Hengersberg, Germany)
Edscha Automotive Hauzenberg GmbH (Hauzenberg, Germany)
Edscha Mechatronics Solutions GmbH (Remscheid, Germany)
Autotech Engineering Deutschland, GmbH (Bielefeld, Germany)
Gescrap GmbH (Ichtershausen, Germany)
There are no significant restrictions on the capability of accessing to or using the assets or settle the liabilities of the subsidiaries included in the consolidation scope.
Changes in the scope of consolidation
2025
Business combination
On 09 April 2025, the company Gescrap Recycling Siglo XXI, S.L. signed a business purchase agreement, through which it acquired 100% of the share capital in Industrias López Soriano, S.L., for the amount of 3,000 thousand euros plus a contingent price of up to 6,651 thousand euros. Industrias López Soriano S.L. is, in turn, the parent company of several subsidiary companies (list of companies provided in Appendix I). This subgroup has been included in the consolidation scope by the full consolidation method (Note 3).
Changes in ownership percentage
On 28 January 2025, the partial divestment by COFIDES, S.A. S.M.E. was carried out in Gestamp Holding Rusia S.L. by which the controlling company acquired 5.618% of the share capital in said company.
The purchase price of the shareholding amounted to 11,574 thousand euros.
Since the transaction involved a change in the ownership interest retaining the control, the difference between the adjustment of the non-controlling interest (2,004 thousand euros (Note 19)) and the fair value of the consideration paid (11,574 thousand euros) was recognised directly in equity (9,568 thousand euros).
The translation differences previously allocated to non-controlling interests were assigned to the Group, for the percentage acquired, impacting the result of the transaction (which was recognised in reserves at fully consolidated companies) and decreasing the non-controlling interest by an additional 4,009 thousand euros. This amount is included in the line "Variation in translation differences" on the Consolidated Statement of Changes in Equity.
Inclusion in the scope of consolidation due to formation
On 13 February 2025, Edscha Mecatrónica México, S.A. de C.V. was incorporated, 99.99% owned by the subsidiary Edscha Santander S.A., and the remaining 0.01% by the subsidiary Edscha Burgos, S.A.. It has been added to the consolidation scope using the full consolidation method.
On 22 May 2025, the following subsidiaries were incorporated and have been added to the consolidation scope using the full consolidation method.
Gestamp Real Estate Bizkaia, S.L., 99.97% owned by Gestamp Bizkaia S.A. and the remaining 0.03% by Gestamp Automoción.
Gestamp Real Estate Assets 1, S.L., 99.97% owned by Gestamp Palencia S.A. and the
remaining 0.03% by Gestamp Navarra, S.A..
Gestamp Real Estate Investment 2, S.L., 99.97% owned by Gestamp Toledo S.A. and the remaining 0.03% by Edscha Burgos, S.A..
Gestamp Real Estate Management 3, S.L., 99.97% owned by Gestamp Linares S.A. and the remaining 0.03% by Gestamp Abrera, S.A..
Exclusions from the consolidation scope and mergers
On 26 February 2025, the subsidiary Gestamp Auto Components Wuhan, Co. Ltd. was dissolved.
On 1 January 2025, a merger took effect between the companies Gestamp Sorocaba Industria Autopeças Ltda. (absorbed company) and Gestamp Brasil Industria de Autopeças, S.A. (absorbing company).
In the second quarter of 2025, the company Flycorp, S.L. was sold, the result of the transaction was immaterial and was recognised under the heading "Impairment and gain/(loss) on disposal of financial instruments" on the Consolidated Income Statement.
2024
Changes in ownership percentage
Under the December 2023 agreement formalised on 19 January 2024, Gescrap Desarrollo S.L. sold a stake for 25,000 Turkish lira in Gescrap Turkey Metal Sanayi ve Ticaret Limited Şirketi to the minority shareholder Beyçelik Holding Anonim Şirketi, as a result of which the latter acquired 50% of the shares in that company.
Subsequently, on 24 January 2024, following two capital increases completed by Gescrap Turkey Metal Sanyi ve ticaret Limited Sirketi, the share capital rose to a total of 60,000 thousand Turkish lira.
Since the transaction involved a change in the percentage of the ownership interest while retaining the control, the difference between the adjustment of the non-controlling interest and the fair value of the consideration paid was recognised directly in equity (1 thousand euros) (Note 19).
On 1 December 2023, a purchase agreement was formalized whereby the Parent Company committed to acquiring 30% of the share capital of Gestamp North America, Inc., with the closing of the transaction being subject to obtaining authorization from the Mexican Federal Economic Competition Commission. During May 2024, following the approval of the operation by said Commission, the operation became effective, thus reaching 100% of the Group's participation.
The purchase price of the shareholding amounted to 23,169 thousand euros (25,000 thousand dollars).
Since the transaction involved a change in the ownership interest retaining the control, the difference between the adjustment of the non-controlling interest (-22,446 thousand euros) (Note 19) and the fair value of the consideration paid (23,169 thousand euros) was recognised directly in equity (-45,615 thousand euros) (Note 17).
The translation differences previously allocated to non-controlling interests were assigned to the Group, for the percentage acquired, increasing the result of the operation (which was recognised in reserves at fully consolidated companies) and decreasing the non-controlling interest by an additional 23,929 thousand euros. This amount is included in the line "Variation in translation differences" in the Consolidated Statement of Changes in Equity.
Inclusion in the scope of consolidation due to formation
Gescrap Slovenia d.o.o, an investee wholly owned by Gescrap Desarrollo S.L., was incorporated in the first six months of 2024. It has been included in the consolidation scope using the full consolidation method.
On 8 April 2024, EPL Georgia LLC was incorporated and is wholly owned by Edscha Pha Ltd. It has been included in the consolidation scope using the full consolidation method.
On 3 June 2024, Gestamp Leasing USA, LLC. was incorporated and is wholly owned by Edscha Michigan, Inc. It has been included in the consolidation scope using the full consolidation method.
On 24 July 2024, Gestamp Tooling USA, Inc. was incorporated and is wholly owned by Gestamp Global Tooling S.L. It has been included in the consolidation scope using the full consolidation method.
On 26 December 2024, the company Gescrap Recycling Siglo XXI, S.L. was established, with Sideacero S.L. holding an 80% stake and Gescrap S.L.U. holding 20%. It has been included in the consolidation scope using the full consolidation method.
At the end of December 2024, Gescrap France purchased 50% of the capital of Centre Recuperation Libournais, incorporating this company into the scope of consolidation using the equity method.
Exclusions from the consolidation scope
On 18 June 2024, the subsidiary Gestamp Holding Hamilton, Inc. was dissolved.
On 9 October 2024, the sale agreement for Gestamp Togliatti Llc and Edscha Togliatti LLc was signed, an operation that is considered final on 26 December with the collection of the sale price amounting to 762,500 thousand rubles (7,227 thousand euros). The result of this disposal was a loss of 2,071 thousand euros, which is included under the heading "Impairment and gain/(loss) on disposal of financial instruments", as well as 7,692 thousand euros recognised under Exchange differences in the consolidated income statement after transferring to profit or loss the accumulated translation differences for the companies up to the date of exit from the scope.
Note 3. Business Combinations
2025
Industrias López Soriano, S.L.
On 09 April 2025, the company Gescrap Recycling Siglo XXI, S.L. signed a business purchase agreement, through which it acquired 100% of the share capital in Industrias López Soriano, S.L., for the amount of 3,000 thousand euros. This was recognised as an earn-out liability of 6,651 thousand euros. An intragroup loan was also granted for the purposes of debt relief amounting to 11,839 thousand euros. As a result, goodwill on consolidation amounting to 246 thousand euros was achieved.
Industrias López Soriano S.L. is, in turn, the parent company of several subsidiary companies whose main activity is waste management and recycling of steel products.
The fair value of the assets and liabilities of Industrias López Soriano, S.L and its subsidiaries at the date they were incorporated was as follows:
Thousand of euros | |
Intangible assets (Note 10) | 115 |
Property, plant and equipment (Nota 11) | 15,516 |
Non-current financial assets (Note 12.a)) | 127 |
Assets hel for sale (note 32) | 6,367 |
Inventories (Note 13) | 1,718 |
Trade receivables | 6,020 |
Other current assets | 7,424 |
Cash and cash equivalents | 854 |
38,141 | |
Other non-current liabilities | 587 |
Other current liabilities | 854 |
Trade accounts payable | 11,532 |
Provisions and others | 3,772 |
Non-controlling interests (Note 19) | 152 |
16,897 | |
Net assets | 21,244 |
Percentage of direct shareholding acquired | 100 % |
Attributable net assets | 21,244 |
Total consideration | 3,000 |
Intercompany loan for bank waiver | 11,839 |
Earn out | 6,651 |
Net effect of the business combination (Goodwill) (Note 10.a)) | -246 |
Net turnover and profit attributable to the business combination from the incorporation date to 30 June 2025 amounted to 7,354 thousand euros and 183 thousand euros, respectively. If the business combination had taken place at the beginning of the financial year 2025, the Industrias López Soriano Group would have contributed approximately 21,136 thousand euros in net turnover and 648 thousand euros in EBITDA.
The number of employees from this business unit added to the Group is approximately 188 people. There were no significant costs associated with this transaction.
2024
No business combinations have taken place during the period.
Note 4. Basis of presentation
True and Fair View
The Group's Condensed Interim Consolidated Financial Statements at 30 June 2025 have been prepared in accordance with International Accounting Standard IAS 34 - Interim Financial Statements and International Financial Reporting Standards (IFRS) as adopted by the European Union, approved by the European Commission regulations in force at 30 June 2025.
The Group's Condensed Interim Consolidated Financial Statements have been prepared on the basis of the accounting records of each Group company at 30 June 2025 and 2024. Each company prepares its Financial Statements in accordance with the accounting principles and standards in force in the country in which it operates; the required adjustments and reclassifications were made in the consolidation process in order to harmonise the policies and methods used to adapt them to IFRS.
The figures contained in these Condensed Interim Consolidated Financial Statements are expressed in thousands of euros, unless otherwise indicated and, consequently, they may be rounded off.
Comparison of information
As explained in Note 2.b and 3, Industrias López Soriano joined the Group in 2025.
Finally, the following companies joined by incorporation: Edscha Mecatrónica México, S.A., Gestamp Real Estate Bizkaia, S.L., Gestamp Real Estate Assets 1, S.L., Gestamp Real Estate Investment 2, S.L. and Gestamp Real Estate Management 3, S.L.. The company Gestamp Auto Components Wuhan, co. Ltd. was dissolved. In addition, the company Flycorp, S.L. was sold.
As explained in Note 2.b and 3, no business combinations took place in 2024.
Finally, in 2024, the companies Gestamp Leasing USA, LLC, EPL Georgia LLC, Gestamp Tooling USA, Inc., Gescrap Slovenia d.o.o. and Gescrap Recycling Siglo XXI, S.L., were merged, and Gestamp Holding Hamilton, Inc. was dissolved. Additionally, at the end of the year, the companies Gestamp Togliatti Llc and Edscha Togliatti Llc were sold.
Basis of consolidation
The Condensed Interim Consolidated Financial Statements comprise the financial statements of the Parent Company and its subsidiaries at 30 June 2025.
The Group controls a subsidiary if and only if the Group in turn:
Ø Power over the subsidiary (rights that give the ability to direct the relevant activities of the subsidiary)
Ø Exposure, or rights to variable returns from its involvement in the subsidiary and Ø The ability to use its power over the subsidiary to affect the said variable returns.
When the Group does not hold the majority of voting rights or similar rights of the subsidiary, the Group considers all relevant facts and circumstances to assess the existence of control. This includes:
Ø Contractual agreements with other investors holding voting rights of the subsidiary Ø Rights arisen from other contractual agreements
Ø Potential voting rights of the Group
Ø Power over relevant activities of the subsidiary
When facts and circumstances indicate changes in one or more elements determining control over a subsidiary, the Group reassesses the existence of control over such subsidiary (Note 7).
Subsidiaries are fully consolidated from the acquisition date, when the Group obtains control, and continue to be consolidated until the date when such control ceases. If the Group loses or relinquishes control of a subsidiary, the Condensed Interim Consolidated Financial Statements include that subsidiary's results for the portion of the year during which the Group held control thereover.
The financial statements of the subsidiaries have the same closing date as the Parent Company, except for the companies mentioned in Note 2.a. whereby said companies have an additional closing for the financial year for their inclusion in the Condensed Interim Consolidated Financial Statements, being elaborated with the same accounting policies in a uniform and coherent procedure.
The profit or loss of a subsidiary company is attributed to non-controlling interests, even if it involves recording a debit balance with them.
Changes in shareholding percentage that do not mean loss of control are reflected as an equity transaction. When the Group loses control of a subsidiary:
The Group derecognises the assets (including goodwill) and liabilities of the subsidiary.
Derecognises the carrying amount of non-controlling interests.
Derecognises translation differences taken to equity.
Recognises the fair value of the consideration received for the transaction.
Recognises the fair value of any retained investment.
Recognises any excess or deficit in the Consolidated Income Statement.
Reclassifies the shareholding of the Parent Company in the items previously registered in Other Comprehensive Income to profit or to retained earnings, as appropriate.
Subsidiaries
The full consolidation method is used for companies included in the consolidation scope, controlled by the Parent Company, in accordance with the definition included at the beginning of this section.
Associates
Investments in which the Group has significant influence, but not control have been consolidated under the equity method. Significant influence is the power to participate in the financial and operating policy decisions of the subsidiary but it does not imply control or joint control on those policies. Considerations to make in order to decide whether there is significant influence are similar to those made to decide whether there is control over a subsidiary.
For the purposes of preparing these Condensed Interim Consolidated Financial Statements, significant influence is deemed to exist in those companies in which the Group, directly or indirectly, holds over 20% of the investment, and in certain instances in which the Group's holding is lower, but significant influence can be clearly demonstrated.
Translation of financial statements of foreign companies
The items on the balance sheet and the income statement of companies included in the Condensed Interim Consolidated Financial Statements, whose functional currency is different from the presentation currency, are translated to euros using the closing foreign exchange rates method as follows:
All assets, rights, and liabilities of foreign operations are translated at the exchange rate prevailing at the closing date of the Condensed Interim Consolidated Financial Statements.
Income and expenses are translated using the average exchange rate, as long as that average is a reasonable approximation of the cumulative effect of the actual exchange rates prevailing at the transactions dates and except for hyperinflationary economies (Note 4.5).
The differences between the net carrying amount of equity of the foreign companies converted using historical exchange rates, including the result net of taxes from the Income Statement, and the net carrying amount of equity resulting from the conversion of assets, liabilities, and equity using the exchange rate prevailing at the Consolidated Balance Sheet date, are recorded as "Translation differences" in the "Equity
- Translation Differences" section of the Consolidated Balance Sheet (Note 18), with the corresponding negative or positive sign.
Exchange gains and losses due to the impact of changes in the functional currency relative to the euro on foreign currency borrowings considered permanent are taken directly to equity under "Translation differences", net of tax effect. Said reclassification at 30 June 2025 represents a decrease in translation differences amounting to 23.9 million euros (an increase of 31.1 million euros in translation differences at 31 December 2024).
Permanent financing transactions are considered to be intragroup loans to subsidiaries whose repayment is not foreseen and are therefore treated as equity.
The effect of the change in exchange rates when presenting the Consolidated Statement of Cash Flows using the indirect method has been calculated taking into account an average of the year for Cash and cash equivalents and the change in exchange rates has been applied at the end of each of the years.
Transactions between companies included in the consolidation scope
The following transactions and balances were eliminated upon consolidation:
Reciprocal receivables/payables and expenses/income relating to intra-Group transactions.
Income from the purchase and sale of property, plant and equipment and intangible assets as well
as unrealised gains on inventories, if the amount is significant.
Intra-Group dividends and the debit balance corresponding to interim dividends recognised at the company that paid them.
Non-controlling interests
The value of non-controlling interests in the equity and profit (loss) for the year of consolidated subsidiaries is recognised in Non-controlling interests in Equity in the Consolidated Balance Sheet and in Non-controlling interests in the Consolidated Income Statement and Consolidated Statement of Comprehensive Income, respectively.
Going concern
The Directors of the Parent Company have prepared these Condensed Interim Consolidated Financial Statements in line with the going concern principle, on the basis that there is no reason to doubt the Group's business continuity.
The Group has sufficient financing in place to fund its operations. The outstanding balance at 30 June 2025 of the Gross Financial Debt obtained by the Group amounted to 3,477.2 million euros (3,479.9 million euros at 31 December 2024) (Note 4.6.), of which 64% matures at over 12 months (77% at 31 December
2024).
At 30 June 2025, the Group had cash and cash equivalents totalling 2,078.4 million euros (31 December 2024: 2,088.1 million euros) to manage its working capital needs, broken down as follows:
2024
2025
Million euros
Cash and cash equivalents 1,218.5 1,157.1
Current financial assets 134.9 227.7
Undrawn credit lines
Maturity over 12 months 108.8 70.9
Revolving Credit Facility 500.0 500.0
TOTAL CASH AND CASH EQUIVALENTS 2,078.4 2,088.1
Maturity under 12 months 116.2 132.4
Argentina and Türkiye hyperinflation adjustment
Since all the inflation indicators for Argentina and Türkiye point to cumulative inflation in three years exceeding 100%, and there are no qualitative matters to mitigate the situation, Argentina must be considered to be a hyperinflationary economy from 1 July 2018, as must Türkiye from 1 April 2022, so IAS
29 "Financial Reporting in Hyperinflationary Economies", applies, requiring the Interim Condensed Consolidated Financial Statements to be expressed in terms of the current measurement unit on the date of the year reported. This restatement of accounting values was carried out as follows:
Separation and identification of all balance sheet items between monetary and non-monetary. The monetary items are cash and the balances receivable or payable in Argentine pesos and Turkish lira, including the assets from customer contracts. The non-monetary items are intangible assets, property, plant and equipment, tooling and other similar assets. The income statement and equity items are also deemed to be non-monetary items for the purposes of calculating hyperinflation. No significant items measured at current cost were identified.
Non-monetary assets and liabilities: These assets were recognised at cost from their acquisition date. These items are restated from their acquisition date, multiplying the carrying amount at historical cost by the index obtained as a result of dividing the index at year-end by the index at the acquisition date.
Income and expenses: These items were restated in line with the performance of the price index from the date on which they were recognised until the period-end date.
The conversion to euros of the income statement of Argentine and Turkish companies in the Interim Condensed Consolidated Financial Statements has been done at the closing exchange rate.
Calculation and recognition of the deferred taxes arising from the change in accounting values with respect to tax values.
The index used for the restatement of Argentine companies was a synthetic index. To restate the balances prior to 31 December 2016, the wholesale price index was used and, from 1 January 2017, the National Consumer Price Index was used.
The index used for the restatement of Turkish companies was the New Consumer Price Index (2003=100) published by the Turkish Statistical Institute.
The comparative figures in the Consolidated Financial Statements at 31 December 2018, with respect to the companies in Argentina were those of the previous year, that is, they are not adjusted by hyperinflation nor will they be adjusted for subsequent changes in the level of prices or exchange rates in subsequent years. This gave rise to differences between equity at the end of the 2017 and equity at the beginning of 2018 and, as an accounting policy option, these changes were presented in the Translation Differences heading.
Also, the comparative figures in the Consolidated Financial Statements at 31 December 2022, with respect to the companies in Türkiye were those of the previous year, that is, they were not adjusted by hyperinflation nor will they be adjusted for subsequent changes in terms of prices or exchange rates in subsequent years. This gave rise to differences between equity at the end of the 2021 and equity at the beginning of 2022 and, as an accounting policy option, these changes were presented in the Translation Differences heading.
The accumulated effect on the Condensed Interim Consolidated Financial Statements at 30 June 2025 of the inflation adjustment made in the manner described in the previous paragraphs was as follows:
30-06-2025 | 31-12-2024 | |||||
Argentina | Argentina (*) | Turkey (**) | Total | |||
(*) | Turkey (**) | Total | ||||
55,887 | 112,845 | 168,732 | 63,915 | 113,336 | 177,251 | |
22 | 4,110 | 4,132 | 29 | 4,168 | 4,197 | |
- | (3,164) | (3,164) | - | (5,131) | (5,131) | |
- | - | - | - | (3,151) | (3,151) | |
(19,568) | - | (19,568) | (22,381) | - | (22,381) | |
36,341 | 113,791 | 150,132 | 41,563 | 109,222 | 150,785 | |
6,179 | 17,986 | 24,165 | (15,964) | (80,565) | (96,529) | |
(3,030) | (9,290) | (12,320) | 6,947 | 76,070 | 83,017 | |
(1,912) | (4,450) | (6,362) | 5,227 | (4,384) | 843 | |
(1,103) | (1,111) | (2,214) | 3,430 | 5,117 | 8,547 | |
134 | 3,135 | 3,269 | (360) | (3,762) | (4,122) | |
2,652 | 5,753 | 8,405 | 5,906 | 14,760 | 20,666 | |
3 | 62 | 65 | (696) | (767) | (1,463) | |
(157) | (529) | (686) | 1,474 | 654 | 2,128 | |
(222) | (1,243) | (1,465) | (500) | 2,310 | 1,810 | |
748 | (686) | 62 | 5,094 | (8,288) | (3,194) | |
1,557 | 989 | 2,546 | 6,638 | (14,542) | (7,904) | |
4,715 | 7,481 | 12,196 | 17,556 | (9,635) | 7,921 | |
54,462 | (5,477) | 48,985 | 36,906 | 4,158 | 41,064 | |
(95,518) | (115,795) | (211,313) | (96,025) | (103,745) | (199,770) | |
(573) | (57,899) | (58,472) | (573) | (51,873) | (52,446) | |
25 | 3,741 | 3,766 | 100 | (4,818) | (4,718) | |
351 | (2,738) | (2,387) | 248 | 2,080 | 2,328 | |
(197) | (56,896) | (57,093) | (225) | (54,611) | (54,836) | |
(94,945) | (57,896) | (152,841) | (95,452) | (51,872) | (147,324) | |
4,690 | 3,740 | 8,430 | 17,456 | (4,817) | 12,639 | |
54,111 | (2,739) | 51,372 | 36,658 | 2,078 | 38,736 | |
Property, plant and equipment (Note 11)
Intangible assets (Note 10.b))
Other current assets and liabilities Deferred tax assets
Deferred tax liabilities
EFFECT NON-MONETARY ASSETS AND
Revenue
Cost of materials used Personnel expenses Other operating expenses EFFECT ON EBITDA
Depreciation and amortisation and Finance income
Finance expenses Exchange gains (losses) Income tax
Result of exposure to inflation EFFECT ON RESULTS FOR THE YEAR EFFECT ON RESERVES
PRIOR EFFECT ON TRANSLATION DIFFERENCES
Effect non-controlling interests due allocation Effect non-controlling interests due allocation Effect non-controlling interests due allocation EFFECT ON NON-CONTROLLING INTEREST
TOTAL EFFECT ON TRANSLATION DIFFERENCES (Note 18)
TOTAL EFFECT ON INCOME AND EXPENSES EFFECT ON RESERVES
Balance-sheet accounts with a positive sign relate to receivable balances and the negative sign to payable balances. Income statement accounts with a positive sign relate to expenses and the negative sign to income.
(*) Includes the effects of hyperinflation adjustment on Gestamp Córdoba, S.A. and Gestamp Baires, S.A.
(**) Includes the effects of hyperinflation adjustment on Beyçelik Gestamp Otomotive Sanayi, A.S., Beyçelik Gestamp Teknoloji Kalip, A.S., Çelik Form Otomotiv, A.S. and Beyçelik Gestamp Sasi Otomotive, L.S.
The changes in Reserves, Translation differences, and Non-controlling interests are affected by the change in the Group's percentage of participation, without changes in control, over the Argentine companies (Note 2.).
4.6. Alternative management indicators
Together with the indicators given in the IFRS, the Group uses a set of alternative management indicators, since it considers that they help in the decision-making process and economic-financial situation and are widely used by investors, financial analysts and other stakeholders. These indicators are not defined by IFRS and thus may not be directly comparable with other similar indicators used by other companies.
EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization)
EBITDA is an alternative management indicator because it provides useful information regarding the plants' ability to generate operating results (before financial expenses, taxes and amortisation), segments and the Group as a whole, and it is one of the indicators used by lenders to measure our financial capacity, on comparing it with debt.
EBITDA represents the operating profit before depreciation, amortisation and impairment losses. It is calculated as the difference between two aggregates defined under IFRS, without performing any adjustments thereto.
The calculation of EBITDA at 30 June 2025 and 30 June 2024 is as follows:
Thousands | of euros | |
30-06-2025 | 30-06-2024 | |
Operating profit | 285,525 | 285,238 |
Amortisation, and impairment losses | 355,635 | 356,653 |
EBITDA | 641,160 | 641,891 |
Pro forma EBITDA as at 30 June 2025 and 30 June 2024, excluding the impact of IFRS 16, applicable as of 1 January 2019, that is, removing the effect of the amortization of right-of-use assets (Note 11), would be 597,085 thousand euros and 591,160 thousand euros, respectively.
The calculation of EBITDA at 30 June 2025 and 30 June 2024, based on the information contained in the Consolidated Statement of Cash Flows was as follows:
Thousands of euros | ||
30-06-2025 | 30-06-2024 | |
Profit for the year before taxes | 152,098 | 192,575 |
Adjustments to profit | 489,062 | 449,316 |
Amortisation and impairment of intangible assets and PP&E | 355,635 | 356,653 |
Financial income | (14,030) | (11,731) |
Financial costs | 106,449 | 110,377 |
Exchange gain (losses) | 40,224 | 12,991 |
Share of profit/(loss) from associates - equity method | (2,971) | (3) |
Change in fair value of financial instruments | (7) | (12) |
Impairment and gain (loss) from disposal of financial instruments | 1,216 | (3) |
Inflation exposure result | 2,546 | (18,956) |
TOTAL EBITDA 641,160 641,891
The EBITDA/Revenue ratio, the indicator to evaluate business profitability obtained by dividing EBITDA by the net turnover, reached 11.0% at 30 June 2025 (10.5% at 30 June 2024).
Accumulated EBITDA for the first twelve months is calculated by adding the EBITDA as of June 30 of the current fiscal year plus the EBITDA of the previous fiscal year less the EBITDA as of June 30 of the previous fiscal year.
30-06-2025 30-06-2024
Accumulated EBITDA for the first twelve months 1,293.3 1,313.2
EBIT (Earnings Before Interest and Taxes)
EBIT is the Operating Profit.
The EBIT/Revenue ratio, the indicator to evaluate business profitability obtained by dividing EBIT by the net turnover, reached 4.9% at 30 June 2025 (4.6% at 30 June 2024).
CAPEX
The Group uses the CAPEX as an alternative management indicator, since it provides significant information on the investment decisions performed by the Group, and it is also related with the financing of operations.
CAPEX is calculated by adding the additions to other intangible assets and to property, plant and equipment.
The calculation of CAPEX at 30 June 2025 and 31 December 2024 is as follows (Note 10.b and Note 11):
Thousands of euros | |||
30-06-2025 | 31-12-2024 | ||
Additions to Other intangible assets | 51,199 | 126,447 | |
Additions to Property, plant and equipment | 434,609 | 825,564 | |
485,808 | 952,011 | ||
Net Financial Debt | |||
Net Financial Debt provides useful information with regard to the level of debt held by the Group related with compliance with financial obligations ("covenants"), and the changes therein relate to cash generation before lending transactions more directly than the changes in gross debt.
The calculation of the Net Financial Debt at 30 June 2025 and 31 December 2024 is as follows (Note 22):
Thousands of euros | ||
30-06-2025 | 31-12-2024 | |
Interes t-bea ring loans and borrowings and debt i ssues | 2,950,286 | 2,727,156 |
Payables on leases | 463,661 | 461,215 |
Borrowings from related parties | 16,247 | 17,934 |
Other borrowings | 46,962 | 273,558 |
Gross Financial Debt (Note 22 and Note 4.4) | 3,477,156 | 3,479,863 |
Current financial assets | (117,365) | (225,943) |
Cash and cash equivalents | (1,218,519) | (1,157,120) |
Subtotal | (1,335,884) | (1,383,063) |
Net financial debt | 2,141,272 | 2,096,800 |
The pro forma Net financial debt at 30 June 2025 and 31 December 2024, excluding the impact of application of IFRS 16, hat is, excluding lease liabilities, would be 1,717,288 thousand euros and 1,682,854 thousand euros, respectively.
Free cash flow
Free cash flow is an alternative management indicator, as it provides useful information about the Group's ability to generate cash. It is defined as the change in net debt, excluding that arising from acquisitions or sales of equity investments, adjusted for cash provided or received on acquisitions or sales of equity investments (including minority interests), dividend payments, and the impact of exchange rate differences, hyperinflation and conversion.
The calculation of Free cash flow at 30 June 2025 and 31 December 2024 is as follows:
Thousands | of euros | |
30-06-2025 | 30-06-2024 | |
Change in net financial debt | (44,472) | (133,439) |
Net financial debt prior year | (2,096,800) | (2,057,959) |
Net financial debt current year | (2,141,272) | (2,191,398) |
excluding: | ||
Purchase of companies and group shareholdings | (14,839) | - |
Incorporation of cash and cash equivalents business combinations | 854 | - |
Payment to non-controlling interests for purchase of shares | (11,573) | (23,169) |
Capital contribution from non-controlling shareholders | 152 | 918 |
Dividends paid | (38,956) | (45,116) |
Free Cash Flow pre FX | 19,890 | (66,072) |
FX Impact | (64,778) | (3,849) |
Free Cash Flow | 84,668 | (62,223) |
Leverage ratio (Leverage)
The Group uses the Leverage ratio as an indicator to measure solvency monitoring and is calculated as Net Financial Debt divided by the accumulated EBITDA for the 12 months to June 30, 2025, which amounts to
1.66 (1.67 as of June 30, 2024).
Note 5. Changes in accounting policies
Standards and interpretations approved by the European Union and applied for the first time during the period
IAS 21 (Amendment) "Lack of Convertibility"
This amendment specifies requirements to assist entities in determining whether a currency is interchangeable with another currency and the spot exchange rate to use when it is not.
The Group is not affected by the application of this amendment.
Standards and interpretations issued by the IASB, but not applicable in this period, or they have not been approved by the EU
Standard, Interpretation, or Amendment | IASB Application Date (*) |
Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) | January 1, 2026 |
Renewable Electricity Contracts (Amendments to IFRS 9 and IFRS 7) | January 1, 2026 |
IFRS 18 Presentation and Disclosure in Financial Statements | January 1, 2027 |
Annual Improvements to IFRS Accounting Standards, Volume 11 | January 1, 2026 |
(*) Pending adoption by the European Union at the date of these financial statements
The Group is currently analyzing the impact that the adoption of these new pronouncements will have on its consolidated financial statements upon initial application. In particular, IFRS 18 will replace IAS 1 Presentation of Financial Statements and introduces, among others, new presentation requirements within the income statement, including new totals and subtotals. IFRS 18 and all resulting amendments are effective for periods beginning on or after January 1, 2027, with retrospective application required. The Group is currently working to identify the impacts these new criteria will have on the primary financial statements and the notes to the financial statements. Our preliminary analysis suggests that the adoption of IFRS 18 will primarily affect the presentation of items in the income statement, with no changes in their recognition or measurement.
Note 6. Summary of significant accounting policies
As stated in Note 4.1, the Group has applied the accounting policies in accordance with IFRS and adopted by the European Commission for application in the European Union (EU-IFRS). In this regard, only the policies considered significant in view of the nature of the Group's activities are detailed below, as are the policies adopted in preparing these Condensed Interim Consolidated Financial Statements in the event that there is an option permitted by IFRS or, where applicable, due to the specific nature of the sector in which it operates.
Foreign currency transactions
Functional and presentation currency
Line items included in the financial statements of each entity are valued using the functional currency of the primary economic environment in which it operates.
The Condensed Interim Consolidated Financial Statements are presented in thousands of euros, and the Euro is the Group's presentation currency and the functional currency of the Parent Company.
Transactions in foreign currency other than the functional currency of each company
Transactions in foreign currencies different to the functional currency of each company are translated to the Group's functional currency at the exchange rate prevailing at the date of the transaction. Exchange gains and losses arising on the settlement of these transactions or on translating foreign currency denominated monetary assets and liabilities at closing rates are recognised in the Consolidated Income Statement.
Property, plant and equipment
Property, plant and equipment is carried at either acquisition, transition cost to IFRS (1 January 2007), or production cost, including all the costs and expenses directly related with assets acquired until ready for use, less accumulated depreciation and any impairment losses. Land is not depreciated and is presented net of any impairment charges.
At the date of transition to EU-IFRS (1 January 2007), all property, plant and equipment was measured at fair value at that date on the basis of a report by an independent expert, which led to a revaluation of the Group's assets (Note 11).
The carrying value of Property plant, and equipment acquired by means of a business combination is measured at its fair value, determined by an independent expert at the moment of its incorporation into the Group (Note 6.3).
Specific spare parts: certain major parts of some items of Property, plant and equipment may require replacement at irregular intervals. The cost of these parts is capitalised when the part is replaced and depreciated over their estimated useful lives. The net carrying amount of replaced parts is retired with a charge to income when the replacement occurs.
An item of property, plant and equipment is retired upon disposal or when no future economic benefits are expected from its use or disposal.
Business combinations and consolidation goodwill
Business Combinations
Business combinations are accounted for using the acquisition method. The acquisition cost is the sum of the total consideration transferred, measured at fair value at the acquisition date, and the amount of non-controlling interest of the acquired company, if any.
For each business combination, the Group measures the non-controlling interest in the acquiree either at
fair value or at the proportionate share of the acquiree's identifiable net assets.
The related acquisition costs are recognised when incurred under Other Operating Expenses.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions at the acquisition date. This includes the separation of the implicit derivatives of the main contracts of the acquired company.
Consolidation goodwill
Goodwill acquired in a business combination is initially measured, at the time of acquisition, at cost, that is, the excess of the total consideration paid for the business combination over the Parent Company's interest in the net fair value of the identifiable assets, liabilities, and contingent liabilities of the acquired business.
Goodwill arising on acquisitions of businesses whose functional currency is not the euro is updated at the closing rate, and the difference between the opening and closing balance in euros is recognised in translation differences.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is tested for impairment annually or more frequently if events or changes in circumstances indicate that the carrying amount may be impaired.
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 or Groups of Cash-generating Units (Note 6.7) expected to benefit from the business combination's synergies, irrespective of any other Group assets or liabilities assigned to those units or groups of units.
Impairment is determined by assessing the recoverable amount of the Cash-Generating Unit or groups of Cash-Generating Units to which the goodwill relates. If the recoverable amount of the cash-generating unit or group of cash-generating units is less than the carrying amount, the Group recognises an impairment loss (Note 6.7).
Interests in associates
The Group has equity interests in associates, which are companies over which the Group has significant influence.
The Group records its interest in associates using the equity method.
Other intangible assets
Research and development costs Research costs are expensed as incurred.
Development expenditure is capitalised when the Group can demonstrate:
The technical feasibility of completing the intangible asset so that it will be available for use or sale.
Its intention to complete and its ability to use or sell the resulting asset.
Its ability to use or sell the intangible asset.
The economic and commercial profitability of the project is reasonably ensured.
The availability of adequate technical and financial resources to complete and to use or sell the resulting asset.
Its ability to measure reliably the expenditure during development.
Capitalised development expenses are amortised on a straight-line basis, over the period in which it is expected to obtain income or profits from the aforementioned project, which does not exceed 6 years.
Concessions, patents, licences, trademarks, et al.
These intangible assets are initially measured at acquisition cost. They are assessed as having a finite useful life and are accordingly carried at cost net of accumulated amortization. Amortisation is calculated using the straight-line method, based on the estimated useful life, in all instances less than 5 years; except the GESTAMP brand which is considered an asset of indefinite useful life.
Software
Software acquired from third parties, recognised as assets, is amortised over its estimated useful life, which does not exceed 5 years.
Financial assets
Following the IFRS 9's criteria, the Group initially measures a financial asset at its fair value plus, in the case
of a financial asset not at fair value through profit or loss, transaction costs.
Debt financial asset instruments are subsequently measured at fair value through profit or loss (FVPL), amortised cost, or fair value through other comprehensive income (FVOCI). The classification is based on two criteria: the Group's business model for managing the assets; and whether the instruments' contractual cash flows represent 'solely payments of principal and interest' on the principal amount outstanding (the "SPPI criterion").
The new classification and measurement of the IFRS 9 is as follows:
Instruments at amortised cost for financial assets that are held within a business model with the objective to hold the financial assets in order to collect contractual cash flows that meet the SPPI criterion.
Instruments at FVOCI, with gains or losses recycled to profit or loss on derecognition.
The Group's financial instruments included in non-current financial assets, trade and other receivables, other current assets and current financial assets are recognised at amortised cost, taking into account the business model and the evaluation of the SPPI.
Impairment losses on assets
Impairment of non-financial assets
The Group assesses at each reporting date whether there is any indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset's recoverable amount as either the group of assets' or cash-generating unit's fair value less costs to sell, or its value in use, whichever is higher.
The indicators of impairment are analysed at two levels. Firstly, with respect to the Group's CGUs and, secondly, with respect to the corporate development expense intangible assets (R&D projects). It is considered that a CGU has signs of impairment if it is observed that its level of profitability is significantly below the average return of the segment and of the Group for an on-going period. Other qualitative factors that may affect the CGU are also considered. In the case of the R&D Projects, a significant variation in actual income with regard to expected income in the business plans estimated at the start of the project represent a sign of impairment.
A cash-generating unit (CGU) is the smallest identifiable group of assets that generates cash flows that are largely independent of the cash inflows from other assets. The smallest identifiable group of assets designated are the operating plants or the individual companies. However, there are specific cases in which the CGU does not correspond directly to the plants for various reasons, because the trading company groups together several plants that are close to each other or managed as a unit (France, UK, Brazil), or because at a country level there is significant operational integration (Mexico, USA and Germany).
When the carrying amount of a group of assets or CGU exceeds its recoverable amount, an impairment loss is recognised and its carrying amount is decreased to its recoverable amount.
Impairment losses with respect to CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating units and, then, to proportionally reduce the carrying amount of the