6-K

Ads-Tec Energy Public Ltd Co (ADSE)

6-K 2024-09-13 For: 2024-09-13
View Original
Added on April 07, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private IssuerPursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934

For the month of September 2024

Commission File Number 001-41188

ADS-TEC ENERGY PUBLIC LIMITED COMPANY

(Translation of registrant’s name into English)

10 Earlsfort Terrace

Dublin 2, D02 T380, Ireland

Telephone: +353 1 920 1000

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒                      Form 40-F ☐

On September 12, 2024 ADS-TEC ENERGY PLC (the “Company”) issued a press release entitled “ADS-TEC Energy (ADSE) reports H1 2024 Financial Results and Trading Update,” (the “Press Release”) in which the Company reported its financial and operational results for the six months ended June 30, 2024, a copy of which is furnished as Exhibit 99.1 hereto. Additionally, the Company made available to its investors its unaudited consolidated financial information for the six months ended June 30, 2024, which includes a reconciliation of non-IFRS figures contained in the Press Release and is furnished as Exhibit 99.2 hereto.

The information furnished in this Form 6-K, including the information contained in Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.

This Form 6-K includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believe,” “hope,” “predict,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include the Company’s expectations with respect to future performance and involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company’s control and are difficult to predict. Factors that may cause such differences include but are not limited to risks and uncertainties incorporated by reference under “Risk Factors” in the Company’s Form 20-F (SEC File No. 001-41188) filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 30, 2024, and in the Company’s other filings with the SEC. The Company cautions that the foregoing list of factors is not exclusive. The Company cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based.

EXHIBIT INDEX

Exhibit No. Description
99.1 Press Release
99.2 Interim Consolidated Financial Information
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: September 13, 2024 ads-tec Energy PLC
By: /s/ Wolfgang Breme
Name: Wolfgang Breme
Title: Chief Financial Officer

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Exhibit 99.1


ADS-TEC Energy reports Half Year 2024 FinancialResults and Trading Update


NÜRTINGEN, Germany, September 12, 2024 – ADS-TEC Energy plc (NASDAQ: ADSE), a global leader in battery-buffered, ultra-fast charging technology, today announced its unaudited financial results for the first half of 2024, covering the period ended June 30, 2024.


Financial Highlights

Revenues: €79.3 million for the six months ended June 30, 2024,<br>reflecting a growth of 107% compared to €38.3 million for the same period in 2023.
Gross Margin: €15.7 million (19.8%) for H1 2024, a significant<br>improvement compared to a negative gross margin of €-0.5 million (-1.4%) in H1 2023.
--- ---
Operating Expenses: €20.0 million for the six months ended June<br>30, 2024, compared to €17.9 million in the same period of 2023, reflecting an 11.7% increase, underscoring the business leverage<br>effect.
--- ---
Operating Result: €-5.0 million compared to €-20.0 million<br>for the same period last year.
--- ---
Adjusted EBITDA (non-IFRS)*: €3.6 million for H1 2024, a substantial<br>turnaround from €-14.3 million in H1 2023. This marks the third consecutive profitable quarter.
--- ---
Cash and Cash Equivalents: €23.0 million as of June 30, 2024,<br>demonstrating strong liquidity management amid substantial year-over-year growth.
--- ---
Customer Base Expansion: The company reported significant growth (+295%)<br>in its paying customer base compared to the same period in 2023.
--- ---

ADS-TEC Energy continued its strong financial and operational performance in the first half of 2024, achieving key milestones that underscore the company’s ongoing growth trajectory. These include the acquisition of new customers, a notable improvement in gross margins, and achieving profitability for the third consecutive quarter. Revenues doubled in the first half of 2024, driven by an expanding customer base and deepening relationships with key blue-chip clients.

Strategic Partnerships

In February 2024, ADS-TEC Energy entered into a partnership with Caverion to supply its ChargePost and ChargeBox solutions across Norway. This partnership has since expanded to Denmark and Sweden and is a critical element of ADS-TEC Energy’s growth strategy in the Nordic region.

Additionally, ADS-TEC Energy has secured a partnership with Porsche, becoming the preferred service partner for all Porsche dealer locations across Europe and North America. These strategic partnerships are expected to significantly contribute to the company’s future growth and market penetration.

CEO Commentary

“Our performance in the first half of the year demonstrates that we are on the right track with our portfolio of hardware, software, and services,” said Thomas Speidel, CEO of ADS-TEC Energy. “Through our intelligent platform solutions, we empower our partners to generate multiple revenue streams from a single asset. For instance, a chargepoint operator can offer ultra-fast charging to various vehicle types. When not in use, the integrated battery storage in our ChargePost allows for energy trading, frequency regulation, peak shaving, and marketing. These systems can also form virtual networks, providing important tools for energy companies and grid operators.”

Outlook for 2024

Looking ahead, ADS-TEC Energy anticipates continued positive momentum in the second half of 2024, with expectations for increased sales revenues compared to the first half of the year. The company remains on track to be Adjusted EBITDA positive for the full year 2024, reinforcing its position as a leader in the ultra-fast charging market.

“We are seeing rapid growth in the number of blue-chip clients,” added Speidel. “Many start with small orders of 1-5 chargers, but we expect these orders to expand significantly year over year. By 2025, we anticipate that revenues will be spread across a much larger customer base, with geographic diversification strengthening the compounding effect of our long-term strategy.”

ADS-TEC Energy is well-positioned to sustain its growth and capitalize on the expanding demand for battery-buffered, ultra-fast charging solutions in Europe, North America, and beyond.

Conference Call Information

Management will host a webcast call Thursday, September 12, 2024 at 02:00 PM CET/08:00 AM ET.

The live webcast of the call will be available by clicking here. Please make sure to register ahead of the call and log in approximately 5-10 minutes prior to the scheduled start time.

The Investor Presentation will be available after the call within the section of the company’s website.

About ADS-TEC Energy

ADS-TEC Energy plc, a public limited company incorporated in Ireland and publicly listed on NASDAQ (“ADS-TEC Energy”), serves as a holding company for ads-tec Energy GmbH, our operating company incorporated in Germany (“ADSE GM”) and ads-tec Energy Inc., a US subsidiary of ads-tec Energy GmbH (“ADSE US” and together with ADS-TEC Energy and ADSE GM, “ADSE”). Based on more than ten years of experience with lithium-ion technologies, ADS-TEC Energy develops and manufactures battery storage solutions and fast charging systems including their energy management systems. Its battery-based, fast charging technology enables electric vehicles to ultrafast charge even on low powered grids and features a very compact design. It was most recently nominated by the President of the Federal Republic of Germany for the German Future Prize and elevated to the “Circle of Excellence” in 2022. The high quality and functionality of the battery systems are due to a particularly high depth of development and in-house production. With its advanced system platforms, ADS-TEC Energy is a valuable partner for automotive, OEMs, utility companies and charge-operators.

More information: www.ads-tec-energy.com


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Forward-looking Statements

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include statements regarding our financial outlook for 2023, our expectations with respect to future performance and the anticipated timing of certain commercial activities. There are a significant number of factors that could cause actual results to differ materially from the statements made in this press release, including: the impact of the COVID-19 pandemic, geopolitical events including the Russian invasion of Ukraine, macroeconomic trends including changes in inflation or interest rates, or other events beyond our control on the overall economy, our business and those of our customers and suppliers, including due to supply chain disruptions and expense increases; our limited operating history as a public company; our dependence on widespread acceptance and adoption of EVs and increased installation of charging stations; our current dependence on sales to a limited number of customers for most of our revenues; overall demand for EV charging and the potential for reduced demand for EVs if governmental rebates, tax credits and other financial incentives are reduced, modified or eliminated or governmental mandates to increase the use of EVs or decrease the use of vehicles powered by fossil fuels, either directly or indirectly through mandated limits on carbon emissions, are reduced, modified or eliminated; supply chain interruptions and expense increases; unexpected delays in new product introductions; our ability to expand our operations and market share in Europe and the U.S.; the effects of competition; changes to battery energy storage standards; and the risk that our technology could have undetected defects or errors. Additional risks and uncertainties that could affect our financial results are included under “Item 3. Key Information – 3.D. Risk Factors” in our annual report on Form 20-F filed with the Securities and Exchange Commission (the “SEC”) on April 30, 2024, which is available on our website at https://www.ads-tec-energy.com/en/company/invest and on the SEC’s website at www.sec.gov. Additional information will also be set forth in other filings that we make with the SEC from time to time. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we do not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by applicable law.


*Non-IFRS Financial Measures

In addition to our results determined in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (IASB), we review financial measures that are not calculated and presented in accordance with IFRS (“non-IFRS financial measures”). We believe our non-IFRS financial measures are useful in evaluating our operating performance. We use the following non-IFRS financial information, collectively, to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that non-IFRS financial information, when taken collectively, may be helpful to investors, because it provides consistency and comparability with past financial performance and assists in comparisons with other companies, some of which use similar non-GAAP financial information to supplement their IFRS or US-GAAP results. The non-IFRS financial information is presented for supplemental informational purposes only, should not be considered a substitute for financial information presented in accordance with IFRS, and may be different from similarly titled non-IFRS measures used by other companies. A reconciliation of each historical non-IFRS financial measure to the most directly comparable financial measure stated in accordance with IFRS is provided above. Reconciliations of forward- looking non-IFRS financial measures are not provided because we are unable to provide such reconciliations without unreasonable effort due to the uncertainty regarding, and potential variability of, certain items, such as stock-based compensation expense and other costs and expenses that may be incurred in the future. Investors are encouraged to review the related IFRS financial measures and the reconciliation of these non-IFRS financial measures to their most directly comparable IFRS financial measures.

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Our non-IFRS financial measures include adjusted EBITDA defined as result for the period before net finance result, income tax benefits (expenses), net, depreciation and amortization, stock-based compensation, other (expense) income, net, and special items. Our management team ordinarily excludes special items from its review of the results of the ongoing operations. Special items are comprised of (1) provisions for onerous contracts, (2) significant asset impairments and write-offs, and (3) other items that we do not necessarily consider to be indicative of earnings from ongoing operating activities.

We have not provided the forward-looking IFRS equivalents for the forward-looking non-IFRS financial measures EBITDA and Adjusted EBITDA or an IFRS reconciliation as a result of the uncertainty regarding, and the potential variability of, reconciling items including but not limited to stock-based compensation expense, foreign currency loss or gain, financial instruments related expenses and inventory valuation losses. Accordingly, a reconciliation of these non-IFRS guidance metrics to their corresponding IFRS equivalents is not available without unreasonable effort. However, it is important to note that material changes to reconciling items could have a significant effect on future IFRS results and, as such, we also believe that any reconciliations provided would imply a degree of precision that could be confusing or misleading to investors.

Media Contact

For ADS-TEC Energy Europe:

Dennis Müller

SVP Product Marketing & Communication

press@ads-tec-energy.com

For ADS-TEC Energy United States:

Stephannie Depa

Breakaway Communications

sdepa@breakawaycom.com

+1 530-864-0136

Investor Contact

Jennifer Drew-Bear

Jdrew-bear@edisongroup.com

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Appendix:

Consolidated statements of profit or loss and comprehensive income(loss):

kEUR June 30,<br> 2024 June 30,<br> 2023
Continuing operations
Revenue 79,263 38,276
Cost of sales -63,590 -38,807
Gross profit (loss) 15,672 -531
Research and development expenses -4,102 -1,659
Selling and general administrative expenses -15,883 -16,284
Impairment gain (losses) on trade receivables, contract assets, and other investments -14 -596
Other income 307 1,913
Other expenses -941 -2,835
Operating result -4,960 -19,992
Finance income 23 136
Finance expenses -39,436 -10,936
Net finance result -39,413 -10,800
Result before tax -44,373 -30,792
Income tax benefits (expenses) -786 1,998
Result for the period -45,159 -28,793
Other comprehensive income
Items that are or may be reclassified subsequently to profit or loss
Foreign operations - foreign currency translation differences -67 51
Other comprehensive income (loss) for the period, net of tax -67 51
Total comprehensive income (loss) for the period -45,226 -28,742
Earnings (loss) per share (in )
--- ---
Diluted -0,59
Basic -0,59

All values are in Euros.

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Adjusted EBITDA:

kEUR June 30,<br> 2024 June 30,<br> 2023
Result for the period -45,159 -28,793
Depreciation 3,561 2,417
Net finance result 39,413 10,800
Income tax benefits (expenses) 786 -1,998
EBITDA -1,399 -17,574
Adjustments:
Stock-based compensation 2,003 529
Provision onerous contracts - -
Write-down on inventories 2,969 2,699
Reclassification R&D Funding - -
Adjusted EBITDA 3,573 -14,346

Consolidated statements of financial position:

ASSETS
kEUR June 30,<br> 2024 June 30,<br> 2023
Intangible assets 23,062 25,041
Right-of-use assets 4,697 3,286
Property, plant, and equipment 6,194 6,391
Other investments and other assets 181 179
Trade and other receivables (non- current) 4 4
Deferred tax assets - -
Non-current assets 34,138 34,900
Inventories 38,685 39,119
Contract assets 125 -
Trade and other receivables (current) 32,448 21,227
Income tax assets 102 -
Cash and cash equivalents 23,691 29,162
Current assets 95,051 89,509
Total assets 129,189 124,408
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EQUITY AND LIABILITIES
kEUR June 30,<br> 2024 June 30,<br> 2023
Total equity -1,872 33,919
Lease liabilities (non-current) 3,631 2,580
Warrant liabilities (non-current) 54,658 21,626
Trade and other payables (non-current) 181 234
Other provisions (non-current) 6,125 4,513
Deferred tax liabilities 1,974 1,189
Non-current liabilities 66,569 30,142
Lease liabilities (current) 1,236 853
Loans and borrowings (current) 14,065 13,908
Trade and other payables (current) 35,466 21,919
Contract liabilities (current) 6,921 7,454
Other provisions (current) 6,804 16,212
Current liabilities 64,492 60,347
Total liabilities 131,061 90,489
Total equity and liabilities 129,189 124,408
Total equity -1,872 33,919

Consolidated statements of cash flows:

kEUR June 30,<br> 2024 June 30,<br> 2023
Result for the period -45,159 -28,793
Depreciation and amortization 3,561 2,417
Finance result 39,413 10,800
Non-cash effective foreign currency gains 654 154
Stock compensation 2,003 529
Gain (loss) on disposal of property, plant, and equipment - 5
Change in working capital -5,504 -10,582
Income tax expenses 786 -1,998
Interest received 12 -
Cash flow from operating activities -4,237 -27,469
Purchase of property, plant, and equipment -463 -1,430
Investments in intangible assets, including internally generated intangible asset -257 -2,748
Acquisition of investments in non-consolidated entities - -70
Interest received - 136
Cash flow from investing activities -721 -4,112
Proceeds from borrowings, shareholder contribution, and loans - 11,805
Proceeds from issue of shares and other equity securities 4,810 -
Repayment of shareholder loans -4,618 -
Repayment of lease liabilities -643 -449
Interest paid -432 -130
Cash flow from financing activities -883 11,226
Net decrease (-) / increase in cash and cash equivalents -5,840 -20,354
Net cash and cash equivalents at the beginning of the period 29,162 34,441
FX effects 368 -123
Net cash and cash equivalents at the end of the period 23,691 13,964

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Exhibit 99.2

Consolidated statement of comprehensive income

For the six months ended June 30, 2024:

k 2023
Continuing operations
Revenue 79,263 38,276
Cost of sales -63,590 -38,807
Gross profit (loss) 15,672 -531
Research and development expenses -4,102 -1,659
Selling and general administrative expenses -15,883 -16,284
Impairment losses on trade receivables and contract assets -14 -596
Other income 307 1,913
Other expenses -941 -2,835
Operating result -4,960 -19,992
Finance income 23 136
Finance expenses -39,436 -10,936
Net finance result -39,413 -10,800
Result before tax -44,373 -30,792
Income tax benefits (expenses) -786 1,998
Result for the period -45,159 -28,793
Other comprehensive income
Items that are or may be reclassified subsequently to profit or loss
Foreign operations – foreign currency translation differences -67 51
Other comprehensive income for the period, net of tax -67 51
Total comprehensive income for the period -45,226 -28,742
Profit (loss) attributable to:
Shareholders of the parent -45,159 -28,793
Non-controlling interests - -
Total comprehensive income attributable to:
Shareholders of the parent -45,226 -28,742
Non-controlling interests - -
Earnings (loss) per share (in ) -
Diluted -0,84 -0.59
Basic -0,89 -0.59

All values are in Euros.

Due to rounding, the sum of the numbers presented in the table above might not precisely equal the totals we provide.

Consolidated statements of financial position

ASSETS
kEUR Jun. 30,<br><br> 2024 Dec. 31,<br><br> 2023
Intangible assets 23,062 25,041
Right-of-use assets 4,697 3,286
Property, plant, and equipment 6,194 6,391
Other investments and other assets 181 179
Trade and other receivables (non-current) 4 4
Deferred tax assets - -
Non-current assets 34,138 34,900
Inventories 38,685 39,119
Contract assets 125 -
Trade and other receivables (current) 32,448 21,227
Income tax assets (current) 102 0
Cash and cash equivalents 23,691 29,162
Current assets 95,051 89,509
Total assets 129,189 124,408

Due to rounding, the sum of the numbers presented in the table above might not precisely equal the totals we provide.

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EQUITY AND LIABILITIES
kEUR Jun. 30,<br><br> 2024 Dec. 31,<br><br> 2023
Share capital 5 4
Capital reserves 234,459 225,007
Other equity 39 106
Retained earnings -191,216 -136,117
Profit (loss) -45,159 -55,081
Equity attributable to owners of the Company -1,872 33,919
Non-controlling interests - -
Total equity -1,872 33,919
Lease liabilities (non-current) 3,631 2,580
Warrant liabilities (non-current) 54,658 21,626
Trade and other payables (non-current) 178 169
Contract liabilities (non-current) 3 65
Other provisions (non-current) 6,125 4,513
Deferred tax liabilities 1,974 1,189
Non-current liabilities 66,569 30,142
Lease liabilities (current) 1,236 853
Loans and borrowings (current) 14,065 13,908
Trade and other payables (current) 35,466 22,021
Contract liabilities (current) 6,921 7,454
Income tax liabilities (current) 0 -102
Other provisions (current) 6,804 16,212
Current liabilities 64,492 60,347
Total liabilities 131,061 90,489
Total equity and liabilities 129,189 124,408

Due to rounding, the sum of the numbers presented in the table above might not precisely equal the totals we provide.

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Consolidated statements of cash flows

kEUR Jun. 30,<br><br> 2024 Jun. 30,<br><br> 2023
Result for the period -45,159 -28,793
Depreciation and amortization 3,561 2,417
Finance income excluding foreign currency (gains) losses -23 -136
Finance expense 39,436 10,936
Non-cash effective foreign currency gains 654 154
Stock compensation 2,003 529
Gain (loss) on disposal of property, plant, and equipment - 5
Change in trade receivables not attributable to investing or financing activities -10,170 -8,539
Change in inventories -2,187 -11,611
Change in write-downs on inventories 2,969 2,699
Change in trade payables 5,149 4,468
Change in contract assets -125 6
Change in contract liabilities -609 -1,092
Change in other investments and other assets -1,004 2,496
Change in other provisions 818 904
Change in other liabilities -345 87
Income tax expenses (benefits) 786 -1,998
Interest received 12 -
Income taxes paid - -
Cash flow from operating activities -4,237 -27,469

Due to rounding, the sum of the numbers presented in the table above might not precisely equal the totals we provide.


kEUR Jun. 30,<br><br> 2024 Jun. 30,<br><br> 2023
Purchase of property, plant, and equipment -463 -1,430
Investments in intangible assets, including internally generated intangible<br> asset -257 -2,748
Acquisition of investments in non-consolidated entities - -70
Interest received - 136
Cash flow from investing activities -721 -4,112
Proceeds from borrowings, shareholder contribution, and loans - 11,805
Proceeds from issues of shares and other equity securities 4,810 -
Repayment of shareholder loans -4.618 -
Repayment of lease liabilities -643 -449
Interest paid -432 -130
Cash flow from financing activities -883 11,226
Net decrease (-) / increase in cash and cash equivalents -5,840 -20,354
Net cash and cash equivalents at the beginning of the period 29,162 34,441
FX effects 368 -123
Net cash and cash equivalents at the end of the period 23,691 13,964

Due to rounding, the sum of the numbers presented in the table above might not precisely equal the totals we provide.

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Consolidated statements of changes in equity

For the six months ended June 30, 2023:

Other reserves
kEUR Subscribed capital Capital<br> reserves Retained<br> earnings Currency translation reserve Total other reserves Equity attributable to shareholders Total equity
Balance as of Jan. 01, 2023 4 216,815 -136,117 45 -136,073 80,747 80,747
Result for the period - - -28,793 - -28,793 -28,793 -28,793
Other comprehensive income (loss) - - - 51 51 51 51
Total comprehensive income (loss) 4 216,815 -164,911 96 -164,815 52,004 52,004
Other changes in equity - - - - - - -
Stock compensation - 477 - - - 477 477
Total contributions and distributions - 477 - - - 477 477
Balance as of Jun. 30, 2023 4 217,292 -164,911 96 -164,815 52,481 52,481

Due to rounding, the sum of the numbers presented in the table above might not precisely equal the totals we provide.

For the six months ended June 30, 2024:

Other reserves
kEUR Subscribed capital Capital<br> reserves Retained<br> earnings Currency translation reserve Total other reserves Equity attributable to shareholders Total equity
Balance as of Jan. 01, 2024 4 225,007 -191,198 106 -191,092 33,919 33,919
Result for the period - - -45,159 - -45,159 -45,159 -45,159
Other comprehensive income (loss) - - -17 -67 -84 -84 -84
Total comprehensive income (loss) 4 225,007 -236,374 39 -236,335 -11,324 -11,324
Capital increase 1 7,145 - - - 7,145 7,145
Stock compensation - 2,307 - - - 2,307 2,307
Total contributions and distributions 1 9,452 - - - 9,452 9,452
Balance as of Jun. 30, 2024 5 234,459 -236,374 39 -236,335 -1,872 -1,872

Due to rounding, the sum of the numbers presented in the table above might not precisely equal the totals we provide.

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