Mota-engil Sgps SaEURONEXT: EGL

Mota-Engil, SGPS, S.A. informs on: the Interim Consolidated Financial Information for the first half of 2025

· Issued by Mota-engil Sgps SA

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INSPIRING Beyond Cultures

INSPIRING

Beyond Cultures

INTERIM CONSOLIDATED FINANCIAL INFORMATION 2025



Table of Contents

Part ONE - Interim Consolidated Management Report

  1. Economic and financial environment 7

  2. Analysis of the economic and financial performance 8

  3. Analysis by business unit 15

  4. Sustainability and social responsibility 21

  5. Mota-Engil in the stock market 27

  6. Outlook 28

  7. Relevant facts after the end of the period 29

Part TWO - Interim Consolidated Financial Information

  1. Consolidated income statements by natures 33

  2. Consolidated statements of other comprehensive income 34

  3. Consolidated statements of financial position 35

  4. Consolidated statements of changes in equity 36

  5. Consolidated statements of cash-flows 37

  6. Notes to the consolidated financial statements 38

  7. Appendix A 54

Part THREE - Mandatory Information

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INSPIRING Beyond Cultures

RELATÓRIO ÚNICO 2024



ONE

INTERIM CONSOLIDATED FINANCIAL INFORMATION 2025

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INSPIRING Beyond Cultures

1.

INTERIM CONSOLIDATED MANAGEMENT REPORT

INTERIM CONSOLIDATED FINANCIAL INFORMATION 2025



Highlights

14.7Billion Euros

Backlog of 14.7 billion euros, a decrease of 6% compared to December 2024

59Million Euros Consolidated net profit of the period of 59 million euros, an increase of

20% compared to the first half of 2024, with a margin of 2.2%

2,745Million Euros Turnover of 2,745 million euros, an increase of 0.5% compared to the first half of 2024 1,695Million Euros

Net debt of 1,695 million euros, with a Net debt / EBITDA LTM ratio of 1.68x

448Million Euros EBITDA of 448 million euros, an increase of 13% compared to the first half of

2024, with a margin of 16%

2,968Million Euros

Gross debt of 2,968 million euros, with a Gross debt / EBITDA LTM ratio of 2.95x

194Million Euros Capex of 194 million euros, of which 80% assigned to medium and long-

term contracts and to growth

776Million Euros Total equity of 776 million euros, with a total equity / total assets ratio of 10%

Income Statement

(Thousand euros)

1H25 % T ∆ 1H24 % T

Sales and services rendered (Turnover - T)

2,745,197

0.5%

2,732,346

EBITDA(*)

448,203

16.3%

13.1%

396,345

14.5%

Amortizations and depreciations, impairment losses and provisions

(150,746)

(5.5%)

5.6%

(159,673)

(5.8%)

EBIT(**)

297,457

10.8%

25.7%

236,672

8.7%

Net financial results (***)

(116,806)

(4.3%)

(23.0%)

(95,001)

(3.5%)

Gains / (losses) in associates and joint ventures

(4,996)

(0.2%)

(269.2%)

2,952

0.1%

Gains / (losses) on the acquisition and disposal of subsidiaries, joint ventures and associated companies

2,925

0.1%

(86.9%)

22,246

0.8%

Income before taxes

178,581

6.5%

7.0%

166,870

6.1%

Consolidated net profit of the period

120,643

4.4%

1.9%

118,352

4.3%

Attributable to:

Non-controlling interests

61,207

2.2%

(11.3%)

69,016

2.5%

Group

59,435

2.2%

20.5%

49,336

1.8%

(*) EBITDA corresponds to the algebraic sum of the following captions of the consolidated income statement by natures: "Sales and services rendered"; "Cost of goods sold, materials consumed and changes in production"; "Third-party supplies and services"; "Wages and salaries"; and "Other operating income / (expenses)".

(**) EBIT corresponds to the algebraic sum of EBITDA with the following captions of the consolidated income statement by natures: "Amortizations and depreciations", "Impairment losses" and "Provisions".



(***) Net financial results correspond to the algebraic sum of the following captions of the consolidated income statement by natures: "Financial income and gains" and "Financial costs and losses".



  1. Economic and financial environment

    In the first half of 2025, the global economy continued to face a series of challenges and opportunities. However, despite the persistence of the armed conflicts between Ukraine and the Russian Federation, between Israel and Hamas, and the uncertainty regarding the impacts of the new U.S. trade policy (unilateral application of trade tariffs to several countries), the global economic growth remained at a moderate level.

    In this context, by the end of 2025, the Organization for Economic Co-Operation and Development (OECD) projects a global growth of 3.1%, 0.1 p.p. below the observed in 2024 (3.2%). On the other hand, global inflation continues to show signs of deceleration, with the International Monetary Fund (IMF) forecasting a rate of 4.2% for 2025, compared with 4.9% recorded in 2024. Regarding Eurozone inflation, it is expected to stand at 2.3%, compared with 2.7% in the previous year.

    With regard to Portugal, the forecasts for 2025 point to an economic growth of 2.3%, an improvement compared to the 1.9% recorded in 2024. As for inflation, it is estimated at 2.3%, down from 2.7% in the previous year.

    Regarding the monetary policy, in the first half of 2025, the main central banks adopted a more expansionary stance. Thus, the

    U.S. Federal Reserve lowered its reference interest rates to 4.50%, while the European Central Bank reduced its rates to 2.15%.

    In relation to the main commodities, in the first half of 2025, oil and natural gas prices recorded moderate changes. The price of oil registered a slight decrease of 5%, while natural gas fell 6%, thus contributing to a lower inflationary pressure.

    Considering the above referred economic and financial environment, the activity of Mota-Engil Group in the first half of 2025 was influenced by both global and local factors, reflected in its operations and results, as detailed throughout this report.

  2. Analysis of the economic and financial performance

    TURNOVER

    GROUP (million Euros)

    TURNOVER

    BY BUSINESS UNIT

    2,732

2,745

Environment 11%

MEXT 1%

Capital 2%

Europe - E&C (*) 9%

1H24 1H25

Latin America

- E&C 40%

1H25

Africa -E&C 38%

(*) Includes others, eliminations and intragroup

In the first half of 2025, the Group's turnover (**) amounted to 2,745 million euros, an increase of circa of 0.5% compared to the first half of 2024 (2,732 million euros), once again reaching a record high in this indicator. For this performance, it is worth highlighting the strong contribution of the Africa - E&C business unit, namely from the Industrial Engineering Services, which recorded a 59% growth, and the already anticipated slowdown in the Latin America - E&C business unit, which contracted 27%, following the completion of the projects associated with the Tren Maya.

Nevertheless, despite the performance of the Group's main business units in the first half of 2025, the Latin America - E&C business unit remained the largest contributor to the Group's turnover, with 40% (54% in the first half of 2024), followed by Africa - E&C with 38% (24% in the first half of 2024) and the Environment business unit with 11% (10% in the first half of 2024).

Lastly, during the first half of 2025, the Engineering and Construction (E&C) business (excluding the Industrial Engineering Services

component) represented 74% of the Group's turnover (82% in the first half of 2024).

(**) Turnover corresponds to the consolidated income statement by natures caption of "Sales and services rendered".

EBITDA

GROUP (million Euros)

396

448

1H24 1H25

In the first half of 2025, supported by a higher profitability of its main businesses, driven by a selective commercial approach and a continuous operational optimization, the Group's EBITDA reached 448 million euros, an increase of 13% compared to the first half of 2024 (396 million euros). This performance was mainly driven by the outstanding accomplishment of Africa - E&C, which grew 77%. Therefore, as a result of the evolution of both EBITDA and turnover, in the first half of 2025, the EBITDA margin (EBITDA

/ Turnover) reached 16% (15% in the first half of 2024).

On the other hand, in the first half of 2025, the E&C business (excluding the Industrial Engineering Services component) contributed with 62% to the Group's EBITDA (71% in the first half of 2024).

With regard to EBIT, it amounted in the first half of 2025 to 297 million euros (237 million euros in the first half of 2024), a 26% increase, mainly driven by the improvement in EBITDA.

Thus, the EBIT margin (EBIT / Turnover) in the first half of 2025 reached 11%, a 2 p.p. increase compared to the first half of 2024.

CAPEX (*)

(million Euros)

309

CAPEX

2025 BY BUSINESS UNIT

(million Euros)

156

6

6

14

3

9

1

1

7

9

14

13

1

9

139

101

15

16

41

140

9

14

132

22

14

194

1H24 1H25

Europe E&C Africa E&C Latin America

E&C

Environment Capital + MEXT

+ Others

Capital + MEXT + Others

Environment

MLT Contracts

E&C - maintenance capex

E&C - growth capex

Maintenance
Growth
MLT Contracts (**)

(*) Capex corresponds to the algebraic sum of the increases and disposals of tangible assets, intangible assets and right of use assets occurred in the period, excluding those related with the concessions business in Mexico.

(**) Medium and long-term (MLT) contracts correspond to the industrial engineering services executed by Africa - E&C and to the contracts associated with the energy business in Latin America - E&C.

In the first half of 2025, reflecting a disciplined approach, the Group's capex amounted to 194 million euros (37%), a decrease of 115 million euros compared to the first half of 2024 (309 million euros), representing circa of 7% of the turnover.

In the first half of 2025, reflecting a disciplined approach, the Group's capex amounted to €194 million (37%), a decrease of €115 million compared to the first half of 2024 (€309 million), representing approximately 7% of turnover.

On the other hand, in the first half of 2025, it is worth highlighting the following: (i) the ratio E&C maintenance capex / E&C turnover was lower than 1%; (ii) 80% of the capex was allocated to medium and long-term contracts (MLT) and to growth, namely in Mozambique, Ivory Coast and Mali; and (iii) the Environment business unit carried out investments of 9 million euros, of which 89% allocated to the waste treatment and recovery segment (EGF).



GROSS DEBT4) MATURITY

GROUP (million Euros)

Liquidity: €895 M

Cash €604 M

Sovereign bonds €18 M

Available credit lines €273 M

279

187

805

505

95

226

618

911

<1 year [1 - 2 years] [3 - 5 years] > 5 years

Already refinanced or to be refinanced in short-term

Non-revolving

Revolving

At 30 June 2025, net debt 1)amounted to 1,695 million euros, a decrease of 37 million euros compared to 31 December 2024, which together with the operational performance of the semester, allowed that the ratio comparing net debt with the EBITDA of the last twelve months reached 1.7x (1.8x at 31 December 2024), below the level established in the Group's Strategic Plan (<2x).

At 30 June 2025, net debt added by factoring and suppliers payment management operations 2), as well as leasing operations 3), amounted to 2,346 million euros, a reduction of 64 million euros compared to 31 December 2024.

Gross debt 4)added by factoring and suppliers payment management operations, as well as leasing operations, at 30 June 2025 amounted to 2,968 million euros (a reduction of 14 million euros compared to 31 December 2024).

Additionally, gross debt presented an average maturity of 2.8 years, 75% is denominated in euros and 72% is exposed to floating interest rates.

On the other hand, the ratio that compares gross debt added by factoring and suppliers payment management operations, as well as leasing operations, with the EBITDA of the last 12 months reached 2.9x (3.1x at 31 December 2024), below the level established in the Group's Strategic Plan (<4x).

Lastly, at 30 June 2025, the Group maintained 273 million euros in contracted but unused credit lines, leading to a total liquidity

5)of 895 million euros, which exceeds the non-revolving liabilities maturing over the next three years.

  1. Net debt corresponds to the algebraic sum of the following captions of the consolidated statement of financial position: "Cash and cash equivalents without recourse - Demand deposits", "Cash and cash equivalents with recourse - Demand deposits", "Other financial applications", "Other financial investments recorded at amortized cost", "Loans without recourse" and "Loans with recourse". It should be noted that the leasing, factoring and suppliers payment management operations established by the Group are not recorded under the aforementioned captions.

  2. Factoring and suppliers payment management operations are recorded in the consolidated statement of financial position under the captions "Other financial liabilities".

  3. Leasing operations are recorded in the consolidated statement of financial position under the captions "Lease liabilities".

  4. Gross debt corresponds to the algebraic sum of net debt with the balances of the following captions of the consolidated statement of financial position: "Cash and cash equivalents without recourse - Demand deposits", "Cash and cash equivalents with recourse - Demand deposits", "Other financial applications" and "Other financial investments recorded at amortized cost".

  5. Liquidity corresponds to the algebraic sum of the following captions of the consolidated statement of financial position: "Cash and cash equivalents without recourse - Demand deposits", "Cash and cash equivalents with recourse - Demand deposits", "Other financial applications" and "Other financial investments recorded at amortized cost" with the amount of contracted but unused credit lines by the Group.

NET FINANCIAL RESULTS

GROUP (million Euros)

NET PROFIT / (LOSS)

GROUP (million Euros)

-83

-95

-117

59.4

49.3

29.8

1H23 1H24 1H25

1H23 1H24 1H25

In the first half of 2025, net financial results amounted to -117 million euros, a change of -22 million euros compared to the first half of 2024 (-95 million euros), justified, among other factors, by the negative variation in the interest income.

Regarding net financial charges (interest expenses - interest income), these reached in the first half of 2025 -128 million euros, an amount higher than the one achieved in the first half of 2024 (-78 million euros), mainly justified by the change in the consolidation method of some Mexican concessions at 30 June 2024 and by the reduction, in the first half of 2025, of the term deposits and loans granted by Mota-Engil Mexico.

NET PROFIT COMPOSITION 1H25

GROUP (million Euros)

300

NET PROFIT COMPOSITION 1H24

GROUP (million Euros)

250

Financials and

Gains/(Losses) in

disposals

250

200

200

150

EBIT

Financials and

Gains/(Losses) in disposals

EM

EBIT

EM

Tax

150

100

Tax

100

50

NCI

NP

NCI

NP

50

0 0

In the first half of 2025, the caption Gains / (losses) in associates and joint ventures (EM) contributed with -5 million euros to the net profit (3 million euros in the first half of 2024), negatively affected by some concession companies, namely in Angola and in Mexico, which are still in a early stage of their activity.

Regarding Income tax (Tax), it amounted in the first half of 2025 to 58 million euros (49 million euros in the first half of 2024), partially reflecting the higher income before taxes generated.

Finally, regarding Non-controlling interests (NCI), these amounted to 61 million euros in the first half of 2025, a decrease of 8 million euros compared to the first half of 2024 (69 million euros), explained, essentially, by the lower net profit generated in Mexico, where the Group holds a partnership with a minority shareholder.

Thus, as a result of the operational and financial performance achieved, the consolidated net profit of the period attributable to the Group in the first half of 2025 reached 59 million euros, an increase of 20% compared to the first half of 2024 (49 million euros), reaching a record high regarding this indicator, with net margin1)reaching 2.2% (1.8% in the first half of 2024).

  1. Net margin corresponds to the quotient between the following captions of the consolidated income statement by natures: "Consolidated net profit of the period attributable

to the Group" and "Sales and services rendered".



BACKLOG

BY BUSINESS UNIT



Latin America - E&C 27%

Environment

+ Capital + MEXT 3%

Europe - E&C

6%

Africa - IE 26%

1H25

Africa - E&C

38%

Backlog *)at 30 June 2025 amounted to 14.7 billion euros, a decrease of 6% compared to 31 December 2024. Nevertheless, it is worth highlighting the volume of new awards raised during the semester, which reached approximately 1.7 billion euros, mainly from large-scale projects. On the other hand, at 30 June 2025, the Africa - E&C and Latin America - E&C business units accounted for circa of 91% of the total backlog.

The above-mentioned performance was influenced, among others, by the award of the following projects:

  • Industrial engineering project in Armenia;

  • Two offshore oil platform maintenance service projects in Brazil;

  • Construction of a deep-water port in Congo; and

  • Extension of the urban waste collection services contract in Oman.

Therefore, at 30 June 2025, the ratio "Backlog / Turnover" of the E&C business in the last twelve months reached 2.7x, not yet including a set of new contracts awarded in Portugal, Mexico and Rwanda after that date amounting to €1.36 billion.

Additionally, the Industrial Engineering Services already represent 26% of the total backlog, thereby ensuring growth and the achievement of predictable margins, both in the present and in the future, having those contracts an average duration of 5 years, with the possibility of extensions.

Furthermore, at 30 June 2025, the Group's core markets contributed with 68% to its E&C backlog, with Angola being the market with the largest share (21%), followed by Mexico (16%) and by Nigeria (12%).

Lastly, at 30 June 2025, the Environment business unit contributed with 341 million euros to the Group's backlog, not including the foreseeable revenues arising from waste treatment and recovery contracts of EGF concession companies and Clean Eburnie (landfill in Ivory Coast).

(*) Contracts awarded and signed to be executed. IE - Industrial Engineering

  1. Analysis by business unit

    Africa - E&C

    TURNOVER

    AFRICA − E&C (million Euros)

    EBITDA

    AFRICA E&C(million Euros)

    1,047

659

145

255

1H24 1H25 1H24 1H25

Africa - E&C business unit includes the engineering and construction activity, as well as the provision of Industrial Engineering Services, developed by the Group, mainly, in Angola, Mozambique, Ivory Coast, Rwanda, Uganda, South Africa, Guinea-Conakry, Nigeria and Senegal.

In the first half of 2025, Africa - E&C turnover reached 1,047 million euros, a significant increase of 59% compared to the first half of 2024 (659 million euros), driven by the railway project in Nigeria, infrastructure construction projects in Angola, and an 87% increase in Industrial Engineering Services.

In this context, it is worth highlighting the markets of Angola, South Africa, Ivory Coast, Nigeria and Guinea-Conakry, which recorded turnover increases of more than 20% between semesters. On the other hand, in the first half of 2025, Angola, Mozambique, Ivory Coast and Nigeria contributed with 58% to the Africa - E&C turnover (67% in the first half of 2024).

Regarding operating profitability, Africa - E&C EBITDA in the first half of 2025 amounted to 255 million euros, an increase of 77% compared to the first half of 2024 (145 million euros), with the EBITDA margin reaching 24% (22% in the first half of 2024), reflecting improvements both in the E&C business and in the Industrial Engineering Services.

Additionally, in the first half of 2025, it is worth noting that Angola, Mozambique, Ivory Coast and Nigeria contributed with 61% to the Africa - E&C EBITDA (62% in the first half of 2024).

Finally, in the first half of 2025, the Industrial Engineering Services contributed with 357 million euros to the turnover of Africa -E&C (34% of the total), with an EBITDA of 102 million euros and an EBITDA margin of 29% (compared to 191 million euros, 29%, 53 million euros and an EBITDA margin of 28%, respectively, in the first half of 2024).

Latin America - E&C

TURNOVER

LATIN AMERICA E&C (million Euros)

EBITDA

LATIN AMERICA E&C (million Euros)

1,487

1,091

105

168

1H24 1H25 1H24 1H25

Latin America - E&C business unit includes the engineering and construction activity developed by the Group, mainly, in Mexico, Peru, Brazil and Colombia. In addition, it also comprises the power generation and commercialization business in Mexico and the management and operation of several concessions in Mexico and Colombia.

In the first half of 2025, as a result of the completion of the majority of the projects associated with Tren Maya in the last semester of 2024, the turnover of Latin America - E&C amounted to 1,091 million euros, a decrease of 27% compared to the first half of 2024 (1,487 million euros).

Additionally, in the first half of 2025, Mexico contributed with 86% to the turnover of Latin America - E&C (89% in the first half of 2024).

With regard to operating profitability, Latin America - E&C EBITDA in the first half of 2025 reached 105 million euros, a decrease of 37% compared to the first half of 2024 (168 million euros).

Finally, even negatively affected by the conclusion of the majority of the projects associated with the Tren Maya, the EBITDA margin of Latin America - E&C in the first half of 2025 reached 10% (11% in the first half of 2024).

Europe - E&C

TURNOVER

EUROPE E&C (million Euros)

EBITDA

EUROPE E&C (million Euros)

242

297

19

22

1H24 1H25 1H24 1H25

Europe - E&C business unit includes, essentially, the engineering and construction activity developed by the Group in Portugal.

In the first half of 2025, although impacted by the delay in the awarding of some projects, resulting from the unexpected early elections in Portugal, Europe - E&C turnover amounted to 242 million euros, a decrease of 18% compared to the first half of 2024 (297 million euros), or, an increase of 11% if we exclude the contribution of Poland in the first half of 2024 (79 million euros).

With regard to operating profitability, Europe - E&C EBITDA in the first half of 2025 reached 19 million euros, a decrease of 13% compared to the first half of 2024 (22 million euros), or, an increase of 4% if we exclude the contribution of Poland in the first half of 2024 (4 million euros).

Lastly, the EBITDA margin of Europe - E&C in the first half of 2025 reached 8% (7% in the first half of 2024).

ENVIRONMENT

TURNOVER

ENVIRONMENT(million Euros)

EBITDA

ENVIRONMENT(million Euros)

264

304

54

65

1H24 1H25 1H24 1H25

Environment business unit is divided into the following subsegments: (i) Waste treatment and recovery (whose vehicle is EGF);

(ii) Urban waste collection (activity mainly developed by Suma); and (iii) International (with presence mainly in Angola, Ivory Coast, Brazil and Oman).

In the first half of 2025, the Environment turnover reached 304 million euros, a significant increase of 15% compared to the first half of 2024 (264 million euros), mainly driven by the Urban waste collection and International subsegments.

With regard to operating profitability, the Environment EBITDA in the first half of 2025 amounted to 65 million euros, a strong increase of 20% compared to the first half of 2024 (54 million euros), benefiting from an improved performance across all subsegments.

Lastly, the EBITDA margin of the Environment business unit in the first half of 2025 reached 22% (21% in the first half of 2024).

.

CAPITAL

TURNOVER

CAPITAL (million Euros)

EBITDA

CAPITAL (million Euros)

42

46

(2)

1H25

(3)

1H24

1H24 1H25

Capital business unit is divided into the following subsegments: (i) Services (which comprise essentially the operation and maintenance services provided by Mota-Engil Ativ); (ii) Concessions (activity in Portugal and Poland); (iii) Tourism (activity in Portugal); and (iv) Mobility (decentralized energy production and electric vehicle charging in Portugal, Spain and Poland).

In the first half of 2025, the Capital turnover amounted to 46 million euros, an increase of 9% compared to the first half of 2024 (42 million euros), positively impacted by the 9% growth of the Services subsegment. Additionally, in the first half of 2025, the Services and Concessions subsegments contributed with 98% to the Capital turnover (100% in the first half of 2024).

With regard to operating profitability, the Capital EBITDA in the first half of 2025 amounted to -2.0 million euros, an improvement of 0.8 million euros compared to the first half of 2024 (-2.8 million euros).

Lastly, the EBITDA margin of the Capital business unit in the first half of 2025 reached -4% (-7% in the first half of 2024).

MEXT

TURNOVER

MEXT (million Euros)

EBITDA

MEXT (million Euros)

16

21

6

7

1H24 1H25 1H24 1H25

MEXT business unit is divided into the following subsegments: (i) Innovation and development (which comprises essentially the internal departments of the sub-holding dedicated to innovation, transformation and investment); (ii) Real estate (activity in Portugal and in Central Europe until September 2024); (iii) Agroforestry (activity in Angola and Malawi); (iv) Mining (activity mainly developed in Africa); and (v) Energy (activity in Portugal and Africa).

In the first half of 2025, the MEXT turnover amounted to 16 million euros, a decrease of 5 million euros compared to the first half of 2024 (21 million euros), impacted by the disposal in 2024 of the real estate business in Poland (11 million euros in the first half of 2024).

With regard to operating profitability, the MEXT EBITDA in the first half of 2025 amounted to 5.7 million euros, a decrease of 1.5 million euros compared to the first half of 2024 (7.2 million euros), impacted, essentially, by the disposal of the Real estate business in Poland.

Lastly, the EBITDA margin of MEXT in the first half of 2025 reached 37% (34% in the first half of 2024).

  1. Sustainability and social responsibility

    The sustainable development theme is today a global concern and challenge, and as such, Mota-Engil Group is aware of the fundamental role that companies play in the pursuit of a sustainability agenda. Based on its purpose, in which "Our legacy inspires and commits us to building a better world", its ambition is to be "A global company focused on delivering value to all stakeholders in a sustainable way."



    The Mota-Engil Group's Strategic Plan "BUILDING 26 | For a Sustainable Future" covers the 2022-2026 period and identifies five strategic axes and five objectives that will support the achievement of the ambitions set for 2026. Among these five axes, the integration of "Sustainability and Innovation" stands out, as a clear demonstration of the key role that companies play in implementing a sustainability agenda. Therefore, the goal is achieve a superior performance and strengthen our competitive position as a Group, leveraging the stability and cohesion provided by our strategic shareholders - the Mota family, through Mota Gestão e Participações, SGPS, S.A. (MGP), and China Communications Construction Company (CCCC).





    In the first half of 2025, the on-going development of the Sustainability Roadmap stands out, as illustrated above, which is fully aligned with the Mota-Engil Group's strategy. The main pillars are described below.

    1. Purpose of Mota-Engil

      During 2023, the project to update Mota-Engil Group's purpose was completed and communicated. This project was developed based on a retrospective and prospective approach, involving the organized participation of several stakeholders with impact on the Group.

      On the other hand, on June 29, the Group celebrated its 79th anniversary - almost eight decades of commitment, constant evolution and contribution of all that have been part of this journey. This anniversary invited us to look with pride to the path already taken and, above all, to project the future. As the countdown to the 80th anniversary began, the internal campaign Living the Purpose was launched on that day, with several initiatives scheduled until the year end.

    2. Sustainability objectives and targets

      Given the exponential relevance that sustainability (and related concerns) has been assuming, Mota-Engil Group is committed to the United Nations Sustainable Development Goals (SDGs) and is committed to achieve, under the axis "New Path in Sustainability and Innovation" of its Strategic Plan, the ESG - Environmental, Social and Governance - goals and targets listed below. In parallel, based on the results of the double materiality analysis carried out in 2023 - with a wide stakeholder participation - its strategic objectives were reviewed in August 2023, in order to align them with the material topics assessed as most significant.



      In line with the Group's strategic target of certifying (ISO 9001, 14001 and 45001) all companies by 2026, another audit cycle was carried out between April and July 2025. The audits covered companies based in Latin America, Africa and Europe, in the engineering and construction, industrial engineering and environment segments. On the other hand, in this audit cycle, the sectoral and geographical scope of certification was expanded, including new activities, such as real estate and concessions management, and new geographies, such as Oman.

      Also within the scope of certifications, the first Rainforest Alliance certification to Mota-Engil Group should be highlighted, awarded to the RaRe: Rainforest Recovered project of Mamaland, focused on cocoa planting in Angola. The Rainforest Alliance is an internationally recognized non-governmental organization, focused on forests, climate, human rights and community livelihoods.

    3. Leadership in sustainability

      The central role that sustainability assumes in Mota-Engil Group's strategy is reflected in a strengthened sustainability governance structure, which aims to develop competences, guidelines and achieving a recognized position in ESG rankings. Thus, the Executive Committee of Mota-Engil, SGPS, S.A. assumes responsibility for the sustainability management, being accountable for approving the related strategy.

      In addition, the governing, management and supervisory bodies of Mota-Engil Group are regularly informed about the identified material impacts, risks and opportunities (IROs), about the implementation of the due diligence procedures, as well as about the results and effectiveness of the adopted policies, actions, metrics and targets. The frequency and the main topics addressed are as follows:

      • Executive Committee: usually informed every two weeks on safety matters, and at least four times a year on other sustainability issues;

      • Sustainability Committee: meets at least three times a year, addressing all sustainability topics (according to the

        Sustainability Committee's Regulation). In the first half of 2025, this Committee has already held three meetings;

      • Risk and Internal Audit Committee: meets at least four times a year, also addressing ESG matters;

      • Board of Directors: meets at least once a month, receiving information on ESG issues whenever applicable;

      • Sustainability Commission: created in June 2024, met twice that year to address all sustainability matters. New meetings are already scheduled for the second half of 2025.

        Leadership in sustainability is essential to foster a corporate culture based on ethics, responsibility, innovation and resilience. Thus, empowering sustainability topics increases companies' ability to adapt to the risks and opportunities arising from society's and the planet's main challenges.

    4. Double materiality analysis

      In 2022/23, Mota-Engil Group carried out a double materiality analysis exercise, in anticipation to the transposition into the national law of the European Commission's Corporate Sustainability Reporting Directive (CSRD), also considering the requirements of the new GRI - Global Reporting Initiative Universal Standards (2021 version). This exercise comprised four main stages: context analysis, stakeholder engagement, preparation of the materiality matrix, and validation and final approval of the material topics. Furthermore, during 2024, a deepening of that analysis was carried out, identifying also material impacts, risks and opportunities (IROs).

      Finally, nowadays and in anticipation to the end of the Strategic Plan "BUILDING 26 | For a Sustainable Future", a new double materiality analysis process has been launched, aligned with best international practices, in order to gather input for the new Mota-Engil Group Strategic Plan and in order to enhance the reporting of the most relevant ESG information.

    5. Sustainability Working Groups

      In the first half of 2025, the definition and development of the Sustainability Working Groups (SWG) continued. The SWGs are led by internal employees who not only have technical expertise but also demonstrate exceptional motivation for their respective topics. The leaders, with the support of several representatives from the Group's business units, geographies and departments, aim to measure and act on each topic, identifying and carrying out specific actions dedicated to the improvement opportunities identified. As an example, the volunteering policy-reviewed last year by the Corporate Social Responsibility (CSR) SWG-was approved at the end of 2024 and communicated internally at the beginning of this year.

    6. Training and awareness on sustainability

      Investing in continuous training is regarded as both an investment in Mota-Engil Group's people and a necessity. Accordingly, tailored training (internal sessions/lectures) sessions in the field of sustainability were promoted to empower key individuals within the organisation, namely:

      • "Conscious Talks", a series of webinars developed in partnership with the Manuel António da Mota Foundation;

      • "Inspirational Sessions" by Mext, designed to give employees the opportunity to be challenged by the experience and

        knowledge of successful and inspiring individuals;

      • "Board Talks" by Mext, sessions with the Group's top management leaders, in which participants can gain a deeper understanding of the Group's strategy, vision, achievements and challenges.

    7. Partnerships in sustainability

      Building partnerships is essential on the journey towards sustainability. In this regard, the longstanding partnership since 2004 with BCSD Portugal (a member association of the global WBCSD network) is noteworthy. Furthermore, from 2022 onwards, the partnership with GRACE was strengthened through the inclusion of several Group companies-including Mota-Engil, SGPS, S.A.- which joined the Manuel António da Mota Foundation, already a member of that association. Additionally, in 2023, the Group joined ASM - Alliance for the Promotion of Mental Health in the Workplace. Finally, it is worth highlighting that Mota-Engil is a founding member of Business Roundtable Portugal, in which it has being actively involved-for example, the Group's CEO participated in the association's conference in June 2025 under the theme "Ctrl+Alt+Portugal - Reiniciar para Crescer".

    8. Sustainability reporting and communication

    To transparently report its performance across the different dimensions of sustainability, Mota-Engil Group has published its Sustainability Report annually since 2006. In addition, the Sustainability Statement is currently integrated into the 2024 Integrated Report, available on the Mota-Engilwebsite. Moreover, during the first half of 2025, the Group issued-for the first time- sustainability information in compliance with the CSRD (Corporate Sustainability Reporting Directive).

    Lastly, it should be noted that Mota-Engil Group aims to be fully aligned with international reporting best practices and to continuously improve the quality of its sustainability information. Accordingly, during the first half of 2025, a project was launched to enhance the carbon-footprint calculation methodology, which will be incorporated into the next annual report. This project is also of primary importance for developing and effectively monitoring a new climate target and a new decarbonisation plan.

  2. Mota-Engil in the stock market



    The evolution of the share price performance of Mota-Engil, SGPS, S.A. in 2025 can be analysed in the following charts:

    QUANTITY OF SHARES TRADED BY QUARTER

    (million shares)

    200





    180

    160

    140

    120

    100

    80

    60

    40

    20

    0

    PERFORMANCE OF SHARE



    170%



    160%

    150%

    140%

    130%

    120%

    110%

    100%

    90%













    80%







    1Q 2Q 3Q 4Q

    2023
    2024
    2025

    ME PSI20 SXOP

    At 30 June 2025, the share capital of Mota-Engil, SGPS, S.A. was comprised by 306,775,950 shares, with a nominal value of one euro each, all of which admitted to trading on Euronext Lisbon.

    The first half of 2025 was characterized by some volatility in the financial markets, partly as a consequence of the restrictive trade policies announced in early April by the President of the United States of America (USA), Donald Trump, which led to a trade war context between the USA and some of its trading partners. Following the announcements of new trade tariffs, the majority of stock market indices depreciated, having although recovered during the second half of the semester as the trade war cooled down. On the other hand, during the first half of 2025, the main central banks continued their policy of cutting key interest rates, which had begun in the second half of 2024, with the aim of reaching the defined inflation targets.

    Thus, in the first half of 2025, and in line with the trend of the main global stock market indices, the Portuguese stock index, PSI, posted a positive performance of 16.9%. The European sectoral index, SXOP, also closed the period up 15.7%, influenced by the announcement of a new European Union strategy for the defence sector. In parallel, in a more challenging geopolitical context, resulting from Russia's invasion of Ukraine, some European countries, namely Germany, announced reinforced investment objectives in the defence sector and in the public infrastructure sector.

    During the first half of 2025, the shares of Mota-Engil, SGPS, S.A. recorded a positive performance of 31.7%, reaching a market capitalisation of 1,177 million euros at 30 June 2025. In that period, the shares reached a maximum of 4.810 euros in May and a minimum of 2.714 euros in January. During the first half of 2025, a total of 337 million shares were traded on Euronext Lisbon, corresponding to an average daily volume of 2,694 thousand shares.

    On 27 March 2023, Mota-Engil, SGPS, S.A. entered into a liquidity agreement with Caixa - Banco de Investimento, S.A. with the aim of fostering the liquidity of its shares. This agreement entered into force on 11 April 2023 and remains active as of the date of this report.

    The 2025 Annual General Shareholders' Meeting of Mota-Engil, SGPS, S.A. was held on 15 May 2025, having been approved all points discussed, in particularly the distribution of corporate assets, namely part of the amount recorded under "Free reserves", in the total amount of 45,924,359.72 euros, corresponding to 0.1497 euros per share, subject to applicable taxes.

  3. Outlook

    The outlook for the Mota-Engil Group for 2025 is as follows:

    • Stable turnover, still dependent on the impact of delayed ramp-up of key projects, especially in Portugal and Mexico;

    • EBITDA margin around 16%, consolidating the positive trend in recent years and net margin improvement;

    • Disciplined investment maintained, with Capex at approximately 7% of turnover;

    • Focus on free cash flow generation, with a firm commitment to maintain Net debt/EBITDA < 2x and Gross debt/EBITDA < 4x;

    • Steady progress towards the Equity-to-Assets target > 15%, driven by improved profitability and optimized asset management.

  4. Relevant facts after the end of the period

Up to the issuance date of this report, the following events occurred after 30 June 2025:

"MOTA - ENGIL INFORMS ABOUT THE SIGNING OF THE CONTRACT FOR THE AWARD OF THE FIRST PHASE OF THE HIGH-SPEED RAILWAY PROJECT CONCESSION IN PORTUGAL

Mota-Engil S.G.P.S., S.A. ("Mota-Engil") informs that, today, the consortium LusoLav-Gestão de Alta Velocidade, S.A. ("LusoLav"), where Mota-Engil holds a 45% stake, has signed with Infraestruturas de Portugal the Public Private Partnership (PPP) concession contract of the High-Speed Railway line in Portugal, between Porto (Campanhã) and Oiã (Oliveira do Bairro) ("Concession"), amounting to €1,661 million (present value of the availability payments).

The Concession term, under an availability regime, amounts to 30 years, of which 5 years for construction and 25 years for maintenance, thus ending on July 29, 2055 and includes the design, project, construction and financing of the following railway works: (i) a 71-kilometer new High-Speed line between Campanhã Station in Porto and Oiã; (ii) the adaptation of the current Campanhã Station to High-Speed requirements; (iii) a new station in Vila Nova de Gaia; (iii) crossings over the Douro River (one exclusively dedicated to the new High-Speed line and the other dedicated to road traffic); (iv) connections to the Northern railway Line near Canelas; and (v) a new electric traction substation in the Estarreja area.

The Concession contract also includes the maintenance and provision of the aforementioned elements for a period of 25 years, with the exception of Campanhã Station and Gaia Station.

Furthermore, it should be highlighted that the LusoLav Consortium as secured the financing of the project (financial close) through a bank syndicate comprising 12 banks and financial institutions, national and mostly international, including the European Investment Bank, and that during the construction stage the project will also benefit from European Union funds through the "Connecting Europe Facility", which amount to €480 million.

On the other hand, the contract now signed, will not only reinforce Mota-Engil's concession business, but will also significantly reinforce, by c.€800 million, the backlog of the Engineering & Construction segment in Portugal, being expected the beginning of the works by the end of 2025."

"MOTA-ENGIL INFORMS ON THE SIGNING OF CONTRACTS IN PORTUGAL, MEXICO AND RWANDA IN A TOTAL AMOUNT OF €560

MILLION

Mota-Engil S.G.P.S., S.A. ("Mota-Engil") informs that it has signed a railway construction contract in Mexico, with a total value of approximately €290 million.

The contract includes the design and construction of the first awarded section of the Querétaro-Irapuato train connection, covering a total length of 30.3 km and designed to accommodate up to 11,000 daily passengers.

The Querétaro-Irapuato railway is a strategic project within Mexico's National Railway Plan, to be implemented from 2025. This national initiative aims to enhance mobility, promote sustainability, and support regional development and urban modernization, providing a safe, efficient, and environmentally responsible transportation alternative that is expected to deliver significant economic benefits across one of Mexico's most dynamic regions.

This project is a key milestone in the modernization of passenger rail transportation in the Bajío region, significantly improving connectivity between major cities such as Querétaro, Celaya, Salamanca, and Irapuato, while also acting as a catalyst for industrial and regional development through enhanced mobility infrastructure.

In Portugal, the company signed a building contract worth €108 million with an estimated duration of 29 months and involves

the execution of a residential project in Lisbon.

In Rwanda, Mota-Engil Africa signed additional awards under the Work Stream II of the Bugesera International Airport amounting

to €162 million. The project will be a very relevant connection hub in the African continent.

The award of these contracts reflects Mota-Engil's successful strategy to consolidate its leading position in Portugal, Mexico and in the African continent, confirming the commitment to sustainable infrastructure development and Mota-Engil's role as a trusted partner

Furthermore, the award of these new contracts reinforces the Group's backlog at record levels since 2024."

Earlier from Mota-engil Sgps Sa

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