Innovation by tradition

Annual

Report

2023

khd.com

List of Abbreviations

AVIC

AVIC International Holding Corporation, Beijing, People's Republic

of China

AVIC Beijing

AVIC International Beijing Company Limited, Beijing, People's

Republic of China

AVIC Kairong

AVIC International Kairong Limited, Hong Kong, Hong Kong

Blake

Blake International Ltd., Road Town, British Virgin Islands

HWG

Humboldt Wedag GmbH, Cologne, Germany

HW Do Brasil

Humboldt Wedag Do Brasil Servicos Technicos Ltda., Belo

Horizonte, Brazil

HW Inc.

Humboldt Wedag, Inc., Peachtree Corners / Georgia, USA

HW India

Humboldt Wedag India Private Ltd., New Delhi, India

KHD AG

KHD Humboldt Wedag International AG, Cologne, Germany

KHD Beijing

KHD Humboldt Wedag Machinery Equipment (Beijing) Co. Ltd.,

Beijing, People's Republic of China

KHD GmbH

KHD Humboldt Wedag GmbH, Cologne, Germany

KHD VV

KHD Humboldt Wedag Vermögensverwaltungs-AG, Cologne,

Germany

ZAB

ZAB Zementanlagenbau GmbH Dessau, Dessau-Roßlau, Germany

1

Annual Report of

KHD Humboldt Wedag International AG, Cologne,

for the 2023 Financial Year

Table of Contents

Page

1.

Combined Management Report of KHD Humboldt Wedag International AG, Cologne,

and for the Group for the 2023 Financial Year

3

Annual Financial Statements of KHD Humboldt Wedag International AG, Cologne

2.

Balance Sheet of KHD Humboldt Wedag International AG, Cologne,

as of December 31, 2023

4

3.

Income Statement of

KHD Humboldt Wedag International AG, Cologne,

for the Period from January 1, 2023 to December 31, 2023

6

4.

Notes to the Financial Statements of KHD Humboldt Wedag International AG, Cologne,

for the Financial Year 2023

7

Appendix to the Notes

Movements in Fixed Assets for the Period from January 1, 2023

to December 31, 2023 (Appendix to the Notes)

22

5.

Responsibility Statement

23

6.

Independent Auditor's Report

24

7.

Report of the Supervisory Board

33

- 2 -

1. Combined Management Report of KHD Humboldt Wedag International AG, Cologne, and for the Group for the 2023 Financial Year

The management report and the Group management report of KHD Humboldt Wedag International AG ("KHD AG"), Cologne, are combined in accordance with Section 315, Paragraph 5 of the German Commercial Code (HGB) together with Section 298, Paragraph 2 of the HGB and published in the annual report of KHD AG for the 2023 financial year.

The annual report of KHD AG can be accessed on the Company's website at (https://www.khd.com/ir/news-reports/#financial-reports).

- 3 -

ANNUAL FINANCIAL STATEMENTS OF KHD HUMBOLDT WEDAG INTERNATIONAL AG, COLOGNE

2. Balance Sheet of KHD Humboldt Wedag International AG, Cologne, as of December 31, 2023

Assets

Dec. 31, 2023

Dec. 31, 2022

€ thousand

€ thousand

A. Fixed assets

  1. Intangible assets

Software

8

24

8

24

  1. Property, plant, and equipment

Plant, operating and office equipment

5

4

5

4

III.

Financial investments

1.

Shares in affiliated companies

70,410

70,410

2. Loans to affiliated companies classified as

financial assets

60,000

85,000

130,410

155,410

130,423

155,438

B. Current assets

  1. Receivables and other assets

1.

Receivables due from affiliated companies

1,674

1,966

2.

Other assets

1,251

2,449

2,925

4,415

II.

Bank balances

1,031

1,709

3,956

6,124

C.

Prepayments and deferred expenses

224

84

134,603

161,646

- 4 -

Equity and liabilities

Dec. 31, 2023

Dec. 31, 2022

€ thousand

€ thousand

A.

Equity

I.

Subscribed capital

49,704

49,704

II.

Capital reserves

61,493

61,493

III.

Revenue reserves

1.

Legal reserve

1,538

1,538

2.

Other revenue reserves

1,768

1,768

3,306

3,306

IV.

Accumulated loss

-8,909

-8,918

105,594

105,585

  1. Provisions and accruals

1.

Accruals for taxes

445

640

2.

Other provisions and accruals

1,595

1,766

2,040

2,406

  1. Liabilities

1.

Liabilities to banks

0

25,024

2.

Trade payables

75

122

3.

Liabilities due to affiliated companies

26,820

28,447

4.

Other liabilities

74

62

of which tax liabilities

€ 56 thousand (previous year: € 43thousand)

26,969

53,655

134,603

161,646

- 5 -

3. Income Statement of

KHD Humboldt Wedag International AG, Cologne,

for the Period from January 1, 2023 to December 31, 2023

2023

2022

€ thousand

€ thousand

1.

Revenue

3,459

3,245

2.

Other operating income

825

711

of which income from currency translation

€ 445 thousand (previous year: € 341 thousand)

3.

Cost of materials

Cost of purchased services

-616

-623

4.

Personnel expenses

a)

Wages and salaries

-2,231

-2,319

b)

Social security expenses

-108

-97

-2,339

-2,416

5. Amortization and depreciation of non-current assets

and property, plant and equipment

-18

-19

6.

Other operating expenses

-2,789

-3,404

of which expenses from

currency translation

€ 432 thousand (previous year: € 599 thousand)

7.

Interest from loans classified as financial assets

3,611

4,708

of which from affiliated companies

€ 3,611 thousand (previous year: € 4,708 thousand)

8.

Other interest and similar income

70

60

of which from affiliated companies

€ 59 thousand (previous year: € 60 thousand)

9.

Interest and similar expenses

-2,064

-2,676

of which to affiliated companies

€ 1,318 thousand (previous year: € 1,786 thousand)

10.

Income taxes

-130

-139

11.

Earnings after tax

9

-553

12.

Net profit / loss for the year

9

-553

13.

Loss carried forward from previous year

-8,918

-8,365

14.

Accumulated loss

-8,909

-8,918

- 6 -

4. Notes to the Consolidated Financial Statements of KHD Humboldt Wedag International AG, Cologne, for the 2023 Financial Year

4.1 General Remarks

Combined Management Report:

The management report of KHD Humboldt Wedag International AG ("KHD AG"), Cologne, and the Group management report are combined in accordance with Section 315, Paragraph 3 of the German Commercial Code (HGB) together with Section 298, Paragraph 2 of the HGB and published in the 2023 annual report of the KHD Group. The annual financial statements and the management report of KHD AG combined with the KHD Group management report for the 2023 financial year are submitted to the Company Register. The annual report of KHD AG and the KHD Group annual report for the 2023 financial year are also available online at https://www.khd.com/ir/news- reports/#financial-reports.

Accounting

KHD AG is registered at the District Court of Cologne under the Commercial Register number HRB 36688. The Company maintains its head office at Von-der-Wettern-Straße 4a in Cologne, Germany. The annual financial statements of KHD AG for the 2023 financial year have been prepared in accordance with the German Commercial Code (HGB) as applicable for large corporations and those of the German Stock Corporation Act (AktG). All amounts, including figures used for comparison, are generally stated in thousands of euros (€ thousand), unless otherwise indicated. All amounts have been rounded according to normal commercial practice. The nature of expense method has been applied to the income statement. KHD AG is a large corporation as defined by Section 267, Paragraph 3 and Section 264d of the German Commercial Code (HGB).

To improve clarity, some the legally specified "of which" information in the balance sheet and the income statement is listed in the notes in the appendix.

4.2 Accounting and Valuation Principles

The following accounting and valuation methods, which have essentially remained unchanged in comparison to the prior year, have been used to prepare the financial statements. The reporting principles are applied based on the going concern assumption.

Fixed Assets

Purchased intangible assets (software) are amortized based on acquisition cost less scheduled amortization, amortized according to the straight-line method based on the average useful life. The option to capitalize self-produced intangible assets is not utilized. Property, plant, and equipment are measured at cost and, if depreciable, are depreciated over time. Movable items of property, plant, and equipment are depreciated according to the straight-line method based on the respective useful life (from three to ten years). In case of probable permanent impairment, acquisition costs are amortized at the lower fair value. Movable assets with a net cost of acquisition that does not exceed

  • 250 are depreciated completely in the year of acquisition and are notionally removed from the fixed assets register in the year of acquisition. Movable assets with a net cost of acquisition between € 250
    • 7 -

and € 1,000 are entered as a collective item in the manner described in Section 6, Paragraph 2a of the German Income Tax Act (EStG) and depreciated straight-line over a period of five years.

Shares in affiliated companies and loans to affiliated companies classified as financial assets are recognized at cost. In case of probable permanent impairment, acquisition costs are written down to the lower fair value. If impairment is not expected to be permanent, no write-downs are recognized pursuant to Section 253, Paragraph 3, Sentence 4 of the German Commercial Code (HGB). The carrying amounts of investment are tested annually for impairment.

The assessment of the recoverability of shares in affiliated companies and investments recognized in the balance sheet is based on a five-yearmedium-term planning. The underlying plans are based on estimates and assumptions that are subject to uncertainty. To determine the fair values, the estimated future cash flows are discounted to their present value, taking as a basis an appropriate capitalization interest rate. This measurement is made according to the principles of IDW RS HFA 10 (a statement of the IDW, the Institute of Public Auditors in Germany) using the capitalized earnings value approach.

Current Assets

Receivables and other assets are recognized at the lower of nominal value or fair value. Bank balances are reported at a nominal value.

Prepayments and Deferred Expenses

Payments made before the balance sheet date are recognized as prepaid expenses as long as they represent expenses for a specific period after this date.

Deferred Taxes

In the balance sheet, deferred tax liabilities are used for the resulting tax expenses due to differences between the carrying amounts of assets, debts, prepayments and deferred expenses recognized by commercial law and their respective tax valuations, which will likely decrease in later financial years. We do not exercise the right to use the overall tax benefit generated by such differences and by tax loss carry-forwards as deferred tax assets in the balance sheet. The resulting tax expenses are measured using the applicable company-specific tax rates at the time that the differences are reduced.

Equity

Subscribed capital is equivalent to the amount according to the articles of association and the entry in the commercial register and is recorded at nominal value.

Accruals for Taxes

Advance payments are taken into consideration when establishing accruals for taxes in the amount of the expected subsequent payments.

- 8 -

Other Provisions and Accruals

All identifiable risks and measurable uncertainties as well as contingent losses from pending transactions on the date of the balance sheet are covered by setting up commercially appropriate provisions and accruals.

Liabilities

Liabilities are carried at the amount at which they will be repaid.

Currency Translation

Liabilities denominated in foreign currencies with residual terms of one year or less are generally measured at the spot exchange rate prevailing on the date of the balance sheet. All other foreign currency liabilities are generally measured using the higher of the exchange rate prevailing on the transaction date or the spot exchange rate on the date of the balance sheet.

Receivables denominated in foreign currencies with residual terms of one year or less are generally measured at the spot exchange rate prevailing on the date of the balance sheet. All other foreign currency receivables are generally measured using the lower of the exchange rate prevailing on the transaction date or the spot exchange rate on the date of the balance sheet.

Derivative Financial Instruments

Derivative financial instruments are used to hedge currency risks. The fair value of the derivatives is calculated based on discounted cash flow analyses using the corresponding yield curves for the term of the respective instruments. As pending transactions, derivative financial instruments are not recognized in the balance sheet. They are recognized only if the measurement of the respective financial instrument as of the reporting date is expected to result in a contingent loss. As of December 31, 2023, the Company did not hold any derivatives; in the previous year, a provision for contingent losses of € 170 thousand was established due to the fair value of the derivative financial instruments.

The Company did not use the option to combine derivative financial instruments with underlying transactions as a single valuation unit in accordance with Section 254 of the German Commercial Code (HGB). As a result, financial instruments were reported in accordance with the general accounting and valuation principles.

4.3 Explanations Regarding the Balance Sheet and Income Statement

1. Fixed Assets

Please refer to the statement of movements in fixed assets between January 1 and December 31, 2023, which is attached as an appendix to the notes to the financial statements.

As in the previous year, the financial assets include the shares in KHD Humboldt Wedag GmbH ("KHD GmbH") in the amount of € 70,410 thousand (previous year: € 70,410 thousand).

On August 14, 2020, KHD AG and AVIC International Engineering Holdings Pte. Ltd., Singapore ("'AVIC Engineering"), concluded a share purchase agreement (SPA) and a trust agreement involving 51% of the shares in KHD Humboldt Wedag Machinery Equipment (Beijing) Co. Ltd. ("KHD

- 9 -

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KHD Humboldt Wedag International AG published this content on 15 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 March 2024 13:24:01 UTC.