ÖBB Annual Report 2025

Consolidated Financial Statements 206 Österreichische Bundesbahnen-Holding Aktiengesellschaft Consolidated Financial Statements | Group Management Report 14 Technical Services Slovakia, s.r.o. (Trnava, SK) discontinued its business operations at the beginning of 2025. The company has been in liquidation since September 2025. The decision was taken to no longer include the company in the consoli- dated financial statements due to its minor significance and to deconsolidate it retroactively as of January 1, 2025. In May 2025, all shares were sold in Rail Cargo Logistics – Goldair International Rail Transshipment and Logistics SA, Greece, which was accounted for using the equity method. The disposal resulted in an expense of EUR 0.5 million, which was recognized in profit or loss in earnings of investments accounted for using the equity method. On February 1, 2024, ÖBB-Personenverkehr AG acquired 100% of the shares in Arverio Deutschland GmbH (Stuttgart, DE) [then Go-Ahead Verkehrsgesellschaft Deutschland GmbH (Berlin, DE)] and thus gained control over Arverio Deutschland GmbH and its subsidiaries. Arverio Deutschland GmbH, DE, founded in 2014, is an important player in German local rail passenger transport with its two operating companies in Bavaria and Baden-Württemberg. With 1,100 employees at that time, the German Arverio Group operates regional train services on behalf of the state of Baden-Württemberg and the Bayerische Eisenbahngesell- schaft with a total of 144 modern electric multiple-unit trains leased or provided by the public transport authority. Arverio Baden-Württemberg GmbH, based in Stuttgart, has been operating five regional rail routes with over 700 kilome- ters of track since 2019. With 10 million train kilometers per year, Arverio Baden-Württemberg GmbH operates the Stuttgart network with the Remsbahn, Residenzbahn, Filstalbahn and Frankenbahn as well as the Murrbahn. Arverio Bayern GmbH, based in Augsburg, has been offering regional rail transport on various routes since 2021 and now covers 10 million train kilometers per year. Arverio Bayern GmbH began operating the Allgäu electric network between Munich and Lindau in 2021. In December 2022, the routes of the Augsburg network were added, with services from Augsburg to Munich, from Augsburg to Würzburg, from Augsburg to Aalen and from Augsburg to Ulm. With the exception of Arverio Drive GmbH (Stuttgart, DE), the subsidiaries of the Arverio Group were included in the Consolidated Financial Statements as fully consolidated companies as of February 1, 2024. The acquired subsidiaries con- stitute a business operation within the meaning of IFRS 3. In the eleven months ended December 31, 2024, the Arverio Group contributed revenues of EUR 280.6 million and a loss of EUR 19.8 million. If the acquisition had taken place on January 1, 2024, Group revenue would have been higher by EUR 24.2 million and the consolidated profit for the year would have been lower by EUR 1.8 million, where it is assumed that the preliminary fair value adjustments made at the time of acquisition would also have been valid in the event of an acquisition on January 1, 2024. The purchase price was paid in cash. The contracting parties have agreed not to disclose the purchase price. The costs for legal advice and other services associated with the business combination amounting to EUR 90 thousand are reported under other expenses. The amounts recognized for the assets acquired and liabilities assumed as of the acquisition date are provisionally measured and summarized below. 01.02.2024 Identifiable assets acquired and liabilities assumed in EUR million Property, plant and equipment 13.6 Intangible assets 7.2 Identified customer base 7.4 Other financial assets 0.1 Other receivables and assets 29.9 Trade receivables 139.2 Cash and cash equivalents 31.2 Financial liabilities -6.3 Provisions -86.6 Trade payables -199.1 Other liabilities -0.9 Total identifiable net assets acquired -64.3 Goodwill of EUR 47.0 million was recognized as a result of the acquisition of the Arverio Group. Goodwill results mainly from the skills and professional qualifications of the workforce and the expected synergies. No portion of the goodwill recognized is expected to be deductible for tax purposes.