Acquisitions, disposals and other changes to the consolidated Group

As of 31 March 2025, the company METRANS Rail Netherlands B.V., Rotterdam, Netherlands, established in the 2023 financial year and assigned to the Intermodal segment, was included as a fully consolidated subsidiary in the HHLA group of consolidated companies.

With the share purchase and transfer agreement dated 21 January 2025, HHLA Sky GmbH, Hamburg, Germany, acquired a further 67.3 % of the shares in Third Element Aviation GmbH, Bielefeld, Germany, which was accounted for using the equity method until 31 December 2024. The closing of the transaction (corresponding to the acquisition date) took place on 21 January 2025. The first-time consolidation of the company took place on the acquisition date. The company continues to be assigned to the Logistics segment. It was included in the HHLA group of consolidated companies as a fully consolidated subsidiary in the first quarter of 2025. With an agreement dated 15 May 2025, the company was merged with HHLA Sky GmbH with retroactive effect as of 1 January 2025. The merger took effect when the acquiring company was entered in the commercial register on 20 June 2025.

The business formation agreement and articles of association dated 23 April 2025 saw the foundation of the company hubload GmbH, Hamburg, with HHLA Next GmbH acquiring 100 % of the shares in the company. The company’s purpose is the development, construction and operation of publicly accessible loading infrastructure at logistics locations for battery-powered electric utility and motor vehicles as well as the provision of additional services as part of the electrification of freight transport. It was included in the HHLA group of consolidated companies in the second quarter of 2025 as a fully consolidated subsidiary assigned to the Logistics segment.

With the cooperation agreement dated 23 October 2024, HHLA International GmbH, Hamburg, agreed to support the development and operation of an intermodal terminal (rail terminal) in Batiovo, Ukraine. As such, the company gained the right to acquire 60.0 % of the shares in this company, Eurobridge Intermodal Terminal LLC, Svoboda, Ukraine, with a call option. The effect of the subsequent measurement of the call option as of 30 June 2025 in the amount of € 1,807 thousand was recognised through profit and loss in financial income. With the share purchase and transfer agreement dated 29 April 2025, HHLA International GmbH, Hamburg, Germany, acquired a 60.0 % stake in Eurobridge Intermodal Terminal LLC, Svoboda, Ukraine. The transaction was completed on 5 September 2025 (date of acquisition). The first-time consolidation of the company took place on the acquisition date. The company has been assigned to the Intermodal segment. It was included in the HHLA group of consolidated companies as a fully consolidated subsidiary in the third quarter of 2025.

With the share purchase and transfer agreement dated 27 November 2025, METRANS a.s., Prague, Czech Republic, acquired 100 % of the shares in Eurotrans spółka z ograniczoną odpowiedzialnością, based in Małaszewicze Duże, Poland. The primary objective of the company is the transportation of goods by rail but also by road, as well as the provision of related services. The closing of the transaction (corresponding to the acquisition date) took place on 27 November 2025. The first-time consolidation of the company took place on the acquisition date. The company has been assigned to the Intermodal segment. The company was incorporated into HHLA’s group of consolidated companies as of 31 December 2025.

With the share purchase and transfer agreement dated 19 December 2024, UNIKAI Lagerei- und Speditionsgesellschaft mbH, Hamburg, acquired the remaining 50.0 % of shares in the company ARS-UNIKAI GmbH, Hamburg, which was accounted for using the equity method until 31 December 2024. The closing of the transaction (corresponding to the acquisition date) took effect on 1 January 2025. Due to the minor significance of the company, it was not included as a fully consolidated subsidiary in the HHLA group of consolidated companies.

The company CL EUROPORT s.r.o., Prague, Czech Republic, was merged with its parent company METRANS a.s., Prague, Czech Republic, in the first quarter of 2025.

With an agreement dated 18 August 2025, the company modility GmbH, Hamburg, was merged with HHLA Next GmbH, Hamburg, with retroactive effect as of 1 January 2025. The merger took effect when the acquiring company was entered in the commercial register on 9 September 2025.

With an agreement dated 4 November 2025, iSAM AG acquired half of the shares in iSAM held by iSAM Holding GmbH, corresponding to 10 % of the nominal capital of iSAM AG. With this transaction, the stake held by HHLA Next GmbH in iSAM AG increased from 80.0 to 88.9 %.

There were no other significant acquisitions, changes in shareholdings in subsidiaries or changes to the consolidated group in the 2025 financial year.