29/08/2023 14:55 |
Jerónimo Martins, SGPS, S.A. informs on 2023 First Half Consolidated Report |
INFORMATION REGLEMENTEE
Jerónimo Martins | R&A First Half 2023
1 Jerónimo Martins | R&A First Half 2023 INDEX Message from the Chairman and CEO - Pedro Soares dos Santos 3 I – CONSOLIDATED MANAGEMENT REPORT 1. Performance Overview & Key Drivers 4 2. Performance Analysis by Banner 4 3. Consolidated Financial Information Analysis 6 4. Outlook for 2023 7 5. Management Report Appendix 9 5.1. The Impact of IFRS 16 on Financial Statements 9 5.2. Sales Detail 10 5.3. Stores Network 11 5.4. Working Capital 11 5.5. Total Borrowings and Financial Leases 12 5.6. Definitions 12 6. Reconciliation Notes 13 7. Information Regarding Individual Financial Statements 15 II – CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Consolidated Financial Statements 16 2. Statement of Board of Directors 30 3. Auditor´s Report 31 2 Jerónimo Martins | R&A First Half 2023 Message from the Chairman and CEO Pedro Soares dos Santos ‘The good results for the first six months reflect the determination and ability of all our Companies in executing, with discipline, the defined strategy and reinforcing their price leadership and competitive positions in the respective markets. We know that in uncertain times with intense pressure on real household disposal income, it is essential to continuously provide the best saving opportunities by strongly investing in price to guarantee that consumers choose our stores. We must also execute the expansion plans to reinforce proximity and convenience while investing in refurbishments to improve our stores' attractiveness and shopping experience. All this to capture the networks' growth potential. In line with what I have always said, we will not hesitate to leverage our financial strength to maintain the flexibility and capacity to make a positive difference in the markets where we operate, as we did in Colombia in Q2. Our priorities remain unchanged: to be the first choice of an increasingly fragile consumer, to grow sales, to reinforce efficiency, and to protect the profitability and sustainability of our businesses while continuing to invest in our teams.’ Message from the Chairman 3 Jerónimo Martins | R&A First Half 2023 I - CONSOLIDATED MANAGEMENT REPORT 1. Performance Overview & Key Drivers In a demanding period of economic slowdown with consumers more price sensitive than ever, the Group maintained sales growth as a strategic priority. Investments made by the different banners to strengthen their competitiveness were crucial to limit the effects of trading-down, protect volumes, and reduce food inflation in the countries where we operate. In Poland, in a market with declining volumes, Biedronka intensified its commercial dynamics and delivered a remarkable performance, adding 2 billion euros to its sales in the six months period and, once again, gaining market share. In Portugal, Pingo Doce delivered solid growth, primarily driven by its aggressive pricing policy and by the contribution of meal solutions. Recheio presented a very good performance, raising profitability back to pre-pandemic levels. In Colombia, where the environment is extremely difficult for households, Ara surpassed its commitment of having the best prices in the market. To celebrate its 10th anniversary, the banner took a bold step by initiating a ground-breaking savings campaign in May. This campaign increased traffic and sales volume, reinforcing price perception and strengthening our market position. As anticipated, following price investments and cost inflation in the three countries, the Group EBITDA margin fell 24b.p. versus H1 22 (a decline of 28b.p. in Q2). Nevertheless, our steady commitment to price competitiveness and sales growth drove a solid EBITDA throughout the period. At the end of June, after the dividend payment of 345.6 million euros, the Group's net cash position (excluding IFRS 16) was 721 million euros. 2. Performance Analysis by Banner POLAND In Poland, food inflation reached 20.8% in H1 23 (22.9% in Q1 and 18.8% in Q2). Consumer demand has weakened since the end of last year, with families becoming more price sensitive. Biedronka LFL 23.3% 23.4% 24.5% Biedronka kept reinforcing its price competitiveness, 22.5% implementing an unstoppable commercial dynamic. In 17.0% Q2, the Group's main banner increased the gap between its basket inflation and the country's food inflation. 12.2% This effort continued to be recognized by Polish consumers, and the banner added 2 billion euros to its sales, grew volumes, and continued to gain market share. In H1, sales grew 24.0% in local currency, with LFL at 20.5%. In euros, Q1 Q2 Q3 Q4 Q1 Q2 sales reached 10.3 billion, 24.5% above H1 22. When considering Q2, sales in local currency grew 20.4%, with LFL standing at 17.0%. In euros, 2022 2023 sales reached 5.5 billion, 23.1% above Q2 22. The strong sales growth drove EBITDA to increase by 21.0% (+20.5% in local currency). The price investment and cost inflation, particularly high in labour, pressured the EBITDA margin to decline by 24b.p. to 8.5%. Biedronka opened 50 stores in the first six months of the year (37 net additions) and remodelled 164 locations. Management Report 4 Jerónimo Martins | R&A First Half 2023 Hebe LFL Hebe's sales in local currency grew 27.5% in H1, with LFL at 17.9%. In euros, sales reached 208 million, 27.9% above H1 22. 32.2% In Q2, sales grew 24.0% in local currency, with LFL at 14.2%. In euros, 25.7% sales reached 115 million, 26.7% above Q2 22. 22.6% 20.8% 21.2% EBITDA grew 37.5% (+37.0% in local currency), with the respective 14.2% margin reaching 6.8% (6.3% in H1 22). Operational leverage limited the impact on EBITDA of the investment required to launch the banner's online operations in new geographies. Hebe opened 12 stores over the period (eight net additions) and ended Q1 Q2 Q3 Q4 Q1 Q2 H1 with 323 stores. 2022 2023 PORTUGAL In Portugal, food inflation was 15.6% in H1. It fell from 20.5% in Q1 to 11.1% in Q2. General price increases and higher interest rates reduced real household disposable income, weakening demand and leading to trading-down in food. Tourism growth remained solid throughout the period driving HoReCa channel performance. Pingo Doce maintained its strong promotional activity Pingo Doce LFL (excl. fuel) and delivered good sales growth despite the significant 12.4% 11.7% impact of trading-down in the food basket. 9.3% Sales in H1 grew 8.6%, with LFL at 8.2% (excluding fuel), reaching 2.3 8.4% 8.0% billion euros. In Q2, sales increased 7.8%, with LFL at 8.0% (excluding fuel), reaching 1.2 billion euros. EBITDA grew 7.6% to reach 129 million euros, with the respective margin 3.5% at 5.7% (5.8% in H1 22). The good sales performance diluted the impact of higher costs. Pingo Doce opened six new stores, closed one, and remodelled 20 Q1 Q2 Q3 Q4 Q1 Q2 locations during the period. At the end of the period, six stores undergoing remodelling works remained closed. 2022 2023 Recheio continued to reinforce its value propositions Recheio LFL for the different customer segments and to take 32.1% advantage of the HoReCa channel dynamics in Portugal. 28.3% 27.0% 27.1% Sales reached 632 million euros in H1, an increase of 23.2% vs. the same 23.1% period of the prior year, with LFL at 21.2%. 16.4% In Q2, sales grew 18.3% to 337 million euros, with LFL at 16.4%. The slowdown of LFL performance reflected the tough comparable base of Q2 22 when strict traveling restrictions on tourism were lifted and ceased to impact HoReCa. EBITDA reached 32 million euros, 35.4% above H1 22, with the respective Q1 Q2 Q3 Q4 Q1 Q2 margin recovering to pre-pandemic levels and standing at 5.1% 2022 2023 Management Report 5 Jerónimo Martins | R&A First Half 2023 COLOMBIA In Colombia, food inflation was 19.9% in H1 (24.0% in Q1 and 16.1% in Q2), below 20% for the first time in 14 months. In food retail, a contraction in consumer demand is evident, with intense pressure over volumes and increasing trading- down trends. Ara has consistently invested in its price leadership, Ara LFL gaining consumers' recognition and market share. 48.9% To consolidate its market position and price perception 39.5% with Colombian families, Ara celebrated its 10th anniversary by 33.6% launching a strong and bold promotional campaign with significant price 25.5% reductions. 18.9% 17.4% With the motto 'Nothing compares to Ara,' this campaign received widespread attention and drove a significant increase in the number of clients and volumes sold in Q2. In H1, sales reached 1.1 billion euros, 31.6% above H1 22. In local Q1 Q2 Q3 Q4 Q1 Q2 currency, sales grew 52.4%, with LFL at 18.1%. In Q2, sales reached 590 million euros, 33.4% above Q2 22. In local currency, sales grew 53.9%, 2022 2023 with LFL at 17.4%. EBITDA margin stood at 1.7% (3.1% in H1 22). This margin was clearly affected by the massive price investment campaign executed in Q2. It was also impacted by the effect of trading-down on the margin mix and by the presence of more than a quarter of the store network with less than 12 months of operation. EBITDA declined from 26 million euros in H1 22 to 18 million euros in H1 23. The banner remains focused on executing its expansion plan, and in the first six months, Ara opened 110 new stores and closed two, ending June with 1,201 stores under operation. 3. Consolidated Financial Information Analysis Consolidated Results (€ Million) H1 23 H1 22 D Q2 23 Q2 22 D Net Sales and Services 14,513 11,883 22.1% 7,709 6,370 21.0% Gross Profit 2,970 20.5% 2,507 21.1% 18.5% 1,556 20.2% 1,323 20.8% 17.7% Operating Costs -1,965 -13.5% -1,656 -13.9% 18.7% -998 -12.9% -843 -13.2% 18.3% EBITDA 1,005 6.9% 851 7.2% 18.1% 559 7.2% 479 7.5% 16.5% Depreciation -429 -3.0% -385 -3.2% 11.2% -222 -2.9% -195 -3.1% 13.5% EBIT 576 4.0% 466 3.9% 23.7% 337 4.4% 284 4.5% 18.6% Net Financial Costs -78 -0.5% -85 -0.7% -8.9% -36 -0.5% -40 -0.6% -8.7% Other Profits/Losses -18 -0.1% -25 -0.2% n.a. -12 -0.2% -12 -0.2% n.a. EBT 480 3.3% 356 3.0% 35.1% 288 3.7% 232 3.6% 24.3% Income Tax -117 -0.8% -85 -0.7% 37.1% -67 -0.9% -54 -0.8% 24.7% Net Profit 363 2.5% 270 2.3% 34.5% 221 2.9% 178 2.8% 24.2% Non-Controlling Interests -7 0.0% -9 -0.1% -21.2% -5 -0.1% -5 -0.1% 0.8% Net Profit Attributable to JM 356 2.5% 261 2.2% 36.3% 217 2.8% 173 2.7% 24.8% EPS (€) 0.57 0.42 36.3% 0.34 0.28 24.8% EPS without Other Profits/Losses (€) 0.59 0.45 32.2% 0.36 0.29 24.6% Management Report 6 Jerónimo Martins | R&A First Half 2023 Balance Sheet (€ Million) H1 23 2022 H1 22 Net Goodwill 628 613 612 Net Fixed Assets 4,994 4,589 4,207 Net Rights of Use (RoU) 2,868 2,420 2,280 Total Working Capital -3,708 -3,837 -3,175 Others 173 161 185 Invested Capital 4,955 3,946 4,109 Total Borrowings 612 470 470 Financial Leases 92 82 38 Capitalised Operating Leases 3,051 2,597 2,444 Accrued Interest 8 14 1 Cash and Cash Equivalents -1,434 -1,802 -1,101 Net Debt 2,330 1,360 1,851 Non-Controlling Interests 244 254 245 Share Capital 629 629 629 Reserves and Retained Earnings 1,752 1,702 1,383 Shareholders Funds 2,625 2,585 2,258 At the end of June, the Group’s net cash position (excluding liabilities from capitalized operating leases) was c. €721 MN. Cash Flow (€ Million) H1 23 H1 22 EBITDA 1,005 851 Capitalised Operating Leases Payment -165 -148 Interest Payment -87 -77 Other Financial Items 0 0 Income Tax -123 -106 Funds From Operations 630 520 Capex Payment -495 -405 Change in Working Capital -243 5 Others -19 -24 Cash Flow -127 97 The Cash Flow generated in H1 was minus 127 million euros, reflecting capex payments and effects over the working capital, including the Portuguese Government’s measure to reduce VAT that impacted the amount in trade payables at the end of the period. Capex (€ Million) H1 23 Weight H1 22 Weight Biedronka 196 43% 161 51% Distribution Portugal 114 25% 95 30% Ara 127 28% 34 11% Others 23 5% 28 9% Total CAPEX 459 100% 318 100% The Investment Programme reached 459 million euros in the period, of which c.43% was invested in Biedronka . 4. Outlook 2023 Food inflation remained high at the beginning of the year but gradually fell in Q2. It is still difficult to anticipate the inflation reduction for the second half of the year. Management Report 7 Jerónimo Martins | R&A First Half 2023 Electricity, gas, and fuel prices remain volatile, while interest rates, which increased rapidly in 2022, remain on an upward trend, namely in the Euro zone. In the context of fragile consumer confidence, the rise in minimum wages and continuing low unemployment rates can partly compensate the pressure that the persistent inflation and high interest rates generate on disposable income. Consumer resilience will depend on the balance between all these variables in the three countries where we operate. In Poland, consumer price sensitivity has increased in 2023. Biedronka is living up to its brand promise by prioritizing low prices, ensuring consumer preference, protecting sales growth, and limiting potential trading-down effects. To get closer to its customers and improve the shopping experience, Biedronka plans to add 130-150 locations to its store network and remodel c.350 stores in the full year, seizing available opportunities. In 2023, Hebe is focusing its growth effort on the e-commerce channel through which international sales in the Czechia and Slovakia are expected to progressively gain relevance. The banner continues to pursue an omnichannel approach, maintaining its pace of openings (c.30 stores). In Portugal, the challenges posed by lower consumer demand and trading-down trends will likely continue in H2 23. Tourism is expected to remain the main growth engine for the HoReCa sector. Pingo Doce is investing in intensifying its promotional dynamics and maintaining a low-price policy. In addition, the Company is accelerating its refurbishment programme to roll out its food store model for the future. Taking advantage of the banner's competitive advantages, this new store should enhance Pingo Doce's differentiation factors: perishables, private brand, and meal solutions. The Company plans to remodel up to 60 stores and open c.10 new locations. Recheio will continue to invest in reinforcing its competitive positioning in the HoReCa channel and Traditional Retail by expanding the Amanhecer network, where it already works with more than 500 partners. In Colombia, we are witnessing further deterioration of household purchasing power already weakened by a severe pandemic crisis followed by two years of very high food inflation. In this context, Ara will remain firm in its commitment to low prices, focused on reinforcing its presence in the country, and committed to being the preferred neighbourhood store of Colombian families. The expansion of the store network will continue to be a priority in 2023. The banner plans to add more than 200 new locations, maintaining its long-term vision regarding the market potential and the fit of its business model to the existing opportunities. Despite recognizing that these are demanding times, we are confident in our Companies' ability and motivation to continue to grow in sales and number of stores while at the same time improving efficiency to protect profitability. Because of cost inflation, the focus on increasing sales volumes and EBITDA will continue to pressure the EBITDA margin as a percentage of sales. In accordance with our long-term goals, investment continues to be a priority. Our capex programme is expected to be in line with 2022: c.1 billion euros (c.45% of which in Poland). Lisbon, 25 July 2023 The Board of Directors Management Report 8 Jerónimo Martins | R&A First Half 2023 5. Management Report Appendix 5.1. The impact of IFRS 16 on Financial Statements Income Statement by Functions IFRS16 Excl. IFRS16 (€ Million) H1 23 H1 22 H1 23 H1 22 Net Sales and Services 14,513 11,883 14,513 11,883 Cost of Sales -11,543 -9,377 -11,543 -9,377 Gross Profit 2,970 2,507 2,970 2,507 Distribution Costs -2,146 -1,843 -2,211 -1,894 Administrative Costs -248 -198 -249 -199 Other Operating Profits/Losses -18 -25 -18 -25 Operating Profit 558 441 492 389 Net Financial Costs -78 -85 -14 -12 Gains/Losses in Other Investments 0 0 0 0 Profit Before Taxes 480 356 478 377 Income Tax -117 -85 -116 -89 Profit Before Non Controlling Interests 363 270 362 288 Non-Controlling Interests -7 -9 -8 -10 Net Profit Attributable to JM 356 261 354 278 Income Statement (Management View) (Excl. IFRS16) (Excl. IFRS16) (€ Million) H1 23 H1 22 D Q2 23 Q2 22 D Net Sales and Services 14,513 11,883 22.1% 7,709 6,370 21.0% Gross Profit 2,970 20.5% 2,507 21.1% 18.5% 1,556 20.2% 1,323 20.8% 17.7% Operating Costs -2,212 -15.2% -1,871 -15.7% 18.2% -1,126 -14.6% -953 -15.0% 18.1% EBITDA 758 5.2% 635 5.3% 19.3% 431 5.6% 370 5.8% 16.4% Depreciation -248 -1.7% -222 -1.9% 11.9% -128 -1.7% -112 -1.8% 14.4% EBIT 510 3.5% 414 3.5% 23.3% 303 3.9% 258 4.1% 17.2% Net Financial Costs -14 -0.1% -12 -0.1% 17.1% -10 -0.1% -3 0.0% n.a. Other Profits/Losses -18 -0.1% -25 -0.2% n.a. -12 -0.2% -12 -0.2% n.a. EBT 478 3.3% 377 3.2% 26.8% 280 3.6% 243 3.8% 15.5% Income Tax -116 -0.8% -89 -0.7% 31.3% -66 -0.9% -55 -0.9% 18.5% Net Profit 362 2.5% 288 2.4% 25.4% 215 2.8% 188 2.9% 14.6% Non-Controlling Interests -8 -0.1% -10 -0.1% -18.5% -5 -0.1% -5 -0.1% 0.2% Net Profit Attributable to JM 354 2.4% 278 2.3% 27.0% 209 2.7% 182 2.9% 15.0% EPS (€) 0.56 0.44 27.0% 0.33 0.29 15.0% EPS without Other Profits/Losses (€) 0.59 0.47 23.6% 0.35 0.30 15.3% Balance Sheet (Excl. IFRS16) (€ Million) H1 23 2022 H1 22 Net Goodwill 628 613 612 Net Fixed Assets 4,994 4,589 4,207 Total Working Capital -3,703 -3,832 -3,170 Others 144 132 158 Invested Capital 2,062 1,501 1,807 Total Borrowings 612 470 470 Financial Leases 92 82 38 Accrued Interest 8 14 1 Cash and Cash Equivalents -1,434 -1,802 -1,101 Net Debt -721 -1,236 -593 Non-Controlling Interests 256 265 255 Share Capital 629 629 629 Reserves and Retained Earnings 1,899 1,843 1,516 Shareholders Funds 2,784 2,737 2,400 Management Report 9 Jerónimo Martins | R&A First Half 2023 Cash Flow (Excl. IFRS16) (€ Million) H1 23 H1 22 EBITDA 758 635 Interest Payment -5 -10 Other Financial Items 0 0 Income Tax -123 -106 Funds From Operations 630 520 Capex Payment -495 -405 Change in Working Capital -244 5 Others -18 -23 Cash Flow -127 97 EBITDA Breakdown IFRS16 Excl. IFRS16 (€ Million) H1 23 Mg H1 22 Mg H1 23 Mg H1 22 Mg Biedronka 872 8.5% 721 8.7% 703 6.8% 574 6.9% Hebe 14 6.8% 10 6.3% 0 0.1% -2 n.a. Pingo Doce 129 5.7% 120 5.8% 95 4.2% 87 4.2% Recheio 32 5.1% 24 4.6% 29 4.6% 21 4.1% Ara 18 1.7% 26 3.1% -7 n.a. 5 0.6% Others & Cons. Adjustments -61 n.a. -49 n.a. -62 n.a. -51 n.a. JM Consolidated 1,005 6.9% 851 7.2% 758 5.2% 635 5.3% Financial Results IFRS16 Excl. IFRS16 (€ Million) H1 23 H1 22 H1 23 H1 22 Net Interest -2 -7 -2 -7 Interests on Capitalised Operating Leases -82 -67 - - Exchange Differences 11 -7 -6 -1 Others -5 -3 -5 -3 Net Financial Costs -78 -85 -14 -12 5.2. Sales Detail H1 23 H1 22 D% Q2 23 Q2 22 D% (€ Million) % total % total excl. FX Euro % total % total excl. FX Euro Biedronka 10,316 71.1% 8,289 69.8% 24.0% 24.5% 5,475 71.0% 4,446 69.8% 20.4% 23.1% Hebe 208 1.4% 163 1.4% 27.5% 27.9% 115 1.5% 91 1.4% 24.0% 26.7% Pingo Doce 2,265 15.6% 2,086 17.6% 8.6% 1,188 15.4% 1,102 17.3% 7.8% Recheio 632 4.4% 513 4.3% 23.2% 337 4.4% 285 4.5% 18.3% Ara 1,084 7.5% 824 6.9% 52.4% 31.6% 590 7.7% 442 6.9% 53.9% 33.4% Others & Cons. Adjustments 8 0.1% 9 0.1% n.a. 4 0.1% 5 0.1% n.a. Total JM 14,513 100% 11,883 100% 23.3% 22.1% 7,709 100% 6,370 100% 20.4% 21.0% Management Report 10 Jerónimo Martins | R&A First Half 2023 Sales Growth Total Sales Growth LFL Growth Q1 23 Q2 23 H1 23 Q1 23 Q2 23 H1 23 Biedronka Euro 26.0% 23.1% 24.5% PLN 28.3% 20.4% 24.0% 24.5% 17.0% 20.5% Hebe Euro 29.5% 26.7% 27.9% PLN 31.9% 24.0% 27.5% 22.6% 14.2% 17.9% Pingo Doce 9.4% 7.8% 8.6% 8.0% 7.2% 7.6% Excl. Fuel 9.9% 8.6% 9.2% 8.4% 8.0% 8.2% Recheio 29.2% 18.3% 23.2% 27.1% 16.4% 21.2% Ara Euro 29.4% 33.4% 31.6% COP 50.8% 53.9% 52.4% 18.9% 17.4% 18.1% Total JM Euro 23.4% 21.0% 22.1% Excl. FX 26.5% 20.4% 23.3% 21.2% 15.2% 18.0% 5.3. Stores Network Openings Closings Number of Stores 2022 H1 23 H1 22 Q1 23 Q2 23 H1 23 Biedronka * 3,395 17 33 13 3,432 3,283 Hebe 315 2 10 4 323 296 Pingo Doce 472 2 4 1 477 467 Recheio 43 0 0 0 43 42 Ara 1,093 64 46 2 1,201 875 Closings Openings Sales Area (sqm) 2022 Remodellings H1 23 H1 22 Q1 23 Q2 23 H1 23 Biedronka * 2,373,630 12,323 23,827 -6,404 2,416,183 2,274,914 Hebe 81,068 485 2,351 1,035 82,869 76,356 Pingo Doce 551,250 1,413 4,164 -2,233 559,060 540,400 Recheio 139,381 0 0 1,504 137,877 134,321 Ara 376,242 21,672 15,996 710 413,200 298,280 * Excluding the stores and selling area related to 14 Micro Fulfilment Centres (MFC) to supply Biek's operation (ultra- fast delivery) 5.4. Working Capital IFRS16 Excl. IFRS16 (€ Million) H1 23 H1 22 H1 23 H1 22 Inventories 1,676 1,295 1,676 1,295 in days of sales 21 20 21 20 Customers 47 37 47 37 in days of sales 1 1 1 1 1 Suppliers -4,212 -3,569 -4,212 -3,569 1 in days of sales -53 -54 -53 -54 1 Others -1,220 -937 -1,215 -933 Total Working Capital -3,708 -3,175 -3,703 -3,170 in days of sales -46 -48 -46 -48 1 Restated Management Report 11 Jerónimo Martins | R&A First Half 2023 5.5. Total Borrowings and Financial Leases (€ Million) H1 23 H1 22 Long Term Borrowings / Financial leases 309 309 as % of Total 43.9% 60.9% Average Maturity (years) 3.5 3.7 Short Term Borrowings / Financial leases 395 198 as % of Total 56.1% 39.1% Total Borrowings / Financial leases 705 507 Average Maturity (years) 1.7 2.4 % Total Borrowings / Financial leases in Euros 6.8% 0.8% % Total Borrowings / Financial leases in Zlotys 27.0% 37.5% % Total Borrowings / Financial leases in Colombian Pesos 66.3% 61.7% 5.6. Definitions Like For Like (LFL) sales: sales made by stores that operated under the same conditions in the two periods. Excludes stores opened or closed in one of the two periods. Sales of stores that underwent profound remodelling are excluded for the remodelling period (store closure). Management Report 12 Jerónimo Martins | R&A First Half 2023 6. Reconciliation Note (Following ESMA guidelines on Alternative Performance Measures from October 2015) Income Statement Consolidated Income Statement by Functions Income Statement (in Consolidated Financial Statements) (page 6) First Half 2023 Net Sales and Services Net sales and services Gross Profit Gross profit Includes headings of Distribution costs; and Administrative costs; excluding Operating Costs €-429 million related with Depreciations and amortisations (note 3 - Segments Reporting) EBITDA Depreciation Value reflected in the note 3 - Segments Reporting EBIT Net Financial Costs Net financial costs Includes headings of Other operating profits/losses; Gains/Losses in Other Profits/Losses disposal of business (when applicable) and Gains/Losses in other investments (when applicable) EBT Profit before taxes Income Tax Income tax Net Profit Profit before non-controlling interests Non-Controlling Interests Non-Controlling interests Net Profit Attributable to JM Net profit attributable to Jerónimo Martins Shareholders Management Report 13 Jerónimo Martins | R&A First Half 2023 Balance Sheet Balance Sheet Consolidated Balance Sheet at 30 June 2023 (Page 7) (in Consolidated Financial Statements) Net Goodwill Amount reflected in the heading of Intangible assets Includes the headings Tangible and Intangible assets (excluding the Net Net Fixed Assets goodwill of €628 million); and adding the Financial leases (€115 million) Includes the heading of Net rights of use excluding the Financial leases (€115 Net Rights of Use (RoU) million) Includes the headings Current trade debtors, accrued income and deferred costs; Inventories; Biological assets; Trade creditors, accrued costs and deferred income; Employee benefits; and also, €-68 million related to 'Others' Total Working Capital due to its operational nature. Excludes €77 million of short-term investments that do not qualify as cash equivalents (note 9 - Debtors, accruals and deferrals); €-5 million related with Interest accruals and deferrals heading (note 15 - Net financial debt) Includes the headings Investment property; Investments in joint ventures and associates; Other financial investments; Non-Current trade debtors; Accrued Others income and Deferred costs; Deferred tax assets and liabilities; Income tax receivable and payable; Provisions for risks and contingencies. Excludes €-68 million related to ‘Others’ due to its operational nature Invested Capital Total Borrowings Includes the heading Borrowings current and non-current Includes the heading of Financial leases (2023: €92 million; 2022: €82 million) Financial Leases according with IAS 17 in place before IFRS16 adoption Amount in the heading of Lease liabilities current and non-current, excluding Capitalised Operating Leases Financial leases (heading above) Includes the headings Derivative financial instruments and €-5 million related Accrued Interest with Interest accruals and deferrals (note 15 - Financial net debt) Includes the heading Cash and cash equivalents and €77 million of Short- Cash and Cash Equivalents term investments that do not qualify as cash equivalents, under accounting standards (IAS 7), (note 9 - Debtors, accruals and deferrals) Net Debt Non-Controlling Interests Non-Controlling interests Share Capital Share capital Includes the heading Share premium, Own shares, Other reserves and Reserves and Retained Earnings Retained earnings Shareholders’ Funds Management Report 14 Jerónimo Martins | R&A First Half 2023 Cash Flow Consolidated Cash Flow Statement Cash Flow (in Consolidated Financial Statements) (page 7) First Half 2023 Includes the headings Cash generated from operations before changes in working capital, including headings which did not generate cash flow, EBITDA and excluding profit and losses that do not have operational nature (€19 million) Included in the heading Leases paid, excluding €5 million related with the Capitalised Operating Leases Payment payment of financial leases according with previous accounting standards Includes the headings of Loans interest paid, Leases interest paid and Interest Payment Interest received Income Tax Income tax paid Funds from Operations Includes the headings Disposal of tangible and intangible assets; Disposal of financial and investment property; Acquisition of tangible and intangible assets; Acquisition of financial investments and investment Capex Payment property. It also includes acquisitions of tangible assets classified as finance leases under previous accounting standards (€-14 million) Includes Changes in working capital added from headings which did not Change in Working Capital generate cash flow Includes the headings Disposal of business (when applicable); and Profit Others and losses which generated cash flow, although not having operational nature (€-19 million) Corresponds to the Net change in cash and cash equivalents, deducted from Dividends paid and received; Net change in loans; and Net change in Short-term investments that do not qualify as cash. It also includes Cash Flow acquisitions of tangible assets classified as finance leases (€-14 million) and deducted from the payment of financial leases (€5 million), both according with previous accounting standards 7. Information Regarding Individual Financial Statements In accordance with number 5 of article 10 of the Regulation number 5/2008 of the Portuguese Securities Market Commission (CMVM), the first half Individual Financial Statements of Jerónimo Martins SGPS, S.A. are not disclosed as they do not include additional relevant information, compared to the one presented in this report. Management Report 15 Jerónimo Martins | R&A First Half 2023 II – Condensed Consolidated Financial Statements 1. Consolidated Financial Statements CONSOLIDATED INCOME STATEMENT BY FUNCTIONS 17 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 17 CONSOLIDATED BALANCE SHEET 18 CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY 19 CONSOLIDATED CASH FLOW STATEMENT 20 Index to the Notes to the Consolidated Financial Statements Page 1. Activity 21 2. Accounting policies 21 3. Segments reporting 22 4. Operating costs by nature 23 5. Net financial costs 24 6. Income tax recognised in the income statement 24 7. Tangible assets, intangible assets, investment property and right-of-use assets 25 8. Derivative financial instruments 25 9. Trade debtors, accrued income and deferred costs 25 10. Cash and cash equivalents 26 11. Dividends 26 12. Basic and diluted earnings per share 26 13. Borrowings 26 14. Lease liabilities 26 15. Financial net debt 27 16. Provisions and employee benefits 27 17. Trade creditors, accrued costs and deferred income 27 18. Contingencies 27 19. Capital commitments 28 20. Related parties 29 21. Events after the balance sheet date 29 Consolidated Financial Statements 16 Jerónimo Martins | R&A First Half 2023 CONSOLIDATED INCOME STATEMENT BY FUNCTIONS For the periods ended 30 June 2023 and 2022 € Million June June 2nd Quarter 2nd Quarter Notes 2023 2022 2023 2022 Sales and services rendered 3 14,513 11,883 7,709 6,370 Cost of sales 4 (11,543) (9,377) (6,153) (5,047) Gross profit 2,970 2,507 1,556 1,323 Distribution costs 4 (2,146) (1,843) (1,101) (941) Administrative costs 4 (248) (198) (119) (97) Other operating profits/losses 4.1 (18) (25) (12) (12) Operating profit 558 441 325 272 Net financial costs 5 (78) (85) (36) (40) Profit before taxes 480 356 288 232 Income tax 6 (117) (85) (67) (54) Profit before non-controlling interests 363 270 221 178 Attributable to: Non-controlling interests 7 9 5 5 Jerónimo Martins Shareholders 356 261 217 173 Basic and diluted earnings per share - euros 12 0.5671 0.4159 0.3445 0.2760 To be read with the attached notes to the consolidated financial statements. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the periods ended 30 June 2023 and 2022 € Million June June 2nd Quarter 2nd Quarter 2023 2022 2023 2022 Net profit 363 270 221 178 Other comprehensive income: Change in fair value of equity instruments (2) 1 (1) 1 Items that will not be reclassified to profit or loss (2) 1 (1) 1 Currency translation differences 59 (18) 54 (6) Change in fair value of cash flow hedges (2) - (1) - Change in fair value of hedging instruments on foreign operations (20) (16) (15) (2) Related tax 4 (1) 4 (-) Items that may be reclassified to profit or loss 41 (35) 42 (8) Other comprehensive income, net of income tax 39 (34) 41 (7) Total comprehensive income 403 236 263 172 Attributable to: Non-controlling interests 7 9 5 5 Jerónimo Martins Shareholders 396 227 258 167 Total comprehensive income 403 236 263 172 To be read with the attached notes to the consolidated financial statements. Consolidated Financial Statements 17 Jerónimo Martins | R&A First Half 2023 CONSOLIDATED BALANCE SHEET As at 30 June 2023 and 31 December 2022 € Million June December Notes 2023 2022 Assets Tangible assets 7 4,726 4,340 Intangible assets 7 781 755 Investment property 7 9 9 Right-of-use assets 7 2,983 2,526 Biological assets 7 6 Investments in joint ventures and associates 17 16 Other financial investments 15 17 Trade debtors, accrued income and deferred costs 9 59 58 Deferred tax assets 203 201 Total non-current assets 8,801 7,928 Inventories 1,654 1,493 Biological assets 16 12 Income tax receivable 48 35 Trade debtors, accrued income and deferred costs 9 699 593 Derivative financial instruments 8 3 2 Cash and cash equivalents 10 1,357 1,781 Total current assets 3,776 3,917 Total assets 12,577 11,845 Shareholders’ equity and liabilities Share capital 629 629 Share premium 22 22 Own shares (6) (6) Other reserves (144) (183) Retained earnings 1,880 1,869 2,381 2,331 Non-controlling interests 244 254 Total shareholders’ equity 2,625 2,585 Borrowings 13 229 238 Lease liabilities 14 2,646 2,248 Trade creditors, accrued costs and deferred income 17 4 4 Derivative financial instruments 8 - 5 Employee benefits 16 74 69 Provisions for risks and contingencies 16 102 82 Deferred tax liabilities 84 90 Total non-current liabilities 3,138 2,735 Borrowings 13 384 232 Lease liabilities 14 497 430 Trade creditors, accrued costs and deferred income 17 5,866 5,799 Derivative financial instruments 8 6 9 Income tax payable 61 55 Total current liabilities 6,815 6,525 Total shareholders’ equity and liabilities 12,577 11,845 To be read with the attached notes to the consolidated financial statements Consolidated Financial Statements 18 Jerónimo Martins | R&A First Half 2023 CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY For the periods ended 30 June 2023 and 2022 € Million Shareholders’ equity attributable to Shareholders of Jerónimo Martins, SGPS, S.A. Other reserves Non- Shareholder controlling Share Share Own Fair Value Retained s’ equity Cash Currency Total interests capital premium shares of earnings flow translation financial hedge reserves assets Balance Sheet as at 1 January 2022 629 22 (6) - - (140) 1,773 2,278 254 2,532 Equity changes in 2022 Currency translation differences ‐ ‐ ‐ ‐ ‐ (19) ‐ (19) ‐ (19) Change in fair value of hedging instruments on foreign ‐ ‐ ‐ ‐ ‐ (16) ‐ (16) ‐ (16) operations Change in fair value of equity instruments ‐ ‐ ‐ ‐ 1 ‐ ‐ 1 ‐ 1 Other comprehensive income - - - ‐ 1 (35) - (34) - (34) Net profit ‐ ‐ ‐ ‐ ‐ ‐ 261 261 9 270 Total comprehensive income - - - ‐ 1 (35) 261 227 9 236 Dividends ‐ ‐ ‐ ‐ ‐ ‐ (493) (493) (17) (511) Balance Sheet as at 30 June 2022 629 22 (6) ‐ 1 (175) 1,541 2,012 245 2,258 , Balance Sheet as at 1 January 2023 629 22 (6) ‐ (2) (182) 1,869 2,331 254 2,585 Equity changes in 2023 Currency translation differences ‐ ‐ ‐ ‐ ‐ 63 ‐ 63 ‐ 63 Change in fair value of cash flow hedging (2) (2) (2) Change in fair value of hedging instruments on foreign ‐ ‐ ‐ ‐ ‐ (20) ‐ (20) ‐ (20) operations Change in fair value of equity instruments ‐ ‐ ‐ ‐ (2) ‐ ‐ (2) ‐ (2) Other comprehensive income - - - (2) (2) 43 - 39 ‐ 39 Net profit ‐ ‐ ‐ ‐ ‐ ‐ 356 356 7 363 Total comprehensive income - - - (2) (2) 43 356 396 7 403 Dividends (note 11) ‐ ‐ ‐ ‐ ‐ ‐ (346) (346) (17) (363) Balance Sheet as at 30 June 2023 629 22 (6) (2) (4) (139) 1,880 2,381 244 2,625 To be read with the attached notes to the consolidated financial statements Consolidated Financial Statements 19 Jerónimo Martins | R&A First Half 2023 CONSOLIDATED CASH FLOW STATEMENT For the periods ended 30 June 2023 and 2022 € Million June June Notes 2023 2022 Net results 356 261 Adjustments for: Non-controlling interests 7 9 Income tax 117 85 Depreciations and amortisations 429 385 Net financial costs 78 85 Gains/losses on derivatives instruments at fair value (5) ‐ Gains/losses in tangible, intangible and right-of-use assets 5 1 Operating cash flow before changes in working capital 986 827 Changes in working capital: Inventories (92) (187) Trade debtors, accrued income and deferred costs 5 3 Trade creditors, accrued costs and deferred income (174) 181 Provisions and employee benefits 19 8 Cash generated from operations 743 833 Income taxes paid (123) (106) Cash flow from operating activities 620 727 Investment activities Disposals of tangible and intangible assets 2 6 Interest received 20 3 Acquisition of tangible and intangible assets (481) (374) Acquisition of other financial investments and investment property (-) (17) Acquisition of businesses, net of cash acquired (2) (1) Short-term investments that don't qualify as cash equivalents 9 (53) (9) Cash flow from investment activities (515) (392) Financing activities Loans interest paid (24) (12) Leases interest paid 5 (83) (68) Net change in loans 13 89 (2) Leases paid 14 (170) (151) Dividends paid 11 (363) (511) Cash flow from financing activities (551) (744) Net changes in cash and cash equivalents (445) (409) Cash and cash equivalents changes Cash and cash equivalents at the beginning of the year 1,781 1,494 Net changes in cash and cash equivalents (445) (409) Effect of currency translation differences 21 (26) Cash and cash equivalents at the end of June 10 1,357 1,060 To be read with the attached notes to the consolidated financial statements. *The amounts presented in 2020 in Provisions and other operating gains and losses are no longer adjusted to the Net results and are now included in Changes in working capital € Million June June 2nd Quarter 2nd Quarter 2023 2022 2023 2022 Cash Flow from operating activities 620 727 470 624 Cash Flow from investment activities (515) (392) (257) (206) Cash Flow from financing activities (551) (744) (423) (601) Cash and cash equivalents changes (445) (409) (210) (183) The amounts presented for quarters are not audited. Consolidated Financial Statements 20 Jerónimo Martins | R&A First Half 2023 1. Activity Jerónimo Martins, SGPS, S.A. (JMH), is the parent Company of Jerónimo Martins (Group) and has its head office in Lisbon. The Group operates in the food area, particularly in the distribution and retail sale, with operations in Portugal, Poland, and Colombia. Head Office: Rua Actor António Silva, n.º 7, 1649-033 Lisboa, Portugal. Share Capital: 629,293,220 euros. Registered at the Commercial Registry Office and Tax Number: 500 100 144. JMH has been listed on the Euronext Lisbon since 1989. The Board of Directors approved these Consolidated Financial Statements on 25 July 2023. 2. Accounting policies 2.1. Basis for preparation All amounts are shown in million euros (€ million) unless otherwise stated. Due to rounding’s, the arithmetic result of the numbers shown in the plots may not exactly match the totals. The amounts presented for quarters and the corresponding changes are not audited. JMH condensed consolidated financial statements were prepared in accordance with the interim financial reporting standard (IAS 34), and all other International Financial Reporting Standards (IFRS) issued by International Accounting Standards Board (IASB) and with the interpretations of the International Financial Reporting Interpretations Committee (IFRIC) as adopted by the European Union (EU). The JMH consolidated financial statements were prepared in accordance with the same standards and accounting policies adopted by the Group in the preparation of the annual financial statements, except for the adoption of new standards, amendments and interpretations, effective as of 1 January 2023, and essentially including an explanation of the events and relevant changes for the understanding of variations in the financial position and Group performance since the last annual report. Thus, the accounting policies as well as some of the notes from the 2022 annual report are omitted because no changes occurred, or they are not materially relevant for the understanding of the interim financial statements. As mentioned in the Consolidated Financial Statements chapter of the 2022 Annual Report, point 28 - Financial risks, the Group, as a result of its normal activity, is exposed to several risks which are monitored and mitigated throughout the year. During the first semester of 2023, there was no material changes in addition to the notes detailed below, that could significantly change the assessment of the risks that the Group is exposed to. Change in accounting policies and basis for preparation: 2.1.1. New standards, amendments and interpretations adopted by the Group Between November 2021 and September 2022, the EU issued the following Regulations, which were adopted by the Group with effect from 1 January 2023: EU Regulation IASB Standard or IFRIC Interpretation Issued in Mandatory for endorsed by EU financial years beginning on or after May 2017 and Regulation no. 2036/2021 IFRS 17 Insurance Contracts (new) 1 January 2023 June 2020 IAS 1 Presentation of Financial Statements: Disclosure of Accounting policies (amendments) Regulation no. 357/2022 February 2021 1 January 2023 IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates (amendments) IAS 12 Income Taxes: Deferred Tax related to Assets and Regulation no. 1392/2022 May 2021 1 January 2023 Liabilities arising from a single transaction (amendments) IFRS 17 Insurance Contracts: Initial Application of IFRS 17 December Regulation no. 1491/2022 Insurance Contracts and IFRS 9 Financial Instruments – 1 January 2023 2021 Comparative Information (amendments) The Group adopted the above standard and amendments, with no significant impact on its Consolidated Financial Statements. Consolidated Financial Statements 21 Jerónimo Martins | R&A First Half 2023 2.1.2. New standards, amendments and interpretations endorsed by EU but not effective for the financial year beginning 1 January 2023 and not early adopted During the first semester of 2023, the EU did not issue any Regulation regarding the endorsement of new standards, amendments or interpretations that have not yet been implemented by the Group. 2.1.3. New standards, amendments and interpretations issued by IASB and IFRIC, but not yet endorsed by EU IASB issued in May 2023 the following amendments that are still pending endorsement by the EU: IASB Standard or IFRIC Interpretation Issued in Expected application for financial years beginning on or after IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier May 2023 1 January 2024 Finance Arrangements (amendments) IAS 12 Income taxes: International Tax Reform – Pillar Two Model Rules May 2023 1 January 2024 (amendments) The Management is currently evaluating the impact of adopting these amendments to standards already in place, and so far, does not expect a significant impact on the Group’s Consolidated Financial Statements. 2.1.4. Change of accounting policies Except as disclosed above, the Group has not changed its accounting policies during the first semester of 2023, nor were identified errors regarding previous years, which compel the restatement of the Consolidated Financial Statements. 2.2. Transactions in foreign currencies Transactions in foreign currencies are translated into the functional currency (euro) at the exchange rate prevailing on the transaction date. At the balance sheet date, monetary assets and liabilities expressed in foreign currencies are translated at the exchange rate prevailing on that date, and exchange differences arising from this conversion are recognised in the income statement. When qualifying as cash flow hedges or hedges on investments in foreign subsidiaries or when classified as other financial investments, which are equity instruments, the exchange differences are deferred in equity. The main exchange rates applied on the balance sheet date are those listed below: Euro foreign exchange reference rates (x foreign exchange units per 1 euro) Polish Zloty Colombian Peso (PLN) (COP) Rate at 30 June 2023 4.4388 4,554.2400 Average rate for the period 4.6202 4,945.7200 Rate at 30 June 2022 4.6904 4,287.2000 Average rate for the period 4.6367 4,269.5000 3. Segments reporting Segment information is presented in accordance with internal reporting to Management. Based on this report, the Management evaluates the performance of each segment and allocates the available resources. The identified operating segments are: ▪ Portugal Retail: comprises the business unit of JMR (Pingo Doce supermarkets); ▪ Portugal Cash & Carry: includes the business unit Recheio (Wholesale operation of cash & carry and foodservice); ▪ Poland Retail: the business unit which operates under Biedronka banner; ▪ Colombia Retail: the business unit which operates under Ara banner; ▪ Others, eliminations and adjustments: includes i. business units with reduced materiality (Coffee Shops, Chocolate Stores and Agribusiness in Portugal, and Health and Beauty Retail in Poland); ii. the Holding Companies; and iii. Group’s consolidation adjustments. Consolidated Financial Statements 22 Jerónimo Martins | R&A First Half 2023 Detailed information by operating segments as at June 2023 and 2022 Others, Portugal Cash & eliminations Total JM Portugal Retail Poland Retail Colombia Retail Carry and Consolidated adjustments 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 Net sales and services 2,565 2,328 632 513 10,316 8,289 1,084 824 (84) (71) 14,513 11,883 Inter-segments 300 242 4 3 ‐ ‐ ‐ ‐ (303) (245) ‐ ‐ External customers 2,265 2,086 628 510 10,316 8,289 1,084 824 219 174 14,513 11,883 Operational cash flow (EBITDA) 129 120 32 24 872 721 18 26 (47) (39) 1,005 851 Depreciations and amortisations (88) (78) (11) (10) (265) (244) (36) (30) (28) (23) (429) (385) Earnings before interest and taxes (EBIT) 41 43 21 13 606 476 (17) (5) (75) (62) 576 466 Other operating profits/losses (18) (25) Financial results and gains in investments (78) (85) Income tax (117) (85) Minority interests (7) (9) Net result attributable to JM 356 261 Total assets (1) 2,444 2,486 529 510 7,227 7,060 1,386 1,047 990 743 12,577 11,845 Total liabilities (1) 1,947 1,969 520 491 6,175 5,800 1,372 1,026 (62) (26) 9,952 9,260 Investments in tangible and intangible assets 101 79 13 16 182 141 127 34 20 10 443 281 (1) The comparative report is 31 December of 2022 Reconciliation between EBIT and operating profit 2023 2022 EBIT 576 466 Other operating profits/losses (18) (25) Operational result 558 441 4. Operating costs by nature Jun 2023 Jun 2022 Cost of goods sold and materials consumed (11,382) (9,246) Changes in inventories of finished goods and work in progress 18 6 Net cash discount and interest paid to suppliers 28 26 Electronic payment commissions (36) (29) Other supplementary costs (150) (120) Supplies and services (547) (460) Advertising costs (62) (54) Rents (15) (10) Staff costs (1,202) (1,024) Transportation costs (154) (146) Depreciation and amortisation of tangibles and intangibles assets (241) (219) Depreciation of right-of-use assets (187) (167) Profit/loss with tangible and intangible assets (6) (2) Profit/loss with right-of-use assets 1 1 Other natures of profit/loss (18) - Total (13,955) (11,443) Consolidated Financial Statements 23 Jerónimo Martins | R&A First Half 2023 4.1. Other operating profits/losses Operating costs by nature include the following other operating losses and gains considered material, which are excluded from the Group's performance indicators, to assure a better comparability between financial periods: Jun 2023 Jun 2022 Solidarity measures with Ukraine and other donations (-) (11) Increase of provisions for legal contingencies (13) (7) Costs with organizational restructuring programmes (8) (6) Assets write-offs and gains/losses in sale of tangible assets (2) (-) Fair value of energy price fixing derivative instruments 5 ‐ Total (18) (25) 5. Net financial costs Jun 2023 Jun 2022 Loans interest expense (22) (10) Leases interest expense (83) (68) Interest received 21 3 Net foreign exchange (6) (1) Net foreign exchange on leases 18 (6) Other financial gains and losses (5) (3) Total (78) (85) Interest expense includes the interest on loans measured at amortised cost. Exchange differences on Net foreign exchange on leases refer to the exchange rate update, reported on 30 June, on the euro-denominated lease contracts of the subsidiaries Jeronimo Martins Polska, SA (JMP or Biedronka) and Jeronimo Martins Drogerie i Farmacja Sp.zo.o. (JMDiF or Hebe), compared to the amount recognised at the end of the previous year (31 December). Other financial gains and losses include costs with debt issued by the Group, recognised in results through effective interest method. 6. Income tax recognised in the income statement Jun 2023 Jun 2022 Current income tax Current tax of the year (127) (85) Adjustment to prior year estimation 8 3 Total (118) (82) Deferred tax Temporary differences created and reversed 7 (5) Change to the recoverable amount of tax losses and temporary differences from previous years (3) (2) Total 3 (7) Other gains/losses related to tax Impact of changes in estimates for tax litigations (2) 4 Total (2) 4 Total income tax (117) (85) In 2023 and 2022, the Corporate Income Tax rate (CIT) applied to companies operating in Portugal was 21%. For companies with a positive tax result, there is a surcharge of 1.5% regarding municipal tax, and an additional state tax that varies between 3%, 5% and 9%, for taxable profits higher than €1.5 million, €7.5 million and €35 million, respectively. Additionally, in 2022, a temporary solidarity contribution on the food distribution sector (CST Food Distribution) was approved, applicable to companies that carry out food retail activities in Portugal, with the indication that it is intended to tackle the inflationary phenomenon. The CST Food Distribution corresponds to an additional rate of 33% on the taxable income that exceeds 20% of the average taxable income for the reference period (2018–2021). In accordance with the legislation in force, its application will be limited to the years 2022 and 2023. In Poland, for 2023 and 2022, the income tax rate applied to taxable income was 19%. In Colombia, the income tax rate was 35% in 2023 and 2022. Consolidated Financial Statements 24 Jerónimo Martins | R&A First Half 2023 7. Tangible assets, intangible assets, investment property and right-of-use assets Tangible Intangible Investment Right-of-use Total assets assets property assets Net value at 31 December 2022 4,340 755 9 2,526 7,630 Foreign exchange differences 196 22 ‐ 144 362 Increases 433 11 ‐ 114 557 Contracts update ‐ ‐ ‐ 396 396 Disposals and write-offs (7) (-) ‐ (-) (7) Contracts cancellation ‐ ‐ ‐ (11) (11) Depreciation, amortisation and impairment losses (235) (6) ‐ (187) (429) Net value at 30 June 2023 4,726 781 9 2,983 8,499 The increase in tangible assets correspond to the Group's investments in new stores and distribution centres and remodelling of the existing stores. Net value of intangible assets at 30 June 2023 include Goodwill in the amount of €628 million. Due to currency translation adjustment of the assets in the Group’s businesses reported in foreign currency, the net amount of tangible and intangible assets and right-of-use assets increased €362 million, which includes an increase of €15 million related to Goodwill from businesses in Poland. 8. Derivative financial instruments Jun 2023 Dec 2022 Notional Assets Liabilities Notional Assets Liabilities Non- Non- Non- Non- Current Current Current Current current current current current Derivatives held for trading Currency forwards - stock purchase (COP/EUR) 1.8 million EUR - - 0 - 1.5 million EUR 0 - 0 - Currency forwards - stock purchase (COP/USD) 2,3 million USD - - 0 - 1 million USD 0 - 0 - Currency forwards - stock purchase (EUR/USD) - - - - - 0.05 million USD - - - - Currency forwards - stock purchase (PLN/USD) 5.2 million EUR - - 0 - - - - - - Currency forwards - treasury applications (PLN/EUR) 49.9 million EUR 3 - 0 - 99.7 million EUR 2 - 0 - Commodities swap - energy purchase (PLN/EUR) n.a. - - - 0 n.a. - - - 5 Cash flow hedging derivatives Currency forwards - stock purchase (PLN/USD) 36.1 million USD - - 2 - 47.1 million USD 0 - 0 - Currency forwards - stock purchase (COP/EUR) 0.2 million EUR - - 0 - 2.2 million EUR 0 - 0 - Currency forwards - stock purchase (COP/USD) 1.6 million USD - - 0 - 1.7 million USD 0 - 0 - Foreign operation investments hedging derivatives 1,006 million Currency forwards (PLN) 289 million PLN - - 2 - - - 9 - PLN Total derivatives held for trading 3 - 1 0 2 - 0 5 Total hedging derivatives - - 5 - 0 - 9 - Total assets/liabilities derivatives 3 - 6 0 2 - 9 5 9. Trade debtors, accrued income and deferred costs Jun 2023 Dec 2022 Non-current Other debtors 56 56 Deferred costs 3 3 Total 59 58 Current Commercial customers 67 66 Other debtors 185 152 Other taxes receivable 42 9 Accrued income and deferred costs 328 345 Short-term investments that don't qualify as cash equivalents 77 21 Total 699 593 Consolidated Financial Statements 25 Jerónimo Martins | R&A First Half 2023 10. Cash and cash equivalents Jun 2023 Dec 2022 Bank deposits 265 845 Short-term investments 1,087 932 Cash in hand 4 4 Total 1,357 1,781 11. Dividends Dividends in the amount of €363 million were paid in 2023, to JMH shareholders in the amount of €346 million and to partners with non-controlling interests in the Group companies in the amount of €17 million. 12. Basic and diluted earnings per share Jun 2023 Jun 2022 Ordinary shares issued at the beginning of the year 629,293,220 629,293,220 Own shares at the beginning of the year (859,000) (859,000) Weighted average number of ordinary shares 628,434,220 628,434,220 Diluted net results of the year attributable to ordinary shares 356 261 Basic and diluted earnings per share – Euros 0.5671 0.4159 13. Borrowings The Group has negotiated commercial paper programs in the total amount of €215 million, of which €115 million are committed. The utilizations under these programs are remunerated at the Euribor rate for the respective issue period plus variable spreads and can also be issued on auctions. These programs had no utilizations as of 30 June 2023. Jeronimo Martins Polska SA made a scheduled repayment of a loan in the amount of PLN 50 million. Jeronimo Martins Colombia SAS paid 80,000 million Colombian pesos, around €17 million, related to capital repayments of three medium and long-term loans. Also, during the first half of 2023, Jeronimo Martins Colombia, SAS increased the use of credit lines by 524,750 million Colombian pesos, around €115 million. 13.1. Current and non-current loans Foreign Opening Closing Jun 2023 Cash flows Transfers exchange balance balance difference Non-current loans Bank loans 238 (16) (11) 18 229 Total 238 (16) (11) 18 229 Current loans Bank loans 232 106 11 35 384 Total 232 106 11 35 384 14. Lease liabilities Jun 2023 Current Non current Total Opening balance 430 2,248 2,678 Increases (new contracts) 12 102 114.097 Payments (169) (1) (170) Transfers 140 (140) ‐ Contracts change/ cancel 64 321 385 Foreign exchange difference 21 115 136 Closing balance 497 2,646 3,143 Consolidated Financial Statements 26 Jerónimo Martins | R&A First Half 2023 15. Financial net debt As the Group contracted several foreign exchange rate risk and interest risk hedging operations, as well as short-term investments, the net consolidated financial debt as at the balance sheet date is: Jun 2023 Dec 2022 Non-current loans (note 13.1) 229 238 Current loans (note 13.1) 384 232 Financial lease liabilities - non-current (note 14) 2,646 2,248 Financial lease liabilities - current (note 14) 497 430 Derivative financial instruments (note 8) 3 12 Interest on accruals and deferrals 5 2 Cash and cash equivalents (note 10) (1,357) (1,781) Short-term investments that don't qualify as cash equivalents (note 9) (77) (21) Total 2,330 1,360 16. Provisions and employee benefits Risks and Employee 2023 contingencies benefits Balance as at 1 January 82 69 Set up, reinforced and transfers 18 5 Foreign exchange difference 2 2 Used (-) (2) Balance as at 30 June 102 74 17. Trade creditors, accrued costs and deferred income Jun 2023 Dec 2022 Non-current Other commercial creditors 3 3 Accrued costs and deferred income 1 1 Total 4 4 Current Other commercial creditors 4,577 4,579 Other non-commercial creditors 424 419 Other taxes payables 157 122 Contracts liabilities with customers 19 15 Refunds liabilities to customers 2 1 Accrued costs and deferred income 688 663 Total 5,866 5,799 18. Contingencies Contingent liabilities During the first half of 2023, the following changes occurred to the contingencies mentioned in the 2022 Annual Report: Competition Authorities proceedings: • In Portugal, following search and seizure actions carried out in late 2016 and early 2017 in several entities operating in the food distribution sector, the Portuguese Competition Authority (AdC) determined the opening of several inquiries, in the scope of which it came to issue against suppliers and retailers, including the subsidiary Pingo Doce - Distribuição Alimentar, S.A. (Pingo Doce) ten statements of objections for alleged anti-competitive practices, consisting of price alignment for certain products. At the end of the first half of 2023, Pingo Doce had been notified of decisions issued by AdC regarding all of the above-mentioned proceedings, imposing fines on several retailers and their suppliers. In the case of Pingo Doce these decisions resulted in the imposition of fines in the amount around of €190 million. Pingo Doce totally disagrees with such decisions which it considers to be completely ungrounded. As such, the Company filed the respective appeals before the Competition, Regulation and Supervision Court (“Tribunal da Concorrência, Regulação e Supervisão”). Under the terms of the applicable law, Pingo Doce also requested the awarding of suspensive effect to the appeals, subject to providing a guarantee, to prevent the immediate payment of the fines. Based on the opinion of its legal counsels and economic advisors, the Company is fully convinced of the strength and merits of its position. Consolidated Financial Statements 27 Jerónimo Martins | R&A First Half 2023 • In Poland, the Company Jeronimo Martins Polska, S.A. (JMP) was notified, in 2019, by the Polish Office of Competition and Consumer Protection (UOKiK) on the opening of one investigation proceeding, regarding missing price labels on shelves and discrepancies between prices on the shelves and the ones indicated at the checkouts. In August 2020, UOKiK notified the JMP of the decision, concluding with the imposition of a fine of 115 million zloty (c. €25 million). JMP, disagreeing with the understanding and conclusion of this Authority, filed an appeal to the Court of Competition and Consumer Protection (CCCP). On 29 September 2022 the court in the first instance sustained the UOKiK decision and dismissed the appeal. Convinced of the merits of its defence and has factual and legal arguments to be used, JMP filed an appeal to the Second Instance Court. On 27 June 2023 the Court of Appeals dismissed JMP’s appeal, making UOKiK decision final. Nevertheless, JMP sustaining its position, will file an extraordinary appeal to the Supreme Court. During the year 2020, JMP was notified by UOKiK on the opening of one proceeding related to the disclosure of country of origin of fruit and vegetable products at store level. On 22 April 2021 UOKiK notified JMP of the decision on the case, imposing a fine of 60 million zloty (c. €13 million). The mentioned decision is not final, so JMP, disagreeing with the understanding and conclusion of this Authority, filed an appeal before the CCCP. On 17 April 2023 the CCCP sustained UOKiK’s decision. JMP filed the appeal to the Court of Appeals. On 10 August 2022 the President of UOKiK initiated the proceedings regarding the promotional campaign ‘Biedronka’s Anti-inflation Shield’, having on 13 April 2023 issued a decision to impose a fine of 161 million zloty (c. €36 million). JMP filed an appeal to the CCCP. Other tax and legal proceedings: c) The Portuguese Tax Authorities (PTA) carried out some corrections to the CIT from Companies included in the perimeter of the Tax Group headed by Recheio SGPS. With these corrections the total assessments concerning 2007 to 2014, amount to €17 million, of which an amount of €16 million is still in dispute. The Lisbon Tax Court has already ruled in favour of Recheio SGPS regarding the 2008, 2009, 2010, 2011 and 2013 assessments. Up to this date, the PTA have appealed of the decisions regarding 2008, 2009, 2011 and 2013; e) The PTA assessed, for the period from 2016 to 2019, JMR SGPS and JMH (as the head of the Tax Group in which Recheio SGPS is included), the amounts of €122 million and €30 million, respectively, related to the taxation in CIT of ¼ of the results generated in internal operations of the Tax Group, in each of these years. As explained in the 2018 Annual Report (and previous years), this assessment results from the application of the transitional rule included in the Portuguese State Budget of 2016 (and then in the next three Budgets). Based on the assessment of our lawyers and fiscal advisors, we firmly believe that there are sufficient grounds to oppose the said rules; g) The Food and Veterinary Department (Direção-Geral de Alimentação e Veterinária) claimed from Pingo Doce, Recheio and Hussel an amount of €29 million, €3 million and €0.06 million, respectively, in respect of the Food Safety Tax (Taxa de Segurança Alimentar Mais – TSAM) assessed for the years 2012 to 2023. The values at stake have been challenged in Court, since it is understood that this tax is not due, namely on the grounds of the unconstitutional nature of the Statute that approved the TSAM. Despite the court having decided that the Food Safety Tax is not unconstitutional, the Companies maintain their understanding and presented the respective appeal to the Constitutional Court, that has upheld the decision. The Group filed a complaint with the European Commission considering that we are in the presence of illegal State aid. The companies of the Group continue to challenge the decisions, carrying out regular analysis of the risk and the likelihood of a favourable outcome in any of the processes and/or the complaint to the European Commission. Already in 2023, a consumer protection association filed popular actions against Pingo Doce in respect to damages arisen from an alleged discrepancy in prices between what is displayed on the shelf and what appears at the checkout counter in its supermarkets. Under any circumstances, safeguarding the legitimate interests of the Consumer is always a priority for Pingo Doce, and therefore, as the company is convinced that there is no ground for these actions, it will contest them in due time. 19. Capital commitments On 29 May 2023, Jerónimo Martins – Agro-Alimentar, S.A. (JMA) signed a “Partnership Agreement” (Agreement) with the Luís Vicente Group. This Agreement consists of the creation of a company under common control for the development of production activities for some varieties of fruits, providing for an investment amount by JMA of €7 million. The Agreement was, meanwhile, concluded on July 5, 2023, with JMA's entering the capital of the company Supreme Fruits, Lda. for that amount. On 26 June 2023, JMA entered into a Private Agreement for the Placement of Shares (Private Placement) with Andfjord Salmon AS in which the Group holds 10.5% of the share capital. Under this Private Placement, JMA acquired an additional amount of 10 million shares of this company on 11 July 2023, for the value of NOK (Norwegian crowns) 385 million (equivalent to €33 million), becoming the holder of a total 25.1% of the share capital. Consolidated Financial Statements 28 Jerónimo Martins | R&A First Half 2023 20. Related parties 56.136% of the Group is owned by the Sociedade Francisco Manuel dos Santos, B.V., with Sociedade Francisco Manuel dos Santos, S.E. the entity that qualifies as the ultimate parent company of the Group. Balances and transactions of Group Companies with related parties are as follows: Joint ventures Associates Other related parties(*) Jun 2023 Jun 2022 Jun 2023 Jun 2022 Jun 2023 Jun 2022 Sales and services rendered ‐ ‐ 12 12 - - Stocks purchased and services supplied 2 4 (-) - 47 53 Joint ventures Associates Other related parties(*) Jun 2023 Dec 2022 Jun 2023 Dec 2022 Jun 2023 Dec 2022 Trade debtors, accrued income and deferred costs - - 5 5 - - Trade creditors, accrued costs and deferred income - - - ‐ 26 25 (*) Other related parties corresponds to Other financial investments ,entities participated and/or controlled by the major shareholder of Jerónimo Martins and entities owned or controlled by members of the Board of Directors. All the transactions with related parties were made under normal market conditions, meaning, the transaction value corresponds to prices that would be applicable between non-related parties. Outstanding balances between Group Companies and related parties, as a result of trade agreements, are settled in cash, and are subject to the same payment terms as those applicable to other agreements contracted between Group Companies and their suppliers. There are no provisions for doubtful debts and no costs were recognised during the year related with bad debts or doubtful debts with these related parties. 21. Events after the balance sheet date At the conclusion of this Report there were no relevant events to highlight that are not disclosed in the Financial Statements. Lisbon, 25 July 2023 The Certified Accountant The Board of Directors Consolidated Financial Statements 29 Jerónimo Martins | R&A First Half 2023 2. Statement of the Board of Directors Statement of the Board of Directors Within the terms of paragraph c), number 1 of article 29-J of Portuguese Securities Code, we hereby inform you that to the best of our knowledge: i) the information contained in the interim management report is a faithful statement of the evolution of the businesses, of the performance and of the position of Jerónimo Martins, SGPS, S.A. and the companies included within the consolidation perimeter, and contains a description of the main risks and uncertainties which they face; and ii) the information contained in the consolidated financial statements, as well as their annexes, was produced in compliance with the applicable accounting standards and gives a true and fair view of the assets and liabilities, the financial situation and the results of Jerónimo Martins, SGPS, S.A. and the companies included in the consolidation perimeter. Lisbon, 25 July 2023 Pedro Manuel de Castro Soares dos Santos (Chairman of the Board of Directors and Chief Executive Officer) Andrzej Szlezak (Member of the Board of Directors) António Pedro de Carvalho Viana-Baptista (Member of the Board of Directors) Artur Stefan Kirsten (Member of the Board of Directors) Clara Christina Streit (Member of the Board of Directors and Chairwoman of the Audit Committee) Elizabeth Ann Bastoni (Member of the Board of Directors and Member of the Audit Committee) Francisco Seixas da Costa (Member of the Board of Directors) José Manuel da Silveira e Castro Soares dos Santos (Member of the Board of Directors) María Ángela Holguín (Member of the Board of Directors) Natalia Anna Olynec (Member of the Board of Directors) Sérgio Tavares Rebelo (Member of the Board of Directors and Member of the Audit Committee) Consolidated Financial Statements 30 Ernst & Young Tel: +351 217 912 000 Audit & Associados - SROC, S.A. Fax: +351 217 957 586 Avenida da República, 90-6º www.ey.com 1600-206 Lisboa Portugal (Translation from the original Portuguese language. In case of doubt, the Portuguese version prevails.) Limited review report on the condensed consolidated financial statements Introduction We have performed a limited review on the condensed consolidated financial statements of Jerónimo Martins, S.G.P.S., S.A., which comprise the consolidated statement of financial position as at 30 June 2023 (showing a total of 12.577 million Euros and a shareholder’s equity total of 2.625 million Euros, including a consolidated net profit attributable to equity holders of the parent of 356 million Euros), consolidated income statement by functions, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the six month period then ended, and the notes to the condensed consolidated financial statements which includes a summary of significant accounting policies. Board of Directors responsibilities The Board of Directors is responsible for the preparation of the condensed consolidated financial statements in accordance with the International Financial Reporting Standards as endorsed by the European Union for Interim Financial Reporting (IAS 34), and for the design and maintenance of an appropriate system of internal control to enable the preparation of condensed consolidated financial statements which are free from material misstatement due to fraud or error. Auditor’s Responsibilities Our responsibility is to express an opinion on these condensed consolidated financial statements based on our review. We conducted our review in accordance with the International Standard on Review Engagements 2410 – Review of Interim Financial Information Performed by the Independent Auditor of the Entity, and other rules and technical and ethical requirements issued by the Institute of Statutory Auditors. Those standards require that our work is performed in order to conclude that nothing has come to our attention that causes us to believe that the condensed consolidated financial statements have not been prepared in all material respects in accordance with the International Financial Reporting Standards as endorsed by the European Union for Interim Financial Reporting (IAS 34) A review of financial statements is a limited assurance engagement. The procedures performed consisted primarily of making inquiries of management and others within the entity, as appropriate, and applying analytical procedures, and evaluating the evidence obtained. The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International Standards on Auditing. Accordingly, we do not express an audit opinion on these condensed consolidated financial statements. Conclusion Based on our review procedures, nothing has come to our attention that causes us to believe that the condensed consolidated financial statements of Jerónimo Martins, S.G.P.S., S.A., as at 30 June 2023, have not been prepared, in all material respects, in accordance with the International Financial Reporting Standards as endorsed by the European Union for Interim Financial Reporting (IAS 34). Lisbon, 4 August 2023 Ernst & Young Audit & Associados – SROC, S.A. Sociedade de Revisores Oficiais de Contas (n.º 178) Represented by: (Signed) Pedro Miguel Borges Marques - ROC n.º1801 Registered with the Portuguese Securities Market Commission under license nr 20161640 Sociedade Anónima - Capital Social 1.340.000 euros - Inscrição n.º 178 na Ordem dos Revisores Oficiais de Contas - Inscrição N.º 20161480 na Comissão do Mercado de Valores Mobiliários Contribuinte N.º 505 988 283 - C. R. Comercial de Lisboa sob o mesmo número A member firm of Ernst & Young Global Limited Jerónimo Martins | R&A First Half 2023 Jerónimo Martins, SGPS, S.A. Head office: Rua Actor António Silva, n.º 7 1649-033 Lisboa Tel.: +351 21 753 20 00 Fax: +351 21 752 61 74 Consolidated Financial Statements www.jeronimomartins.com 31 |