Touax SaEURONEXT: ALTOU

Financial reports TOUAX 2025 Half-year report

· Issued by Touax Sa


Your operational leasing solution for sustainable transportation

Half-year report

June 30, 2025

The present half-year financial report has been drawn up in accordance with Articles 4.2.1 and 4.2.3 of the Euronext Growth Market Rules.

Sommaire
  1. Half-year progress report on the interim financial statements to June 30, 2025 3

    1. Key figures 3

    2. Reminder concerning the businesses 3

    3. Restated revenue from activities 4

    4. Variation in the Group's results 6

    5. Other items of the consolidated results 7

    6. Group consolidated balance sheet 7

    7. Principal outstanding investments 7

    8. Significant events in the first half of 2025 7

    9. Significant post balance-sheet events 7

    10. OUTLOOK 8

    11. Risks and uncertainties regarding the second half-year 8

    12. Main related party transactions 8

  2. Condensed consolidated half-year financial statements 9

  3. Statutory auditors' review report on the Condensed Half-year Consolidated Financial Statements 33

  1. Half-year progress report on the interim financial statements to June 30, 2025
    1. KEY FIGURES

      The tables below show extracts from the income statements, statements of financial position and cash flow statements from the condensed consolidated financial statements for the six-month periods to June 30, 2025 and June 30, 2024 and full-year 2024.

      The financial information given below must be understood in the light of the half-year condensed consolidated financial statements and the other information given in the half-year progress report given below.

      (in thousands of euros)

      06.2025

      06.2024

      12.2024

      Revenue from activities

      97,731

      97,291

      198,533

      Restated revenue on owned activity (1)

      74,961

      72,560

      152,455

      Restated revenue on management activity (1)

      8,498

      7,861

      12,544

      Capital gains or losses on disposals unrelated to recurring activities

      211

      5

      14

      Total restated revenue from activities (1)

      83,670

      80,426

      165,013

      Operating EBITDA

      30,548

      30,049

      58,969

      Operating income

      14,425

      14,582

      26,581

      Consolidated attributable income - Group's share

      2,497

      3,830

      3,879

      of which net income from retained activities

      2,497

      2,330

      2,411

      of which net income from discontinued activities

      -

      1,500

      1,468

      Earnings per share (euro)

      0.36

      0.55

      0.56

      (1) The reconciliation between the published figures and these aggregates is presented in note 4.1 of the condensed consolidated half-year financial statements.

      (in thousands of euros)

      06.2025

      12.2024

      06.2024

      Total assets

      576,987

      611,438

      573,734

      Gross tangible fixed assets (1)

      598,368

      606,904

      581,716

      Total non-current assets

      416,556

      424,781

      415,108

      Shareholders' equity - Group's share

      71,387

      81,558

      82,000

      Consolidated shareholder's equity

      138,448

      153,288

      152,977

      Minority interests

      67,061

      71,730

      70,977

      Gross financial debt

      362,045

      355,855

      340,063

      Net financial debt (2)

      329,346

      304,687

      297,080

      (1) Gross property, plant and equipment excludes the value of internal capital gains.

      (2) Net indebtedness corresponds to gross indebtedness including cash and cash equivalents and derivative instruments.

    2. REMINDER CONCERNING THE BUSINESSES

      With operations across five continents, TOUAX leases and sells freight railcars, river barges and containers throughout the world, on its own behalf and on behalf of investors.

      With managed assets worth €1.2 billion, TOUAX is one of the European leaders for leasing this type of equipment.

      TOUAX achieved restated revenue from activities of €83.7 million in the first half of 2025, of which 97% was achieved outside France.

      ı Freight Railcars division

      TOUAX, through its Irish subsidiary Touax Rail Ltd, manages 11,988 platforms (8,944 railcars) at the end of June 2025. The Group specializes in 45', 60', 90' and 106' intermodal flat wagons, and also markets car-carrier and hopper wagons.

      The currency of the Freight Railcars division is the euro in Europe and the Indian rupee in India.

      In Europe, the Group offers its leasing and maintenance services via a network of agencies and agents located in most of the European countries. TOUAX may also sell used and new railcars.

      TOUAX offers complete hedging to all its clients.

      The Group mainly operates railcars on its own behalf (71% of the managed fleet) and partly through third-party asset management (29% of the managed fleet in number of platforms).

      ı River Barges division

      The TOUAX Group is present in Europe and North and South America with a fleet of 112 barges at the end of June 2025 for its own and for third parties, representing a capacity of over 296,000 tons.

      TOUAX provides its services:

      • in France on the Seine and Rhone,

      • in Northern Europe on the Rhine (Meuse, Moselle, Main),

      • in Central Europe on the Danube,

      • in North America on the Mississippi,

      • in South America on the Paraná-Paraguay.

        TOUAX offers its customers comprehensive expertise in the field of river transport, in particular with leasing and trade in river transport equipment.

        The currency of the River Barges division is the dollar in the United States and South America, and the euro in Europe. TOUAX's customers are river logistics operators and industrial companies.

        ı Containers division

        Through Touax Global Container Solutions, TOUAX managed a fleet of about 311,000 CEU at the end of June 2025, making it the leader in Continental Europe and the seventh largest container leasing company in the world. The Group specializes in standard dry containers (20 feet, 40 feet, and 40 feet high capacity) which can be leased to all shipping companies worldwide.

        The average age of its fleet is of 10 years.

        64% of the containers are managed on behalf of third-party investors, and the remainder belongs to the Group (number of CEU). The Containers division deals in US dollars.

        TOUAX Global Container Solutions offers a very extensive range of contracts:

      • Short-term operational leasing (annually renewable master lease or one way leasing),

      • Long -term operational leasing (3 to 10 years) with or without an option to buy (these contracts account for 75% of the fleet managed),

      • Occasionally financial leasing (sale and leaseback and lease-purchase program). TOUAX also sells new and used containers.

      The Group's utilization rate was of 95% on June 30, 2025.

      TOUAX Global Container Solutions works with various shipping companies, including the 25 largest shipping companies in the world, many of which have a history of leasing from us that dates back over 20 years.

      The company is established internationally through a network of 2 regional offices (Singapore for Asia, Middle East, Europe and Africa, and Miami for the Americas) and representations in the following locations: Philadelphia, Chicago, Austin, Sao Paulo, Aarhus and Shanghai.

      With about 200 warehouses located in the main port zones in the world, TOUAX Global Container Solutions thereby offer a global cover to all its customers.

      ı Modular Buildings division

      The Modular Buildings activity is not significant in relation to the Group's other transportation activities and is presented in segment information in the Miscellaneous category.

    3. RESTATED REVENUE FROM ACTIVITIES

      In order to enable a more detailed and more accurate reading of its activities, revenues from activities are restated in order to present owned activities separately from management activities (see note 5 of the condensed consolidated half-year financial statements). For management activities, leasing revenue from investor-owned equipment (active or passive) is replaced by management fees, which correspond to the net contribution of the leasing management activity to the Group's performance.

      This presentation shows syndication fees, sales fees and management fees, grouped together under management activity, separate from owned activity.

      ı Variation in restated revenue from activities

      Total restated revenue from activities increased by €3.2 million (equal to +4%), from €80.4 million in June 2024 to €83.7 million in June 2025. At constant scope and currency, revenue from activities increased by +4.78%. The dollar depreciated between the two periods, from $1.0812 = €1 on the first semester of 2024 to $1.093 = €1 on the first semester of 2025.

      • The Freight Railcars activity showed a decreased of €1.2 million. This decrease is due to the slowdown in the European rail transport market in the intermodal segment, which impacted the leasing activity, despite an increase in the management activity.

      • The River Barges activity increased its turnover by €0.3 million. The increase in chartering activity and leasing revenue offset the decrease of syndication fees in the management activity.

      • The Containers activity increased by €6.2 million. The decrease in leasing revenue is offset by the increase in ancillary services and the sale of owned equipment. Syndication fees and sales of investor-owned containers continue to grow.

      • The Modular Buildings sales decreased by €2.3 million.

        Owned activity increased by €2.4 million. This increase is mainly due to higher sales in the Containers division. Management activity rose by €0.6 million. Syndication fees and sales fees contribute equally to this performance.

        Restated revenue from activities by geographical

        (in thousands of euros)

        06.2025

        Variation June

        06.2024 2025/2024

        12.2024

        ı Analysis by geographical area

        International

        40,312

        34,073

        6,239

        18.3%

        70,945

        Europe

        29,694

        31,208

        (1,514)

        -4.9%

        61,151

        Americas

        1,846

        1,405

        441

        31.4%

        2,966

        Africa

        7,017

        9,326

        (2,309)

        -24.8%

        21,120

        Asia

        4,801

        4,414

        387

        8.8%

        8,831

        TOTAL Restated revenue from activities

        83,670

        80,426

        3,244

        4.0%

        165,013

        For the Freight Railcars and River Barges activities, the services, markets, and clients are in identical locations.

        The Containers division is present at the international level, since the containers travel on hundreds of global trade routes.

        Capital gains or losses on disposals unrelated to

        recurring activities

        211

        5

        206

        0.0%

        14

        Restated revenue from activities

        06.2025

        06.2024 Variation June

        12.2024

        (in thousands of euros)

        2025/2024

        ı Analysis by division

        Freight Railcars

        27,973

        29,148

        (1,175)

        -4.0%

        58,099

        Owned activity

        26,185

        27,521

        (1,336)

        -4.9%

        55,383

        Management activity

        1,788

        1,627

        161

        9.9%

        2,716

        River Barges

        8,155

        7,871

        284

        3.6%

        14,836

        Owned activity

        7,419

        6,165

        1,254

        20.3%

        12,047

        Management activity

        736

        1,706

        (970)

        -56.9%

        2,789

        Containers

        40,313

        34,073

        6,240

        18.3%

        70,943

        Owned activity

        34,339

        29,545

        4,794

        16.2%

        63,904

        Management activity

        5,974

        4,528

        1,446

        31.9%

        7,039

        Modular Buildings

        7,018

        9,321

        (2,303)

        -24.7%

        21,106

        Owned activity

        7,018

        9,321

        (2,303)

        -24.7%

        21,106

        Others

        -

        8

        (8)

        -100.0%

        15

        Owned activity

        -

        8

        (8)

        -100.0%

        15

        Total Restated revenue

        83,459

        80,421

        3,038

        3.8%

        164,999

        Total Capital gains or losses on disposals unrelated to

        recurring activities

        211

        5

        206

        0.0%

        14

        Total Restated revenue from activities

        83,670

        80,426

        3,244

        4.0%

        165,013

        • Freight Railcars division

        Restated revenue from activities in the Freight Railcar division decreased by -€1.2 million, from €29.1 million on 30 June 2024 to €28 million on 30 June 2025.

        Owned activity fell by -€1.3 million over the semester. Its revenue decreased from €27.5 million in June 2024 to €26.2 million in June 2025. This decrease is due to the slowdown in the European rail transport market, particularly in the intermodal segment.

        The management activity increased by €0.2 million. Its turnover increased from €1.6 million in June 2024 to €1.8 million in June 2025. Syndication fees explain this increase.

      • River Barges division

        Restated revenue from activities in the River Barges division increased by €0.3 million, changing from €7.9 million to €8.2 million. The increase in chartering business (+€0.7 million) and the rise in leasing revenues (+€0.3 million) offset the decline in syndication margin within management activities.

      • Containers division

        Restated revenue from activities in the Containers division increased by €6.2 million, changing from €34.1 million in June 2024 to

        €40.3 million in June 2025.

        Owned activity increased by €4.8 million. Its turnover changed from €29.5 million in June 2024 to €34.3 million in June 2025. Leasing revenues fell by €2.1 million, the invoicing of a bankrupt customer in 2024 represents most of this variation. Ancillary services and container trading sales rose significantly (+€6.9 million).

        Management activity increased by €1.4 million. Its revenue increased from €4.5 million in June 2024 to €6 million in June 2025. Syndication fees rose by +€1.1 million which is explained by an improvement in margin. Management fees are stable. The sale fees of investor-owned containers rose by €0.3 million.

      • Miscellaneous

        The revenues in the Modular Buildings division are grouped together in the miscellaneous & eliminations sector. The activity of the division is centred on the sale of modular buildings. Revenue fell by €2.3 million.

    4. VARIATION IN THE GROUP'S RESULTS

      Segment information is presented in accordance with IFRS 8 based on internal management reports.

      Result

      (in thousands of euros)

      06.2025

      06.2024

      Variation June

      2025/2024

      12.2024

      FREIGHT RAILCARS

      Operating EBITDA

      Segment-based current operating income

      15,004

      3,789

      16,951

      5,810

      (1,947)

      (2,021)

      32,117

      9,477

      RIVER BARGES

      Operating EBITDA

      Segment-based current operating income

      2,823

      1,077

      3,934

      2,221

      (1,111)

      (1,144)

      6,925

      3,489

      CONTAINERS

      Operating EBITDA

      Segment-based current operating income

      11,034

      8,363

      7,103

      4,530

      3,931

      3,833

      14,472

      8,702

      TOTAL SEGMENTS (exluding Miscellaneous & eliminations)

      Operating EBITDA (excluding Miscellaneous & eliminations)

      Segment-based current operating income (excluding Miscellaneous & eliminations)

      28,861

      13,229

      27,988

      12,561

      873

      668

      53,514

      21,668

      Miscellaneous & eliminations

      1,196

      1,604

      (408)

      4,496

      Current operating income

      14,425

      14,165

      260

      26,164

      Other operating revenues and expenses

      -

      417

      (417)

      417

      Operating income

      14,425

      14,582

      (157)

      26,581

      Financial result

      (11,372)

      (10,829)

      (543)

      (21,914)

      Profit before tax

      3,053

      3,753

      (700)

      4,667

      Corporate income tax

      (773)

      (649)

      (124)

      (1,587)

      Net income from retained activities

      Net income from discontinued activities

      2,280

      -

      3,104

      1,500

      (824)

      (1,500)

      3,080

      1,468

      CONSOLIDATED NET INCOME

      2,280

      4,604

      (2,324)

      4,548

      Of which Minority interests

      (217)

      774

      (991)

      669

      Of which CONSOLIDATED NET ATTRIBUTABLE INCOME

      2,497

      3,830

      (1,333)

      3,879

      Of which net income from retained activities

      Of which net income from discontinued activities

      2,497

      -

      2,330

      1,500

      167

      (1,500)

      2,411

      1,468

      The Freight Railcars division reported a €2 million decrease in current operating income, due to leasing activity impacted by the slowdown in the European rail transport market in the intermodal segment.

      The River Barges division reported a €1.1 million decrease in current operating income, as a result of lower syndication during the first half-year. Leasing activity remained stable.

      At June 30, 2025, operating income for the Containers division was up €3.8 million, thanks to trading sales and syndications.

      The Modular Buildings division and miscellaneous items reported a decrease in operating income in the first half of 2025, reflecting lower activity.

    5. OTHER ITEMS OF THE CONSOLIDATED RESULTS

      ı Financial result

      The financial result showed an expense of €11.4 million at June 30, 2025 compared with €10.8 million at June 30, 2024. The financial result is mainly composed of interest expenses.

      ı Net result - Group's share

      The consolidated net income (Group's share) is at €2.5 million at June 30, 2025 compared to €3.8 million at June 30, 2024. Net earnings per share amounted to €0.36 (€0.55 in June 2024). Diluted earnings per share were unchanged.

      In 2024, net income from discontinued activities corresponds to an earn-out on the disposal of the European modular business in 2017, closing this sale.

    6. GROUP CONSOLIDATED BALANCE SHEET

      The consolidated balance sheet total amounted at €577 million at June 30, 2025, compared with €611.4 million at December 31, 2024.

      Total non-current assets amounted to €416.6 million (including €382.6 million in property, plant and equipment) at June 30, 2025, compared with €424.8 million (including €394.3 million in property, plant and equipment) at December 31, 2024.

      Long-term financial assets amounted at €1.8 million at June 30, 2025, compared with €1.5 million at December 31, 2024. Inventories amounted at €93.1 million at June 30, 2025, compared with €104.8 million at December 31, 2024.

      Shareholders' equity amounted at €138.4 million at June 30, 2025, compared with €153.3 million at December 31, 2024. Non-current liabilities amounted to €259.6 million at June 30, 2025, compared with €195.7 million at December 31, 2024.

      Consolidated net financial debt (after deducting cash and cash equivalents, marketable securities and derivative assets) amounted to €329.3 million (€304.7 million at December 2024).

    7. PRINCIPAL OUTSTANDING INVESTMENTS

      ı Firm investment commitments

      Firm orders and commitments amounted to €31.3 million at June 30, 2025, broken down into €21 million for freight railcars, €8.6 million for containers and €1.7 million for barges (see Note 24).

    8. SIGNIFICANT EVENTS IN THE FIRST HALF OF 2025

      Non-recurring events:

      On August 13, 2025, TOUAX SCA (Ticker: TOUP, ISIN code: FR0000033003, the "Company") transfer the listing of its shares to the Euronext Growth Paris market. The application for admission of the Company's shares to the Euronext Growth Paris market was approved by the Euronext Admission Committee on August 7, 2025. The purpose of this transfer is to enable the Company to be listed on a market offering a regulatory framework better suited to its size. The transfer of listing is intended, in particular, to simplify the administrative obligations imposed on the Company and reduce management costs, while allowing it to continue to benefit from the attractiveness of the financial markets.

      Operational performance:

      Operating EBITDA rose by 2%, while consolidated net income decreased by 35%, but increased by 30% after restating for non-recurring events in 2024 (€1.9 million). The growth in container sales achieved in the first half of 2025 offset the market slowdowns in the other divisions.

      For reference, Operating EBITDA does not include non-recurring items such as other current operating income and expenses and the results of discontinued operations, unlike EBITDA as defined by ESMA. At June 30, 2025, EBITDA and Operating EBITDA were identical due to the absence of non-recurring items.

      Financing transaction:

      TOUAX has set up a €50 million green loan with the European Investment Bank (EIB) for its Freight Railcars activity. TOUAX Rail obtained this financing on April 30, 2025, with a maturity of 14 years.

    9. SIGNIFICANT POST BALANCE-SHEET EVENTS

      None.

    10. OUTLOOK

      From a structural point of view, freight transport markets continue to require the replacement of ageing fleets of equipment, and the growth in trade in goods calls for new equipment. Operators continue to outsource their assets and seek financial solutions through equipment leasing. From a cyclical point of view, the current geopolitical environment is creating temporary economic tensions, with a more or less moderate impact on consumption and goods trading.

    11. RISKS AND UNCERTAINTIES REGARDING THE SECOND HALF-YEAR

      Risk management is described in the 2024 universal registration document filed with the AMF under number D.25-0135 on March 21, 2025. TOUAX does not anticipate any change in the risks described in the 2024 universal registration document.

    12. MAIN RELATED PARTY TRANSACTIONS

      The nature of transactions carried out by the Group with related parties is detailed in Note 34 to the 2024 consolidated financial statements included in the 2024 universal registration document. In the first half of 2025, no significant changes were observed in transactions carried out with related parties.

  2. Condensed consolidated half-year financial statements

Consolidated income statement, presented by nature

(in thousands of euros)

note n°

06.2025

06.2024

12.2024

Revenue from activities

6

97,731

97,291

198,533

Purchases and other external expenses

(48,482)

(43,719)

(92,831)

Personnel expenses

7

(10,060)

(9,556)

(19,688)

Other operating income and expenses

(120)

435

1,614

Operating provisions

(151)

(2,448)

(4,566)

Net distributions to investors

8

(8,370)

(11,954)

(24,093)

OPERATING EBITDA

30,548

30,049

58,969

Depreciation and impairments

(16,123)

(15,884)

(32,805)

CURRENT OPERATING INCOME

14,425

14,165

26,164

Other operating income and expenses

9

-

417

417

OPERATING INCOME

14,425

14,582

26,581

Income in cash and cash equivalent

288

152

555

Gross cost of financial debt

(10,739)

(10,859)

(21,643)

Net cost of financial debt

(10,451)

(10,707)

(21,088)

Other financial income and expenses

(921)

(122)

(826)

NET FINANCIAL EXPENSE

10

(11,372)

(10,829)

(21,914)

CURRENT INCOME BEFORE TAXES

3,053

3,753

4,667

Income tax benefit (expense)

11

(773)

(649)

(1,587)

Net income from retained activities

2,280

3,104

3,080

Net income from discontinued activities

12

-

1,500

1,468

GLOBAL CONSOLIDATED NET INCOME

2,280

4,604

4,548

Of which non-controlling interest (minority interests)

(217)

774

669

Of which NET INCOME GROUP SHARE

2,497

3,830

3,879

Of which net income from retained activities

2,497

2,330

2,411

Of which net income from discontinued activities

-

1,500

1,468

Net income per share (euro)

13

0.36

0.55

0.56

Of which net income from retained activities per share

13

0.36

0.33

0.35

Diluted net earnings per share (euro)

13

0.36

0.55

0.56

Statement of other comprehensive income

(in thousands of euros)

06.2025

06.2024

12.2024

Global consolidated net income

(I)

2,280

4,604

4,548

Differences on conversion

(12,797)

3,365

6,058

Change in fair value of cash flow hedging instruments

(effective portion)

(885)

(199)

(2,977)

Tax on comprehensive income items

109

4

363

Other elements of the comprehensive income that may be subsequently

reclassified as net income

(II)

(13,573)

3,170

3,444

Pension liability (actuarial difference)

-

-

(6)

Other elements of the comprehensive income that cannot be

subsequently reclassified as net income

(III)

-

-

(6)

Total Other items of comprehensive income, net of taxes

(IV) = (II) + (III)

(13,573)

3,170

3,438

of which non-controlling interests (minority interests)

(2,674)

285

(567)

Global consolidated net income

(I)

2,280

4,604

4,548

of which non-controlling interests (minority interests)

(217)

774

669

GLOBAL PROFIT/LOSS

(V) = (I) + (IV)

(11,293)

7,774

7,986

of which non-controlling interests (minority interests)

(2,891)

1,059

102

Provisions for retirement indemnities are not material to the Group.

Consolidated balance sheet

(in thousands of euros)

note n°

06.2025

12.2024

06.2024

ASSETS

Goodwill

14

5,101

5,101

5,101

Intangible assets

3,399

3,506

3,612

Tangible assets

15

382,585

394,300

381,717

Right of use

17

15,235

12,247

13,081

Long-term financial assets

16

1,795

1,540

1,497

Other non-current assets

16

8,441

8,087

10,100

Deferred tax assets

-

-

-

TOTAL non-current assets

416,556

424,781

415,108

Inventories and Work in Progress

18

93,117

104,804

78,207

Trade receivables

28,196

25,355

30,742

Other current assets

19

7,411

7,587

11,033

Cash and cash equivalents

20

31,707

48,911

38,644

TOTAL current assets

160,431

186,657

158,626

TOTAL ASSETS

576,987

611,438

573,734

LIABILITIES

Share capital

56,092

56,092

56,092

Reserves and share premium

12,798

21,587

22,078

Profit (loss) for the fiscal year, Group's share

2,497

3,879

3,830

Equity attributable to owners of the parent company

71,387

81,558

82,000

Non-controlling interests (minority interests)

67,061

71,730

70,977

Consolidated shareholders' equity

22

138,448

153,288

152,977

Loans and borrowings

20

241,541

179,091

306,113

Long-term lease liabilities

21

10,277

8,170

8,980

Deferred tax liabilities

6,333

6,711

7,084

Pension and similar liabilities

627

627

562

Other long-term liabilities

819

1,066

1,189

TOTAL non-current liabilities

259,597

195,665

323,928

Short-term lease liabilities

21

1,987

1,868

2,011

Borrowings and current bank facilities

20

120,504

176,764

33,950

Trade payables

14,976

15,125

16,256

Other current liabilities

23

41,475

68,728

44,612

TOTAL current liabilities

178,942

262,485

96,829

TOTAL LIABILITIES

576,987

611,438

573,734

equity

reserves hedge the period company interests)

(Minority Shareholder's

Consolidated

reserves

Share

capital Premiums

(in thousands of euros)

TOTAL

interests

attributable to

owners of parent

Cash flow Income for

Conversion

Shareholders' equity Non controlling

Change in consolidated shareholder's equity

Other items of the comprehensive income that may be

subsequently reclassified as net income Profit/loss for the period

Global profit/loss

Capital increases

Appropriation of overall 2023 net income Statutory remuneration of general Dividends

Miscellaneous Treasury shares

-

-

-

2,781

104

-

2,885

285

3,170

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-3,607

(662)

(859)

(60)

(40)

2,781

-

-

-

-

-

-

104

-

-

-

-

-

-

3,830

3,830

-(3,607)

-

-

-

-

3,830

6,715

-

-(662)

(859)

(60)

(40)

774

1,059

1,438

-

-(2,226)

-

-

4,604

7,774

1,438

-(662)

(3,085)

(60)

(40)

Other items of the comprehensive income that may be

subsequently reclassified as net income

Other items of the comprehensive income that cannot be subsequently reclassified as net income

Profit/loss for the period Global profit/loss Capital increases Dividends

Operation with minority shareholders Miscellaneous

Treasury shares

-

-

-

2,578

(1,444)

-

1,134

(860)

274

-

-

(14)

-

-

-

(14)

8

(6)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

(14)

-15

(1,665)

60

(21)

-

2,578

-

-

-

-

-

-

(1,444)

-

-

-

-

-

49

49

-

-

-

-

-

49

1,169

-15

(1,665)

60

(21)

(105)

(957)

(13)

58

1,665

-

-

(56)

212

(13)

73

-60

(21)

Other items of the comprehensive income that may be

subsequently reclassified as net income Profit/loss for the period

Global profit/loss

Appropriation of overall 2024 net income Dividends

Statutory remuneration of general Miscellaneous

Treasury shares

-

-

-

(10,339)

(560)

-

(10,899)

(2,674)

(13,573)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

3,879

(1,073)

(706)

1

9

-

(10,339)

-

-

-

-

-

-

(560)

-

-

-

-

-

2,497

2,497

(3,879)

-

-

-

-

2,497

(8,402)

-(1,073)

(706)

1

9

(217)

(2,891)

-

(1,778)

-

-

-

2,280

(11,293)

-(2,851)

(706)

1

9

Situation on 30 June 2025 56,092 5,758 1,648 7,013 (1,621) 2,497 71,387 67,061 138,448

Situation on 1 January 2025 56,092 5,758 (462) 17,352 (1,061) 3,879 81,558 71,730 153,288

Situation on 31 December 2024 56,092 5,758 (462) 17,352 (1,061) 3,879 81,558 71,730 153,288

Situation on 1 January 2024 56,092 5,758 (823) 11,993 279 3,607 76,906 70,706 147,612

Situation on 30 june 2024

56,092

5,758

1,163

14,774

383

3,830

82,000

70,977

152,977

Situation on 1 July 2024 56,092 5,758 1,163 14,774 383 3,830 82,000 70,977 152,977

Net income from retained activities

2,280

3,104

3,080

Net income from discontinued activities

-

1,500

1,468

Amortisation and provisions

16,125

15,553

32,767

Change in deferred tax items

118

(36)

(135)

Capital gains and losses on disposal of fixed assets

(1,610)

(2,100)

(4,144)

Other non-cash income and expenses

168

152

(139)

Self-financing capacity after cost of net financial indebtedness & tax payable

17,081

18,173

32,897

Financial interests

10,450

10,707

21,088

Interest paid on leases and assets financed through leaseback

167

179

341

Tax payable

655

685

1,722

Self-financing capacity before cost of net financial indebtedness & tax

28,353

29,744

56,048

Tax paid / received

(1,069)

(1,030)

(1,675)

Change in Working Capital Requirement related to activity excluding changes in

inventories

A

(8,351)

(145)

9,841

Stock variation

B

(7,589)

(8,447) (40,861)

Change in investment Working Capital Requirement

C

(21,470)

(15,342) 7,587

Acquisition of assets for leasing

(17,704)

(9,030) (30,738)

Proceeds from sale of owned equipment

6,700

9,271 16,379

Collection of finance leasing receivables

(1,465)

(1) -

sub-total

(41,528)

(23,549)

(47,633)

CASH FLOW FROM OPERATING ACTIVITIES

(I)

(22,595)

5,020

16,581

Investment Operations

Acquisition of intangible assets and fixed assets

(252)

(742)

(1,001)

Net change in loans and advances granted

(3,167)

(454)

(692)

Proceeds from disposal of assets other than those intended for leasing

240

5

20

CHANGE IN NET CASH POSITION (I) + (II) + (III) + (IV)

(18,032)

(1,040)

9,912

Analysis of cash flow

Cash at beginning of financial year

48,911

38,999

38,999

Cash at end of financial year

30,879

37,959

48,911

CHANGE IN NET CASH POSITION

(18,032)

(1,040)

9,912

Consolidated cashflow statement

(in thousands of euros)

06.2025 06.2024 12.2024

CASH FLOW FROM INVESTING ACTIVITIES

(II)

(3,179)

(1,191)

(1,673)

Financing transactions

Collections related to new loans

91,604

55,366

66,938

Contractual loan repayments

(71,161)

(47,140)

(47,982)

Net change in financial debts

20,443

8,226

18,956

Leasing liabilities

1,202

(1,052)

(2,105)

Increase in shareholders' equity

-

1,432

1,414

Financial interest paid

(10,929)

(11,244)

(19,647)

Interest paid on leases and assets financed through leaseback

(167)

(179)

(341)

Distribution of dividends to TOUAX SCA shareholders

(1,047)

-

(844)

Distribution of dividends to minority shareholders

(735)

(2,226)

(2,168)

Statutory remuneration of general partners

-

-

(661)

Other

1

(60)

-

Net sale (purchase) of treasury shares

9

(40)

(61)

CASH FLOW FROM FINANCING TRANSACTIONS

(III)

8,777

(5,143)

(5,457)

Effect of exchange rate fluctuations

(1,035)

274

461

CASH FLOW FROM EXCHANGE RATE FLUCTUATIONS

(IV)

(1,035)

274

461

Net cash includes current bank facilities.

(in thousands of euros)

06.2025

06.2024

12.2024

Change in the operational working capital

Decrease / (Increase) in inventories and work in progress

(7,589)

(8,447)

(40,861)

Change in inventory (2)

B

(7,589)

(8,447)

(40,861)

Decrease/(increase) in trade receivables

(4,637)

(5,733)

(48)

Decrease/(increase) in other current assets

260

(2,118)

1,341

(Decrease)/increase in trade payables

449

1,973

706

(Decrease)/increase in other liabilities

(4,423)

5,733

7,842

Change in operating working capital excluding change in inventory (1)

A

(8,351)

(145)

9,841

Change in the working capital (1)+(2)

(15,940)

(8,592)

(31,020)

Change in Working Capital for investment

C

Decrease / (increase) in receivables / fixed assets

-

-

-

Decrease / (increase) in liabilities / fixed assets

(21,470)

(15,342)

7,587

Change in Working Capital for investment

(21,470)

(15,342)

7,587

Notes to the condensed consolidated half-year financial statements


Accounting rules and methods

note 1.1. BASIS FOR PREPARING AND PRESENTING THE CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL STATEMENTS FOR THE PERIOD TO JUNE 30, 2025

The consolidated financial statements of TOUAX SCA are presented in accordance with international standards (IFRS - International Financial Reporting Standards) approved by the European Union. The condensed consolidated half-year financial statements have been drawn up in accordance with IAS 34 "Interim Financial Reporting".

The condensed consolidated half-year accounts do not contain all of the information required for full annual financial statements and should be read in conjunction with the annual consolidated accounts for the year ended 31 December 2024 available in the Group's 2024 universal registration document.

The accounting principles and methods of assessment have been applied consistently for the periods presented. The interim financial statements have been drawn up in accordance with the same rules and methods used to draw up the annual financial statements, except for the changes from new standards applicable at 1 January 2025 and for the calculation of the current and deferred income tax expense. The income tax expense has been calculated by applying the estimated annual average tax rate for the current fiscal year for each entity or tax group, to the accounting income for the period.

The condensed consolidated half-year financial statements for the period to June 30, 2025 and the notes to these financial statements were approved on September 18, 2025 by the Managers.

The condensed interim consolidated financial statements are presented in euros rounded up or down to the nearest thousand euros, unless otherwise stated.

ı Standards, amendments and interpretations adopted by the European Union and which must be applied from 1 January 2025

The standards and interpretations that are mandatory from 1 January 2025 have no significant impact on the consolidated accounts of 30 June 2025.

  • Amendment to IAS 21 - Lack of convertibility - The amendment introduces a consistent two-step approach to determine whether a currency is exchangeable into another currency, or otherwise which spot rate to use.

    These amendments have no impact on the condensed consolidated financial statements as of 30 June 2025.

    ı Standards, interpretations and guidelines adopted by the European Union but not yet applicable as at 30 June 2025

  • Amendments to IFRS 9 / IFRS 7: Classification and measurement of financial instruments: These amendments clarify how to classify financial assets with environmental characteristics, as well as the date of derecognition of a financial asset or liability paid electronically, while offering a choice of methods for derecognizing a financial liability before cash delivery on the settlement date, if certain criteria are met.

    Additional disclosures are required on investments in equity instruments measured at fair value through other comprehensive income and on financial instruments with features linked to contingent events.

    • Effective date: 01/01/2026

A study of the impacts and practical consequences of applying these amendments to standards is currently underway.

note 1.2. ESTIMATES

Drawing up financial statements in accordance with IFRS standards leads management to make estimates and assumptions affecting the carrying amount of certain assets and liabilities, income and expenses, as well as the information disclosed in certain notes to the financial statements.

Since these assumptions are by nature uncertain, actual outcomes may differ from these estimates. The Group regularly reviews its estimates and assessments in order to take past experience into account and to include factors deemed relevant in light of economic conditions.

The accounts and information subject to significant estimates mainly concern the valuation of goodwill (see note 14), the assessment of possible impairment losses on tangible assets (see note 15), financial assets (see note 16), derivative financial instruments (see note 16), inventories and work in progress (see note 18), provisions for risks and charges, deferred taxes (see note 11) and lease liabilities (see note 21).

note 1.3. SEASONAL NATURE OF THE BUSINESS

The Group's businesses do not show a marked seasonal activity.



Specific risks

These risks have been developed in the 2024 universal registration document in note 3.4 in the legal and regulatory risks section and note 22.2 of the RSE report.

note 2.1. INTEREST-RATE RISKS

The Touax Group uses debt to carry out its investment policy. Part of the Group's debt is at variable rates. Interest-rate risk is therefore mainly associated with these variable-rate loans.

In order to limit the negative impact of a rise in interest rates, the Group applies a non-speculative interest rate management policy, using standard derivatives and negotiating its new borrowings at fixed or variable rates, depending on whether it wishes to modify the fixed/floating rate split of its debt.

The hedges put in place do not necessarily modify the split between fixed and floating rates: the debt remains at variable rates, but the exposure is hedged. At the end of June 2025, 81% of variable-rate debt was hedged. This means that a total of 86% of the Group's debt is at fixed or hedged floating rates.

note 2.2. CLIMATE RISKS

Climate risks are described in note 3.4.4 of the 2024 universal registration document.



Transaction with related parties

Transactions with related parties are detailed in the 2024 universal registration document, in note 34 to the consolidated financial statements.

No transactions with related parties had a significant impact on the financial position or results during the period.

No changes affecting the transactions with related parties mentioned in the previous report have occurred that are likely to have a significant impact on the issuer's financial position.



Changes in the scope of consolidation

None.



Segment information

In accordance with IFRS 8 Operating Segments, the information presented below for each operating segment comes from the internal management report submitted to the Group's management.

To facilitate understanding of business performance, the key indicators in the Group's business report are presented differently from the IFRS income statement. For this purpose, no distinction is made in third-party account management, which is presented solely in the form of an agent: rental revenue from equipment owned by passive investors is replaced by management fees, which correspond to the net contribution of the leasing management activity to the Group's performance (see note 1.20 of the annual consolidated accounts appendix for the year ending 31 December 2024).

This presentation therefore allows direct reading of syndication fees, sales fees and management fees, grouped together under management activity, distinct from owned activity.

This presentation does not result in any differences in EBITDA, operating income or net income.

note 5.1. TABLE OF TRANSITIONS

Table showing transition of published figures to restated figures as presented in note 5.2:

Consolidated income statement, presented by function

(in thousands of euros)

06.2025

06.2024

Published

Restatements

Freight Containers Railcars

Restated

Published

Restatements

Freight Containers Railcars

Restated

Leasing revenues on owned equipment

34,917

-

-

34,917

37,489

-

-

37,489

Ancillary services

10,735

(225)

(1,718)

8,792

8,166

(174)

(1,032)

6,960

Sales of owned equipment

31,252

-

-

31,252

28,111

-

-

28,111

Total of owned activity

76,904

(225)

(1,718)

74,961

73,766

(174)

(1,032)

72,560

Leasing revenues on managed equipment

13,173

(5,857)

(7,316)

-

16,905

(6,713)

(10,192)

-

Syndication fees

5,444

-

-

5,444

5,131

-

-

5,131

Management fees

1,004

585

470

2,059

824

681

565

2,070

Sales fees

995

-

-

995

660

-

-

660

Total of management activity

20,616

(5,272)

(6,846)

8,498

23,520

(6,032)

(9,627)

7,861

Capital gains or losses on disposals unrelated to

recurring activities

211

-

-

211

5

-

-

5

Revenue from activities

97,731

(5,497)

(8,564)

83,670

97,291

(6,206)

(10,659)

80,426

Cost of sales of equipment

(26,427)

-

-

(26,427)

(23,638)

-

-

(23,638)

Operating expenses

(17,485)

3,288

2,402

(11,794)

(18,199)

3,019

1,892

(13,288)

Sales, general and administrative expenses

(14,901)

-

-

(14,901)

(13,451)

-

-

(13,451)

Net distributions to investors

(8,370)

2,209

6,162

-

(11,954)

3,187

8,767

-

OPERATING EBITDA

30,548

-

-

30,548

30,049

-

-

30,049

OPERATING INCOME

14,425

-

-

14,425

14,582

-

-

14,582

CONSOLIDATED NET INCOME, GROUP SHARE

2,497

-

-

2,497

3,830

-

-

3,830

Consolidated income statement, presented by function

(in thousands of euros)

12.2024

Published

Restatements

Freight Containers Railcars

Restated

Leasing revenues on owned equipment

73,437

-

-

73,437

Ancillary services

17,040

(224)

(2,931)

13,886

Sales of owned equipment

65,132

-

-

65,132

Total of owned activity

155,609

(224)

(2,931)

152,455

Leasing revenues on managed equipment

32,786

(13,673)

(19,113)

-

Syndication fees

6,371

-

-

6,371

Management fees

1,681

1,396

1,024

4,101

Sales fees

2,072

-

-

2,072

Total of management activity

42,910

(12,276)

(18,089)

12,544

Capital gains or losses on disposals unrelated to recurring activities

14

-

-

14

Revenue from activities

198,533

(12,500)

(21,020)

165,013

Cost of sales of equipment

(53,349)

-

-

(53,349)

Operating expenses

(34,357)

5,381

4,046

(24,930)

Sales, general and administrative expenses

(27,765)

-

-

(27,765)

Net distributions to investors

(24,093)

7,119

16,974

-

OPERATING EBITDA

58,969

-

-

58,969

OPERATING INCOME

26,581

-

-

26,581

CONSOLIDATED NET INCOME, GROUP SHARE

3,879

-

-

3,879

note 5.2. INCOME STATEMENT BY DIVISION

06.2025

(in thousands of euros)

Freight Miscellaneaous &

River Barges Containers

Railcars eliminations

Total

Leasing revenues on owned equipment

23,554

3,956

7,407

-

34,917

Ancillary services

1,588

3,166

4,038

-

8,792

Sales of owned equipment

1,043

297

22,894

7,018

31,252

Total of owned activity

26,185

7,419

34,339

7,018

74,961

Syndication fees

761

583

4,100

-

5,444

Management fees

1,027

153

879

-

2,059

Sales fees

-

-

995

-

995

Total of management activity

1,788

736

5,974

-

8,498

Capital gains or losses on disposals unrelated to recurring activities

-

-

(2)

213

211

RESTATED REVENUE FROM ACTIVITIES

27,973

8,155

40,311

7,231

83,670

Cost of sales of equipment

(729)

(230)

(20,853)

(4,615)

(26,427)

Operating expenses

(5,063)

(3,293)

(3,098)

(340)

(11,794)

Sales, general and administrative expenses

(7,177)

(1,809)

(5,326)

(589)

(14,901)

OPERATING EBITDA

15,004

2,823

11,034

1,687

30,548

Depreciation, amortization and impairments

(11,215)

(1,746)

(2,671)

(491)

(16,123)

CURRENT OPERATING INCOME

3,789

1,077

8,363

1,196

14,425

Other revenues (expenses), net

-

-

-

-

-

OPERATING INCOME

3,789

1,077

8,363

1,196

14,425

Net financial expense

(11,372)

PROFIT BEFORE TAX

3,053

Income tax benefit (expense)

(773)

Net income from retained activities

Net income from discontinued activities

2,280

-

NET INCOME OF CONSOLIDATED COMPANIES

2,280

Of which non-controlling interest (minority interests)

(217)

Of which CONSOLIDATED NET INCOME (LOSS), GROUP'S SHARE

2,497

Of which net income from retained activities

Of which net income from discontinued activities

2,497

-

06.2024

Freight Miscellaneaous &

River Barges Containers

(in thousands of euros) Railcars eliminations

Total

Leasing revenues on owned equipment

24,359

3,657

9,464

9

37,489

Ancillary services

2,692

2,507

1,761

-

6,960

Sales of owned equipment

470

1

18,320

9,320

28,111

Total of owned activity

27,521

6,165

29,545

9,329

72,560

Syndication fees

508

1,643

2,980

-

5,131

Management fees

1,119

63

888

-

2,070

Sales fees

-

-

660

-

660

Total of management activity

1,627

1,706

4,528

-

7,861

Capital gains or losses on disposals unrelated to recurring activities

-

-

-

5

5

RESTATED REVENUE FROM ACTIVITIES

29,148

7,871

34,073

9,334

80,426

Cost of sales of equipment

(62)

-

(16,850)

(6,726)

(23,638)

Operating expenses

(5,343)

(2,438)

(5,253)

(254)

(13,288)

Sales, general and administrative expenses

(6,792)

(1,499)

(4,867)

(293)

(13,451)

OPERATING EBITDA

16,951

3,934

7,103

2,061

30,049

Depreciation, amortization and impairments

(11,141)

(1,713)

(2,573)

(457)

(15,884)

CURRENT OPERATING INCOME

5,810

2,221

4,530

1,604

14,165

Other revenues (expenses), net

-

417

-

-

417

OPERATING INCOME

5,810

2,638

4,530

1,604

14,582

Net financial expense

(10,829)

PROFIT BEFORE TAX

3,753

Income tax benefit (expense)

(649)

Net income from retained activities

Net income from discontinued activities

3,104

1,500

NET INCOME OF CONSOLIDATED COMPANIES

4,604

Of which non-controlling interest (minority interests)

774

Of which CONSOLIDATED NET INCOME (LOSS), GROUP'S SHARE

3,830

Of which net income from retained activities

Of which net income from discontinued activities

2,330

1,500

Leasing revenues on owned equipment

48,176

7,307

17,937

17

73,437

Ancillary services

5,789

4,739

3,358

-

13,886

Sales of owned equipment

1,418

1

42,609

21,104

65,132

Total of owned activity

55,383

12,047

63,904

21,121

152,455

Syndication fees

508

2,615

3,248

-

6,371

Management fees

2,208

174

1,719

-

4,101

Sales fees

-

-

2,072

-

2,072

Total of management activity

2,716

2,789

7,039

-

12,544

Capital gains or losses on disposals unrelated to recurring

activities

-

-

-

14

14

RESTATED REVENUE FROM ACTIVITIES

58,099

14,836

70,943

21,135

165,013

Cost of equipment sales

(828)

-

(38,412)

(14,109)

(53,349)

Operating expenses

(11,361)

(4,897)

(8,190)

(482)

(24,930)

General and administrative expenses

(13,793)

(3,014)

(9,869)

(1,089)

(27,765)

OPERATING EBITDA

32,117

6,925

14,472

5,455

58,969

Depreciation and impairments

(22,640)

(3,436)

(5,770)

(959)

(32,805)

CURRENT OPERATING INCOME

9,477

3,489

8,702

4,496

26,164

Other operating income and expenses

-

417

-

-

417

OPERATING INCOME

9,477

3,906

8,702

4,496

26,581

12.2024

(In thousands of euros)

Railcars Barges Containers & Eliminations

Freight River Miscellaneous

Total

FINANCIAL PROFIT OR LOSS

(21,914)

CURRENT INCOME BEFORE TAXES

4,667

Taxes on profit

(1,587)

Net income from continuing activities

3,080

Net income from discontinued operations

1,468

GLOBAL CONSOLIDATED NET INCOME

4,548

Of which non-controlling interests (minority interests)

669

Of which GROUP SHARE OF NET INCOME

3,879

Of which net income from continuing operations Of which net income from discontinued activities

2,411

1,468

note 5.3. BALANCE SHEET BY DIVISION

06.2025 Miscellaneous

(In thousands of euros) Freight Railcars River Barges Containers & Eliminations

Total

ASSETS

Goodwill

5,101

-

-

-

5,101

Intangible assets

1,326

-

1,940

133

3,399

Tangible assets

272,579

33,005

74,881

2,120

382,585

Right of use

48

14,127

280

780

15,235

Long-term financial assets

1,201

11

89

494

1,795

Other non-current assets

8,158

-

270

13

8,441

Deferred tax assets

-

-

TOTAL non-current assets

288,413

47,143

77,460

3,540

416,556

Inventories and Work in Progress

30,189

-

59,573

3,355

93,117

Trade receivables

5,970

2,120

16,162

3,944

28,196

Other current assets

3,787

869

332

2,423

7,411

Cash and cash equivalents

31,707

31,707

TOTAL current assets

39,946

2,989

76,067

41,429

160,431

TOTAL ASSETS

576,987

LIABILITIES

Non controlling interests (minority interests)

67,061

-

-

-

67,061

Consolidated shareholders' equity

71,387 138,448

Loans and borrowings

241,541

241,541

Long-term lease liabilities

10,277

10,277

Deferred tax liabilities

6,333

6,333

Pension and similar liabilities

257

66

88

216

627

Other long-term liabilities

738

24

-

57

819

TOTAL non-current liabilities

995

90

88

258,424

259,597

Short-term lease liabilities

1,987

1,987

Borrowings and current bank facilities

120,504

120,504

Trade payables

9,769

1,638

2,536

1,033

14,976

Other current liabilities

10,033

1,930

25,955

3,557

41,475

TOTAL current liabilities

19,802

3,568

28,491

127,081

178,942

TOTAL LIABILITIES

576,987

Share capital

Reserves and share premium

Profit (loss) for the fiscal year, Group's share

56,092 56,092

12,798 12,798

2,497 2,497

Equity attributable to owners of the parent

company

71,387 71,387

Intangible & tangible investments over the period

15,108 2,683 82 83 17,956

Workforce by business (FTE) 67 9 37 122 235

(in thousands of euros)

ASSETS

& Eliminations

Goodwill

5,101

-

-

-

5,101

Intangible assets

1,355

-

1,982

169

3,506

Tangible assets

268,234

35,812

88,097

2,157

394,300

Right of use

69

10,923

151

1,104

12,247

Long-term financial assets

1,145

13

91

291

1,540

Other non-current financial assets

7,372

-

702

13

8,087

Deferred tax assets

-

-

TOTAL non-current assets

283,276

46,748

91,023

3,734

424,781

Inventories and Work in Progress

38,680

-

62,156

3,968

104,804

Trade receivables

5,333

1,251

13,757

5,014

25,355

Other current financial assets

2,357

443

526

4,261

7,587

Cash and cash equivalents

48,911

48,911

Total current assets

46,370

1,694

76,439

62,154

186,657

TOTAL ASSETS

611,438

LIABILITIES

12.2024

Freight Railcars River Barges

Containers Miscellaneous

TOTAL

Share capital

Reserves and share premium Group share of net income

56,092 56,092

21,587 21,587

3,879 3,879

Shareholders' equity attributable to owners of

the Group's parent company

81,558 81,558

Non-controlling interest

(Minority interests)

71,730

-

-

-

71,730

Total shareholders' equity

81,558 153,288

Loans and Financial liabilities

179,091

179,091

Long-term lease liability

8,170

8,170

Deferred tax liabilities

6,711

6,711

Pension and similar liabilities

257

66

88

216

627

Other long-term liabilities

986

24

-

56

1,066

Total non-current liabilities

1,243

90

88

194,244

195,665

Short-term lease liability

1,868

1,868

Borrowings and current bank facilities

176,764

176,764

Trade payables

8,654

1,324

2,667

2,480

15,125

Other current liabilities

7,407

865

54,632

5,824

68,728

TOTAL current liabilities

16,061

2,189

57,299

186,936

262,485

TOTAL LIABILITIES

611,438

Intangible & tangible investments over the period

28,202 2,182 1,108 247 31,739

Workforce by business (FTE) 65 9 36 128 238

(In thousands of euros)

ASSETS

Eliminations

Goodwill

5,101

-

-

-

5,101

Intangible assets

1,368

-

2,110

134

3,612

Tangible assets

262,312

34,843

82,470

2,092

381,717

Right of use

90

11,378

239

1,374

13,081

Long-term financial assets

1,103

13

103

278

1,497

Other non-current assets

9,009

-

1,078

13

10,100

Deferred tax assets

-

-

TOTAL non-current assets

278,983

46,234

86,000

3,891

415,108

Inventories and Work in Progress

41,454

-

32,642

4,111

78,207

Trade receivables

6,889

3,610

15,758

4,485

30,742

Other current assets

3,386

1,226

235

6,186

11,033

Cash and cash equivalents

38,644

38,644

TOTAL current assets

51,729

4,836

48,635

53,426

158,626

TOTAL ASSETS

573,734

LIABILITIES

Share capital

Reserves and share premium

Profit (loss) for the fiscal year, Group's share

56,092 56,092

22,078 22,078

3,830 3,830

Equity attributable to owners of the parent

company

82,000 82,000

Non controlling interests (minority interests)

70,977

-

-

-

70,977

Consolidated shareholders' equity

82,000 152,977

Loans and borrowings

306,113

306,113

Long-term lease liabilities

8,980

8,980

Deferred tax liabilities

7,084

7,084

Pension and similar liabilities

246

61

73

182

562

Other long-term liabilities

992

141

-

56

1,189

TOTAL non-current liabilities

1,238

202

73

322,415

323,928

Short-term lease liabilities

2,011

2,011

Borrowings and current bank facilities

33,950

33,950

Trade payables

8,836

1,366

3,304

2,750

16,256

Other current liabilities

6,211

855

28,086

9,460

44,612

TOTAL current liabilities

15,047

2,221

31,390

48,171

96,829

TOTAL LIABILITIES

573,734

Intangible & tangible investments over the period

9,112

45

494

121

9,772

Workforce by business (FTE)

69

9

38

128

244

note 5.4. GEOGRAPHICAL SEGMENT REPORTING

(in thousands of euros)

International

Europe

Americas

Other

TOTAL

06.2025

Restated revenue from activities

40,311

29,694

1,846

11,819

83,670

Tangible & intangible investments

82

7,511

-

10,363

17,956

Sectoral non-current assets (without deferred tax assets)

77,460

250,534

18,427

70,135

416,556

06.2024

Restated revenue from activities

34,073

31,208

1,404

13,741

80,426

Tangible & intangible investments

494

9,243

-

35

9,772

Sectoral non-current assets (without deferred tax assets)

91,132

237,780

21,461

64,735

415,108

12.2024

Restated revenue from activities

70,945

61,151

2,966

29,951

165,013

Tangible & intangible investments

1,108

27,701

-

2,930

31,739

Sectoral non-current assets (without deferred tax assets)

91,023

245,599

21,446

66,713

424,781

06.2024

Freight Railcars River Barges

Containers Miscellaneous &

Total

The geographical segments correspond to the location of Group companies, except for the Containers business which reflects the location of the assets, which is international by nature (international zone).

Notes to the Income Statement



Revenue from activities

Breakdown by type

(in thousands of euros)

06.2025

06.2024

Variation June

2025/2024

12.2024

Leasing revenues on owned equipment

34,917

37,489

-6.9%

73,437

Ancillary services

10,735

8,166

31.5%

17,040

Sales of owned equipment

31,252

28,111

11.2%

65,132

Total of owned activity

76,904

73,766

4.3%

155,609

Leasing revenues on managed equipment

13,173

16,905

-22.1%

32,786

Syndication fees

5,444

5,131

6.1%

6,371

Management fees

1,004

824

21.8%

1,681

Sales fees

995

660

50.8%

2,072

Total of management activity

20,616

23,520

-12.3%

42,910

Capital gains or losses on disposals unrelated to recurring activities

211

5

-

14

TOTAL Revenue from activities

97,731

97,291

0.5%

198,533

"Revenue from activities" combines gross figures for "leasing revenues on managed equipment" with net figures for "management fees", which does not provide a meaningful understanding of the business. Revenue from activities is therefore restated and presented in the preceding pages as "restated revenue from activities", presenting only net "management fees" figures and thus enabling clear explanations of business trends.

Revenue from activities increased by €0.4 million, from €97.3 million in June 2024 to €97.7 million in June 2025. Owned activity rose by €3.1 million, mainly due to higher sales in the Containers division. Management activity, which combines gross figures for "leasing revenue on managed equipment" with net figures for "management fees", decreased by €2.9 million.



Payroll expense

(in thousands of euros)

06.2025

06.2024

12.2024

Salaries and social security charges

(10,060)

(9,556)

(19,688)

Workforce (FTE)

235

244

238



Net distributions to investors

Net distributions to investors are broken down by division as follows:

(in thousands of euros)

06.2025

06.2024

Variation June

2025/2024

Variation (%)

12.2024

Freight Railcars

(2,208)

(3,187)

979

-30.7%

(7,119)

Containers

(6,162)

(8,767)

2,605

-29.7%

(16,974)

TOTAL

(8,370)

(11,954)

3,584

-30.0%

(24,093)

They represent the payment of leasing revenues from equipment owned by passive investors, net of the management costs of this equipment (repairs, storage, maintenance, etc.). These amounts are variable, depending mainly on the rental of the equipment and the maintenance expenses incurred.



Other operating revenues (expenses), net

In 2025: None.

In 2024: An expense of USD 1 million was recorded following the ruling in the United States relating to a former litigation of the modular construction subsidiary in the United States in the accounts as of 30 June 2023. Following Touax's appeals against this decision, the group recovered $450,000 net of legal fees. This amount was recorded in the accounts as of June 30, 2024.

(in thousands of euros)

06.2025

Variation June

06.2024 2025/2024

12.2024

Net financial expense

Income in cash and cash equivalents

Interest charges on financing operations

Gross cost of financial debt

288

(10,739)

152

(10,859)

136

120

555

(21,643)

(10,739)

(10,859)

120

(21,643)

Net cost of financial debt

(10,451)

(10,707)

256

(21,088)

Exchange differences

(295)

(10)

(285)

(109)

Interest paid on leases and assets financed through leaseback

(167)

(179)

12

(341)

Discounted financial income and expenses

(147)

(153)

6

(177)

Financial income and expenses

(312)

220

(532)

(199)

Other financial income (expenses), net

(921)

(122)

(799)

(826)

NET FINANCIAL EXPENSE

(11,372)

(10,829)

(543)

(21,914)

The decrease in cost of financial debt is mainly due to lower interest rates.

Income tax expense

06.2025

Payable Deferred

Total

06.2024

Payable Deferred

Total

12.2024

Payable Deferred

Total

(in thousands of euros)

The income tax expense included on the income statement is broken down as follows:

Europe

Other

(192)

(464)

338

(455)

146

(919)

(18)

(667)

(69)

105

(87)

(562)

(237)

(1,485)

348

(213)

111

(1,698)

TOTAL

(656)

(117)

(773)

(685)

36

(649)

(1,722)

135

(1,587)

Income tax shows an expense of €0.8 million for a current profit before tax of €3.1 million.

Net income from discontinued operations

In 2025: None.

Net income from discontinued operations of €1.5 million in the first half of 2024 corresponds to the payment of an earn-out on the disposal of the European modular construction business in 2017 following the closure of all litigation with uncertain outcomes at the time the sale was signed (see note 24.1).

Net Earnings per share

Basic earnings per share are calculated by dividing the company's net income by the weighted average number of outstanding shares during the period. Treasury shares are accounted in deduction.

06.2025 06.2024 12.2024

Diluted income per share is calculated by adjusting the weighted average number of outstanding shares, to take into account the conversion of all potentially dilutive equity instruments.

Net earnings in euros

2,497,376

3,829,864

3,878,555

Of which net income from continuing activities

2,497,376

2,329,864

2,410,339

Outstanding shares

7,011,547

7,011,547

7,011,547

Weighted average number of oustanding ordinary shares

6,975,545

6,983,690

6,979,565

Weighted average number of shares for calculation of the diluted earning per share

6,975,545

6,983,690

6,979,565

NET EARNINGS PER SHARE

- basic

0.36

0.55

0.56

- diluted

0.36

0.55

0.56

NET INCOME PER SHARE FROM CONTINUING ACTIVITIES

- basic

0.36

0.33

0.35

- diluted

0.36

0.33

0.35

Notes to the Balance Sheet

GOODWILL

There is no variation in goodwill:

(in thousands of euros)

06.2024

12.2024

Increase

Decrease

Conversion difference

Change in the scope 06.2025

Freight Railcars

5,101

5,101

-

-

-

-

5,101

At 30 June 2025, the Group has not identified any indication of impairment of goodwill.

FIXED ASSETS

Fixed assets mainly record leasing equipment ("equipment").

note 15.1. BREAKDOWN BY TYPE

(in thousands of euros)

Gross value

06.2025

Depreciation

Net value

12.2024

Net value

06.2024

Net value

Land and buildings

5,958

(4,105)

1,853

1,927

1,930

Equipment

587,329

(207,787)

379,542

386,806

378,349

Other tangible assets

4,240

(3,891)

349

332

316

Tangible assets in progress

841

-

841

5,235

1,122

TOTAL

598,368

(215,783)

382,585

394,300

381,717

note 15.2. CHANGES IN GROSS VALUE, BY TYPE

(in thousands of euros)

Opening

Purchase

Deprec.

Disposals

Variation in conversion

Reclassification 06.2025

Land and buildings

6,094

2

-

(103)

(35)

-

5,958

Equipment

591,127

17,685

-

(11,489)

(24,368)

14,374

587,329

Other tangible assets

4,448

99

-

(260)

(47)

-

4,240

Tangible assets in progress

5,235

20

-

-

(158)

(4,256)

841

TOTAL GROSS VALUES

606,904

17,806

-

(11,852)

(24,608)

10,118

598,368

Land and buildings

(4,167)

-

(38)

76

24

-

(4,105)

Equipment

(204,321)

-

(14,839)

6,187

5,186

-

(207,787)

Other tangible assets

(4,116)

-

(73)

259

39

-

(3,891)

Tangible assets in progress

-

-

-

-

-

-

-

TOTAL AMORTIZATION

(212,604)

-

(14,950)

6,522

5,249

-

(215,783)

Land and buildings

1,927

2

(38)

(27)

(11)

-

1,853

Equipment

386,806

17,685

(14,839)

(5,302)

(19,182)

14,374

379,542

Other tangible assets

332

99

(73)

(1)

(8)

-

349

Tangible assets in progress

5,235

20

-

-

(158)

(4,256)

841

TOTAL NET VALUES

394,300

17,806

(14,950)

(5,330)

(19,359)

10,118

382,585

(in thousands of euros)

Opening

Purchase

Deprec.

Disposals

Variation in conversion

Reclassification 06.2024

Land and buildings

5,166

3

-

-

143

695

6,007

Equipment

544,884

8,022

-

(8,159)

5,766

19,311

569,824

Other tangible assets

4,619

47

-

(67)

61

103

4,763

Tangible assets in progress

5,013

1,008

-

-

65

(4,964)

1,122

TOTAL GROSS VALUES

559,682

9,080

-

(8,226)

6,035

15,145

581,716

Land and buildings

(3,248)

-

(40)

-

(94)

(695)

(4,077)

Equipment

(177,379)

-

(14,654)

983

(1,120)

695

(191,475)

Other tangible assets

(4,391)

-

(65)

66

(57)

-

(4,447)

Tangible assets in progress

-

-

-

-

-

-

-

TOTAL AMORTIZATION

(185,018)

-

(14,759)

1,049

(1,271)

-

(199,999)

Land and buildings

1,918

3

(40)

-

49

-

1,930

Equipment

367,505

8,022

(14,654)

(7,176)

4,646

20,006

378,349

Other tangible assets

228

47

(65)

(1)

4

103

316

Tangible assets in progress

5,013

1,008

-

-

65

(4,964)

1,122

TOTAL NET VALUES

374,664

9,080

(14,759)

(7,177)

4,764

15,145

381,717

(in thousands of euros)

Opening

Purchases

Deprec.

Disposals

Variation in conversion

Reclassification

12.2024

Land and buildings

5,166

17

-

(10)

221

700

6,094

Equipment

544,884

25,550

-

(16,828)

10,336

27,185

591,127

Other tangible assets

4,619

204

-

(495)

95

25

4,448

Tangible assets in progress

5,013

5,189

-

-

96

(5,063)

5,235

TOTAL GROSS VALUES

559,682

30,960

-

(17,333)

10,748

22,847

606,904

Land and buildings

(3,248)

-

(78)

5

(146)

(700)

(4,167)

Equipment

(177,379)

-

(30,199)

4,579

(2,241)

919

(204,321)

Other tangible assets

(4,391)

-

(132)

493

(86)

-

(4,116)

Tangible assets in progress

-

-

-

-

-

-

-

TOTAL DEPRECIATION

(185,018)

-

(30,409)

5,077

(2,473)

219

(212,604)

Land and buildings

1,918

17

(78)

(5)

75

-

1,927

Equipment

367,505

25,550

(30,199)

(12,249)

8,095

28,104

386,806

Other tangible assets

228

204

(132)

(2)

9

25

332

Tangible assets in progress

5,013

5,189

-

-

96

(5,063)

5,235

TOTAL NET VALUES

374,664

30,960

(30,409)

(12,256)

8,275

23,066

394,300

As at 30 June 2025, reclassifications mainly concern the Freight Railcars activity for €8.4 million and the Containers activity for €3.2 million (inventories to fixed assets).

The Group has not identified any indication of impairment of tangible fixed assets.

NON-CURRENT FINANCIAL ASSETS

Long-term financial assets at June 30, 2025 totalled €1.8 million compared to €1.5 million at December 31, 2024. Financial assets mainly consist of security deposits.

Other non-current assets totalled €8.4 million at June 30, 2025 compared to €8.1 million at December 31, 2024. They include derivative instruments assets totalling €1.0 million and a VAT receivable totalling €7.4 million.

Right of use

Right of use

(in thousands of euros)

Real estate Operating

assets (barges)

Operating

assets (equipment)

Vehicles and

copiers

06.2025

12.2024

06.2024

Leased assets have changed as follows:

Amount at opening

840

10,844

48

515

12,247

13,845

13,845

Increases

-

1,465

-

-

1,465

241

147

Depreciation

(366)

(459)

(2)

(128)

(955)

(1,865)

(927)

Exchange rate fluctuations

(25)

-

-

(3)

(28)

26

16

Miscellaneous

254

2,189

-

63

2,506

-

-

Amount at closing

703

14,039

46

447

15,235

12,247

13,081

The table below presents the right of use by sector and by type:

Right of use

(in thousands of euros)

Gross value

06.2025

Depreciation

Net value

12.2024

Net value

06.2024

Net value

Freight Railcars Division

285

(237)

48

69

90

Real estate leases

187

(158)

29

42

55

Leases on vehicles

98

(79)

19

27

35

River Barges Division

22,548

(8,421)

14,127

10,923

11,378

Real estate leases

54

(27)

27

34

41

Leases on barges

22,344

(8,304)

14,040

10,845

11,280

Leases on vehicles

150

(90)

60

44

57

Containers Division

598

(318)

280

151

239

Real estate leases

544

(281)

263

124

217

Leases on vehicles and copier

54

(37)

17

27

22

Modular Buildings Division

410

(244)

166

212

235

Leases on materials

52

(6)

46

48

51

Leases on vehicles

358

(238)

120

164

184

Corporate Division

2,033

(1,419)

614

892

1,139

Real estate leases

1,537

(1,153)

384

640

896

Leases on vehicles and copiers

496

(266)

230

252

243

TOTAL

25,874

(10,639)

15,235

12,247

13,081

INVENTORIES AND WORK IN PROGRESS

Inventories and WIP include equipment to be sold as well as spare parts.

(in thousands of euros)

06.2025

Gross value Depreciation Net value

12.2024

Net val.

06.2024

Net val.

Equipment

69,230

(356)

68,874

81,922

54,758

Spare parts

22,194

(45)

22,149

20,663

21,265

Goods or work in progress

2,162

(68)

2,094

2,219

2,184

TOTAL

93,586

(469)

93,117

104,804

78,207

The Railcars division is decreasing its inventories by €8.5 million. The stock at the end of the period represents 136 railcars. The Containers division shows a variation of -€2.6 million. The stock at the end of the period represents 45,266 CEU. Modular building stocks are decreasing by €0.6 million.

As at 30 June 2025, reclassifications mainly concern the Freight Railcars activity for €8.4 million and the Containers activity for €3.2 million (inventories to fixed assets), see note 15.

OTHER CURRENT ASSETS

(in thousands of euros)

06.2025

12.2024

06.2024

Accrued expenses

1,348

1,513

1,569

Taxes & duties

5,469

4,871

5,901

Other

594

1,203

3,563

TOTAL

7,411

7,587

11,033

The "Other" line mainly corresponds to advance payments on orders and customs deposit fees of less than one year from the Modular Construction division.

Financial liabilities

ı Analysis of financial liabilities by category

The table below shows the group's debt on 30 June 2025.

(in thousands of euros)

Non-current

06.2025

Current

TOTAL

Non-current

12.2024

Current

TOTAL

06.2024

Non-current

Current

TOTAL

Bond

44,665

5

44,670

38,664

-

38,664

38,665

15

38,681

Medium-term loans with recourse

50,652

1,413

52,065

52,302

1,738

54,040

51,372

1,881

53,253

Renowable credit without recourse

146,493

118,129

264,622

88,453

173,560

262,013

216,510

31,383

247,893

Current bank facilities with

recourse

-

424

424

-

-

-

-

685

685

Current bank facilities without

recourse

-

404

404

-

-

-

-

-

-

Derivative liabilities without

recourse

-

376

376

-

374

374

-

193

193

TOTAL

241,810

120,751

362,561

179,419

175,672

355,091

306,547

34,158

340,705

Estimated financial costs

(269)

(247)

(516)

(328)

1,092

764

(434)

(208)

(642)

TOTAL FINANCIAL LIABILITIES

241,541

120,504

362,045

179,091

176,764

355,855

306,113

33,950

340,063

Debts "without recourse" are not secured by TOUAX SCA the parent company of the Group. They concern financing of assets for which the debt must be serviced from income generated by the assets (both leasing revenue and proceeds from sale).

Changes in financial debt are presented in the table below:

June 30, 2025

(in thousands of euros)

Opening

Contractual net cash

flow

Exchange rate effects

Variations "non cash"

Fair value Other

changes variations

Total "Non cash"

Closing

Bond issue

39,428

4,617

-

-

109

109

44,154

Medium/long-term loans with recourse

54,040

(1,333)

(910)

-

268

(642)

52,065

Debt without recourse

262,013

17,159

(13,088)

-

(1,462)

(14,550)

264,622

Liabilities on derivatives with and without recourse

374

-

(12)

72

(58)

2

376

Subtotal

355,855

20,443

(14,010)

-

(1,143)

(15,081)

361,217

Bank overdrafts payable with and without recourse

-

828

-

-

-

-

828

TOTAL FINANCIAL LIABILITIES

355,855

21,271

(14,010)

-

(1,143)

(15,081)

362,045

June 30, 2024

(in thousands of euros)

Opening

Contractual net cash

flow

Exchange rate effects

Variations "non cash"

Fair value Other

changes variations

Total "Non cash"

Closing

Bond issue

39,221

(1,285)

-

-

103

103

38,039

Medium/long-term loans with recourse

53,741

(909)

243

-

178

421

53,253

Debt without recourse

235,557

10,420

2,742

-

(826)

1,916

247,893

Liabilities on derivatives with and without recourse

771

-

9

(425)

(162)

(578)

193

Subtotal

329,290

8,226

2,994

-

(707)

1,862

339,378

Bank overdrafts payable with and without recourse

-

685

-

-

-

-

685

TOTAL FINANCIAL LIABILITIES

329,290

8,911

2,994

-

(707)

1,862

340,063

December 31, 2024 Variations "non cash"

Contractual Exchang Fair value Other Total

(in thousands of euros) Opening net cash e rate changes variations "Non cash" Closing

flow effects

Bonds

39,221

-

-

-

207

207

39,428

Medium/long-term loans with recourse

53,741

(506)

450

-

355

805

54,040

Debts without recourse

235,557

19,407

5,117

-

1,932

7,049

262,013

Derivative instruments with and without recourse

771

55

11

(260)

(203)

(452)

374

Sub-total

329,290

18,956

5,578

(260)

2,291

7,609

355,855

Bank overdrafts payable with and without recourse

-

-

-

-

-

-

-

Total financial liabilities

329,290

18,956

5,578

(260)

2,291

7,609

355,855

The change in lease liabilities is presented in note 21.

ı Change in indebtedness

On 30 June 2025, consolidated net indebtedness is as follows:

(in thousands of euros)

06.2025

12.2024

06.2024

Financial liabilities (gross financial debt)

362,045

355,855

340,063

Derivative asset instruments

(992)

(2,257)

(4,339)

Negotiable securities & other equipments

(5,867)

(3,562)

(3,554)

Cash

(25,840)

(45,349)

(35,090)

CONSOLIDATED NET FINANCIAL DEBT

329,346

304,687

297,080

Debt without recourse

265,402

260,130

232,275

FINANCIAL INDEBTEDNESS EXCLUDING DEBT WITHOUT RECOURSE

63,944

44,557

64,805

Net financial debt corresponds to gross financial debt including cash and cash equivalents and derivative assets. Net debt stood at

€329.3 million at the end of June 2025, compared with €304.7 million at the end of December 2024.

All existing contractual financial ratios on certain of the Group's medium-term borrowings were complied with at June 30, 2025. The main consolidated financial ratios at June 30, 2025 were as follows:

  • 2.85 for the Interest Coverage Ratio over the last 12 months (= adjusted operating EBITDA of €59.5 million / net financial debt cost of €20.8 million)

  • 63.7% for the Loan-to-Value (= gross financial debt of €362.0 million / total assets excluding goodwill and intangible assets of €568.5 million)

    Restated operating EBITDA correspond to the operating EBITDA plus the principal repayment of finance leasing.

    With regard to the €40 million bank loan, presented in Non-current financial liabilities, additional credit constraints also apply to the Touax SCA corporate entity:

  • Touax SCA's corporate debt at June 30, 2025 amounted to €85.9 million, below the ceiling of €92.3 million authorized by the banking documentation.

    Operations on existing financing:

  • On April 30, 2025, Touax Rail arranged for its Freight Railcar activity a new €50 million loan with the European Investment Bank (EIB) with a maturity of 14 years. At the same time, an equivalent amount of €50 million of Term Loan maturing in December 2025 was repaid to commercial banks.

  • On May 28, 2025, Touax SCA issued a new €6 million TAP EuroPP, adding to the €38.7 million Sustainable Linked Bond originally issued in June 2022, and on June 17, 2025, Touax SCA made a partial repayment of €6 million on its original €40 million Club Deal bank loan.

  • On June 24, 2025, Touax SCA entered into a new €5 million Green Loan with a maturity of 7 years.

  • On June 30, 2025, Touax Leasing Corp took out a new USD 2.55 million loan over 7 years, secured by its barges located in the United States.

  • A new financing for Touax Rail is currently being finalised after being approved by the lenders' credit committees in August 2025. At the date of this report, there are no difficulties in implementing this financing before December 2025 maturity date of the current liability of €103.3 million.

Lease liabilities

ı Lease liabilities by segment and by type

The table below presents the lease liability by segment and by type:

Lease liabilities

(in thousands of euros)

Non current

06.2025

Current

Total

Non current

12.2024

Current

Total

06.2024

Non

current

Current

Total

Freight Railcars Division

5

47

52

29

46

75

52

46

98

Real estate leases

3

30

33

18

29

47

32

29

61

Equipment leases on vehicles

2

17

19

11

17

28

20

17

37

River Barges Division

9,898

1,265

11,163

7,767

933

8,700

8,221

1,036

9,257

Real estate leases

14

14

28

22

14

36

28

13

41

Equipment leases on barges

9,842

1,232

11,074

7,714

905

8,619

8,155

1,003

9,158

Equipment leases on vehicles

42

19

61

31

14

45

38

20

58

Containers Division

199

85

284

13

145

158

46

204

250

Real estate leases

190

76

266

-

131

131

39

188

227

Equipment leases on vehicles and copiers

9

9

18

13

14

27

7

16

23

Modular Constructions Division

50

77

127

81

105

186

112

107

219

Equipment leases on materials

14

17

31

23

17

40

31

16

47

Equipment leases on vehicles

36

60

96

58

88

146

81

91

172

Corporate Division

125

513

638

280

639

919

549

618

1,167

Real estate leases

-

403

403

136

528

664

403

518

921

Equipment leases on vehicles copiers

125

110

235

144

111

255

146

100

246

TOTAL

10,277

1,987

12,264

8,170

1,868

10,038

8,980

2,011

10,991

ı Breakdown by due date of lease liabilities

Future payments relating to lease debts are broken down by due date as follows:

(in thousands of euros)

06.2025

12.2024

06.2024

Less than a year

1,987

1,868

2,011

From 1 to 5 years

7,133

6,327

6,029

More than 5 years

3,144

1,843

2,951

TOTAL

12,264

10,038

10,991

ı Variation in lease liabilities according to IAS 7

As per IAS 7, variations to lease liability are presented in the table below:

"non-cash" variations

June 30, 2025 Net cash Exchange rate Other Total

Opening flow effects variations "non cash" Closing

(in thousands of euros)

Real estate leases

877

(376)

(26)

254

228

729

Equipment leases for barges and other equipment

8,659

1,710

-

736

736

11,105

Equipment leases for vehicles and copiers

502

(132)

(3)

63

60

430

Total lease liabilities

10,038

1,202

(29)

1,053

1,024

12,264

"non-cash" variations

June 30, 2024 Net cash Exchange rate Other Total

Opening flow effects variations "non cash" Closing

(in thousands of euros)

Real estate leases

1,610

(368)

9

-

9

1,251

Equipment leases for barges and other equipment

9,717

(563)

1

51

52

9,206

Equipment leases for vehicles and copiers

554

(121)

5

96

101

534

Total lease liabilities

11,881

(1,052)

15

147

162

10,991

Non cash "variations"

December 31, 2024 Net cash Exchange rate Other Total

Opening flow effects variations "Non cash" Closing

(in thousands of euros)

Real estate leases

1,610

(744)

11

-

11

877

Equipment leases for barges and other equipment

9,717

(1,110)

1

51

52

8,659

Equipment leases for vehicles and copiers

554

(251)

9

190

199

502

Total lease liabilities

11,881

(2,105)

21

241

262

10,038

SHAREHOLDERS' EQUITY

Shareholders' equity is detailed in the consolidated statement of changes in shareholders' equity. The Touax Group distributed a dividend of €1,073,122 to its shareholders, paid in June 2025.

In June 2024, the Touax Group distributed a dividend of €858,498 to its shareholders, paid in July 2024.

ı Management of capital

The Group manages its borrowing structure by optimizing its debt/equity ratio in the light of changes in economic conditions, its own objectives, and management of its risks. It assesses its working capital requirements and its expected return on investment, in order to control its financing requirements. Depending on the growth of its market and expectations of managed assets' profitability, the Group decides whether to issue new equity or to sell assets to reduce its debt.

OTHER CURRENT LIABILITIES

(in thousands of euros)

06.2025

12.2024

06.2024

Capital creditors

5,787

29,115

5,156

Tax and social security liabilities

10,219

8,811

7,753

Accounts payable

14,275

23,629

24,402

Other current liabilities

10,627

6,635

6,938

Deferred revenue

567

538

363

TOTAL

41,475

68,728

44,612

Accounts payable mainly constitute income due to investors from the Containers and Freight Railcars activities.

Off-balance sheet commitments

ı Bank guarantees issued on the Group's behalf

30 June 2025

(in thousands of euros)

Amount

Maturity date

Bank guarantee

826

River Barges

40

2025

Modular Buildings

786

2026

31 December 2024

(in thousands of euros)

Amount

Maturity date

Bank guarantee

2,519

River Barges

40

2025

Modular Buildings

2,479

2025

ı Firm orders for equipment

Firm orders and investments at June 30, 2025 amounted to €31.3 million, broken down into €21 million for freight railcars, €8.6 million for containers and €1.7 million for barges.

Firm orders and investments at June 30, 2024 amounted to €56.4 million, broken down into €12.1 million for freight railcars, €40.1 million for containers and €4.2 million for barges.