5.2 Company financial statements

Balance sheet of Nedap N.V. as of 31 December (€ x 1,000)1

  • 1Before result appropriation

Assets

Note

2025

2024

Fixed assets

Intangible fixed assets

1

13,687

13,706

Tangible fixed assets

2

43,319

42,573

Financial fixed assets

3

14,502

14,429

71,508

70,708

Current assets

Inventories

4

24,694

27,630

Trade and other receivables

5

36,333

35,267

Cash and cash equivalents

6

1,499

1,523

62,526

64,420

134,034

135,128

Liabilities

Shareholders’ equity

7

Share capital

669

669

Legal and statutory reserves

4,285

5,096

Other reserves

59,975

59,411

64,929

65,176

Profit for financial year

24,586

18,527

89,515

83,703

Liabilities

Provisions

8

2,320

2,462

Non-current liabilities

9

2,171

14,870

Current liabilities

10

40,028

34,093

Total liabilities

44,519

51,425

134,034

135,128

Statement of profit or loss of Nedap N.V. (€ x 1,000)

Note

2025

2024

Revenue

11

263,876

230,808

Inventory movements of finished goods and work in progress

763

-5,077

763

-5,077

Total operating income

264,639

225,731

Cost of materials and outsourced work

-69,490

-54,963

Personnel costs

12

-112,283

-99,807

Amortization

13

-1,576

-567

Depreciation

14

-9,185

-8,952

Impairment of assets

15

-566

-278

Other operating costs

16

-42,520

-39,736

Operating costs

-235,620

-204,303

Operating result

29,019

21,428

Financing income

105

172

Financing costs

-529

-990

Net financing costs

-424

-818

Result before taxation

28,595

20,610

Taxation

17

-5,883

-3,871

Result for the financial year

22,712

16,739

Result from participations after taxation

1,874

1,788

Result attributable to shareholders of Nedap N.V.

24,586

18,527

Accounting policies

Pursuant to Article 362(8), Book 2 of the Dutch Civil Code, use is made of the option to use Title 9 of Book 2 of the Dutch Civil Code for the company financial statements and apply the accounting policies of the consolidated financial statements. This ensures reconciliation of consolidated and separate shareholders’ equity.

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS Accounting Standards) as adopted by the European Union. Please see the notes on the accounting policies for the consolidated financial statements for a description of the accounting policies relating to these standards.

Financial fixed assets include the Nedap group’s subsidiaries and participations where significant influence can be exercised over the commercial and financial policy. Subsidiaries are presented as per the net asset value method, using the accounting policies of the consolidated financial statements.

1. Intangible fixed assets (€ x 1,000)

Capitalized development costs

Software and licenses

In progress and prepayments

Total intangible fixed assets

Year-end 2023

Purchase price

5,185

1,460

7,912

14,557

Amortization including impairments

-3,671

-732

-

-4,403

Book value

1,514

728

7,912

10,154

Movements in 2024

Investment

1,190

5,397

-2,413

4,174

Disposal (on balance)

-

-55

-

-55

Amortization

-345

-222

-

-567

Impairments

-

-

-

-

Net movements

845

5,120

-2,413

3,552

Disposals (Purchase price)

-

-244

-

-244

Disposals (Depreciation)

-

189

-

189

Year-end 2024

Purchase price

6,375

6,612

5,499

18,486

Amortization including impairments

-4,016

-764

-

-4,780

Book value

2,359

5,848

5,499

13,706

Movements in 2025

Investment

4,319

1,016

-3,213

2,122

Disposal (on balance)

-

-

-

-

Amortization

-709

-867

-

-1,576

Impairments

-

-

-566

-566

Net movements

3,610

149

-3,779

-20

Disposals (Purchase price)

-

-12

-

-12

Disposals (Amortization)

-

12

-

12

Year-end 2025

Purchase price

10,694

7,617

1,720

20,031

Amortization including impairments

-4,725

-1,619

-

-6,344

Book value

5,969

5,998

1,720

13,687

Intangible fixed assets in progress and prepayments include a €1,475 (in 2024: €3,406) investment relating to capitalized development costs in the financial year.

To a great extent, the capitalized development costs are for Healthcare and Retail information management systems.

2. Tangible fixed assets (€ x 1,000)

Company buildings and premises

Machinery and installations

Other* fixed equipment

In progress and prepayments

Right-of-use assets

Total tangible fixed assets

Year-end 2023

Purchase price

43,074

19,628

46,713

2,199

1,403

113,017

Depreciation including impairments

-25,937

-14,641

-30,475

-

-875

-71,928

Book value

17,137

4,987

16,238

2,199

528

41,089

Movements in 2024

Investment

1,187

653

2,695

5,720

683

10,938

Completed assets in progress

-

-

2,199

-2,199

-

-

Disposal (on balance)

-

-

-158

-

-66

-224

Depreciation

-2,094

-955

-5,550

-

-353

-8,952

Impairments

-

-

-278

-

-

-278

Net movements

-907

-302

-1,092

3,521

264

1,484

Disposals (Purchase price)

-23

-7,165

-4,241

-

-324

-11,753

Disposals (Depreciation)

23

7,165

4,083

-

258

11,529

Year-end 2024

Purchase price

44,237

13,116

47,364

5,720

1,763

112,200

Depreciation including impairments

-28,007

-8,431

-32,218

-

-971

-69,627

Book value

16,230

4,685

15,146

5,720

792

42,573

  • *Molds, dies, measuring and testing equipment, furniture and fittings, computer systems and vehicles.

2. Tangible fixed assets (€ x 1,000)

Company buildings and premises

Machinery and installations

Other* fixed equipment

In progress and prepayments

Right-of-use assets

Total tangible fixed assets

Movements in 2025

Reclass in progress**

-844

-303

-

1,147

-

-

Investment

180

111

4,060

3,806

2,163

10,320

Completed assets in progress

1,179

609

2,355

-4,143

-

-

Disposal (on balance)

-

-

-347

-

-42

-389

Depreciation

-2,116

-966

-5,489

-

-614

-9,185

Impairments

-

-

-

-

-

-

Net movements

-1,601

-549

579

810

1,507

746

Disposals (Purchase price)

-

-

-5,097

-

-145

-5,242

Disposals (Depreciation)

-

-

4,750

-

103

4,853

Year-end 2025

Purchase price

44,752

13,533

48,682

6,530

3,780

117,277

Depreciation including impairments

-30,123

-9,397

-32,957

-

-1,481

-73,958

Book value

14,629

4,136

15,725

6,530

2,299

43,319

  • *Molds, dies, measuring and testing equipment, furniture and fittings, computer systems and vehicles.
  • **Up to and including 2024, Company buildings and premises and Machinery and installations included work in progress and prepayments; as of 2025, these amounts have been reclassified to the In progress and prepayments column.

Tangible fixed assets are insured at new-for-old value.

A right of mortgage on immovable property amounting to €18.9 million (in 2024: €18.9 million) has been granted as security for bank debts. Lease liabilities entered into as of 31 December 2025 were €2.2 million (as of 31 December 2024: €0.8 million). Impairment is explained under ‘Impairment of assets’.

3. Financial fixed assets (€ x 1,000)

2025

2024

Participations in group companies

Value as of 1 January

14,429

10,673

Profit from continued operations

1,874

1,788

Profit from discontinued operations

-

-

Dividend payment

-650

-554

Exchange differences

-1,151

518

Sale of participation

-

-

Other changes

-

4

Value as of 31 December

14,502

12,429

New borrowings issued to participations

-

2,000

Repayments of borrowings by participations

-

-

Total value as of 31 December

14,502

14,429

Dividend payments concern payments from Nedap FZE (€300) and Nedap Iberia (€350).

In 2024, a loan of €2,000 was provided to Nedap Asia Ltd. No repayments were made during the year. Invoiced but unpaid interest for the financial year amounted to €82. The loan has a term of 20 years starting on 1 January 2024 and the interest rate agreed is 2.00% above the 12 month EURIBOR rate for a period of 12 months. Nedap Asia is allowed to make repayments and withdrawals without penalty to the maximum of the loan.

4. Inventories (€ x 1,000)

2025

2024

Raw materials

3,079

6,778

Products in progress

659

475

(Semi-)finished goods (procured and manufactured)

20,956

20,377

Total

24,694

27,630

Inventories recognized as an expense during the year ended 31 December 2025 amounted to €65,701 (in 2024: €52,079). These were included in cost of materials and outsourced work. An amount of €2,540 (in 2024: €2,762) of inventories has been written down to a lower realizable value. Costs of write-down of inventory, which are recognized in cost of materials and outsourced work, amounted to €476 in 2025 (in 2024: €1,232).

5. Trade and other receivables (€ x 1,000)

2025

2024

Trade receivables

30,130

27,470

Receivables from participations

-

-

Deferred tax assets

-

-

Other receivables and prepayments and accrued income

6,203

7,797

Total

36,333

35,267

Deferred tax assets and liabilities

Balance as of 31 December 2025

Deferred tax assets

Deferred tax liabilities

Tangible fixed assets

20

-

Intangible fixed assets

-

944

Anniversary benefits provision

-

8

Inventories

311

-

Other

426

419

Total before offsetting

757

1,371

Offsetting

-757

-757

Total after offsetting

-

614

Deferred tax assets

Deferred tax liabilities

Balance as of 31 December 2024 (before offsetting)

564

1,021

Offsetting

-564

-564

Balance as of 31 December 2024 (after offsetting)

-

457

Withdrawals

-100

-

Additions

293

350

Balance as of 31 December 2025 (before offsetting)

757

1,371

Offsetting

-757

-757

Balance as of 31 December 2025 (after offsetting)

-

614

6. Cash and cash equivalents (€ x 1,000)

2025

2024

Cash

-

-

Banks

1,499

1,523

Total

1,499

1,523

Cash and cash equivalents are available on demand.

7. Shareholders’ equity (€ x 1,000)

Please see the consolidated statement of changes in shareholders’ equity for the “statement of changes in shareholders’ equity”.

Legal and statutory reserves

2025

2024

Balance as of 1 January

5,096

2,093

Movement in capitalized development costs

370

2,454

Movement in exchange differences

-1,181

549

Balance as of 31 December

4,285

5,096

8. Provisions (€ x 1,000)

2025

2024

Employee benefits

1,125

1,120

Guarantee provision

1,195

1,342

Total

2,320

2,462

Employee benefits

2025

2024

Anniversary benefits provision

Balance as of 1 January

1,120

1,086

Withdrawals

-113

-112

Additions

118

146

Balance as of 31 December

1,125

1,120

The anniversary benefits provision has a predominantly long-term nature. Please refer to the consolidated financial statements for the assumptions.

Guarantee provision

2025

2024

Balance as of 1 January

1,342

1,692

Withdrawals

-778

-1,023

Additions

631

673

Balance as of 31 December

1,195

1,342

An amount of €638 (in 2024: €878) of the guarantee provision is of a short-term nature.

9. Non-current liabilities (€ x 1,000)

2025

2024

Borrowings

-

14,000

Deferred tax liabilities

614

457

Lease liabilities

1,557

413

Total

2,171

14,870

Borrowings

The financing agreement with the bank for the Standby Roll-Over loan, set to expire on 1 April 2026, has been repaid in the financial year and a multi-purpose credit facility has been established. Security has been provided in the form of a right of mortgage (€18.9 million, not including 40% for interest and costs) and a pledge of all fixtures and fittings and trade receivables. The agreement does not contain any covenants. For further details see note 8 of the consolidated financial statements.

10. Current liabilities (€ x 1,000)

2025

2024

Bank overdrafts

-

-

Lease liabilities

776

393

Taxation and social security contributions

5,896

4,122

Trade payables and other liabilities and accruals and deferred income

33,356

29,578

Total

40,028

34,093

Bank overdrafts

The maximum overdraft under the facility is €35 million (in 2024: €25 million).

Every year, over the period from April to September inclusive, an additional facility of €10 million (in 2024: €5 million) will be available.

Trade and other payables

2025

2024

Trade payables

12,056

13,340

Liabilities on account of investments

777

153

Prepayments

889

901

Liabilities to participations

3,227

2,305

Other liabilities and accruals and deferred income

16,407

12,879

Total

33,356

29,578

An amount of €49 (in 2024: €61) of other liabilities and accruals and deferred income relates to payables with a term of over one year.

11. Revenue (€ x 1,000)

2025

2024

Products, systems and installations

155,271

133,051

Software subscriptions (licenses) and services

108,605

97,757

Total

263,876

230,808

Software subscriptions (licenses) and services consist mainly of subscriptions and maintenance contracts for Healthcare, Retail and Security.

Geographical sales areas

2025

2024

The Netherlands

118,526

99,949

Germany

30,278

28,238

Other Europe

68,025

61,206

North America

32,602

28,339

Other countries

14,445

13,076

Total

263,876

230,808

No customer represents sales in excess of 10% of total revenue.

12. Personnel costs (€ x 1,000)

2025

2024

Wages and salaries

80,426

69,473

Social security costs

10,733

9,764

Pension costs

5,684

4,844

Recharged to subsidiaries

-300

-300

Insourced staff

10,222

10,356

Other personnel costs

5,518

5,670

Total

112,283

99,807

The directors’ remuneration details are disclosed in note 15 of the consolidated financial statements.

Average number of employees

2025

2024

The Netherlands

943

917

Other Europe

9

9

Total

952

926

13. Amortization (€ x 1,000)

2025

2024

Development costs

709

345

Software and licenses

867

222

Total

1,576

567

14. Depreciation (€ x 1,000)

2025

2024

Company buildings

2,116

2,094

Machinery and installations

966

955

Other fixed equipment

5,489

5,550

Right-of-use assets

614

353

Total

9,185

8,952

15. Impairment of assets (€ x 1,000)

2025

2024

Impairment of assets

566

278

Impairment of assets relates to legacy administrative software (in 2024: scaling down of Staffing Solutions).

16. Other operating costs (€ x 1,000)

The costs of foreign exchange differences recognized in profit or loss amount to €244 (in 2024: €-132).

Other operating costs include general, housing, indirect manufacturing and selling costs.

17. Taxation (€ x 1,000)

2025

2024

Profit before taxation

28,595

20,610

Income tax

5,726

3,062

Deferred income tax

157

809

Total income tax

5,883

3,871

Reconciliation of effective tax rate

2025

2024

Income tax based on Dutch tax rate

7,378

25.8%

5,317

25.8%

Change in domestic tax rate

-14

0.0%

-14

-0.1%

Effect of tax rate for foreign branch

12

0.0%

16

0.1%

Non-deductible expenditures

493

1.7%

248

1.2%

Tax incentive schemes

-2,275

-8.0%

-1,356

-6.6%

Rate change for deferred taxation

-65

-0.2%

-335

-1.6%

Prior-year adjustment

354

1.2%

-5

0.0%

Total

5,883

20.5%

3,871

18.8%

The change in the domestic tax rate is caused by a tax rate of 19% on the first €200 of taxable profit (in 2024: 19.0% on the first €200 of taxable profit). The net tax rate for the branch outside the Netherlands is higher than the nominal rate in the Netherlands, which leads to a small increase in the effective tax rate.

Non-deductible expenditures are largely costs relating to share-based remuneration. Besides a small amount for the Energy/Environmental Investment Tax Credit (“Energie/Milieu Investerings Aftrek”) of €-19 (in 2024: €-12), tax incentive schemes consist of benefits ensuing from application of the Innovation Box tax regime of €-2,256 (in 2024: €-1,344).

Deferred tax assets and liabilities are measured at the weighted average tax rate, factoring in any arrangements under the Innovation Box tax regime.

18. Commitments and contingent liabilities

A number of subsidiaries depend on Nedap N.V. continuing to make financing available. Nedap N.V. has, therefore, issued Letters of Support for Nedap Asia Ltd. and Nedap Great Britain Ltd., confirming that repayment of the financing will not be claimed within 12 months from the date of signing the financial statements for the year ended 31 December 2025. Furthermore these letters state, amongst others, Nedap N.V.’s intention to provide sufficient funds to ensure that these subsidiaries are able to meet normal trading liabilities as they fall due and confirm that current transfer pricing agreements will not be terminated within the aforementioned period of 12 months.

19. Independent external audit fees (€ x 1,000)

This item relates to the total fee for services provided by PricewaterhouseCoopers Accountants N.V.

2025

2024

Audit of financial statements

381

343

Limited assurance sustainability statement

-

210

Taxation

-

-

Other non-auditing services

-

-

Total

381

553