EBRO FOODS GROUP CONSOLIDATED FINANCIAL STATEMENTS AND GROUP MANAGEMENT REPORT for the year ended December 31, 2019 (prepared in accordance with the International Financial Reporting Standards adopted by the European Union) Note CONSOLIDATED STATEMENT OF FINANCIAL POSITION CONSOLIDATED STATEMENT OF PROFIT OR LOSS CONSOLIDATED STATEMENT OF RECOGNIZED INCOME AND EXPENSE CONSOLIDATED STATEMENT OF CHANGES IN EQUITY CONSOLIDATED STATEMENT OF CASH FLOWS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1. Group information 2. Basis of presentation and comparative information 3. Summary of significant accounting policies 4. Subsidiaries and associates 5. Significant transactions (business combinations, disposals, etc.) closed in 2019 and 2018 and impact on comparability 6. Segment reporting and revenue from contracts with customers 7. Other gains/losses 8. Intangible assets 9. Property, plant and equipment 10. Right of use assets 11. Investment properties 12. Financial instruments: financial assets and financial liabilities 13. Liquid assets: cash and cash equivalents 14. Investments in associates 15. Goodwill 16. Inventories 17. Share capital, reserves, earnings per share and dividends 18. Deferred income 19. Provisions for pensions and similar obligations 20. Other provisions 21. Tax matters 22. Commitments and contingencies 23. Related-party disclosures 24. Environmental disclosures 25. Discontinued operations 26. Fees paid to auditors 27. Information required under article 42 bis of Regulation 1065/2007 of July 27, 2007 and average supplier payment term 28. Events after the reporting date 2 EBRO FOODS GROUP CONSOLIDATED STATEMENT OF FINANCIAL POSITION THOUSANDS OF EUROS Note 31/12/2019 31/12/2018 NON-CURRENT ASSETS Intangible assets 8 538,116 439,270 Property, plant and equipment 9 941,510 856,247 Right-of-use assets 10 88,447 1,845 Investment properties 11 23,322 23,439 Financial assets 12 20,808 24,371 Investments in associates 14 42,226 39,967 Deferred tax assets 21 57,252 52,884 Goodwill 15 1,267,066 1,154,939 2,978,747 2,592,962 CURRENT ASSETS Inventories 16 621,012 594,804 Trade and other receivables 12 440,928 401,923 Current tax assets 21 24,027 23,488 Taxes receivable 21 38,824 34,983 Other financial assets 12 6,637 4,195 Derivatives 12 714 498 Other current assets 11,112 9,766 Cash and cash equivalents 13 252,072 171,450 1,395,326 1,241,107 TOTAL ASSETS 4,374,073 3,834,069 Note 31/12/2019 31/12/2018 EQUITY 2,291,670 2,190,202 Equity attributable to equity holders of the parent Share capital 92,319 92,319 Share premium 4 4 Restricted parent company reserves 21,633 21,633 Retained earnings 2,044,128 1,999,977 Translation differences 104,119 48,401 17 2,262,203 2,162,334 Non-controlling interests 29,467 27,868 NON-CURRENT LIABILITIES Deferred income 18 7,204 3,593 Provisions for pensions and similar obligations 19 47,010 43,156 Other provisions 20 15,125 22,700 Financial liabilities 12 826,725 533,853 Deferred tax liabilities 21 285,057 238,328 1,181,121 841,630 CURRENT LIABILITIES Other financial liabilities 12 424,967 343,256 Derivatives 12 1,040 360 Trade and other payables 12 447,838 424,458 Current tax assets 21 8,685 11,691 Taxes payable 21 15,537 17,814 Other current liabilities 3,215 4,658 901,282 802,237 TOTAL EQUITY AND LIABILITIES 4,374,073 3,834,069 The accompanying notes 1 to 28 are an integral part of the consolidated statement of financial position at December 31, 2019. 3 EBRO FOODS GROUP CONSOLIDATED STATEMENT OF PROFIT OR LOSS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 THOUSANDS OF EUROS Note 2019 2018 Revenue from contracts with customers 6 2,813,298 2,613,947 Change in inventories of finished goods and work in progress (7,588) 17,643 Own work capitalized 1,856 1,256 Other operating income 7 17,572 18,471 Raw materials and consumables used and other external expenses6 (1,518,029) (1,443,203) Employee benefits expense 7 (388,751) (353,975) Depreciation and amortization 8, 9, 10 & 11 (111,641) (87,337) Other operating expenses 7 (594,276) (550,241) OPERATING PROFIT 212,441 216,561 Finance income 7 24,954 23,070 Finance costs 7 (40,476) (31,498) Impairment of goodwill 15 (3,684) (1,429) Share of profit of associates 14 5,243 5,017 PROFIT/(LOSS) BEFORE TAX 198,478 211,721 Income tax 21 (64,233) (63,036) PROFIT FROM CONTINUING OPERATIONS 134,245 148,685 Profit after tax from discontinued operations 25 16,043 626 GROUP PROFIT FOR THE YEAR 150,288 149,311 Attributable to: Equity holders of the parent 141,752 141,589 Non-controlling interests 8,536 7,722 150,288 149,311 Note 2019 2018 Earnings per share (euros) 17 - From continuing operations Basic 0.817 0.916 Diluted 0.817 0.916 - From profit for the period Basic 0.921 0.920 Diluted 0.921 0.920 The accompanying notes 1 to 28 are an integral part of the consolidated statement of profit or loss for the year ended December 31, 2019. 4 EBRO FOODS GROUP CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 (THOUSANDS OF EUROS) 2019 2018 Gross Tax Net Gross Tax Net Note amount effect amount amount effect amount 1. Profit for the year 150,288 149,311 2. Other comprehensive income recognized directly in equity: 53,024 893 53,917 43,712 -982 42,730 2.1 Other comprehensive income to be reclassified to profit or loss in subsequent periods 56,009 0 56,009 40,280 2 40,282 Gains/(losses) on the measurement of financial assets 12 0 0 0 -6 2 -4 Gains/(losses) on the measurement of financial assets reclassified to profit or loss during the reporting period 12 0 0 0 0 0 0 Translation differences 17 55,807 0 55,807 40,265 0 40,265 Translation differences reclassified to profit or loss during the reporting period 202 0 202 21 0 21 2.2 Other comprehensive income not to be reclassified to profit or loss in subsequent periods -2,985 893 -2,092 3,432 -984 2,448 Actuarial gains and losses 19 -2,985 893 -2,092 3,432 -984 2,448 1+2 Total income and expense recognized during the period: 17 204,205 192,041 Attributable to: Equity holders of the parent 17 195,687 184,256 Non-controlling interests 17 8,518 7,785 204,205 192,041 The accompanying notes 1 to 28 are an integral part of the consolidated statement of recognized income and expense for the year ended December 31, 2019. 5 EBRO FOODS GROUP CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 THOUSANDS OF EUROS Equity attributable to equity holders of the parent Non- Restricted Unrestricted reserves Total controlling Share Share Reval. Legal Retained Profit/ Interim Translation Own equity interests Total capital premium reserve reserve earnings (loss) dividend differences shares Balance at December 31, 2017 2,121,925 47,288 2,074,637 92,319 4 3,169 18,464 1,731,903 220,600 0 8,178 0 - Impact of first-time application of IFRS 9 -8,848 0 -8,848 0 0 0 0 -8,848 0 0 0 0 Balance at January 1, 2018 2,113,077 47,288 2,065,789 92,319 4 3,169 18,464 1,723,055 220,600 0 8,178 0 - Distribution of prior-period profit 0 0 0 0 0 0 0 220,600 -220,600 0 0 0 - Dividend payment -89,055 -1,350 -87,705 0 0 0 0 -87,705 0 0 0 0 - Gain/(loss) on own share sales -6 0 -6 0 0 0 0 -6 0 0 0 0 - Transactions with non-controlling interests -25,855 -25,855 0 0 0 0 0 0 0 0 0 0 Total distribution of profit and transactions with shareholders -114,916 -27,205 -87,711 0 0 0 0 132,889 -220,600 0 0 0 - Profit for the year (as per statement of profit or loss) 149,311 7,722 141,589 0 0 0 0 0 141,589 0 0 0 - Change in translation differences 40,265 61 40,204 0 0 0 0 0 0 0 40,204 0 - Translation differences reclassified to profit or loss 21 2 19 0 0 0 0 0 0 0 19 0 - Fair value of financial instruments: 1. Unrealized gains/(losses) -6 0 -6 0 0 0 0 -6 0 0 0 0 - Change due to actuarial gains/(losses) 3,432 0 3,432 0 0 0 0 3,432 0 0 0 0 - Tax effect of gains/(losses) recognized in equity -982 0 -982 0 0 0 0 -982 0 0 0 0 Total income and expense recognized 192,041 7,785 184,256 0 0 0 0 2,444 141,589 0 40,223 0 Balance at December 31, 2018 2,190,202 27,868 2,162,334 92,319 4 3,169 18,464 1,858,388 141,589 0 48,401 0 - Distribution of prior-period profit 0 0 0 0 0 0 0 141,589 -141,589 0 0 0 - Dividends paid (note 17) -90,697 -2,994 -87,703 0 0 0 0 -87,703 0 0 0 0 - Gain/(loss) on own share sales -2 0 -2 0 0 0 0 -2 0 0 0 0 - Transactions with non-controlling interests -5,511 -5,511 0 0 0 0 0 0 0 0 0 0 - Other movements (notes 5 & 22) -6,527 1,586 -8,113 0 0 0 0 -7,804 0 0 -309 0 Total distribution of profit and transactions with shareholders -102,737 -6,919 -95,818 0 0 0 0 46,080 -141,589 0 -309 0 - Profit for the year (as per statement of profit or loss) 150,288 8,536 141,752 0 0 0 0 0 141,752 0 0 0 - Change in translation differences 55,807 -18 55,825 0 0 0 0 0 0 0 55,825 0 - Translation differences reclassified to profit or loss 202 0 202 0 0 0 0 0 0 0 202 0 - Fair value of financial instruments: 1.