OTHER RELEVANT INFORMATION
PLÁSTICOS COMPUESTOS, S.A.
30 March 2026
Pursuant to the provisions of Article 17 of Regulation (EU) No 596/2014 on Market Abuse and Article 227 of Law 6/2023 of 17 March on Securities Markets and Investment Services, and related provisions, as well as Circular 3/2020 of 30 July 2020 on information to be provided by companies listed on BME Growth, Plásticos Compuestos, S.A. (the "Company") hereby provides the following information:
- Audit report and annual accounts of Plásticos Compuestos, S.A. for the year ended 31 December 2025 and management report.
In accordance with the provisions of Circular 3/2020 of BME MTF Equity, it is hereby expressly stated that the information provided herein has been prepared under the sole responsibility of the Company and its directors.
We remain at your disposal for any clarifications you may require. At Palau-Solità i Plegamans (Barcelona), on 30 March 2026.
Corporation Chimique International S.P.R.L. On behalf of Mr Ignacio Duch Tuesta Chairman of the Board of Directors
(TRADUCCIÓN OFICIAL DEL ORIGINAL EN CASTELLANO AL INGLÉS) (SWORN TRANSLATION FROM THE SPANISH ORIGINAL INTO ENGLISH)
Auditor's Report on the Annual Financial
Statements issued by an Independent Auditor
PLÁSTICOS COMPUESTOS, S.A.
Financial Statements and Directors' Report
for the financial year ended on 31 December 2025
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Ernst & Young, S.L. Torre Sarrià A
Avda. Sarrià 102-106
08017 Barcelona
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Fax: 934 053 784
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AUDITOR'S REPORT ON THE ANNUAL FINANCIAL STATEMENTS ISSUED BY AN INDEPENDENT AUDITOR
To the shareholders of Plásticos Compuestos, S.A.:
Report on the Annual Financial Statements
Qualified Opinion
We have audited the financial statements of Plásticos Compuestos, S.A. (the Company) consisting of the Balance Sheet as at 31 December 2025, the Income Statement, Statement of Changes in Equity, Cash Flow Statement and the Notes to the Financial Statements for the financial year ending on such date.
In our opinion, except for the effects of the findings described under Basis for the qualified opinion in our report, the annual Financial Statements attached hereto provide, in all significant aspects, a true and fair view of the Company's assets and financial position as at 31 December 2025 and of its profit or loss and cash flows for the financial year ended on said date, in accordance with the applicable regulatory framework for financial reporting (which is identified in note 2 of the Notes to the Financial Statements) and, in particular, with the accounting principles and standards contained therein.
Basis for the qualified opinion
As described in note 18 of the Notes to the Financial Statements attached hereto, the "Deferred tax liabilities" heading in the Balance Sheet as at 31 December 2025 (also attached hereto) includes timing differences for an amount of EUR 169 thousand, and heading "Deferred tax assets" includes tax credits for an amount of EUR 1,395 thousand (EUR 1,370 thousand as at 31 December 2024), corresponding to negative tax basis pending offsetting, timing differences and deductions pending application. Given the Company's recurring losses, in accordance with the applicable financial reporting framework, the recognition criteria for deferred tax assets are not met for the amount exceeding the balance of deferred tax liabilities recognised at that date. Consequently, the "Deferred tax assets" heading in the accompanying Balance Sheet as at 31 December 2025 is overstated by EUR 1,226 thousand, and headings "Reserves" and "Profit/(loss) for the year" are overstated by EUR 1,201 thousand and EUR 25 thousand, respectively. Our opinion upon auditing the Financial Statements for the previous year included a qualification for this finding.
We have carried out our audit in accordance with the current Spanish regulatory framework for audits. Our responsibilities in accordance with these standards are described below in the section Auditor's responsibilities regarding the audit of the Financial Statements in our report.
We are independent from the Company in accordance with the required ethical standards, including those on independence, which are applicable to our audit of the Financial Statements in Spain as required by the regulatory framework for audits. In this regard, we have not provided services other than those of the audit and, in accordance with the provisions of the aforementioned regulatory framework, no situations or circumstances have compromised the required independence.
Registered Office: C/ Raimundo Fernández Villaverde, 65.28003 Madrid - Registered with the Business Register of Madrid, Volume 9,364 general, 8,130 of Section 3 in the Companies Book, Folio 6B, Sheet No. 87,690-1, entry 1. B-78970506.
We consider that the audit evidence gathered provides a sufficient and appropriate basis for our qualified opinion.
Key findings from the audit
The key findings from our audit are the findings that, according to our professional opinion, were deemed most significant in our audit on the Financial Statements for the reported period. These findings have been taken into consideration in the context of our audit of the Financial Statements as a whole, and in our opinion on said statements. We do not express a separate opinion on these findings.
Besides the findings described under Basis for the qualified opinion we have determined that the following findings are the key findings from the audit that should be included in our report.
Income recognition
Description As explained in note 4.k in the Notes to the Financial Statements attached hereto, the Company recognises income upon fulfilling its performance duties by delivering the promised goods or services to its customers.
We have considered this a key finding in our audit as income recognition requires applying judgements to, among other aspects, appraise how much control is transferred to the customer over the goods or services promised and given the high volume of sales operations executed and the relevance of the amounts involved.
The information on the applicable measurement standards and the breakdown of the amounts can be found in notes 4k and 21 of the Notes to the Financial Statements attached hereto.
Our reply With regard to this area, our auditing procedures have included these steps, among others:
Understanding the procedure followed by the Company's Management to recognise income and assess the design and implementation of the relevant controls established for this procedure.
Analysing, by means of mass data processing techniques, the correlation between the turnover and receivables and cash and banks.
Conducting analytical procedures on turnover and margins.
Carrying out operational cutoff procedures for a sample of revenue operations that took place around year-end to check that they were recorded appropriately based on the terms and conditions laid down in the contracts with customers.
Reviewing the breakdowns included in the Notes to the Financial Statements and assessing their compliance with the applicable financial reporting standards.
Emphasis of Matter Paragraph
We wish to draw attention to note 2.b of the Notes to the Financial Statements attached hereto as it mentions the factors that could entail a risk to the going concern principle, as well as the factors that mitigate such risks. Consequently, as mentioned in said note, the Financial Statements attached hereto have been prepared and approved by the Directors according to the going concern principle. Our opinion has not varied for this matter.
Other information: Directors' Report
Other information consists entirely of the 2025 Directors' Report which is prepared by the Company's Directors and is not an integral part of the Financial Statements.
Our audit opinion on the Financial Statements does not cover the Directors' Report. Our responsibility for the Directors' Report, in compliance with the regulations for audits, is to appraise and report the consistency of the Directors' Report with the Financial Statements, based on the knowledge about the Company obtained during the audit on said statements, and to appraise and report whether the contents and presentation of the Directors' Report comply the regulations in force. If, based on our work, we were to conclude that there are indeed material inaccuracies, we would be required to report them.
Based on our audit, as described in the previous paragraph, except for the material inaccuracy described in the paragraph below, the information in the Director's Report is consistent with the 2025 Financial Statements and its contents and presentation conform to the standards in force.
As described in the section Basis for the qualified opinion, there is a material inaccuracy in the Financial Statements attached hereto. We have concluded that this circumstance affects the Directors' Report in the same manner and to the same extent.
Responsibility of the Directors and the Audit Committee for the Financial Statements
The Directors are responsible for preparing the attached Financial Statements to express a true and fair view of the Company's assets, financial position and profit or loss in accordance with the regulatory framework for financial reporting applied to the Company in Spain. They are also responsible for the internal controls deemed necessary to allow the preparation of financial statements without material inaccuracies due to fraud or error.
When preparing the Financial Statements, the Directors are responsible for the assessment of the Company's ability to continue as a going concern, reporting, as appropriate, any issues related to being a going concern and using the accounting principle of a going concern, unless the Directors intend to liquidate the Company or cease its operations, or there is no other realistic alternative.
The Audit Committee is in charge of overseeing the preparation and presentation of the Financial Statements.
Auditor's responsibilities regarding the audit of the Financial Statements
Our objectives are to obtain reasonable assurance that the Financial Statements as a whole are free of material inaccuracies, due to fraud or error, and to issue an Auditor's Report that contains our opinion.
Reasonable assurance means a high degree of assurance but does not guarantee that an audit conducted in accordance with the regulatory framework for audits in Spain will always detect a material inaccuracy if there is one. Inaccuracies may be due to fraud or error and are considered material if, individually or when taken as a whole, they can be reasonably expected to influence the financial decisions users make based on the Financial Statements.
As part of an audit in accordance with the current regulatory framework for audits in Spain, we apply our professional judgement and maintain an attitude of professional scepticism throughout the audit. Also:
We identify and assess the risks of material inaccuracy in the Financial Statements, due to fraud or error, design and apply audit procedures to deal with such risks and obtain sufficient and appropriate audit evidence to provide a basis for our opinion. The risk of not detecting a material inaccuracy due to fraud is higher than in the case of a material inaccuracy due to error, since fraud may involve collusion, forgery, deliberate omissions, intentional misstatements, or the circumvention of internal controls.
We learn about the internal controls that are relevant to the audit in order to design the appropriate audit procedures in view of the circumstances and not for the purpose of expressing an opinion about the effectiveness of the entity's internal controls.
We evaluate whether the accounting policies applied are appropriate and the reasonableness of the accounting estimates and the corresponding information disclosed by the Directors.
We decide whether the use, by the Directors, of the accounting principle of a going concern is appropriate and, based on the audit evidence gathered, we decide whether or not there is material uncertainty in relation to events or conditions that could produce significant doubts about the Company's ability to continue as a going concern. If we decide that there is material uncertainty, in our Auditor's Report we are required to draw attention to the relevant information disclosed in the Financial Statements or, if said disclosures are not adequate, to give a modified opinion. Our conclusions are based on the audit evidence gathered up until the date of our Auditor's Report. However, future events or conditions may cause the Company to cease being a going concern.
We evaluate the overall presentation, structure and contents of the Financial Statements, including the information disclosed, and whether the Financial Statements represent the underlying transactions and events in such a way that they manage to express a true and fair view.
We communicate with the Company's Audit Committee regarding, among other matters, the intended scope and timing of the audit and the significant findings from the audit, as well as any significant deficiencies in the internal controls that we identify in the course of the audit.
We also provide the Company's Audit Committee with a statement assuring our compliance with the required ethical standards, including those of independence, and we reported to the Committee any matters that could be reasonably considered a threat to our independence and, where appropriate, the pertinent safeguards adopted to eliminate or reduce such potential threat.
Among the findings reported to the Company's Audit Committee, we determine the most significant ones to the audit on the Financial Statements for the reported period, which are therefore the key findings from the audit.
We describe these findings in our Auditor's Report unless the legal or regulatory provisions prohibit public disclosure of the finding.
Report on other legal and regulatory requirements
Additional report for the Audit Committee
The opinion expressed herein is consistent with that stated in our additional report for the Company's Audit Committee dated 26 March 2026.
Hiring Period
The General Meeting of Shareholders held on 21 July 2023 appointed us as auditors for a 3-year period from the year ended 31 December 2023.
[Stamp in Catalan of the Professional of Account Auditors of Catalonia under the name of Ernst & Young, S.L., No. 2026/05141.]
ERNST & YOUNG, S.L.
(Registered with the Official Register of Auditors (R.O.A.C.) under number S0530)
[Signature]
26 March 2026
Albert Closa Sala
(Registered with the Official Register of Auditors (R.O.A.C.) under number 22539)
PLÁSTICOS COMPUESTOS, S.A.Financial Statements as at 31 December 2025
Directors' Report 2025
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31/12/2025 | 31/12/2024 |
2,839,143 | 2,863,530 |
2,678,728 | 2,694,029 |
72,005 | 97,534 |
88,410 | 71,967 |
17,604,392 | 18,079,809 |
169,386 | 183,400 |
17,435,006 | 17,896,409 |
331,834 | 146,524 |
331,834 | 146,524 |
1,395,046 | 1,369,574 |
22,170,415 | 22,459,437 |
6,549,167 | 7,070,496 |
2,480,519 | 3,394,289 |
4,068,648 | 3,676,207 |
2,043,865 | 1,142,717 |
1,432,183 | 690,682 |
611,682 | 452,035 |
615,910 | 791,051 |
615,910 | 791,051 |
71,151 | 66,647 |
475,974 | 1,193,222 |
475,974 | 1,193,222 |
9,756,067 | 10,264,133 |
31,926,482 | 32,723,570 |
Assets Note
Intangible fixed assets Note 5
Research & Development
Patents, licences, brands and similar Computer software
Property, plant and equipment Note 6
Land and buildings
Technical plant, machinery, tools, furnishings and other PPE
Long-term financial investments Note 11
Other financial assets
Deferred tax assets Note 18
Total non-current assets
Inventories Note 12
Commodities and other short-term supplies Finished short-cycle products
Trade and other accounts receivable
Short-term trade receivables Note 11
Other receivables from Public Entities Note 18 Short-term financial investments Note 11
Other financial assets
Short-term accruals
Cash and cash equivalents
Cash and banks
Total current assets Total Assets
31/12/2025 | 31/12/2024 |
12,778,548 | 12,913,578 |
7,293,420 | 7,293,420 |
8,773,675 | 8,773,675 |
355,102 | 355,102 |
343,742 | 342,145 |
(321,870) | (272,878) |
(3,577,886) | (3,417,880) |
(87,635) | (160,006) |
281,521 | 346,039 |
13,060,069 | 13,259,617 |
16,993 | 40,603 |
16,993 | 40,603 |
7,198,198 | 7,352,892 |
2,706,044 | 1,532,852 |
1,053,156 | 1,590,857 |
3,438,998 | 4,229,183 |
169,461 | 194,895 |
7,384,652 | 7,588,390 |
- | 88,079 |
- | 88,079 |
4,148,188 | 5,258,025 |
2,687,737 | 3,925,318 |
590,376 | 553,125 |
870,075 | 779,582 |
7,333,573 | 6,529,459 |
4,309,167 | 3,832,607 |
2,464,092 | 2,061,126 |
298,203 | 315,382 |
172,001 | 159,684 |
90,110 | 160,660 |
11,481,761 | 11,875,563 |
31,926,482 | 32,723,570 |
Equity and Liabilities Note
Shareholders' equity Note 13
Share capital Issued capital
Share premium Reserves
Legal and statutory Other reserves
(Treasury shares and equity instruments) Loss from previous years
Year's profit/(loss)
Subsidies, donations and bequests received Note 14 Total Equity
Long-term provisions
Other provisions
Long-term debt
Payables to credit entities Note 15-16
Finance lease liabilities Note 7
Other financial liabilities Note 15-16
Deferred tax liabilities Note 18
Total non-current liabilities Short-term provisions
Other provisions
Short-term debt
Payables to credit entities Note 15-16
Finance lease liabilities Note 7
Other financial liabilities
Trade and other accounts payable Note 15-16
Short-term suppliers Sundry accounts payable
Personnel (outstanding salaries)
Other liabilities to Public Entities Note 18
Customer advances
Total current liabilities Total Equity and Liabilities
PLÁSTICOS COMPUESTOS, S.A.
Income Statement for the year ended 31 December 2025
(Stated in Euros)
31/12/2025 | 31/12/2024 |
47,292,625 | 44,023,320 |
47,292,625 | 44,023,320 |
392,441 | (915,659) |
572,323 | 414,801 |
(31,607,364) | (27,865,395) |
(31,431,701) | (27,699,808) |
(175,663) | (165,587) |
7,327 | 7,980 |
7,327 | 7,980 |
(4,002,334) | (3,754,873) |
(3,180,868) | (2,985,126) |
(821,466) | (769,747) |
(9,279,015) | (8,122,904) |
(9,169,947) | (8,051,101) |
(109,068) | (71,803) |
(2,195,993) | (2,476,303) |
87,821 | 103,472 |
(89,903) | (183,588) |
1,177,928 | 1,230,851 |
571 | - |
571 | - |
(1,280,192) | (1,433,247) |
(1,280,192) | (1,433,247) |
(14,654) | (4,731) |
(1,294,275) | (1,437,978) |
(116,347) | (207,127) |
28,712 | 47,121 |
(87,635) | (160,006) |
Note
Net turnover Note 21
Sales
Changes in Inventories of finished goods and work in progress
Work carried out by the Company for its assets Note 5 and 6 Supplies
Commodities and other consumables used Note 21
Outsourced work
Other operating income
Non-trading and other operating income
Personnel expenses
Salaries, wages and similar
Employee benefits expense Note 21
Other operating expenses Outsourced services Taxes
Amortisation/depreciation of fixed assets Note 5 and 6 Subsidies received on non-financial and other fixed assets Note 14 Other profit/(loss)
Operating profit/(loss) Financial revenue
For debts with third parties Note 15
Financial expenses
For debts with third parties Note 15
Currency exchange differences Financial profit/(loss) Profit/(Loss) before tax
Corporation Tax Note 18
Year's profit/(loss)
PLÁSTICOS COMPUESTOS, S.A.
Statement of Changes in Equity for the year ended
31 December 2025
Statement of Recognised Income and Expenses for the year ended
31 December 2025
(Stated in Euros)
31/12/2025
(87,635)
31/12/2024
(160,006)
1,797
(449)
116,272
(29,068)
1,348
87,204
(87,821)
21,955
(103,472)
25,868
(65,866)
(77,604)
(152,153)
(150,406)
Note
Profit/(Loss) in the Income Statement
Income and expenses recognised directly in Equity
Subsidies, donations and bequests Note 14
Tax Effect
Total income and expenses recognised directly in Equity
Transfers to the Income Statement
Subsidies, donations and bequests Note 14
Tax Effect
Total transfers to the Income Statement Total Recognised income and expenses
for the year ended 31 December 2025
Statement of Total Changes in Equity for the year ended 31 December 2025
(Stated in Euros)
Issued capital
Share premium
Reserves Loss from previous years
Treasury shares and equity instruments
Year's
profit/(loss)
Subsidies, donations and bequests received
Total
7,293,420 | 8,773,675 | 697,247 | (3,417,880) | (272,878) | (160,006) | 346,039 | 13,259,617 |
- | - | - | - | - | (87,635) | (64,518) | (152,153) |
- | - | 1,597 | - | (48,992) | - | - | (47,395) |
- | - | - | (160,006) | - | 160,006 | - | - |
7,293,420 | 8,773,675 | 698,844 | (3,577,886) | (321,870) | (87,635) | 281,521 | 13,060,069 |
Balance as at 31 December 2024
Recognised income and expenses Transactions with shareholders or owners
Treasury shares (note 13)
Profit/loss distribution for 2024 (note 3)
Balance as at 31 December 2025
for the year ended 31 December 2024
B) Statement of Total Changes in Equity for the
Year ended 31 December 2024 (Stated in Euros)
Issued capital
Share premium
Reserves Loss from
previous years
Treasury shares and equity instruments
Year's
profit/(loss)
Subsidies, donations and bequests received
Total
7,293,420 | 8,773,675 | 675,832 | (3,302,264) | (309,062) | (115,616) | 336,439 | 13,352,424 |
- | - | - | - | - | (160,006) | 9,600 | (150,406) |
- | - | 21,415 | - | 36,184 | - | - | 57,599 |
- | - | - | - | - | - | - | |
- | - | - | (115,616) | - | (115,616) | - | - |
7,293,420 | 8,773,675 | 697,247 | (3,417,880) | (278,878) | (160,006) | 346,039 | 13,259,617 |
Balance as at 31 December 2023
Recognised income and expenses Transactions with shareholders or owners
Treasury shares (note 13) Profit/loss distribution for 2023
Balance as at 31 December 2024
PLÁSTICOS COMPUESTOS, S.A.
Cash Flow Statement for the year ended 31 December 2025
(Stated in Euros)
Cash flows from operating activities
Year's profit/(loss) before tax
Adjustments to profit/(loss)
Amortisation/depreciation of fixed assets Variation in provisions
Subsidy allocation Financial revenue Financial expenses
Currency exchange differences
Other income and expenses
Changes in working capital
Inventories
Debtors and other accounts receivable Other current liabilities
Creditors and other accounts payable
Other Cash flows from operating activities
Interest collection Interest payments
Other amounts received (paid)
Cash flows (used in)/ from operating activities
Note
31/12/2025 (116,347) | 31/12/2024 (207,127) |
2,195,993 | 2,476,303 |
(111,689) | 27,979 |
(87,821) | (103,472) |
(571) | - |
1,280,192 | 1,433,247 |
14,654 | 4,731 |
(572,323) | (414,801) |
521,329 | 950,862 |
(915,802) | 180,849 |
(4,504) | (7,951) |
804,113 | (785,364) |
571 | - |
(1,280,192) | (1,433,247) |
(687) | 106,673 |
1,726,916 | 2,435,809 |
(141,152) | (190,291) |
(982,714) | (970,099) |
(185,310) | 77,760 |
175,141 | (137,868) |
(1,134,035) | (1,220,499) |
- | 57,599 |
(47,395) | - |
1,797 | 9,600 |
2,100,000 | 1,196,534 |
(2,664,840) | (1,827,677) |
(699,691) | (323,377) |
(1,310,129) | (877,321) |
- | (4,731) |
(717,248) | 116,131 |
1,193,222 | 1,077,091 |
475,974 | 1,193,222 |
Notes 5
and 6
Notes 5
and 6
Cash flows from investment activities
Payments on investments
Intangible fixed assets Note 5
Property, plant and equipment Note 6
Other financial assets Income from divestments Other financial assets
Cash flows used in investment activities
Cash Flows from financing activities
Collections and payments for equity instruments
Acquisition of own equity instruments Note 13
Amortisation of equity instruments Note 13
Subsidies, donations and bequests received Note 14 Collections and payments for financial liability
instruments
Issue
Payables to credit entities Repayment and amortisation of
Payables to credit entities Other debts
Cash Flows from financing activities Impact from exchange rate variations
Net increase/decrease on cash and cash equivalents
Cash and cash equivalents at the start of the year Cash and cash equivalents at year-end
-
Company's Nature and Activities
Plásticos Compuestos, S.A (hereinafter the Company), is a company incorporated in Spain under the Spanish Capital Companies Act. The Company's main activity is the design and manufacture of mineral loads and "masterbatches" of colour and additive concentrates and other compounds for the plastic processing industry, including components to produce environmentally sustainable plastics. Its tax and registered office is located at Calle Orfebrería 3, Palau Solità i Plegamans (Barcelona) where it operates its business.
Following the share capital increase approved by the Extraordinary General Meeting of Shareholders on 24 July 2019 (see note 13), the Company ceased to be part of the group headed by CCP Masterbatch, S.L.
Plásticos Compuestos, S.A began listing its shares on BME Growth, the Spanish securities market for growing SMEs, on 12 August 2019.
On 19 July 2021, the Company listed all its shares on Euronext Paris, the French securities market. As a result, the Company's shares are listed on both markets as at 31 December 2025 and 2024.
The Company has a stake in 3D Masterbatch, S.L., a company that has been inoperative since 2008, with an investment of one thousand euros, and which is fully impaired. As the Company's only stake is in a subsidiary with no significant interest, the Company is not required to file consolidated financial statements because of its size.
As at 31 December 2025 and 2024, Plásticos Compuestos, S.A. does not constitute a decision-making unit under the provisions of Standard 13 of the Financial Statement Standards with other companies having their registered offices in Spain.
-
Reporting standards
True and Fair View
The Financial Statements, made up of the Balance Sheet, the Income Statement, the Statement of Changes in Equity, Cash Flow Statement and the Notes to the Financial Statements, from note 1 to note 24, are based on the accountancy records, having applied the current legal provisions on accountancy records, specifically the Spanish Accounting System passed by Royal Decree 1514/2007 of 16 November 2007 and its amendments passed by Royal Decree 1159/2010 of 17 September, by Royal Decree 602/2016 of 2 December and by Royal Decree 1/2021 of 12 January, in order to provide a true and fair view of the equity, the financial situation, the profit or losses, the changes in equity and the cash flows corresponding to year 2025.
The Company's Directors estimate that these 2025 Financial Statements will be approved at the General Meeting
of Shareholders without changes.
Going concern principle
As at 31 December 2025, the Company reported losses amounting to 87,635 euros (losses amounting to 160,006 euros in 2024). However, the Directors and the Company's management team consider that the actions taken during the 2025 financial year have contributed positively to improving the Company's overall performance, and they will continue to implement any measures deemed necessary in order to successfully address any financial and non-financial challenges that may arise in the future. In this regard:
The Company reported an operating profit of 1,177,929 euros (1,230,851 thousand euros as at 31 December 2024), generating positive cash flows from its activities.
Working capital was negative, amounting to 1,725,693 euros (1,631,793 euros in 2024), mainly due to the maturity of debt, which could be considered a risk to the Company's ability to continue as a going concern. The Company's negative working capital position is primarily due to the maturity profile of debt entered into in previous years. In this respect, the Company has a syndicated financing facility arranged in 2019 amounting to 4,000,000 euros (Tranche A), of which 185,000 euros remained outstanding as at 31 December 2025 (925,000 euros in 2024). Additionally, this loan included a working capital facility (Tranche B) of 6,000,000 euros, which matured on 07 March 2024. On that date, the Company entered into new working capital facilities, adjusting unused limits to optimise the availability of liquidity. Furthermore, upon the maturity of this financing, the Company will be released from the covenants associated with the agreement.
As detailed in the previous paragraph, the Company has undrawn multi-product facilities and unused factoring lines amounting to 620,923 euros and 6,287,428, euros respectively (see note 16 of the Notes to the Financial Statements). In addition, the Directors expect to maintain or increase current levels of working capital financing, taking into account the Company's results and its current financial position and level of indebtedness.
The Company does not envisage CAPEX investments for significant increases in capacity in the short term and there is no need for it. The investments planned for the coming years will focus on completing the ones in the pipeline that had been delayed by the previous management. These are mostly actions aimed at eliminating bottlenecks, improving storage capacity and receiving goods in bulk, as well as those aimed at improving safety and work conditions for our workforce. Given the relative price of these, they will not entail a negative impact on the sustainability of our debt.
On 11 December 2025, the Company's Board of Directors, pursuant to the authorisation granted by the General Meeting of Shareholders held on 18 June 2022, resolved to execute a share capital increase of the Company for an effective amount of up to one million seventy-four thousand five hundred and sixty euros and eighty cents (1,074,560.80 euros) (nominal amount plus share premium), through cash contributions and the issuance of up to 1,343,201 new ordinary shares with a nominal value of
0.60 euros each and a share premium of 0.20 euros per share, of the same class and series as those currently in issue and represented by book entries, with pre-emption rights. The capital increase is expected to be carried out during the first part of the 2026 year.
The Directors and the Company's management team are implementing the measures described above and will continue to adopt any actions deemed necessary over the next 12 months in order to successfully address any financial and non-financial challenges that may arise and expect to be able to meet all of the Company's obligations as they fall due. Furthermore, the Directors and the Company's management team consider that the actions taken by the Company are contributing positively to improving its overall performance, as reflected in the positive operating result of 1,177,929 euros and the generation of cash flows from operations, which has enabled a significant reduction in the Company's debt in recent years.
Accordingly, the Directors of the Company have prepared these Financial Statements corresponding to year 2025 on 4 March 2026 on a going concern basis.
Comparison of the information
Pursuant to the Spanish trade laws, for the sake of comparing each item in the Balance Sheet, Income Statement, Statement of Changes in Equity, Cash Flow Statement and Explanatory Notes to the Financial Statements, the statements include the figures for 2025 as well as those of the previous year, obtained by applying the Spanish Accounting System passed by Royal Decree 1514/2007 of 16 November and its amendments passed by Royal Decree 1159/2010 of 17 September, Royal Decree 602/2016 of 2 December and Royal Decree 1/2021 of 12 January. The Notes to the Financial Statements also include quantitative information on the previous year, unless the accountancy standard specifically establishes that this is not necessary. The Financial Statements for year 2024 were approved by the General Meeting of Shareholders on 18 June 2025.
Operating and reporting currency
The Financial Statements are stated in euros, which is the Company's operating and reporting currency.
Critical aspects regarding the valuation and estimation of relevant uncertainties and judgements used when applying accounting principles
Preparing the Financial Statements involves relevant accounting estimates and judgements and other estimates and assumptions in applying the Company's accounting principles. In this regard, we summarise the aspects that have required a higher degree of judgement or complexity or where the assumptions and estimates are significant for the preparation of the 2025 Financial Statements:
Useful life of Intangible fixed assets and Property, plant and equipment (notes 4a, 4b, 5 and 6).
Recoverability of the value of R&D projects. (Note 5)
Recoverability of Deferred tax assets. (See note 18)
Despite the fact that the estimates made by the Company's Directors have been based on the best information available as at 31 December 2025, it is possible that future events may require changes in coming years. The effect on the 2025 Financial Statements of any alterations that may arise from adjustments to be made in coming years would be recorded prospectively.
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Distribution of Profit or Loss
The loss amounting to 87,635 thousand euros from the year ended as at 31 December 2025 will be allocated to Loss from previous years.
Basis for distribution Loss for the year
Euros
(87,635)
Allocation
Loss from previous years (87,635)
(87,635)
The distribution of the Company's profit or loss for the year ending as at 31 December 2024, approved by the
General Meeting Shareholders on 18 June 2025, was as follows:
Basis for distribution Loss for the year
Euros
(160,006)
Allocation
Loss from previous years (160,006)
(160,006)
As at 31 December 2024 and 31 December 2025, the amounts of the restricted reserves are as follows:
2025
2024
355,102
355,102
Euros
Restricted reserves:
Legal Reserve
(a) Distribution limitations
The Company's reserves designated as unrestricted are, however, subject to the distribution limitations
described below:
Until the item of R&D expenses has been fully amortised, no dividends may be distributed, unless the amount of the unrestricted reserves is at least equal to the amount of the unamortised balances. At the close of the year ended as at 31 December 2025, the Company had recorded R&D expenses of 2,839,143 euros (2,694,029 euros as at 31 December 2024). In addition, the distribution of dividends is linked to the fulfilment of the ratios described in note 16 herein.
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Recognition and Measurement Criteria
The main recognition and measurement criteria followed by the Company to prepare its Financial Statements are as follows:
Intangible fixed assets
Items included in Intangible fixed assets are measured at their purchase price or production cost, following the same principles as those established to calculate the production cost of the Inventories. Capitalised production costs are recognised under the heading "Work carried out by the Company for its assets" in the Income Statement. Intangible fixed assets are recognised on the Balance Sheet at cost, minus any accrued amortisation and impairment adjustments.
Research & Development
The expenses related to research activities are recorded as an expense on the Income Statement when they are incurred.
The Company capitalises the research expenditure incurred in a specific, individual project when the expenditure meets the following conditions:
The cost is clearly established so that it can be distributed over time.
A tight connection can be established between research "projects" and goals pursued and achieved. The assessment of this requisite will be made generically for each set of activities that are interlinked due to the existence of a common goal.
The Company capitalises the Development expenditure in a specific, individual project when the expenditure meets the following conditions:
The expenditure attributable to implementing the project can be reliably measured.
The assignment, allocation and recognition of the costs of each project are clearly established.
There are sound reasons to foresee the technical success of these projects, either to operate it directly or to sell the project output to a third party once it is finished, if there is a market for it.
The project's financial-commercial return is reasonably guaranteed.
The funding to execute the project, the availability of adequate technical and other resources to complete it and to use or sell the intangible asset are all reasonably assured.
The Company intends to complete the intangible asset for its use or sale.
If the Company cannot separate the research phase from the development phase, the costs incurred are treated as research expenditure.
The expenses allocated to profit or loss in previous years cannot be subsequently capitalised once the conditions have been met.
Once the asset is entered into the appropriate Public Register, the development expenses are reclassified under item Patents, licences, brands and similar.
Computer software
Computer software purchased or developed by the Company itself is recognised insofar as it meets the conditions described for development expenses. Computer software maintenance costs are registered as expenses when incurred.
Subsequent costs
Any subsequent costs incurred in Intangible fixed assets are recorded as expenditure, unless they increase the future profits expected from the assets.
Useful life and amortisation
Amortisation of intangible assets is calculated by allocating the depreciable amount on a systematic basis over their useful lives, applying the following criteria:
Amortisation
Years of estimated
method useful life
Research & Development
Straight-line
2- 5
Patents, licences, brands and similar
Straight-line
10
Computer software
Straight-line
4
Research expenditure is amortised on a straight-line basis at the time it is capitalised, and development expenses are amortised on a straight-line basis from the project termination date.
The Company reassesses the residual value, useful life and amortisation method for intangible assets at the end of each reporting period. Any modifications to the initially established criteria are recognised as a change of estimate.
Impairment loss on fixed assets
The Company measures and determines impairment loss and the reversal of such loss on its Intangible fixed assets based on the criteria set forth in section (c) Impairment loss on non-financial assets subject to amortisation or depreciation.
Property, plant and equipment
Initial recognition
The assets included in Property, plant and equipment are recognised at their purchase price or production cost, following the same principles as those established to determine the production cost of Inventories. Property, plant and equipment are presented on the Balance Sheet at cost, less any accumulated depreciation and impairment loss adjustments.
Depreciation
Items in Property, plant and equipment are depreciated by allocating the depreciable amount of the asset on a systematic basis over its useful life. For these purposes, the depreciable amount is the purchase cost minus its residual value. The Company determines the depreciation expense separately for each part that has a significant cost in relation to the total cost of the element and a different useful life from the rest of the element.
The depreciation of items in Property, plant and equipment is calculated applying the criteria outlined below:
Depreciation
Years of estimated
method useful life
Buildings
Straight-line
25
Technical plant and equipment
Straight-line
10-35
Other fixtures, fittings, tools and furnishings
Straight-line
5 - 35
Other Property, plant and equipment
Straight-line
4
Data processing equipment
Straight-line
4
The Company reassesses the residual value, useful life and depreciation method for Property, plant and equipment at the end of each reporting period. Any modifications to the initially established criteria are recognised as a change of estimate.
The Company run a thorough analysis of the useful life of the most important machinery in Property, plant and equipment. This analysis was run jointly with an independent expert, and it was concluded that, as a result of the new information drawn from very similar assets, along with the manufacturing quality of these machines and ensuring they are kept according to the manufacturer's design specifications, their useful life is far higher than first expected by the Company for some of the elements of the aforementioned heading (from 20 to 35 years). To this end, the estimated remaining useful life was applied, the impact of which was considered on a prospective basis.
Subsequent costs
After the initial recognition of an asset, the only costs capitalised are those incurred which lead to increased capacity or productivity, or to a lengthening of the useful lives of the assets with the derecognition of the carrying amount of replaced items. In this regard, only the costs of day-to-day maintenance of Property, plant and equipment are recognised in the Income Statement when incurred.
Replacements of Property, plant and equipment which meet the requirements for capitalisation imply a reduction of the carrying amount of the items replaced. When the cost of the items replaced has not been depreciated separately and it is not practical to determine their carrying amount, the replacement cost is used as an indication of the cost of the items at the time of their acquisition or construction.
Value impairment of assets
The Company measures and determines impairment losses and the reversal of such losses on its Property, plant and equipment based on the criteria set forth in section (c) Impairment loss on nonfinancial assets subject to amortisation or depreciation.
Impairment loss on non-financial assets subject to amortisation or depreciation
The Company evaluates whether there are signs of impairment loss on non-financial assets subject to amortisation or depreciation to verify whether the carrying amount of these assets exceeds the recoverable amount, this being understood as the higher between the fair value of an asset minus its costs of sale and its value in use.
An asset's value in use is calculated based on the expected future cash flows deriving from the use of the assets, expectations of possible variations in the amount or timing of those future cash flows, the time value of money, the price for bearing the uncertainty inherent in the asset and other factors that market participants would reflect in measuring the future cash flows associated with the asset.
Impairment losses are recognised in the Income Statement.
Meanwhile, if the Company has any reasonable doubts as to the technical success or financial-commercial return on the R&D projects under way, the amounts recorded on the Balance Sheet are recognised directly under losses arising from the Intangible fixed assets on the Income Statement and are not reversible.
The reversal of an impairment loss is credited to the Income Statement. However, the reversal of the loss cannot increase the carrying amount of the asset in excess of the carrying amount which would have been obtained, net of amortisation/depreciation, had no impairment loss been recorded.
Once the valuation adjustments for impairment or their reversal are recognised, the amortisations / depreciations for the following years are adjusted taking the new carrying amount into consideration.
Notwithstanding the above, if the specific circumstances of the assets reveal an irreversible loss, it is directly recognised under losses on fixed assets in the Income Statement.
Leases
Accounting by the lessee
Lease contracts in which, at inception, all the risks and benefits of ownership of the assets are substantially transferred to the Company, are classified as finance leases, otherwise they are classified as operating leases.
Finance Leases
At the commencement of the lease term, the Company recognises an asset and a liability for the lower of the fair value of the leased asset and the current value of the minimum lease payments. The initial direct costs are included as increased value of the asset. The minimum payments are divided between the reduction of the outstanding liability and the financial burden. Financial expenses are recorded on the Income Statement using the effective interest rate method.
The accounting principles that are applied to the assets used by the Company under the signed lease agreements classified as finance leases are the same as those described in section (b). (Property, plant and equipment).
Operating leases
Lease payments under an operating lease, net of any incentives received, are recognised as an expense on a straight-line basis over the lease term unless another systematic basis is more representative of the time pattern of the benefits from the lease.
Financial instruments
Recognition
The Company classifies financial instruments, when firstly recognised, as a financial asset, a financial liability or an equity instrument based on the economic value of the transaction and bearing in mind the definitions of financial asset, financial liability and equity instrument in the applicable financial reporting framework.
Recognition of a financial instrument takes place as soon as the Company becomes obliged under said instrument, as its acquirer, holder or issuer.
Classification and separation of financial instruments
The Company classifies its financial assets based on the business model applied to them and the characteristics of the cash flows of the instrument.
The business model is determined by the Company's Management and shows how they jointly manage each group of financial assets to reach a specific business goal. The business model applied by the Company to each group of financial assets is the way it manages them in order to gain cash flows.
When classifying the assets, the Company also takes into account the characteristics of the cash flows accrued by the assets. Specifically, it distinguishes between financial assets whose contractual terms give rise, on specified dates, to cash flows that are solely payments of principal and interest on the principal amount outstanding (hereinafter, assets that meet the SPPI criterion), and all other financial assets (hereinafter, assets that do not meet the SPPI criterion).
Specifically, the Company's financial assets are mainly classified under the following category:
- Financial assets at amortised cost
These are financial assets to which the Company applies a business model that aims to earn cash flows from executing the contract, and the contractual conditions of the financial asset produce, on preset dates, cash flows that are solely payments of principal and interest, on the principal amounts outstanding, even if the asset is traded on an organised market, which means that they are assets that meet the SPPI criterion (financial assets whose contractual conditions produce, on specified dates, cash flows that are solely payments of principal and interest on the principal amounts outstanding).
The Company considers that the contractual cash flows of a financial asset are solely payments of principal and interest on the principal amounts outstanding when they belong to an ordinary or normal loan, without prejudice to them being interest-free or having a below-market interest rate. The Company believes that the following do not meet said criterion and are therefore not classified under that category: financial assets that are convertible into the issuer's equity instruments, loans with reversal variable interest rates (i.e. a rate that has a reverse relation with the market interest rates); or those where the issuer can defer the payment of interest if such payment would affect its solvency, without the deferred interest accruing extra interest.
When assessing whether the Company is applying a business model based on the collection of contractual cash flows to a group of financial assets or it is applying a different business model, it takes into account the calendar, the frequency and the value of current and past sales within said group of financial assets. The actual sales do not determine the business model. Therefore, they cannot be considered separately. For this reason, the existence of occasional sales within a same group of financial assets does not determine the change of business model for all other financial assets included in that group. To assess if said sales warrant a change of business model, the Company bears in mind the existing information on past and forecast sales for a same group of financial assets. The Company also takes into account the conditions at the time of the past sales and the current conditions when assessing the business model applied to a group of financial assets.
This category generally includes loans for commercial and non-commercial operations:
Loans for commercial operations: These are financial assets arising from the sale of goods or the rendering of services in the ordinary course of the Company's business due to a deferred payment.
Loans for non-commercial operations: These are financial assets which, while not being of commercial origin, are not equity instruments or derivatives, have fixed or determinable payments and arise from loan or credit facilities granted by the Company.
These are initially recorded at the fair value of the consideration given plus the costs that are directly attributable to the transaction.
Nevertheless, loans for commercial operations with a maturity of no more than one year and which do not have a contractual interest rate are initially measured at their nominal value when the effect of not updating the cash flows is insignificant. In this case, they will continue to be measured for said amount, unless they have experienced an impairment loss.
After their initial recognition, they are measured at amortised cost. Accrued interest is recognised in the Income Statement.
At year-end, the Company makes the necessary value adjustments for impairment loss, as long as there is objective evidence that the value of a financial asset or group of financial assets with similar risk features when measured collectively, has suffered an impairment loss as a result of one or more events having occurred after their initial recognition and causing a reduction or delay in the collection of estimated future cash flows due to the debtor's insolvency.
Impairment losses are recorded based on the difference between its carrying amount and the current year-end value of forecast cash flows (including those from enforcing security and/or personal guarantees), discounted at the effective interest rate calculated at the time of their initial recognition. For financial assets at variable interest rate, the Company uses the effective interest rate which, according to the contractual conditions of the instrument, is to be applied at year-end. These adjustments are recognised in the Income Statement.
Derecognition of financial assets
The financial assets are derecognised from the Balance Sheet taking into account the economic reality of the transactions and not only the legal form of the contracts regulating them. In particular, a financial asset is derecognised, partly or fully, when the contractual rights to the cash flows from the financial asset have expired or when they are transferred, provided the risks and benefits inherent to their ownership are also substantially transferred. The Company considers that the risks and benefits of ownership of a financial asset have been substantially transferred if its exposure to the variation of cash flows is no longer significant in relation to the total fluctuations in the current value of the future net cash flows linked to the financial asset (such as definitive sales of assets, assignments of commercial credit on factoring operations in which the Company does not withhold any credit risk or interest, sales of financial assets with buy-back clauses at their fair value, or securitisation of financial assets in which the transferor does not retain subordinated financing or grant any type of guarantee or take on any other type of risks).
If the Company has not substantially transferred or retained the risks and benefits attached to the financial asset, it will be derecognised once the Company has lost its control over it. If the Company has retained control of the transferred asset, it will continue to recognise it for the amount for which the Company is exposed to the value fluctuations of the asset transferred, that is, for its continued involvement, and shall recognise an associated liability.
The difference between the consideration received net of any attributable transaction costs, considering any new assets obtained minus any liabilities assumed, and the carrying amount of the transferred financial asset, plus any accrued amount that has been recognised directly in the Equity, will determine the resulting gain or loss on the derecognition of that asset, and will be part of the profit or loss for the period in which it is generated.
The Company does not derecognise financial assets for assignments where the risks and benefits inherent to their ownership have been substantially retained, such as in bill discounting, factoring with recourse, sales of financial assets with buy-back clauses at a fixed price or at a selling price plus interest, and securitisation of financial assets where the Companies retain subordinated financing or any other type of guarantee that substantially absorbs all the expected losses. In these cases, the Company recognise a financial liability for an amount equal to the consideration received.
Financial liabilities
A financial liability is recognised in the Balance Sheet when the Company becomes obliged under said instrument or legal business pursuant to its provisions. Specifically, the financial instruments issued are classified, partly or fully, as a financial liability when, in accordance with its economic reality, this entails a direct or indirect contractual liability, whereby the Company has to deliver cash or another financial asset or exchange financial assets or liabilities with third parties under unfavourable conditions.
Any contract that will or may be settled with the Company's own equity instruments will also be classified
as a financial liability, provided that:
It is a non-derivative for which the Company is or may be obliged to deliver a variable number of its own equity instruments.
In the case of a derivative that is unfavourable to the Company, it may be settled in a way other than by exchanging a fixed amount of cash or another financial asset for a fixed number of the Company's own equity instruments. For this purpose, the Company's own equity instruments do not include those which are contracts for the future receipt or delivery of its own equity instruments.
Furthermore, any rights, options or warrants that provide a fixed number of the Company's equity instruments are recorded as equity instruments when the Company offers said rights, options or warrants proportionately to all its shareholders within the same class of equity instruments. However, if the instruments provide the holder the right to settle them in cash or by delivering equity instruments based on their fair value or at a fixed price, these are classified as financial liabilities.
In those cases where the Company does not transfer the risks and benefits attached to a financial asset, it recognises a financial liability for an amount equal to the consideration received.
The categories used by the Company to classify financial liabilities are as follows:
Financial liabilities at amortised cost.
Financial liabilities at amortised cost
The Company generally classifies the following financial liabilities under this category:
Payables from commercial operations are financial liabilities arising from the purchase of goods and services in the ordinary course of business with deferred payment, and
Payables from non-commercial operations are financial liabilities which, while not being equity instruments or derivatives, are not of commercial origin but originate from loan arrangements or credit facilities received by the Company.
Convertible loans whose characteristics are those of an ordinary or normal loan are also classified under this category.
Likewise, this category will also include any financial liabilities that do not meet the criteria to be classified as financial liabilities at fair value through the Income Statement.
Financial liabilities at amortised cost are initially measured at the fair value of the consideration received, adjusted by any costs directly attributed to the transaction.
Nevertheless, payables from commercial operations with a maturity of no more than one year and which do not bear a contractual interest rate, as well as amounts payable to third parties in respect of equity investments, which are expected to be settled in the short term, may be initially measured at their nominal value, provided that the effect of not discounting cash flows is not material.
Later, they will be measured at amortised cost using the effective interest rate. Those measured initially at their nominal value in accordance with the above will continue to be measured at said amount.
Derecognition and changes to financial liabilities
The Company derecognises a financial liability once the liability has been extinguished. The Company also derecognises its own financial liabilities acquired (even if it intends to sell them in the future).
When debt instruments are exchanged with a lender, as long as these have substantially different conditions, the Company derecognises the original financial liability and recognises the new one. A substantial change to the current conditions of a financial liability is recorded in the same way.
The difference between the carrying amount of the financial liability or the part thereof that has been derecognised, and the consideration paid, including the attributable transaction costs, and which includes any asset assigned other than the cash amount or liability assumed, is recorded in the Income Statement of the financial year it occurs.
In the event of an exchange of instruments with no substantially different conditions, the original financial liability is not derecognised from the Balance Sheet, but the fees paid are recognised as an adjustment to its carrying amount. The new amortised cost of the financial liability is determined by applying the effective interest rate, which is the rate that makes the carrying amount of the financial liability on the date the conditions change equal to the cash flows payable under the new conditions.
For these purposes, the contract conditions are considered as substantially different when the lender is the same as the one that granted the initial loan and the current value of the cash flows of the new financial liability, including net fees, is at least 10% different from the current value of the cash flows outstanding for the original financial liability, both updated at the effective interest rate of the original liability. Furthermore, the Company, in those cases where this difference is below 10%, also considers that the conditions of the new financial liability are substantially different when there is another type of substantial qualitative change to the liability, including: change of fixed interest rate to variable interest rate or vice versa, the restatement of the liability in another currency, an ordinary loan that becomes a convertible loan, etc.
Equity instruments held by the Company
The Company's acquisition of equity instruments is recognised separately at acquisition cost in the Balance Sheet as a reduction in Shareholder's equity. No gain or loss is recognised in the Income Statement for transactions carried out with the Company's equity instruments.
Shares purchased by the Company are recognised at fair value, which, unless there is evidence to the contrary, is the transaction price, which is equivalent to the fair value of the consideration paid, and a reserve is created in accordance with applicable legislation.
The subsequent amortisation of the instruments will result in a decrease in share capital for the nominal amount of those shares, and any positive or negative difference between the purchase price and the nominal value of the shares is credited or debited to reserve accounts.
Transaction costs related to equity instruments, including issue costs related to a business combination, are recorded as a decrease in the reserves, after factoring in any tax effects.
Inventories
General
Goods, services and other assets included in Inventories are measured at cost, whether this is their acquisition or production cost.
The cost of Commodities and other supplies, merchandise and conversion costs are assigned to the different inventory units by using the average weighted price method. Advances on account of Inventories are measured at their cost.
The cost of Inventories is adjusted when the cost exceeds the net realisable value. For these purposes, the net realisable value is taken to be:
For Commodities and other supplies, their replacement price. The Company does not recognise valuation adjustments where the finished products containing the Commodities and other supplies are expected to be sold for a price equivalent to or higher than their production cost;
For merchandise and finished products, their estimated selling price minus the costs involved in selling them;
For partly-finished products, the estimated selling price of the corresponding finished products, minus the costs estimated for completing their production and those related to their sale;
The previously recognised valuation adjustment is reversed against profit or loss if the circumstances that caused the write-down no longer exist or when there is clear evidence of an increase in the net realisable value because of a change in the economic circumstances. The reversal of the valuation adjustment is limited to the lower of the cost and the new net realisable value of the Inventories.
Valuation adjustments and reversals due to impairment losses on Inventories are recognised against the headings Changes in Inventories of finished goods and work in progress and Supplies, depending on the type of inventories.
Subsidies
Subsidies are recorded as income and expenses recognised in Equity when they are officially granted and the conditions for their granting have been met, or there are no reasonable doubts that they will be received.
Subsidies awarded for purchasing an asset: if the terms of the award require maintaining the investment during a specific number of years, it will be considered as non-refundable if at year-end, the investment has been made and there are no reasonable doubts that it will be maintained for the period established in the terms of the award.
Subsidies of a monetary nature are measured for the fair value of the amount awarded and those of a non-monetary nature for the fair value of the asset received.
In subsequent years, subsidies and donations are taken to profit or loss depending on the use to which they will be put.
Capital subsidies are attributed to the profit or loss for the year in proportion to the amortisation for the assets financed with them or, as appropriate, when they are sold, derecognised or subject to an impairment loss.
In the case of non-depreciable assets, the grant is taken to profit or loss for the year when they are disposed of, derecognised or a valuation adjustment for their impairment is made.
Grants that are granted to fund specific expenses are allocated to income in the year in which the expenses funded were incurred.
Provisions
Liabilities which cannot be determined in terms of their amount or time of settlement are recognised on the Balance Sheet as provisions when the Company has a current liability (for a legal or contractual obligation or for a constructive obligation) resulting from past events, which is likely to cause an outflow of resources when settled and which can be reliably estimated.
Provisions are measured as the current value of the best estimate possible of the amount required to settle the liability or transfer it to a third party, recording any adjustments that may arise from updating the provision as a financial expense when it accrues. Provisions are not discounted when they are due within twelve months and have no significant financial impact. Provisions are revised at year-end in the Balance Sheet and adjusted to reflect the best current estimate of the corresponding liability at the time.
Amounts to be collected from a third party when settling the provisions are recognised as an asset without reducing the amount of the provision, as long as there are no doubts that the amount will indeed be repaid and without exceeding the sum of the liability recognised. When there is a legal or contractual link externalising the risk, whereby the Company is not accountable for it, the amount is deducted from the provision.
Contingent liabilities are possible liabilities arising from past events whose future realisation depends on one or more future events which are not entirely under the Company's control and current liabilities resulting from past events which are unlikely to cause an outflow of resources when settled or which cannot be valued with sufficient reliability. These liabilities are not recognised in the books but are detailed in the Notes to the Financial Statements, except when the outflow of resources is remote.
Expense recognition
Expenses are recognised on an accrual basis. In other words, when the actual flow of the related goods and services takes place, regardless of when the resulting monetary or financial flow arises.
Expenses are measured at the fair value of the consideration received, minus discounts and taxes.
Revenue from the sale of goods
Revenue from the sale of goods mainly comes from the sale of "masterbatches" in their different formats and
varieties of colours, additives and other compounds for the plastic processing industry.
To determine whether revenue should be recognised, the Company follows five steps:
Identify the contract with a customer.
Identify the performance obligations.
Determine the price of the transaction.
Apportion the transaction price to the performance obligations.
Recognise revenue once the performance obligations are met.
In all cases, the total transaction price of a contract will be divided between the different performance obligations based on their relative separate sale prices. The transaction price for a contract excludes any amounts collected on behalf of third parties.
Ordinary revenues are recognised at a specific point in time, when the Company fulfils the performance obligations by delivering the promised goods or services to its customers.
The Company sells products under Incoterm rules. The Company recognises revenue when the Incoterm rule is met, as this is when the Company hands over the control of its products. The financial effect is not discounted from the global price of the transaction as the Directors consider that this is not significant.
Corporation Tax
The Corporation Tax expense or revenue for the year comprises current tax and deferred tax.
Current Corporation Tax assets or liabilities are measured at the amount expected to be paid to or recovered from the tax authorities, using the tax rates and tax laws that have been enacted or substantially enacted at year-end.
Current or deferred Corporation Tax is recognised in the Income Statement, unless it arises from a transaction or economic event recognised in the same or another reporting period against equity or a business combination.
Recognition of Deferred tax liabilities
The Company recognises Deferred tax liabilities in all cases except where they arise from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither accounting profit nor taxable income.
Recognition of Deferred tax assets
The Company recognises Deferred tax assets insofar as it is likely that there will be future taxable income to offset timing differences, or if tax legislation provides for the future conversion of tax assets into a receivable to be claimed from Public Entities.
The Company only recognises Deferred tax assets arising from offsetable tax losses to the extent that it is likely to obtain future taxable profit against which to offset them within a period of time not exceeding that provided by the applicable tax legislation, unless there is evidence that the recovery period is likely to be longer, if tax legislation allows them to be offset within a longer period of time or establishes no time limit for offsetting.
The Company recognises the conversion of a deferred tax asset into a receivable to be claimed from Public Entities when it is due for payment according to the provisions of the tax laws in force. In this regard, a deferred tax asset is derecognised with a debit entry under the deferred Corporation Tax expense, and the receivable is recognised with a credit entry under the current corporation tax expense.
However, assets are not recognised if they arise from the initial recognition of an asset or liability in a transaction that is not a business combination and affect neither accounting nor taxable profit on the date of the transaction.
Measurement of Deferred tax assets and liabilities
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantially enacted, and after factoring in the consequences that would follow from the manner in which the Company expects to recover or settle the carrying amount of its assets or liabilities.
Offsetting and classification
The Company only offsets tax assets and liabilities if it has a legally enforceable right to offset the recognised amounts and intends either to settle on a net basis or to realise the assets and settle the liabilities simultaneously.
Deferred tax assets and liabilities are recognised in the Balance Sheet as non-current assets or liabilities, irrespective of the expected date of recovery or settlement.
Classification of assets and liabilities as current and non-current
The Company presents the Balance Sheet classifying assets and liabilities as current and non-current. In this respect, current assets and liabilities are those which meet the following criteria:
Assets are classified as current when they are expected to be realised or are intended for sale or consumption in the Company's normal operating cycle, they are held primarily for the purpose of trading, or they are expected to be realised within twelve months of year-end.
Liabilities are classified as current when they are expected to be settled in the Company's normal operating cycle, they are held primarily for the purpose of trading, they are due to be settled within twelve months after year-end or the Company does not have an unconditional right to defer settlement of the liability for at least twelve months after year-end.
Assets of an environmental nature
Expenses for decontamination and the repair of contaminated areas, waste disposal and other expenses arising from complying with the environmental regulations are recorded as expenditure for the year in which they take place, unless they are for the cost of purchasing elements added to the Company's assets to be used over the long term. In this case, they are recognised under the heading "Property, plant and equipment" and depreciated with the same criteria.
(ñ) Related-party transactions
Transactions between related parties, except those connected to mergers, spin-offs and non-monetary business contributions, are recognised at the fair value of the consideration given or received. The difference between that value and the amount agreed is posted in accordance with the underlying economic substance.
Cash Flow Statement
The Cash Flow Statement has been drawn up using the indirect method with the following expressions and the meanings given below:
Operating Activities: activities that make up the Company's main source of ordinary income, as well as
activities that cannot be classified as investment or financing activities.
Investment Activities: activities comprising the purchase, sale or otherwise disposal of non-current assets and other investments not included under cash and cash equivalents.
Financing Activities: activities that produce changes in the size and composition of equity and liabilities that are not operating activities.
Transactions in foreign currency
The Company's operating currency and the reporting currency is the Euro.
The operating currency of the US branch is the US dollar. To convert statements into the reporting currency, the assets and liabilities of the Branch are converted using the exchange rate prevailing on the Balance Sheet date while income and expenses are converted at the weighted average exchange rate of the year. The conversion differences are recognised directly in Equity until the divestment, when they are then recognised in the Income Statement.
Transactions made in foreign currency are initially converted at the exchange rate in force at the time of the transaction.
Monetary assets and liabilities stated in foreign currencies are translated at the spot exchange rate in force on the Balance Sheet date. Currency exchange differences, whether positive or negative, arising from this process, as well as those arising from settling said equity elements, are recognised in the Income Statement for the year in which they take place. As an exception, as described in note 4.11, Currency exchange differences of foreign-currency loans, which cover the net investment in the US branch, are directly recognised in Equity as currency exchange differences, until the divestment, when they are then recognised in the Income Statement.
Non-monetary items recognised at historical cost are valued applying the exchange rate on the transaction date.
Non-monetary items recognised at fair value are measured applying the exchange rate on the date the value is determined. Currency exchange differences are recognised in the Income Statement. However, if the value variation of the non-monetary item is recognised in Equity, the resulting exchange differences will also be recognised in Equity.
Severance pay
(i) Severance pay
In accordance with the current employment regulations, companies are obliged to compensate employees with severance pay when they have been laid off under certain circumstances.
Severance pay that can be fairly quantified is recorded as an expense in the year when the Company decides to lay off the employee, provided the party involved has been formally notified of this intention and therefore, has a valid expectation that the consolidated companies will end the employment contract.
Equity
The share capital is made up of ordinary shares. The cost arising from issuing new shares or options is directly charged against the Equity, as fewer reserves.
Regarding the purchase of the Company's treasury shares, the consideration paid for said shares, including any incremental costs that are directly attributable to the purchase, is deducted from the Equity until cancelled, reissued or disposed of. When these shares are sold or re-issued later on, any amounts received, minus the incremental cost that is directly attributable to the transaction, is added to the Equity.
-
Intangible fixed assets
The composition and changes in the accounts included under Intangible fixed assets were as follows:
Research & Development
Patents, licences, brands and
similar
Computer software
Total
7,564,222
256,945
934,556
8,755,723
78,810
-
62,342
141,152
572,323
-
-
572,323
8,215,355
256,945
996,898
9,469,198
(4,870,192)
(159,412)
(862,589)
(5,892,193)
(666,434)
(25,529)
(45,899)
(737,862)
(5,536,626)
(184,941)
(908,488)
(6,630,055)
2,678,729
72,004
88,410
2,839,143
Euros
2025
Cost as at 01 January 2025 Additions
Additions generated internally Cost as at 31 December 2025
Accrued amortisation as at 01 January 2025
Amortisation
Accrued amortisation as at 31 December 2025
Net carrying amount as at 31 December 2025
Research & Development
Patents, licences, brands and similar
Computer software
Total
7,018,423
254,195
878,013
8,150,631
130,998
2,750
56,543
190,291
414,801
-
-
414,801
7,564,222
256,945
934,556
8,755,723
(3,936,756)
(134,215)
(803,488)
(4,874,459)
(933,436)
(25,197)
(59,101)
(1,017,734)
(4,870,192)
(159,412)
(862,589)
(5,892,193)
2,694,029
97,534
71,967
2,863,530
Euros
2024
Cost as at 01 January 2024 Additions
Additions generated internally Cost as at 31 December 2024
Accrued amortisation as at 01 January 2024
Amortisation
Accrued amortisation as at 31 December 2024
Net carrying amount as at 31 December 2024
Research & Development
Capitalised R&D costs are recognised under the heading "Work carried out by the Company for its assets" in the Income Statement. The item of R&D is reported on the Balance Sheet at cost, minus any accrued amortisation and impairment losses.
As at 31 December 2025, new additions to R&D amounted to 651,133 euros (545,799 euros in 2024) for projects mostly related to developing biodegradable and compostable resins, and other biopolymers from renewable sources that can be processed using conventional extrusion lines.
The Company has other projects in the pipeline supported by European programmes (Eurostars) and through international cooperation to achieve solutions for plastic cling film with encapsulated active substances that benefit the natural environment.
R&D projects are amortised on a straight-line basis with an estimated useful life of two to five years. For research expenditure, the Company amortises the project from the moment it is capitalised and Development expenses are amortised from the project termination date. Amortisation stood at 666,434 euros (933,436 euros as at 31 December 2024).
As at 31 December 2025 and 2024, the Company did not record any impairment loss, given that it considered it had met the requirements set forth in the accounting standard to estimate said impairment loss.
Computer software
The balance of "Computer Software" comes from costs related to the Company's IT infrastructure.
Fully amortised assets
The cost of the fully amortised intangible assets still in use at 31 December 2025 and at 31 December 2024 is as follows:
2025 2024
3,608 3,608
730,602 652,844
3,565,771 2,676,745
4,299,981 3,333,197
Euros
Patents, licences, brands and similar Computer software
Research & Development
-
Property, plant and equipment
The composition and changes in the accounts included under Property, plant and equipment were as follows:
Euros
Buildings
Technical plant and equipment
Other fixtures, fittings, tools and furnishings
Other fixed assets
Total
372,999
37,925,012
7,293,908
574,855
46,166,774
-
404,877
577,837
-
982,714
372,999
38,329,889
7,871,745
574,855
47,149,488
(189,599)
(23,713,993)
(3,658,429)
(524,944)
(28,086,965)
(14,014)
(1,100,319)
(320,287)
(23,511)
(1,458,131)
(203,613)
(24,814,312)
(3,978,716)
(548,455)
(29,545,096)
169,386
13,515,577
3,893,029
26,400
17,604,392
2025
Cost as at 01 January 2025
Additions
Cost as at 31 December 2025
Accrued depreciation as at 01 January 2025 Depreciation
Accrued depreciation as at 31 December 2025
Net carrying amount as at 31 December 2025
Buildings
Technical plant and equipment
Other fixtures, fittings, tools and furnishings
Other fixed assets
Total
372,999
37,434,345
6,820,457
568,874
45,196,675
-
490,667
473,451
5,981
970,099
372,999
37,925,012
7,293,908
574,855
46,166,774
(175,546)
(22,592,828)
(3,360,911)
(499,112)
(26,628,397)
(14,053)
(1,121,165)
(297,518)
(25,832)
(1,458,568)
(189,599)
(23,713,993)
(3,658,429)
(524,944)
(28,086,965)
183,400
14,211,019
3,635,479
49,911
18,079,809
2024
Cost as at 01 January 2024
Additions
Cost as at 31 December 2024
Accrued depreciation as at 01 January 2024
Depreciation Accrued depreciation as at 31 December 2024
Net carrying amount as at 31 December 2024
General
Additions during the 2025 financial year amounted to 982,714 euros under heading Technical plant and equipment relating to investments in dosing silos, PLC systems for material flow control and conveying systems. In 2024, the most significant additions corresponded to Technical plant and equipment and Other fixtures, amounting to 404,877 euros and 577,837 euros, respectively, mainly relating to refrigeration and dosing systems.
Fully depreciated assets
The cost of the fully depreciated items of Property, plant and equipment still in use as at 31 December is as follows:
22,644
22,644
15,284,576
14,495,671
1,524,375
1,402,249
758,639
738,650
17,590,234
16,659,214
Euros 2025 2024
Buildings
Technical plant and equipment
Other fixtures, fittings, tools and furnishings Other fixed assets
Impairment loss
There is no impairment loss in Property, plant and equipment at year-end 2025, or for the year ended 31 December 2024.
Insurance
The Company has taken out several insurance policies to cover the risks to which its Property, plant and
equipment are exposed. These policies amply cover the entire net carrying amount of the Company's assets.
Assets under financial lease
As at 31 December 2025 and 2024, the Company has agreements in place for various financial lease operations on its Property, plant and equipment (see notes 7 and 16).
Other
As at 31 December 2025 and 2024, according to the clauses in the financing agreement
acquired and described in note 16 of the Notes to the Financial Statements, some of the Company's machinery
was given as security for a mortgage loan.
-
Finance leases - Lessee
The Company has the following classes of assets under finance lease agreements:
Machinery
Total
3,415,048
(386,804)
3,415,048
(386,804)
3,028,244
3,028,244
3,415,048
(560,565)
3,415,048
(560,565)
2,854,483
2,854,483
Euros
Initially recognised at:
Fair value
Accrued depreciation
Net carrying amount as at 31 December 2024
Initially recognised at:
Fair value
Accrued depreciation
Net carrying amount as at 31 December 2025
No contingent payments for finance leases have been recognised as an expense in 2025 or 2024.
2025 2024
1,662,628 2,295,473
157,983 137,666
(177,079) (289,156)
1,643,532 2,143,983
The reconciliation between the amount of the future minimum lease payments and the current value is as follows:
Future minimum payments Purchase option
Unaccrued financial expenses Present Value
There is no impairment loss in assets hired under a finance lease at year-end 2025 or 2024.
The breakdown of the minimum payments and present value of finance lease liabilities broken down per maturity period is as follows:
2025
2024
Minimum payments
Present Value
Minimum payments
Present Value
680,097
590,376
674,519
553,125
1,140,514
1,053,156
1,758,619
1,590,857
1,820,611
1,643,532
2,433,138
2,143,982
(680,097)
(590,376)
(674,519)
(553,125)
1,140,514
1,053,156
1,758,619
1,590,857
Euros
Up to one year
From one to five years
Minus current portion Non-current total
-
Operating leases - Lessee
Below is a description of the most relevant lease agreements:
Lease of a series of industrial warehouses, owned by a related party, where the Company conducts its operations, located in Palau Solità i Plegamans (Barcelona), with a total surface area of 10,602.72 m2. This agreement was entered into on 18 March 2015 for a term of fifteen years, with a mandatory period of ten years, and may be extended at the lessee's option up to a final maturity date of 31 March 2035.
Lease of an industrial building and offices owned by a related party located in Palau-Solità i Plegamans (Barcelona), with a total surface area of 8,643 m2. This lease agreement was entered into on 30 September 2014 for a term of fifteen years, with a mandatory period of ten years, and may be extended at the lessee's option up to a final maturity date of 30 September 2034, with automatic annual renewals.
The total amount of payments under operating leases recognised as expenses is as follows:
2025
2024
1,384,804
1,476,019
Euros
Lease expenses
Although the contracts may be cancellable on an annual basis, the Company expects to maintain them until their contractual maturity. Accordingly, future minimum lease payments under operating leases, mainly relating to industrial premises located in Palau-Solità i Plegamans (Barcelona), within their non-cancellable period, are as follows:
2025
2024
1,192,415
1,144,716
4,769,661
4,578,863
4,927,716
5,789,727
10,889,792
11,513,306
Euros
Up to one year
From one to five years Over five years
-
Risk Control and Management Policy
Financial risk factors
The Company's activities are exposed to various financial risks: market risk (including foreign exchange risk, fair value interest rate risk and price risk), credit risk, liquidity risk and cash flow interest rate risk. The Company's overall risk management programme focuses on the uncertainty of the financial markets and seeks to minimise potential adverse effects on the Company's financial performance.
The Company's risk management policies are designed to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and compliance with limits. Risk management policies and procedures are regularly reviewed to reflect changes in market conditions and the Company's activities. The Company, through its management standards and procedures, seeks to implement an atmosphere of strict, constructive control in which all employees understand their functions and obligations.
The Audit Committee oversees how the management monitors compliance with risk management policies and procedures and reviews whether the risk management policy is appropriately tailored to the risks faced by the Company.
The main risks faced by the Company are as follows:
Exchange rate risk
The Company operates on an international level and is therefore exposed to the exchange rate risk in currency operations.
Foreign exchange risk arises when future commercial transactions, recognised assets and liabilities are stated in a currency that is not the Company's operating currency. The Treasury Department is responsible for managing the net position in each foreign currency.
Credit Risk
Credit risk is the risk of financial loss if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises primarily from trade receivables and investments in debt instruments.
The Company has taken out trade credit insurance to insure sales of products to customers with an adequate credit history and previously authorised by the insurers. These credit insurance policies, where appropriate, provide 90% coverage both domestically and internationally, and therefore cover almost all the risk.
The Company does not have significant concentrations of credit risk.
In addition, the Company has contracted non-recourse factoring products with certain financial entities, which considerably reduces credit risk.
Liquidity risk
"Liquidity risk" is the risk that the Company will encounter difficulties in meeting the obligations linked to its financial liabilities that are settled in cash or other financial assets. When managing liquidity, the Company's objective is to ensure, to the greatest extent possible, that it has sufficient liquidity to meet its liabilities when due, without risking non-payment or damage to the Company's reputation.
The Company uses available analytical information to calculate the cost of its products and services, which helps when reviewing the Company's cash requirements and optimising the return on its investments.
The classification of financial liabilities by category is shown in Annex II. Also, the classification of financial liabilities by maturity is shown in Annex III.
Interest rate risk in cash flows and fair value
As the Company does not have any relevant interest-bearing assets, income and cash flows from operating activities are not significantly affected by fluctuations in market interest rates. The Company's interest rate risk arises from non-current leveraged funds. Leveraged funds issued at variable interest rates expose the Company to the cash flow interest rate risk. Fixed interest rate loans expose the Company to fair value interest rate risk. Most of the debt taken on by the Company bears a fixed interest rate (see the breakdown in note 16).
10) Financial Assets by Category(a) Financial assets classified by category
The classification of financial assets into categories and classes is as follows:
Credits, derivatives and other
Total
In Euros | 2025 | 2024 | 2025 | 2024 |
Non-current financial assets Financial assets at amortised cost | 331,834 | 146,524 | 331,834 | 146,524 |
NON-CURRENT TOTAL | 331,834 | 146,524 | 331,834 | 146,524 |
Current financial assets Financial assets at amortised cost | 2,048,093 | 1,481,733 | 2,048,093 | 1,481,733 |
CURRENT TOTAL | 2,048,093 | 1,481,733 | 2,048,093 | 1,481,733 |
The fair value of assets does not differ significantly from their carrying amount. (b)Net profit/(loss) by category
The net profit/(loss) produced by each category of financial assets was:
method
2025 | 2024 | |||
Financial | Financial | |||
assets at amortised | Total | assets at amortised | Total | |
cost | cost | |||
571 | 571 | - | - | |
(2,541) | (2,541) | (10,474) | (10,474) | |
Financial revenue applying the amortised cost Currency exchange differences
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